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SRE.GB Sirius Re

97.00
-1.00 (-1.02%)
02 May 2024 - Closed
Realtime Data
Share Name Share Symbol Market Type Share ISIN Share Description
Sirius Re AQSE:SRE.GB Aquis Stock Exchange Ordinary Share GG00B1W3VF54 Ordinary Shares Ord Npv Eur
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -1.00 -1.02% 97.00 95.00 99.00 98.00 95.00 95.00 2,153 15:29:35
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Sirius Real Estate Limited Half-year Report (9053T)

20/11/2023 7:00am

UK Regulatory


Sirius Re (AQSE:SRE.GB)
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TIDMSRE

RNS Number : 9053T

Sirius Real Estate Limited

20 November 2023

SIRIUS REAL ESTATE LIMITED

(Incorporated in Guernsey)

Company Number: 46442

JSE Share Code: SRE

LSE (GBP) Share Code: SRE

LEI: 213800NURUF5W8QSK566

ISIN Code: GG00B1W3VF54

20 November 2023

Sirius Real Estate Limited

("Sirius Real Estate", "Sirius", the "Group" or the "Company")

Condensed interim consolidated financial results for the six months ended 30 September 2023

Strong operational results drive FFO and dividend growth

Sirius Real Estate, the leading owner and operator of branded business and industrial parks providing conventional space and flexible workspace in Germany and the U.K., provides an update on trading for the six months to 30 September 2023.

Rental growth delivers further FFO and dividend increases

   --    7.3% increase in total revenue to EUR140.1 million (30 September 2022: EUR130.6 million) 
   --    7.7% increase in Group like-for-like rent roll (30 September 2022: 6.9%) 

-- 7.0% in like-for-like annualised rent roll in Germany to EUR122.5 million (30 September 2022: EUR114.5 million) and 9.0% in the UK to GBP50.7 million (EUR58.6 million) (30 September 2022: GBP46.5 million (EUR53.8 million)) demonstrating the quality of the assets and continued occupier demand

-- Sirius remains on track to deliver its tenth consecutive year of greater than 5% like-for-like rent roll increases at Group level

-- 9.3% growth in funds from operations(1) to EUR53.0 million (30 September 2022: EUR48.5 million)

-- 2.0% increase in adjusted profit before tax to EUR49.9 million (30 September 2022: EUR48.9 million) excluding property valuations demonstrating continued strong operational performance

-- 13.5% increase in adjusted earnings per share, which excludes valuation movements as well as exceptional items, to 4.21c per share (30 September 2022: 3.71c) reflecting the positive year on year operational development, with basic EPRA earnings per share up 16.7% to 4.12c per share (30 September 2022: 3.53c)

   --    11.1%(2) increase in dividend per share to 3.00c (30 September 2022: 2.70c) 
   --    0.4% increase in EPRA NTA per share to 108.51c (31 March 2023: 108.11c per share) 

-- The book value of owned investment property increased in Germany by EUR13.0 million (30 September 2022: EUR29.7 million), whilst book value decreased in the UK by EUR6.1 million (30 September 2022: EUR23.2 million decrease) representing a 1.8% like-for-like valuation growth and 2.1% like-for-like decrease respectively

-- Increase in owned investment property to EUR2,112.8 million (31 March 2023: EUR2,107.3 million) including assets held for sale of EUR7.3 million

   --    Group EPRA net yield to 6.7% (30 September 2022: 6.4%) 

-- Like-for-like Group occupancy remained stable at 84.5% (30 September 2022: 84.4%) highlighting the Group's ability to manage its tenant base and vacancy, especially in Germany where the tenant retention rate rose to 78% compared to 65% in the prior year

-- 7.2% increase in Germany in like-for-like average rental rate to EUR7.02 per sqm (30 September 2022: EUR6.55 per sqm) and 9.0% increase in the UK to GBP13.78 per sq ft (EUR14.30(3) per sqm) from GBP12.64 per sq ft at 30 September 2022, highlighting the high reversion potential within the UK portfolio in particular

Strong Balance Sheet

-- Weighted average cost of debt remained stable at 1.4% in the period (31 March 2023: 1.4%) with a weighted average debt expiry of 3.3 years, increasing to 2.1% with a weighted average debt expiry of 4.2 years following Berlin Hyp AG and Deutsche Pfandbriefbank AG financing

-- Net LTV of 40.8% (31 March 2023: 41.6%), including unrestricted cash balance of EUR91.2 million (31 March 2023: EUR138.6 million)

   --    Fitch reaffirmed its BBB investment grade rating with "Stable Outlook" on 20 October 2023 

Successful Post Balance Sheet Asset Recycling, including two disposals at 5% average premium to book value

-- Recycling of approximately in total EUR100 million, in four post balance sheet transactions, comprising EUR47.4 million of disposals in Germany and EUR52.9 million of acquisitions in the UK demonstrating that the Company's assets remain desirable and opportunities remain in the market

Outlook

-- Sirius remains well positioned to navigate the current macro-economic climate due to its intensive asset management initiatives together with over 4 years weighted average debt expiries cushioning the impact of higher interest rates affecting many in our sector

-- As such, the Company continues to expect to trade in line with management expectations for the full year.

Commenting on the period, Andrew Coombs, Chief Executive Officer of Sirius Real Estate, said:

"The business has delivered another six months of strong operational performance. Dividend and FFO growth is being supported by continued robust trading, with occupier demand for our high quality affordable products underpinning rental growth and keeping us on track to deliver our tenth consecutive year of greater than 5% like-for-like rent roll increases.

"Our balance sheet is strong, as evidenced by Fitch's recent reaffirmation of our BBB investment grade rating and stable outlook, providing flexibility to leverage future opportunities as they arise. We recycled c. EUR100 million of assets through four post balance sheet transactions, making EUR47.4 million of disposals in Germany and EUR52.9 million of acquisitions in the UK, highlighting our ability to crystallise returns from our mature assets. Furthermore, there are many further levers we can pull to unlock value and grow rental income through our successful asset management platform.

"We continue to be mindful of the uncertain market backdrop, however, our asset management and marketing initiatives continue to give us confidence in the Group's growth prospects. Looking ahead, our outlook is positive and we remain confident in our ability to continue to deliver attractive risk-adjusted returns to shareholders."

Webcast Presentation

Webcast Conference

There will be an in person presentation for analysts at 09.00am (10.00am CET/ 11.00am SAST) today, hosted by Andrew Coombs, Chief Executive Officer of Sirius Real Estate, and Chris Bowman, Chief Financial Officer. This will be held at Peel Hunt's offices: 100 Liverpool Street, London EC2M 2AT

For those unable to join in person, there will be an audio webcast presentation, with registration available via the link below: https://stream.brrmedia.co.uk/broadcast/652f90524a974c05613633fb

For further information:

Sirius Real Estate

Andrew Coombs, CEO / Chris Bowman, CFO

+49 (0) 30 285 010 110

FTI Consulting (Financial PR)

Richard Sunderland / James McEwan / Talia Shirion

+44 (0) 20 3727 1000

SiriusRealEstate@fticonsulting.com

NOTES TO EDITORS

About Sirius Real Estate

Sirius is a property company listed on the main and premium market of the London Stock Exchange and the main board of the JSE Limited. It is a leading owner and operator of branded business and industrial parks providing conventional space and flexible workspace in Germany and the UK. As of 30 September 2023, the Group's portfolio comprised 139 assets let to 9,248 tenants with a total book value of over EUR2 billion, generating a total annualised rent roll of EUR184.2 million. Sirius also holds a 35% stake in Titanium, its EUR350+ million German-focused joint venture with clients of AXA IM Alts.

The Company's strategy centres on acquiring business parks at attractive yields and integrating them into its network of sites - both under the Sirius and BizSpace names and alongside a range of branded products. The business then seeks to reconfigure and upgrade existing and vacant space to appeal to the local market via intensive asset management and investment and may then choose to refinance or dispose of assets selectively once they meet maturity, to release capital for new investment. This active approach allows the Company to generate attractive returns for shareholders through growing rental income, improving cost recoveries and capital values, and enhancing returns through securing efficient financing terms.

For more information, please visit: www.sirius-real-estate.com

Follow us on LinkedIn at https://www.linkedin.com/company/siriusrealestate/

Follow us on X (Twitter) at @SiriusRE

JSE Sponsor

PSG Capital

Business update

Strong operational performance highlights resilience of Sirius platform

Total annualised rent roll

EUR184.2m(3)

9.0%

   2023       EUR184.2m 
   2022       EUR169.0m 

Total revenue

EUR140.1m

7.3%

   2023       EUR140.1m 
   2022       EUR130.6m 

Funds from operations1

EUR53.0m

9.3%

   2023       EUR53.0m 
   2022       EUR48.5m 

Profit before tax

EUR39.8m

(47.4%)

   2023       EUR39.8m 
   2022       EUR75.7m 

Interim dividend

3.00c per share

11.1%2

   2023       3.00c 
   2022       2.70c 

Basic earnings per share

2.71c per share

(54.8)%

   2023       2.71c 
   2022       6.00c 
   1   See note 25 of the Interim Report 2023. 
   2   Interim dividend representing 66% of FFO (30 September 2022: 65% of FFO). 

3 The Company has chosen to disclose certain Group rental income figures utilising a constant foreign currency exchange rate of GBP:EUR 1.1566, being the closing exchange rate as at 30 September 2023.

In summary:

-- Sirius remains resilient and well positioned to navigate the current macro-economic climate due to its intensive asset management initiatives and the fixed price contracts it has secured for a significant portion of its utility demands in both Germany and the UK, which should shelter its diverse tenant base from some of the higher operating costs that most industrial companies are facing. Further, having over 4 years weighted average debt expiries is helping cushion the impact of higher interest rates affecting many in our sector.

-- he Company looks ahead with confidence and continues to trade in line with management expectations for the full year.

Key Group highlights:

 
                                   30 September  30 September            Movement 
Metric                                     2023          2022  Movement         % 
---------------------------------  ------------  ------------  --------  -------- 
Total annualised rent roll* (EUR 
 million)                                 184.2         169.0      15.2      9.0% 
Like-for-like annualised rent 
 roll* (EUR million)                      181.2         168.3      12.9      7.7% 
Average rate (EUR) per sqm*                8.42          7.77      0.65      8.4% 
Average rate (EUR) per sqm like 
 for like*                                 8.40          7.79      0.61      7.8% 
Total occupancy (%)                        84.1          84.4     (0.3)    (1.1)% 
Like for like occupancy (%)                84.5          84.4       0.1      0.1% 
Cash in bank (EUR million)                 91.2         138.6    (47.4)   (34.2)% 
Cash collection (%)                        97.5          97.6     (0.1)        0% 
---------------------------------  ------------  ------------  --------  -------- 
 

* The Company has chosen to disclose certain Group rental income figures throughout utilising a constant foreign currency exchange rate of GBP:EUR 1.1566, being the closing exchange rate as at 30 September 2023, throughout this document.

Overview

Against a backdrop of negative headlines referencing challenging economic conditions in both Germany and the UK, the Group is pleased to report continued strong trading in line with expectations, with all our key like for like operating metrics showing positive momentum leading to like-for-like Group annualised rent roll growth compared to the prior year of 7.7%*.

In Germany, occupancy remains stable and we continue to achieve rental rate growth ahead of inflation as we utilise our proprietary asset management platform to maximise the value we generate from our space. The sale of Kassel at above book value, which we announced on 3 October 2023, demonstrates the resilience of our German portfolio, which has again achieved a modest uplift valuation at the period end driven by continued strong rental growth.

In the UK we continue to focus on driving value from BizSpace. Rent roll growth is ahead of our German operations reflecting the ongoing demand for our affordable, well-located space amid a higher inflationary backdrop. Occupancy in the UK was higher than the six months prior and it is particularly pleasing to report that UK rent roll has exceeded GBP50 million for the first time, buoyed by a record new business sales month in September. Nonetheless the UK portfolio experienced a modest decrease in valuation in line with an expansion in yields in the sector.

Group rent roll increased by 9.0%* year-on-year and 2.8% in the period. Like-for-like rent roll in Germany increased by 2.4% in the period (30 September 2022: 2.4%) whilst year-on-year like-for-like rent roll growth was 7.0%. The UK enjoyed a boost to rent roll as its price led strategy took hold with like-for-like rent roll increasing by 4.6% in the period (30 September 2022: 4.1%) whilst year-on-year like-for-like rent roll growth was 9.0%. Continued strong demand for Company products in attractive locations indicate that Sirius is poised for its tenth consecutive year of greater than 5% like-for-like rent roll increases.

Rent roll growth is supported in Germany by a 2.6% increase in like-for-like rate per sqm to EUR7.06 (31 March 2023: EUR6.88), whilst the like-for-like year-on-year rate grew by 7.2% to EUR7.02 (30 September 2022: EUR6.55). In the UK, a strong increase year-on-year in like-for-like rate per sq ft of 9.0% to GBP13.78 (30 September 2022: GBP12.64) was also the driver of the 9.0% like-for-like rent roll increase to GBP50.7 million (30 September 2023: GBP46.5 million). These developments over the past year have helped the Group report a 9.3% growth in FFO to EUR53.0 million (30 September 2022: EUR48.5 million).

The strong trading underpins the board's confidence to declare an 11.1% increase in the interim dividend to 3.00c per share compared to the 2.70c for H1 last year. NAV per share grew around 0.2% in the six month period which was helped by a 0.3% uplift in the valuation of owned investment property to EUR2,112.8 million from EUR2,107.3 million as at 31 March 2023, including those assets held for sale.

The Group's balance sheet remains strong as a result of a number of previously communicated early financings that have been agreed. These comprise the EUR170 million Berlin Hyp AG loan facility, for a period of seven years to 31 October 2030, and the EUR58.3 million Deutsche Pfandbriefbank AG facility, for a period of seven years to 31 December 2030. From the commencement of the new Deutsche Pfandbriefbank AG facility at the end of December 2023, the Group will have a weighted average cost of debt of 2.1% and a weighted average debt expiry of 4.2 years. In addition, the Company further paid down its expiring Schuldschein debt of EUR20 million in the period from existing cash flows. The early financing of the Berlin Hyp AG and Deutsche Pfandbriefbank AG loans demonstrate the Group's continued support from its banking partners and ability to refinance or take out new facilities throughout the property cycle.

The Group's track record of growing FFO organically through its selective asset recycling is continuing well, as outlined in detail under "Asset recycling, acquisitions and disposals" further on in this report. In summary, the Group undertook several transactions post the balance sheet date in both Germany and the UK amounting to in total nearly EUR100 million, recycling EUR47.4 million of disposals into EUR52.9 million of acquisitions in October and November a testament to the Group's continued success in recycling assets in all market environments.

The Group is further pleased to welcome Chris Bowman as CFO as he joins the Sirius Board of Directors in August 2023 following a handover from interim CFO Alistair Marks. Alistair Marks, who stepped down from the Sirius board in July 2023, will be leaving the Group at the end of March 2024 having been with Sirius since inception in 2007, becoming CFO in 2012, following internalisation and more recently as CIO. He goes with the Board's thanks for his valuable contribution to the Group.

Financial performance

Excluding the effects from gains and losses from the revaluation of investment properties profit before tax increased by 2.0% to EUR49.9 million (30 September 2022: EUR48.9 million) demonstrating continued strong operational performance. Total revenue, which comprises rental income, fee income from Titanium, other income from investment properties and service charge income, increased by 7.0% to EUR140.1 million (30 September 2022: EUR130.6 million). The Company reported a profit before tax for the six month period of EUR39.8 million (30 September 2022: EUR75.7 million) which includes EUR9.6 million of deficit* from investment property revaluations of its owned assets (30 September 2022: EUR27.8 million gain).

As a result, FFO for the six months grew to EUR53.0 million (4.54c per share) compared to EUR48.5 million (4.15c per share) for the same period in the prior year, an increase of 9.3% on a per share basis. Reported profit after tax of EUR31.7 million and basic earnings per share of 2.71c compares to EUR70.0 million and basic earnings per share of 6.00c in the prior year, reflecting lower valuations coupled with a small lag on the asset recycling between when assets were sold and the equity reinvested. Adjusted earnings per share, which excludes valuation movements as well as exceptional items, increased by 13.5% to 4.21c per share from 3.71c in the prior year, reflecting the positive year on year operational activity.

   *     Net of capex and adjustments in relation to lease incentives and broker fees. 

The following table sets out the key earnings per share metrics:

Table 1: Earnings per share

 
                           six months                           six months 
                              ended                                ended 
                        30 September 2023                    30 September 2022 
               -----------------------------------  ----------------------------------- 
               Earnings                      Cents  Earnings                      Cents   Change 
                   EURm  No. of shares   per share      EURm  No. of shares   per share        % 
-------------  --------  -------------  ----------  --------  -------------  ----------  ------- 
Basic EPS          31.7  1,169,697,061        2.71      70.0  1,167,383,139        6.00  (54.8)% 
Diluted EPS        31.7  1,185,416,141        2.67      70.0  1,183,403,147        5.92  (54.9)% 
Adjusted EPS       49.3  1,169,697,061        4.21      43.3  1,167,383,139        3.71    13.5% 
Basic EPRA 
 EPS               48.2  1,169,697,061        4.12      41.2  1,167,383,139        3.53    16.7% 
Diluted EPRA 
 EPS               48.2  1,185,416,141        4.07      41.2  1,183,403,147        3.48    17.0% 
-------------  --------  -------------  ----------  --------  -------------  ----------  ------- 
 

The Directors have chosen to disclose EPRA earnings, which are widely used alternative metrics to their IFRS equivalents (further details on EPRA best practice recommendations can be found at www.epra.com). Refer to note 2(c) for further information.

Net asset value per share ("NAV") grew to 102.65c (31 March 2023: 102.46c) in the period whilst adjusted net asset value per share ("adjusted NAV") increased by 0.6% to 109.91c (31 March 2023: 109.21c). EPRA net tangible assets ("EPRA NTA") per share increased by 0.4% to 108.51c (31 March 2023: 108.11c). The valuation metrics are described in more detail below and the movement in net asset value per share in the period can be seen in the following table:

Table 2: Net assets per share

 
                                                         cents per 
                                                             share 
-------------------------------------------------------  --------- 
NAV per share as at 31 March 2023                           102.46 
-------------------------------------------------------  --------- 
Profit after tax                                              4.22 
Deficit on revaluation of investment properties             (0.80) 
Deferred tax charge                                         (0.44) 
Cash dividend paid                                          (3.15) 
EBT share purchase and LTIP vesting                         (0.02) 
Foreign currency                                              0.65 
Adjusting items                                             (0.26) 
-------------------------------------------------------  --------- 
NAV per share as at 30 September 2023                       102.65 
-------------------------------------------------------  --------- 
Deferred tax and adjustments to financial derivatives*        7.25 
-------------------------------------------------------  --------- 
Adjusted NAV per share as at 30 September 2023              109.91 
-------------------------------------------------------  --------- 
EPRA adjustments*                                           (1.40) 
-------------------------------------------------------  --------- 
EPRA NTA per share as at 30 September 2023                  108.51 
-------------------------------------------------------  --------- 
 
   *     See note 11 of the Interim Report. 

Lettings and rental growth

Rental growth

Germany

In Germany, like-for-like year-on-year annualised rent roll increased by 7.0% to EUR122.5 million (30 September 2022: EUR114.5 million). The Company was also able to manage the inflationary environment effectively, increasing its average like-for-like rental rate per sqm by 7.2% to EUR7.02 per sqm from EUR6.55 per sqm in the prior year. Like-for-like occupancy remained stable at 83.8% (30 September 2022: 83.8%) highlighting the Company's ability to manage its tenant base and vacancy, as evidenced by its tenant retention rate of 78% compared to 65% in the prior year.

UK

In the UK, like-for-like year-on-year annualised rent roll increased by 9.0% to GBP50.7 million (EUR58.7* million) (30 September 2022: GBP46.5 million (EUR52.6* million)). This was driven by a 9.0% increase in like-for-like average rental rate to GBP13.78 per sq ft (EUR14.30* per sqm) from GBP12.64 per sq ft as at 30 September 2022, highlighting the high reversion potential within the UK portfolio which is realisable due to continued strong occupier demand. Like-for-like occupancy increased to 87.7% (30 September 2022: 87.0%) for the year due to proactive management of its customer base in order to take advantage of the continued rental growth in the industrial market and high demand for flexible workspace, as well as its efforts to attract tenants at higher rates.

* The Company has chosen to disclose certain Group rental income figures throughout utilising a constant foreign currency exchange rate of GBP:EUR 1.1566, being the closing exchange rate as at 30 September 2023, throughout this document.

Cash collection

As rental rates continue to increase in both Germany and in the UK, the value of the Company's in-house team of cash collection professionals who maintain close working relationships with tenants is key to the Company's success in collecting its debts. As inflationary pressures remain, the Company has been successful in maintaining consistent cash collection rates across the Group of 97.5% (30 September 2022: 97.6%).

Germany

In the six months to 30 September 2023, the Company increased its tenant billings by 12.7% to EUR97.5 million (excluding VAT) (30 September 2022: EUR86.5 million), of which EUR94.7 million or 97.1% was collected, remaining consistent with the 97.2% collected in the prior comparative period. The Company expects to collect the majority of the EUR2.8 million outstanding debts through its regular collection activities over the coming months. The Company had only immaterial write offs in the period.

UK

BizSpace also continued to maintain high cash collection rates through the team's active management of its tenant base. Of the GBP25.4 million (excluding VAT) (EUR29.4 million) which was billed in the period, GBP25.1 million (EUR29.1 million) or 98.9% was collected. The remaining GBP0.3 million (EUR0.3 million) is expected to be collected in the normal course of regular collection activities over the coming months. The Company had immaterial write offs in the period.

Portfolio valuation

Group

Taking into account investment property relating to leased assets the total investment property book value as at 30 September 2023 was EUR2,129.5 million (31 March 2023: EUR2,123.0 million) such valuations having been independently reviewed by Cushman and Wakefield. In accordance with IFRS 16, the Group recognises leased investment properties of EUR24.0 million; accordingly, a revaluation loss of EUR0.7 million representing the fair value adjustment in the period was recorded in the income statement.

Germany

The EUR13.0 million increase in value of the owned investment properties in the German portfolio was made up of EUR11.2 million of capex investment and EUR8.9 million of valuation uplift, offset by a EUR7.3 million transfer in assets held for sale and EUR0.2 million adjustment with respect to lease incentives on the back of the 2.4% increase in like-for-like rental income. The portfolio is now valued on a gross yield of 7.4% and a net yield of 6.6% which has increased from 7.3% and 6.5% respectively as at 31 March 2023. Despite ongoing pressures on the commercial property market in Germany, yields remain less volatile for higher yielding asset classes, with sellers preferring to take assets off the market rather than reduce prices significantly. Nevertheless, Sirius is particularly well positioned to absorb any further yield expansion in the asset class due to the value-add potential remaining within its portfolio and the fact that, over the last few years, its assets are valued at yields which are much higher than where similar assets have been trading at over the last few years. Sirius' business model of upgrading and repositioning underperforming properties through its capex investment programme to transform them into much more desirable institutional type assets is one which works very effectively when the market is strong as well as when it is more challenging.

As at the period end, just over 60% of the total portfolio comprised assets benefiting from both income and value-add potential which will be realised through Sirius' intensive asset management and selective capex investment over the next few years. These assets now have an average occupancy of 78.8% and are valued on a gross yield of 7.7%, compared to the Company's mature assets which are on average around 94.8% occupied and valued on a gross yield of 6.8%. Unlocking the potential in the value-add portfolio will come from filling up sites and stabilising their rental income. This will be achieved through our strategy of making the properties much more appealing to a wider market which includes the lower cost of capital investors who buy these types of assets on much tighter yields. Hence, we would expect to see the gap between the yields of the value-add assets and mature assets tighten as the value-add assets approach maturity. This is why the capex programme, which has so successfully and consistently improved occupancy, rental income, service charge cost leakage and overall quality of the rent roll and sites in general, has proven to be extremely value accretive.

UK

The EUR6.1 million negative movement in owned investment property of the UK portfolio was made up of a EUR18.5 million revaluation decrease, taking into account EUR5.3 million of capital expenditure, offset by a favourable foreign currency translation adjustment of EUR7.1 million.

The 30 September 2023 book value of the UK portfolio, which was independently valued by Cushman & Wakefield LLP, was GBP355.9 million (EUR411.6 million) (31 March 2023: GBP367.2 million) (EUR417.7 million), representing an average gross yield of 14.3% (31 March 2023: 13.2%) which translates to a net yield of 9.7% (31 March 2023: 9.3%). The 30 September 2023 valuation represents a 3.2% valuation decrease when compared to the GBP367.2 million valuation figure as at 31 March 2023, driven by an average 40bps of yield expansion fully offsetting a 4.5% organic increase in annualised rent roll across the same period.

The average capital value per sqm of the portfolio of GBP85 per sq ft (EUR915 per sqm) remains well below replacement cost and illustrates the potential for further growth from transformative investment through leveraging the Group's capex investment programme.

German capex investment programme

The Group's capex investment programme in relation to its German assets has historically been focused on the transformation of poor-quality vacant space that is typically acquired at very low cost due to it being considered as structural vacancy by former owners. The transformation and take up of this space have not only resulted in significant income and valuation improvements for the Company but have also yielded significant improvements in service charge cost recovery and therefore further enhanced the improvements to net operating income. The programme started in 2015 and to date 433,632 sqm of space has been completed for an investment of EUR69 million. As at 30 September 2023, this space was generating EUR27.4 million in annualised rent roll (at 73% occupancy) plus the substantial improvement in the recovery of service charge costs. This transformed space has also been the major contributor towards the large valuation increases seen in the portfolio over the last 8.5 years.

In addition to the space that has been completed and let or is currently being marketed, a total of approximately 32,300 sqm of space is either in the process of being transformed or is awaiting approval to commence transformation. The Group is on track to invest EUR8.8m into its capex investment programme this year and expects to generate return on investment via rental income alone in excess of 25%.

In addition to the capex investment programme on acquired "structural" vacant space, Sirius continually identifies and looks for opportunities to upgrade the space that is vacated each year as a result of move-outs. Within the existing vacancy as at 30 September 2023, the Company has identified approximately 59,039 sqm of vacated space that has potential to be significantly upgraded before it is re-let. This space will require an investment of approximately EUR6.2 million and, at current rates, is expected to generate greater than 35% return on investment in annualised rent roll when re-let. Upgrading this vacated space allows the Company to enhance the reversionary potential of the portfolio further whilst significantly improving the quality, desirability and hence value of not only the space that is invested into but also the whole site.

The German portfolio's headline 84% occupancy rate means that in total 296,446 sqm of space is vacant as at 30 September 2023. When excluding the vacancy that is subject to investment (5% of total space), and the structural vacancy, which is not economically viable to develop (2% of total space), the Company's occupancy rate based on space that is readily lettable is approximately 90%.

Whilst the capex investment programmes are a key part of Sirius' strategy, they represent one of several ways in which the Company can organically grow income and capital values. A wide range of asset management capabilities including the capturing of contractual rent increases (especially whilst inflation is high), uplifts on renewals and the re-letting of space at higher rates are expected to continue to contribute to the Company's annualised rent roll growth going forward.

Asset recycling, acquisitions and disposals

Recycling equity from mature assets into new value-add acquisitions has always been a significant part of the Sirius business model. It benefits the Company in many ways including: a) proving enhanced valuations that can also be crystallised; b) replenishing the growth opportunity within the vacancy and the capex investment programme; and c) being accretive to FFO per share (and therefore dividend per share), with a consequent contribution to NAV per share growth. This is an element of the Company's strategy which Sirius is able to execute effectively throughout the property cycle and this has been evidenced by the Company's continued asset recycling initiatives. Even though the market for both selling and buying remains a challenging one due to the current economic climate, and with the Company remaining mindful of its net LTV, it has been able since the balance sheet date to recycle some non-core and mature assets in Germany and reinvest these funds into some excellent accretive opportunities in the UK, as detailed below.

Disposals

Whilst the Company did not complete any disposals in the period in both Germany and in the UK, it did conduct two post balance sheet transactions in Germany. The sale of its Kassel asset for EUR7.3 million, which completed on 1 October 2023 represented a 5% premium to book value at the time of notarisation. This allowed Sirius to dispose of an asset located in a non-core location, which was 92% let and comprised a total lettable area of 8,342 sqm of industrial, office, logistics and other space within a 16,217 sqm plot size. Additionally, the Company notarised the disposal of its Maintal I asset on 1 November 2023, for a sales price of EUR40.1 million equating to 6% above book value, with an expected timing of completion in March 2024. The mixed-use site consists of 38,000 sqm of storage, industrial and office space, yielding EUR2.1 million on NOI at 83% occupancy.

Acquisitions

The Company did not complete on any acquisitions during the period, whilst it waited for opportunistic acquisitions to arise given market conditions. Utilising recycled funds from disposals in Germany and free cash on hand, the Company completed the purchase of two post balance sheet transactions amounting to GBP45.8 million (EUR52.9 million). The first was GBP10.1 million (EUR11.7 million) acquisition, which completed on 2 October 2023 and comprised two mixed use industrial assets located in Liverpool and the other in Barnsley with a combined area of 71,957 sq ft (6,685 sqm) of predominantly workshop space. The purchase price represented a NIY of 9.6% (total acquisition costs). The second transaction, which was completed on 6 November 2023, was the GBP35.7 million (EUR41.2 million) purchase of three multi-let studio sites located in Islington and Camden in North London, representing a 7.3% net initial yield after costs. The assets, with a combined area of 103,962 sq ft (9,658 sqm) are just under 70% let, providing opportunity for the Company to implement its asset management initiatives.

A summary of the acquisitions and disposals transacted post the balance sheet date is set out in the tables below:

Table 3a: Acquisitions

 
                                                              Annualised 
                                            Total      Total      rental  Annualised 
Notarised/completed                    investment   acquired      income         NOI 
 for acquisition             Date            GBPm      sq ft        GBPm        GBPm  Occupancy  Gross yield 
------------------------  ----------  -----------  ---------  ----------  ----------  ---------  ----------- 
Liverpool and Barnsley*    Oct 2023          10.1     71,957         1.3         1.0      99.3%        12.4% 
-------------------------  ---------  -----------  ---------  ----------  ----------  ---------  ----------- 
Islington and Camden**     Nov 2023          35.7    103,962         2.8         2.6      69.8%         7.8% 
-------------------------  ---------  -----------  ---------  ----------  ----------  ---------  ----------- 
Total                                        45.8    175,919         4.1         3.6      81.8%         9.0% 
-------------------------  ---------  -----------  ---------  ----------  ----------  ---------  ----------- 
 
 
   *     Completed on 2 October 2023 
   **    Completed on 6 November 2023 

Table 3b: Assets held for sale

 
                                                        Annualised 
                                      Total      Total      rental  Annualised 
Notarised/completed             sales price   disposal      income         NOI             Gross yield 
 for sale             Date             EURm        sqm        EURm        EURm  Occupancy            * 
--------------------  -------  ------------  ---------  ----------  ----------  ---------  ----------- 
Kassel**              Oct 23            7.3      8,341         0.5         0.4        92%         7.1% 
--------------------  -------  ------------  ---------  ----------  ----------  ---------  ----------- 
Maintal***            Nov23            40.1     37,871         2.4         2.1        83%         6.0% 
--------------------  -------  ------------  ---------  ----------  ----------  ---------  ----------- 
Total                                  47.4     46,192         2.9         2.5        85%         7.1% 
-----------------------------  ------------  ---------  ----------  ----------  ---------  ----------- 
 
   *    Calculated on net purchase price. 
   **   Completed 1 October 2023 

*** Notarised 1 November 2023, expected completion March 2024

Net LTV and debt refinancing

Net LTV, which reduces the loan balance by free cash (excluding restricted cash balances) in its calculation, has been reduced to 40.8% (31 March 2023: 41.6%) whilst interest cover at EBITDA level was 8.2x as at 30 September 2023 (31 March 2023: 8.6x).

The Company's balance sheet remains strong through previously communicated financings of the EUR170 million Berlin Hyp AG loan facility, for a period of seven years to 31 October 2030 and the EUR58.3 million Deutsche Pfandbriefbank AG facility, for a period of seven years to 31 December 2030. From the commencement of the new Deutsche Pfandbriefbank AG facility at the end of December 2023, the Group will have a weighted average cost of debt of 2.1% and a weighted average debt expiry of 4.2 years. The Company further paid down its expiring Schuldschein debt of EUR20 million in the period from existing cash flows. This ability to refinance debt at favourable rates in the current market circumstances is an important asset for the Company. The Company has no debts maturing within the next twelve months, with less than EUR30 million in loans coming due between January and March 2025.

All covenants were complied with in full during the period. A summary of the movement in the Group's debt is set out below:

Table 4: Movement in debt*

 
                                       EURm 
-----------------------------------  ------ 
Total debt as at 31 March 2023        975.1 
Debt repayment                       (20.0) 
Scheduled amortisation                (2.7) 
-----------------------------------  ------ 
Total debt as at 30 September 2023    952.4 
-----------------------------------  ------ 
 
   *     Excludes loan issue costs. 

Strength of well-diversified income and tenant base

A combination of the diversity of the Group's tenant base and wide range of space offerings, which are underpinned by an established operating platform, continues to be extremely beneficial to Sirius and will be another key element to help the Company continue to grow over the next few years. Diversity in both space type and tenancy is key to this. Sirius' portfolio includes industrial, manufacturing, urban logistics/production, storage and out of town office space that caters to multiple usages and a vast range of sizes and tenant types. The diversity of the Company's tenant base ranges from large, stable and long-term anchor tenants through to the flexible SME and private customers who are the engine room of any economy.

Germany

Against the backdrop of continued market disruption, resulting in a high inflationary environment, the importance of a well-diversified tenant base and wide range of products is evident. The Group's large anchor tenants are typically multinational corporations occupying production, storage and related office space whereas the SMEs and individual tenants occupy space on both a conventional and a flexible basis including space marketed under the Company's popular Smartspace brand which provides tenants with a fixed cost and high degree of flexibility. The Company's largest single tenant contributes 2.2% of total annualised rent roll whilst 8.1% of its annualised rent roll comes from government tenants. SMEs in Germany, the Mittelstand, are typically defined as companies with revenues of up to EUR50.0 million and up to 500 employees. SME tenants remain a key target group which the Company's internal operating platform has demonstrated an ability to attract in significant volumes as evidenced through the high number of enquiries that are generated each month, mainly through the Company's own marketing channels. The wide range of tenants that the Sirius marketing and sales team is able to attract is a key competitive advantage and results in a significantly de-risked business model when compared to other owners of multi-tenanted light industrial and business park assets. The table below illustrates the diverse nature of tenant mix within the German portfolio at the end of the reporting period:

Table 5a: Tenant breakdown - Germany

 
                                  No. of                                          % of total 
                           tenants as at                  % of     Annualised     annualised      Rate 
                            30 September   Occupied   occupied   rent income*   rent income*   per sqm 
                                    2023        sqm        sqm           EURm              %       EUR 
------------------------  --------------  ---------  ---------  -------------  -------------  -------- 
Top 50 anchor tenants1                50    671,023        45%           48.3            39%      5.99 
Smartspace SME tenants2            2,838     70,427         5%            8.0             6%      9.50 
Other SME tenants 
 3                                 2,866    738,549        50%           69.2            55%      7.80 
------------------------  --------------  ---------  ---------  -------------  -------------  -------- 
Total                              5,754  1,479,999       100%          125.5           100%      7.06 
------------------------  --------------  ---------  ---------  -------------  -------------  -------- 
 
   1     Mainly large national/international private and public tenants. 
   2     Mainly small and medium-sized private and public tenants. 
   3     Mainly small and medium-sized private and retail tenants. 
   *     See glossary section of the Interim Report 2023. 

Even with the continuing conflict in Ukraine, Europe's energy supply has successfully diversified away from Russia dependence. Germany continues to be well positioned through its early identification of the issue and shoring up of its gas reserves. As at 30 September 2023, Germany had managed to ensure its gas storage capacity had been filled, enabling the German economy to continue operating without expected interruptions this coming winter. Additionally, the Company's robust and well-diversified tenant base does not have a significant reliance on gas supplies to continue operating and, as such, the potential negative impact on Sirius' rent roll is low. In Germany, the Company sources its utilities and facilities management services in bulk for its properties and has managed to secure a long-term, four-year contract after its current utility contract expires in December 2023. This new utility contract allows the Company to hedge up to 70% of the order volume at a fixed price at any time, benefiting the expected trend in reduced utility expenses in the coming years. As a result, its tenants should be sheltered from some of the higher operating costs that many industrial companies are facing right now. This is yet another benefit and advantage offered by Sirius that it has from its intense active management strategy.

UK

BizSpace's top 100 tenants are larger corporate customers representing 23% of its annualised income, whilst the remaining 77% of tenants are made up of SME and micro-SME. Whilst the top 100 tenants occupy 1% less space than in the comparative period, the rent roll contribution has increased by 2% with rates increasing by 6%. The biggest contributor to rent roll continues to be the next 900 tenants, where rent roll increased by 16% as a result of a 6% increase in rates and occupying 9% more space than in the comparative period. The price led strategy has made very positive contribution to rent roll in this segment.

Table 5b: Tenant breakdown - UK

 
                           No. of 
                       tenants as                                          % of total 
                               at                  % of     Annualised     annualised        Rate 
                     30 September   Occupied   occupied   rent income*   rent income*   per sq ft 
                             2023      sq ft      sq ft           GBPm              %         GBP 
------------------  -------------  ---------  ---------  -------------  -------------  ---------- 
Top 100 tenants               100    913,699        25%           11.7            23%       12.81 
Next 900 tenants              900  1,790,712        49%           23.0            45%       12.84 
Remaining tenants           2,494    977,620        27%           16.0            32%       16.37 
------------------  -------------  ---------  ---------  -------------  -------------  ---------- 
Total                       3,494  3,682,031       100%           50.7           100%       13.78 
------------------  -------------  ---------  ---------  -------------  -------------  ---------- 
 
   *     See glossary section of the Interim Report 2023. 

Smartspace Germany

Sirius' Smartspace products are designed with flexibility in mind, allowing tenants to benefit from a fixed cost which continues to be desirable even in challenging market conditions, across a range of affordable serviced offices, self-storage units and workboxes on a flexible basis that can be tailored to their needs. The majority of Smartspace has been developed from space that is either sub-optimal or considered to be structurally void by most light industrial real estate operators. Following conversion, the area is transformed into space that can be let at significantly higher rents than the rest of the business park and, as a result, is highly accretive to both income and value. In the post-pandemic environment, as businesses manage remote working, online selling, issues with supply chains and supply shortages, the Smartspace product line becomes even more attractive because of its flexibility, pricing and location being on the fringes of major cities.

The fact that the Company is able to convert sub-optimal and unutilised space into this premium, popular space and achieve rental rates well in excess of the rest of the portfolio, means that even though Smartspace is only a small part of Sirius' business, it is a major part of the value enhancement process and the asset transformation, while providing a valuable service for tenants located elsewhere on the parks as well as those just using this space.

The annualised rental income now being generated from Smartspace, excluding the element that covers service charge costs, has decreased by 4.8% to EUR8.0 million from EUR8.4 million at the beginning of the period due to adjustments in service charge allocation whilst it increased by 1.3% year-on-year. The occupancy of Smartspace has remained stable in the period at 66% (31 March 2023: 65%) whilst the rates have decreased by 4.2% in the last six months from EUR9.92 per sqm to EUR9.50 per sqm.

Environmental, social and governance ("ESG")

We are pleased to report that we continue to make progress in embedding our ESG programme into our corporate strategy and our business and financial planning cycles. Throughout this process, we always ensure our approach remains commercially practical and financially viable.

In Germany, and as announced in our 2022/23 Annual Report, we have achieved our target reductions in net zero emissions for our Scope 1 and 2 emissions. Our main focus is now on better understanding the pathway to net zero emissions, including Scope 3, by 2045 in line with the German national target. To support this work, our previous assessments are being updated to reflect revised CRREM methodology which was launched after our year end and are being subjected to a detailed operational and financial assessment. We intend to be in a position to outline a more detailed pathway, including shorter-term decarbonisation plans and targets, in our next Annual Report.

In the UK, we remain committed to achieving carbon neutrality for Scope 1 and 2 emissions in the current financial year and we are commencing an assessment to understand the potential pathway to net zero emissions including Scope 3 for the UK by 2045 or 2050 in line with CRREM and SBTi with aims to share initial results during FY2024/25. Equally, our EPC programme continues as a priority, and we are confident we can achieve the target rating of EPC 'C' by 2027 for our assets as a first stage and the final target of EPC "B" by 2030.

Our ESG departments in both Germany and the UK, which were formed this year, have been tasked with assessing the operational and financial implications, including developing asset-by-asset plans and capex requirements to achieve our net zero and EPC ambitions. We believe these financial and operational indicators require more detailed analysis and testing by us and will continue to make progress in these areas and update as appropriate, including through our TCFD reporting.

Our social and governance programmes remain well established and accepted within both Sirius in Germany and BizSpace in the UK. Our people are at the heart of everything we do, and we continue to develop and expand our training and development offering through the Sirius Training Centre and ensure we cultivate a supportive and motivating working environment. A focus on wellbeing remains core to our people strategy, as well as maintaining our strong diversity, equity, and inclusion programme. We have also made significant progress in the development of engagement programmes targeted at benefiting the local communities in which we operate and will be able to update further at year end.

Lastly, in order to support and test the progress of our ESG roadmap, we have commenced our new ESG materiality assessment covering both Germany and the UK. This process will enable us to continue to align our ESG programme to our corporate strategy and ensure we have taken into account the views of our stakeholders. We intend to report on the findings of this process in our next Annual Report.

Outlook

Sirius is pleased with the trading performance of the first six months of the financial year, which saw continued like-for-like rent roll growth and strong cash collection rates in both Germany and the UK. The Company remains committed to a progressive dividend to its shareholders as it continues to navigate through a challenging macro-economic climate in the UK and Europe and remains well positioned to continue to grow due to its intensive asset management initiatives, diversified offerings and effective and dynamic business model.

Andrew Coombs

Chief Executive Officer

Chris Bowman

Chief Financial Officer

17 November 2023

Statement of Directors' responsibilities

Each of the Directors, whose names and functions appear below, confirm to the best of their knowledge that the unaudited condensed interim set of consolidated interim financial statements have been prepared in accordance with note 2(a), IAS 34 "Interim Financial Reporting", as issued by the IASB, and the interim management report herein includes a fair review of the information required by the Disclosure Guidance and Transparency Rules ("DTR"), namely:

-- DTR 4.2.7 (R): an indication of important events that have occurred during the first six months of the financial year, and their impact on the condensed interim set of consolidated interim financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

-- DTR 4.2.8 (R): any related party transactions that have taken place in the six month period ended 30 September 2023 that have materially affected, and any changes in the related party transactions described in the 2023 Annual Report that could materially affect, the financial position or performance of Sirius Real Estate Limited during the period.

The Directors of Sirius Real Estate Limited as at the date of this announcement are set out below:

   --     Daniel Kitchen, Chairman* 
   --     Caroline Britton, Senior Independent Director* 
   --     Andrew Coombs, Chief Executive Officer 
   --     Chris Bowman, Chief Financial Officer 
   --     James Peggie* 
   --     Mark Cherry* 
   --     Kelly Cleveland* 
   --     Joanne Kenrick* 
   *     Non-Executive Directors. 

A list of the current Directors is maintained on the Sirius Real Estate Limited website: www.sirius-real-estate.com.

The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in Guernsey governing the preparation and dissemination of financial information differs from legislation in other jurisdictions.

By order of the Board

Andrew Coombs

Chief Executive Officer

Chris Bowman

Chief Financial Officer

17 November 2023

Independent review report

to Sirius Real Estate Limited

Conclusion

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 2023 which comprises condensed consolidated income statement, the condensed consolidated statement of comprehensive income, the condensed consolidated statement of financial position, the condensed consolidated statement of changes in equity, the condensed consolidated statement of cash flows, and the related notes 1 to 28. 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.

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 2023 is not prepared, in all material respects, in accordance with I International Accounting Standard 34 "Interim Financial Reporting" the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority, the South African Institute of Chartered Accountants (SAICA) Financial Reporting Guides, as issued by the South African Accounting Practices Committee and the Financial Pronouncements as issued by the Financial Reporting Standards Council of South Africa.

Basis for Conclusion

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

As disclosed in note 2(d), the annual financial statements of the Group are prepared in accordance with International Financial Reporting Standards as issued by the IASB. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting", the South African Institute of Chartered Accountants ("SAICA") Financial Reporting Guides, as issued by the South African Accounting Practices Committee, the Financial Pronouncements as issued by the Financial Reporting Standards Council of South Africa and the JSE Limited Listing requirements for condensed interim reports.

Conclusions Relating to Going Concern

Based on our review procedures, which are less extensive than those performed in an audit as described in the Basis for Conclusion section of this report, nothing has come to our attention to suggest that management have inappropriately adopted the going concern basis of accounting or that management have identified material uncertainties relating to going concern that are not appropriately disclosed.

This conclusion is based on the review procedures performed in accordance with this ISRE, however future events or conditions may cause the entity to cease to continue as a going concern.

Responsibilities of the directors

The directors are responsible for preparing the half-yearly financial report in accordance with:

- the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority;

- the South African Institute of Chartered Accountants (SAICA) Financial Reporting Guides, as issued by the Accounting Practices Committee;

- the Financial Pronouncements as issued by the Financial Reporting Standards Council of South Africa;

- IAS 34 "Interim Financial Reporting" and in compliance with the framework concepts and the measurement and recognition requirements of the IFRS; and

   -     the JSE Limited Listing requirements for condensed interim reports. 

In preparing the half-yearly financial report, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's Responsibilities for the review of the financial information

In reviewing the half-yearly report, we are responsible for expressing to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report. Our conclusion, including our Conclusions Relating to Going Concern, are based on procedures that are less extensive than audit procedures, as described in the Basis for Conclusion paragraph of this report.

Use of our report

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

Ernst & Young LLP

London

17 November 2023

Condensed interim consolidated income statement

for the six months ended 30 September 2023

 
                                                           Unaudited      Unaudited 
                                                                 (1)            (1) 
                                                          six months     six months 
                                                               ended          ended 
                                                        30 September   30 September 
                                                                2023           2022 
                                                Notes           EURm           EURm 
----------------------------------------------  -----  -------------  ------------- 
Revenue                                             4          140.1          130.6 
Direct costs                                        5         (58.8)         (57.4) 
----------------------------------------------  -----  -------------  ------------- 
Net operating income                                            81.3           73.2 
(Loss)/gain on revaluation of investment 
 properties                                        12         (10.1)           26.8 
Gain on disposal of properties                                   0.0            4.8 
Movement in expected credit loss provision(2)       5            0.5            0.3 
Administrative expenses(2)                          5         (24.5)         (25.1) 
Share of profit of associates                      17            0.3            2.6 
----------------------------------------------  -----  -------------  ------------- 
Operating profit                                                47.5           82.6 
----------------------------------------------  -----  -------------  ------------- 
Finance income                                      8            2.3            1.1 
Finance expense                                     8          (9.2)          (9.2) 
Change in fair value of derivative financial 
 instruments                                        8          (0.8)            1.2 
----------------------------------------------  -----  -------------  ------------- 
Net finance costs                                              (7.7)          (6.9) 
----------------------------------------------  -----  -------------  ------------- 
Profit before tax                                               39.8           75.7 
Taxation                                            9          (8.1)          (5.6) 
----------------------------------------------  -----  -------------  ------------- 
Profit for the period after tax                                 31.7           70.1 
----------------------------------------------  -----  -------------  ------------- 
Profit attributable to: 
Owners of the Company                                           31.7           70.0 
Non-controlling interest                                         0.0            0.1 
----------------------------------------------  -----  -------------  ------------- 
                                                                31.7           70.1 
----------------------------------------------  -----  -------------  ------------- 
Earnings per share 
Basic earnings per share                           10          2.71c          6.00c 
Diluted earnings per share                         10          2.67c          5.92c 
----------------------------------------------  -----  -------------  ------------- 
 

(1) Refer to note 2(a).

(2) To conform to the current period presentation, the movement in expected credit loss provision has been shown as a separate line and this is a reallocation from administrative expenses for the period ended 30 September 2022.

All operations of the Group have been classified as continuing.

Condensed interim consolidated statement of comprehensive income

for the six months ended 30 September 2023

 
                                                                      Unaudited 
                                                    Unaudited(1)            (1) 
                                                      six months     six months 
                                                           ended          ended 
                                                    30 September   30 September 
                                                            2023           2022 
                                            Notes           EURm           EURm 
------------------------------------------  -----  -------------  ------------- 
Profit for the period after tax                             31.7           70.1 
------------------------------------------  -----  -------------  ------------- 
Other comprehensive income/(loss) that may be reclassified 
 to profit or loss in subsequent periods 
Foreign currency translation reserve           24            7.6         (19.6) 
------------------------------------------  -----  -------------  ------------- 
Other comprehensive income/(loss) after 
 tax that may be reclassified to profit 
 or loss in subsequent periods                               7.6         (19.6) 
------------------------------------------  -----  -------------  ------------- 
Other comprehensive income/(loss) for 
 the period after tax                                        7.6         (19.6) 
------------------------------------------  -----  -------------  ------------- 
Total comprehensive income for the period 
 after tax                                                  39.3           50.5 
------------------------------------------  -----  -------------  ------------- 
Total comprehensive income attributable 
 to: 
Owners of the Company                                       39.3           50.4 
Non-controlling interest                                     0.0            0.1 
------------------------------------------  -----  -------------  ------------- 
                                                            39.3           50.5 
------------------------------------------  -----  -------------  ------------- 
 
   (1)   Refer to note 2(a). 

Condensed interim consolidated statement of financial position

as at 30 September 2023

 
                                                 Unaudited(1)    Audited 
                                                 30 September   31 March 
                                                         2023       2023 
                                          Notes          EURm       EURm 
----------------------------------------  -----  ------------  --------- 
Non-current assets 
Investment properties                        12       2,129.5    2,123.0 
Plant and equipment                                       7.4        7.2 
Intangible assets                            14           3.9        4.1 
Right of use assets                          15          13.5       14.4 
Other non-current financial assets           16          48.4       48.4 
Investment in associates                     17          25.0       26.7 
----------------------------------------  -----  ------------  --------- 
Total non-current assets                              2,227.7    2,223.8 
----------------------------------------  -----  ------------  --------- 
Current assets 
Trade and other receivables                  18          28.4       30.5 
Derivative financial instruments                          0.5        1.3 
Cash and cash equivalents                    19         115.7      124.3 
----------------------------------------  -----  ------------  --------- 
Total current assets                                    144.6      156.1 
----------------------------------------  -----  ------------  --------- 
Assets held for sale                         13           7.3        8.8 
----------------------------------------  -----  ------------  --------- 
Total assets                                          2,379.6    2,388.7 
----------------------------------------  -----  ------------  --------- 
Current liabilities 
Trade and other payables                     20       (103.9)    (101.5) 
Interest-bearing loans and borrowings        21       (221.8)    (243.7) 
Lease liabilities                            15         (2.3)      (2.2) 
Current tax liabilities                       9         (6.3)      (5.4) 
----------------------------------------  -----  ------------  --------- 
Total current liabilities                             (334.3)    (352.8) 
----------------------------------------  -----  ------------  --------- 
Non-current liabilities 
Interest-bearing loans and borrowings        21       (721.4)    (720.7) 
Lease liabilities                            15        (36.5)     (37.4) 
Deferred tax liabilities                      9        (85.4)     (80.2) 
----------------------------------------  -----  ------------  --------- 
Total non-current liabilities                         (843.3)    (838.3) 
----------------------------------------  -----  ------------  --------- 
Total liabilities                                   (1,177.6)  (1,191.1) 
----------------------------------------  -----  ------------  --------- 
Net assets                                            1,202.0    1,197.6 
----------------------------------------  -----  ------------  --------- 
Equity 
Issued share capital                         23             -          - 
Other distributable reserve                  24         481.3      516.4 
Own shares held                              23         (8.1)      (8.3) 
Foreign currency translation reserve         24        (11.3)     (18.9) 
Retained earnings                                       739.6      707.9 
----------------------------------------  -----  ------------  --------- 
Total equity attributable to the owners 
 of the Company                                       1,201.5    1,197.1 
----------------------------------------  -----  ------------  --------- 
Non-controlling interest                                  0.5        0.5 
----------------------------------------  -----  ------------  --------- 
Total equity                                          1,202.0    1,197.6 
----------------------------------------  -----  ------------  --------- 
 
   (1)   Refer to note 2(a). 

The financial statements were approved by the Board of Directors on 17 November 2023 and were signed on its behalf by:

Daniel Kitchen

Chairman

Company number: 46442

Condensed interim consolidated statement of changes in equity

for the six months ended 30 September 2023

 
                                                                                          Total 
                                                                                         equity 
                                                                                   attributable 
                                                              Foreign                    to the 
                         Issued          Other      Own      currency                    owners          Non- 
                          share  distributable   shares   translation   Retained             of   controlling    Total 
                        capital        reserve     held       reserve   earnings    the Company      interest   equity 
                Notes      EURm           EURm     EURm          EURm       EURm           EURm          EURm     EURm 
--------------  -----  --------  -------------  -------  ------------  ---------  -------------  ------------  ------- 
As at 31 March 
 2022 
 (audited)                    -          570.4    (6.3)         (1.7)      628.3        1,190.7           0.4  1,191.1 
Profit for the 
 period                       -              -        -             -       70.0           70.0           0.1     70.1 
Other 
 comprehensive 
 loss for 
 the period                   -              -        -        (19.6)          -         (19.6)             -   (19.6) 
--------------  -----  --------  -------------  -------  ------------  ---------  -------------  ------------  ------- 
Total 
 comprehensive 
 income 
 for the 
 period                       -              -        -        (19.6)       70.0           50.4           0.1     50.5 
Dividends paid              1.4         (27.7)        -             -          -         (26.3)             -   (26.3) 
Transfer of 
 share capital            (1.4)            1.4        -             -          -              -             -        - 
Share-based 
 payment 
 transactions                 -            1.9        -             -          -            1.9             -      1.9 
Value of 
 shares 
 withheld to 
 settle 
 employee tax 
 obligations                  -          (1.6)        -             -          -          (1.6)             -    (1.6) 
Own shares 
 purchased                    -              -    (2.3)             -          -          (2.3)             -    (2.3) 
Own shares 
 allocated                    -              -      0.3             -          -            0.3             -      0.3 
--------------  -----  --------  -------------  -------  ------------  ---------  -------------  ------------  ------- 
As at 30 
 September 
 2022 
 (unaudited) 
 (1)                          -          544.4    (8.3)        (21.3)      698.3        1,213.1           0.5  1,213.6 
Profit for the 
 period                       -              -        -             -        9.6            9.6             -      9.6 
Other 
 comprehensive 
 income 
 for the 
 period                       -              -        -           2.4          -            2.4             -      2.4 
--------------  -----  --------  -------------  -------  ------------  ---------  -------------  ------------  ------- 
Total 
 comprehensive 
 income 
 for the 
 period                       -              -        -           2.4        9.6           12.0             -     12.0 
Dividends paid                -         (31.5)        -             -          -         (31.5)             -   (31.5) 
Share-based 
 payment 
 transactions                 -            3.6        -             -          -            3.6             -      3.6 
Value of 
 shares 
 withheld to 
 settle 
 employee tax 
 obligations                  -          (0.1)        -             -          -          (0.1)             -    (0.1) 
--------------  -----  --------  -------------  -------  ------------  ---------  -------------  ------------  ------- 
As at 31 March 
 2023 
 (audited)                    -          516.4    (8.3)        (18.9)      707.9        1,197.1           0.5  1,197.6 
Profit for the 
 period                       -              -        -             -       31.7           31.7             -     31.7 
Other 
 comprehensive 
 income 
 for the 
 period                       -              -        -           7.6          -            7.6             -      7.6 
--------------  -----  --------  -------------  -------  ------------  ---------  -------------  ------------  ------- 
Total 
 comprehensive 
 income 
 for the 
 period                       -              -        -           7.6       31.7           39.3             -     39.3 
Dividends paid     25         -         (35.0)        -             -          -         (35.0)             -   (35.0) 
Share-based 
 payment 
 transactions       7         -            1.5        -             -          -            1.5             -      1.5 
Value of 
 shares 
 withheld to 
 settle 
 employee tax 
 obligations        7         -          (1.4)        -             -          -          (1.4)             -    (1.4) 
Own shares 
 allocated         23         -          (0.2)      0.2             -          -              -             -        - 
--------------  -----  --------  -------------  -------  ------------  ---------  -------------  ------------  ------- 
As at 30 
 September 
 2023 
 (unaudited) 
 (1)                          -          481.3    (8.1)        (11.3)      739.6        1,201.5           0.5  1,202.0 
--------------  -----  --------  -------------  -------  ------------  ---------  -------------  ------------  ------- 
 
   (1)   Refer to note 2(a). 

Condensed interim consolidated statement of cash flows

for the six months ended 30 September 2023

 
                                                              Unaudited 
                                                                    (1)   Unaudited(1) 
                                                             six months     six months 
                                                                  ended          ended 
                                                           30 September   30 September 
                                                                   2023           2022 
                                                   Notes           EURm           EURm 
-------------------------------------------------  -----  -------------  ------------- 
Operating activities 
Profit for the period before tax                                   39.8           75.7 
Gain on disposal of properties                                      0.0          (4.8) 
Net exchange differences in working capital                           -          (0.3) 
Share-based payments                                   7            1.5            1.9 
Loss/(gain) on revaluation of investment 
 properties                                           12           10.1         (26.8) 
Change in fair value of derivative financial 
 instruments                                           8            0.8          (1.2) 
Depreciation of property, plant and equipment          5            1.0            1.0 
Amortisation of intangible assets                      5            0.7            0.6 
Depreciation of right of use assets                    5            0.9            1.1 
Share of profit of associates                         17          (0.3)          (2.6) 
Finance income                                         8          (2.3)          (1.1) 
Finance expense                                        8            9.2            9.3 
Changes in working capital 
Decrease in trade and other receivables                             1.4            3.8 
Increase/(decrease) in trade and other 
 payables                                                           3.4          (5.8) 
Taxation paid                                                     (2.0)          (2.7) 
-------------------------------------------------  -----  -------------  ------------- 
Cash flows from operating activities                               64.2           48.1 
-------------------------------------------------  -----  -------------  ------------- 
Investing activities 
Purchase of investment properties                                     -          (0.8) 
Prepayments relating to new acquisitions                              -          (3.6) 
Capital expenditure on investment properties                     (16.4)         (11.9) 
Purchase of plant and equipment and intangible 
 assets                                                           (1.3)          (3.2) 
Proceeds on disposal of properties (including 
 held for sale)                                       13            7.3           18.6 
Dividends received from investments in 
 associates                                                         2.0              - 
Increase in loan receivable due from associates                       -          (0.1) 
Interest received                                                   2.3            1.1 
-------------------------------------------------  -----  -------------  ------------- 
Cash flows (used in)/from investing activities                    (6.1)            0.1 
-------------------------------------------------  -----  -------------  ------------- 
Financing activities 
Shares purchased                                                      -          (2.4) 
Payment relating to exercise of share 
 options                                                          (1.4)          (1.7) 
Dividends paid to owners of the Company               25         (35.0)         (26.2) 
Repayment of loans                                    21         (22.7)          (2.7) 
Payment of principal portion of lease 
 liabilities                                                      (1.1)          (0.8) 
Finance charges paid                                              (6.8)          (2.8) 
-------------------------------------------------  -----  -------------  ------------- 
Cash flows used in financing activities                          (67.0)         (36.6) 
-------------------------------------------------  -----  -------------  ------------- 
(Decrease)/increase in cash and cash equivalents                  (8.9)           11.6 
Net exchange difference                                             0.3          (0.5) 
Cash and cash equivalents as at the beginning 
 of the period                                                    124.3          151.0 
-------------------------------------------------  -----  -------------  ------------- 
Cash and cash equivalents as at the period 
 end                                                  19          115.7          162.1 
-------------------------------------------------  -----  -------------  ------------- 
 
   (1)   Refer to note 2(a) 

Notes forming part of the financial statements

for the six months ended 30 September 2023

1. General information

Sirius Real Estate Limited (the "Company") is a company incorporated in Guernsey and resident in the United Kingdom for tax purposes, whose shares are publicly traded on the Main Market of the London Stock Exchange ("LSE") (primary listing) and the Main Board of the Johannesburg Stock Exchange ("JSE") (primary listing).

The consolidated financial information of the Company comprises that of the Company and its subsidiaries (together referred to as the "Group" or "Sirius") for the six month period ended 30 September 2023.

The principal activity of the Group is the investment in, and development of, commercial and industrial property to provide conventional and flexible workspace in Germany and the United Kingdom ("UK").

2. Significant accounting policies

(a) Basis of preparation

The unaudited condensed interim set of consolidated financial statements has been prepared on a historical cost basis, except for investment properties, investment properties held for sale and derivative financial instruments, which have been measured at fair value. The unaudited condensed interim set of consolidated financial statements is presented in euros and all values are rounded to the nearest hundred thousand shown in millions (EURm), except where otherwise indicated. For the comparative period for the six months to 30 September 2022 the values were rounded to the nearest thousand (EUR000) but are now shown in millions (EURm) to the nearest hundred thousand. The unaudited Interim Reports in prior years were presented in euros and all values were rounded to the nearest thousand (EUR000).

The Group prepares its condensed interim set of financial statements in accordance with the Disclosure and Transparency Rules of the United Kingdom Financial Conduct Authority, the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee, Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council, the JSE Limited Listings Requirements, IAS 34 "Interim Financial Reporting" and in compliance with the framework concepts and the measurement and recognition requirements of International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") as well as The Companies (Guernsey) Law, 2008.

The financial information in this unaudited condensed interim set of consolidated financial statements does not comprise statutory accounts. This unaudited condensed interim set of consolidated financial statements has been reviewed, not audited, by the Group's auditor, Ernst & Young LLP, which issued an unmodified review opinion. The financial information presented for the year ended 31 March 2023 is derived from the statutory accounts for that year. Statutory accounts for the year ended 31 March 2023 were approved by the Board on 2 June 2023. The report of the auditor on those accounts was (i) unqualified, (ii) did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying its report, and (iii) did not contain a statement under Sections 263 (2) or (3) of The Companies (Guernsey) Law, 2008.

As at 30 September 2023 the Group's unaudited condensed interim set of consolidated financial statements reflects consistent accounting policies and methods of computation as used in the previous financial year.

(b) Changes in accounting policies

There were several new, and amendments to, standards and interpretations which were applicable for the first time for the Group from 1 April 2023. None of them have had a significant impact on the condensed interim financial statements of the Group.

(c) Non-IFRS measures

The Directors have chosen to disclose EPRA earnings, EPRA net asset value metrics and EPRA loan to value, which are widely used alternative metrics to their IFRS equivalents (further details on EPRA best practice recommendations can be found at www.epra.com). Note 10 to the condensed interim financial statements includes a reconciliation of basic and diluted earnings to EPRA earnings. Note 11 to the condensed interim financial statements includes a reconciliation of net assets to EPRA net asset value metrics. Note 21 to the condensed interim financial statements includes a calculation of EPRA loan to value ratio.

The Directors are required, as part of the JSE Limited Listings Requirements, to disclose headline earnings; accordingly, headline earnings are calculated using basic earnings adjusted for revaluation gains/losses (net of related tax), gains/losses on disposal of properties (net of related tax), non-controlling interest ("NCI") relating to revaluation (net of related tax) and revaluation gain/loss on investment property relating to associates (net of related tax). Note 10 to the condensed interim financial statements includes a reconciliation between IFRS and headline earnings.

The Directors have chosen to disclose adjusted earnings in order to provide an alternative indication of the Group's underlying business performance; accordingly, it excludes the effect of adjusting items (net of related tax). Note 10 to the condensed interim financial statements includes a reconciliation of adjusting items included within adjusted earnings, with certain adjusting items stated within administrative expenses in note 5 and certain finance costs in note 8.

The Directors have chosen to disclose adjusted profit before tax and funds from operations in order to provide an alternative indication of the Group's underlying business performance and to facilitate the calculation of its dividend pool; a reconciliation between profit before tax and funds from operations is included within note 25 to the condensed interim financial statements. Within adjusted profit before tax are adjusting items as described above gross of related tax.

Further details on non-IFRS measures can be found in the business analysis section of this document.

(d) Statement of compliance

The unaudited condensed interim financial statements have been prepared in accordance with the Disclosure and Transparency Rules of the United Kingdom Financial Conduct Authority, the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee, Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council, the JSE Limited Listings Requirements, IAS 34 "Interim Financial Reporting" and in compliance with the framework concepts and the measurement and recognition requirements of IFRS as well as The Companies (Guernsey) Law, 2008. They do not include all of the information required for the full annual financial statements and should be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 31 March 2023. The unaudited condensed interim financial statements have been prepared on the basis of the accounting policies set out in the Group's annual financial statements for the year ended 31 March 2023 except for the changes in accounting policies as shown in note 2 (b). The financial statements for the year ended 31 March 2023 have been prepared in accordance with IFRS issued by the IASB.

(e) Going concern

The Group has prepared its going concern assessment for the period to 31 March 2025 (the "going concern period"), a period greater than twelve months and chosen to include the maturity of certain loans falling due in the fourth quarter of the year ended 31 March 2025. The Directors also evaluated potential events and conditions beyond the going concern period that may cast significant doubt on the Group's ability to continue as a going concern, with no significant transactions or events of material uncertainty identified.

The Group's going concern assessment is based on a forecast of the Group's future cash flows. This considers Management's base case scenario and a severe but plausible downside scenario where sensitivities are applied to model the outcome on the occurrence of downside assumptions explained below. It considers the Group's principal risks and uncertainties and is dependent on a number of factors including financial performance, continued access to lending facilities (see note 21) and the ability to continue to operate the Group's secured and unsecured debt structure within its financial covenants. Within the going concern period, three of the Group's debt facilities mature, with a EUR5.0m tranche of the HSBC Schuldschein loan falling due in January 2025 and a EUR10.0m tranche falling due in March 2025 and the EUR12.8m Saarbrücken Sparkasse facility falling due in February 2025. No further debt of the Group matures until June 2026.

The severe but plausible scenario models a potential downturn in the Group's performance, including the potential impact of downside macro-factors such as geopolitical instability, future energy shortages, further cost increases due to inflation, pressures from increasing interest rates and outward yield movements on the Group's financial position and future prospects. The cash flow projections incorporate assumptions on future trading performance and potential valuation movements in order to estimate the level of headroom on the Group's debt facilities and covenants for loan to value, debt service cover, EPRA net asset value, unencumbered assets ratios, fixed charge ratios and occupancy ratios set out within the relevant finance agreements.

The impact of the macro-factors above has placed further pressure on the costs of the business, however this did not result in any deterioration in the Group's income streams in the year ended 31 March 2023 or the period ended 30 September 2023 and asset values remained relatively stable throughout. However, the Directors continue to be mindful of the challenging macro-factors present in the market and maintain their view held on 31 March 2023 on the severity of the falls in valuations assessed in the severe but plausible downside scenario in the going concern period.

The base case and severe but plausible downside scenarios include the following assumptions applied to both the German and UK portfolios:

Base case:

>> 5.5% growth in rent roll at 30 September 2023, principally from contractual increases in rents and organic growth through lease renewals;

>> increasing cost levels in line with forecast inflation of 6% to December 2024 and 2% to March 2025;

>> continuation of forecast capex investment;

>> utilisation of the contractually committed Berlin Hyp AG and Deutsche Pfandbriefbank AG facilities on the maturity of existing facilities in October and December 2023;

>> payment of contractual loan interest and loan amortisation amounts, refinancing of EUR5.0m and EUR10.0m Schuldschein facilities falling due in January and March 2025 respectively as well as the EUR12.8m Saarbrücken Sparkasse facility and utilisation of the new Berlin Hyp AG and Deutsche Pfandbriefbank AG facilities on the maturity of existing facilities in October and December 2023; and

>> only acquisitions and disposals which are contractually committed are made, which includes the EUR40.1m disposal of Maintal which was notarised on 1 November 2023 and the EUR41.2m acquisition of Islington and Camden which was completed on 6 November 2023.

Severe but plausible downside scenario:

>> reduction in occupancy and rental income of 10% per annum from the base case assumptions;

>> reduction in service charge recovery of 10% per annum from the base case assumptions;

>> reduction in property valuations of 10% per annum;

>> continuation of forecast capex investment;

>> continuation of forecast dividend payments in line with historic dividend payouts;

>> utilisation of the contractually committed Berlin Hyp AG and Deutsche Pfandbriefbank AG facilities on the maturity of existing facilities in October and December 2023;

>> payment of contractual loan interest and loan amortisation amounts, repayment of EUR5.0m and EUR10.0m Schuldschein facilities falling due in January and March 2025 respectively as well as refinancing the EUR12.8m Saarbrücken Sparkasse facility; and

>> only acquisitions and disposals which are contractually committed are made, which includes the EUR40.1m disposal of Maintal which was notarised on 1 November 2023 and the EUR41.2m acquisition of Islington and Camden which was completed on 6 November 2023.

The Directors are of the view that there is a remote probability of a more severe scenario arising than the above severe but plausible downside scenario based upon the Group's track record of performance in challenging scenarios, most recently through the high inflationary environment in both Germany and the UK, the Covid-19 pandemic and post-pandemic period. In addition, the Group has already secured the refinancing of the EUR58.3m Deutsche Pfandbriefbank AG and EUR170.0m Berlin Hyp AG facilities in advance of their maturity dates in the going concern period.

In the severe but plausible downside scenario, the Group is expected to maintain sufficient liquidity, and comply with its loan covenants, with no covenant breaches forecasted.

The Directors are of the view that there is a high probability of securing the refinancing or an alternative source of secured or unsecured funding to replace the aggregate EUR15.0m Schuldschein facilities and the EUR12.8m Saarbrücken Sparkasse facility. This judgement has been informed by the Group's financial forecasts and the Group's track-record in previously refinancing maturing debt.

In the severe but plausible downside scenario, the Group assumes full repayment of the maturing loan obligations as they fall due, amounting to EUR27.8m in the going concern period. The Group's forecasts indicate sufficient free cash would be available to repay these funds in full and maintain sufficient liquidity to not require the additional mitigating actions as outlined below available to it, should the severe but plausible downside scenario come to pass.

The Group also performed a reverse stress test over the impact of a fall in its property valuations and income reductions during the going concern period. This showed that the Group could withstand a fall in valuations of 21%, before there was a loan to value covenant breach and a reduction of 26% of income before any income related covenants would breach, levels which the Group has not seen before. This is therefore considered to be a remote possibility during the going concern period. In each of the scenarios considered for going concern, the Group forecasts having sufficient free cash available and if required, could utilise available mitigating actions which would be available to the Group in the going concern review period, which include restricting dividends, reducing capital expenditure or the disposal of assets. The restriction of dividends or reducing capital expenditure are within the control of the Directors and there is sufficient time to implement these restrictions, if required. The Directors have not identified any material uncertainties which may cast significant doubt on the Group's ability to continue as a going concern for the duration of the going concern period.

After due consideration of the going concern assessment for the period to 31 March 2025, the Board believes it is appropriate to adopt the going concern basis in preparing its financial statements.

(f) Principal risks and uncertainties

The key risks that could affect the Group's medium-term performance and the factors which mitigate these risks have not changed substantially from those set out on pages 72 to 81 of the Group's Annual Report and Accounts 2023 and have been assessed in line with the requirements of the 2018 UK Corporate Governance Code. The risks are set out below. The Board is satisfied that the Company continues to operate within its risk profile for the remaining six months of the financial year.

Principal risks summary

 
Risk area             Principal risk(s) 
--------------------  -------------------------------------------------------------- 
1. Financing          -- Availability and pricing of debt 
                      -- Leverage on returns 
                       -- Compliance with loan facility covenants 
                      -- Availability and pricing of equity capital 
                      -- Reputational risk 
--------------------  -------------------------------------------------------------- 
2. Valuation          -- Property inherently difficult to value 
                      -- Susceptibility of property market to change in value 
--------------------  -------------------------------------------------------------- 
3. Markets            -- Participation within two geographically diverse markets 
                      -- Reliance on specific industries and the SME market 
                      -- Reduction in occupancy 
--------------------  -------------------------------------------------------------- 
4. Acquisitive        -- Decrease in number of acquisition opportunities coming 
 growth                to market 
                      -- Failure to acquire suitable properties with desired 
                       returns 
--------------------  -------------------------------------------------------------- 
5. Organic growth     -- Failure to deliver capex investment programmes 
                      -- Failure to refuel capex investment programmes 
                      -- Failure to achieve targeted returns from investments 
--------------------  -------------------------------------------------------------- 
6. Customer           -- Decline in demand for space 
                      -- Significant tenant move-outs or insolvencies 
                      -- Exposure to tenants' inability to meet rental and other 
                       lease commitments 
                      -- Tenant affordability 
--------------------  -------------------------------------------------------------- 
7. Regulatory 
 and tax              -- Non-compliance with tax or regulatory obligations 
--------------------  -------------------------------------------------------------- 
                      -- Inability to recruit and retain people with the appropriate 
8. People              skillset to deliver the Group strategy 
--------------------  -------------------------------------------------------------- 
9. Systems and 
 data                 -- System failures and loss of data 
                      -- Security breaches 
                      -- Data protection 
--------------------  -------------------------------------------------------------- 
10. Macro-economic    -- Delays in cash collection and tenant insolvencies 
     environment      -- Inflationary pressure leading to increased costs 
                      -- Increasing energy costs caused by a variety of economic 
                       and geopolitical factors 
                      -- Interest rate movements impacting the commercial real 
                       estate market 
--------------------  -------------------------------------------------------------- 
                      -- Unforeseen costs relating to physical and transition 
11. ESG                risks associated with climate change 
                      -- Reputational risk 
                      -- Failure to meet shareholder and societal requirements 
                       or expectations 
                      -- Restricted access to financing market due to higher 
                       requirements ("green financing") 
--------------------  -------------------------------------------------------------- 
                      -- Financial impact of uncontrollable foreign currency 
12. Foreign currency   fluctuation on earnings and net asset value 
--------------------  -------------------------------------------------------------- 
 

3. Operating segments

Information on each operating segment based on geographical location in which the Group operates is provided to the chief operating decision maker, namely the Group's Senior Management Team, on an aggregated basis and represented as operating profit and expenses.

The investment properties that the Group owns are aggregated into segments with similar economic characteristics such as the nature of the property, the products and services it provides, the customer type for the product served, and the method in which the services are provided. The Group's Senior Management Team considers that this is best achieved through the operating segments of German assets and UK assets. The Group's investment properties are considered to be their own segment. The properties at each location (Germany and the UK) have similar economic characteristics. These have been aggregated into two operating segments based on location in accordance with the requirements of IFRS 8. The Group's Senior Management Team considers the two locations to be separate segments. Further disaggregation of the investment properties is disclosed in note 12 owing to the range in values of key inputs and assumptions underpinning the property valuation. Consequently, the Group is considered to have two reportable operating segments, as follows:

   --     Germany; and 
   --     the UK. 

Consolidated information by segment is provided on a net operating income basis, which includes revenues made up of gross rents from third parties and direct expenses, gains/losses on property valuations and property disposals. All of the Group's share of profit of associates and administrative expenses including amortisation and depreciation and movement in expected credit loss provision are separately disclosed as part of operating profit. Group administrative costs, finance income and expenses and change in fair value of derivative financial instruments are disclosed.

Income taxes and depreciation are not reported to the Senior Management Team on a segmented basis. There are no sales between segments. There is no single tenant that makes up more than 10% of each segment's revenue or Group revenue.

 
                                    Unaudited six months          Unaudited six months 
                                   ended 30 September 2023       ended 30 September 2022 
                                ----------------------------  ---------------------------- 
                                  Germany        UK    Total     Germany      UK     Total 
                                     EURm      EURm     EURm        EURm    EURm      EURm 
------------------------------  ---------  --------  -------  ----------  ------  -------- 
Rental income from investment 
 properties                          62.5      17.7     80.2        58.1    19.3      77.4 
Rental income from managed 
 properties                             -         -        -         2.3       -       2.3 
Other income from investment 
 properties                           1.9       0.4      2.3         1.7     0.4       2.1 
Service charge income 
 from investment properties          37.2      12.0     49.2        31.0     8.5      39.5 
Other income from managed 
 properties                           3.1         -      3.1         2.5       -       2.5 
Service charge income 
 from managed properties              5.3         -      5.3         6.8       -       6.8 
------------------------------  ---------  --------  -------  ----------  ------  -------- 
Revenue                             110.0      30.1    140.1       102.4    28.2     130.6 
------------------------------  ---------  --------  -------  ----------  ------  -------- 
Direct costs                       (48.5)    (10.3)   (58.8)      (48.3)   (9.1)    (57.4) 
------------------------------  ---------  --------  -------  ----------  ------  -------- 
Net operating income                 61.5      19.8     81.3        54.1    19.1      73.2 
(Loss)/gain on revaluation 
 of investment properties             8.4    (18.5)   (10.1)        19.4     7.4      26.8 
Gain on disposal of 
 properties                           0.0         -      0.0           -     4.8       4.8 
Depreciation and amortisation       (2.1)     (0.5)    (2.6)       (2.1)   (0.7)     (2.8) 
Movement in expected 
 credit loss provision(1)             0.5         -      0.5         0.3       -       0.3 
Other administrative 
 expenses(1)                       (16.8)     (5.1)   (21.9)      (19.0)   (3.3)    (22.3) 
Share of profit of associates         0.3         -      0.3         2.6       -       2.6 
------------------------------  ---------  --------  -------  ----------  ------  -------- 
Operating profit/(loss)              51.8     (4.3)     47.5        55.3    27.3      82.6 
------------------------------  ---------  --------  -------  ----------  ------  -------- 
Finance income                        1.5       0.8      2.3         1.1       -       1.1 
Amortisation of capitalised 
 finance costs                      (1.5)         -    (1.5)       (1.6)       -     (1.6) 
Other finance expense               (5.6)     (2.1)    (7.7)       (5.5)   (2.1)     (7.6) 
Change in fair value 
 of derivative financial 
 instruments                        (0.8)         -    (0.8)         1.2       -       1.2 
------------------------------  ---------  --------  -------  ----------  ------  -------- 
Net finance costs                   (6.4)     (1.3)    (7.7)       (4.8)   (2.1)     (6.9) 
------------------------------  ---------  --------  -------  ----------  ------  -------- 
Segment profit/(loss) 
 for the period before 
 tax                                 45.4     (5.6)     39.8        50.5    25.2      75.7 
------------------------------  ---------  --------  -------  ----------  ------  -------- 
 

(1) To conform to the current period presentation, the movement in expected credit loss provision has been shown as a separate line and this is a reallocation from other administrative expenses for the period ended 30 September 2022.

 
                                Unaudited 30 September 2023      Audited 31 March 2023 
                              -------------------------------  ------------------------- 
                                 Germany        UK      Total   Germany      UK    Total 
                                    EURm      EURm       EURm      EURm    EURm     EURm 
----------------------------  ----------  --------  ---------  --------  ------  ------- 
Segment assets 
Investment properties            1,703.9     425.6    2,129.5   1,691.6   431.4  2,123.0 
Investment in associates            25.0         -       25.0      26.7       -     26.7 
Other non-current assets(1)         21.4       3.4       24.8      21.9     3.8     25.7 
----------------------------  ----------  --------  ---------  --------  ------  ------- 
Total segment non-current 
 assets                          1,750.3     429.0    2,179.3   1,740.2   435.2  2,175.4 
----------------------------  ----------  --------  ---------  --------  ------  ------- 
 
   (1)   Consists of plant and equipment, intangible assets and right of use assets. 

4. Revenue

 
                                                       Unaudited      Unaudited 
                                                      six months     six months 
                                                           ended          ended 
                                                    30 September   30 September 
                                                            2023           2022 
                                                            EURm           EURm 
-------------------------------------------------  -------------  ------------- 
Rental income from investment properties                    80.2           77.4 
Rental income from managed properties                          -            2.3 
Other income from investment properties                      2.3            2.1 
Service charge income from investment properties            49.2           39.5 
Other income from managed properties                         3.1            2.5 
Service charge income from managed properties                5.3            6.8 
-------------------------------------------------  -------------  ------------- 
Total revenue                                              140.1          130.6 
-------------------------------------------------  -------------  ------------- 
 

Other income relates to income associated with conferencing and catering of EUR2.3m (30 September 2022: EUR2.1m) and fee income from managed properties of EUR3.1m (30 September 2022: EUR2.5m).

Total revenue from contracts with customers includes service charge income and other income totalling EUR51.5m from investment properties (30 September 2022: EUR41.6m) and EUR8.4m from managed properties (30 September 2022: EUR9.3m).

A reconciliation of the revenue from contracts with customers with the amounts disclosed in the segment information (see note 3) is as follows:

 
                                    Unaudited six months          Unaudited six months 
                                   ended 30 September 2023       ended 30 September 2022 
                                ----------------------------  ---------------------------- 
                                   Germany       UK    Total     Germany       UK    Total 
                                      EURm     EURm     EURm        EURm     EURm     EURm 
------------------------------  ----------  -------  -------  ----------  -------  ------- 
Rental income from investment 
 properties                           62.5     17.7     80.2        58.1     19.3     77.4 
Rental income from managed 
 properties                              -        -        -         2.3        -      2.3 
------------------------------  ----------  -------  -------  ----------  -------  ------- 
Total rental income                   62.5     17.7     80.2        60.4     19.3     79.7 
------------------------------  ----------  -------  -------  ----------  -------  ------- 
Other income from investment 
 properties                            1.9      0.4      2.3         1.7      0.4      2.1 
Service charge income 
 from investment properties           37.2     12.0     49.2        31.0      8.5     39.5 
Other income from managed 
 properties                            3.1        -      3.1         2.5        -      2.5 
Service charge income 
 from managed properties               5.3        -      5.3         6.8        -      6.8 
------------------------------  ----------  -------  -------  ----------  -------  ------- 
Total revenue from contracts 
 with customers                       47.5     12.4     59.9        42.0      8.9     50.9 
------------------------------  ----------  -------  -------  ----------  -------  ------- 
Total revenue                        110.0     30.1    140.1       102.4     28.2    130.6 
------------------------------  ----------  -------  -------  ----------  -------  ------- 
 

5. Operating profit

The following items have been charged in arriving at operating profit:

Direct costs

 
                                                             Unaudited      Unaudited 
                                                            six months     six months 
                                                                 ended          ended 
                                                          30 September   30 September 
                                                                  2023           2022 
                                                                  EURm           EURm 
-------------------------------------------------------  -------------  ------------- 
Service charge costs relating to investment properties            48.8           45.0 
Costs relating to managed properties                               6.5            9.8 
Non-recoverable maintenance costs                                  3.5            2.6 
-------------------------------------------------------  -------------  ------------- 
Direct costs                                                      58.8           57.4 
-------------------------------------------------------  -------------  ------------- 
 

Movement in expected credit loss provision

 
                                                     Unaudited      Unaudited 
                                                    six months     six months 
                                                         ended          ended 
                                                  30 September   30 September 
                                                          2023           2022 
                                                          EURm           EURm 
-----------------------------------------------  -------------  ------------- 
Expected credit loss recognised                            8.2            7.4 
Expected credit loss reversed                            (8.7)          (7.7) 
-----------------------------------------------  -------------  ------------- 
Movement in expected credit loss provision (1)           (0.5)          (0.3) 
-----------------------------------------------  -------------  ------------- 
 

(1) To conform to the current period presentation, the movement in expected credit loss provision has been shown as a separate line in the condensed interim consolidated income statement and this is a reallocation from other administrative expenses for the period ended 30 September 2022.

The expected credit loss provision has decreased during the period mainly due to the decrease of gross trade receivables.

Administrative expenses

 
                                                        Unaudited      Unaudited 
                                                       six months     six months 
                                                            ended          ended 
                                                     30 September   30 September 
                                                             2023           2022 
                                                             EURm           EURm 
--------------------------------------------------  -------------  ------------- 
Audit and non-audit fees to audit firm                        0.6            0.6 
Legal and professional fees                                   3.0            2.7 
Other administration costs                                    2.8            2.6 
Share-based payments                                          1.5            1.9 
Employee costs                                               11.7           11.8 
Director fees and expenses                                    0.3            0.3 
Depreciation of plant and equipment                           1.0            1.1 
Amortisation of intangible assets                             0.7            0.6 
Depreciation of right of use assets (see note 15)             0.9            1.1 
Marketing                                                     1.7            1.3 
Exceptional items                                             0.3            1.1 
--------------------------------------------------  -------------  ------------- 
Administrative expenses (1)                                  24.5           25.1 
--------------------------------------------------  -------------  ------------- 
 

(1) To conform to the current period presentation, the movement in expected credit loss provision has been shown as a separate line in the condensed interim consolidated income statement and this is a reallocation from other administrative expenses for the period ended 30 September 2022.

Other administration costs include net foreign exchange losses in amount of EUR0.02m as a result of declining British pound sterling ("GBP") rates throughout the period (30 September 2022: EUR0.3m loss as a result of declining British pound sterling ("GBP") rates throughout the period).

Employee costs as stated above relate to costs which are not recovered through service charge.

Exceptional items relate to the following:

 
                                                            Unaudited      Unaudited 
                                                           six months     six months 
                                                                ended          ended 
                                                         30 September   30 September 
                                                                 2023           2022 
                                                                 EURm           EURm 
------------------------------------------------------  -------------  ------------- 
Other fees for projects(1)                                          -            2.9 
Legal case costs(2)                                               0.3            0.3 
Lease agreement termination fees(3)                                 -            0.9 
Decrease in tax liabilities recognised on acquisition 
 of BizSpace Group(4)                                               -          (3.0) 
------------------------------------------------------  -------------  ------------- 
Total                                                             0.3            1.1 
------------------------------------------------------  -------------  ------------- 
 

(1) The other fees for projects amounting to EUR2.9m for the period ended 30 September 2022 were related to capital management measures undertaken by the Group. These measures are non-recurring in nature, outside the normal course of business and have been identified as exceptional items.

(2) The legal case costs amounting to EUR0.3m relates to one legal case (see note 20). The legal cases in the period ended 30 September 2022 amounting to EUR0.3m relates to multiple legal cases including the legal case mentioned in note 20. These legal cases are non-recurring in nature, outside the normal course of business and have been identified as exceptional items.

(3) The lease agreement termination fee amounting to EUR0.9m for the period ended 30 September 2022 was compensation for early termination of a rental contract at the end of July 2022 within the UK segment of the Group. These termination fees are non-recurring in nature, outside the normal course of business and have been identified as exceptional items.

(4) In the period ended 30 September 2022, the Group identified an error in the accrual of tax liabilities arising in the BizSpace Group as at 31 March 2022, resulting in an overstatement of the tax liability of EUR5.0m, of which EUR3.0m arose on acquisition. These were assessed as not being material to the 31 March 2022 financial statements and the reduction in the liability was recorded in the financial statements for the six months ended 30 September 2022. The amounts have been recorded within administrative expenses under exceptional items and the taxation (see note 9) lines of the income statement.

6. Employee costs and numbers

 
                                          Unaudited      Unaudited 
                                         six months     six months 
                                              ended          ended 
                                       30 September   30 September 
                                               2023           2022 
                                               EURm           EURm 
------------------------------------  -------------  ------------- 
Wages and salaries                             15.4           14.6 
Social security costs                           2.5            2.2 
Defined contribution pension scheme             0.2            0.2 
Other employment costs                          0.4            0.4 
------------------------------------  -------------  ------------- 
Total                                          18.5           17.4 
------------------------------------  -------------  ------------- 
 

Included in the costs related to wages and salaries for the period are expenses of EUR1.5m (30 September 2022: EUR1.9m) relating to the granting or award of shares (see note 7). The costs for all periods include those relating to Executive Directors.

All employees are employed directly by one of the following Group subsidiary companies: Sirius Facilities GmbH, Sirius Facilities (UK) Limited, Curris Facilities & Utilities Management GmbH, SFG NOVA GmbH, Sirius Finance (Cyprus) Limited, BizSpace Limited, BizSpace II Limited, M25 Business Centres Limited and Sirius Corporate Services B.V. The average number of people employed by the Group during the period was 407 (30 September 2022: 413) expressed in full-time equivalents. In addition, as at 30 September 2023, the Board of Directors consists of six Non-Executive Directors (30 September 2022: six) and two Executive Directors (30 September 2022: two).

7. Employee schemes

Equity-settled share-based payments

2018 LTIP

The LTIP for the benefit of the Executive Directors and the Senior Management Team was approved in 2018. Awards granted under the LTIP are made in the form of nil-cost options which vest after the three year performance period with vested awards being subject to a further holding period of two years. Awards are split between ordinary and outperformance awards. Ordinary awards carry both adjusted net asset value per share ("TNR") (two-thirds of award) and relative total shareholder return ("TSR") (one-third of award) performance conditions and outperformance awards carry a sole TNR performance condition. Awards are equity settled. The employees' tax obligation will be determined upon the vesting date of the share issue.

The following assumptions were used in calculating the fair value per share for the TNR and TSR elements of the awards that were granted:

 
                                              June 2019                      June 2020 
                                                grant                          grant 
                                   -------------------------------  --------------------------- 
                                                 TNR           TSR            TNR           TSR 
---------------------------------  -----------------  ------------  -------------  ------------ 
Valuation methodology                  Black-Scholes   Monte-Carlo  Black-Scholes   Monte-Carlo 
Calculation for                         2/3 ordinary  1/3 ordinary   2/3 ordinary  1/3 ordinary 
                                              award/         award          award         award 
                                      outperformance 
                                               award 
Total charge for the award 
 - EURm                                          2.1                            2.3 
Expected lapse rate                               0%            0%             0%            0% 
Share price at grant date 
 - EUR                                          0.73          0.73           0.84          0.84 
Exercise price - EUR                             nil           nil            nil           nil 
Expected volatility - % (1)                     23.8          23.8           38.5          38.5 
Performance projection period 
 - years                                        2.80          2.67           2.79          2.67 
Expected dividend yield - 
 %                                              4.56          4.56           4.28          4.28 
Risk-free rate based on European        (0.695) p.a.  (0.695) p.a.    (0.68) p.a.   (0.68) p.a. 
Expected outcome of performance 
 conditions - %                               100/25           100           88.8           n/a 
Fair value per share - EUR                     0.643         0.340          0.745         0.564 
Weighted average fair value 
 of share - EUR (2)                             0.54                           0.68 
---------------------------------  -------------------------------  --------------------------- 
Number of shares granted           2,506,667/690,000  1,253,333(3)      2,400,000     1,200,000 
                                   -----------------  ------------  -------------  ------------ 
Forfeited during the performance 
 period                                           -                           500,000 
---------------------------------  -------------------------------  --------------------------- 
 

(1) Assumptions considered in this model include: expected volatility of the Company's share price, as determined by calculating the historical volatility of the Company's share price over the period immediately prior to the date of grant and commensurate with the expected life of the awards; dividend yield based on the actual dividend yield as a percentage of the share price at the date of grant; performance projection period; risk-free rate; and correlation between comparators.

(2) Charges for the awards are based on fair values calculated at the grant date and expensed on a straight-line basis over the period that individuals are providing service to the Group in respect of the awards.

(3) Another 93,039 share awards have been granted throughout the performance period as part of dividend equivalents.

The June 2019 grant vested on 18 July 2022. Vesting was at partial level for all participants resulting in the exercise of 1,620,093 shares with a weighted average share price of EUR1.02 at the date of exercise. 1,391,585 shares have been surrendered in relation to the partial settlement of certain participants' tax liabilities arising in respect of the vesting. An amount of EUR1.6m was paid for the participants' tax liabilities.

The remaining 1,531,361 shares vested on 23 November 2022. Final vesting resulted in the exercise of 811,621 shares with a weighted average share price of EUR1.02 at the date of exercise. 719,740 shares have been surrendered in relation to the settlement of certain participants' tax liabilities arising in respect of the vesting.

The June 2020 grant vested on 22 May 2023. Vesting resulted in the exercise of 1,859,000 shares with a weighted average share price of EUR1.02 at the date of exercise. 1,241,000 shares have been surrendered in relation to the partial settlement of certain participants' tax liabilities arising in respect of the vesting. An amount of EUR1.3m was paid for the participants' tax liabilities.

2021 LTIP

The LTIP for the benefit of the Executive Directors and the Senior Management Team was approved in 2021. Awards granted under the LTIP are made in the form of nil-cost options which vest after the three year performance period with vested awards being subject to a further restricted period of two years when shares acquired on exercise cannot be sold. Awards are subject to TNR (two-thirds of award) and relative TSR (one-third of award) performance conditions. Awards are equity settled. The employees' tax obligation will be determined upon the vesting date of the share issue.

The following assumptions were used in calculating the fair value per share for the TNR and TSR elements of the awards that were granted:

 
                     August 2021                  July 2022                   June 2023                 September 2023 
                         grant                       grant                       grant                       grant 
              --------------------------  --------------------------  --------------------------  -------------------------- 
                        TNR          TSR            TNR          TSR            TNR          TSR            TNR          TSR 
------------  -------------  -----------  -------------  -----------  -------------  -----------  -------------  ----------- 
Valuation     Black-Scholes  Monte-Carlo  Black-Scholes  Monte-Carlo  Black-Scholes  Monte-Carlo  Black-Scholes  Monte-Carlo 
methodology 
Calculation    2/3 ordinary          1/3   2/3 ordinary          1/3   2/3 ordinary          1/3   2/3 ordinary          1/3 
for                   award     ordinary          award     ordinary          award     ordinary          award     ordinary 
                                   award                       award                       award                       award 
Total charge 
 for 
 the award - 
 EURm                    4.7                         2.6                         2.9                         0.8 
Expected 
 lapse rate              0%           0%             0%           0%             0%           0%             0%           0% 
Share price 
 at grant 
 date - EUR            1.39         1.39           1.05         1.05           1.04         1.04           1.03         1.03 
Exercise 
price - 
EUR                     nil          nil            nil          nil            nil          nil            nil          nil 
Expected 
 volatility 
 - % (1)               40.5         40.5           41.2         41.2           32.7         32.7           31.4         31.4 
Expected 
 life - 
 years                 2.91         2.91           2.95         2.95           2.97         2.97           2.68         2.68 
Performance 
 projection 
 period - 
 years                 2.66         2.66           2.70         2.70           2.81         2.81           2.52         2.52 
Expected 
 dividend 
 yield - %             2.79         2.79           4.21         4.21           5.52         5.52           5.47         5.47 
Risk-free 
rate based 
on European 
treasury 
bonds rate 
of return           (0.817)      (0.817)          0.609        0.609                                                    3.05 
- %                    p.a.         p.a.           p.a.         p.a.      2.65 p.a.    2.65 p.a.      3.05 p.a.         p.a. 
Fair value 
 per share 
 - EUR             1.28 (2)     0.84 (3)       0.93 (2)     0.40 (3)        0.88(2)      0.59(3)       0.89 (2)     0.71 (3) 
Weighted 
 average 
 fair value 
 of share 
 - EUR (4)               1.13                        0.75                        0.77                         0.83 
------------  --------------------------  --------------------------  --------------------------  -------------------------- 
Number of 
 shares 
 granted        2,769,413     1,384,706     2,320,019     1,160,009     2,462,171     1,231,086       604,001       302,001 
              -------------  -----------  -------------  -----------  -------------  -----------  -------------  ----------- 
Forfeited 
 during 
 the 
 performance 
 period                725,000                     635,000                        -                             - 
------------  --------------------------  --------------------------  --------------------------  -------------------------- 
 

(1) Expected volatility of the Company's share price was determined by calculating the historical volatility of the Company's share price over the period immediately prior to the date of grant, commensurate with the term to the end of the performance period.

(2) In accordance with IFRS 2, TNR is classed as a non-market performance condition. As such, the fair value has been calculated using a Black-Scholes model and does not take the expected outcome of the performance condition into account. The Company currently estimates the expected vesting outcome for the TNR award to be 100%.

(3) In accordance with IFRS 2, relative TSR is classed as a market-based performance condition. As such, projected performance and the likelihood of achieving the condition have been taken into account when calculating the fair value using a Monte-Carlo model. The model also uses assumptions for the expected volatility of comparator companies, the pairwise correlation between comparator companies and TSR performance between the start of the performance period and the date of grant.

(4) Charges for the awards are based on fair values calculated at the grant date and expensed on a straight-line basis over the period that individuals are providing service to the Group in respect of the awards.

2021 SIP

A SIP for the benefit of senior employees was approved in 2021. Awards granted under the SIP are made in the form of a conditional right to receive a specified number of shares for nil cost which vest after the three year performance period with vested awards being subject to a further restricted period of one year when shares cannot be sold. Awards are subject to TNR (two-thirds of award) and relative TSR (one-third of award) performance conditions. Awards are equity settled. The employees' tax obligation will be determined upon the vesting date of the share issue.

The following assumptions were used in calculating the fair value per share for the TNR and TSR elements of the awards that were granted:

 
                                                                                                            June 2023 
                    September                                                                                                                                             September 
                      2021                     April 2022                    August 2022                       (UK)                        June 2023                        2023 
                      grant                       grant                         grant                          grant                          grant                         grant 
              --------------------      ------------------------      ------------------------      -------------------------      -------------------------      ------------------------ 
                    TNR        TSR                TNR        TSR                TNR        TSR                TNR         TSR                TNR         TSR                TNR        TSR 
------------  ---------  ---------      -------------  ---------      -------------  ---------      -------------  ----------      -------------  ----------      -------------  --------- 
Valuation        Black-     Monte-      Black-Scholes     Monte-      Black-Scholes     Monte-      Black-Scholes      Monte-      Black-Scholes      Monte-      Black-Scholes     Monte- 
methodology     Scholes      Carlo                         Carlo                         Carlo                          Carlo                          Carlo                         Carlo 
Calculation         2/3        1/3                2/3        1/3                2/3        1/3                2/3         1/3                2/3         1/3                2/3        1/3 
 for           ordinary   ordinary           ordinary   ordinary           ordinary   ordinary           ordinary    ordinary           ordinary    ordinary           ordinary   ordinary 
                  award      award              award      award              award      award              award       award              award       award              award      award 
Total charge 
 for the 
 award 
 - EURm               3.7                         0.03                          1.5                            1.3                            0.4                           0.4 
Expected 
 lapse 
 rate                0%         0%                 0%         0%                 0%         0%                 0%          0%                 0%          0%                 0%         0% 
Share price 
 at grant 
 date 
 - EUR             1.49       1.49               1.51       1.51               1.13       1.13               1.04        1.04               1.04        1.04               1.03       1.03 
Exercise 
price 
- EUR               n/a        n/a                n/a        n/a                n/a        n/a                n/a         n/a                n/a         n/a                n/a        n/a 
Expected 
 volatility 
 - % (1)           40.7       40.7               32.5       32.5               29.7       29.7               32.7        32.7               32.7        32.7               31.3       31.3 
Expected 
 life 
 - years           3.48       3.48               2.92       2.92               2.58       2.58               3.73        3.73               2.97        2.97               3.49       3.49 
Performance 
 projection 
 period - 
 years             2.56       2.56               2.00       2.00               1.66       1.66               2.81        2.81               2.81        2.81               2.57       2.57 
Expected 
 dividend 
 yield - %         2.60       2.60               2.93       2.93               3.96       3.96               5.52        5.52               5.52        5.52               5.60       5.60 
Risk-free 
rate 
based on 
European 
treasury 
bonds 
rate of 
return          (0.737)    (0.737)            (0.074)    (0.074)              0.184      0.184               2.65        2.65               2.65        2.65               2.82       2.82 
- %                p.a.       p.a.               p.a.       p.a.               p.a.       p.a.               p.a.        p.a.               p.a.        p.a.               p.a.       p.a. 
Fair value 
 per share -       1.36       0.92               1.39       0.89               1.02       0.46               0.85                           0.88                           0.85        0.6 
 EUR                (2)        (3)                (2)        (3)                (2)        (3)                (2)     0.56(3)                (2)     0.60(3)                (2)       5(3) 
Weighted 
 average 
 fair value 
 of 
 share - EUR 
 (4)                  1.21                        1.22                           0.83                           0.77                           0.77                          0.78 
------------  --------------------      ------------------------      ------------------------      -------------------------      -------------------------      ------------------------ 
Number of 
 shares 
 granted      2,049,667  1,024,833             20,000     10,000          1,166,667    583,333          1,166,667     583,333            333,333     166,667            426,667    213,333 
                                        -------------  ---------      -------------  ---------      -------------  ----------      -------------  ----------      -------------  --------- 
Forfeited 
 during 
 the perf. 
 period             366,000                        -                          350,000                           -                              -                             - 
------------  --------------------      ------------------------      ------------------------      -------------------------      -------------------------      ------------------------ 
 
 

(1) Expected volatility of the Company's share price was determined by calculating the historical volatility of the Company's share price over the period immediately prior to the date of grant, commensurate with the term to the end of the performance period.

(2) In accordance with IFRS 2, TNR is classed as a non-market performance condition. As such, the fair value has been calculated using a Black-Scholes model and does not take the expected outcome of the performance condition into account. The Company currently estimates the expected vesting outcome for the TNR award to be 100%.

(3) In accordance with IFRS 2, relative TSR is classed as a market-based performance condition. As such, projected performance and the likelihood of achieving the condition have been taken into account when calculating the fair value using a Monte-Carlo model. The model also uses assumptions for the expected volatility of comparator companies, the pairwise correlation between comparator companies and TSR performance between the start of the performance period and the date of grant.

(4) Charges for the awards are based on fair values calculated at the grant date and expensed on a straight-line basis over the period that individuals are providing service to the Group in respect of the awards.

Deferred Bonus Plan

The Deferred Bonus Plan ("DBP") is subject to rules approved by the Board and to the Directors' Remuneration Policy (approved by shareholders triennially) for Executive Directors of Sirius Real Estate Limited only.

The Executive Directors consisting of the Chief Executive Officer, the Chief Financial Officer and the Chief Investment Officer of the Company are currently required to participate in the DBP.

The participants are subject to annual performance bonus conditions and objectives to be agreed by the Remuneration Committee. At the end of the applicable financial year, and on receipt of an annual performance bonus, as determined by the Remuneration Committee, 50% or 65% depending on the participants are awarded as cash with the remainder transferred into shares in the Company. Of the remaining 50% or 35% for certain participants to be transferred in shares, half is deferred for one year and the remaining half is deferred for two years.

For the period ended 30 September 2023, an amount of EUR0.1m was paid for the participants' DBP tax liabilities.

Number of share awards

Movements in the number of awards outstanding are as follows:

 
                                                 Unaudited                  Audited 
                                              six months ended             year ended 
                                              30 September 2023           31 March 2023 
                                          ------------------------  ------------------------ 
                                                          Weighted                  Weighted 
                                                           average                   average 
                                                          exercise                  exercise 
                                              Number of      price      Number of      price 
                                           share awards       EURm   share awards       EURm 
----------------------------------------  -------------  ---------  -------------  --------- 
Balance outstanding as at the beginning 
 of the period (nil exercisable)             14,478,647          -     15,278,619          - 
Maximum granted during the period             7,489,259          -      5,353,067          - 
Forfeited during the period                   (966,000)          -    (1,610,000)          - 
Exercised during the period                 (1,859,000)          -    (2,431,714)          - 
Shares surrendered to cover employee 
 tax obligations                            (1,241,000)          -    (2,111,325)          - 
----------------------------------------  -------------  ---------  -------------  --------- 
Balance outstanding as at period end 
 (nil exercisable)                           17,901,906          -     14,478,647          - 
----------------------------------------  -------------  ---------  -------------  --------- 
 

Employee benefit schemes

A reconciliation of share-based payments and employee benefit schemes and their impact on the condensed interim consolidated income statement is as follows:

 
                                                            Unaudited      Unaudited 
                                                           six months     six months 
                                                                ended          ended 
                                                         30 September   30 September 
                                                                 2023           2022 
                                                                 EURm           EURm 
------------------------------------------------------  -------------  ------------- 
Charge relating to 2018 LTIP - June 2019 grant                      -              - 
Charge relating to 2018 LTIP - June 2020 grant                      -            0.4 
Charge relating to 2021 LTIP - August 2021 grant                  0.2            0.8 
Charge relating to 2021 LTIP - July 2022 grant                    0.2            0.2 
Charge relating to 2021 LTIP - June 2023 grant                    0.3              - 
Charge relating to 2021 LTIP - September 2023 grant               0.0              - 
Charge relating to 2021 SIP - September 2021 grant                0.2            0.5 
Charge relating to 2021 SIP - April 2022 grant                    0.0            0.0 
Charge relating to 2021 SIP - August 2022 grant                   0.2            0.0 
Charge relating to 2021 SIP - June 2023 grant                     0.2              - 
Charge relating to 2021 SIP - September 2023 grant                0.0              - 
DBP                                                               0.2              - 
------------------------------------------------------  -------------  ------------- 
Total condensed interim consolidated income statement 
 charge relating to share-based payments                          1.5            1.9 
------------------------------------------------------  -------------  ------------- 
 

An amount of EUR1.5m (30 September 2022: EUR1.9m) is recognised in other distributable reserves as per the condensed interim consolidated statement of changes in equity. In addition, an amount of EUR1.4m (30 September 2022: EUR1.6m) has been paid for participants' tax liabilities in relation to share-based payment schemes.

8. Finance income, finance expense and change in fair value of derivative financial instruments

 
                                                               Unaudited      Unaudited 
                                                              six months     six months 
                                                                   ended          ended 
                                                            30 September   30 September 
                                                                    2023           2022 
                                                                    EURm           EURm 
---------------------------------------------------------  -------------  ------------- 
Bank interest income                                                 1.2              - 
Finance income from associates                                       1.1            1.1 
---------------------------------------------------------  -------------  ------------- 
Finance income                                                       2.3            1.1 
---------------------------------------------------------  -------------  ------------- 
Bank loan interest expense                                         (6.8)          (6.8) 
Interest expense related to lease liabilities (see 
 note 15)                                                          (0.6)          (0.5) 
Amortisation of capitalised finance costs                          (1.5)          (1.6) 
---------------------------------------------------------  -------------  ------------- 
Total interest expense                                             (8.9)          (8.9) 
---------------------------------------------------------  -------------  ------------- 
Bank charges                                                       (0.3)          (0.3) 
---------------------------------------------------------  -------------  ------------- 
Other finance costs                                                (0.3)          (0.3) 
---------------------------------------------------------  -------------  ------------- 
Finance expense                                                    (9.2)          (9.2) 
---------------------------------------------------------  -------------  ------------- 
Change in fair value of derivative financial instruments           (0.8)            1.2 
---------------------------------------------------------  -------------  ------------- 
Net finance expense                                                (7.7)          (6.9) 
---------------------------------------------------------  -------------  ------------- 
 

The change in fair value of derivative financial instruments of EUR(0.8)m (30 September 2022: EUR1.2m) reflects the change in the market valuation of these financial instruments.

9. Taxation

Condensed interim consolidated income statement

 
                                                         Unaudited      Unaudited 
                                                        six months     six months 
                                                             ended          ended 
                                                      30 September   30 September 
                                                              2023           2022 
                                                              EURm           EURm 
---------------------------------------------------  -------------  ------------- 
Current income tax 
Current income tax charge                                    (2.6)          (2.0) 
Current income tax charge relating to disposal of 
 investment properties                                           -          (0.1) 
Adjustment in respect of prior periods                       (0.3)         1.8(1) 
---------------------------------------------------  -------------  ------------- 
Total current income tax                                     (2.9)          (0.3) 
---------------------------------------------------  -------------  ------------- 
Deferred tax 
Relating to origination and reversal of temporary 
 differences                                                 (5.2)          (5.3) 
---------------------------------------------------  -------------  ------------- 
Total deferred tax                                           (5.2)          (5.3) 
---------------------------------------------------  -------------  ------------- 
Income tax charge reported in the income statement           (8.1)          (5.6) 
---------------------------------------------------  -------------  ------------- 
 

(1) In the period ended 30 September 2022, the Group identified an error in the accrual of tax liabilities arising in BizSpace Group as at 31 March 2022, resulting in an overstatement of the tax liability of EUR5.0m of which EUR3.0m arose on acquisition. These were assessed as not being material to the 31 March 2022 financial statements and the reduction in the liability was recorded in the six months ended 30 September 2022 financial statements. The amounts have been recorded within administrative expenses under exceptional items (see note 5) and the taxation line of the income statement.

Deferred tax assets and liabilities

Recognised deferred tax assets and liabilities are attributable to the following:

 
                                             Assets                 Liabilities                   Net 
                                    ------------------------  ------------------------  ------------------------ 
                                        Unaudited    Audited      Unaudited    Audited      Unaudited    Audited 
                                     30 September   31 March   30 September   31 March   30 September   31 March 
                                             2023       2023           2023       2023           2023       2023 
                                             EURm       EURm           EURm       EURm           EURm       EURm 
----------------------------------  -------------  ---------  -------------  ---------  -------------  --------- 
Revaluation of investment 
 property                                       -          -        (103.1)     (99.5)        (103.1)     (99.5) 
Lease incentives                                -          -          (0.7)      (0.7)          (0.7)      (0.7) 
Fixed asset temporary 
 differences                                    -          -              -      (0.1)              -      (0.1) 
Financial instruments                           -          -          (0.1)      (0.2)          (0.1)      (0.2) 
Fair value adjustment 
 on leased investment properties              3.7        3.9          (3.6)      (3.8)            0.1        0.1 
Recognised tax losses                        18.4       20.2              -          -           18.4       20.2 
----------------------------------  -------------  ---------  -------------  ---------  -------------  --------- 
Deferred tax assets/(liabilities)            22.1       24.1        (107.5)    (104.3)         (85.4)     (80.2) 
----------------------------------  -------------  ---------  -------------  ---------  -------------  --------- 
 

For accounting periods beginning on or after 1 January 2023 IASB ED/2019/5 amended the application of the initial recognition exemption for transactions giving rise to offsetting deferred tax assets and deferred tax liabilities. In respect of IFRS 16, the Group adopted the amendments to the initial recognition exemption under IAS 12 already in the year ended 31 March 2022 and recognises a deferred tax asset in respect of the IFRS 16 lease liabilities and a deferred tax liability in respect of IFRS 16 right of use, resulting in a net deferred tax asset for the year ended 31 March 2023.

The movement in deferred tax during the period is as follows:

 
                              Audited                                Unaudited 
                             31 March  Recognised      Exchange   30 September 
                                 2023   in income   differences           2023 
                                 EURm        EURm          EURm           EURm 
--------------------------  ---------  ----------  ------------  ------------- 
Revaluation of investment 
 property                      (99.5)       (3.6)             -        (103.1) 
Lease incentives                (0.7)           -             -          (0.7) 
Fixed asset temporary 
 differences                    (0.1)         0.1             -              - 
Financial instruments           (0.2)         0.1             -          (0.1) 
Fair value adjustment 
 on leased investment 
 properties                       0.1           -             -            0.1 
Recognised tax losses            20.2       (1.8)             -           18.4 
--------------------------  ---------  ----------  ------------  ------------- 
Total                          (80.2)       (5.2)             -         (85.4) 
--------------------------  ---------  ----------  ------------  ------------- 
 

The Group has not recognised a deferred tax asset on EUR251.8m (31 March 2023: EUR240.2m) of tax losses carried forward and future share scheme deductions due to uncertainties over recovery. There is no expiration date on EUR251.8m of the losses and future share scheme tax deductions will convert to tax losses on realisation.

A change in ownership of the Group may result in restriction on the Group's ability to use tax losses in certain tax jurisdictions.

A deferred tax liability is recognised on temporary differences of EURnil (31 March 2023: EURnil) relating to the unremitted earnings of overseas subsidiaries as the Group is able to control the timing of the reversal of these temporary differences and it is probable that they will not reverse in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

 
                                             Assets                 Liabilities                   Net 
                                    ------------------------  ------------------------  ------------------------ 
                                        Unaudited    Audited      Unaudited    Audited      Unaudited    Audited 
                                     30 September   31 March   30 September   31 March   30 September   31 March 
                                             2023       2023           2023       2023           2023       2023 
                                             EURm       EURm           EURm       EURm           EURm       EURm 
----------------------------------  -------------  ---------  -------------  ---------  -------------  --------- 
UK                                              -          -              -          -              -          - 
Germany                                      22.1       24.1        (107.5)    (104.3)         (85.4)     (80.2) 
Cyprus                                          -          -              -          -              -          - 
----------------------------------  -------------  ---------  -------------  ---------  -------------  --------- 
Deferred tax assets/(liabilities)            22.1       24.1        (107.5)    (104.3)         (85.4)     (80.2) 
----------------------------------  -------------  ---------  -------------  ---------  -------------  --------- 
 
 
                                            Assets                 Liabilities                   Net 
                                   ------------------------  ------------------------  ------------------------ 
                                       Unaudited    Audited      Unaudited    Audited      Unaudited    Audited 
                                    30 September   31 March   30 September   31 March   30 September   31 March 
                                            2023       2023           2023       2023           2023       2023 
                                            EURm       EURm           EURm       EURm           EURm       EURm 
---------------------------------  -------------  ---------  -------------  ---------  -------------  --------- 
UK                                           0.1          -              -      (0.4)            0.1      (0.4) 
Germany                                        -          -          (6.0)      (4.6)          (6.0)      (4.6) 
Cyprus                                         -          -          (0.4)      (0.4)          (0.4)      (0.4) 
---------------------------------  -------------  ---------  -------------  ---------  -------------  --------- 
Current tax assets/(liabilities)             0.1          -          (6.4)      (5.4)          (6.3)      (5.4) 
---------------------------------  -------------  ---------  -------------  ---------  -------------  --------- 
 

10. Earnings per share

The calculation of the basic, diluted, EPRA, headline and adjusted earnings per share are based on the following data:

 
                                                               Unaudited      Unaudited 
                                                              six months     six months 
                                                                   ended          ended 
                                                            30 September   30 September 
                                                                    2023           2022 
                                                                    EURm           EURm 
---------------------------------------------------------  -------------  ------------- 
Earnings attributable to the owners of the Company 
Basic earnings                                                      31.7           70.0 
Diluted earnings                                                    31.7           70.0 
EPRA earnings                                                       48.2           41.2 
Diluted EPRA earnings                                               48.2           41.2 
Headline earnings                                                   47.5           42.6 
Diluted headline earnings                                           47.5           42.6 
---------------------------------------------------------  -------------  ------------- 
Adjusted 
Basic earnings                                                      31.7           70.0 
Add loss/(deduct gain) on revaluation of investment 
 properties                                                         10.1         (26.8) 
Deduct gain on disposal of properties                                0.0          (4.8) 
Tax in relation to the revaluation gains/losses 
 of investment properties and gains/losses on disposal 
 of properties above less REIT related tax effects                   5.3            5.6 
Add loss/(deduct gain) on revaluation of investment 
 property relating to associates                                     0.5          (1.9) 
Tax in relation to the revaluation gains/losses 
 on investment property relating to associates above               (0.1)            0.5 
---------------------------------------------------------  -------------  ------------- 
Headline earnings after tax                                         47.5           42.6 
Add/(deduct) change in fair value of derivative 
 financial instrument (net of related tax and NCI)                   0.7          (1.4) 
Deduct revaluation loss relating to leased investment 
 properties                                                        (0.7)          (0.9) 
Add adjusting items (net of related tax and NCI)(1)                  1.8            3.0 
---------------------------------------------------------  -------------  ------------- 
Adjusted earnings after tax                                         49.3           43.3 
---------------------------------------------------------  -------------  ------------- 
Number of shares 
Weighted average number of ordinary shares for the 
 purpose of basic, headline, adjusted and basic EPRA 
 earnings per share                                        1,169,697,061  1,167,383,139 
---------------------------------------------------------  -------------  ------------- 
Weighted average number of ordinary shares for the 
 purpose of diluted earnings, diluted headline earnings, 
 diluted adjusted earnings and diluted EPRA earnings 
 per share                                                 1,185,416,141  1,183,403,147 
---------------------------------------------------------  -------------  ------------- 
Basic earnings per share                                           2.71c          6.00c 
---------------------------------------------------------  -------------  ------------- 
Diluted earnings per share                                         2.67c          5.92c 
---------------------------------------------------------  -------------  ------------- 
Basic EPRA earnings per share                                      4.12c          3.53c 
---------------------------------------------------------  -------------  ------------- 
Diluted EPRA earnings per share                                    4.07c          3.48c 
---------------------------------------------------------  -------------  ------------- 
Headline earnings per share                                        4.06c          3.65c 
---------------------------------------------------------  -------------  ------------- 
Diluted headline earnings per share                                4.01c          3.60c 
---------------------------------------------------------  -------------  ------------- 
Adjusted earnings per share                                        4.21c          3.71c 
---------------------------------------------------------  -------------  ------------- 
Adjusted diluted earnings per share                                4.16c          3.66c 
---------------------------------------------------------  -------------  ------------- 
 

(1) See reconciliation between adjusting items as stated within earnings per share and those stated within administrative expenses in note 5.

 
                                            Unaudited      Unaudited 
                                           six months     six months 
                                                ended          ended 
                                         30 September   30 September 
                                                 2023           2022 
                                 Notes           EURm           EURm 
-------------------------------  -----  -------------  ------------- 
Exceptional items                    5            0.3            1.1 
Share-based payments                 5            1.5            1.9 
-------------------------------  -----  -------------  ------------- 
Adjusting items as per note 10                    1.8            3.0 
-------------------------------  -----  -------------  ------------- 
 

The following table shows the reconciliation of basic to headline earnings, separately disclosing the impact before tax (gross column) and after tax (net column):

 
                                           Unaudited six months        Unaudited six months 
                                          ended 30 September 2023     ended 30 September 2022 
                                        --------------------------  -------------------------- 
                                                 Gross         Net         Gross           Net 
                                                  EURm        EURm          EURm          EURm 
--------------------------------------  --------------  ----------  ------------  ------------ 
Basic earnings                                                31.7                        70.0 
Add loss/(deduct gain) on revaluation 
 of investment properties                         10.1        15.4        (26.8)        (21.3) 
Deduct gain on disposal of 
 properties                                        0.0         0.0         (4.8)         (4.7) 
NCI relating to revaluation                          -           -           0.1             - 
Add loss/(deduct gain) on revaluation 
 of investment property relating 
 to associates                                     0.5         0.4         (1.9)         (1.4) 
--------------------------------------  --------------  ----------  ------------  ------------ 
Headline earnings                                             47.5                        42.6 
--------------------------------------  --------------  ----------  ------------  ------------ 
 

EPRA earnings

 
                                                               Unaudited      Unaudited 
                                                              six months     six months 
                                                                   ended          ended 
                                                            30 September   30 September 
                                                                    2023           2022 
                                                                    EURm           EURm 
---------------------------------------------------------  -------------  ------------- 
Basic and diluted earnings attributable to owners 
 of the Company                                                     31.7           70.0 
Add loss/(deduct gain) on revaluation of investment 
 properties                                                         10.1         (26.8) 
Deduct gain on disposal of properties (net of related 
 tax)                                                                0.0          (4.7) 
Change in fair value of derivative financial instruments             0.8          (1.2) 
Deferred tax in respect of EPRA fair value movements 
 on investment properties                                            5.2            5.3 
Add loss/(deduct gain) on revaluation of investment 
 property relating to associates                                     0.5          (1.9) 
Tax in relation to the revaluation gains/losses 
 on investment property relating to associates                     (0.1)            0.5 
---------------------------------------------------------  -------------  ------------- 
EPRA earnings                                                       48.2           41.2 
---------------------------------------------------------  -------------  ------------- 
 

For more information on EPRA earnings refer to Annex 1.

For the calculation of basic, headline, adjusted, EPRA and diluted earnings per share the number of shares does not include 7,292,222 own shares held (30 September 2022: 7,492,763 shares), which are held by an Employee Benefit Trust on behalf of the Group.

The weighted average number of shares for the purpose of diluted, diluted EPRA, diluted headline and adjusted diluted earnings per share is calculated as follows:

 
                                                           Unaudited      Unaudited 
                                                          six months     six months 
                                                               ended          ended 
                                                        30 September   30 September 
                                                                2023           2022 
-----------------------------------------------------  -------------  ------------- 
Weighted average number of ordinary shares for the 
 purpose of basic, basic EPRA, headline and adjusted 
 earnings per share                                    1,169,697,061  1,167,383,139 
Weighted average effect of grant of LTIP and SIP 
 shares                                                   15,719,080     16,020,008 
-----------------------------------------------------  -------------  ------------- 
Weighted average number of ordinary shares for the 
 purpose of diluted, diluted EPRA, diluted headline 
 and adjusted diluted earnings per share               1,185,416,141  1,183,403,147 
-----------------------------------------------------  -------------  ------------- 
 

11. Net asset value per share

 
                                                          Unaudited        Audited 
                                                       30 September       31 March 
                                                               2023           2023 
                                                               EURm           EURm 
----------------------------------------------------  -------------  ------------- 
Net asset value 
Net asset value for the purpose of assets per share 
 (assets attributable to the owners of the Company)         1,201.5        1,197.1 
Deferred tax liabilities (see note 9)                          85.4           80.2 
Derivative financial instruments at fair value                (0.5)          (1.3) 
----------------------------------------------------  -------------  ------------- 
Adjusted net asset value attributable to the owners 
 of the Company                                             1,286.4        1,276.0 
----------------------------------------------------  -------------  ------------- 
Number of shares 
Number of ordinary shares for the purpose of net 
 asset value per share and adjusted net asset value 
 per share                                            1,170,430,763  1,168,371,222 
Number of ordinary shares for the purpose of EPRA 
 NTA per share                                        1,188,332,669  1,182,849,869 
Net asset value per share                                   102.65c        102.46c 
Adjusted net asset value per share                          109.91c        109.21c 
EPRA NTA per share                                          108.51c        108.11c 
----------------------------------------------------  -------------  ------------- 
 
 
                                             EPRA NRV  EPRA NTA  EPRA NDV 
Unaudited 30 September 2023                      EURm      EURm      EURm 
-------------------------------------------  --------  --------  -------- 
Net asset value as at period end (basic)      1,201.5   1,201.5   1,201.5 
-------------------------------------------  --------  --------  -------- 
Diluted EPRA net asset value at fair value    1,201.5   1,201.5   1,201.5 
-------------------------------------------  --------  --------  -------- 
Group 
Derivative financial instruments at fair 
 value                                          (0.5)     (0.5)       n/a 
Deferred tax in respect of EPRA fair value 
 movements on investment properties              85.4  85.2 (1)       n/a 
Intangibles as per note 14                        n/a     (3.9)       n/a 
Fair value of fixed interest rate debt            n/a       n/a     114.7 
Real estate transfer tax                        165.3       n/a       n/a 
Investment in associate 
Deferred tax in respect of EPRA fair value 
 movements on investment properties               7.1   7.1 (1)       n/a 
Fair value of fixed interest rate debt            n/a       n/a       9.7 
Real estate transfer tax                          9.4       n/a       n/a 
-------------------------------------------  --------  --------  -------- 
Total EPRA NRV, NTA and NDV                   1,468.2   1,289.4   1,325.9 
-------------------------------------------  --------  --------  -------- 
EPRA NRV, NTA and NDV per share               123.55c   108.51c   111.58c 
-------------------------------------------  --------  --------  -------- 
 
 
                                             EPRA NRV  EPRA NTA  EPRA NDV 
Audited 31 March 2023                            EURm      EURm      EURm 
-------------------------------------------  --------  --------  -------- 
Net asset value as at period end (basic)      1,197.1   1,197.1   1,197.1 
-------------------------------------------  --------  --------  -------- 
Diluted EPRA net asset value at fair value    1,197.1   1,197.1   1,197.1 
-------------------------------------------  --------  --------  -------- 
Group 
Derivative financial instruments at fair 
 value                                          (1.3)     (1.3)       n/a 
Deferred tax in respect of EPRA fair value 
 movements on investment properties              80.2   80.1(1)       n/a 
Intangibles as per note 14                        n/a     (4.1)       n/a 
Fair value of fixed interest rate debt            n/a       n/a      99.2 
Real estate transfer tax                        164.4       n/a       n/a 
Investment in associate 
Deferred tax in respect of EPRA fair value 
 movements on investment properties               7.0    7.0(1)       n/a 
Fair value of fixed interest rate debt            n/a       n/a       9.9 
Real estate transfer tax                          9.3       n/a       n/a 
-------------------------------------------  --------  --------  -------- 
Total EPRA NRV, NTA and NDV                   1,456.7   1,278.8   1,306.2 
-------------------------------------------  --------  --------  -------- 
EPRA NRV, NTA and NDV per share               123.15c   108.11c   110.43c 
-------------------------------------------  --------  --------  -------- 
 

(1) The Group intends to hold and does not intend in the long term to sell any of the investment properties and has excluded such deferred taxes for the whole portfolio as at period end except for deferred tax in relation to assets held for sale.

For more information on adjusted net asset value and EPRA NRV, NTA and NDV, refer to Annex 1.

The number of ordinary shares for the purpose of EPRA NRV, NTA and NDV per share is calculated as follows:

 
                                                          Unaudited        Audited 
                                                       30 September       31 March 
                                                               2023           2023 
----------------------------------------------------  -------------  ------------- 
Number of ordinary shares for the purpose of net 
 asset value per share and adjusted net asset value 
 per share                                            1,170,430,763  1,168,371,222 
Effect of grant of LTIP and SIP shares                   17,901,906     14,478,647 
----------------------------------------------------  -------------  ------------- 
Number of ordinary shares for the purpose of EPRA 
 NRV, NTA and NDV per share                           1,188,332,669  1,182,849,869 
----------------------------------------------------  -------------  ------------- 
 

The number of shares does not include 7,292,222 own shares held (31 March 2023: 7,492,763 shares), which are held by an Employee Benefit Trust on behalf of the Group.

12. Investment properties

The movement in the book value of investment properties is as follows:

 
                                                          Unaudited    Audited 
                                                       30 September   31 March 
                                                               2023       2023 
                                                               EURm       EURm 
----------------------------------------------------  -------------  --------- 
Total investment properties at book value as at 
 the beginning of the period                                2,123.0    2,100.0 
Additions - owned investment properties                           -       44.7 
Additions - leased investment properties                          -        1.4 
Capital expenditure and broker fees                            16.5       29.9 
Disposals                                                         -     (17.1) 
Reclassified as investment properties held for sale 
 (see note 13)                                                (7.3)      (8.8) 
Loss on revaluation above capex and broker fees               (9.6)      (7.7) 
Adjustment in respect of lease incentives                       0.2      (0.6) 
Loss on revaluation relating to leased investment 
 properties                                                   (0.7)      (1.5) 
Foreign exchange differences                                    7.4     (17.3) 
----------------------------------------------------  -------------  --------- 
Total investment properties at book value as at 
 period end (1)                                             2,129.5    2,123.0 
----------------------------------------------------  -------------  --------- 
 
   (1)   Excluding assets held for sale. 

The reconciliation of the valuation carried out by the external valuer to the carrying values shown in the condensed interim consolidated statement of financial position is as follows:

 
                                                      Unaudited    Audited 
                                                   30 September   31 March 
                                                           2023       2023 
                                                           EURm       EURm 
------------------------------------------------  -------------  --------- 
Owned investment properties at market value per 
 valuer's report (1)                                    2,110.0    2,103.1 
Adjustment in respect of lease incentives                 (4.5)      (4.6) 
Leased investment property market value                    24.0       24.5 
------------------------------------------------  -------------  --------- 
Total investment properties at book value as at 
 period end (1)                                         2,129.5    2,123.0 
------------------------------------------------  -------------  --------- 
 
   (1)   Excluding assets held for sale. 

The fair value (market value) of the Group's owned investment properties at period end has been arrived at on the basis of a valuation carried out at that date by Cushman & Wakefield LLP (31 March 2023: Cushman & Wakefield LLP), an independent valuer accredited in terms of the Royal Institution of Chartered Surveyors ("RICS"). The fee arrangement with Cushman & Wakefield LLP for the valuation of the Group's properties is fixed, subject to an adjustment for acquisitions and disposals.

The value of each of the properties has been assessed in accordance with the RICS valuation standards on the basis of market value. The methodology and assumptions used to determine the fair value of the properties are consistent with the previous period.

The weighted average lease expiry remaining across the owned portfolio in Germany as at period end was 2.6 years (31 March 2023: 2.8 years). The weighted average lease expiry remaining across the owned portfolio in the UK as at period end was 1.05 years (31 March 2023: 1.01 years). Licence agreements in the UK are rolling and are included in the valuation.

The fair value (market value) of the Group's leased investment properties as at period end has been arrived at on the basis of a valuation carried out by management using discounted cash flows similar to the approach of Cushman & Wakefield LLP. A sensitivity analysis is not provided on the lease investment properties as the balance is not considered material to the financial statements.

The reconciliation of loss or gain on revaluation above capex as per the condensed interim consolidated income statement is as follows:

 
                                                          Unaudited      Unaudited 
                                                         six months     six months 
                                                              ended          ended 
                                                       30 September   30 September 
                                                               2023           2022 
                                                               EURm           EURm 
----------------------------------------------------  -------------  ------------- 
(Loss)/gain on revaluation above capex and broker 
 fees                                                         (9.6)           27.7 
Adjustment in respect of lease incentives                       0.2              - 
Loss on revaluation relating to leased investment 
 properties                                                   (0.7)          (0.9) 
----------------------------------------------------  -------------  ------------- 
(Loss)/gain on revaluation of investment properties 
 reported in the income statement                            (10.1)           26.8 
----------------------------------------------------  -------------  ------------- 
 

Included in the loss or gain on revaluation of investment properties reported in the income statement are gross gains of EUR28.6m and gross losses of EUR38.7m (30 September 2022: gross gains of EUR41.6m and gross losses of EUR14.8m).

Other than the capital commitments disclosed in note 27 the Group is under no contractual obligation to purchase, construct or develop any investment property. The Group is responsible for routine maintenance to the investment properties.

All investment properties are categorised as Level 3 fair values as they use significant unobservable inputs. There have not been any transfers between levels during the period. Investment properties have been classed according to their asset type. Information on these significant unobservable inputs per class of investment property is disclosed below (excluding leased investment properties).

The valuation for owned investment properties (including assets classified as held for sale) is performed on a lease-by-lease basis due to the mixed-use nature of the sites using the discounted cash flow technique for the German portfolio and on a capitalised income basis (where income is capitalised by an appropriate yield which reflects the age, location, ownership, customer base and agreement type) for the UK portfolio. This gives rise to large ranges in the inputs.

 
                         Current        Market 
                          rental        rental                    Gross        Net 
                         rate per      rate per                  initial     initial      Discount 
                            sqm           sqm       Occupancy     yield       yield        factor    Void period 
                            EUR           EUR           %           %           %             %         months 
              -------  ------------  ------------  -----------  ---------  ------------  ----------  ----------- 
Unaudited      Market 
30 September    value 
2023             EURm    Low   High    Low   High   Low   High  Low  High  Low     High   Low  High  Low    High 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  -------  ----  ----  ---  ------ 
Traditional 
 business 
 parks 
Mature          374.8   2.88   8.67   2.67   7.98  89.8  100.0  4.6  10.1  3.7      7.7   4.3   5.9    6      15 
Value add       599.9   2.54   7.15   3.72   8.51  26.9   97.4  2.8   9.6  0.7      7.5   4.6   7.3    9      18 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  -------  ----  ----  ---  ------ 
Total 
 traditional 
 business 
 parks          974.7   2.54   8.67   2.67   8.51  26.9  100.0  2.8  10.1  0.7      7.7   4.3   7.3    6      18 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  -------  ----  ----  ---  ------ 
Modern 
business 
parks 
Mature          228.9   5.67  10.50   4.16  10.35  92.1  100.0  5.3  10.0  4.4      9.1   4.3   5.4    6      15 
Value add       229.0   3.17   7.09   4.00   8.43  58.9   92.6  5.2   9.9  3.9      7.3   5.3   7.3    9      24 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  -------  ----  ----  ---  ------ 
Total modern 
 business 
 parks          457.9   3.17  10.50   4.00  10.35  58.9  100.0  5.2  10.0  3.9      9.1   4.3   7.3    6      24 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  -------  ----  ----  ---  ------ 
Office 
Mature           37.3  14.38  14.38  10.92  10.92  92.6   92.6  8.8   8.8  7.4      7.4   4.9   4.9    9       9 
Value add       235.7   4.78  10.95   6.49  12.20  53.6   89.0  3.7  10.4  1.9      7.9   5.0   7.0    9      15 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  -------  ----  ----  ---  ------ 
Total office    273.0   4.78  14.38   6.49  12.20  53.6   92.6  3.7  10.4  1.9      7.9   4.9   7.0    9      15 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  -------  ----  ----  ---  ------ 
Total 
 Germany      1,705.6   2.54  14.38   2.67  12.20  26.9  100.0  2.8  10.4  0.7      9.1   4.3   7.3    6      24 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  -------  ----  ----  ---  ------ 
 
 
                                                    Average market 
                                 Average current        rental 
                                   rental rate         rate per                    Net initial 
                                     per sqm              sqm         Occupancy       yield       Void period 
                                       EUR                EUR             %             %            months 
                        ------  -----------------  ----------------  -----------  -------------  ------------- 
                        Market 
Unaudited 30 September   value 
 2023                     EURm      Low      High      Low     High   Low   High    Low    High    Low    High 
----------------------  ------  -------  --------  -------  -------  ----  -----  -----  ------  -----  ------ 
Total mixed-use 
 schemes                  98.9     1.98     23.60     5.63    23.07  43.2   94.0    4.2    12.1      4      12 
----------------------  ------  -------  --------  -------  -------  ----  -----  -----  ------  -----  ------ 
Total office             139.9     4.48     24.92     8.07    24.92  54.4  100.0    5.5    22.3      4      12 
----------------------  ------  -------  --------  -------  -------  ----  -----  -----  ------  -----  ------ 
Total industrial         172.9     1.99     11.81     3.19    13.21  62.8  100.0    3.2    10.4      4      12 
----------------------  ------  -------  --------  -------  -------  ----  -----  -----  ------  -----  ------ 
Total UK                 411.7     1.98     24.92     3.19    24.92  43.2  100.0    3.2    22.3      4      12 
----------------------  ------  -------  --------  -------  -------  ----  -----  -----  ------  -----  ------ 
 
 
                         Current        Market 
                          rental        rental                    Gross       Net 
                         rate per      rate per                  initial    initial    Discount 
                            sqm           sqm       Occupancy     yield      yield      factor    Void period 
                            EUR           EUR           %           %          %           %         months 
              -------  ------------  ------------  -----------  ---------  ---------  ----------  ----------- 
Audited        Market 
 31 March       value 
 2023            EURm    Low   High    Low   High   Low   High  Low  High  Low  High   Low  High  Low    High 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  ----  ----  ----  ---  ------ 
Traditional 
 business 
 parks 
Mature          362.0   2.88   8.58   2.67   7.80  64.7  100.0  4.7   9.9  3.7   7.6   4.1   5.8    6      15 
Value add       607.6   2.25   6.64   3.58   8.46  26.9   97.4  2.9   9.8  0.8   7.5   4.5   7.1    9      18 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  ----  ----  ----  ---  ------ 
Total 
 traditional 
 business 
 parks          969.6   2.25   8.58   2.67   8.46  26.9  100.0  2.9   9.9  0.8   7.6   4.1   7.1    6      18 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  ----  ----  ----  ---  ------ 
Modern 
business 
parks 
Mature          200.4   5.38   8.64   3.93   8.15  94.3  100.0  3.6  10.5  2.4   9.3   4.1   5.4    6      15 
Value add       250.1   2.92   9.76   3.91  10.35  54.5   92.8  5.5   9.4  3.8   7.4   4.8   7.3    9      24 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  ----  ----  ----  ---  ------ 
Total modern 
 business 
 parks          450.5   2.92   9.76   3.91  10.35  54.5  100.0  3.6  10.5  2.4   9.3   4.1   7.3    6      24 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  ----  ----  ----  ---  ------ 
Office 
Mature           37.5  14.34  14.34  10.78  10.78  92.6   92.6  8.7   8.7  7.3   7.3   4.9   4.9    9       9 
Value add       236.4   4.05  10.27   6.42  12.19  49.7   87.5  4.4   9.3  2.4   6.8   5.0   6.9    9      18 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  ----  ----  ----  ---  ------ 
Total office    273.9   4.05  14.34   6.42  12.19  49.7   92.6  4.4   9.3  2.4   7.3   4.9   6.9    9      18 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  ----  ----  ----  ---  ------ 
Total 
 Germany      1,694.0   2.25  14.34   2.67  12.19  26.9  100.0  2.9  10.5  0.8   9.3   4.1   7.3    6      24 
------------  -------  -----  -----  -----  -----  ----  -----  ---  ----  ---  ----  ----  ----  ---  ------ 
 
 
                                               Average market 
                            Average current        rental 
                              rental rate         rate per                    Net initial 
                                per sqm              sqm         Occupancy       yield       Void period 
                                  EUR                EUR             %             %            months 
                   ------  -----------------  ----------------  -----------  -------------  ------------- 
                   Market 
Audited 31 March    value 
 2023                EURm      Low      High      Low     High   Low   High    Low    High    Low    High 
-----------------  ------  -------  --------  -------  -------  ----  -----  -----  ------  -----  ------ 
Total mixed-use 
 schemes            102.4     2.09     20.25     5.46    23.58  42.0   93.3    4.0    10.8      4      12 
-----------------  ------  -------  --------  -------  -------  ----  -----  -----  ------  -----  ------ 
Total office        143.7     5.42     33.89     7.94    24.68  50.5  100.0    4.9    23.2      4      12 
-----------------  ------  -------  --------  -------  -------  ----  -----  -----  ------  -----  ------ 
Total industrial    171.6     2.23      8.19     2.55    12.99  64.1  100.0    3.8    12.4      4      12 
-----------------  ------  -------  --------  -------  -------  ----  -----  -----  ------  -----  ------ 
Total UK            417.7     2.09     33.89     2.55    24.68  42.0  100.0    3.8    23.2      4      12 
-----------------  ------  -------  --------  -------  -------  ----  -----  -----  ------  -----  ------ 
 

As a result of the level of judgement and estimates used in arriving at the market valuations, the amounts which may ultimately be realised in respect of any given property may differ from valuations shown in the statement of financial position. Key inputs are considered to be inter-related whereby changes in one key input can result in changes in other key inputs. The impact of changes in relation to the key inputs is also shown in the table below:

 
                                 Change of 5%       Change of 0.25%      Change of 0.5%       Change of 0.5% 
                                in market rental       in discount       in gross initial     in net initial 
                                     rates                rates               yield                yield 
                                      EURm                EURm                 EURm                EURm 
------------------  --------  -------------------  ------------------  -------------------  ------------------ 
Unaudited             Market 
 30 September          value 
 2023                   EURm   Increase  Decrease  Increase  Decrease   Increase  Decrease  Increase  Decrease 
------------------  --------  ---------  --------  --------  --------  ---------  --------  --------  -------- 
Total traditional 
 business parks        974.7       49.4    (49.6)    (19.4)      19.4     (74.4)      88.5    (96.9)     128.8 
Total modern 
 business parks        457.9       22.8    (22.3)     (9.0)       9.9     (31.7)      37.1    (38.7)      47.7 
Total office           273.0       14.0    (13.9)     (5.3)       5.7     (19.6)      23.1    (26.1)      34.0 
------------------  --------  ---------  --------  --------  --------  ---------  --------  --------  -------- 
Market value 
 Germany             1,705.6       86.2    (85.8)    (33.7)      35.0    (125.7)     148.7   (161.7)     210.5 
------------------  --------  ---------  --------  --------  --------  ---------  --------  --------  -------- 
 
 
                                        Change of 5%             Change of 0.5% 
                                    in market rental rates     in net initial yield 
                                             EURm                      EURm 
------------------------  ------  -------------------------  ----------------------- 
                          Market 
Unaudited 30 September     value 
 2023                       EURm      Increase     Decrease     Increase    Decrease 
------------------------  ------  ------------  -----------  -----------  ---------- 
Total mixed-use schemes     98.9           3.4        (3.7)        (5.9)         6.5 
Total office               139.9           4.2        (4.2)        (6.0)         6.7 
Total industrial           172.9           6.7        (6.8)       (10.8)        12.0 
------------------------  ------  ------------  -----------  -----------  ---------- 
Market value UK            411.7          14.3       (14.7)       (22.7)        25.2 
------------------------  ------  ------------  -----------  -----------  ---------- 
 
 
                                Change of 5%       Change of 0.25%      Change of 0.5%       Change of 0.5% 
                               in market rental       in discount       in gross initial     in net initial 
                                    rates                rates               yield                yield 
                                     EURm                EURm                 EURm                EURm 
------------------  -------  -------------------  ------------------  -------------------  ------------------ 
Audited              Market 
 31 March             value 
 2023                  EURm   Increase  Decrease  Increase  Decrease   Increase  Decrease  Increase  Decrease 
------------------  -------  ---------  --------  --------  --------  ---------  --------  --------  -------- 
Total traditional 
 business parks       969.6       48.9    (49.2)    (19.3)      19.1     (73.1)      86.8   (106.6)     109.0 
Total modern 
 business parks       450.5       22.0    (21.7)     (8.5)       9.3     (32.2)      37.9    (41.5)      47.4 
Total office          273.9       14.0    (14.1)     (5.6)       5.6     (20.8)      24.8    (28.3)      36.8 
------------------  -------  ---------  --------  --------  --------  ---------  --------  --------  -------- 
Market value 
 Germany            1,694.0       84.9    (85.0)    (33.4)      34.0    (126.1)     149.5   (176.4)     193.2 
------------------  -------  ---------  --------  --------  --------  ---------  --------  --------  -------- 
 
 
                                        Change of 5%             Change of 0.5% 
                                    in market rental rates     in net initial yield 
                                             EURm                      EURm 
                          ------  -------------------------  ----------------------- 
                          Market 
Audited 31 March           value 
 2023                       EURm      Increase     Decrease     Increase    Decrease 
------------------------  ------  ------------  -----------  -----------  ---------- 
Total mixed-use schemes    102.4         (6.2)          7.5          3.8       (3.6) 
Total office               143.7         (6.8)          7.8          4.7       (4.5) 
Total industrial           171.6        (10.8)         12.7          7.0       (6.6) 
------------------------  ------  ------------  -----------  -----------  ---------- 
Market value UK            417.7        (23.8)         28.0         15.5      (14.7) 
------------------------  ------  ------------  -----------  -----------  ---------- 
 

13. Assets held for sale

Investment properties held for sale

 
                               Unaudited    Audited 
                            30 September   31 March 
                                    2023       2023 
                                    EURm       EURm 
-------------------------  -------------  --------- 
Wuppertal                              -        8.8 
Kassel                               7.3          - 
-------------------------  -------------  --------- 
Balance as at period end             7.3        8.8 
-------------------------  -------------  --------- 
 

The disclosures regarding valuation in note 12 are also applicable to assets held for sale.

As at 30 September 2023, an amount of EUR7.3m relating to the sale of the Kassel asset was received prior to the completion date of 1 October 2023 and was included in the cash at bank per note 19. As at 31 March 2023, an amount of EUR8.8m relating to the sale of the Wuppertal asset was received prior to the completion date of 1 April 2023 and was included in the cash at bank per note 19.

As a result, an equal and opposite position within other payables was recognised. See note 20 for further details.

14. Intangible assets

 
                               Unaudited    Audited 
                            30 September   31 March 
                                    2023       2023 
                                    EURm       EURm 
-------------------------  -------------  --------- 
Software and licences                3.9        4.1 
-------------------------  -------------  --------- 
Balance as at period end             3.9        4.1 
-------------------------  -------------  --------- 
 

15. Right of use assets and lease liabilities

Set out below are the carrying amounts of right of use assets (excluding those classified as investment properties) recognised and the movements during the period:

 
                                      Office  Total 
                                        EURm   EURm 
------------------------------------  ------  ----- 
As at 31 March 2022 (audited)           15.0   15.0 
Additions                                1.4    1.4 
Depreciation expense                   (1.1)  (1.1) 
------------------------------------  ------  ----- 
As at 30 September 2022 (unaudited)     15.3   15.3 
------------------------------------  ------  ----- 
Additions                                0.1    0.1 
Depreciation expense                   (1.0)  (1.0) 
------------------------------------  ------  ----- 
As at 31 March 2023 (audited)           14.4   14.4 
------------------------------------  ------  ----- 
Depreciation expense                   (0.9)  (0.9) 
------------------------------------  ------  ----- 
As at 30 September 2023 (unaudited)     13.5   13.5 
------------------------------------  ------  ----- 
 

In addition to office spaces the Group is also counterparty to long-term leasehold agreements and head leases relating to commercial property. Right of use assets amounting to EUR24.0m (31 March 2023: EUR24.5m) are classified as investment properties, of which EUR2.3m (31 March 2023: EUR2.8m) relate to commercial property.

Set out below are the carrying amounts of lease liabilities and the movements during the period:

 
                                                     Unaudited    Audited 
                                                  30 September   31 March 
                                                          2023       2023 
                                                          EURm       EURm 
-----------------------------------------------  -------------  --------- 
Balance as at the beginning of the period               (39.6)     (38.7) 
Accretion of interest                                    (0.6)      (1.1) 
Additions                                                    -      (2.8) 
Payments                                                   1.7        2.3 
Foreign exchange differences                             (0.3)        0.7 
-----------------------------------------------  -------------  --------- 
Balance as at period end                                (38.8)     (39.6) 
-----------------------------------------------  -------------  --------- 
Current lease liabilities as at period end               (2.3)      (2.2) 
-----------------------------------------------  -------------  --------- 
Non-current lease liabilities as at period end          (36.5)     (37.4) 
-----------------------------------------------  -------------  --------- 
 

The following table sets out the carrying amount, by maturity, of the Group's lease liabilities:

 
                              Within 1 year  1-5 years  5+ years   Total 
Unaudited 30 September 2023            EURm       EURm      EURm    EURm 
----------------------------  -------------  ---------  --------  ------ 
Commercial property(1)                (0.3)      (1.1)         -   (1.4) 
Long-term leasehold(1)                (0.2)      (1.0)    (20.5)  (21.7) 
Office space                          (1.8)      (7.5)     (6.4)  (15.7) 
----------------------------  -------------  ---------  --------  ------ 
Total                                 (2.3)      (9.6)    (26.9)  (38.8) 
----------------------------  -------------  ---------  --------  ------ 
 
 
                         Within 1 year  1-5 years  5+ years   Total 
Audited 31 March 2023             EURm       EURm      EURm    EURm 
-----------------------  -------------  ---------  --------  ------ 
Commercial property(1)           (0.2)      (1.0)     (0.3)   (1.5) 
Long-term leasehold(1)           (0.2)      (1.0)    (20.4)  (21.6) 
Office space                     (1.8)      (7.5)     (7.2)  (16.5) 
-----------------------  -------------  ---------  --------  ------ 
Total                            (2.2)      (9.5)    (27.9)  (39.6) 
-----------------------  -------------  ---------  --------  ------ 
 
   (1)   These lease liabilities relate to right of use assets recorded as investment properties. 

The overall weighted average discount rate used for the period is 2.8% (31 March 2023: 2.7%).

16. Other non-current financial assets

 
                               Unaudited    Audited 
                            30 September   31 March 
                                    2023       2023 
                                    EURm       EURm 
-------------------------  -------------  --------- 
Deposits                             4.1        4.1 
Loans to associates                 44.3       44.3 
-------------------------  -------------  --------- 
Balance as at period end            48.4       48.4 
-------------------------  -------------  --------- 
 

Loans to associates relate to shareholder loans granted to associates by the Group. The loans terminate on 31 December 2026, are fully subordinated and are charged at a fixed interest rate. The expected credit loss has been considered based on multiple factors such as history of repayments, forward looking budgets and forecasts. Based on the assessment the expected credit loss was immaterial.

17. Investment in associates

The principal activity of the associates is the investment in, and development of, commercial property located in Germany and to provide conventional and flexible workspace. Since the associates are individually immaterial the Group is disclosing aggregated information for the associates.

The following table illustrates the summarised financial information of the Group's investment in associates:

 
                                      Unaudited    Audited 
                                   30 September   31 March 
                                           2023       2023 
                                           EURm       EURm 
--------------------------------  -------------  --------- 
Current assets                             24.4       28.4 
Non-current assets                        358.6      354.7 
Current liabilities                      (21.3)     (15.6) 
Non-current liabilities                 (296.7)    (296.1) 
--------------------------------  -------------  --------- 
Equity                                     65.0       71.4 
Unrecognised accumulated losses             6.1        4.9 
--------------------------------  -------------  --------- 
Subtotal                                   71.1       76.3 
--------------------------------  -------------  --------- 
Group's share in equity - 35%              25.0       26.7 
--------------------------------  -------------  --------- 
 

The accumulated losses of the investment in associates are not recognised in line with the accounting policy as outlined in note 2(b).

 
                                                           Unaudited      Unaudited 
                                                          six months     six months 
                                                               ended          ended 
                                                        30 September   30 September 
                                                                2023           2022 
                                                                EURm           EURm 
-----------------------------------------------------  -------------  ------------- 
Net operating income                                             9.8           10.0 
(Loss)/gain on revaluation of investment properties            (3.3)            4.2 
Administrative expense                                         (1.8)          (1.7) 
-----------------------------------------------------  -------------  ------------- 
Operating profit                                                 4.7           12.5 
Net finance costs                                              (4.4)          (4.4) 
-----------------------------------------------------  -------------  ------------- 
Profit before tax                                                0.3            8.1 
Taxation                                                       (0.5)          (1.7) 
Unrecognised loss                                                1.1            1.1 
-----------------------------------------------------  -------------  ------------- 
Total profit and comprehensive income for the period 
 after tax                                                       0.9            7.5 
-----------------------------------------------------  -------------  ------------- 
Group's share of profit for the period - 35%                     0.3            2.6 
-----------------------------------------------------  -------------  ------------- 
 

Included within the non-current liabilities are shareholder loans amounting to EUR126.8m (31 March 2023: EUR126.8m). As at period end no contingent liabilities existed (31 March 2023: none). The associates had contracted capital expenditure for development and enhancements of EUR6.5m as at period end (31 March 2023: EUR3.4m).

The following table illustrates the movement in investment in associates:

 
                                                Unaudited    Audited 
                                             30 September   31 March 
                                                     2023       2023 
                                                     EURm       EURm 
------------------------------------------  -------------  --------- 
Balance as at the beginning of the period            26.7       24.1 
Dividend received                                   (2.0)          - 
Share of profit                                       0.3        2.6 
------------------------------------------  -------------  --------- 
Balance as at period end                             25.0       26.7 
------------------------------------------  -------------  --------- 
 

18. Trade and other receivables

 
                                     Unaudited    Audited 
                                  30 September   31 March 
                                          2023       2023 
                                          EURm       EURm 
-------------------------------  -------------  --------- 
Gross trade receivables                   16.4       22.4 
Expected credit loss provision           (8.2)      (8.7) 
-------------------------------  -------------  --------- 
Net trade receivables                      8.2       13.7 
Other receivables                         15.1       14.1 
Prepayments                                5.1        2.7 
-------------------------------  -------------  --------- 
Balance as at period end                  28.4       30.5 
-------------------------------  -------------  --------- 
 

Other receivables include primarily accrued income from investment in associates of EUR4.7m (31 March 2023: EUR2.2m) and lease incentives of EUR4.5m (31 March 2023: EUR4.6m).

19. Cash and cash equivalents

 
                                               Unaudited    Audited 
                                            30 September   31 March 
                                                    2023       2023 
                                                    EURm       EURm 
-----------------------------------------  -------------  --------- 
Cash at bank                                        65.8       99.2 
Short-term investments                              25.4          - 
Cash restricted under contractual terms: 
  Deposit for bank guarantees                          -        1.3 
  Deposits received from tenants                    24.5       23.8 
-----------------------------------------  -------------  --------- 
Balance as at period end                           115.7      124.3 
-----------------------------------------  -------------  --------- 
 

Cash at bank earns interest at floating rates based on daily bank deposit rates. The fair value of cash as at period end is EUR115.7m (31 March 2023: EUR124.3m).

Short-term investments are an investment in Money Market Funds. The Group invests only in highly liquid products with short maturities, which are readily convertible to a known amount of cash and that are subject to an insignificant risk of changes in value.

Tenants' deposits are legal securities of tenants retained by the Group without the right to use these cash deposits for purposes other than strictly tenant related transactions (e.g. move-out costs, costs due to non-compliance with certain terms of the lease agreement or late rent/service charge payments).

Cash is held by reputable banks and the Group assessed the expected credit loss to be immaterial.

20. Trade and other payables

 
                                        Unaudited    Audited 
                                     30 September   31 March 
                                             2023       2023 
                                             EURm       EURm 
----------------------------------  -------------  --------- 
Trade payables                                6.1       12.0 
Accrued expenses                             39.1       28.6 
Provisions                                    3.3        3.3 
Interest and amortisation payable             6.2        5.6 
Tenant deposits                              24.5       23.8 
Unearned revenue                             10.4       10.6 
Other payables                               14.3       17.6 
----------------------------------  -------------  --------- 
Balance as at period end                    103.9      101.5 
----------------------------------  -------------  --------- 
 

Accrued expenses include costs relating to service charge totalling EUR27.0m (31 March 2023: EUR16.4m), bonuses of EUR4.2m (31 March 2023: EUR4.5m), costs relating to non-recurring projects of EUR2.9m (31 March 2023: EUR2.8m) and administrative expenses of EUR3.0m (31 March 2023: EUR2.4m) that have not been invoiced to the Group.

The Group are subject to an ongoing legal claim in relation to a property which was sold during 2017. The Group have recognised a provision of EUR3.3m (31 March 2023: EUR3.3m) which represents the Directors best estimate of the potential outflow at the present time, however, the Directors recognise there is uncertainty relating to this amount. At this stage, the Directors do not expect to incur a liability over and above what has already been recognised in the financial statements. As at 31 March 2023 the liability of EUR3.3m was included in accrued expenses. The Directors have chosen to disclose this as a separate line in the disclosure note for trade and other payables to provide additional information to the users of the financial statements.

Included within other payables are credit balances due to tenants in relation to over collections of service charge in amount of EUR2.1m (31 March 2023: EUR3.6m). As at 30 September 2023, other payables included EUR7.3m relating to the sale of Kassel asset that is categorised as an asset held for sale as at 30 September 2023 in advance of the completion date of 1 October 2023. As at 31 March 2023, other payables included EUR8.8m of proceeds relating to the sale of the Wuppertal asset that was categorised as an asset held for sale as at 31 March 2023 in advance of the completion date of 1 April 2023. See note 13 for details of assets held for sale.

Unearned revenue includes service charge amounts of EUR1.7m (31 March 2023: EUR3.1m). Service charge income is only recognised as income when the performance obligations are met. All unearned revenue of the prior period was recognised as revenue in the current period.

21. Interest-bearing loans and borrowings

 
                                                                       Unaudited 
                                     Interest                       30 September         Audited 
                                         rate                               2023   31 March 2023 
                                            %  Loan maturity date           EURm            EURm 
--------------------------------  -----------  ------------------  -------------  -------------- 
Current 
Berlin Hyp AG 
- fixed rate facility                    1.48     31 October 2023           57.3            58.2 
- fixed rate facility                    0.90     31 October 2023          109.6           110.4 
Saarbrücken Sparkasse 
- fixed rate facility                    1.53    28 February 2025            0.8             0.7 
Deutsche Pfandbriefbank 
 AG 
- hedged floating rate facility     Hedged(1)    31 December 2023           50.5            51.1 
- floating rate facility          Floating(1)    31 December 2023            6.2             6.2 
Schuldschein 
- fixed rate facility                    1.60         3 July 2023              -            20.0 
Capitalised finance charges 
 on all loans                                                              (2.5)           (2.9) 
--------------------------------  -----------  ------------------  -------------  -------------- 
                                                                           221.8           243.7 
--------------------------------  -----------  ------------------  -------------  -------------- 
Non-current 
Saarbrücken Sparkasse 
- fixed rate facility                    1.53    28 February 2025           13.0            13.5 
Schuldschein 
- floating rate facility          Floating(2)      6 January 2025            5.0             5.0 
- fixed rate facility                    1.70        3 March 2025           10.0            10.0 
Corporate bond I 
- fixed rate                            1.125        22 June 2026          400.0           400.0 
Corporate bond II 
- fixed rate                             1.75    24 November 2028          300.0           300.0 
Capitalised finance charges 
 on all loans                                                              (6.6)           (7.8) 
--------------------------------  -----------  ------------------  -------------  -------------- 
                                                                           721.4           720.7 
--------------------------------  -----------  ------------------  -------------  -------------- 
Total                                                                      943.2           964.4 
--------------------------------  -----------  ------------------  -------------  -------------- 
 

(1) Tranche 1 of this facility is fully hedged with a swap charged at a rate of 1.40%; tranche 2 of this facility is fully hedged with a swap charged at a rate of 1.25%; and EUR19.1m of tranche 3 of this facility is fully hedged with a swap charged at a rate of 0.91%. A EUR6.5m extension and the tranche 3 related EUR0.5m arrangement fee are charged with a floating rate of 1.20% over three month EURIBOR (not less than 0%). The Group has not adopted any hedge accounting.

(2) This unsecured facility has a floating rate of 1.70% over six month EURIBOR (not less than 0%).

The movement of loans and borrowings for the period ended 30 September 2023 comprised of EUR22.7m repayment of loans and EUR1.5m capitalisation of finance charges (30 September 2022: EUR2.7m and EUR1.6m respectively).

The Group has pledged 15 (31 March 2023: 15) investment properties to secure several separate interest-bearing debt facilities granted to the Group. The 15 (31 March 2023: 15) properties had a combined valuation of EUR518.2m as at period end (31 March 2023: EUR510.7m).

The Group's loans are subject to various covenants, which include interest cover ratio, loan to value, debt service cover, occupancy, etc. as stipulated in the loan agreements.

During the period, the Group did not breach any of its loan covenants, nor did it default on any of its obligations under its loan agreements and the Group has a sufficient level of headroom as at period end.

Refer to note 2(e) where the Group discloses forecast covenant compliance with regard to management's going concern assessment.

Berlin Hyp AG

On 13 September 2019, the Group agreed to a facility agreement with Berlin Hyp AG for EUR115.4m. The loan terminates on 31 October 2023. Amortisation is 1.25% per annum with the remainder due in the fourth year. The loan facility is charged at a fixed interest rate of 0.90%. This facility is secured over nine property assets. No changes to the terms of the facility have occurred during the six month period ended 30 September 2023.

On 31 August 2022, the Group concluded an agreement with Berlin Hyp AG to refinance the existing facility with a new facility which amounts to EUR170.0m. The new facility is a separate financial instrument to the existing facility and will come into effect on 1 November 2023 with a term of seven years and a fixed interest rate of 4.26%.

Saarbrücken Sparkasse

On 28 March 2018, the Group agreed to a facility agreement with Saarbrücken Sparkasse for EUR18.0m. The loan terminates on 28 February 2025. Amortisation is 4.0% per annum with the remainder due in one instalment on the final maturity date. The facility is charged with an all-in fixed interest rate of 1.53% for the full term of the loan. The facility is secured over one property asset. No changes to the terms of the facility have occurred during the six month period ended 30 September 2023.

Deutsche Pfandbriefbank AG

On 19 January 2019, the Group agreed to a facility agreement with Deutsche Pfandbriefbank AG for EUR56.0m. Tranche 1, totalling EUR21.6m, has been hedged at a rate of 1.40% until 31 December 2023 by way of an interest rate swap. A first drawdown of tranche 3 totalling EUR0.5m was charged at a fixed interest rate of 1.20%. On 3 April 2019, tranche 2 was drawn down, totalling EUR14.8m, and has been hedged at a rate of 1.25% until 31 December 2023 by way of an interest rate swap. On 28 June 2019, tranche 3 was drawn down, totalling EUR19.1m. Tranche 3 has been hedged at a rate of 0.91% until 31 December 2023 by way of an interest rate swap. The facility is secured over five property assets and is subject to various covenants with which the Group has complied.

On 19 February 2020, the Group agreed to extend tranche 3 of its existing facility by EUR6.5m. The loan is coterminous with the existing facility maturing in December 2023. The loan has been treated as a new loan and is charged with a floating interest rate of 1.20% plus three month EURIBOR (not less than 0%). Amortisation is 2.0% per annum with the remainder due in one instalment on the final maturity date.

On 26 May 2023, the Group concluded an agreement with Deutsche Pfandbriefbank AG to refinance the existing facility with a new facility which amounts to EUR58.3m. The new facility is a separate financial instrument to the existing facility and will come into effect on 1 January 2024 with a term of seven years and a fixed interest rate of 4.25%.

Schuldschein

On 2 December 2019, the Group agreed new loan facilities in the form of an unsecured Schuldschein for EUR20.0m. On 25 February 2020, the Group agreed new loan facilities in the form of an unsecured Schuldschein for EUR30.0m. In total the unsecured facility amounts to EUR50.0m spread over five tranches and is charged at a blended interest rate of 1.60% and average maturity of 2.6 years with no amortisation. The first and second tranches totalling EUR15.0m were repaid during the twelve month period ended 31 March 2023.

On 30 June 2023, the Group repaid an amount of EUR20.0m resulting in a remaining EUR15.0m for the loan facility. No changes to the terms of the facility have occurred during the six month period ended 30 September 2023.

Corporate bond I

On 22 June 2021, the Group raised its inaugural corporate bond for EUR400.0m. The bond, which is listed at the Luxembourg Stock Exchange, has a term of five years and an interest rate of 1.125% due annually on its anniversary date, with the principal balance coming due on 22 June 2026. No changes to the terms of the facility have occurred during the six month period ended 30 September 2023.

Corporate bond II

On 24 November 2021, the Group issued its second corporate bond for EUR300.0m. The bond, which is listed at the Luxembourg Stock Exchange, has a term of seven years and an interest rate of 1.75% due annually on its anniversary date, with the principal balance coming due on 24 November 2028. No changes to the terms of the facility have occurred during the six month period ended 30 September 2023.

EPRA loan to value ("LTV")

 
                                                  Proportionate 
                                                  consolidation 
                                                 -------------- 
                                                     Investment 
                                          Group   in associates    Total 
Unaudited 30 September 2023                EURm            EURm     EURm 
--------------------------------------  -------  --------------  ------- 
Interest-bearing loans and borrowings 
 (1)                                      243.2            52.2    295.4 
Corporate bonds                           700.0               -    700.0 
Net payables                               77.2             5.7     82.9 
Cash and cash equivalents               (115.7)           (6.6)  (122.3) 
--------------------------------------  -------  --------------  ------- 
Net debt (a)                              904.7            51.3    956.0 
--------------------------------------  -------  --------------  ------- 
Investment properties                   2,129.5           125.5  2,255.0 
Assets held for sale                        7.3               -      7.3 
Plant and equipment                         7.4               -      7.4 
Intangible assets                           3.9               -      3.9 
Loan to associates                         44.3               -     44.3 
--------------------------------------  -------  --------------  ------- 
Total property value (b)                2,192.4           125.5  2,317.9 
--------------------------------------  -------  --------------  ------- 
EPRA LTV (a/b)                            41.3%           40.9%    41.2% 
--------------------------------------  -------  --------------  ------- 
 
 
                                                  Proportionate 
                                                  consolidation 
                                                 -------------- 
                                                     Investment 
                                          Group   in associates    Total 
Audited 31 March 2023                      EURm            EURm     EURm 
--------------------------------------  -------  --------------  ------- 
Interest-bearing loans and borrowings 
 (1)                                      264.4            52.1    316.5 
Corporate bonds                           700.0               -    700.0 
Net payables                               71.0             4.5     75.5 
Cash and cash equivalents               (124.3)           (8.6)  (132.9) 
--------------------------------------  -------  --------------  ------- 
Net debt (a)                              911.1            48.0    959.1 
--------------------------------------  -------  --------------  ------- 
Investment properties                   2,123.0           124.2  2,247.2 
Assets held for sale                        8.8               -      8.8 
Plant and equipment                         7.2               -      7.2 
Intangible assets                           4.1               -      4.1 
Loan to associates                         44.3               -     44.3 
--------------------------------------  -------  --------------  ------- 
Total property value (b)                2,187.4           124.2  2,311.6 
--------------------------------------  -------  --------------  ------- 
EPRA LTV (a/b)                            41.7%           38.6%    41.5% 
--------------------------------------  -------  --------------  ------- 
 
   (1)   Excludes corporate bonds as shown as a separate line. 

22. Financial instruments

Fair values

Set out below is a comparison by category of carrying amounts and fair values of all of the Group's financial instruments that are carried in the financial statements (excluding assets held for sale):

 
                                                  Unaudited            Audited 
                                               30 September 2023     31 March 2023 
                                             --------------------  ---------------- 
                                 Fair value     Carrying     Fair  Carrying    Fair 
                                  hierarchy       amount    value    amount   value 
                                      level         EURm     EURm      EURm    EURm 
-------------------------------  ----------  -----------  -------  --------  ------ 
Financial assets 
Cash and cash equivalents                          115.7    115.7     124.3   124.3 
Trade and other receivables(1)                      22.9     22.9      27.3    27.3 
Loans to associates                       2         44.3     44.3      44.3    44.3 
Derivative financial 
 instruments                              2          0.5      0.5       1.3     1.3 
-------------------------------  ----------  -----------  -------  --------  ------ 
Financial liabilities 
Trade and other payables                            51.1     51.1      59.0    59.0 
Interest-bearing loans 
 and borrowings(2) 
Floating rate borrowings                  2         11.2     11.2      11.2    11.2 
Floating rate borrowings 
 - hedged(3)                              2         50.5     50.5      51.1    51.1 
Fixed rate borrowings                     2        890.6    776.0     912.8   813.6 
-------------------------------  ----------  -----------  -------  --------  ------ 
 

All amounts in the table above are carried at amortised cost except for derivative financial instruments which are held at fair value.

(1) This is made up of net trade receivables, other receivables (excluding lease incentives) and deposits.

(2) Excludes loan issue costs.

(3) The Group holds interest rate swap contracts designed to manage the interest rate and liquidity risks of expected cash flows of its borrowings with the variable rate facilities with Deutsche Pfandbriefbank AG. Please refer to note 21 for details of swap contracts.

Fair value hierarchy

For financial assets or liabilities measured at amortised cost and whose carrying value is a reasonable approximation to fair value there is no requirement to analyse their value in the fair value hierarchy.

The below analyses financial instruments measured at fair value into a fair value hierarchy based on the valuation technique used to determine fair value:

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

Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability,

either   directly (i.e. as prices) or indirectly (i.e. derived from prices); and 

Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The Group holds interest rate swap contracts which are reset on a quarterly basis. The fair value of interest rate swaps is based on broker quotes. Those quotes are tested for reasonableness by discounting estimated future cash flows based on the terms and maturity of each contract and using market interest rates for a similar instrument at the measurement date. The average interest rate is based on the outstanding balances at the end of the reporting period. The interest rate swap is measured at fair value with changes recognised in profit or loss.

The fair values of the loans and borrowings have been calculated based on a discounted cash flow model using the prevailing market rates of interest.

23. Issued share capital

 
                                                                 Share 
                                                      Number   capital 
Authorised                                         of shares      EURm 
------------------------------------------------  ----------  -------- 
Ordinary shares of no par value                    Unlimited         - 
------------------------------------------------  ----------  -------- 
As at 30 September 2023 (unaudited) and 31 March 
 2023 (audited)                                    Unlimited         - 
------------------------------------------------  ----------  -------- 
 
 
                                                                     Share 
                                                          Number   capital 
Issued and fully paid                                  of shares      EURm 
-------------------------------------------------  -------------  -------- 
As at 31 March 2022 (audited)                      1,166,880,684         - 
Issued ordinary shares                                 2,891,372       1.4 
Transfer of share capital to other distributable 
 reserves                                                      -     (1.4) 
Shares issued to Employee Benefit Trust              (2,500,000)         - 
Shares allocated by the Employee Benefit Trust           287,545         - 
-------------------------------------------------  -------------  -------- 
As at 30 September 2022 (unaudited)                1,167,559,601         - 
Issued ordinary shares                                   811,621         - 
Transfer of share capital to other distributable                         - 
 reserves                                                      - 
Shares issued to the Employee Benefit Trust                    -         - 
Shares allocated by the Employee Benefit Trust                 -         - 
-------------------------------------------------  -------------  -------- 
As at 31 March 2023 (audited)                      1,168,371,222         - 
Issued ordinary shares                                 1,859,000         - 
Transfer of share capital to other distributable                         - 
 reserves                                                      - 
Shares issued to the Employee Benefit Trust                    -         - 
Shares allocated by the Employee Benefit Trust           200,541         - 
-------------------------------------------------  -------------  -------- 
As at 30 September 2023 (unaudited)                1,170,430,763         - 
-------------------------------------------------  -------------  -------- 
 

Holders of the ordinary shares are entitled to receive dividends and other distributions and to attend and vote at any general meeting. Shares held in treasury are not entitled to receive dividends or to vote at general meetings.

The Company issued 1,859,000 shares in relation to the exercise of the LTIP 2018 (Jun 2020 grant) as per note 7. These shares were issued at nil-cost, and the fair value of these shares recorded in the share capital account has been transferred back to the other distributable reserves.

Treasury Shares held by the Employee Benefit Trust are disclosed as own shares held. During the period nil shares were acquired and 200,541 were allocated by the Employee Bene t Trust. A total of 7,292,222 own shares purchased at an average share price of EUR1.1108 are held by the Employee Benefit Trust (31 March 2023: 7,492,763 shares purchased at an average share price of EUR1.1185). The total number of shares with voting rights was 1,177,722,985 (31 March 2023: 1,175,863,985). No votes are cast in respect of the shares held in the Employee Benefit Trust in connection with the Company's share plans and dividends paid and payable are subject to a standing waiver.

All shares issued in the period were issued under general authority. No shares were bought back in the period (31 March 2023: none) and there are no Treasury Shares held directly by the Company at the period end (31 March 2023: none).

24. Other reserves

Other distributable reserve

This reserve comprises amounts in relation to scrip dividends transfers from share capital, share-based payment transactions and the share buy-backs. The balance of EUR481.3m in total at period end (31 March 2023: EUR516.4m) is considered distributable.

Foreign currency translation reserve

The Group holds a foreign currency translation reserve which relates to foreign currency translation effect during the course of the business with the UK segment.

The following table illustrates the movement in the foreign currency translation reserve:

 
                                                Unaudited    Audited 
                                             30 September   31 March 
                                                     2023       2023 
                                                     EURm       EURm 
------------------------------------------  -------------  --------- 
Balance as at the beginning of the period          (18.9)      (1.7) 
Foreign currency translation                          7.6     (17.2) 
------------------------------------------  -------------  --------- 
Balance as at period end                           (11.3)     (18.9) 
------------------------------------------  -------------  --------- 
 

The movement in the period of EUR7.6m gain is a result of an increasing GBP rate which is higher at period end compared with 31 March 2023 (31 March 2023: EUR17.2m deficit).

25. Dividends

On 5 June 2023, the Company announced a dividend of 2.98c per share, with a record date of 14 July 2023 for the UK and South African ("SA") shareholders and payable on 17 August 2023. On the record date, 1,177,722,985 shares were in issue. Since there were no shares held in treasury, 1,177,722,985 shares (including shares held by the Employee Benefit Trust) were entitled to participate in the dividend. The Company's Employee Benefit Trust waived its rights to the dividend, reducing the total dividend (payable in cash) from EUR35.1m to EUR34.9m (EUR35.0m as at settlement date).

On 21 November 2022, the Company announced a dividend of 2.70c per share, with a record date of 9 December 2022 for the UK and SA shareholders and payable on 19 January 2023. On the record date, 1,175,863,985 shares were in issue. Since there were no shares held in treasury, 1,175,863,985 shares (including shares held by the Employee Benefit Trust) were entitled to participate in the dividend. The Company's Employee Benefit Trust waived its rights to the dividend, reducing the total dividend (payable in cash) from EUR31.7m to EUR31.5m (EUR31.5m as at settlement date).

On 13 June 2022, the Company announced a dividend of 2.37c per share, with a record date of 8 July 2022 for UK and SA shareholders and payable on 18 August 2022. On the record date, 1,172,160,992 shares were in issue. Since there were no shares held in treasury, 1,172,160,992 shares (including shares held by the Employee Benefit Trust) were entitled to participate in the dividend. Holders of 61,453,275 shares elected to receive the dividend in ordinary shares under the scrip dividend alternative, representing a dividend of EUR1.4m (EUR1.4m as at settlement date) while holders of 1,110,707,717 shares opted for a cash dividend with a value of EUR26.3m. The Company's Employee Benefit Trust waived its rights to the dividend, reducing the cash payable to EUR26.2m (EUR26.3m as at settlement date). The total dividend was EUR27.7m (EUR27.7m).

The Group's profit attributable to the equity holders of the Company for the period was EUR31.7m (30 September 2022: EUR70.0m). The Board has authorised a dividend relating to the six month period ended 30 September 2023 of 3.00c per share, representing 66% of FFO(1) .

It is expected that, for the dividend authorised relating to the six month period ended 30 September 2023, the ex-dividend date will be 12 December 2023 for shareholders on the SA register and 14 December 2023 for shareholders on the UK register The record date will be 14 December 2023 for shareholders on the SA register and 15 December 2023 for shareholders on the UK register. The dividend will be paid on 25 January 2024. A detailed dividend announcement will be made on 20 November 2023, including details of a dividend reinvestment plan ("DRIP") alternative.

The dividend paid per the statement of changes in equity is the value of the cash dividend.

(1) Adjusted profit before tax adjusted for foreign exchange effects, depreciation and amortisation (excluding depreciation relating to IFRS 16), amortisation of financing fees, adjustments in respect of IFRS 16, current tax receivable/incurred and current tax relating to disposals.

The dividend per share was calculated as follows:

 
                                                            Unaudited      Unaudited 
                                                           six months     six months 
                                                                ended          ended 
                                                         30 September   30 September 
                                                                 2023           2022 
                                                                 EURm           EURm 
------------------------------------------------------  -------------  ------------- 
Reported profit before tax                                       39.8           75.7 
Adjustments for: 
Loss/(gain) on revaluation of investment properties              10.1         (26.8) 
Loss on revaluation relating to leased investment 
 properties                                                     (0.7)          (0.9) 
Gain on disposal of properties                                    0.0          (4.8) 
Loss/(gain) on revaluation of investment property 
 from associates and related tax                                  0.4          (1.4) 
Other adjusting items(1)                                          1.8            3.0 
Change in fair value of financial derivatives                     0.8          (1.2) 
------------------------------------------------------  -------------  ------------- 
Adjusted profit before tax                                       52.2           43.6 
Adjustments for: 
Foreign exchange effects(2)                                         -            0.3 
Depreciation and amortisation (excluding depreciation 
 relating to IFRS 16)                                             1.7            1.7 
Amortisation of financing fees                                    1.5            1.6 
Adjustment in respect of IFRS 16                                  0.5            1.5 
Current taxes incurred (see note 9)                             (2.9)          (0.3) 
Add back current tax relating to disposals                          -            0.1 
------------------------------------------------------  -------------  ------------- 
Funds from operations, six months ended 30 September             53.0           48.5 
------------------------------------------------------  -------------  ------------- 
Dividend pool, six months ended 30 September(3)                  35.1           31.5 
------------------------------------------------------  -------------  ------------- 
Dividend per share, six months ended 30 September               3.00c          2.70c 
------------------------------------------------------  -------------  ------------- 
 

(1) Includes the effect of exceptional items and share awards. See note 7 for details.

(2) Management decided to exclude foreign exchange effects from the funds from operations calculation amounting to EURnil (30 September 2022: EUR(0.3)m).

(3) Calculated as 66% of FFO of 3.00c per share (30 September 2022: 4.15c per share using 65% of FFO), based on average number of shares outstanding of 1,169,697,061 (30 September 2022: 1,167,383,139).

For more information on adjusted profit before tax and funds from operations, refer to Annex 1.

Calculations contained in this table are subject to rounding differences.

26. Related parties

Related parties are defined as those persons and companies that control the Group, or that are controlled, jointly controlled or subject to significant influence by the Group.

Key management personnel

Fees paid to people considered to be key management personnel (the Senior Management Team) of the Group during the period include:

 
                                                                     Unaudited 
                                                                    six months 
                                                      Unaudited          ended 
                                                   30 September   30 September 
                                                           2023           2022 
Condensed interim consolidated income statement            EURm           EURm 
------------------------------------------------  -------------  ------------- 
Directors' fees                                             0.3            0.3 
Salary and employee benefits                                2.9            3.6 
Share-based payments                                        1.0            1.8 
------------------------------------------------  -------------  ------------- 
Total                                                       4.2            5.7 
------------------------------------------------  -------------  ------------- 
 

Included within salary and employee benefits are pension contributions amounting to EUR 0.1m (30 September 2022: EUR0.1m).

The amounts payable to people considered to be key management personnel (the Senior Management Team) amount to EUR0.3m (31 March 2023: EURnil).

Associates

The following balances and transactions with associates exist as at the reporting date:

 
                                                            Unaudited    Audited 
                                                         30 September   31 March 
Condensed interim consolidated statement of financial            2023       2023 
 position                                                        EURm       EURm 
------------------------------------------------------  -------------  --------- 
Loans to associates                                              44.3       44.3 
Trade and other receivables                                       4.6        4.0 
------------------------------------------------------  -------------  --------- 
Total                                                            48.9       48.3 
------------------------------------------------------  -------------  --------- 
 

Trade and other receivables relate to amounts owed from the services supplied to the associates and are due to be settled in the normal course of business.

As a result of unchanged credit quality no material expected credit losses have been recognised in the period.

 
                                                      Unaudited      Unaudited 
                                                     six months     six months 
                                                          ended          ended 
                                                   30 September   30 September 
                                                           2023           2022 
Condensed interim consolidated income statement            EURm           EURm 
------------------------------------------------  -------------  ------------- 
Services supplied                                           8.4            7.0 
Interest income                                             1.1            1.1 
------------------------------------------------  -------------  ------------- 
Total                                                       9.5            8.1 
------------------------------------------------  -------------  ------------- 
 

Services provided to associates primarily relate to the provision of property and asset management services. A performance fee arrangement is in place between the associates and the Group. Within services supplied, the performance fee was EUR0.8m (30 September 2022: EURnil).

For details regarding the investment in associates, including dividends received, see note 17.

27. Capital and other commitments

As at period end, the Group had contracted capital expenditure for development and enhancements on existing properties of EUR13.8m (31 March 2023: EUR14.9m).

The above noted were committed but not yet provided for in the financial statements.

28. Post balance sheet events

On 21 August 2023, the Group notarised for the disposal of an asset in Kassel for a sale price of EUR7.3m. The mixed-use site which comprises 16,217 sqm of storage, industrial, office and logistics space is 92% occupied. The transaction completed on 1 October 2023.

On 2 October 2023, the Group completed the acquisition of two mixed use industrial assets located in Liverpool and Barnsley. Total acquisition costs are GBP10.1m (EUR11.7m). The property has a combined lettable area of 71,957 sq ft (6,685 sqm).

On 1 November 2023, the Group notarised the disposal of an asset in Maintal, for EUR40.1m. The mixed-use site which comprises 38,000 sqm of storage, industrial and office space is 83% occupied. The sale is expected to complete in March 2024.

On 6 November 2023, the Group completed the acquisition of three multi-let studio sites located in Islington and Camden, London. Total acquisition costs are GBP35.7m (EUR41.2m). The sites have a combined lettable area of 103,962 sq ft (9,658 sqm).

Business analysis

Non-IFRS measures

 
                                                               Unaudited      Unaudited 
                                                              six months     six months 
                                                                   ended          ended 
                                                            30 September   30 September 
                                                                    2023           2022 
                                                                    EURm           EURm 
---------------------------------------------------------  -------------  ------------- 
Total profit for the period attributable to the 
 owners of the Company                                              31.7           70.0 
Add loss/(deduct gain) on revaluation of investment 
 properties                                                         10.1         (26.8) 
Deduct gain on disposal of properties (net of related 
 tax)                                                                0.0          (4.7) 
Change in fair value of derivative financial instruments             0.8          (1.2) 
Deferred tax in respect of EPRA fair value movements 
 on investment properties                                            5.2            5.3 
Add loss/(deduct gain) on revaluation of investment 
 property relating to associates                                     0.5          (1.9) 
Tax in relation to the revaluation gains/losses 
 on investment property relating to associates above               (0.1)            0.5 
---------------------------------------------------------  -------------  ------------- 
EPRA earnings                                                       48.2           41.2 
Deduct change in deferred tax relating to derivative 
 financial instruments                                               0.1            0.2 
(Deduct)/add change in fair value of derivative 
 financial instruments                                             (0.8)            1.2 
---------------------------------------------------------  -------------  ------------- 
Headline earnings after tax                                         47.5           42.6 
Add/(deduct) change in fair value of derivative 
 financial instruments (net of related tax and NCI)                  0.7          (1.4) 
Deduct revaluation loss relating to leased investment 
 properties                                                        (0.7)          (0.9) 
Add adjusting items(1) (net of related tax and NCI)                  1.8            3.0 
---------------------------------------------------------  -------------  ------------- 
Adjusted earnings after tax                                         49.3           43.3 
---------------------------------------------------------  -------------  ------------- 
 
   (1)   See note 10 of the Interim Report. 

For more information on EPRA earnings refer to Annex 1.

 
                                                 Unaudited      Unaudited 
                                                six months     six months 
                                                     ended          ended 
                                              30 September   30 September 
                                                      2023           2022 
                                                      EURm           EURm 
-------------------------------------------  -------------  ------------- 
EPRA earnings                                         48.2           41.2 
Weighted average number of ordinary shares   1,169,697,061  1,167,383,139 
-------------------------------------------  -------------  ------------- 
EPRA earnings per share (cents)                       4.12           3.53 
-------------------------------------------  -------------  ------------- 
Headline earnings after tax                           47.5           42.6 
Weighted average number of ordinary shares   1,169,697,061  1,167,383,139 
-------------------------------------------  -------------  ------------- 
Headline earnings per share (cents)                   4.06           3.65 
-------------------------------------------  -------------  ------------- 
Adjusted earnings after tax                           49.3           43.3 
Weighted average number of ordinary shares   1,169,697,061  1,167,383,139 
-------------------------------------------  -------------  ------------- 
Adjusted earnings per share (cents)                   4.21           3.71 
-------------------------------------------  -------------  ------------- 
 

Annex 1 - non-IFRS measures

Basis of preparation

The Directors of Sirius Real Estate Limited have chosen to disclose additional non-IFRS measures; these include EPRA earnings, adjusted net asset value, EPRA net reinstatement value, EPRA net tangible assets, EPRA net disposal value, EPRA loan to value, adjusted profit before tax and funds from operations (collectively "Non-IFRS Financial Information").

The Directors have chosen to disclose:

-- EPRA earnings in order to assist in comparisons with similar businesses in the real estate sector. EPRA earnings is a definition of earnings as set out by the European Public Real Estate Association. EPRA earnings represents earnings after adjusting for (where applicable) gains/losses on revaluation of investment properties, gains/losses on disposal of properties (net of related tax), recoveries from prior disposals of subsidiaries (net of related tax), refinancing costs, exit fees and prepayment penalties, goodwill impairment, acquisition costs in relation to business combination, changes in fair value of derivative financial instruments (collectively the "EPRA earnings adjustments"), deferred tax in respect of the EPRA earnings adjustments, NCI relating to revaluation (net of related tax), gains/losses on revaluation of investment property relating to associates and the related tax thereon. The reconciliation between basic and diluted earnings and EPRA earnings is detailed in table A below.

-- Adjusted net asset value in order to assist in comparisons with similar businesses. Adjusted net asset value represents net asset value after adjusting for derivative financial instruments at fair value and net deferred tax asset/liability. The reconciliation for adjusted net asset value is detailed in table B below.

-- EPRA net reinstatement value ("EPRA NRV") in order to assist in comparisons with similar businesses in the real estate sector. EPRA NRV is a definition of net asset value as set out by the European Public Real Estate Association. EPRA NRV represents net asset value after adjusting for derivative financial instruments at fair value, deferred tax relating to valuation movements and derivative financial instruments and real estate transfer tax presented in the Valuation Certificate (for the entire consolidated Group including wholly owned entities and investment in associates). The reconciliation for EPRA NRV is detailed in table C below.

-- EPRA net tangible assets ("EPRA NTA") in order to assist in comparisons with similar businesses in the real estate sector. EPRA NTA is a definition of net asset value as set out by the European Public Real Estate Association. EPRA NTA represents net asset value after adjusting for (where applicable) derivative financial instruments at fair value, deferred tax relating to valuation movements (excluding that relating to assets held for sale) and derivative financial instruments, goodwill and intangible assets as per the note reference in the unaudited condensed interim consolidated statement of financial position (for the entire consolidated Group including wholly owned entities and investment in associates). The reconciliation for EPRA NTA is detailed in table C below.

-- EPRA net disposal value ("EPRA NDV") in order to assist in comparisons with similar businesses in the real estate sector. EPRA NDV is a definition of net asset value as set out by the European Public Real Estate Association. EPRA NDV represents net asset value after adjusting for (where applicable) goodwill and the fair value of fixed interest rate debt (for the entire consolidated Group including wholly owned entities and investment in associates). The reconciliation for EPRA NDV is detailed in table C below.

-- EPRA loan to value ("EPRA LTV") in order to assist in comparisons with similar businesses in the real estate sector. EPRA LTV is a definition of loan to value ratio as set out by the European Public Real Estate Association. EPRA LTV represents net debt to total property value as defined in note 21. It includes all capital which is not equity as debt, irrespective of its IFRS classification, and is based upon proportional consolidation, therefore including the Group's share in the net debt and net assets of associates. Assets are included at fair value, net debt at nominal value. The reconciliation for EPRA LTV is detailed in table D below.

-- Adjusted profit before tax in order to provide an alternative indication of the Group's underlying business performance. Accordingly, it adjusts for the effect of the gains/losses on revaluation of investment properties, gains/losses on revaluation relating to leased investment properties, gains/losses on disposal of properties, gains/losses on revaluation of investment property relating to associates and related tax, other adjusting items and change in fair value of derivative financial instruments. The reconciliation for adjusted profit before tax is detailed in table E below.

-- Funds from operations in order to assist in comparisons with similar businesses and to facilitate the Group's dividend policy which is derived from adjusted profit before tax. Accordingly, funds from operations excludes depreciation and amortisation (excluding depreciation relating to IFRS 16), net foreign exchange differences, amortisation of financing fees, adjustment in respect of IFRS 16 and current tax excluding tax on disposals. The reconciliation for funds from operations is detailed in table E below.

The Non-IFRS Financial Information is presented in accordance with the JSE Limited Listings Requirements and The Guide on pro forma financial information issued by SAICA. The Non-IFRS Financial Information is the responsibility of the Directors. The Non-IFRS Financial Information has been presented for illustrative purposes and, due to its nature, may not fairly present the Group's financial position or result of operations. The Non-IFRS Financial Information required by the JSE Limited Listings Requirements solely relates to Headline Earnings Per Share and not EPRA.

The Non-IFRS measures included in the Interim Report 2023 have not been reviewed nor reported on by the independent reporting accountant. The starting point for all the Non-IFRS Financial Information has been extracted from the Group's unaudited condensed interim set of consolidated financial statements for the six months ended 30 September 2023 (the "consolidated financial statements").

Table A - EPRA earnings

 
                                                                  Unaudited      Unaudited 
                                                                 six months     six months 
                                                                      ended          ended 
                                                               30 September   30 September 
                                                                       2023           2022 
                                                                       EURm           EURm 
------------------------------------------------------------  -------------  ------------- 
Basic and diluted earnings attributable to owners 
 of the Company(1)                                                     31.7           70.0 
Add loss/(deduct gain) on revaluation of investment 
 properties(2)                                                         10.1         (26.8) 
Deduct gain on disposal of properties (net of related 
 tax)(3)                                                                0.0          (4.7) 
Change in fair value of derivative financial instruments(4)             0.8          (1.2) 
Deferred tax in respect of EPRA fair value movements 
 on investment properties(5)                                            5.2            5.3 
Add loss/(deduct gain) on revaluation of investment 
 property relating to associates(6)                                     0.5          (1.9) 
Tax in relation to the revaluation gains/losses 
 on investment property relating to associates(7)                     (0.1)            0.5 
------------------------------------------------------------  -------------  ------------- 
EPRA earnings (8)                                                      48.2           41.2 
------------------------------------------------------------  -------------  ------------- 
 

Notes:

(1) Presents the profit attributable to owners of the Company which has been extracted from the unaudited condensed interim consolidated income statement within the consolidated financial statements.

(2) Presents the gain or loss on revaluation of investment properties which has been extracted from the unaudited condensed interim consolidated income statement within the consolidated financial statements.

(3) Presents the gain or loss on disposal of properties (net of related tax) which has been extracted from note 10 within the consolidated financial statements.

(4) Presents the change in fair value of derivative financial instruments which has been extracted from the unaudited condensed interim consolidated income statement within the consolidated financial statements.

(5) Presents deferred tax relating to origination and reversal of temporary differences of the EPRA fair value movements on investment properties which has been extracted from note 9 within the consolidated financial statements.

(6) Presents the gain or loss on revaluation of investment property relating to associates which has been extracted from note 10 within the consolidated financial statements.

(7) Presents tax in relation to the revaluation gains/losses on investment property relating to associates which has been extracted from note 10 within the consolidated financial statements.

(8) Presents the EPRA earnings for the period.

Table B - Adjusted net asset value

 
                                                             Unaudited    Audited 
                                                          30 September   31 March 
                                                                  2023       2023 
                                                                  EURm       EURm 
-------------------------------------------------------  -------------  --------- 
Net asset value 
Net asset value for the purpose of assets per share 
 (assets attributable to the owners of the Company)(1)         1,201.5    1,197.1 
Deferred tax liabilities(2)                                       85.4       80.2 
Derivative financial instruments at fair value(3)                (0.5)      (1.3) 
-------------------------------------------------------  -------------  --------- 
Adjusted net asset value attributable to the owners 
 of the Company(4)                                             1,286.4    1,276.0 
-------------------------------------------------------  -------------  --------- 
 

Notes:

(1) Presents the net asset value for the purpose of assets per share (assets attributable to the owners of the Company) which has been extracted from the unaudited condensed interim consolidated statement of financial position within the consolidated financial statements.

(2) Presents the net deferred tax liabilities or assets which have been extracted from the unaudited condensed interim consolidated statement of financial position within the consolidated financial statements.

(3) Presents current derivative financial instrument assets which have been extracted from the unaudited condensed interim consolidated statement of financial position from the consolidated financial statements.

(4) Presents the adjusted net asset value attributable to the owners of the Company as at period end.

Table C - EPRA net asset measures

 
                                              EPRA NRV  EPRA NTA  EPRA NDV 
Unaudited 30 September 2023                       EURm      EURm      EURm 
--------------------------------------------  --------  --------  -------- 
Net asset value as at period end (basic)(1)    1,201.5   1,201.5   1,201.5 
--------------------------------------------  --------  --------  -------- 
Diluted EPRA net asset value at fair value     1,201.5   1,201.5   1,201.5 
--------------------------------------------  --------  --------  -------- 
Group 
Derivative financial instruments at fair 
 value(2)                                        (0.5)     (0.5)       n/a 
Deferred tax in respect of EPRA fair value 
 movements on investment properties(3)            85.4    85.2 *       n/a 
Intangibles(4)                                     n/a     (3.9)       n/a 
Fair value of fixed interest rate debt(5)          n/a       n/a     114.7 
Real estate transfer tax(6)                      165.3       n/a       n/a 
Investment in associate 
Deferred tax in respect of EPRA fair value 
 movements on investment properties(3)             7.1     7.1 *       n/a 
Fair value of fixed interest rate debt(5)          n/a       n/a       9.7 
Real estate transfer tax(6)                        9.4       n/a       n/a 
--------------------------------------------  --------  --------  -------- 
Total EPRA NRV, NTA and NDV (7)                1,468.2   1,289.4   1,325.9 
--------------------------------------------  --------  --------  -------- 
 
 
                                              EPRA NRV  EPRA NTA  EPRA NDV 
Audited 31 March 2023                             EURm      EURm      EURm 
--------------------------------------------  --------  --------  -------- 
Net asset value as at period end (basic)(1)    1,197.1   1,197.1   1,197.1 
--------------------------------------------  --------  --------  -------- 
Diluted EPRA net asset value at fair value     1,197.1   1,197.1   1,197.1 
--------------------------------------------  --------  --------  -------- 
Group 
Derivative financial instruments at fair 
 value(2)                                        (1.3)     (1.3)       n/a 
Deferred tax in respect of EPRA fair value 
 movements on investment properties(3)            80.2     80.1*       n/a 
Intangibles(4)                                     n/a     (4.1)       n/a 
Fair value of fixed interest rate debt(5)          n/a       n/a      99.2 
Real estate transfer tax(6)                      164.4       n/a       n/a 
Investment in associate 
Deferred tax in respect of EPRA fair value 
 movements on investment properties(3)             7.0      7.0*       n/a 
Fair value of fixed interest rate debt(5)          n/a       n/a       9.9 
Real estate transfer tax(6)                        9.3       n/a       n/a 
--------------------------------------------  --------  --------  -------- 
Total EPRA NRV, NTA and NDV (7)                1,456.7   1,278.8   1,306.2 
--------------------------------------------  --------  --------  -------- 
 

* The Group intends to hold and does not intend in the long term to sell any of the investment properties and has excluded such deferred taxes for the whole portfolio as at period end except for deferred tax in relation to assets held for sale.

Notes:

(1) Presents the net asset value for the purpose of assets per share (assets attributable to the owners of the Company) which has been extracted from the unaudited condensed interim consolidated statement of financial position within the consolidated financial statements.

(2) Presents current derivative financial instrument assets which have been extracted from the unaudited condensed interim consolidated statement of financial position within the consolidated financial statements.

(3) Presents for the Group the net deferred tax liabilities or assets which have been extracted from note 9 of the consolidated financial statements and for EPRA NTA only the additional credit adjustment for the deferred tax expense relating to assets held for sale of EUR0.2m (31 March 2023: EUR0.1m). For investment in associates the deferred tax income/(expense) arising on revaluation gains/losses amounted to EUR0.1m (31 March 2023: EUR0.4m).

(4) Presents the net book value of software and licences with definite useful life which has been extracted from note 14 within the consolidated financial statements.

(5) Presents the fair value of financial liabilities and assets on the unaudited condensed interim consolidated statement of financial position, net of any related deferred tax.

(6) Presents the add-back of purchasers' costs in order to reflect the value prior to any deduction of purchasers' costs, as shown in the Valuation Certificate of Cushman & Wakefield LLP.

(7) Presents the EPRA NRV, EPRA NTA and EPRA NDV, respectively, as at period end.

Table D - EPRA LTV metric

 
                                                  Proportionate 
                                                  consolidation 
                                                 -------------- 
                                                     Investment 
                                          Group   in associates    Total 
Unaudited 30 September 2023                EURm            EURm     EURm 
--------------------------------------  -------  --------------  ------- 
Interest-bearing loans and borrowings 
 (1)                                      243.2            52.2    295.4 
Corporate bonds (2)                       700.0               -    700.0 
Net payables(3)                            77.2             5.7     82.9 
Cash and cash equivalents(4)            (115.7)           (6.6)  (122.3) 
--------------------------------------  -------  --------------  ------- 
Net debt (a) (5)                          904.7            51.3    956.0 
--------------------------------------  -------  --------------  ------- 
Investment properties (6)               2,129.5           125.5  2,255.0 
Assets held for sale (7)                    7.3               -      7.3 
Plant and equipment (8)                     7.4               -      7.4 
Intangible assets (9)                       3.9               -      3.9 
Loan to associates(10)                     44.3               -     44.3 
--------------------------------------  -------  --------------  ------- 
Total property value (b) (11)           2,192.4           125.5  2,317.9 
--------------------------------------  -------  --------------  ------- 
EPRA LTV (a/b) (12)                      41.3 %          40.9 %   41.2 % 
--------------------------------------  -------  --------------  ------- 
 
 
                                                  Proportionate 
                                                  consolidation 
                                                 -------------- 
                                                     Investment 
                                          Group   in associates    Total 
Audited 31 March 2023                      EURm            EURm     EURm 
--------------------------------------  -------  --------------  ------- 
Interest-bearing loans and borrowings 
 (1)                                      264.4            52.1    316.5 
Corporate bonds (2)                       700.0               -    700.0 
Net payables(3)                            71.0             4.5     75.5 
Cash and cash equivalents(4)            (124.3)           (8.6)  (132.9) 
--------------------------------------  -------  --------------  ------- 
Net debt (a) (5)                          911.1            48.0    959.1 
--------------------------------------  -------  --------------  ------- 
Investment properties (6)               2,123.0           124.2  2,247.2 
Assets held for sale (7)                    8.8               -      8.8 
Plant and equipment (8)                     7.2               -      7.2 
Intangible assets (9)                       4.1               -      4.1 
Loan to associates(10)                     44.3               -     44.3 
--------------------------------------  -------  --------------  ------- 
Total property value (b) (11)           2,187.4           124.2  2,311.6 
--------------------------------------  -------  --------------  ------- 
EPRA LTV (a/b) (12)                       41.7%           38.6%    41.5% 
--------------------------------------  -------  --------------  ------- 
 

Notes:

(1) Presents the interest-bearing loans and borrowings which have been extracted from the unaudited condensed interim consolidated statement of financial position within the consolidated financial statements less the corporate bonds which have been extracted from note 21 within the consolidated financial statements.

(2) Presents the corporate bonds which have been extracted from note 21 within the consolidated financial statements.

(3) Presents the net payables, which is the sum of trade and other receivables, derivative financial instruments, trade and other payables, current tax liabilities (all of which have been extracted from the unaudited condensed interim consolidated statement of financial position within the consolidated financial statements) and deposits which have been extracted from note 16 within the consolidated financial statements.

(4) Presents the cash and cash equivalents which have been extracted from the unaudited condensed interim consolidated statement of financial position within the consolidated financial statements.

(5) Presents the net debt, which is the sum of interest-bearing loans and borrowings, corporate bonds, and net payables, less cash and cash equivalents which have been extracted from note 21 within the consolidated financial statements.

(6) Presents the investment properties values which have been extracted from the unaudited condensed interim consolidated statement of financial position within the consolidated financial statements.

(7) Presents the assets held for sale which have been extracted from the unaudited condensed interim consolidated statement of financial position within the consolidated financial statements.

(8) Presents the plant and equipment which have been extracted from the unaudited condensed interim consolidated statement of financial position within the consolidated financial statements.

(9) Presents the intangible assets which have been extracted from the unaudited condensed interim consolidated statement of financial position within the consolidated financial statements.

(10) Presents the loan to associates which has been extracted from note 16 within the consolidated financial statements.

(11) Presents the total property value, which is the sum of investment properties, assets held for sale, plant and equipment, intangible assets and loan to associates.

(12) Presents the EPRA LTV which is net debt divided by total property value in percentage.

Table E - Adjusted profit before tax and funds from operations

 
                                                             Unaudited      Unaudited 
                                                            six months     six months 
                                                                 ended          ended 
                                                          30 September   30 September 
                                                                  2023           2022 
                                                                  EURm           EURm 
-------------------------------------------------------  -------------  ------------- 
Reported profit before tax (1)                                    39.8           75.7 
Adjustments for: 
Loss/(gain) on revaluation of investment properties(2)            10.1         (26.8) 
Loss on revaluation relating to leased investment 
 properties(3)                                                   (0.7)          (0.9) 
Gain on disposal of properties(4)                                  0.0          (4.8) 
Loss/(gain) on revaluation of investment property 
 from associates and related tax(5)                                0.4          (1.4) 
Other adjusting items(6)                                           1.8            3.0 
Change in fair value of financial derivatives(7)                   0.8          (1.2) 
-------------------------------------------------------  -------------  ------------- 
Adjusted profit before tax (8)                                    52.2           43.6 
Adjustments for: 
Foreign exchange effects(9)                                          -            0.3 
Depreciation and amortisation (excluding depreciation 
 relating to IFRS 16)(10)                                          1.7            1.7 
Amortisation of financing fees(11)                                 1.5            1.6 
Adjustment in respect of IFRS 16(12)                               0.5            1.5 
Current taxes incurred(13)                                       (2.9)          (0.3) 
Add back current tax relating to disposals(14)                       -            0.1 
-------------------------------------------------------  -------------  ------------- 
Funds from operations (15)                                        53.0           48.5 
-------------------------------------------------------  -------------  ------------- 
 

Notes:

(1) Presents profit before tax which has been extracted from the unaudited condensed interim consolidated income statement within the consolidated financial statements.

(2) Presents the gain or loss on revaluation of investment properties which has been extracted from the unaudited condensed interim consolidated income statement within the consolidated financial statements.

(3) Presents the gain or loss on revaluation relating to leased investment properties which has been extracted from note 12 within the consolidated financial statements.

(4) Presents the gain or loss on disposal of properties which has been extracted from the unaudited condensed interim consolidated income statement within the consolidated financial statements.

(5) Presents the gain or loss on revaluation of investment property relating to associates and related tax which has been extracted from note 10 within the consolidated financial statements.

(6) Presents the total adjusting items which has been extracted from note 10 within the consolidated financial statements.

(7) Presents the change in fair value of derivative financial instruments which has been extracted from the unaudited condensed interim consolidated income statement within the consolidated financial statements.

(8) Presents the adjusted profit before tax for the period.

(9) Presents the net foreign exchange gains or losses as included in other administration costs in note 5 within the consolidated financial statements.

(10) Presents depreciation of plant and equipment and amortisation of intangible assets which have been extracted from note 5 within the consolidated financial statements.

(11) Presents amortisation of capitalised finance costs which has been extracted from note 8 within the consolidated financial statements.

(12) Presents the differential between the expense recorded in the unaudited condensed interim consolidated income statement for the period relating to head leases in accordance with IFRS 16 amounting to EUR2.2m (30 September 2022: EUR2.8m) and the actual cash expense recorded in the unaudited condensed interim consolidated statement of cash flow for the period amounting to EUR1.7m (30 September 2022: EUR1.3m).

(13) Presents the total current income tax which has been extracted from note 9 within the consolidated financial statements.

(14) Presents the current income tax charge relating to disposal of investment properties which has been extracted from note 9 within the consolidated financial statements.

(15) Presents the funds from operations for the period.

Glossary of terms

 
Adjusted earnings       is the earnings attributable to the owners of the Company, adjusted for the effect of the 
 after tax              gains/losses on revaluation of investment properties and related tax (also to associates net 
                        of related tax), gains/losses on disposal of properties and related tax, NCI relating to 
                        revaluation 
                        (net of related tax), changes in fair value of derivative financial instruments (net of 
                        related 
                        tax and NCI), revaluation gains/losses relating to leased investment properties and adjusting 
                        items (net of related tax and NCI) 
----------------------  ---------------------------------------------------------------------------------------------- 
Adjusted net            is the assets attributable to the owners of the Company adjusted for derivative financial 
 asset value             instruments at fair value and net deferred tax liabilities/assets 
----------------------  ---------------------------------------------------------------------------------------------- 
Adjusted profit         is the reported profit before tax adjusted for the effect of gains/losses on revaluation of 
 before tax              investment properties, gains/losses on revaluation relating to lease investment properties, 
                         gains/losses on disposal of properties, gains/losses on revaluation of investment property 
                         relating to associates and related tax, other adjusting items and changes in fair value of 
                         derivative financial instruments 
----------------------  ---------------------------------------------------------------------------------------------- 
Annualised              is the income generated by a property less directly attributable costs at the date of 
 acquisition            acquisition 
 net operating          expressed in annual terms. Please see "annualised rent roll" definition below for further 
 income                 explanatory information 
----------------------  ---------------------------------------------------------------------------------------------- 
Annualised              is the contracted rental income of a property at the date of acquisition expressed in annual 
 acquisition             terms. Please see "annualised rent roll" definition below for further explanatory information 
 rent roll 
----------------------  ---------------------------------------------------------------------------------------------- 
Annualised              is the contracted rental income of a property at a specific reporting date expressed in annual 
 rent roll               terms. Unless stated otherwise the reporting date is 30 September 2023. Annualised rent roll 
                         should not be interpreted nor used as a forecast or estimate. Annualised rent roll differs 
                         from rental income described in note 4 of the Interim Report and reported within revenue in 
                         the unaudited condensed interim consolidated income statement for reasons including: 
                          *    annualised rent roll represents contracted rental 
                               income at a specific point in time expressed in 
                               annual terms; 
 
 
                          *    rental income as reported within revenue represents 
                               rental income recognised in the period under review; 
                               and 
 
 
                          *    rental income as reported within revenue includes 
                               accounting adjustments including those relating to 
                               lease incentives 
----------------------  ---------------------------------------------------------------------------------------------- 
Capital value           is the market value of a property divided by the total sqm of a property 
----------------------  ---------------------------------------------------------------------------------------------- 
Company                 is Sirius Real Estate Limited, a company incorporated in Guernsey and resident in the United 
                        Kingdom for tax purposes, whose shares are publicly traded on the Main Market of the London 
                        Stock Exchange (primary listing) and the Main Board of the Johannesburg Stock Exchange 
                        (primary 
                        listing) 
----------------------  ---------------------------------------------------------------------------------------------- 
Cumulative              is the return calculated by combining the movement in investment property value net of capex 
 total return            with the total net operating income less bank interest over a specified period of time 
----------------------  ---------------------------------------------------------------------------------------------- 
EPRA earnings           is earnings after adjusting for (where applicable) gains/losses on revaluation of investment 
                        properties, gains/losses on disposal of properties (net of related tax), recoveries from prior 
                        disposals of subsidiaries (net of related tax), refinancing costs, exit fees and prepayment 
                        penalties, goodwill impairment, acquisition costs in relation to business combinations, 
                        changes 
                        in fair value of derivative financial instruments (collectively the "EPRA earnings 
                        adjustments"), 
                        deferred tax in respect of the EPRA earnings adjustments, NCI relating to revaluation (net 
                        of related tax), gains/losses on revaluation of investment property relating to associates 
                        and the related tax thereon 
----------------------  ---------------------------------------------------------------------------------------------- 
EPRA loan to            is the ratio of net debt to total property value as defined in note 21. It includes all 
 value                  capital 
                        which is not equity as debt, irrespective of its IFRS classification, and is based upon 
                        proportional 
                        consolidation, therefore including the Group's share in the net debt and net assets of 
                        associates. 
                        Assets are included at fair value, net debt at nominal value 
----------------------  ---------------------------------------------------------------------------------------------- 
EPRA net reinstatement  is the net asset value after adjusting for derivative financial instruments at fair value, 
 value                  deferred tax relating to valuation movements and derivative financial instruments and real 
                        estate transfer tax presented in the Valuation Certificate, including the amounts of the above 
                        related to the investment in associates 
----------------------  ---------------------------------------------------------------------------------------------- 
EPRA net tangible       is the net asset value after adjusting for (where applicable) derivative financial instruments 
 assets                 at fair value, deferred tax relating to valuation movements (just the part of the portfolio 
                        that the Group intends to hold should be excluded) and derivative financial instruments, 
                        goodwill 
                        and intangible assets as per the note reference in the unaudited condensed interim 
                        consolidated 
                        statement of financial position, including the amounts of the above related to the investment 
                        in associates 
----------------------  ---------------------------------------------------------------------------------------------- 
EPRA net disposal       is the net asset value after adjusting for (where applicable) goodwill and the fair value 
 value                   of fixed interest rate debt, including the amounts of the above related to the investment 
                         in associates 
----------------------  ---------------------------------------------------------------------------------------------- 
EPRA net initial        is the annualised rent roll based on the cash rents passing at reporting date, less 
 yield                  non-recoverable 
                        property operating expenses, divided by the market value of the property, increased with 
                        (estimated) 
                        purchasers' costs 
----------------------  ---------------------------------------------------------------------------------------------- 
EPRA net yield          is the net operating income generated by a property expressed as a percentage of its value 
                         plus purchase costs 
----------------------  ---------------------------------------------------------------------------------------------- 
ERV                     is the estimated rental value which is the annualised rental income at 100% occupancy 
----------------------  ---------------------------------------------------------------------------------------------- 
Funds from              is adjusted profit before tax adjusted for depreciation and amortisation (excluding 
 operations             depreciation 
                        relating to IFRS 16), amortisation of financing fees, net foreign exchange differences, 
                        adjustment 
                        in respect of IFRS 16 and current tax excluding tax on disposals 
----------------------  ---------------------------------------------------------------------------------------------- 
Geared IRR              is an estimate of the rate of return taking into consideration debt 
----------------------  ---------------------------------------------------------------------------------------------- 
Gross loan              is the ratio of principal value of total debt to the aggregated value of investment property 
 to value ratio 
----------------------  ---------------------------------------------------------------------------------------------- 
Like for like           refers to the manner in which metrics are subject to adjustment in order to make them directly 
                        comparable. Like-for-like adjustments are made in relation to annualised rent roll, rate and 
                        occupancy and eliminate the effect of asset acquisitions and disposals that occur in the 
                        reporting 
                        period 
----------------------  ---------------------------------------------------------------------------------------------- 
LTIP                    Long Term Incentive Plan 
----------------------  ---------------------------------------------------------------------------------------------- 
LTV                     loan to value 
----------------------  ---------------------------------------------------------------------------------------------- 
Net loan to             is the ratio of principal value of total debt less cash, excluding that which is restricted 
 value ratio             in contractual terms, to the aggregate value of investment property 
----------------------  ---------------------------------------------------------------------------------------------- 
Net operating           is the rental, service charge and other income generated from investment and managed 
 income                 properties 
                        less directly attributable costs 
----------------------  ---------------------------------------------------------------------------------------------- 
Net yield               is the net operating income generated by a property expressed as a percentage of its value 
----------------------  ---------------------------------------------------------------------------------------------- 
Occupancy               is the percentage of total lettable space occupied as at reporting date 
----------------------  ---------------------------------------------------------------------------------------------- 
Operating cash          is an estimate of the rate of return based on operating cash flows and taking into 
 flow on investment     consideration 
 (geared)               debt 
----------------------  ---------------------------------------------------------------------------------------------- 
Operating cash          is an estimate of the rate of return based on operating cash flows 
 flow on investment 
 (ungeared) 
----------------------  ---------------------------------------------------------------------------------------------- 
Operating profit        is the net operating income adjusted for gains/losses on revaluation of investment properties, 
                        gains/losses on disposal of properties, movement in expected credit loss provision, 
                        administrative 
                        expenses and share of profit of associates 
----------------------  ---------------------------------------------------------------------------------------------- 
Rate                    for the German portfolio is rental income per sqm expressed on a monthly basis as at a 
                        specific 
                        reporting date 
                        for the UK portfolio is rental income (includes estimated service charge element) per sqm 
                        expressed on a monthly basis as at a specific reporting date in EUR 
                        for the UK portfolio is rental income (includes estimated service charge element) per sq ft 
                        expressed on an annual basis as at a specific reporting date in GBP 
----------------------  ---------------------------------------------------------------------------------------------- 
Senior Management       as set out on page 88 of the Group's Annual Report and Accounts 2023 
 Team 
----------------------  ---------------------------------------------------------------------------------------------- 
SIP                     Share Incentive Plan 
----------------------  ---------------------------------------------------------------------------------------------- 
Total debt              is the aggregate amount of the interest-bearing loans and borrowings 
----------------------  ---------------------------------------------------------------------------------------------- 
Total shareholder       is the return obtained by a shareholder calculated by combining both movements in adjusted 
 accounting              NAV per share and dividends paid 
 return 
----------------------  ---------------------------------------------------------------------------------------------- 
Total return            is the return for a set period of time combining valuation movement and income generated 
----------------------  ---------------------------------------------------------------------------------------------- 
Ungeared IRR            is an estimate of the rate of return 
----------------------  ---------------------------------------------------------------------------------------------- 
Weighted average        is the weighted effective rate of interest of loan facilities expressed as a percentage 
 cost of debt 
----------------------  ---------------------------------------------------------------------------------------------- 
Weighted average        is the weighted average time to repayment of loan facilities expressed in years 
 debt expiry 
----------------------  ---------------------------------------------------------------------------------------------- 
 

Corporate directory

SIRIUS REAL ESTATE LIMITED

(Incorporated in Guernsey)

Company Number: 46442

JSE Share Code: SRE

LSE (GBP) Share Code: SRE

LEI: 213800NURUF5W8QSK566

ISIN Code: GG00B1W3VF54

Registered office

Elizabeth House

Les Ruettes Brayes

St Peter Port

Guernsey GY1 1EW

Channel Islands

Registered number

Incorporated in Guernsey under The Companies (Guernsey) Law, 2008, as amended, under number 46442

Company Secretary

A Gallagher

Sirius Real Estate Limited

Elizabeth House

Les Ruettes Brayes

St Peter Port

Guernsey GY1 1EW

Channel Islands

UK solicitors

Norton Rose Fulbright LLP

3 More London Riverside

London SE1 2AQ

United Kingdom

Financial PR

FTI Consulting LLP

200 Aldersgate Street

London EC1A 4HD

United Kingdom

JSE sponsor

PSG Capital Proprietary Limited

1st Floor, Ou Kollege Building

35 Kerk Street

Stellenbosch 7600

South Africa

Joint broker

Peel Hunt LLP

100 Liverpool Street

London EC2M 2AT

United Kingdom

Joint broker

Berenberg

60 Threadneedle Street

London EC2R 8HP

United Kingdom

Property valuer

Cushman & Wakefield LLP

Rathenauplatz 1

60313 Frankfurt am Main

Germany

Independent auditor

Ernst & Young LLP

PO Box 9, Royal Chambers

St Julian's Avenue

St Peter Port

Guernsey GY1 4AF

Channel Islands

Guernsey solicitors

Carey Olsen (Guernsey) LLP

PO Box 98

Carey House

Les Banques

St Peter Port

Guernsey GY1 4BZ

Channel Islands

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