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FCPT F&c Commercial Property Trust Limited

121.20
0.00 (0.00%)
26 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
F&c Commercial Property Trust Limited LSE:FCPT London Ordinary Share GG00B4ZPCJ00 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 121.20 121.40 121.60 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

F&C Com Pty Tst Ltd Results for the Year Ended 31 December 2018 (audited)

24/04/2019 12:43pm

UK Regulatory


 
TIDMFCPT 
 
To:                   RNS 
 
Date:               24 April 2019 
 
From:              F&C Commercial Property Trust Limited (the "Company") 
 
L.E.I.                213800A2B1H4ULF3K397 
 
Results in Respect of the Year Ended 31 December 2018 (audited) 
 
Financial Headlines 
 
  * Share price total return of -4.3 per cent* 
  * Portfolio total return of 4.0 per cent* 
  * Dividend cover decreased to 80.2 per cent from 83.1 per cent* 
  * Yield on year-end share price of 4.8 per cent*. Maintained dividend at 6.0 
    pence per share for the 13th successive year 
 
*see Alternative Performance Measures 
 
Chairman's Statement 
 
Introduction 
 
The UK direct commercial property market as measured by the MSCI Quarterly 
Property Universe ('MSCI') delivered positive return of 6.2 per cent during 
2018, driven primarily by an income return of 4.4 per cent. Total return 
performance slowed as the year progressed, affected by muted economic growth, 
the approach of the Brexit deadline and a marked deterioration in the 
performance of retail property, particularly in the regions. The industrial and 
distribution sector was again the stand-out performer, delivering another year 
of double-digit total return. The office market performed broadly in line with 
the all-property index. Investment activity remained resilient over the year 
with both UK institutions and overseas buyers being net investors in UK 
property. 
 
Performance for the Year 
 
The net asset value ('NAV') total return for the year was 3.3 per cent and the 
share price total return was -4.3 per cent. The total return from the portfolio 
was 4.0 per cent, lagging the MSCI Index. Performance is lower quartile 
compared with the MSCI Index over three and five years but the longer-term 
historic performance of the portfolio remains strong with MSCI rating it top 
quartile over ten years. 
 
The share price at the year-end was 124.6p, representing a discount of 10.9 per 
cent to the NAV per share of 139.8p (compared to a 3.8 per cent discount as at 
31 December 2017). We continue to monitor the level of discount which we 
believe reflects both the uncertainties in the market surrounding Brexit and 
the concerns over the retail sector. 
 
The following table provides an analysis of the movement in the NAV per share 
for the year: 
 
                                                             Pence 
 
NAV per share as at 31 December 2017                         141.2 
 
Unrealised decrease in valuation of direct property          (0.7) 
portfolio 
 
Realised gain on sale of direct property                       0.3 
 
Other net revenue                                              5.0 
 
Dividends paid                                               (6.0) 
 
NAV per share as at 31 December 2018                         139.8 
 
During 2018 the loss on capital for the Company was -0.1 per cent, compared to 
MSCI which recorded a capital return of 1.7 per cent. The strongest 
contributions came from the Alternatives and Industrial sectors. 
 
In absolute terms, the most significant contributors to returns were: 
 
* Winchester, Student Accommodation, Burma Road - reflecting the increased 
income to be received following its annual rent review. 
 
* London, St Christopher's Place Estate - continues to benefit from the high 
number of completed and ongoing initiatives that reached fruition at different 
stages during the period. 
 
* Camberley, Building B, Watchmoor Park - sold during the year for GBP5.1 
million, significantly ahead of the December 2017 valuation of GBP2.4 million. 
 
* Manchester, Kings Street - successfully completed a number of leases; the 
building is now fully let. 
 
Negative contributions came from: 
 
* Reading, Thames Valley One and Two, Thames Valley Park - all of building one 
and majority of building two are void and were earmarked for sale. These sales 
completed in January 2019 and the valuations at 31 December 2018 were adjusted 
to reflect the final sale price. This sale removes the Company's largest void 
and significantly reduces ongoing non-recoverable costs and capital 
expenditure. 
 
* Newbury, Newbury Retail Park - reflecting the fact that the park has a number 
of Company Voluntary Arrangement's ('CVA's') in place. Poundworld has entered 
administration and the unit is now vacant. 
 
* Solihull, Sears Retail Park - Homebase has a CVA in place which will result 
in their unit being vacated. 
 
There have been a number of high profile CVA's, administrations and failures in 
the retail sector over the past year and this has had a direct effect on the 
Company's retail parks at Newbury and Solihull. New Look, Mothercare and 
Homebase have all entered CVA's and Poundworld has gone into administration. 
This has resulted in the downward pressure on rents and, in some cases, the 
likely vacation of the properties. 
 
The Manager has produced a number of plans to manage this situation which could 
produce a positive outcome over the longer-term and negotiations are ongoing. 
There will be a short-term fall in rental income and there has been a fall in 
the market values of the properties to reflect this. 
 
Borrowings and Loan Refinancing 
 
The Group's available borrowings comprise a GBP260 million term loan with Legal & 
General Pensions Limited, maturing on 31 December 2024, and both a GBP50 million 
term loan facility and an undrawn GBP50 million revolving credit facility with 
Barclays, available until June 2021. The Group's total loan to value, net of 
cash, was 21.2 per cent at the end of the year. The weighted average interest 
rate on the Group's total current borrowings is 3.3 per cent. 
 
Dividends and Dividend Cover 
 
Twelve monthly interim dividends, each of 0.5p per share, were paid during the 
year. This maintains the annual dividend of 6.0p per share since 2006 and 
provides a dividend yield of 4.8 per cent based on the year-end share price. 
Barring unforeseen circumstances, the Board intends that dividends in 2019 will 
continue to be paid monthly at the same rate. 
 
The Company's level of dividend cover for the year (excluding capital gains and 
losses on properties) was 80.2 per cent. This was lower than the 83.1 per cent 
cover achieved last year. While the purchase of the office building at 
Cathedral Square, Bristol in December 2017 increased the level of rental income 
by GBP1.4 million in 2018, there have been a number of development initiatives 
ongoing during the year which have led to a short-term negative impact on the 
level of rents received, as these buildings have been empty. 
 
The key projects have been at Cassini House in London and an office at 
Edinburgh Park. The combined reduction in rent against 2017 for these 
properties amounted to GBP1.3 million, although the buildings will be income 
producing once the developments are completed. Another negative factor has been 
the level of tax payable in the current year which continues to increase. 
 
REIT Conversion 
 
On 23 April 2019, the Company announced a proposal to take the necessary steps 
to join the UK REIT regime. The Group is now subject to a rising level of 
taxation and this will increase substantially following the policy changes 
announced in the Autumn Budget 2017. Non-UK resident companies that have UK 
property income, such as the property holding subsidiaries in the Group, will 
be charged UK corporation tax from 6 April 2020, rather than being subject to 
UK income tax as they are at present. In addition, the Board notes that from 6 
April 2019 non-resident landlords who invest in UK properties, such as the 
Group as it is currently structured, will be brought into the UK Capital Gains 
tax regime. 
 
In the light of the current and continuing increase in tax, the Board has 
determined that action is necessary to preserve the ongoing effectiveness of 
the group from a UK tax perspective in advance of the above changes. 
Accordingly, the Board has proposed that the Company takes the necessary steps 
on behalf of the Group in order to achieve real estate investment trust 
('REIT') status. 
 
In order to facilitate the Group qualifying as a REIT as per the Circular 
issued to shareholders in April 2019, certain amendments to the Company's 
articles of incorporation are required. These changes address the REIT rules 
regarding the payment of dividends to substantial shareholders (being a 
shareholder who holds 10 per cent or more of the Company as more fully 
described in the circular) and the requirement that the Company and its Group 
are UK resident for tax purposes. An extraordinary general meeting will be held 
on 30 May 2019 immediately prior to the Annual General Meeting, to consider 
these proposals and, if passed, the Company will enter the REIT regime from 3 
June 2019. The adoption of REIT status by the Group will alter the 
shareholders' tax positions in respect of the receipt of dividends made under 
the REIT regime. On the basis that REIT status is achieved with effect from 3 
June 2019, the first distribution that the Company could make under the REIT 
regime would relate to profits earned from 31 May 2019. The amount and payment 
date of such property income distribution will be announced in October 2019. 
For more detail, a copy of the Circular can be downloaded from the Company's 
website at fccpt.co.uk. 
 
Change of Company Name 
 
In 2014 the Company's investment manager, F&C Investment Business Limited, was 
acquired by BMO ('Bank of Montreal'). BMO transitioned the majority of its 
remaining F&C branded products and funds to BMO in November 2018. Its savings 
plans, through which many of our shareholders invest, have also aligned to the 
BMO brand. The Board is therefore recommending that the Company changes its 
name from F&C Commercial Property Trust Limited to BMO Commercial Property 
Trust Limited and is seeking shareholder approval at the Annual General 
Meeting. If approved, this renaming will take effect on 3 June 2019. 
 
Board Composition 
 
Having served nine years on the Board, I will step down as Chairman of the 
Company and retire from the Board at the Annual General Meeting. Martin Moore, 
Senior Independent Director of the Company, will take over as Chairman and Paul 
Marcuse will take on the role of Senior Independent Director. 
 
If the REIT conversion proposals are approved, Peter Cornell and David Preston, 
both Guernsey directors, will stand down from the Board with effect from 30 May 
2019 and Linda Wilding, who is UK based, will join the Board. Both Peter and 
David joined the Board in April 2015 and I would like to thank them for their 
valuable contribution over the last four years. 
 
Linda qualified as a chartered accountant with Ernst & Young, before working in 
the private equity division of Mercury Asset Management from 1989 to 2001, 
rising to the position of Managing Director. She has served as a non-executive 
director (including as Chairman) on a number of boards. She is currently a 
non-executive director of UDG Healthcare plc and Electra plc. She was a 
non-executive director and latterly chair of Corin plc from 2006 to 2012 and 
was a non-executive director of Touchstone Innovations plc until 2017. 
 
John Wythe, who was appointed in September 2018, will stand for election at the 
Annual General Meeting of the Company. John brings considerable experience of 
the property market as Chairman of the Trustees of The Portman Estates after a 
long career with Prudential Property Investment Managers Ltd, now M & G Real 
Estate. 
 
Following the above changes, the Board will consist of five Directors, three 
male and two female, four of which will be based in the UK and one in Guernsey. 
 
Responsible Property Investment 
 
I am particularly pleased with the progress that has been made with our 
Responsible Property Investment (RPI) strategy and the positive engagement we 
have had with a number of our key shareholders in this area. 
 
The publication of the inaugural RPI Report for the Group for 2017 was a 
significant milestone in our pledge to drive greater transparency into our 
performance on material Environmental, Social & related Governance (ESG) 
factors and we have had some excellent feedback on it from shareholders. We 
continue to place considerable emphasis on our RPI commitments and are pleased 
to provide a further summary of progress in the Annual Report, complemented by 
our RPI Report 2018 which will be available on the Company's website and gives 
greater detail and insight on our performance against relevant metrics. 
 
Annual General Meeting 
 
The Annual General Meeting will be held at 12.30pm on Thursday 30 May 2019 at 
Trafalgar Court, Les Banques, St. Peter Port, Guernsey, GY1 3QL. 
 
Outlook 
 
Investors have remained cautious given the uncertainty in the macro-economic 
and political spheres, with income protection a major consideration. We would 
expect this to persist as Brexit and its aftermath unfolds and should global 
growth slow and UK interest rates rise. We anticipate further problems in the 
retail sector which will drive valuations lower. The next two years are 
therefore predicted to be a period of relative weakness. However, the market is 
expected to be supported by its income return and continued interest from 
overseas buyers. Over the longer-term, we are forecasting a modest recovery 
with total return performance underpinned by the income return. 
 
Notwithstanding the uncertainties, the Company has a strong financial structure 
and a high quality portfolio where the priority continues to be to invest in 
and complete asset management initiatives within the portfolio and to exploit 
any external opportunity to provide a dependable and long-term rental income. 
 
I leave your company in the safe and experienced hands of my successor, the 
rest of the Board and the BMO management team. It only remains for me to 
express my appreciation to the Board, the manager and shareholders during my 
time as chairman for their contributions and support. 
 
Chris Russell 
 
Chairman 
 
Managers' Review 
 
Property headlines over the year 
 
  * 12 month total return of 4.0* per cent. 
  * Significant capital projects at Nevis and Ness House ,Edinburgh Park; 
    Cassini House, London and at the St Christopher's Place Estate. 
  * Completed the strategic office sales of Building B, Watchmoor Park, 
    Camberley and two office buildings in Reading in January. 
  * Purchase of an industrial unit in Estuary Business Park, Liverpool. 
 
*see Alternative Performance Measures 
 
2018 Property Market Review 
 
The market total return for the year, as measured by the MSCI UK Quarterly 
Property Universe, was 6.2 per cent. A relatively subdued economic growth 
out-turn, coupled with the uncertainty surrounding Brexit acted to constrain 
occupier and investor sentiment and as a consequence rental growth and capital 
growth decelerated in the year, although both remained positive at 0.5 per cent 
and 1.7 per cent respectively. There was some modest yield compression 
(signalling market strength) during the year at the all-property level. 
 
Key Benchmark Metrics - All Property 
 
                                                           2018           2017 
                                                              %              % 
 
Total Returns                                               6.2           10.3 
 
Income Return                                               4.4            4.6 
 
Capital Return                                              1.7            5.4 
 
Open Market Rental Value Growth                             0.5            2.2 
 
Initial Yield                                               4.5            4.7 
 
Equivalent Yield                                            5.5            5.6 
 
Source: MSCI Inc 
 
Investment activity in 2018 was lower than in the previous year but well above 
the long-term average, supported by overseas buying and net investment by 
institutions and local authorities. 
 
Performance in 2018 was highly polarized by sector. As in the previous year, 
performance was driven by industrials and distribution, with a 16.4 per cent 
total return. This sector has now delivered double-digit performance in five 
out of the past six years being underpinned by strength in both occupier and 
investor demand, pushing annual rental growth up to 4.6 per cent and driving 
the equivalent yield (the UK property markets measure of current yield) to 
below the all-property average at 5.3 per cent. The reverse was true for retail 
where a succession of Company Voluntary Arrangements ('CVAs'), store portfolio 
rationalisations and business failures affected both occupier and investor 
sentiment. Retail rental growth in the year was negative and yields shifted 
outwards. Central London retail delivered total returns broadly in line with 
the all-property average at 6.1 per cent, which is disappointing by recent 
standards. However, other parts of the retail market were much weaker with 
regional high streets, shopping centres and retail warehousing all recording 
negative annual total returns. The weakness in the sector is now affecting many 
major towns and large retailers. The problems related to the sector are 
structural, involving elements such as the growth of online sales, high 
business rates, excess and rising supply, increasing retailer costs and profit 
margin pressure. This will take time to resolve and pricing will continue to be 
affected. 
 
The office market delivered a total return of 6.4 per cent with Rest of UK 
offices out-performing whilst the West End market was relatively weak. City 
offices surprised positively, with overseas buyers seemingly little troubled by 
Brexit threats. Alternatives recorded an above average 7.4 per cent total 
return in the year, supported by strong investor sentiment for longer let 
leases with a linkage to inflation. This was further strengthened by investment 
from balanced portfolio's looking to diversify and the growth of specialist 
single strategy funds. 
 
Overall the year was one of consolidation, which saw all-property total returns 
broadly in line with the historic norm. Domestic investors remained cautious, 
focusing on long-term secure income streams often linked to the alternative 
sector and prime property. The UK commercial property market has delivered ten 
consecutive years of positive total returns supported by relatively attractive 
income returns which are not available from UK gilts and in certain sectors 
from overseas investors. There are headwinds facing this long-lived cycle and a 
reversion to the longer-term average return dominated by income is in prospect. 
 
Valuation and Portfolio 
 
Total Portfolio Performance 
 
                                                           2018           2017 
 
No of properties                                             38             37 
 
Valuation (GBP'000)                                     1,430,190      1,418,612 
 
Average Lot Size (GBP'm)                                     37.6           38.3 
 
                                                      Portfolio      Benchmark 
                                                            (%)            (%) 
 
Portfolio Capital Return                                  (0.1)            1.7 
 
Portfolio Income Return                                     4.1            4.4 
 
Portfolio Total Return                                      4.0            6.2 
 
The total return from the portfolio over the year was 4.0 per cent compared to 
the MSCI UK Quarterly Property Universe of 6.2 per cent. The strongest 
performance in the portfolio was attributable to the student accommodation at 
Winchester whilst offices and retail in the Rest of UK outperformed their 
comparative. 
 
The most significant negative impact to returns was due to the valuation 
movements on the Company's retail warehouses, with the valuation of Solihull 
falling by 13.0 per cent and Newbury by 22.8 per cent. Initiatives are in place 
to address the impact of last year's CVA's. There was also a negative impact 
from the valuation write-downs on the office sales that were undertaken during 
the year and relative underperformance as a result of an underweight position 
to Industrial South East. 
 
Reclassification of Sector Weightings 
 
A key theme in the property sector over 2018 was an increase in the number of 
CVA's or administrations among retail businesses. Historically, the Company's 
investments in the St. Christopher's Place Estate and at Wimbledon Broadway 
have been shown as retail in their entirety, consistent with how they are 
classified within the MSCI property index. At a time when shareholders and 
analysts are now scrutinising any portfolio's retail exposure, it is important 
to provide more detail as to the true retail exposure. St. Christopher's Place 
comprises approximately 150 lettable units made up of over 50 shops and 
restaurants, 40 office suites and 60 residential apartments. Wimbledon Broadway 
comprises a number of retail units, a cinema, a gym and some food and beverage 
units. These assets fall into the following underlying segments: 
 
Sector Analysis St. Christopher Place & Wimbledon 
 
                                                                 % of capital 
                                                               value as at 31 
                                                                     Dec 2018 
 
Retail                                                                   47.6 
 
Food & Beverage                                                          20.6 
 
Residential                                                              15.0 
 
Office                                                                   10.7 
 
Leisure                                                                   6.1 
 
Source: BMO REP Asset Management plc 
 
Residential and leisure will now be more appropriately classified under the 
alternatives sector category. Food and beverage will remain in the retail 
category. 
 
The effect that this reclassification had on the weightings reported in 2017 is 
as follows: 
 
Effect of Sector Reclassification 
 
                                           % of total property portfolio 
 
                                                Reclassified 
                                                        2017              2017 
                                                         (%)               (%) 
 
Offices                                                 39.2              36.2 
 
Retail                                                  22.4              31.0 
 
Retail Warehouses                                       13.1              13.1 
 
Industrial                                              16.9              16.9 
 
Alternative                                              8.4               2.8 
 
Source: BMO REP Asset Management plc 
 
Sector Analysis (% of total property portfolio) 
 
                                                                  Reclassified 
                                                        2018              2017 
                                                         (%)               (%) 
 
Offices                                                 39.9              39.2 
 
Retail                                                  22.4              22.4 
 
Retail Warehouses                                       10.9              13.1 
 
Industrial                                              17.8              16.9 
 
Alternative                                              9.0               8.4 
 
Source: BMO REP Asset Management plc 
 
Geographical Analysis (% of total property portfolio) 
 
                                                        2018              2017 
                                                         (%)               (%) 
 
South East                                              23.4              25.2 
 
London - West End                                       35.3              34.3 
 
Eastern                                                  2.1               2.0 
 
Midlands                                                11.8              12.5 
 
Scotland                                                12.3              11.8 
 
North West                                              11.4              10.6 
 
Rest of London                                           1.4               1.4 
 
South West                                               2.3               2.2 
 
Source: BMO REP Asset Management plc 
 
Income analysis 
 
Although the portfolio has suffered a number of retailer defaults it still 
benefits from a secure income stream. The void rate, excluding properties being 
developed or extensively refurbished is 8.5 per cent. However, as a result of 
the office sales that completed in January 2019, this would equate to 5.1 per 
cent at year end. 
 
Lease Expiry Profile 
 
At 31 December 2018 the weighted average lease length for the portfolio, 
assuming all break options are exercised, was 7.1 years (2017: 7.3 years) 
 
% of leases expiring (weighted by rental                2018              2017 
value)                                                   (%)               (%) 
 
0 - 5 years                                             44.4              46.9 
 
5 - 10 years                                            30.2              27.3 
 
10 - 15 years                                           17.1              15.6 
 
15 - 25 years                                            8.3              10.2 
 
Source: BMO REP Asset Management plc 
 
Covenant Strength (% of income by risk bands) 
 
                                                        2018              2017 
                                                         (%)               (%) 
 
Unscored and ineligible                                  5.9               5.0 
 
Maximum                                                 10.3               4.0 
 
High                                                     2.1               1.8 
 
Medium to High                                           3.2               2.5 
 
Low to Medium                                            4.5               4.8 
 
Low                                                     19.9              16.8 
 
Negligible and Government                               54.1              65.1 
 
Source: IRIS Report, MSCI Inc 
 
The largest occupiers, based as a percentage of contracted rent, as at 31 
December 2018, are summarised as follows: 
 
Income Concentration 
 
Company name                              % of Total Income 
 
Apache North Sea Limited                                4.5 
 
GB Gas Holdings Limited                                 4.4 
 
Virgin Atlantic Limited                                 4.2 
 
Kimberly-Clark Limited                                  4.1 
 
Nexen Petroleum UK Limited                              3.8 
 
JP Morgan Chase Bank                                    3.4 
 
Mothercare UK Limited                                   3.1 
 
University of Winchester                                3.0 
 
DHL Supply Chain Limited                                2.8 
 
Transocean Drilling UK Limited                          2.7 
 
Total                                                  36.0 
 
Source: BMO REP Asset Management plc 
 
Retail 
 
Retailers have endured an extremely challenging year because of reasons well 
publicised in the UK's media. This is resulting in a concentrated period of 
failures, administrations and CVAs and as a consequence many retailers are 
demanding lower rents and flexibility in leasing. The Company has no exposure 
to shopping centres and limited exposure to the High Street. However, the 
Company's retail parks in Newbury and Solihull have been impacted by the stress 
in the sector with New Look, Mothercare and Homebase entering into CVA's and 
Poundworld into administration. Specifically, at Newbury the CVA's have 
resulted in New Look occupying one unit at a 20 per cent rent reduction, 
Homebase on 35 per cent rent reduction, and Mothercare on a 70 per cent rent 
reduction (with the intention to close the unit within twelve months of the 
CVA). At Solihull, Homebase have paid the full rent to year end, but the store 
closed at end of February 2019. In total, the rent at Newbury has reduced by GBP 
740,050 per annum and at Solihull by GBP1.04 million per annum. 
 
We have identified a number of initiatives to attract new retailers to the 
properties, but these do require planning approvals and advanced negotiations 
with key retailers are taking place. Planning applications to facilitate new 
lettings have been submitted but have to date not been determined by the 
appropriate Local Authorities. It is hoped these consents will be forthcoming 
during the first half of 2019, which will then allow the commencement of asset 
management initiatives, including a variety of development, refurbishment and 
the reconfiguration of units, as well as allowing lettings to contract. 
 
St Christopher's Place 
 
Our asset management strategy continues to drive income growth by way of 
refurbishment, selective relettings, the repositioning of James Street and the 
delivery of a carefully curated line up of retail and restaurants. 
Additionally, a number of apartments and offices have been refurbished during 
the year, all of which have been successfully re-let. 
 
On James Street, two units have been refurbished with lettings contracted to 
Caprice Holdings (Harry's Bar) and Homeslice. 
 
Over the next twelve to twenty-four months, there are meaningful opportunities 
affecting eleven buildings in total, to refurbish and, in some cases, redevelop 
buildings, subject to securing planning consents and vacant possession. 
 
There have been two CVAs on the Estate, Carluccios and Aldo, but in both cases 
the units were retained and the contracted rent unaffected. 
 
Industrial Purchase 
 
In May 2018, the Company completed the purchase of Hurricane 47, Estuary 
Business Park, Liverpool for GBP3.995 million together with an adjoining 3.6 acre 
site with planning consent of a further 52,000 sq. ft. unit. This site was 
purchased for GBP1.080 million. Hurricane 47 comprises a 47,462 sq. ft. unit 
which was developed speculatively and completed in April 2018. Hurricane 47 is 
being formally marketed and there is a reasonable level of occupier interest. 
The Company has entered into a forward commitment to acquire the second 
warehouse on completion of construction works for an additional sum of GBP3 
million. It is expected that works will start on site in May 2019 with 
completion scheduled for March 2020. 
 
Industrial Sale Update 
 
The conditional contract for the sale of the former Ozalid Works site in 
Colchester remains with Persimmon Homes. The sale is conditional upon Persimmon 
Homes securing a revised planning consent. Progress continues to be made to 
negotiate and secure an acceptable planning consent which will discharge the 
conditionality of the sale. The planning process has been slower than expected 
but it is hoped the planning application will be determined during the second 
quarter of 2019. 
 
Offices 
 
A significant project for the Company has been the refurbishment of Nevis and 
Ness House at Edinburgh Park. Diageo committed to this building for their new 
Scottish headquarters and the property is currently being refurbished in 
accordance with Diageo's requirements at a cost of GBP6.5 million. The 
refurbishment works completed in March 2019 and the new 16-year lease with a 
break at year 10, contracted at GBP21 per square foot. 
 
At Cassini House, London SW1, the top three floors have been refurbished and 
this completes the phased refurbishment of the whole building. Two of the three 
floors are under offer and the new letting should shortly complete. The 
remaining floor is being marketed with a good level of interest identified. 
 
The properties at Prime Four, Aberdeen are now due their rent reviews at the 
agreed minimum uplift of 3 per cent per annum. 
 
Office Sales 
 
It has been the Company's strategy to sell a number of its vacant non-income 
producing properties where the immediate re-letting prospects were challenging. 
In November the Company completed the sale of Building B, Watchmoor Park, 
Camberley for a price of GBP5.1 million. The property is an entirely vacant, 
three storey office building totalling 32,641 sq. ft. The sale price was 
in-line with the external September valuation but significantly ahead of the GBP 
2.4 million valuation as at 31 December 2017. In December 2018, the Company 
exchanged contracts for the sale of its freehold interest in two further office 
properties, Thames Valley Park One and Thames Valley Park Two. The sale 
completed in January 2019 at a combined sale price of GBP24.4 million compared 
with the previous external valuation of GBP27.0 million. This is a strategic 
sale, Thames Valley Park One comprises 75,000 sq. ft. and is entirely vacant 
and requiring extensive refurbishment. Thames Valley Park Two is a separate 
building of approximately 55,000 sq. ft. of which 28,900 sq. ft. is vacant. At 
a time of significant uncertainty these non-core disposals address the 
Company's largest void exposure by rental value, releases capital to be 
invested in income producing properties, significantly reduces non-recoverable 
expenditure and removes a future substantive capital expenditure requirement of 
approximately GBP8.0 million. 
 
The Alternative Property Sector 
 
Following the re-classification of sector weightings highlighted above the 
Company's weighting to alternatives has increased to 9 per cent from 
approximately 3 per cent. To confirm, the Company's exposure relates to the 
purpose-built student accommodation block in Winchester, the residential 
properties within St Christopher's Place and the leisure units at Wimbledon 
Broadway. 
 
Outlook 
 
The final quarter of 2018 saw a sharp downgrade for retail property and 
nervousness in the property equity and "open ended" property funds. These 
elements may well affect the UK commercial property market in 2019 and 2020 as 
valuers respond to both the weaker trend in retail and pricing evidence from 
transactions. Brexit and its economic and political ramifications will affect 
sentiment more widely and it is likely over the first half of 2019 businesses 
will delay making decisions. Therefore the expected number of capital market 
and leasing transactions will reduce. In the absence of a clean Brexit a period 
of market volatility could be in prospect. Possible future increases in 
interest rates may also affect investment decisions, particularly in areas of 
the market that are keenly priced and dependent on aggressive rental growth 
assumptions. Over the longer-term, factors such as property's attractive income 
return, the constrained supply of stock (outside retail), restrained bank 
lending, the opportunities offered by demographic and technological change will 
come to the fore and as the economy adapts to the post-Brexit world. 
 
The portfolio is currently experiencing some stress in the retail sector as 
highlighted above but asset management initiatives are well underway to address 
the loss of income and capital value. There are a significant number of 
projects identified within the portfolio that will be the focus of activity and 
attention over the next eighteen months timeframe. A number of sales have also 
been identified and the recycling of capital into an uncertain market may offer 
timing opportunities to acquire quality assets at more attractive prices. 
Overall the Company is well positioned to progress the significant number of 
opportunities available in its own portfolio, as well as other opportunities 
that may arise in the wider market. 
 
Richard Kirby 
Fund Manager 
BMO REP Asset Management plc 
 
 
 
F&C Commercial Property Trust Limited 
Consolidated Statement of Comprehensive Income (audited) 
 
                                                            Year ended     Year ended 
                                                           31 December    31 December 
                                                                  2018           2017 
 
                                                                 GBP'000          GBP'000 
 
Revenue 
 
Rental income                                                   64,903         64,775 
 
Other income                                                     1,483              - 
 
                                                             ---------      --------- 
 
Total revenue                                                   66,386         64,775 
 
(Losses)/gains on investment properties 
 
Unrealised (losses)/gains on revaluation of 
investment properties                                          (6,171)         52,854 
 
Gains/(losses) on sale of investment properties                  2,613            (5) 
realised 
 
                                                            ----------     ---------- 
 
Total income                                                    62,828        117,624 
 
                                                            ----------     ---------- 
 
Expenditure 
 
Investment management fee                                      (7,823)        (7,692) 
 
Other expenses                                                 (6,191)        (5,659) 
 
                                                            ----------     ---------- 
 
Total expenditure                                             (14,014)       (13,351) 
 
                                                           -----------    ----------- 
 
Operating profit before finance costs and taxation              48,814        104,273 
 
                                                           -----------    ----------- 
 
Net finance costs 
 
Interest receivable                                                  6             72 
 
Finance costs                                                 (10,912)       (10,932) 
 
                                                           -----------    ----------- 
 
                                                              (10,906)       (10,860) 
 
                                                           -----------    ----------- 
 
Profit before taxation                                          37,908         93,413 
 
Taxation                                                       (1,510)          (703) 
 
                                                            ----------     ---------- 
 
Profit for the year                                             36,398         92,710 
 
                                                            ----------     ---------- 
 
Other comprehensive income 
 
Items that are or may be reclassified subsequently 
to profit or loss 
 
Movement in fair value of effective interest rate                  362            457 
swaps 
 
                                                            ----------     ---------- 
 
Total comprehensive income for the year, net of tax             36,760         93,167 
 
                                                            ----------     ---------- 
 
Basic and diluted earnings per share                              4.6p          11.6p 
 
All of the profit and total comprehensive income for the year is attributable 
to the owners of the Group. 
 
All items in the above statement derive from continuing operations. 
 
 
F&C Commercial Property Trust Limited 
Consolidated Balance Sheet (audited) 
 
                                                                As at           As at 
                                                          31 December     31 December 
                                                                 2018            2017 
                                                                GBP'000           GBP'000 
 
Non-current assets 
 
Investment properties                                       1,384,856       1,398,894 
 
Trade and other receivables                                    19,344          20,734 
 
 Interest rate swap                                               102               - 
 
                                                         ------------    ------------ 
 
                                                            1,404,302       1,419,628 
 
                                                         ------------    ------------ 
 
Current assets 
 
Investment properties held for sale                            23,562               - 
 
Trade and other receivables                                     6,630           3,288 
 
Cash and cash equivalents                                      10,127          35,156 
 
                                                         ------------    ------------ 
 
                                                               40,319          38,444 
 
                                                         ------------    ------------ 
 
Total assets                                                1,444,621       1,458,072 
 
                                                         ------------    ------------ 
 
Current liabilities 
 
Trade and other payables                                     (16,282)        (18,936) 
Taxation payable                                              (1,029)           (739) 
 
                                                         ------------    ------------ 
 
                                                             (17,311)        (19,675) 
 
Non-current liabilities 
 
Trade and other payables                                      (1,847)         (1,812) 
 
Interest-bearing loans                                      (308,015)       (307,675) 
 
Interest rate swaps                                                 -           (260) 
 
                                                         ------------    ------------ 
 
                                                            (309,862)       (309,747) 
 
                                                         ------------    ------------ 
 
Total liabilities                                           (327,173)       (329,422) 
 
                                                         ------------    ------------ 
 
Net assets                                                  1,117,448       1,128,650 
 
                                                         ------------    ------------ 
 
Represented by: 
 
Share capital                                                   7,994           7,994 
 
Special reserve                                               589,593         589,593 
 
Capital reserve - investments sold                              1,708           7,063 
 
Capital reserve - investments held                            410,237         408,440 
 
Hedging reserve                                                   102           (260) 
 
Revenue reserve                                               107,814         115,820 
 
                                                         ------------    ------------ 
 
Equity shareholders' funds                                  1,117,448       1,128,650 
 
                                                         ------------    ------------ 
 
Net asset value per share                                      139.8p          141.2p 
 
 
 
F&C Commercial Property Trust Limited 
Consolidated Statement of Changes in Equity 
for the year ended 31 December 2018 (audited) 
 
                                                            Capital    Capital 
                                        Reverse           Reserve -  Reserve - 
                     Share    Share Acquisition Special Investments Investments Hedging  Revenue 
                   Capital  Premium     Reserve Reserve        Sold        Held Reserve  Reserve     Total 
                     GBP'000    GBP'000       GBP'000   GBP'000       GBP'000       GBP'000   GBP'000    GBP'000     GBP'000 
 
At 1 January 2018    7,994        -           - 589,593       7,063     408,440   (260)  115,820 1,128,650 
 
Total 
comprehensive 
income for the 
year 
 
Profit for the           -        -           -       -           -           -       -   36,398    36,398 
year 
 
Movement in fair 
value of interest        -        -           -       -           -           -     362        -       362 
rate swaps 
 
Transfer in 
respect of 
unrealised losses        -        -           -       -           -     (6,171)       -    6,171         - 
on investment 
properties 
 
Gains on sale of 
investment               -        -           -       -       2,613           -       -  (2,613)         - 
properties 
realised 
 
Transfer of prior 
years' 
revaluations to          -        -           -       -     (7,968)       7,968       -        -         - 
realised reserve 
 
Total 
comprehensive            -        -           -       -     (5,355)       1,797     362   39,956    36,760 
income for the 
year 
 
Transactions with 
owners of the 
Company recognised 
directly in equity 
 
Dividends paid           -        -           -       -           -           -       - (47,962)  (47,962) 
 
 
At 31 December       7,994        -           - 589,593       1,708     410,237     102  107,814 1,117,448 
2018 
 
 
 
Consolidated Statement of Changes in Equity 
for the year ended 31 December 2017 (audited) 
 
                                                              Capital    Capital 
                                          Reverse           Reserve -  Reserve - 
                      Share     Share Acquisition Special Investments Investments Hedging  Revenue 
                    Capital Premium GBP     Reserve Reserve        Sold        Held Reserve  Reserve     Total 
                      GBP'000      '000       GBP'000   GBP'000       GBP'000       GBP'000   GBP'000    GBP'000     GBP'000 
 
At 1 January 2017     7,994   127,612         831 461,150       7,068     355,586   (717)  123,921 1,083,445 
 
Total comprehensive 
income for the year 
 
Transfer to Special 
Reserve                   - (127,612)       (831) 128,443           -           -       -        -         - 
 
Profit for the year       -         -           -       -           -           -       -   92,710    92,710 
 
Movement in fair 
value of interest         -         -           -       -           -           -     457        -       457 
rate swaps 
 
Transfer in respect 
of unrealised gains 
on investment             -         -           -       -           -      52,854       - (52,854)         - 
properties 
 
Loss on sale of 
investment                -         -           -       -         (5)           -       -        5         - 
properties realised 
 
Total comprehensive 
income for the year       - (127,612)       (831) 128,443         (5)      52,854     457   39,861    93,167 
 
Transactions with 
owners of the 
Company recognised 
directly in equity 
 
Dividends paid            -         -           -       -           -           -       - (47,962)  (47,962) 
 
 
At 31 December 2017   7,994         -           - 589,593       7,063     408,440   (260)  115,820 1,128,650 
 
 
 
F&C Commercial Property Trust Limited 
Consolidated Statement of Cash Flows (audited) 
 
                                                             Year ended   Year ended 
                                                            31 December  31 December 
                                                                   2018         2017 
 
                                                                  GBP'000        GBP'000 
 
Cash flows from operating activities 
 
Profit for the year before taxation                              37,908       93,413 
 
Adjustments for: 
 
Finance costs                                                    10,912       10,932 
 
Interest receivable                                                 (6)         (72) 
 
Unrealised losses/(gains) on revaluation of investment 
properties                                                        6,171     (52,854) 
 
(Gains)/losses on sale of investment properties realised        (2,613)            5 
 
Increase in operating trade and other receivables               (2,054)      (3,204) 
 
(Decrease)/increase in operating trade and other payables       (2,317)          200 
 
                                                            -----------  ----------- 
 
Cash generated from operations                                   48,001       48,420 
 
                                                            -----------  ----------- 
 
Interest received                                                     6           72 
 
Interest and bank fees paid                                    (10,551)     (10,559) 
 
Tax paid                                                        (1,220)        (203) 
 
                                                            -----------  ----------- 
 
                                                               (11,765)     (10,690) 
 
                                                            -----------  ----------- 
 
Net cash inflow from operating activities                        36,236       37,730 
 
                                                            -----------  ----------- 
 
Cash flows from investing activities 
 
Purchase of investment properties                               (5,754)     (32,802) 
 
Sale of investment properties                                     5,100            - 
 
Capital expenditure                                            (12,649)      (6,831) 
 
                                                            -----------  ----------- 
 
Net cash outflow from investing activities                     (13,303)     (39,633) 
 
                                                            -----------  ----------- 
 
Cash flows from financing activities 
 
Dividends paid                                                 (47,962)     (47,962) 
 
Draw down of Barclays Loan revolving credit facility                  -       35,000 
Repayment of Barclays Loan revolving credit facility                  -     (35,000) 
 
                                                            -----------  ----------- 
 
Net cash outflow from financing activities                     (47,962)     (47,962) 
 
                                                            -----------  ----------- 
 
Net decrease in cash and cash equivalents                      (25,029)     (49,865) 
 
Opening cash and cash equivalents                                35,156       85,021 
 
                                                            -----------  ----------- 
 
Closing cash and cash equivalents                                10,127       35,156 
 
                                                            -----------  ----------- 
 
F&C Commercial Property Trust Limited 
 
Principal Risks and Future Prospects 
 
Each year the Board carries out a comprehensive, robust assessment of the 
principal risks and uncertainties that could threaten the Company's success. 
The consequences for its business model, liquidity, future prospects and 
viability form an integral part of this assessment. 
 
The Board applies the principles detailed in the internal control guidance 
issued by the Financial Reporting Council, and has established an ongoing 
process designed to meet the particular needs of the Company in managing the 
risks and uncertainties to which it is exposed. 
 
Principal risks and uncertainties faced by the Company are described below and 
in note 2, which provides detailed explanations of the risks associated with 
the Company's financial instruments. 
 
*        Market - the Company's assets comprise direct investments in UK 
commercial property and it is therefore exposed to movements and changes in 
that market. 
 
*        Investment and strategic - poor investment decisions and incorrect 
strategy, including sector and geographic allocations, use of gearing, 
inadequate asset management activity and tenant defaults could lead to poor 
returns for shareholders. 
 
*        Regulatory - breach of regulatory rules could lead to suspension of 
the Company's London Stock Exchange listing, financial penalties or a qualified 
audit report. 
 
*        Environmental - inadequate attendance to environmental factors by the 
Managers, including those of a regulatory and market nature and particularly 
those relating to energy performance, health and safety, flood risk and 
environmental liabilities, leading to the reputational damage of the Company, 
reduced liquidity in the portfolio, and/or negative asset value impacts. 
 
*        Tax structuring and compliance - the Company should ensure compliance 
with relevant tax rules and thresholds at all time. Changes to tax legislation 
could have an adverse financial impact. 
 
*        Operational - failure of the Managers' accounting systems or 
disruption to its business, or that of other third party service providers, 
could lead to an inability to provide accurate reporting and monitoring, 
leading to a loss of shareholders' confidence. 
 
*        Financial - inadequate controls by the Managers or other third party 
service providers could lead to misappropriation of assets. Inappropriate 
accounting policies or failure to comply with accounting standards could lead 
to a qualified audit report, misreporting or breaches of regulations. Breaching 
Guernsey solvency test requirements or loan covenants could lead to a loss of 
shareholders' confidence and financial loss for shareholders. 
 
The Board seeks to mitigate and manage these risks through continual review, 
policy-setting and enforcement of contractual obligations. It also regularly 
monitors the investment environment and the management of the Company's 
property portfolio. The Managers seek to mitigate these risks through active 
asset management initiatives and carrying out due diligence work on potential 
tenants before entering into any new lease agreements. All of the properties in 
the portfolio are insured. 
 
The principal risks encountered during the year, how they are mitigated and 
actions taken to address these are set out in the table below. 
 
Principal Risk              Mitigation                   Actions taken in the year 
 
Valuers have difficulty in  Professional external        Transactional volumes in 
valuing the property assets valuers are appointed to     2018 were at very healthy 
due to lack of market       value the portfolio on a     levels, although we have 
evidence or market          quarterly basis. There is    seen volumes fall in the 
uncertainty. Error in the   regular liaison with the     first quarter of 2019. 
calculation/ application of valuers regarding all        Nevertheless, there has 
the Company Net Asset Value elements of the portfolio.   been sufficient 
('NAV') leads to a material There is attendance by one   transactions to date with 
misstatement.               or more Directors at the     trades in all sectors in 
                            valuation meetings and the   which the Company invests 
                            Auditors attend the year end which provide evidence for 
                            valuation meeting.           our valuations. This level 
                                                         of trading has continued 
Unchanged in the year under                              despite the political 
review                                                   uncertainty of recent 
                                                         months. 
 
 
Unfavourable markets, poor  The underlying investment    The Board review the 
stock selection,            strategy, performance,       Manager's performance at 
inappropriate asset         gearing and income forecasts quarterly Board Meetings 
allocation and              are reviewed with the        against key performance 
under-performance against   Investment Manager at each   indicators and is satisfied 
benchmark and/or peer       Board Meeting. The Company's that the Manager's 
group. This risk may be     portfolio is well            long-term performance is in 
exacerbated by gearing      diversified and of a high    line with expectations. 
levels. There is increased  quality. Gearing is kept at 
volatility at the present   modest levels. 
time given the 
uncertainties surrounding 
Brexit. 
 
 
Risk increased in the year 
under review 
 
Non-resident landlords will The Company has announced    The changes in taxation 
be taxable under the UK     plans to adopt UK REIT       were formalised in the UK 
corporation tax regime from status subject to            Chancellor's Budget in 
April 2020. This change     shareholder approval. Under  November 2017. An 
could have a material       current tax legislation, the extraordinary general 
impact on the Company's tax principal tax advantage for  meeting is scheduled for 30 
affairs. Additionally, new  the Company in doing this is May 2019 at which 
capital gains tax rules     that the Group's net rental  shareholders will vote on 
were implemented in April   income derived from its      the Company adopting UK 
2019 which will also impact property rental business     REIT status. 
the Company moving forward. would be exempt from UK 
                            taxation. The same treatment 
                            would apply to capital gains 
Risk increased in the year  arising on the disposal of 
under review                relevant rental properties. 
 
The retail market has       The Manager provides regular The portfolio has been 
witnessed a number of       information on the expected  impacted by a number of 
company voluntary           level of rental income that  CVA's and administrations 
arrangements, profit        will be generated from the   at its retail parks. There 
warning announcements and   underlying properties. The   is a short-term impact on 
administrations in recent   Portfolio is well            retail income and the 
months. There is an         diversified by geography and valuation of these assets. 
increased risk of tenant    sector and the exposure to   The Manager has business 
defaults in this sector     individual tenants is        plans in place to asset 
which could put the level   monitored and managed to     manage these events. 
of dividend cover at risk.  ensure there is no over 
                            exposure. 
 
Risk increased in the year 
under review 
 
Viability Assessment and Statement 
 
The Board conducted this review over a five year time horizon, a period thought 
to be appropriate for a Company investing in commercial property with a 
long-term investment outlook; with primary borrowings secured for a further six 
years and a property portfolio with an average unexpired lease length of 7.1 
years. The assessment has been undertaken, taking into account the principal 
risks and uncertainties faced by the Group which could threaten its objective, 
strategy, future performance, liquidity and solvency. 
 
The major risks identified as relevant to the viability assessment were those 
relating to a downturn in the UK commercial property market and its resultant 
effect on the valuation of the investment property portfolio, the level of 
rental income being received and the effect that this would have on cash 
resources and financial covenants. The Board took into account the illiquid 
nature of the Company's property portfolio, the existence of the long-term 
borrowing facility, the effects of any significant future falls in investment 
property values and property income receipts on the ability to repay and 
re-negotiate borrowings, maintain dividend payments and retain investors. These 
matters were assessed over a period to March 2024, and the Directors will 
continue to assess viability over five year rolling periods, taking account of 
foreseeable severe but plausible scenarios. 
 
In the ordinary course of business, the Board reviews a detailed financial 
model on a quarterly basis, incorporating market consensus forecast returns, 
projected out to the maturity of its principal loan of GBP260 million which is 
due to mature in 2024 and coincides with the next continuation vote. This model 
uses prudent assumptions and factors in any potential capital commitments. For 
the purpose of assessing the viability of the Group, the model has been 
adjusted to look at the next five years and is stress tested with projected 
returns comparable to the commercial property market crash experienced between 
2007 and 2009. The model projects a worst case scenario of an equivalent fall 
in capital and income values over the next two years, followed by three years 
of zero growth. The model demonstrated that even under these extreme 
circumstances the Company remains viable. 
 
Based on their assessment, and in the context of the Group's business model, 
strategy and operational arrangements set out above, the Directors have a 
reasonable expectation that the Group will be able to continue in operation and 
meet its liabilities as they fall due over the five year period to March 2024. 
 
F&C Commercial Property Trust Limited 
 
Going Concern 
 
In assessing the going concern basis of accounting the Directors have had 
regard to the guidance issued by the Financial Reporting Council. They have 
reviewed detailed cash flow, income and expense projections in order to assess 
the Company's ability to pay its operational expenses, bank interest and 
dividends. The Directors have examined significant areas of possible financial 
risk including cash and cash requirements and the debt covenants, in particular 
those relating to loan to value and interest cover. They have not identified 
any material uncertainties which cast significant doubt on the ability to 
continue as a going concern for the foreseeable future, which is considered for 
a period of not less than 12 months from the date of the approval of the 
financial statements. The Board believes it is appropriate to adopt the going 
concern basis in preparing the financial statements. 
 
Statement of Directors' Responsibilities in Respect of the Annual Report and 
Accounts 
 
In accordance with Chapter 4 of the Disclosure and Transparency Rules, we 
confirm that to the best of our knowledge: 
 
  * The financial statements contained within the Annual Report and Accounts 
    for the year ended 31 December 2018, of which this statement of results is 
    an extract, have been prepared in accordance with applicable International 
    Financial Reporting Standards as adopted by the EU, on a going concern 
    basis, and give a true and fair view of the assets, liabilities, financial 
    position and profit or loss of the Group and the undertakings included in 
    the consolidation taken as a whole and comply with The Companies (Guernsey) 
    Law, 2008; and 
 
  * The Chairman's Statement and Managers' Review include a fair review of the 
    development and performance of the business and the position of the Group 
    and the undertakings included in the consolidation taken as a whole, 
    together with a description of the principal risks and uncertainties that 
    they face; and 
 
  * The consolidated financial statements include details of related party 
    transactions; and 
 
In the opinion of the Directors: 
 
  * The Annual Report and financial statements, taken as a whole, are fair, 
    balanced and understandable and provide the information necessary for 
    shareholders to assess the Group's position and performance, business model 
    and strategy. 
 
On behalf of the Board 
Chris Russell 
Director 
 
 
F&C Commercial Property Trust Limited 
Notes to the audited Consolidated Financial Statements 
for the year ended 31 December 2018 
 
1.         The Board has declared a twelfth, and last, interim dividend for the 
year of 0.50p per share to be paid on 30 April 2019 to shareholders on the 
register on 12 April 2019. 
 
It is the Directors' intention that the Company will continue to pay dividends 
monthly. 
 
2.         Financial Instruments and investment properties 
 
The Company's investment objective is to provide ordinary shareholders with an 
attractive level of income together with the potential for capital and income 
growth from investing in a diversified UK commercial property portfolio. 
 
Consistent with that objective, the Group holds UK commercial property 
investments. In addition, the Group's financial instruments during the year 
comprised interest-bearing bank loans, cash and receivables and payables that 
arise directly from its operations. The Group does not have exposure to any 
derivative instruments other than the interest rate swap entered into to hedge 
the interest paid on the Barclays interest-bearing bank loan. 
 
The Group is exposed to various types of risk that are associated with 
financial instruments. The most important types are credit risk, liquidity 
risk, interest rate risk and market price risk. There is no foreign currency 
risk as all assets and liabilities of the Group are maintained in pounds 
sterling. 
 
The Board reviews and agrees policies for managing the Group's risk exposure. 
These policies are summarised below and have remained unchanged for the year 
under review. These disclosures include, where appropriate, consideration of 
the Group's investment properties which, whilst not constituting financial 
instruments as defined by IFRS, are considered by the Board to be integral to 
the Group's overall risk exposure. 
 
Credit risk 
 
Credit risk is the risk that an issuer or counterparty will be unable or 
unwilling to meet a commitment that it has entered into with the Group. 
 
In the event of default by an occupational tenant, the Group will suffer a 
rental shortfall and incur additional costs, including legal expenses, in 
maintaining, insuring and re-letting the property. The Board receives regular 
reports on concentrations of risk and any tenants in arrears. The Managers 
monitor such reports in order to anticipate, and minimise the impact of, 
defaults by occupational tenants. 
 
All of the Group's cash is placed with financial institutions with a long-term 
credit rating of A or better. Bankruptcy or insolvency of such financial 
institutions may cause the Group's ability to access cash placed on deposit to 
be delayed or limited. Should the credit quality or the financial position of 
the banks currently employed significantly deteriorate, cash holdings would be 
moved to another bank. 
 
Liquidity risk 
 
Liquidity risk is the risk that the Group will encounter in realising assets or 
otherwise raising funds to meet financial commitments. The Group's investments 
comprise UK commercial property. Property and property-related assets in which 
the Group invests are not traded in an organised public market and may be 
illiquid. As a result, the Group may not be able to liquidate quickly its 
investments in these properties at an amount close to their fair value in order 
to meet its liquidity requirements. 
 
The Group's liquidity risk is managed on an ongoing basis by the Managers and 
monitored on a quarterly basis by the Board. In order to mitigate liquidity 
risk, the Group aims to have sufficient cash balances (including the expected 
proceeds of any property sales) to meet its obligations for a period of at 
least twelve months. 
 
Interest rate risk 
 
Some of the Group's financial instruments are interest bearing. They are a mix 
of both fixed and variable rate instruments with differing maturities. As a 
consequence, the Group is exposed to interest rate risk due to fluctuations in 
the prevailing market rate. 
 
The Group's exposure to interest rate risk relates primarily to its long-term 
debt obligations. Interest rate risk on long-term debt obligations is managed 
by fixing the interest rate on such borrowings, either directly or through 
interest rate swaps for the same notional value and duration. Long-term debt 
obligations and the interest rate risk they confer to the Group is considered 
by the Board on a quarterly basis. Long term debt obligations consist of a GBP260 
million L&G loan on which the rate has been fixed at 3.32 per cent until the 
maturity date of 31 December 2024. The Group also has a GBP50 million 
interest-bearing bank loan with Barclays on which the rate has been fixed 
through an interest rate swap at 2.522 per cent per annum until the maturity 
date of 21 June 2021. The Group has agreed an additional revolving credit 
facility of GBP50 million with Barclays over the same period, which has not been 
drawn down as at 31 December 2018. The revolving credit facility pays an 
undrawn commitment fee of 0.60 per cent per annum. 
 
When the Group retains cash balances, they are ordinarily held on 
interest-bearing deposit accounts. The benchmark which determines the interest 
income received on interest bearing cash balances is the bank base rate of the 
Bank of England which was 0.75 per cent as at 31 December 2018 (2017: 0.50 per 
cent). The Company's policy is to hold cash in variable rate or short-term 
fixed rate bank accounts and not usually in fixed rate securities with a term 
greater than three months. 
 
Market price risk 
 
The Group's strategy for the management of market price risk is driven by the 
investment policy. The management of market price risk is part of the 
investment management process and is typical of commercial property investment. 
The portfolio is managed with an awareness of the effects of adverse valuation 
movements through detailed and continuing analysis, with an objective of 
maximising overall returns to shareholders. Investments in property and 
property-related assets are inherently difficult to value due to the individual 
nature of each property. As a result, valuations are subject to substantial 
uncertainty. There is no assurance that the estimates resulting from the 
valuation process will reflect the actual sales price even where such sales 
occur shortly after the valuation date. Such risk is minimised through the 
appointment of external property valuers. 
 
3.         There were 799,366,108 Ordinary Shares in issue at 31 December 2018 
(2017: 799,366,108). 
 
At 31 December 2018, the Company did not hold any Ordinary Shares in treasury 
(2017: nil). 
 
4.         The basic and diluted earnings per Ordinary Share are based on the 
profit for the year of GBP36,398,000 (2017: GBP92,710,000) and on 799,366,108 
(2017: 799,366,108) Ordinary Shares, being the weighted average number of 
shares in issue during the year. 
 
5.         The Company owns 100 per cent of the issued ordinary share capital 
of FCPT Holdings Limited, a company registered in Guernsey. The principal 
activity of FCPT Holdings Limited is to act as a holding company and it owns 
100 per cent of the ordinary share capital of F&C Commercial Property Holdings 
Limited, a company registered in Guernsey whose principal business is that of 
an investment and property company, and 100 per cent of the ordinary share 
capital of Winchester Burma Limited, a company registered in Guernsey whose 
principal business is that of an investment and property company. 
 
The Company owns 100 per cent of the issued ordinary share capital of SCP 
Estate Holdings Limited, a company registered in Guernsey. The principal 
activity of SCP Estate Holdings Limited is to act as a holding company and it 
owns 100 per cent of the ordinary share capital of SCP Estate Limited, a 
company registered in Guernsey whose principal business is that of an 
investment and property company, and 100 per cent of the ordinary share capital 
of Prime Four Limited, a company registered in Guernsey whose principal 
business is that of an investment and property company. 
 
The Company owns 100 per cent of the issued ordinary share capital of Leonardo 
Crawley Limited, a company registered in Guernsey whose principal business is 
that of an investment and property company. 
 
The results of the above entities are consolidated within the Group financial 
statements. 
 
6.         The Group had capital commitments totalling GBP3,600,000 as at 31 
December 2018 (2017: GBP6,800,000). These commitments related mainly to 
contracted development work at the Group's property at Nevis and Ness Houses, 
Edinburgh Park. 
 
7.         These are not full statutory accounts. The full audited accounts for 
the year to 31 December 2018 will be sent to shareholders and will be available 
for inspection at Trafalgar Court, Les Banques, St Peter Port, Guernsey GY1 
3QL, the registered office of the Company, and from the Company's website: 
fccpt.co.uk 
 
Alternative Performance Measures 
 
The Company uses the following Alternative Performance Measures ('APMs'). APMs 
do not have a standard meaning prescribed by GAAP and therefore may not be 
comparable to similar measures presented by other entities. 
 
Discount or Premium - the share price of an Investment Company is derived from 
buyers and sellers trading their shares on the stock market. This price is not 
identical to the NAV. If the share price is lower than the NAV per share, the 
shares are trading at a discount. This could indicate that there are more 
sellers than buyers. Shares trading at a price above the NAV per share, are 
said to be at a premium. 
 
Dividend Cover - The percentage by which Profits for the year (less Gains/ 
losses on investment properties) cover the dividend paid. 
 
A reconciliation of dividend cover is shown below: 
 
 
                                                                   2018        2017 
 
 
                                                                  GBP'000       GBP'000 
 
Profit for the year                                              36,398      92,710 
 
Add back:            Unrealised losses / (gains) on 
                     revaluation of investment                    6,171    (52,854) 
                     properties 
 
                     (Gains) / losses on sales of 
                     investment properties realised             (2,613)           5 
 
                     Other income                               (1,483)           - 
 
Profit before investment gains and losses               (a)      38,473      39,861 
 
Dividends                                               (b)      47,962      47,962 
 
Dividend Cover percentage (c= a/b)                      (c)        80.2        83.1 
 
 
Dividend Yield - The annualised dividend divided by the share price at the year 
end. 
 
Net Gearing - Borrowings less cash divided by total assets (less current 
liabilities and cash). 
 
Portfolio (Property) Capital Return - The change in property value during the 
period after taking account of property purchases and sales and capital 
expenditure, calculated on a quarterly time-weighted basis. The calculation is 
carried out by MSCI Inc. 
 
Portfolio (Property) Income Return - The income derived from a property during 
the period as a percentage of the property value, taking account of direct 
property expenditure, calculated on a quarterly time-weighted basis. The 
calculation is carried out by MSCI Inc. 
 
Portfolio (Property) Total Return - Combining the Portfolio Capital Return and 
Portfolio Income Return over the period, calculated on a quarterly 
time-weighted basis. The calculation is carried out by MSCI Inc. 
 
Total Return - The theoretical return to shareholders calculated on a per share 
basis by adding dividends paid in the period to the increase or decrease in the 
Share Price or NAV. The dividends are assumed to have been reinvested in the 
form of Ordinary Shares or Net Assets, respectively, on the date on which they 
were quoted ex-dividend. 
 
All enquiries to: 
 
The Company Secretary 
Northern Trust International Fund Administration (Guernsey) Limited 
Trafalgar Court 
Les Banques 
St. Peter Port 
Guernsey GY1 3QL 
Tel:      01481 745436 
Fax:     01481 745186 
 
Richard Kirby 
BMO REP  Asset Management plc 
Tel:      0207 016 3577 
 
Graeme Caton 
Winterflood Securities Limited 
Tel:      0203 100 0268 
 
 
 
END 
 

(END) Dow Jones Newswires

April 24, 2019 07:43 ET (11:43 GMT)

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