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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Hansteen Holdings Plc | LSE:HSTN | London | Ordinary Share | GB00B0PPFY88 | ORD 10P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 116.20 | 116.20 | 116.40 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
From Apr 2019 to Apr 2024
TIDMHSTN
RNS Number : 7018J
Hansteen Holdings plc
21 August 2019
21 August 2019
Hansteen Holdings PLC
("Hansteen" or the "Group" or the "Company")
HALF YEAR RESULTS
Hansteen (LSE: HSTN), the investor in urban multi-let industrial property, announces its half year results for the six months ended 30 June 2019. The results were achieved with a substantially smaller capital base and property portfolio than in the comparative period following the return of capital to shareholders in 2018.
Financial highlights
-- Six month total return to shareholders of 5.4% measured by EPRA NAV per share growth and dividends paid
-- IFRS profit of GBP19.3 million (H1 2018: GBP29.1 million) -- Normalised Income Profit (NIP) of GBP11.2 million (H1 2018: GBP13.5 million(1) ) -- Normalised Total Profit (NTP) of GBP12.7 million (H1 2018: GBP20.1 million(1) ) -- EPRA NAV per share of 104.4p (31 December 2018: 102.7p(1) ) -- IFRS NAV per share of 104.3p (31 December 2018: 103.3p) -- October interim dividend of 2.0p per share (October 2018: 2.4p per share)
Operational highlights
-- Property valuation increase of GBP8.5 million or 1.3%
-- 373 new leases and renewals at an average contracted rent of GBP4.62/ sq ft (31 December 2018: GBP4.03/ sq ft)
-- New leases and renewals 4.7% ahead of ERV at 31 December 2018 (H1 2018: 4.6%)
-- GBP19.5 million of sales at an average yield of 3.4% generating profits of GBP1.5 million over 31 December 2018 valuation
Post balance sheet events
-- Acquisition of seven assets for GBP4.1 million (including costs) reflecting a net initial yield of 9.0%.
Melvyn Egglenton, Chairman, commented: "In the six months to 30 June 2019 we produced growth in NAV per share, like-for-like property values, like-for-like rent roll, tone of rents and occupancy. In addition, we completed a small number of profitable sales and secured some good acquisitions. Our asset management team again performed strongly securing GBP7.2 million of contracted rent from 373 new leases and lease renewals at average rents that are 14.6% higher than the portfolio average at the start of the year."
Morgan Jones and Ian Watson, Joint Chief Executives, added: "Our yields are high, our occupancy is strong, and our rents are growing. We still think that the market undervalues the strength and reliability of the income our properties produce. Many of these properties have been owned by either Ashtenne or Hansteen for over 20 years and the returns produced by them on a long-term basis have outperformed most. Because of the continuing march in e-commerce and the consequent growth of occupational demand, we believe that the outperformance relative to the other property sectors will continue."
Presentation for Analysts
A presentation to analysts (with dial in facilities and webex) will take place today at 09:30 at Tavistock, 1 Cornhill, London EC3V 3ND.
Dial in details are as follows:
Direct DDI (s) for Participant Connection: UK Toll: +44 333 300 0804; UK Toll-Free: 08003589473
Participant Pin Code: 88511009#
Webex details are as follows:
Audience URL: https://arkadin-event.webex.com/arkadin-event/onstage/g.php?MTID=e619b0f6a6cf99d3ef56b8f54206c17e8
Audience Password: 301292864
For further details, please email Jeremy Carey at jeremy.carey@tavistock.co.uk or Charlotte Dale at charlotte.dale@tavistock.co.uk
For more information:
Hot Features
Premium
Ian Watson/Morgan Jones Jeremy Carey/Charlotte Dale
Hansteen Holdings PLC Tavistock
Tel: 0207 408 7000 Tel: 0207 920 3150
Email: jeremy.carey@tavistock.co.uk
1 Important Explanatory Notes about Alternative Performance Measures used in this Report:
The Group uses a number of Alternative Performance Measures ("APMs") which are not defined or specified within IFRS. The Directors use these measures in order to assess the underlying operational performance of the Group and allow greater comparability between periods but do not consider them to be a substitute for or superior to IFRS measures. Key APMs used are Normalised Income Profit ("NIP"), Normalised Total Profit ("NTP") and measures defined by EPRA.
NIP and NTP are adjusted measures intended to show the underlying earnings of the Group before fair value movements and other non-recurring or otherwise non-cash items. Fair value movements include those in relation to investment property, financial assets and financial liabilities. Non-recurring or otherwise non-cash items include foreign exchange gains or losses and the Founder LTIP charge. A reconciliation of NIP and NTP to the Profit for the period prepared in accordance with IFRS is set out in note 10. A reconciliation of EPRA measures is included within note 11. A calculation of net debt and the net debt to value ratio is shown in the Chairman's interim statement.
Chairman's interim statement
In the six months to 30 June 2019 we produced growth in NAV per share, like-for-like property values, like-for-like rent roll, tone of rents and occupancy. In addition, we completed a small number of profitable sales and secured some good acquisitions. Our asset management team again performed strongly securing GBP7.2 million of contracted rent from 373 new leases and lease renewals at average rents that are 14.6% higher than the portfolio average at the start of the year.
During 2017 and 2018, our strategy was to realise the value growth across the portfolio, particularly continental Europe. In that period we sold GBP1.5 billion of property and returned more than GBP720 million to shareholders. In the Annual Report and Accounts for 2018 we set out a change to this strategy to one of maintaining and working our UK portfolio. This decision reflected the continued demand for industrial and logistic space despite an uncertain political and economic background and our wish to retain our asset management platform that we believe to be fundamental to our continued out-performance.
Results
We are pleased to report strong profits for H1 2019.
Normalised Income Profit (NIP) which measures repeatable earnings was GBP11.2 million. Normalised Total Profit (NTP) which adds realised returns such as profit on sale of properties was GBP12.7 million and IFRS profit after tax which include all of the above plus unrealised valuation changes was GBP19.3 million. The substantially smaller capital base and property portfolio in H1 2019 compared with H1 2018 explains the reduction in profits from the comparative period. The H1 2018 NIP was GBP13.5 million, NTP was GBP20.1 million and IFRS profit after tax was GBP29.1 million.
On a per share basis, NIP was 2.6p which when annualised represents a 5.1% income return on the opening EPRA NAV of 102.7p. On the same basis using NTP per share and IFRS earnings per share, the returns are 5.8% and 8.8% respectively. With the recent share price discount to EPRA NAV, each of these returns is enhanced for investors buying shares in the current market.
The high-income returns demonstrate not only the benefit of investing in the industrial sector but also the success of our team in reducing voids, achieving income growth and reducing overhead costs.
The table below sets out the calculation and results for NIP and NTP.
H1 2019 H1 2018
GBPm GBPm
-------------------------------- -------- --------
Property rental income 24.0 26.2
Direct operating expenses (3.1) (1.8)
Administrative expenses (6.0) (7.0)
Net interest payable (3.7) (3.9)
-------------------------------- -------- --------
Normalised Income Profit (NIP) 11.2 13.5
Profit on sale of properties 1.5 6.4
Loss on trading properties (0.1) -
Other operating income 0.1 0.2
-------------------------------- -------- --------
Normalised Total Profit (NTP) 12.7 20.1
-------------------------------- -------- --------
Basic IFRS EPS was 4.5p (H1 2018: 7.1p) and EPRA EPS was 2.5p (H1 2018: -0.5p).
The Board regards EPRA NAV per share plus dividends and other returns to shareholders as the best measure of value growth. The Group's EPRA NAV per share at 30 June 2019 was 104.4p after paying a dividend of 3.8p in the period. The EPRA NAV per share at 31 December 2018 was 102.7p which equates to a 5.4% total return to shareholders for the six months to 30 June 2019.
The Group uses a number of alternative performance measures which are not defined within IFRS. The Board use these measures in order to assess the underlying realised profits from the business and as such these measures should be considered alongside the IFRS measures. A reconciliation of NIP and NTP to the IFRS profit before tax is contained in note 10 to the condensed financial statements. Basic NAV per share is reconciled to EPRA NAV per share in note 11 to the condensed financial statements.
Dividend
As reported in the 2018 Annual Report and Accounts, the Board expects to continue with a prudent progressive dividend policy adjusted for the 25% reduction in capital base following the GBP144.5 million or 35p per share that was returned to shareholders in May 2018. The interim dividend in October 2018 was 2.4p per share which was equivalent to 1.8p per share when factoring in the return of capital. The Board is declaring an interim dividend of 2.0p per share, an increase of 11.1% on the adjusted October 2018 dividend.
The dividend will be paid as a Property Income Distribution (PID) on 25 October 2019. The associated record date is 27 September 2019 and the ex-dividend date is 26 September 2019.
Property portfolio
Despite the growing popularity of the industrial and logistics sector the yield from our portfolio remains high. The built portfolio has a yield of 7.6% on the passing rent (31 December 2018: 7.6%), 8.3% on the contracted rent (31 December 2018: 8.2%) and 9.2% on the valuer's ERV (31 December 2018: 9.2%). Including the 434.7 acres of undeveloped land, the total portfolio has a yield on the passing rent of 7.2% and a yield on the contracted rent of 7.7%. The summary analysis of the total portfolio, at 30 June 2019, is set out below:
Number Built Vacant Passing Contracted Value Yield Yield Yield
of area area rent rent (GBPm) on on on
properties (million (GBPm) (GBPm) passing contracted ERV
sq rent rent
ft)
UK 246 12.7 8.0% 43.9 47.7 578.9 7.6% 8.2% 9.2%
----------- --------- ------ ------- ---------- ------- -------- ----------- -----
Belgium &
France 8 0.7 11.8% 2.4 2.4 26.3 9.1% 9.1% 9.5%
------------ ----------- --------- ------ ------- ---------- ------- -------- ----------- -----
Total built
portfolio 254 13.4 8.2% 46.3 50.1 605.2 7.6% 8.3% 9.2%
============ =========== ========= ====== ======= ========== ======= ======== =========== =====
Once again, our asset management team performed strongly in the first six months of the year securing 373 new lettings and renewals at rent levels which were 4.7% higher than the ERV at 31 December 2018. Such positive leasing activity is testament to the relationships that our asset managers hold with our tenants and highlights their ability to find and secure new occupiers when a unit is vacant. The average rent achieved on these new lettings and renewals increased by 14.6% to GBP4.62/ sq ft compared with the average contracted rent of GBP4.03/ let sq ft at 31 December 2018. Like-for-like net occupancy has improved by 88,694 sq ft with like-for-like contracted rent increasing by GBP0.57 million.
Property valuation, disposals and acquisitions
The like-for-like value of the total portfolio (after disposals) has increased by GBP8.5 million or 1.3% since 31 December 2018. The UK portfolio increased by GBP9.7 million or 1.6% and the value of the Belgium and France portfolio decreased by GBP1.2 million or 4.3%. Despite the overall valuation increase, the growth in rents means the built portfolio retained a high yield of 7.6% on the passing rent and 8.3% on the contracted rent.
We have focused on realising returns from our remaining Continental European properties and our undeveloped land. In July we agreed in principle to sell our remaining property in France to the tenant and expect completion to take place before the end of this year. In relation to the land we have profitably sold 21.4 acres so far this year and have a further 17 acres under contract for sale, subject to planning permission.
In total, we completed eight opportunistic sales totalling GBP19.5 million at an average yield of just 3.4% which have generated profits of GBP1.5 million above the 31 December 2018 valuation. Most of these sales were negotiated before the last year-end and completed in the first quarter of 2019.
Competition for UK multi-let industrial properties remains high but there has been a marked decrease in the amount of available stock as investors weigh up the current political and economic uncertainty. In June we completed the purchase of three assets for GBP3.4 million and purchased another asset in July for GBP2.1 million. In August we have completed the purchase of a further seven assets for GBP4.1 million. In aggregate, these 2019 purchases are at a 9.0% yield. The purchases are small in scale but their small average unit sizes, large number of tenants and short lease lengths fit our existing portfolio very well.
Gearing
Borrowings of the Group are at historically low costs and at modest loan-to-values. We have a single revolving facility for the UK and France and a separate loan in Belgium.
At 30 June 2019, net debt was GBP209.6 million (31 December 2018: GBP193.9 million) and the net debt to value ratio was 32.3% (31 December 2018: 29.7%). The table below sets out the calculation of net debt and the net debt to value ratio:
30 June 31 Dec
2019 2018
GBPm GBPm
---------------------------------------------------------------------- ------------------- ------------------
Lease liabilities - Belgium finance lease 2.2 2.2
Lease liabilities - Other leases 2.8 3.2
Bank borrowings 233.2 245.5
Capitalised bank loan fees (1.4) (1.9)
Cash and cash equivalents (27.2) (55.1)
---------------------------------------------------------------------- ------------------- ------------------
Net debt 209.6 193.9
Carrying value of investment and trading properties externally valued 646.9 650.0
Carrying value of head leases 2.1 2.2
---------------------------------------------------------------------- ------------------- ------------------
Total carrying value of investment and trading properties 649.0 652.2
---------------------------------------------------------------------- ------------------- ------------------
Net debt to value ratio 32.3% 29.7%
---------------------------------------------------------------------- ------------------- ------------------
As at 30 June 2019, the Group had total bank facilities of GBP333.2 million (31 December 2018: GBP333.5 million), of which GBP233.2 million were drawn (31 December 2018: GBP245.5 million). Borrowings are in the same currency as the assets against which they are secured. Cash resources were GBP27.2 million (31 December 2018: GBP55.1 million). The weighted average debt maturity, at 30 June 2019, was 2.1 years and the weighted average maturity of hedging was 2.1 years.
In addition to the bank loan facilities, the Group has a GBP2.2 million finance lease in place to fund a property in Belgium. As at 30 June 2019, the lease had an unexpired term of 3.5 years and an interest rate implicit in the lease of 1.7%.
In total at 30 June 2019, the Group had borrowings including obligations under finance leases, of GBP235.4 million (31 December 2018: GBP247.7 million) of which GBP150.0 million was swapped at an average rate of 0.53% and GBP50.0 million was capped at an average rate of 0.75%. The average all-in borrowing rate for the Group, at 30 June 2019, was 3.1% (31 December 2018: 3.1%).
Outlook
Urban multi-let industrial property is in strong demand from both occupiers and investors. The growth in e-commerce has boosted occupational demand with last mile delivery and goods returns accounting for some of this additional demand. However smaller multi-let units benefit differently to the big box logistic units but all of them generate increased demand for industrial warehousing over other forms of real estate. We have recently analysed a sample of our tenants to better understand the impact of the internet on their businesses.
Our survey found that:
-- 91.4% of tenants surveyed market their products online. -- 30.5% of the tenants not only market online but take purchase orders on line.
-- 27.1% of tenants in our industrial units would have operated in different property types (retail, office or leisure) prior to development of the internet.
The traditional occupiers in our sector continue to trade as strong as ever and some of them have grown faster as a result of incorporating the internet in their business models. However, some businesses which would have occupied other types of property can now beneficially operate from our type of units. Something common to many of our occupiers is that businesses which used to only trade 'business to business' are now able to deal directly with the end consumer enabling them to both grow and improve their margins.
The spread of uses in our type of properties are broader than they have ever been encompassing manufacturing, storage and delivery, retail, office, leisure and those tenants that do not fall within any particular use class, ranging from churches to micro- breweries. That incredible numerical, geographical and sectorial diversity gives our rent roll the solidity and resilience we have enjoyed for more than 20 years.
Our yields are high, our occupancy is strong, and our rents are growing. We think that the market under values the strength and reliability of the income our properties produce. Many of these properties have been owned by either Ashtenne or Hansteen for over 20 years and the returns produced by them on a long-term basis have outperformed most. Because of the continuing march in e-commerce and the consequent growth of occupational demand we believe that the out- performance relative to the other property sectors will continue.
Melvyn Egglenton
Chairman
20 August 2019
Principal risks and uncertainties
Risk management is an important part of the Group's system of internal controls. Senior management and the Board regularly consider the significant risks which it believes are facing the Group, identify and monitor appropriate controls and, if necessary, instigate action to improve those controls. There will always be some risk when undertaking property investments but the control process is aimed at mitigating and minimising these risks where possible.
The Board continues to monitor the developments in the Brexit negotiations with a view to assessing the potential impact on the business. The uncertain outcome of the negotiations makes it difficult to assess the potential impact on the business, but the Board considers that the principal risks set out below deal with the potential consequences that might result from the failure to agree satisfactory terms with the EU such as tenant failure, recession and reduced profitability and lack of availability of capital.
The key risks identified by the Board for the remaining six months of the year, the steps taken to mitigate them and additional commentary is as follows:
Principal Cause Impact Probability Risk Management
Risk
-------------------------- -------------------------- ------------------ ------------------ ---------------------------
Over reliance High dependence High Medium The Board believes such
on key on Joint risk
executives. Chief Executives. is to some extent
mitigated
through the appointment
and
support of high calibre
employees
and professional advisors.
All such appointments are
approved
by a member of the Board
and
performance is monitored
regularly.
Tenant Over reliance High Low Whilst there is
failure. on income always a risk
from one that recession
Recession particular or new
and reduced type of tenant legislation
profitability. exposing may affect
the Group specific
to industry industry
specific types, the
periods of Board is
recession. satisfied
that Hansteen's
exposure is
mitigated by
operating with
an extremely
diverse tenant
base without
reliance on any
particular
tenants or
industries.
Vacancy rates,
arrears and
bad debts are
monitored on
a regional
basis with
trends
investigated to
determine any
systematic
problems with a
portfolio or
type of tenant.
Lack of Banks under High Medium The Board
availability internal acknowledge
of capital. pressure that
to improve there may be
liquidity. occasions when
banks are under
Banks internal
considering pressures
unutilised which may
loans too conflict with
expensive. existing
financing
arrangements
and
it may prove
more difficult
to secure the
more
challenging
properties.
Detailed due
diligence
is carried out
prior to the
purchase of
each property.
Regular
meetings are
held with
a portfolio of
banks to keep
them fully
appraised of
commercial
opportunities
and alert to
any potential
issues early
on. Hansteen
also considers
alternative
sources of
finance
to develop its
strategy and
reduce
exposure.
Information Failure to High Medium The Board
and cyber protect believes this
security information risk
breaches and to be mitigated
resulting information to some extent
in data systems from by the Group
leakage, unauthorised outsourcing
financial access, much
loss, misuse, of its
reputational disruption, day-to-day
damage or modification processing
business or to reputable
disruption. destruction. third party
organisations.
Due diligence
designed to
assess
the integrity
of third party
processes and
systems is
undertaken
by management
as part of the
tendering and
appointment
process
and is
maintained on
an on-going
basis.
Internally, the
Group
has developed
policies and
procedures
designed to
mitigate
information and
cyber security
risk as far as
possible, these
include: the
secure
encryption
of all payroll
and personal
data, rigorous
use of
passwords
and firewall
defences,
externally
facilitated
staff training
programmes,
bulletins to
raise
risk awareness
and encourage
good practice,
development
of secure
mobile working
policies,
incident
response and
disaster
recovery
procedures and
the
establishment
of anti-malware
defences.
Poor return Over paying High Low Supply and
on investment for an demand is
and acquisition. reviewed
deterioration continuously
in operating Prices driven through direct
results. up by information
increased from Hansteen's
competition. network of
managing agents
Reduced number and managers.
of investment Experienced
opportunities. members
of management
review each
acquisition
and due
diligence is
carried
out by external
parties. The
Board is
required to
approve
all
acquisitions
and disposals
over a
prescribed
amount.
Banking Financial Medium Medium The Board
counterparty difficulties believes such
disruption. at risks
Lack of institutions are reduced by
liquidity. holding adherence to
significant a Cash and
deposits. Liquidity
Management
Policy that
sets out how
funds
can be
invested. Cash
balances
and borrowings
are maintained
with a
portfolio of
considered
counterparties.
The Group
Treasurer
reviews the
cash balances
on
a daily basis,
and where
possible,
surplus cash is
put on interest
bearing
deposit.
Responsibility statement
We confirm to the best of our knowledge:
(a) The condensed set of financial statements has been prepared in accordance with IAS 34 'Interim Financial Reporting';
(b) The interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and
(c) The interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein).
On behalf of the Board
Ian Watson Morgan Jones Joint Chief Executive Joint Chief Executive
20 August 2019
Copies of this announcement are available on the Company's website at www.hansteen.co.uk and can be requested from the Company's registered office at 1st Floor Pegasus House, 37-43 Sackville Street, London, W1S 3DL
Consolidated income statement
for the six months ended 30 June 2019
Six months Six months
ended ended
30 June 30 June
2019 2018
GBPm GBPm
Note Unaudited Unaudited
------------------------------------------------- ------ ---------- ----------
Continuing operations
------------------------------------------------- ------ ---------- ----------
Gross revenue 5 26.5 28.5
Revenue 5 24.0 26.2
Cost of sales (3.2) (1.9)
------------------------------------------------- ------ ---------- ----------
Gross profit 20.8 24.3
Other operating income 0.1 0.2
Administrative expenses (6.3) (22.1)
Gains on investment properties 10.0 30.5
Operating profit 24.6 32.9
Finance income 7 0.4 0.8
Finance costs 7 (5.9) (4.4)
Profit before tax 19.1 29.3
Tax credit/(charge) 8 0.2 (0.1)
------------------------------------------------- ------ ---------- ----------
Profit for the period from continuing operations 19.3 29.2
Loss for the period from discontinued operations
net of tax - (0.1)
------------------------------------------------- ------ ---------- ----------
Profit for the period 19.3 29.1
------------------------------------------------- ------ ---------- ----------
Earnings per share
Basic 11 4.5p 7.1p
Diluted 11 4.4p 6.7p
------------------------------------------------- ------ ---------- ----------
Consolidated statement of comprehensive income
for the six months ended 30 June 2019
Six months Six months
ended ended
30 June 30 June
2019 2018
GBPm GBPm
Unaudited Unaudited
------------------------------------------ ---------- ----------
Profit for the period 19.3 29.1
Total comprehensive income for the period 19.3 29.1
------------------------------------------ ---------- ----------
All components of other comprehensive income will be recycled through the income statement.
Consolidated balance sheet
As at 30 June 2019
30 June 31 December
2019 2018
GBPm GBPm
Note Unaudited Audited
------------------------------------ ------ ---------- -----------
Non-current assets
Property, plant and equipment 0.7 0.9
Investment properties 12 638.2 629.2
Derivative financial instruments 0.9 2.7
------------------------------------ ------ ---------- -----------
639.8 632.8
Current assets
Investment properties held for sale 12 0.8 13.0
Trading properties 10.0 10.0
Trade and other receivables 28.7 45.2
Cash and cash equivalents 27.2 55.1
66.7 123.3
------------------------------------ ------ ---------- -----------
Total assets 706.5 756.1
------------------------------------ ------ ---------- -----------
Current liabilities
Trade and other payables (20.8) (31.6)
Current tax liabilities (1.7) (1.3)
Borrowings 13 (0.3) (0.3)
Lease liabilities (0.8) (0.8)
(23.6) (34.0)
Non-current liabilities
Borrowings 13 (231.5) (243.3)
Lease liabilities (4.2) (4.6)
Deferred tax liabilities (3.8) (4.1)
------------------------------------ ------ ---------- -----------
(239.5) (252.0)
------------------------------------ ------ ---------- -----------
Total liabilities (263.1) (286.0)
------------------------------------ ------ ---------- -----------
Net assets 443.4 470.1
------------------------------------ ------ ---------- -----------
Equity
Share capital 14 42.7 41.3
Share premium 11.0 11.0
Other reserves (1.2) (1.3)
Translation reserve 5.0 5.0
Retained earnings 385.9 414.1
------------------------------------ ------ ---------- -----------
Total equity 443.4 470.1
------------------------------------ ------ ---------- -----------
Net asset value per share
IFRS net asset value per share 11 104.3p 103.3p
Diluted net asset value per share 11 103.7p 102.4p
EPRA net asset value per share 11 104.4p 102.7p
---------------------------------- ------ ------
Consolidated statement of changes in equity
for the six months ended 30 June 2019
Unaudited Capital
Share Share Other Translation redemption Retained
capital premium reserves reserve reserve earnings Total
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
------------------------------- -------- -------- ---------- ----------- ----------- --------- -------
Balance at 1 January 2018 41.3 114.5 (0.1) 4.8 41.3 355.7 557.5
Effect of change in accounting
policy - - - - - (0.2) (0.2)
------------------------------- -------- -------- ---------- ----------- ----------- --------- -------
As restated 41.3 114.5 (0.1) 4.8 41.3 355.5 557.3
Profit for the period - - - - - 29.1 29.1
Total comprehensive income
for the period - - - - - 29.1 29.1
Return of capital - (103.5) - - (41.3) 0.1 (144.7)
Dividends - - - - - (15.7) (15.7)
Share-based payments - - - - - 14.1 14.1
Share options exercised - - 0.9 - - (0.9) -
Own shares acquired - - (0.9) - - - (0.9)
Balance at 30 June 2018 41.3 11.0 (0.1) 4.8 - 382.2 439.2
Profit for the period - - - - - 32.3 32.3
Other comprehensive income
for the period - - - 0.2 - - 0.2
------------------------------- -------- -------- ---------- ----------- ----------- --------- -------
Total comprehensive income
for the period - - - 0.2 - 32.3 32.5
Dividends - - - - - (9.9) (9.9)
Share-based payments - - - - - 9.5 9.5
Own shares acquired - - (1.2) - - - (1.2)
Balance at 31 December
2018 41.3 11.0 (1.3) 5.0 - 414.1 470.1
Profit for the period - - - - - 19.3 19.3
Total comprehensive income
for the period - - - - - 19.3 19.3
Dividends - - - - - (16.1) (16.1)
Share-based payments - - - - - 0.5 0.5 Share options exercised - - 0.8 - - (0.8) - Founder LTIP awards settled - - 11.5 - - (31.1) (19.6) Shares issued 1.4 - - - - - 1.4 Own shares acquired - - (12.2) - - - (12.2) Balance at 30 June 2019 42.7 11.0 (1.2) 5.0 - 385.9 443.4 ------------------------------- -------- -------- ---------- ----------- ----------- --------- -------
Consolidated cash flow statement
for the six months ended 30 June 2019
Six months Six months
ended ended
30 June 30 June
2019 2018
GBPm GBPm
Note Unaudited Unaudited
---------------------------------------------------- ------ ---------- ----------
Net cash (outflow)/inflow from operating activities 15 (2.2) 2.3
Investing activities
Interest received 0.4 0.1
Additions to investment properties (5.6) (2.0)
Proceeds from sale of investment properties 38.6 162.3
Net cash generated by investing activities 33.4 160.4
---------------------------------------------------- ------ ---------- ----------
Financing activities
Dividends paid (16.1) (15.7)
Founder LTIP settlement (29.9) -
Repayments of obligations under finance leases (0.4) (0.1)
New bank loans raised (net of expenses) - 74.0
Bank loans repaid (net of expenses) (12.2) (107.3)
Own shares acquired (0.5) (0.9)
Return of capital - (144.7)
Net cash used in financing activities (59.1) (194.7)
---------------------------------------------------- ------ ---------- ----------
Net decrease in cash and cash equivalents (27.9) (32.0)
Cash and cash equivalents at beginning of period 55.1 71.2
Effect of foreign exchange rate changes - (0.7)
---------------------------------------------------- ------ ---------- ----------
Cash and cash equivalents at end of period 27.2 38.5
---------------------------------------------------- ------ ---------- ----------
Notes to the condensed set of financial statements for the six months ended 30 June 2019
1. General information
Hansteen Holdings PLC is a company which is incorporated in the United Kingdom under the Companies Act 2006. The address of the registered office is 1st Floor, Pegasus House, 37-43 Sackville Street, London, W1S 3DL.
The Group's principal activities are those of a property group investing mainly in industrial properties in Continental Europe and the United Kingdom.
The financial information contained in this interim report does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. The financial information for the year ended 31 December 2018 was derived from the statutory accounts for the year ended 31 December 2018, a copy of which has been delivered to the Registrar of Companies. The auditor's report on those accounts was unqualified, did not include a reference to any matters to which the auditor drew attention by way of emphasis of matter and did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.
As required by the Disclosure and Transparency Rules of the Financial Conduct Authority, the condensed financial statements have been prepared applying the accounting policies and presentation that were applied in the preparation of the Group's published annual financial statements for the period ended 31 December 2018 apart from a number of new standards and amendments to IFRSs that became effective for the financial year beginning on 1 January 2019. These new standards and amendments are listed below:
IFRIC 23 Uncertainty over Income Tax Treatments
IFRS 9 (amendments) Prepayment Features with Negative
compensation
IAS 28 (amendments) Long-term Interests in Associates
and Joint Ventures
Annual Improvements to IFRS Amendments to IFRS 3 Business
Standards 2015-2017 Cycle Combinations, IFRS 11 Joint Arrangements,
IAS 12 Income Taxes and IAS 23
Borrowing Costs
IAS 19 (amendments) Plan Amendment, Curtailment or
Settlement
IFRS 3 (amendments) Definition of Business
IAS 1 and IAS 8 (amendments) Definition of Material
IFRS 17 Insurance Contracts
IFRS 10 and IAS 28 (amendments) Sale of Contribution of Assets
between an Investor and its Associate
or Joint Venture
The adoption of these new standards and amendments to IFRSs did not materially impact the condensed set of financial statements for the six months ended 30 June 2019 and no retrospective adjustments were made to the prior year figures.
The Group's performance is not subject to seasonal fluctuations.
2. Basis of preparation
The annual financial statements of Hansteen Holdings PLC are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this interim report has been prepared in accordance with International Accounting Standard 34 'Interim Financial Reporting', as adopted by the European Union.
There have been no changes to the significant accounting policies set out in the latest financial statements of the Group in preparing the condensed set of financial statements.
The interim report was approved by the Board on 20 August 2019.
The principal exchange rates used to translate foreign currency denominated amounts are:
Balance sheet: GBP1 = EUR1.1176 (31 December 2018: GBP1 = EUR1.1308)
Income statement: GBP1 = EUR1.1466 (30 June 2018: GBP1 = EUR1.1369)
3. Going concern
The Group's principal risks and uncertainties are detailed above. The Directors believe that the Group is well placed to manage its business risks successfully despite the potential impact of the current uncertain economic outlook on the Group's operating cash flows and the possibility of tenancy failures and increased vacancies. After consideration of the Group's forecast cash flows and covenant compliance, including evaluation of the impact of potential reductions in property valuations, rental income and increases in interest rates, the Directors have a reasonable expectation that the Group will continue to have adequate resources to continue in operational existence for the foreseeable future and therefore continue to adopt the going concern basis in preparing these condensed financial statements.
Information on the Group's performance and its risk management is included in the Interim Statement, including sections on the finance, hedging and outlook of the Group. The Group's debt maturity profile and principal covenants are disclosed in note 13 to these condensed financial statements.
4. Related party transactions
Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed. There have been no other material transactions with related parties in the first six months of 2019 and there have been no material changes in the related party transactions described in the Annual Report and Accounts for the year ended 31 December 2018.
5. Revenue
Six months Six months
ended ended
30 June 30 June
2019 2018
Continuing Operations GBPm GBPm
---------------------------------- ---------- ----------
Investment property rental income 24.0 26.2
---------------------------------- ---------- ----------
Revenue 24.0 26.2
Service charge income 2.5 2.3
---------------------------------- ---------- ----------
Gross revenue 26.5 28.5
---------------------------------- ---------- ----------
6. Operating segments
The following is an analysis of the Group's revenue and results by reportable segment:
Six months ended 30 Six months ended 30
June 2019 June 2018
Gross Gross
revenue Revenue Result revenue Revenue Result
Continuing Operations GBPm GBPm GBPm GBPm GBPm GBPm
------------------------------------- ---------- --------- --------- -------- --------- --------
Belgium 0.6 0.6 0.4 0.5 0.5 0.4
France 0.6 0.6 0.6 0.6 0.6 0.6
UK 25.3 22.8 19.8 27.4 25.1 23.3
------------------------------------- ---------- --------- --------- -------- --------- --------
26.5 24.0 20.8 28.5 26.2 24.3
Other operating income 0.1 0.2
Administrative expenses (6.3) (22.1)
Changes in fair values of investment
properties by segment:
Belgium (0.7) (0.1)
France (0.5) (0.2)
UK 9.7 24.4
------------------------------------- ---------- --------- --------- -------- --------- --------
Total changes in fair values
of investment properties 8.5 24.1
Profit on disposal of investment
properties 1.5 6.4
------------------------------------- ---------- --------- --------- -------- --------- --------
Total gains on investment properties 10.0 30.5
Operating profit 24.6 32.9
Net finance costs (5.5) (3.6)
------------------------------------- ---------- --------- --------- -------- --------- --------
Profit before tax 19.1 29.3
------------------------------------- ---------- --------- --------- -------- --------- --------
Administrative expenses and net finance costs are managed as central costs and are not allocated to segments.
The following is an analysis of the Group's assets by reportable segment:
Additions
to
Investment Trading Total Other Total investment Non-current
properties properties properties assets assets properties assets
30 June 2019 GBPm GBPm GBPm GBPm GBPm GBPm GBPm
--------------- ------------ ------------ ------------ -------- -------- ----------- -----------
Belgium 12.6 - 12.6 0.8 13.4 0.4 12.6
France 13.7 - 13.7 3.3 17.0 - 13.7
UK 612.7 10.0 622.7 35.1 657.8 5.2 611.9
--------------- ------------ ------------ ------------ -------- -------- ----------- -----------
639.0 10.0 649.0 39.2 688.2 5.6 638.2
Unallocated
assets 18.3 1.6
--------------- ------------ ------------ ------------ -------- -------- ----------- -----------
706.5 639.8
--------------- ------------ ------------ ------------ -------- -------- ----------- -----------
Additions
to
Investment Trading Total Other Total investment Non-current
31 December properties properties properties assets assets properties assets
2018 GBPm GBPm GBPm GBPm GBPm GBPm GBPm
-------------- ------------ ------------ ------------ -------- -------- ----------- -----------
Belgium 12.9 - 12.9 0.7 13.6 - 12.9
France 14.3 - 14.3 2.8 17.1 0.2 14.3
UK 615.0 10.0 625.0 76.5 701.5 62.3 602.0
-------------- ------------ ------------ ------------ -------- -------- ----------- -----------
642.2 10.0 652.2 80.0 732.2 62.5 629.2
Unallocated
assets 23.9 3.6
-------------- ------------ ------------ ------------ -------- -------- ----------- -----------
756.1 632.8
-------------- ------------ ------------ ------------ -------- -------- ----------- -----------
7. Net finance costs
Six months Six months
ended ended
30 June 30 June
2019 2018
Continuing Operations GBPm GBPm
------------------------------------------------ ---------- ----------
Interest receivable on bank deposits 0.1 -
Other interest receivable 0.3 0.1
------------------------------------------------ ---------- ----------
Interest income 0.4 0.1
Interest payable on borrowings (4.1) (4.0)
------------------------------------------------ ---------- ----------
Net interest expense (3.7) (3.9)
Change in fair value of interest rate swaps and
caps (1.8) 0.7
Foreign exchange losses - (0.4)
------------------------------------------------ ---------- ----------
Net finance costs (5.5) (3.6)
------------------------------------------------ ---------- ----------
Finance income 0.4 0.8
Finance costs (5.9) (4.4)
------------------------------------------------ ---------- ----------
Net finance costs (5.5) (3.6)
------------------------------------------------ ---------- ----------
8. Tax
Six months Six months
ended ended
30 June 30 June
2019 2018
Continuing Operations GBPm GBPm
--------------------------- ---------- ----------
UK current tax credit - -
Foreign current tax charge 0.1 0.3
--------------------------- ---------- ----------
Total current tax charge 0.1 0.3
Deferred tax credit (0.3) (0.2)
--------------------------- ---------- ----------
Tax (credit)/charge (0.2) 0.1
--------------------------- ---------- ----------
The Group elected to be a UK REIT in 2009 following admission to the Official List. The UK REIT rules exempt the profits of the Group's property rental business from UK corporation tax. Gains on UK properties are also exempt from tax provided they are not held for trading. The Group's UK activities are otherwise subject to UK corporation tax. To remain a UK REIT there are a number of conditions to be met in respect of the principal company of the Group, the Group's qualifying activity and its balance of business which are set out in the UK REIT legislation in the Corporation Tax Act 2010.
9. Dividends
Six months Six months
ended ended
30 June 30 June
2019 2018
GBPm GBPm
------------------------------------------------------ ---------- ----------
Amounts recognised as distributions to equity holders
in the period:
Second interim dividend 3.8p (2018: 3.8p) per share 16.1 15.7
16.1 15.7
------------------------------------------------------ ---------- ----------
As a REIT, the Company is required to pay Property Income Distributions ('PIDs') equal to at least 90% of the Group's exempted net income after deduction of withholding tax at the basic rate (currently 20%). GBP16.1 million of the cash dividend paid in the period ended 30 June 2019 is attributable to PIDs (2018: GBP15.2 million).
10. Normalised income profit and normalised total profit
The Group uses a number of Alternative Performance Measures ("APMs") which are not defined or specified within IFRS. The Directors use these measures in order to assess the underlying operational performance of the Group and allow greater comparability between periods but do not consider them to be a substitute for, or superior to, IFRS measures. Key APMs used are Normalised Income Profit ("NIP"), Normalised Total Profit ("NTP"), measures defined by EPRA and adjusted EPS1.
NIP and NTP are adjusted measures intended to show the underlying earnings of the Group before fair value movements and other non-recurring or otherwise non-cash items. Fair value movements include those in relation to investment properties, financial assets and financial liabilities. Non-recurring or otherwise non-cash items include foreign exchange gains or losses and the Founder LTIP charge. A reconciliation of NIP and NTP to the Profit for the year prepared in accordance with IFRS is set out below. A reconciliation of EPRA measures and adjusted EPS is included within note 11. There are no discontinued operations in 2019.
Six months ended Six months ended
30 June 2019 30 June 2018
----------------------------------- ------------------ ---------------------------------
Continuing Continuing Discontinued
operations operations operations Total
GBPm GBPm GBPm GBPm
----------------------------------- ---------------- ----------- ------------ ------
Investment property rental
income 24.0 26.2 - 26.2
Direct operating expenses (3.1) (1.9) 0.1 (1.8)
Administrative expenses excluding
Founder LTIP charge2 (6.0) (6.8) (0.2) (7.0)
Net interest expense (3.7) (3.9) - (3.9)
------------------------------------- ---------------- ----------- ------------ ------
Normalised Income Profit 11.2 13.6 (0.1) 13.5
Profit on sale of investment
properties 1.5 6.4 - 6.4
Loss on trading properties (0.1) - - -
Total profit on sale of properties 1.4 6.4 - 6.4
Net other operating income 0.1 0.2 - 0.2
------------------------------------- ---------------- ----------- ------------ ------
Normalised Total Profit 12.7 20.2 (0.1) 20.1
Founder LTIP charge(2) (0.3) (15.3) - (15.3)
Fair value gains on investment
properties 8.5 24.1 - 24.1
Change in fair value of interest
rate derivatives (1.8) 0.7 - 0.7
Foreign exchange losses - (0.4) - (0.4)
Profit before tax 19.1 29.3 (0.1) 29.2
Tax credit/(charge) 0.2 (0.1) - (0.1)
------------------------------------- ---------------- ----------- ------------ ------
Profit for the period 19.3 29.2 (0.1) 29.1
------------------------------------- ---------------- ----------- ------------ ------
1 Diluted EPRA EPS has been adjusted to exclude the impact of the Founder LTIP charge on the earnings per share.
2 Continuing administrative expenses of GBP6.0 million (30 June 2018: GBP6.8 million) plus the Founder LTIP charge of GBP0.3 million (30 June 2018: GBP15.3 million) reconcile to the administrative expenses of GBP6.3 million (30 June 2018: GBP22.1 million) reported in the consolidated income statement.
11. Earnings per share and net asset value per share
The European Public Real Estate Association ("EPRA") has issued recommended bases for the calculation of certain earnings per share ("EPS") information. Diluted EPRA EPS is reconciled to the IFRS measure in the following table.
As noted in note 10 the Group uses a number of APMs which are not defined within IFRS. Normalised Income Profit and Normalised Total Profit have been defined in note 10 and adjusted EPS is defined below.
30 June 2019 30 June 2018
Shares Per share Shares Per share
Continuing Operations GBPm m pence GBPm m pence
------------------------------------ ----- ------ --------- ------ ------ ---------
Normalised Income Profit (see
note 10) 11.2 425.9 2.6 13.6 412.9 3.3
Normalised Total Profit (see
note 10) 12.7 425.9 3.0 20.2 412.9 4.9
Basic EPS 19.3 425.9 4.5 29.2 412.9 7.1
Adjustments:
Dilutive shares relating to
the profit share scheme 3.3 3.4
Dilutive shares relating to
the Founder LTIP 6.9 20.5
------------------------------------ ----- ------ --------- ------ ------ ---------
Diluted EPS 19.3 436.1 4.4 29.2 436.8 6.7
Basic EPS
Adjustments: 19.3 425.9 4.5 29.2 412.9 7.1
Revaluation gains on investment
properties (8.5) (24.1)
Profit on the sale of investment
properties (1.5) (6.4)
Change in fair value of derivatives 1.8 (0.7)
Deferred tax on the above items (0.3) -
EPRA EPS 10.8 425.9 2.5 (2.0) 412.9 (0.5)
Adjustments:
Dilutive shares relating to
the profit share scheme 3.3 3.4
Dilutive shares relating to
the Founder LTIP 6.9 20.5
Diluted EPRA EPS 10.8 436.1 2.5 (2.0) 436.8 (0.5)
------------------------------------ ----- ------ --------- ------ ------ ---------
Founder LTIP Charge 0.3 (6.9) 15.3 (20.5)
------------------------------------ ----- ------ --------- ------ ------ ---------
Adjusted EPS3 11.1 429.2 2.6 13.3 416.3 3.2
------------------------------------ ----- ------ --------- ------ ------ ---------
3 Diluted EPRA EPS has been adjusted to exclude the impact of the Founder LTIP charge on the earnings per share.
The calculations for net asset value ("NAV") per share are shown in the table below:
30 June 2019 31 December 2018
Shares Per share Shares Per share
GBPm m Pence GBPm m pence
---------------------------- ----- ------ --------- ----- ------ ---------
Basic NAV 443.4 425.1 104.3 470.1 455.3 103.3
Unexercised share options 2.5 3.9
Diluted NAV 443.4 427.6 103.7 470.1 459.2 102.4
Adjustments:
Fair value of interest rate
derivatives (0.9) (2.7)
Deferred tax 3.8 4.1
---------------------------- ----- ------ --------- ----- ------ ---------
EPRA NAV 446.3 427.6 104.4 471.5 459.2 102.7
---------------------------- ----- ------ --------- ----- ------ ---------
12. Investment properties
30 June 2019 31 December 2018
Continuing Continuing Discontinued
operations operations operations
GBPm GBPm GBPm
------------------------------------------ ------------- ------------ -------------
Investment properties at start of period 627.0 694.2 -
Additions - property purchases 3.4 56.9 -
- capital expenditure 2.2 5.6 (0.3)
Lease incentives 0.5 0.7 -
Letting costs 0.1 0.1 -
Revaluations 8.5 39.6 -
Disposals (4.7) (157.4) 0.3
Transfer to investment properties held
for sale (0.8) (13.0) -
Exchange adjustment (0.1) 0.3 -
------------------------------------------ ------------- ------------ -------------
636.1 627.0 -
Head leases 2.1 2.2 -
638.2 629.2 -
------------------------------------------ ------------- ------------ -------------
Investment properties held for sale 30 June 2019 31 December 2018
Continuing Continuing Discontinued
operations operations operations
GBPm GBPm GBPm
------------------------------------------ ------------- ------------ -------------
Investment properties at start of period 13.0 113.9 -
Disposals (13.0) (113.9) -
Transfer from investment properties 0.8 13.0 -
0.8 13.0 -
------------------------------------------ ------------- ------------ -------------
In accordance with IFRS 13, the Group's investment properties have been assigned a valuation level in the fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets (Level 1) and the lowest priority to unobservable inputs (Level 3). In general, the Group's investment properties as at 30 June 2019 is categorised as Level 3.
Investment properties are valued using a capitalisation methodology applying a yield to current and estimated rental income. Yields and rental values are considered to be unobservable inputs and details of the ranges used in each region are as follows:
Information about fair value measurements using unobservable inputs (Level 3)
Fair value at Rent per sq m Yield
30 June 2019 Min Max Min Max
GBPm GBP GBP % %
------------------------ ----------------- ---------------- ----------------- --------------- ----------------
Belgium 12.6 33.7 124.1 4.9 15.2
France 13.7 34.7 34.7 8.7 8.7
UK -
Industrial
properties 586.1 9.7 152.0 1.0 18.2
UK - Offices 26.6 33.4 625.7 2.9 18.1
------------------------- ----------------- ---------------- ----------------- --------------- ----------------
Total 639.0
------------------------- ----------------- ---------------- ----------------- --------------- ----------------
Fair value at Rent per sq m Yield
31 December 2018 Min Max Min Max
GBPm GBP GBP % %
------------------------ ----------------- ---------------- ----------------- --------------- ----------------
Belgium 12.9 29.6 110.9 4.4 11.5
France 14.3 31.0 31.0 8.4 8.4
UK -
Industrial
properties 587.3 14.1 152.0 2.1 17.5
UK - Offices 27.7 33.4 625.7 2.9 18.1
------------------------- ----------------- ---------------- ----------------- --------------- ----------------
Total 642.2
------------------------- ----------------- ---------------- ----------------- --------------- ----------------
Everything else being equal, there is a positive relationship between rental values and the property valuation, such that an increase in rental values will increase the valuation of a property and vice versa. However, the relationship between capitalisation yields and the property valuation is negative; therefore an increase in capitalisation yields will reduce the valuation of a property and vice versa. There are interrelationships between these inputs as they are determined by the market conditions, and the valuation movement in any one period depends on the balance between them. If these inputs move in opposite directions (i.e. rental values increase and yields decrease) valuation movements can be amplified, whereas if they move in the same direction they may be offset, reducing the overall net valuation movement. The valuation movement is materially sensitive to changes in yields and rental values however it is impractical to quantify these changes.
13. Borrowings
30 June 31 December
2019 2018
GBPm GBPm
------------------------------------------ -------- ------------
Amortised cost
Bank loans 233.2 245.5
Unamortised borrowing costs (1.4) (1.9)
------------------------------------------ -------- ------------
231.8 243.6
Current liability 0.3 0.3
Non-current liability 231.5 243.3
------------------------------------------ -------- ------------
Maturity
The bank loans are repayable as follows:
Within one year or on demand 0.5 0.7
Between one and two years 0.7 0.7
Between three and five years 231.5 243.6
Over five years 0.5 0.5
------------------------------------------ -------- ------------
233.2 245.5
------------------------------------------ -------- ------------
Covenants
Facility Drawn Expiry Loan to value Interest
cover
------------------ ---------------- ---------- ------------- --------
GBP330.0 million GBP230.0 million July 2021 55% 200%
EUR3.5 million EUR3.5 million March 2025 - -
------------------ ---------------- ---------- ------------- --------
Interest charged on the GBP330.0 million facility is based on a floating interest rate. At 30 June 2019 the GBP330.0 million facility is secured through charges against the issued share capital of the relevant entities which own properties totalling GBP634.3 million (31 December 2018: GBP602.6 million). At 30 June 2019 the Euro facilities detailed above are secured by charges on property with an aggregate carrying value of GBP11.6 million (31 December 2018: GBP12.0 million).
30 June 2019 31 December 2018
% GBPm % GBPm
----------------------------------- ----- ------- ------ ----------
Interest rate and currency profile
Euro 1.5 3.2 1.5 3.5
Sterling 2.4 230.0 2.7 242.0
----------------------------------- ----- ------- ------ ----------
2.3 233.2 2.6 245.5
----------------------------------- ----- ------- ------ ----------
The above table details the interest rates charged on the outstanding loans as at 30 June 2019.
Reconciliation of movement in net debt in the period
30 June 31 December
2019 2018
GBPm GBPm
------------------------------------------------- ------------------- -----------
Net debt at 1 January 193.9 225.4
Effect of change in accounting policy - 3.4
-------------------------------------------------- ------------------- -----------
Net debt at the beginning of the period restated 193.9 228.8
Cash flow
Net decrease in cash and cash equivalents 27.9 15.5
New bank loans raised and acquired (net of
expenses) - 116.0
Bank loans repaid (net of expenses) (12.2) (167.6)
Repayments of lease liabilities (0.4) (0.8)
Other
Foreign exchange movements recognised in equity (0.1) 0.7
Amortisation of bank loan fees 0.5 1.0
Movement in lease liabilities - 0.3
-------------------------------------------------- ------------------- -----------
Net debt at end of period 209.6 193.9
-------------------------------------------------- ------------------- -----------
Net debt to equity ratio 30 June 31 December
2019 2018
GBPm GBPm
---------------------------------------------------- ------------------- -----------
Lease liabilities - Belgium finance lease 2.2 2.2
Lease liabilities - Other leases 2.8 3.2
Borrowings 231.8 243.6
Cash and cash equivalents (27.2) (55.1)
----------------------------------------------------- ------------------- -----------
Net debt 209.6 193.9
Equity attributable to equity holders of the
parent 443.4 470.1
----------------------------------------------------- ------------------- -----------
Net debt to equity ratio 47.3% 41.2%
Carrying value of investment and trading properties
externally valued 646.9 650.0
Carrying value of head leases 2.1 2.2
----------------------------------------------------- ------------------- -----------
Total carrying value of investment and trading
properties 649.0 652.2
Net debt to value ratio 32.3% 29.7%
----------------------------------------------------- ------------------- -----------
14. Share capital
30 June 2019 31 December 2018
Number Number
m GBPm m GBPm
------------------------------- -------- ---- ---------- ------
Issued and fully paid ordinary
shares of 10p each
At start of the period 413.1 41.3 413.1 41.3
Issue of equity shares 14.2 1.4 - -
At end of period 427.3 42.7 413.1 41.3
------------------------------- -------- ---- ---------- ------
The share capital comprises one class of ordinary shares carrying no right to fixed income. There are no specific restrictions on the size of a shareholding or the transfer of shares, except for UK REIT restrictions.
The equity issued in 2019 relates to shares issued in respect of the Founder LTIP for the performance period ended 31 December 2018.
During the period, the Company acquired some of its own shares in order to settle obligations under the 2018 Founder LTIP and the Performance Share Plan arrangement. A summary is presented below:
Proportion
of
Number subscribed Nominal value Consideration
m capital % GBPm GBPm
-------------------- ------ ----------- ------------- -------------
At 1 January 2019 (1.3) 0.3 (0.1) (1.3)
Acquired
26 March 2019 (8.1) 2.0 (0.8) (7.8)
27 March 2019 (16.9) 4.0 (1.7) (3.9)
15 April 2019 (0.5) 0.1 (0.1) (0.5)
Issued to employees
27 March 2019 23.1 5.5 2.3 11.5
17 April 2019 1.5 0.3 0.1 0.8
At 30 June 2019 (2.2) 0.5 (0.3) (1.2)
-------------------- ------ ----------- ------------- -------------
15. Net cash (outflow)/inflow from operating activities
Six months Six months
ended ended
30 June 30 June
2019 2018
GBPm GBPm
---------------------------------------------------- ---------- ----------
Profit for the period 19.3 29.1
Adjustments for:
Share-based payments 0.5 14.1
Depreciation of property, plant and equipment 0.3 -
Gains on investment properties (10.0) (30.5)
Net finance costs 5.5 3.6
Tax (0.2) 0.1
Operating cash inflows before movements in working
capital 15.4 16.4
Decrease in receivables (3.3) (0.2)
(Decrease)/increase in payables (10.4) 1.0
---------------------------------------------------- ---------- ----------
Cash generated by operations 1.7 17.2
Income taxes paid (0.3) (12.8)
Interest paid (3.6) (2.1)
---------------------------------------------------- ---------- ----------
Net cash (outflow)/inflow from operating activities (2.2) 2.3
---------------------------------------------------- ---------- ----------
16. Financial instruments fair value disclosures
The table below sets out the categorisation of the financial instruments held by the Group at 31 December 2018. The carrying amount of all financial instruments, other than those for which a valuation level has been given below, approximates to their fair values. Where the financial instruments are held at fair value the valuation level indicates the priority of the inputs to the valuation technique. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). If the inputs used to measure fair value fall within different levels of the hierarchy, the category level is based on the lowest priority level input that is significant to the fair value measurement of the instrument in its entirety.
30 June 31 December
2019 2018
---------------------
Valuation GBPm GBPm
level
------------------------------------------- --------------------- ------------------- -----------------------
Financial assets
Designated as held for trading
Interest rate caps 2 0.2 0.5
Interest rate swaps 2 0.7 2.2
------------------------------------------- --------------------- ------------------- -----------------------
The Directors consider that the carrying value amounts of financial assets and financial liabilities recorded at amortised cost in the financial statements are approximately equal to their fair values.
17. Events after the balance sheet date
The acquisition of seven assets in the South West & Wales region for GBP4.1 million (including costs) completed on 9 August 2019.
Glossary
Annualised rental income
Passing rent.
APMs
Alternative Performance Measures.
Built portfolio
The value of Investment Properties at the balance sheet date excluding the value of land.
Contracted rent
Contracted rent is the passing rent adjusted for the inclusion of rent subject to rent free periods.
Earnings per share (EPS)
Profit for the period after tax attributable to members of the Company divided by the weighted average number of shares in issue during the period.
EPRA
The European Public Real Estate Association, a real estate industry body, which has issued Best Practices Recommendations in order to provide consistency and transparency in real estate reporting across Europe.
EPRA earnings
IFRS profit after taxation, excluding movements relating to changes in values of investment properties, gains/losses on investment property disposals, changes in the fair value of financial instruments and the related tax effects.
EPRA earnings per share (EPRA EPS)
EPRA earnings, divided by the weighted average number of shares in issue during the period.
EPRA net asset value (EPRA NAV)
A measure of NAV designed by EPRA representing the IFRS net assets, excluding the mark-to-market on derivatives and related debt adjustments, as well as deferred taxation on property and derivative valuations.
EPRA NAV per share
EPRA NAV divided by the number of shares in issue at the balance sheet date plus the number of dilutive share options.
ERV
The estimated annual market rental value of lettable space as assessed biannually by the external valuer.
Group
Hansteen Holdings PLC and its subsidiaries.
IFRS
International Financial Reporting Standards adopted for use in the European Union.
Like-for-like increase in contracted rent
A measure of portfolio performance calculated by taking the contracted rent at the start of the period, adding contracted rent from purchases, deducting contracted rent lost from sales and then comparing that with the contracted rent at the end of the period.
Like-for-like property valuation increase
The fair value gains during the period on investment properties held at the balance sheet date. A measure of value growth calculated by taking the property valuation at the start of the period, adding the cost of property purchases and capital expenditure incurred during the period, deducting the value of property disposals during the period and then comparing that with the property valuation at the end of the period.
NAV
Net asset value.
NAV per share
Net asset value divided by the number of shares outstanding at the balance sheet date.
Net debt
Borrowings including lease liabilities less cash and cash equivalents.
Net debt to property value ratio
Net debt divided by the carrying value of investment properties and investment properties held for sale.
Net initial yield (NIY)
Passing rent at the point of acquisition expressed as a percentage of the total acquisition cost (including taxes and fees).
Normalised Income Profit (NIP)
A measure designed to reflect the underlying realised profits before considering property and other revaluation movements. Calculated by deducting direct operating expenses, administrative expenses and net interest payable from investment property rental income.
Normalised Total Profit (NTP)
A further measure designed to reflect the underlying realised profits before considering property and other revaluation movements. Calculated by adding profits or losses from the sale of properties and other realised one-off items to the Normalised Income Profit.
Occupancy
Total area of let units as a percentage of the total area of all lettable units.
Passing rent
Gross annual rental income currently receivable on a cash basis as at the balance sheet date less any ground rents payable under head leases.
Property income distribution (PID)
Profits distributed to shareholders which are subject to tax in the hands of the shareholders as property income.
Rent roll
Contracted rent.
Total return to shareholders
A measure of return based on the movement in EPRA NAV per share over a period plus dividends paid and capital returned in the period, expressed as a percentage of the EPRA NAV per share at the start of the period.
Yield
Passing rent on investment properties at the balance sheet date, expressed as a percentage of the investment property valuation at the balance sheet date.
INDEPENDENT REVIEW REPORT TO HANSTEEN HOLDINGS PLC
We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2019 which comprises the consolidated income statement, the consolidated balance sheet, the consolidated statement of changes in equity, the consolidated cash flow statement and related notes 1 to 17. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.
This report is made solely to the company in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Financial Reporting Council. Our work has been undertaken so that we might state to the company those matters we are required to state to it in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our review work, for this report, or for the conclusions we have formed.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority.
As disclosed in note 1, the annual financial statements of the group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" as adopted by the European Union.
Our responsibility
Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.
Scope of review
We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Financial Reporting Council for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2019 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority.
Deloitte LLP
Statutory Auditor
London, United Kingdom
20 August 2019
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
END
IR LFFSITRIIFIA
(END) Dow Jones Newswires
August 21, 2019 02:00 ET (06:00 GMT)
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