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SHED Urban Logistics Reit Plc

110.40
-2.40 (-2.13%)
24 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Urban Logistics Reit Plc LSE:SHED London Ordinary Share GB00BYV8MN78 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -2.40 -2.13% 110.40 110.20 110.80 113.60 109.80 113.60 582,130 16:29:55
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Real Estate Investment Trust 59.71M -82.66M -0.1751 -6.30 521.06M

Urban Logistics REIT PLC Results for the year ended 31 March 2019 (0608A)

24/05/2019 7:00am

UK Regulatory


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TIDMSHED

RNS Number : 0608A

Urban Logistics REIT PLC

24 May 2019

Urban Logistics REIT plc

("Urban Logistics", the "Company" or the "Group")

Results for the Year Ended 31 March 2019

Asset management driving strong performance across urban logistics portfolio

Urban Logistics, (AIM: SHED) the specialist UK logistics REIT, issues its results for the year ended 31 March 2019.

 
 Highlights                                      31 Mar    31 Mar   Change 
                                                     19        18 
                                                 (GBPm)    (GBPm)      (%) 
                                               --------  --------  ------- 
 Income Statement 
                                               --------  --------  ------- 
 Rental income                                     10.8       5.6    +93.6 
                                               --------  --------  ------- 
 EPRA Earnings                                      5.9       2.5   +139.7 
                                               --------  --------  ------- 
 EPRA Earnings per share (p)                      7.01p     4.91p    +42.7 
                                               --------  --------  ------- 
 
 Balance Sheet 
                                               --------  --------  ------- 
 EPRA NAV per share (p)                         137.96p   122.49p    +12.6 
                                               --------  --------  ------- 
 Revaluation uplift on investment properties       13.4       7.2    +85.6 
                                               --------  --------  ------- 
 Net borrowing                                     71.4      47.7    +49.8 
                                               --------  --------  ------- 
 LTV (%)                                           33.7      34.4 
                                               --------  --------  ------- 
 
 Dividends 
                                               --------  --------  ------- 
 Total dividend per share paid or declared 
  in respect of the financial year                7.00p     6.32p    +10.8 
                                               --------  --------  ------- 
 

Financial Highlights

   --      EPRA net asset value ("NAV") per share up 12.6% to 137.96p 
   --      Portfolio valuation at 31 March 2019 of GBP186.4 million 
   --      EPRA Earnings per share up 42.7% to 7.01p 

-- Second interim dividend declared of 4.02p per share making a total of 7.00p per share for the financial period, up 10.8%

   --      GBP20.4 million of equity capital raised from new and existing investors in April 2018 
   --      Total Accounting Return (NAV + dividends) of 17.7% 

Operational Highlights

   --      Seven logistics properties acquired for GBP48.0 million with asset management potential 

-- Disposals totalling GBP11.3 million, all at or above book value, representing average Total Property Return of 25.2%

   --      Portfolio fully occupied 
   --      WAULT of 5.5 years (2018: 5.0 years) 

-- Low average rents of GBP4.83 per sq ft with significant upside potential. Rent reviews increasing rent by average 39.6%

Market commentary

Investor interest remains strong in the UK's logistics real estate sub-sector, with record-breaking take-up in 2018 of 31.5 million sq ft - up 8.2% on 2017's previous record of 29.4 million sq ft(1). E-commerce continues to drive demand, particularly online retail, which represented 32% of overall take-up.

Forward-thinking retailers and distributors are continuing to invest in distribution centres that facilitate delivery to the consumer. The Company sees a strong market for local delivery driven by 10% expected population growth across major UK conurbations by 2038(2) . Furthermore, supply in the 20,000-200,000 sq ft logistics space, where Urban Logistics is focused, has fallen by 36.0% since 2012 and rents are expected to continue rising(2) .

(1) CBRE H2 Logistics 2018

(2)Savills

Nigel Rich, Chairman, commented:

"The Group has delivered another strong performance over the financial period. EPRA NAV per share has increased by 13% and earnings per share by 43%, enabling an increase in the dividend of 11%.

"Three years on from the Company's IPO we continue to build an increasingly diversified and high-quality urban logistics portfolio with secure income from our tenants.

"We undertook a capital raise in April 2018 of GBP20 million and subsequently focussed on investment and asset management activity.

"The fundamentals of our market remain attractive and we are confident of continuing to deliver consistent returns for our shareholders."

Richard Moffitt, Chief Executive, added:

"Urban Logistics remain real estate's top performing sub-sector.

"We remain focused on growing our portfolio and enabling our diverse tenant base to meet the challenges of e-commerce, modern logistics and evolving infrastructure demands.

"Growth of online retail continues to create yet more demand for distribution warehousing. Supply is not keeping pace, meaning logistics assets, especially 'last-mile' fulfilment centres, offer investors the opportunity for capital appreciation and rental income growth. I also note that over 80% of our tenants hold the highest possible credit rating, demonstrating the security of our income.

"Looking ahead, we have a high-quality acquisition pipeline and continue to assess the potential for additional equity financing to grow the business. Whilst capital values are falling in the retail property sector, we are witnessing continued improvement in our sector due to both rental growth and lease activity - our focus being on quality tenants and the improvement of both rental and lease terms. This translates to value increases at the asset level and we remain confident in our ability to continue sourcing opportunities at attractive yields."

- Ends -

For further information contact:

 
 Urban Logistics REIT plc 
  Richard Moffitt                                   +44 (0)20 7591 1600 
 Montfort - Financial PR and IR adviser 
  Olly Scott                                        +44 (0)78 1234 5205 
 N+1 Singer - Nominated Adviser and Broker 
  James Maxwell / James Moat (Corporate Finance) 
  Alan Geeves / James Waterlow / Sam Greatrex 
  (Sales)                                           +44 (0)20 7496 3000 
 Radnor Capital Partners 
  Joshua Cryer 
  Iain Daly                                         +44 (0)20 3897 1830 
 

Chairman's Statement

I am pleased to present the Group's consolidated results for its annual reporting period to 31 March 2019.

Overview

The Group has delivered another strong performance over the financial period. EPRA NAV per share has increased by 12.6% and earnings per share by 42.7%, enabling an increase in the dividend of 10.8%. The Total Accounting Return of 17.7% has exceeded our total return target of 10-15% per annum.

In April 2018 we raised GBP20 million via a market placement, which was used together with bank financing for the GBP36 million purchase of six logistics assets from LondonMetric Property plc.

The addition of these six properties, and a site in Bedford, meant we held 33 properties at 31 March 2019 and own a portfolio which at 31 March 2019 was valued at GBP186 million, compared with GBP132 million at 31 March 2018. On a like-for-like basis the valuation uplift over the period was 10.7%.

The Group's income profile and capital values continue to improve through successful acquisitions and asset management and contracted rent is now GBP11.3 million, up from GBP7.6 million in the prior year. The portfolio has also seen an increase in average WAULT to 5.5 years (5.0 years at 31 March 2018). At 31 March 2019 the portfolio was fully occupied.

The Market

The Manager's Report describes our investment focus in the real estate subsector that is UK logistics. Logistics is the delivery of essential products to consumers and the portfolio is well positioned to deal with the ongoing changing dynamics in this market, in particular from e-commerce and e-fulfilment. This is against a backdrop of changing fortunes on the high street with a number of traditional retailers struggling.

Our tenants typically require warehousing near, or adjacent to, cities with good road infrastructure. We look to buy 20,000 - 200,000 square foot properties with single tenants who are involved in the supply of goods to an end user. The leases will usually have an upcoming lease event such as break clauses, an impending rent review, or a termination / vacancy which allows the Manager the opportunity to increase rents or improve the yield and, in some cases, develop the property.

The portfolio

In addition to the new properties purchased we have also disposed of three properties for GBP10.9m.

In February 2019 we exchanged contracts to forward fund two urban logistics sites in Staffordshire and Leicestershire. Practical completion is anticipated by early 2020, these sites will deliver new assets to our portfolio at a time when smaller urban logistics buildings remain in short supply.

We continue to develop a high-quality pipeline of acquisition opportunities, the purchase of which is dependent on being able to raise new money from the equity capital markets.

Dividend

We are announcing a second interim dividend for the financial year of 4.02 pence per share, with a record date of 7 June 2019. This will be paid to shareholders on 28 June 2019. This dividend takes the total dividends paid or declared in respect of the financial year to 7.00 pence per share, which is an increase of 10.8% on the prior year.

The Manager

Our Manager, Pacific Capital Partners Limited, has continued to serve us very well. Richard Moffitt and Christopher Turner are responsible for asset acquisitions, disposals and asset management. They remain very successful in finding suitable properties to acquire, asset manage and occasionally dispose of when full value has been extracted. Their skills are critical to the success of the company. Following acquisition, asset management is vital in both securing and enhancing income. Examples of both are covered in the Manager's Report.

We were also well supported by the Manager's financial and administrative team.

The Investment Management Agreement was extended in July 2018 such that it now runs through to April 2024. This ensures continuity of the relationship we enjoy with the Manager. All other key terms of the agreement remain unchanged.

Outlook

We will look to acquire further assets in line with our proven strategy where we recycle capital but principally, we expect to fund through equity raising and bank debt.

At this point, it is difficult to predict the outcome of the political process surrounding Brexit. While politicians continue to do battle, uncertainty will likely impact the equity markets and the property market in general.

For Urban Logistics this may make it challenging to raise equity, however, we believe that the market for last mile logistics will remain strong due to end customer needs and our portfolio, which comprises urban logistics assets where tenants' activities revolve around essential everyday products, will remain attractive as e-commerce's share of the supply chain continues to grow.

Nigel Rich CBE, Chairman

24 May 2019

Manager's Report

Overview

Our focus is the urban logistics sub-sector of the UK property market, concentrating on a part of the market that delivers essential products to UK businesses and consumers, usually by way of e-commerce.

We have always avoided fashion retailers, whose fortunes can be volatile. Our tenants typically supply everyday items such as pharmaceuticals, ambient and frozen food, building supplies and general merchandise.

The continued rise in online ordering continues to drive logistics take-up to unprecedented levels in the UK with 2018 take-up 82% higher than in 2017, (Source: CBRE H2 Logistics 2018) and exceeded 2016's previous record (31.5 million sq ft v. 29.35 million sq ft). Take up in this sector of the market, (sub-200,000 sq ft), was 8.5 million sq ft in 2018 with speculative development for 2019 predicted to be only 2.5 million sq ft. Against this backdrop we are developing a considerable pipeline of assets across the logistics sector.

Retail Economics suggest that online retail in the UK might well represent over 24% of total retail sales by 2022, totalling approximately GBP98.5 billion of sales. It is estimated that for every additional GBP1 billion of online sales this leads to an additional requirement for approximately 1.125 million sq ft of warehouse demand. Alongside population growth around major UK cities of over 10% by 2038, according to Savills, we see a strong market for local delivery continuing.

Supply in the 20,000-200,000 sq ft logistics space where we are focused has fallen by 36% since 2012 and rents are expected to rise by an average of 11.5% by 2022 across the market (source: Savills).

The market

We are seeing a modest amount of speculative developments, but this is typically for assets of over 300,000 sq ft. In particular, last mile logistics businesses are struggling to find available space in the 'mid-box' market, due to competition from other land uses. This presents unique challenges to the future configuration of the supply chain model. The UK Warehouse Association, for example, is reporting capacity constraints across more than 75% of its members, with Brexit concerns also causing some shorter-term build-up in inventory.

Whilst automation and autonomous vehicle solutions for distribution garner headlines, we see labour availability as a more immediate concern for suppliers. Properties near urban locations will benefit from improved labour pools.

According to our research commissioned from Savills, the 'mid-box' market remains compelling due to indicators demonstrating that structural changes are continuing to stimulate occupier demand, causing availability to fall and rents to rise. A constrained development pipeline suggest vacancy rates in the sub 200,000 sq ft range will remain low in the medium-term. The most significant "space race" going forward is set to be focused around urban locations. Greater London alone is deemed to have lost one third of its industrial land over the past 10 years.

Radius Data Exchange shows that units of approximately 45,000 sq ft have been taken up with greater intensity recently; growing from 54% to 61% of overall letting activity in 2018.

Better supply chains will facilitate a decisive competitive advantage for retailers who possess or control them, with further benefits from moving to a vertically integrated model. To a large extent we believe large-scale operators have developed their supply chains and it is to last mile logistics where the funding needs to be committed.

Traditional locations for logistics - alongside motorways and on urban boundaries - will not be sufficient to cover city demands for last mile deliveries and reverse logistics. Therefore, more logistics facilities will be needed close to city and town centres. We foresee an increasing growth of demand for logistics hubs or consolidation centres to service big cities across the UK.

Financial commentary

The financial period to 31 March 2019 was focussed on portfolio asset management and investment activity. The results demonstrate some significant achievements and how the stated strategy of the Group, namely adding scale whilst focusing on investment returns, continues to prosper.

Valuation and portfolio growth

CBRE independently valued the portfolio at 31 March 2019, in accordance with the RICS Valuation Professional Standards, at GBP186.4 million. The Group reported a fair value uplift across the portfolio of GBP13.4 million in the year, or 7.2%. The like-for-like annual valuation uplift was 10.7% for properties held at both 31 March 2018 and 31 March 2019, supporting our growth conviction.

The valuation increase reflects our focus on asset management and buying well-located properties. It also highlights our success in sourcing off-market opportunities

Portfolio Activity

The Group has invested in 33 assets, currently comprising 35 different tenancies as at 31 March 2019. Some asset management examples across the portfolio in this financial year include:

1. Bedford

Annual passing rent - GBP1,100,328, Size (sq ft) - 183,389

Rent per sq ft - GBP6.00, Tenure - Freehold

This site was purchased on 8 November 2018 for GBP17.0 million and consisted of approximately 10 acres of land and a property with vacant possession. It is located at Hudson Road, Bedford.

A land element of approximately four acres was sub-sold to a local developer for GBP5.0 million at the time of acquisition.

A tenant was then secured within five days of completion of purchase on a 15-year lease with a rent at GBP6.00 per sq ft. The capital value at 31 March 2019 was up GBP2.8 million, or 23%.

2. Price's Candles, Bedford

Annual passing rent - GBP265,000, Size (sq ft) - 44,195

Rent per sq ft - GBP6.00, Tenure - Freehold

This is a well configured warehouse that was acquired at IPO in April 2016. It is located in an established commercial location, with good access to both the A1 and M1.

Following a rent review with the tenant and head lease extension to 150 years the property was sold for GBP3.2 million, a Total Property Return of 55%. This is a good example of the Manager extracting value from active asset management (rent and lease terms) and realising value created by selling into the market.

3. Komori / Pharmacy2u, Leeds

Annual passing rent - GBP207,500, Size (sq ft) - 41,494

Rent per sq ft - GBP5.15 (Komori) GBP5.24 (Pharmacy2u), Tenure - Freehold

This is a well configured warehouse in an established strategic location, with good access to Leeds city centre. The property was acquired in November 2017.

The acquisition is consistent with the Company's investment strategy of identifying attractively priced stock with asset management potential. Two rent reviews were negotiated and both tenants extended their leases. The property was subsequently sold, representing a Total Property Return of 16%.

4. Nuneaton

Annual passing rent - n/a, Size (sq ft) - 130,508

Rent per sq ft - n/a, Tenure - Freehold

This building was purchased as part of a portfolio in September 2017 for GBP6.7 million and refurbished. It was subject to a rent guarantee until September 2019.

The property was sold to an owner occupier, Cofresh Limited, post financial period on 2 April 2019 and realised a Total Property Return of 38%.

5. HID, Haverhill

Annual passing rent - GBP382,053, Size (sq ft) - 37,355

Rent per sq ft - GBP9.90, Tenure - Freehold

The property was acquired in September 2017 and is in an established strategic location with good access and circulation. During the period the tenant did not exercise a break clause and a rent review was settled, increasing the rent by 16.5%. The capital value increased by GBP0.8 million, or 15.9%.

6. Acquisition and forward funding

Stone (an M6 motorway location) and Hinckley (an M1/A5 motorway location) are two sites in the Midlands where the Company is working with a local developer to forward fund and deliver six new high-quality urban logistics warehouses.

The Company has received strong interest from prospective tenants and expects that both sites will be fully pre-let by the time of practical completion. The gross development value of the sites is GBP15.4 million.

The intention is for the sites to be built and let by early 2020. They are both well located and near key arterial routes.

The Company will benefit from a 6% interest rate coupon on the forward funding provided for construction. An element of financing will be sought from the Group's financing partners - Barclays and Santander.

Financial results

EPRA earnings for the period were GBP5.9 million, up from GBP2.5 million in the prior year. There were two principal drivers of this positive performance. The first was the impact of acquisitions and related property income. The second was the successful asset management undertaken during the period, including rent reviews and lease extensions. This resulted in EPRA NAV per share increasing by 12.6% to 137.96p at 31 March 2019.

Administrative and other expenses, which include the Manager's fee (excluding the LTIP charge) and other costs of running the Group, were GBP1.8 million, equivalent to 1.3% of the total assets at 31 March 2019.

Financing and hedging

As at 31 March 2019, the Group has a senior debt facility with Santander and Barclays totalling GBP72.6 million with a term of five years. The loan to value (LTV) of 33.7% was slightly below the Group's target range of 35-40%. Net financing costs were GBP2.2 million for the period. We had a cash balance at 31 March 2019 of GBP9.8 million which has now been fully committed to further property investments.

Investment Activity

Acquisitions and disposals across the financial year included:

Acquisitions

The Group acquired a total of seven logistics properties in the year for GBP48.0 million. Six logistics assets were purchased in portfolios for GBP36.0 million from LondonMetric in July and September 2018. This acquisition was sourced off-market at a net initial yield of 5.9%. A single asset in Bedford was also acquired in December 2018 for GBP12.0m.

The portfolios' logistics occupiers include DHL, NNR Global Logistics, Encon and Hillary's Blinds. The assets are close to established regional transport hubs in urban or last-mile locations.

Disposals

The Company sold three properties in Bedford, Newport and Leeds for GBP10.9 million. In addition to Leeds and Bedford, mentioned above, the Group also sold a non-core office in Newport for GBP4.3 million realising a Total Property Return of 7.8%.

Post period end

In April 2019, a property was sold in Nuneaton for GBP8.1 million, representing a Total Property Return of 21.2%. A property was also sold in May 2019 in Bedford for GBP9.2 million, representing a Total Property Return of 74.2%. At the same time as the Nuneaton disposal a property was purchased in Thatcham for GBP3.4 million, let to DHL's UK Mail, offering reversionary potential given its South East location.

Market Outlook

We believe that the logistics sector continues to show resilience in a context of wider economic uncertainty. Underlying market conditions remain favourable for domestic UK business and we see ongoing activity across our occupier base which is centred proportionately across SMEs, Third Party Logistics operators and FTSE listed entities.

Investment volumes remain high at over GBP4 billion per annum and despite the sector's popularity there is no dominant player. The sector's superior returns in 2018 allied to projected rental growth prospects have proven highly attractive.

With alternative real estate assets generally providing low returns there is continued search for yield and growth, with the pricing gap between logistics and 10-year gilt yields remaining wide. We are well positioned to continue to achieve our target returns for our investors.

Richard Moffitt

24 May 2019

Consolidated Statement of Comprehensive Income

 
                                                                                    Year ended   Year ended 
                                                                                     31 Mar 19    31 Mar 18 
                                                                             Note      GBP'000      GBP'000 
--------------------------------------------------------------------------  -----  -----------  ----------- 
 Rental income                                                                5         10,771        5,564 
 Property operating expenses                                                             (694)        (561) 
 
 Net rental income                                                                      10,077        5,003 
 
 Administrative and other expenses                                                     (1,833)      (1,074) 
 Other income                                                                                -          133 
 Long-term incentive plan charge                                              11         (119)        (657) 
--------------------------------------------------------------------------  -----  -----------  ----------- 
 Operating profit before changes in fair value of 
 investment properties and interest rate derivatives                                     8,125        3,405 
 
 Changes in fair value of investment property                                 13        13,352        7,194 
 Profit on disposal of investment property                                                 160           57 
--------------------------------------------------------------------------  -----  -----------  ----------- 
 Operating profit                                                                       21,637       10,656 
 
 Finance income                                                                             29            4 
 Finance expense                                                              8        (2,210)        (929) 
 Changes in fair value of interest rate derivatives                           19         (709)          134 
--------------------------------------------------------------------------  -----  -----------  ----------- 
 Profit before taxation                                                                 18,747        9,865 
--------------------------------------------------------------------------  -----  -----------  ----------- 
 Tax credit/(charge) for the period                                           9              -            - 
--------------------------------------------------------------------------  -----  -----------  ----------- 
 Profit and total comprehensive income (attributable to the shareholders)               18,747        9,865 
--------------------------------------------------------------------------  -----  -----------  ----------- 
 Earnings per share - basic                                                   10        22.12p       19.54p 
 Earnings per share - diluted                                                 10        22.10p       19.51p 
 EPRA earnings per share - diluted                                            10         7.01p        4.91p 
 

Consolidated Statement of Financial Position

 
                                             31 Mar 19   31 Mar 18 
                                      Note     GBP'000     GBP'000 
-----------------------------------  -----  ----------  ---------- 
 Non-current assets 
 Investment property                   13      186,420     131,850 
 Intangible assets                                  22           - 
 Interest rate derivatives             19            -          19 
-----------------------------------  -----  ----------  ---------- 
 Total non-current assets                      186,442     131,869 
 
 Current assets 
 Trade and other receivables           15        1,531         585 
 Cash and cash equivalents             16        9,760       3,280 
-----------------------------------  -----  ----------  ---------- 
 Total current assets                           11,291       3,865 
-----------------------------------  -----  ----------  ---------- 
 Total assets                                  197,733     135,734 
-----------------------------------  -----  ----------  ---------- 
 
 Current liabilities 
 Trade and other payables              17      (1,808)     (1,490) 
 Deferred rental income                        (2,388)     (1,694) 
-----------------------------------  -----  ----------  ---------- 
 Total current liabilities                     (4,196)     (3,184) 
 
 Non-current liabilities 
 Long term rental deposits                       (951)       (672) 
 Interest rate derivatives             19        (690)           - 
 Bank borrowings                       18     (71,420)    (47,672) 
-----------------------------------  -----  ----------  ---------- 
 Total non-current liabilities                (73,061)    (48,344) 
-----------------------------------  -----  ----------  ---------- 
 Total liabilities                            (77,257)    (51,528) 
-----------------------------------  -----  ----------  ---------- 
 Total net assets                              120,476      84,206 
-----------------------------------  -----  ----------  ---------- 
 
 Equity 
 Share capital                         22          877         681 
 Share premium                         23       93,877      71,832 
 Share warrant reserve                 24           14          89 
 Other reserves                                    194          75 
 Retained earnings                     26       25,514      11,529 
-----------------------------------  -----              ---------- 
 Total equity                                  120,476      84,206 
-----------------------------------  -----  ----------  ---------- 
 Net Asset Value per share basic       28      137.39p     123.62p 
 Net Asset Value per share diluted     28      137.18p     122.51p 
 EPRA Net asset Value - diluted        28      137.96p     122.49p 
 

Company Statement of Financial Position

 
                                       31 Mar 19   31 Mar 18 
                                Note     GBP'000     GBP'000 
-----------------------------  -----  ----------  ---------- 
 Non-current assets 
 Investment in subsidiaries       14      93,800      11,800 
 Intangible assets                            22           - 
-----------------------------  -----  ----------  ---------- 
 Total non-current assets                 93,822      11,800 
 
 Current assets 
 Trade and other receivables      15       1,897      62,816 
 Cash and cash equivalents        16       1,702          41 
-----------------------------  -----  ----------  ---------- 
 Total current assets                      3,599      62,857 
-----------------------------  -----  ----------  ---------- 
 Total assets                             97,421      74,657 
-----------------------------  -----  ----------  ---------- 
 
 Current liabilities 
 Trade and other payables                  (744)       (346) 
-----------------------------  -----  ----------  ---------- 
 Total current liabilities                 (744)       (346) 
 
 Total liabilities                         (744)       (346) 
-----------------------------  -----  ----------  ---------- 
 Total net assets                         96,677      74,311 
-----------------------------  -----  ----------  ---------- 
 
 Equity 
 Share capital                    22         877         681 
 Share premium                    23      93,877      71,832 
 Share warrant reserve            24          14          89 
 Other reserves                              194          75 
 Retained earnings                26       1,715       1,634 
-----------------------------  -----              ---------- 
 Total equity                             96,677      74,311 
-----------------------------  -----  ----------  ---------- 
 

The Company has not presented its own Statement of Comprehensive Income, as permitted by Section 408 of the Companies Act 2006. The Company made a profit of GBP4.84 million.

Consolidated Cash Flow Statement

 
                                                                         Year ended   Year ended 
                                                                          31 Mar 19    31 Mar 18 
                                                                  Note      GBP'000      GBP'000 
--------------------------------------------------------------  ------  -----------  ----------- 
 Cash flows from operating activities 
 Profit for the period (attributable to equity shareholders)                 18,747        9,865 
 Add: amortisation of intangible assets                                           4            - 
  Less: changes in fair value of investment property                       (13,352)      (7,194) 
 Add/less: changes in fair value of interest rate derivatives                   709        (134) 
 Less: profit on disposal of investment property                              (160)         (57) 
 Less: finance income                                                          (29)          (4) 
 Add: finance expense                                                         2,210          929 
 Long-term investment plan                                                      119          657 
 Increase in trade and other receivables                                      (946)         (45) 
 Increase in trade and other payables                                         1,291        1,443 
----------------------------------------------------------------------  -----------  ----------- 
 Cash generated from operations                                               8,593        5,460 
 
 Net cash flow generated from operating activities                            8,593        5,460 
----------------------------------------------------------------------  -----------  ----------- 
 
 Investing activities 
 Purchase of investment properties                                         (52,088)     (12,236) 
 Disposal of investment properties                                           11,030        5,542 
 Purchase of intangible assets                                                 (26)            - 
 Acquisition of a subsidiary, net of cash acquired                                -     (74,031) 
 Net cash flow used in investing activities                                (41,084)     (80,725) 
----------------------------------------------------------------------  -----------  ----------- 
 
 Financing activities 
 Proceeds from issue of ordinary share capital                               20,400       53,053 
 Proceeds from issue of warrant shares                                        2,430            - 
 Cost of share issue                                                          (664)      (1,826) 
 Bank borrowings drawn                                                       28,931       32,582 
 Bank borrowings repaid                                                     (4,930)      (2,394) 
 Loan arrangement fees paid                                                   (610)        (860) 
 Interest paid                                                              (1,853)        (781) 
 Interest received                                                               29            4 
 Dividends paid to equity holders                                           (4,762)      (2,913) 
----------------------------------------------------------------------  -----------  ----------- 
 Net cash flow generated from financing activities                           38,971       76,865 
----------------------------------------------------------------------  -----------  ----------- 
 
 Net increase in cash and cash equivalents for the period                     6,480        1,600 
----------------------------------------------------------------------  -----------  ----------- 
 Cash and cash equivalents at start of period                                 3,280        1,680 
----------------------------------------------------------------------  -----------  ----------- 
 Cash and cash equivalents at end of period                                   9,760        3,280 
----------------------------------------------------------------------  -----------  ----------- 
 

Company Cash Flow Statement

 
                                                                        Year ended   Year ended 
                                                                         31 Mar 19    31 Mar 18 
                                                                Note       GBP'000      GBP'000 
-------------------------------------------------------------  ------  -----------  ----------- 
 Cash flows from operating activities 
 Profit for the period (attributable to equity shareholders)                 4,843        2,393 
 Add: amortisation of intangible assets                                          4            - 
 Less: finance income                                                          (3)          (2) 
 Long-term investment plan                                                     119          657 
 Increase in trade and other receivables                                      (10)          (4) 
 Increase in trade and other payables                                          397          114 
---------------------------------------------------------------------  -----------  ----------- 
 Cash generated from operations                                              5,350        3,158 
 
 Net cash flow generated from operating activities                           5,350        3,158 
---------------------------------------------------------------------  -----------  ----------- 
 
 Investing activities 
 Increase in loan due from group undertakings                             (21,070)     (51,499) 
 Purchase of intangible assets                                                (26)            - 
 Net cash flow used in investing activities                               (21,096)     (51,499) 
---------------------------------------------------------------------  -----------  ----------- 
 
 Financing activities 
 Proceeds from issue of ordinary share capital                              20,400       53,053 
 Proceeds from issue of warrant shares                                       2,430            - 
 Cost of share issue                                                         (664)      (1,826) 
 Interest received                                                               3            2 
 Dividends paid to equity holders                                          (4,762)      (2,913) 
---------------------------------------------------------------------  -----------  ----------- 
 Net cash flow generated from financing activities                          17,407       48,316 
---------------------------------------------------------------------  -----------  ----------- 
 
 Net increase in cash and cash equivalents for the period                    1,661         (25) 
---------------------------------------------------------------------  -----------  ----------- 
 Cash and cash equivalents at start of period                                   41           66 
---------------------------------------------------------------------  -----------  ----------- 
 Cash and cash equivalents at end of period                                  1,702           41 
---------------------------------------------------------------------  -----------  ----------- 
 
 

Consolidated Statement of Changes in Equity

 
                      Share capital   Share premium       Share warrant   Other reserves   Retained earnings     Total 
                                                               reserves 
 Year ended 31              GBP'000         GBP'000             GBP'000          GBP'000             GBP'000   GBP'000 
 March 2019 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 1 April 2018                   681          71,832                  89               75              11,529    84,206 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 
 Profit for the 
  period                          -               -                   -                -              18,747    18,747 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 Total 
  comprehensive 
  income                          -               -                   -                -              18,747    18,747 
 
 Dividends to 
  shareholders                    -               -                   -                -             (4,762)   (4,762) 
 Long term 
  incentive plan                  -               -                   -              119                   -       119 
 Issue of Ordinary 
  Shares                        171          19,565                   -                -                   -    19,736 
 Redemption of 
  Warrant Shares                 25           2,480                (75)                -                   -     2,430 
 31 March 2019                  877          93,877                  14              194              25,514   120,476 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 
 Year ended 31 
 March 2018 
 1 April 2017                   215          20,454                  91               34               4,577    25,371 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 
 Profit for the 
  period                          -               -                   -                -               9,865     9,865 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 Total 
  comprehensive 
  income                          -               -                   -                -               9,865     9,865 
 
 Dividends to 
  shareholders                    -               -                   -                -             (2,913)   (2,913) 
 Long term 
  incentive plan                  -               -                   -              657                   -       657 
 Crystallisation of 
  long-term 
  incentive plan                  5             611                   -            (616)                   -         - 
 Issue of Ordinary 
  Shares                        461          50,767                   -                -                   -    51,228 
 Redemption of 
  Warrant Shares                  -               -                 (2)                -                   -       (2) 
 31 March 2018                  681          71,832                  89               75              11,529    84,206 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 

Company Statement of Changes in Equity

 
                      Share capital   Share premium       Share warrant   Other reserves   Retained earnings     Total 
                                                               reserves 
 Year ended 31              GBP'000         GBP'000             GBP'000          GBP'000             GBP'000   GBP'000 
 March 2019 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 1 April 2018                   681          71,832                  89               75               1,634    74,311 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 
 Profit for the 
  period                          -               -                   -                -               4,843     4,843 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 Total 
  comprehensive 
  income                          -               -                   -                -               4,843     4,843 
 
 Dividends to 
  shareholders                    -               -                   -                -             (4,762)   (4,762) 
 Long term 
  incentive plan                  -               -                   -              119                   -       119 
 Issue of Ordinary 
  Shares                        171          19,565                   -                -                   -    19,736 
 Redemption of 
  Warrant Shares                 25           2,480                (75)                -                   -     2,430 
 31 March 2019                  877          93,877                  14              194               1,715    96,677 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 
 Year ended 31 
 March 2018 
 1 April 2017                   215          20,454                  91               34               2,154    22,948 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 
 Profit for the 
  period                          -               -                   -                -               2,393     2,393 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 Total 
  comprehensive 
  income                          -               -                   -                -               2,393     2,393 
 
 Dividends to 
  shareholders                    -               -                   -                -             (2,913)   (2,913) 
 Long term 
  incentive plan                  -               -                   -              657                   -       657 
 Crystallisation of 
  long-term 
  incentive plan                  5             611                   -            (616)                   -         - 
 Issue of Ordinary 
  Shares                        461          50,767                   -                -                   -    51,228 
 Redemption of 
  Warrant Shares                  -               -                 (2)                -                   -       (2) 
 31 March 2018                  681          71,832                  89               75               1,634    74,311 
-------------------  --------------  --------------  ------------------  ---------------  ------------------  -------- 
 
 

Notes to the Results

Financial information contained in this document does not constitute statutory accounts within the meaning of section 435 of Companies Act 2006 (the "Act").

The financial information set out in this announcement does not comprise the Group's statutory accounts for the year ended 31 March 2019.

The statutory accounts for the year ended 31 March 2019 have not yet been delivered to the Registrar of Companies, nor have the auditors yet reported on them.

1. Corporate information

Urban Logistics REIT plc, previously Pacific Industrial & Logistics REIT plc, (the "Company") and its subsidiaries (the "Group") carry on the business of property lettings throughout the United Kingdom. The Company is a public limited company incorporated and domiciled in England and Wales and listed on the AIM Market of The London Stock Exchange. The registered office address is 124 Sloane Street, London, SW1X 9BW.

2. Basis of preparation

The financial statements have been prepared in accordance with IFRS as adopted by the European Union and, as regards the parent company financial statements, applied in accordance with the provisions of the Companies Act 2006.

The Group's financial information has been prepared on a historical cost basis, except for investment property and derivative interest rate caps which have been measured at fair value.

The functional currency of the Group is considered to be pounds sterling as this is the currency of the primary environment in which the company operates.

The Company has not presented its own Statement of Comprehensive Income, as permitted by Section 408 of the Companies Act 2006. The Company made a profit of GBP4.84 million.

Going concern

The Directors have reviewed the current and projected financial position of the Group, making reasonable assumptions about future trading performance. As part of the review, the Group has considered its cash balances, its debt maturity profile, including undrawn facilities, and the long-term nature of the tenant leases.

On the basis of this review, and after making due enquiries, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis is preparing the Annual Report and financial statements.

Standards in issue and effective from 1 April 2018

The Group and the Company have adopted IFRS 15: Revenue from Contracts with Customers and IFRS 9: Financial instruments for the year ended 31 March 2019. The Group earns revenue from rental income, therefore IFRS 15 is not significant for the Group or Company. In respect of IFRS 9, the Group and Company adopted the expected credit loss model when calculating impairment losses on financial assets carried at amortised cost. Details of these are provided in note 15 to the financial statements.

Standards issued but not yet effective

The company has not yet applied the following new and revised IFRSs that have been issued but are not yet effective:

   --      IFRS 16 "Leases" will be effective for the year ending March 2020 onwards. 

The Directors do not anticipate that the adoption of these standards and interpretations will have a material impact on the Group's financial statements in the period of initial application, other than on presentation and disclosure.

3. Significant accounting judgements, estimates and assumptions

The preparation of the financial statements in conformity with the generally accepted accounting practices requires management to make estimates and judgements that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the statement of financial position date and the reported amounts of revenue and expenses during the reporting period.

Critical accounting judgements

Business combinations

The Group acquires subsidiaries that own real estate. At the time of acquisition, the Group considers whether each acquisition represents the acquisition of a business or the acquisition of an asset. The Group accounts for an acquisition as a business combination where an integrated set of activities is acquired in addition to the property.

Where such acquisitions are not judged to be the acquisition of a business, they are not treated as business combinations. Rather the cost to acquire the corporate entity is allocated between identifiable assets and liabilities of the entity based upon their relative fair values at the acquisition date. Accordingly, no goodwill or additional deferred tax arises.

Key sources of estimation uncertainty

Fair value of investment property

The market value of investment property is determined by real estate valuation experts, to be the estimated amount for which a property should exchange on the date of the valuation in an arm's length transaction. Each property has been valued on an individual basis. The valuation experts use recognised valuation techniques and the principles of IFRS 13.

The valuations have been prepared in accordance with RICS Valuation - Global Standards July 2017 (the "Red Book"). Factors reflected include current market conditions, annual rentals, lease lengths and location. The significant methods and assumptions used by the valuers in estimating the fair value of investment property are set out in note 13.

4. Principal accounting policies

The principal accounting policies applied in the preparation of these interim financial statements are set out below. These policies, which are also applicable to the financial statements of the Company, have been consistently applied to all the years presented.

Basis of consolidation

The financial statements consolidate the accounts of the Company and all subsidiary undertakings drawn up to the same year end.

Business combinations

The acquisition of subsidiaries is accounted for using the acquisition method. The cost of the acquisition is measured at the aggregate of the fair values of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree. At the Group level, acquisition costs are recognised in the Statement of Comprehensive income as incurred.

The acquiree's identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 are recognised at their fair value at the acquisition date.

Subsidiaries are entities which the Group has the power to govern the financial and operating policies generally accompanying a shareholding of more than 50% of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity.

Subsidiary entities are consolidated from the date on which control is transferred to the Group and are deconsolidated from the date on which control ceases. In respect of subsidiaries, inter-company transactions and unrealised gains on intra-group transactions are eliminated on consolidation.

The financial information of the subsidiaries is prepared for the same reporting periods as the parent company, using consistent accounting policies.

Investment in subsidiaries

Investments in subsidiaries are stated at cost less any provision for permanent diminution in value. Realised gains and losses are dealt with through the Statement of Comprehensive Income. A review for impairment is carried out if events or changes in circumstances indicate that the carrying amount may not be recoverable, in which case an impairment provision is recognised and charged to the Statement of Comprehensive Income.

Borrowing costs

Borrowing costs in relation to interest charges on bank borrowings are expensed in the period to which they relate. Fees incurred in relation to the arrangement of bank borrowings are capitalised and expensed on a straight-line basis over the term of the loan.

Segmental reporting

IFRS 8 requires operating segments to be identified on the basis of internal reports that are regularly reported to the Board to allocate resources to the segments and to assess their performance. The directors consider there to be only one reportable segment, being the investment in the United Kingdom into small logistics warehouses.

Investment properties

Investment properties comprises completed property that is held to earn rentals or for capital appreciation or both.

Investment properties are initially recognised at cost including transactions costs. Transaction costs include transfer taxes and professional fees for legal services. Subsequent to initial recognition investment properties are carried at fair value, as determined by real estate valuation experts. Gains or losses arising from change in fair value is recognised in the statement of comprehensive income in the period in which they arise.

On disposal of an investment property, the difference between the disposal proceeds and the carrying amount is recognised in the statement of comprehensive income.

Financial instruments

Financial assets and financial liabilities are recognised in the Statement of Financial Position when the Group becomes a party to the contractual provisions of the instrument.

Financial assets

Investments other than investments in subsidiaries are classified as either held-for-trading or not at initial recognition. At the year-end date all investments are classified as not held f or trading. An irrevocable election has been made to recognise changes in fair value in other comprehensive income.

Trade receivables are held in order to collect the contractual cash flows and are initially measured at the transaction price as defined in IFRS 15, as the contracts of the Group do not contain significant financing components. Impairment losses are recognised based on lifetime expected credit losses in profit or loss.

Other receivables are held in order to collect the contractual cash flows and accordingly are measured at initial recognition at fair value, which ordinarily equates to cost and are subsequently measured at cost less impairment due to their short-term nature. A provision for impairment is established based on 12-month expected credit losses unless there has been a significant increase in credit risk when lifetime expected credit losses are recognised. The amount of any provision is recognised in profit or loss.

Financial liabilities

Financial liabilities, equity instruments and warrant instruments issued by the Group are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities. Equity instruments issued by the Group are recorded at the proceeds received, net of direct issue costs.

Trade and other payables are initially measured at fair value, and are subsequently measured at amortised cost using the effective interest rate method.

Derivative financial instruments

Derivative financial instruments, comprising interest rate caps and swaps for hedging purposes, are initially recognised at cost and are subsequently measured at fair value being the estimated amount that the Group would receive or pay to terminate the agreement at the period end date, taking into account current interest rate expectations and the current credit rating of the Group and its counterparties.

The gain or loss at each fair value measurement date is recognised in the statement of comprehensive income. Premiums payable under such arrangements are initially capitalised into the statement of financial position, subsequently they are remeasured and held at their fair values.

Hedge accounting has not been applied in these financial statements.

Revenue recognition

Rental income from operating leases on properties owned by the Group is accounted for on a straight-line basis over the term on the lease. Rental income excludes service charges and other costs directly recoverable from tenants.

Lease incentives are amortised on a straight-line basis over the term of the lease.

Leases

Leases where substantially all of the risks and rewards of ownership are transferred to the lessee are classified as finance leases. All others are deemed operating leases. Property interests held under operating leases which meet the definition of investment properties are carried, as such, at fair value with the related lease treated as a finance lease.

Long-term incentive plan

There is a long-term incentive plan ("LTIP") in place whereby Pacific Industrial LLP, an affiliate of Pacific Capital Partners Limited (the "Manager") has subscribed for B Ordinary Shares and C Ordinary Shares issued in Pacific Industrial & Logistics Limited, a subsidiary of Urban Logistics REIT plc (the "Company"). Under the terms of the LTIP, the Company is obliged to acquire the B Ordinary Shares and C Ordinary Shares in Pacific Industrial & Logistics Limited, in return for services provided by Pacific Industrial LLP, subject to certain conditions.

The fair value of the LTIP is calculated at the grant date using the Monte Carlo Model. The resulting cost is charged to the Statement of Comprehensive Income over the vesting period. The value of the charge is adjusted to reflect expected and actual levels of vesting. Further details have been provided in note 11.

Taxation

Taxation on the profit or loss for the period not exempt under UK REIT regulations comprises current and deferred tax. Current tax is expected tax payable on any non-REIT taxable income for the period, using tax rates enacted or substantively enacted at the period end date, and any adjustment to tax payable in respect of previous years.

Dividends

Dividends on equity shares are recognised when they become legally payable. In the case of interim dividends, this is when paid. In the case of final dividends, this is when approved by the shareholders at the Annual General Meeting.

5. Revenue

The Group is involved in UK property ownership and letting and is considered to operate in a single geographical and business segment. The total revenue of the Group for the year was derived from its principal activity, being that of property lettings.

For the year to 31 March 2019, there were two tenants who accounted for 13% and 10% of the Group's gross rental income.

6. Operating profit

Operating profit is stated after charging:

 
                                                                               31 Mar 19   31 Mar 18 
                                                                                 GBP'000     GBP'000 
---------------------------------------------------------------------------  -----------  ---------- 
 Directors' remuneration (note 7)                                                    162         128 
 Long-term incentive plan (note 11)                                                  119         657 
---------------------------------------------------------------------------  -----------  ---------- 
 Auditor's fees 
 - Fees payable for the audit of the Company's annual accounts                        18          15 
 - Fees payable for the ISRE 2410 review of the Company's interim accounts            13          13 
 - Fees payable for the audit of the Company's subsidiaries                           51          56 
 - Fees payable for other services                                                    59           4 
---------------------------------------------------------------------------  -----------  ---------- 
 Total Auditor's fee                                                                 141          88 
---------------------------------------------------------------------------  -----------  ---------- 
 

In addition to the above, Smith & Williamson also received GBP15k in respect of providing reporting accountant services in connection with the Company's public offering in April 2018. These fees have been treated as share issue expenses and offset against share premium.

7. Directors' remuneration

 
                                  31 Mar 19   31 Mar 18 
                                    GBP'000     GBP'000 
-------------------------------  ----------  ---------- 
 Directors' fees                        145         114 
 Employer's National Insurance           17          14 
-------------------------------  ---------- 
                                        162         128 
-------------------------------  ----------  ---------- 
 

A summary of the Directors' emoluments, including the disclosures required by the Companies Act 2006, is set out in the Directors' Report. Two directors are also set to benefit from the Long-term incentive plan (LTIP). For further information refer to related party transactions in note 28.

8. Finance expense

 
                                          31 Mar 19   31 Mar 18 
                                            GBP'000     GBP'000 
---------------------------------------  ----------  ---------- 
 Interest on bank borrowings                  1,853         781 
 Amortisation of loan arrangement fees          357         148 
---------------------------------------  ----------  ---------- 
                                              2,210         929 
---------------------------------------  ----------  ---------- 
 

9. Taxation

As a REIT, the Group is exempt from corporation tax on the profits and gains from its property investment business, provided it continues to meet certain conditions as per REIT regulations. For the year ending 31 March 2019, the Group did not have any non-qualifying profits and accordingly there is no tax charge in the period. Any non-qualifying profits and gains however will continue to be subject to corporation tax.

10. Earnings per share

The calculation of the basic earnings per share ("EPS") was based on the profit attributable to ordinary shareholders divided by the weighted average number of ordinary shares outstanding during the period, in accordance with IAS 33.

 
                                                                                               31 Mar 19    31 Mar 18 
                                                                                                 GBP'000      GBP'000 
-------------------------------------------------------------------------------------------  -----------  ----------- 
 Profit attributable to Ordinary Shareholders 
 Total comprehensive income (GBP'000)                                                             18,747        9,865 
-------------------------------------------------------------------------------------------  -----------  ----------- 
 Weighted average number of Ordinary Shares in issue                                          84,734,355   50,473,801 
 Basic earnings per share (pence)                                                                 22.12p       19.54p 
-------------------------------------------------------------------------------------------  -----------  ----------- 
 Number of diluted shares under option/warrant                                                    89,866       88,860 
 Weighted average number of Ordinary Shares for the purpose of dilutive earnings per share    84,824,221   50,562,661 
-------------------------------------------------------------------------------------------  -----------  ----------- 
 Diluted earnings per share (pence)                                                               22.10p       19.51p 
-------------------------------------------------------------------------------------------  -----------  ----------- 
 Adjustments to remove: 
 Changes in fair value of investment property (GBP'000)                                         (13,352)      (7,194) 
 Changes in fair value of interest rate derivatives (GBP'000)                                        709        (134) 
 Profit on disposal of investment properties                                                       (160)         (57) 
-------------------------------------------------------------------------------------------  -----------  ----------- 
 EPRA earnings (GBP'000)                                                                           5,944        2,480 
 EPRA diluted earnings per share                                                                   7.01p        4.91p 
-------------------------------------------------------------------------------------------  -----------  ----------- 
 Adjustments to add back: 
 LTIP crystallisation                                                                                  -          616 
-------------------------------------------------------------------------------------------  -----------  ----------- 
 Adjusted earnings (GBP'000)                                                                       5,944        3,096 
 Adjusted earnings per share                                                                       7.01p        6.12p 
-------------------------------------------------------------------------------------------  -----------  ----------- 
 

The ordinary number of shares is based on the time weighted average number of shares throughout the period.

At 31 March 2019, the Company had 457,250 warrant shares in issue. Each warrant holder has the right to subscribe for new Ordinary shares on the basis of one new Ordinary share for each warrant held at a strike price of 97.0 pence per Ordinary share. The dilutive nature of the share is 3.0 pence per share.

11. Long-Term Incentive Plan ("LTIP")

The Company has a LTIP, accounted for as an equity settled share-based payment. At 31 March 2019, Pacific Industrial LLP, an affiliate of Pacific Capital Partners Limited, has subscribed for 1,000 B Ordinary Shares of GBP0.01 each and 1,000 C Ordinary Shares of GBP0.01 each issued in Urban Logistics Holdings Limited (formerly Pacific Industrial & Logistics Limited), a subsidiary of the Company.

 
 Date options granted     Class of Share   Fair Value at Grant   Charge for the Year 
                                                       GBP'000               GBP'000 
----------------------  ----------------  --------------------  -------------------- 
 April 2016                   B Ordinary                   307                    98 
 August 2017                  C Ordinary                   131                    21 
                                                                                 119 
 ---------------------------------------  --------------------  -------------------- 
 

The LTIP has an EPRA NAV element and a share price element and will be assessed on: i) 30 September 2020 (the "First Calculation Date") and ii) 30 September 2023 (the "Second Calculation Date"). The EPRA NAV element will be 10 per cent. of the excess of the EPRA NAV per Ordinary Share return, including dividends, over an annualised 9 per cent. hurdle, multiplied by the number of Ordinary Shares in issue at the relevant calculation date. The share price element will be 10 per cent. of the excess of the share price return, including dividends, over an annualised 9 per cent. hurdle, multiplied by the number of Ordinary Shares in issue at the relevant calculation date.

At the First Calculation Date, the share price element and the EPRA NAV element hurdle will be calculated by reference to the Placing Price of 115.0 pence.

At the Second Calculation Date, if a payment has been made at the First Calculation Date under either element, the hurdle for that element at the Second Calculation Date will be re-set to be based on the prevailing EPRA NAV per Ordinary Share/share price as at the First Calculation Date (as applicable). If no payment is made under an element at the First Calculation Date, then the hurdle for that element will continue to be calculated by reference to the Placing Price of 115.0 pence.

The LTIP will be paid in shares of Urban Logistics REIT plc or, at the Board's discretion, in cash.

12. Dividends

 
                                                   Year ended   Year ended 
                                                    31 Mar 19    31 Mar 18 
                                                      GBP'000      GBP'000 
------------------------------------------------  -----------  ----------- 
 Ordinary dividends paid 
 2017 Second interim dividend: 3.00p per share              -          644 
 2017 Third interim dividend: 0.23p per share               -          157 
 2018 Interim dividend: 1.00p per share                     -          681 
 2018 Special interim dividend: 2.10p per share             -        1,430 
 2018 Third interim dividend: 3.20p per share           2,180            - 
 2018: Fourth interim dividend: 0.02p per share            17            - 
 2019: First interim dividend: 2.98p per share          2,565            - 
 
 Total dividends paid                                   4,762        2,912 
------------------------------------------------  -----------  ----------- 
 

The Company has declared a second interim dividend of 4.02 pence per Ordinary Share in respect of the financial year ended 31 March 2019. The dividend will be paid as a property income distribution ("PID") on 28 June 2019 to shareholders on the register at the close of business on 7 June 2019. The ex-dividend date will be 6 June 2019.

13. Investment properties

In accordance with IAS 40 "Investment Property", investment property is carried at its fair value as determined by an external valuer. This valuation has been conducted by CBRE and has been prepared as at 31 March 2019, in accordance with the RICS valuation - Global Standards July 2017 (the "Red Book").

The valuations have been prepared in accordance with those recommended by the International Valuation Standards Committee and are consistent with the principles in IFRS 13.

 
                                           Investment properties freehold   Investment properties leasehold      Total 
                                                                  GBP'000                           GBP'000    GBP'000 
----------------------------------------  -------------------------------  --------------------------------  --------- 
 As at 1 April 2018                                               106,100                            25,750    131,850 
 Property additions through acquisitions                           51,960                               128     52,088 
 Disposals in year                                                (7,700)                           (3,170)   (10,870) 
 Change in fair value during the period                            10,970                             2,382     13,352 
----------------------------------------  -------------------------------  --------------------------------  --------- 
 As at 31 March 2019                                              161,330                            25,090    186,420 
----------------------------------------  -------------------------------  --------------------------------  --------- 
 
 

Total rental income for the year recognised in the Consolidated Statement of Comprehensive Income amounted to GBP10.77 million (Mar 2018: GBP5.56 million).

Further information relating to property valuation techniques have been disclosed in note 20.

14. Investments

Investments are analysed as follows:

 
                                                   Group    Company 
                                                 GBP'000    GBP'000 
--------------------------------------------  ----------  --------- 
 At 1 April 2018                                       -     11,800 
 Increase in investments via share purchase            -     82,000 
 
  At 31 March 2019                                     -     93,800 
--------------------------------------------  ----------  --------- 
 

Details of the Group's subsidiary undertakings as at 31 March 2019, all of which are included in the consolidated financial statements, are given below:

 
 Company Name                              Country of Incorporation    Principal Activity     Effective Group Interest 
----------------------------------------  --------------------------  ---------------------  ------------------------- 
 Pacific Industrial & Logistics Limited            England and Wales        Holding Company                     99.99% 
 Pacific Industrial & Logistics 
  Acquisitions (1) Limited                         England and Wales        Holding Company                     99.99% 
 Pacific Industrial & Logistics 
  Acquisitions 2 Limited                           England and Wales    Property Investment                     99.99% 
 Alanchoice Limited                                England and Wales    Property Investment                     99.99% 
 Sheds General Partner 2 Limited *                 England and Wales                Dormant                     99.99% 
 Sheds GP Nominee Co. 1 Limited *                  England and Wales                Dormant                     99.99% 
 Sheds GP Nominee Co. 2 Limited *                  England and Wales                Dormant                     99.99% 
 Sheds Prop 4 S.a.r.l                                     Luxembourg                Dormant                     99.99% 
 Sheds YPL (Investments) Limited *                          Guernsey                Dormant                     99.99% 
 Sheds YPL (Investments II) Limited *                       Guernsey                Dormant                     99.99% 
 Sheds YPL (Investments III) Limited *                      Guernsey                Dormant                     99.99% 
 

Registered office address for companies incorporated in England and Wales; 124 Sloane Street, London, SW1 X9BW

Registered office address for companies incorporated in Guernsey companies; 11 New Street, St Peter Port, Guernsey GY1 2PF.

Registered office address for companies incorporated in Luxembourg companies: 14, Rue Edward Steichen, L-2540 Luxembourg

Pacific Industrial LLP, an affiliate of the Manager, owns 0.02% of the issued share capital in Pacific Industrial & Logistics Limited. These shares have no right to dividends, therefore, no amounts have been recognised within non-controlling interests.

* At 31 March 2019, these companies were in liquidation.

15. Trade and other receivables

 
                                            Group     Company       Group     Company 
                                        31 Mar 19   31 Mar 19   31 Mar 18   31 Mar 18 
                                          GBP'000     GBP'000     GBP'000     GBP'000 
-------------------------------------  ----------  ----------  ----------  ---------- 
 Trade receivables                            644           7         194           - 
 Other receivables                            459           -          34           - 
 Amounts due from group undertakings            -       1,877           -      62,807 
 Prepayments                                  428          13         357           9 
 
                                            1,531       1,897         585      62,816 
-------------------------------------  ----------  ----------  ----------  ---------- 
 

Trade receivables are due within 30 days of the date at which the invoice is generated and are not interest bearing in nature. All trade receivables relate to amounts that are less than 30 days overdue as at the year end date. Due to their short maturities, the fair value of trade and other receivables approximates their fair value.

Amounts due from group undertakings have been issued without terms and are interest free, therefore, the full amount has been recognised within trade and other receivables due within one year.

Trade receivables comprise rental income which is due on contractual quarter days. At 31 March 2019, GBP644,028 (2018: GBP194,226) was due from tenants. A provision for impairment of trade receivables is established using an expected credit losses model. Expected loss is calculated from a provision matrix based on the expected lifetime default rates and estimates of loss on default. The calculation resulted in no allowance for bad debt needing to be recognised in the accounts.

Included within Other receivables is GBP344,673 (2018: GBP18,370) in relation to the unamortised lease incentives associated with entering into tenant leases. The year on year increase is a result of an increased number of new lettings for the current financial year.

16. Cash and cash equivalents

 
                                  Group     Company       Group     Company 
                              31 Mar 19   31 Mar 19   31 Mar 18   31 Mar 18 
                                GBP'000     GBP'000     GBP'000     GBP'000 
---------------------------  ----------  ----------  ----------  ---------- 
 Cash and cash equivalents        9,760       1,702       3,280          41 
 
                                  9,760       1,702       3,280          41 
---------------------------  ----------  ----------  ----------  ---------- 
 

Group cash and cash equivalents available include GBP0.95 million (Mar 2018: GBP0.67 million) of restricted cash in the form of rental deposits held on behalf of tenants.

17. Trade and other payables

 
                                          Group     Company       Group     Company 
                                      31 Mar 19   31 Mar 19   31 Mar 18   31 Mar 18 
                                        GBP'000     GBP'000     GBP'000     GBP'000 
-----------------------------------  ----------  ----------  ----------  ---------- 
 Falling due in less than one year 
 
 Trade and other payables                   406         352         693         302 
 Social security and other taxes            450         173         110          10 
 Accruals                                   746         178         647          34 
 Other creditors                            206          41          40           - 
 
                                          1,808         744       1,490         346 
-----------------------------------  ----------  ----------  ----------  ---------- 
 
 

The Group has financial risk management policies in place to ensure that all payables are paid within the credit timeframe. Due to their short maturities, the fair value of trade and other payables approximates their fair value.

Social security and other taxes relate solely to the Group's net VAT position with HMRC at the balance sheet date. At 31 March 2019, the Group owed GBP450,057 (2018: GBP110,461) to HMRC. The year on year increase is largely driven by the increased VAT arising on contractual rental income.

18. Bank borrowings and reconciliation of liabilities to cash flows from financing activities

 
                                                                                     Bank borrowings 
                                                                                             GBP'000 
----------------------------------------------------------------------------------  ---------------- 
 Balance at 1 April 2018                                                                      47,672 
 Bank borrowings drawn in the year                                                            28,931 
 Bank borrowings repaid in the year                                                          (4,930) 
 Loan arrangement fees paid                                                                    (610) 
 
 Non-cash movements: 
 Amortisation of loan arrangement fees                                                           357 
----------------------------------------------------------------------------------  ---------------- 
 Total bank borrowings per the Consolidated Group Statement of Financial Position             71,420 
----------------------------------------------------------------------------------  ---------------- 
 
 Being: 
 Drawn debt                                                                                   72,594 
 Unamortised loan arrangement fees                                                           (1,174) 
----------------------------------------------------------------------------------  ---------------- 
 Total bank borrowings per the Consolidated Group Statement of Financial Position             71,420 
----------------------------------------------------------------------------------  ---------------- 
 
 

On 5 December 2018, the Group, Santander UK plc and Barclays Bank plc entered into a facility agreement pursuant to which Santander UK plc has agreed to provide the Group with a loan facility of GBP72.6 million for a term of five years.

19. Interest rate derivatives

The Group has used interest rate swaps to mitigate exposure to interest rate risk. The total fair value of these contracts are recorded in the statement of financial position. The interest rate derivatives are marked to market by the relevant counterparty banks on a quarterly basis. Any movement in the fair value of the interest rate derivatives are taken to finance costs in the statement of comprehensive income.

 
                                                             Year ended   Year ended 
                                                              31 Mar 19    31 Mar 18 
                                                                GBP'000      GBP'000 
----------------------------------------------------------  -----------  ----------- 
 Non-current liabilities: derivative interest rate swaps: 
 At beginning of period                                              19        (115) 
 Change in fair value in the period                               (709)          134 
----------------------------------------------------------  -----------  ----------- 
                                                                  (690)           19 
----------------------------------------------------------  -----------  ----------- 
 

20. Financial risk management

Financial instruments - Group

The Group's financial instruments comprise financial assets and liabilities that arise directly from its operations; cash and cash equivalents, trade and other receivables, trade and other payables, interest rate derivative and bank borrowings. The main purpose of these financial instruments is to provide finance for the acquisition and development of the Group's investment property portfolio.

 
                                 Book Value   Fair Value   Book Value   Fair Value 
                                  31 Mar 19    31 Mar 19    31 Mar 18    31 Mar 18 
                                    GBP'000      GBP'000      GBP'000      GBP'000 
------------------------------  -----------  -----------  -----------  ----------- 
 Financial assets 
 Trade receivables                      651          651          194          194 
 Cash and short-term deposits         9,760        9,760        3,280        3,280 
 Interest rate derivatives                -            -           19           19 
------------------------------  -----------  -----------  -----------  ----------- 
 Financial liabilities 
 Trade and other payables           (2,309)      (2,309)      (2,052)      (2,052) 
 Bank loans                        (71,420)     (72,594)     (47,672)     (48,593) 
 Interest rate derivatives            (690)        (690)            -            - 
------------------------------  -----------  -----------  -----------  ----------- 
 
 

Credit risk

Credit risk is the risk of financial loss to the Group if a client or counterparty fails to meet it contractual obligations.

The Group's credit risk is primarily attributable to its trade receivables. The Group has implemented policies that require appropriate credit checks on potential tenants before lease agreements are signed. The amount of exposure to any individual counterparty is subject to a limit, which is reassessed annually by the board.

Outstanding trade receivables are regularly monitored. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial asset.

Interest rate risk

The Group has both interest-bearing assets and interest-bearing liabilities. Interest bearing assets comprise only cash and cash equivalents which earn interest at a variable rate. The Group's debt strategy is to minimise the effect of a significant rise in underlying interest rates by utilising interest rate swaps.

The directors will revisit the appropriateness of this policy should the Group's operations change in size or nature.

Details of the terms of the Group's borrowings are disclosed in note 18.

Market risk

Market risk is the risk that the fair values of financial instruments will fluctuate due to changes in market prices. The financial instruments held by the Group that are affected by market risk are principally the Group's cash balances along with an interest rate cap entered into to mitigate interest rate risk.

Liquidity risk

The Group actively maintains a medium-term debt finance that is designed to ensure it has sufficient available funds for operations and committed investments. The Group monitors its levels of working capital to ensure that it can meet its debt repayments as they fall due.

The following table shows the contractual maturities of the Group's financial liabilities, all of which are measured at amortised cost:

 
                             6 months or less   6-12 months   1-2 years   2-5 years   More than 5 years     Total 
                                      GBP'000       GBP'000     GBP'000     GBP'000             GBP'000   GBP'000 
--------------------------  -----------------  ------------  ----------  ----------  ------------------  -------- 
 31 March 2019 
 Bank borrowings                        1,075         1,075       2,219      79,259                   -    83,628 
 Trade and other payables               1,808             -           -         951                   -     2,759 
                                        2,883         1,075       2,219      80,210                   -    86,387 
--------------------------  -----------------  ------------  ----------  ----------  ------------------  -------- 
 31 March 2018 
 Bank borrowings                          733           734       1,436      52,858                   -    55,761 
 Trade and other payables               1,490             -           -         672                   -     2,162 
--------------------------  -----------------  ------------  ----------  ----------  ------------------  -------- 
                                        2,223           734       1,436      53,530                   -    57,923 
--------------------------  -----------------  ------------  ----------  ----------  ------------------  -------- 
 

Included within the contracted payments is GBP11.03 million bank interest payable up to the point of maturity across the facility

Included in trade and other payables is GBP951k (2018: GBP672k) in relation to rent deposits held with respect to three tenants.

Financial instruments - Company

The Company's financial instruments comprise amounts due from group undertakings, cash and cash equivalents and trade and other payables.

 
                                 Book Value   Fair Value   Book Value   Fair Value 
                                  31 Mar 19    31 Mar 19    31 Mar 18    31 Mar 18 
                                    GBP'000      GBP'000      GBP'000      GBP'000 
------------------------------  -----------  -----------  -----------  ----------- 
 Financial assets 
 Trade and other receivables          1,884        1,884       62,807       62,807 
 Cash and short-term deposits         1,702        1,702           41           41 
------------------------------  -----------  -----------  -----------  ----------- 
 Financial liabilities 
 Trade and other payables             (744)        (744)        (346)        (346) 
------------------------------  -----------  -----------  -----------  ----------- 
 

Fair value hierarchy

The company uses the following hierarchy for determining the fair value of financial instruments:

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

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

Level 3: inputs for the asset or liability that are derived from formal valuation techniques that include inputs for the asset or liability that are not based on observable market data.

Investment property - level 3

The Group's investment property assets are classified as level 3, as defined by IFRS 13, in the fair value hierarchy. Level 3 inputs for the asset or liability that are derived from formal valuation techniques that include inputs for the asset or liability that are not based on observable market data.

The valuation has been prepared on the basis of Fair Value (FV), in accordance with IFRS 13, which is defined as:

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

Fair value, for the purpose of financial reporting under IFRS 13, is effectively the same as Market Value, which is defined as:

"The estimated amount for which an asset or liability should exchange on the valuation date between a willing buyer and a willing seller in an arm's length transaction, after proper marketing and where the parties had acted knowledgeably, prudently and without compulsion."

Various assumptions were made in the determination of the Market Value, namely; tenure, letting, taxation, town planning and the condition and repair of the properties and sites.

A 5% increase in Estimated Rental Value ("ERV") would increase the property portfolio valuation by GBP9.33m and a 5% decrease would decrease the property portfolio valuation by GBP9.33m. Similarly, a decrease in Net Initial Yield ("NIY") by 0.25% would increase the property portfolio valuation by GBP8.30m and an increase of 0.25% would decrease the property portfolio valuation by GBP7.62m.

21. Capital risk management

The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and continues to qualify for UK REIT status.

The Group defines capital as being share capital plus reserves. The Board of Directors monitors the level of capital as compared to the Group's debt facility and adjusted the ratio of debt to capital as is determined to be necessary, by issuing new shares, reducing or increasing debt, paying dividends and returning capital to shareholders.

The Directors intend that the Group will maintain a conservative level of aggregate borrowings with a medium-term target of 35-40% of the Group's gross assets.

22. Share capital

 
                                               31 Mar 19   31 Mar 19 
                                                  Number     GBP'000 
-------------------------------------------  -----------  ---------- 
 Issued and fully paid up at 1p each          87,690,604         877 
-------------------------------------------  -----------  ---------- 
 At beginning of period                       68,114,724         681 
 Issued and fully paid - 26 April 2018        17,071,130         171 
 Issued and fully paid - 1 May 2018              521,964           5 
 Issued and fully paid - 12 September 2018       373,000           4 
 Issued and fully paid - 22 November 2018         20,000           - 
 Issued and fully paid - 12 March 2019           106,750           1 
 Issued and fully paid - 27 March 2019         1,483,036          15 
 At 31 March 2019                             87,690,604         877 
-------------------------------------------  -----------  ---------- 
 
 

On 26 April 2018, the Company raised GBP20.4 million through the issue of 17,071,130 Ordinary Shares at an issue price of 119.50 pence per share.

On 1 May 2018, 521,964 warrant shares were redeemed for an issue price of 97.0 pence per share.

On 12 September 2018, 373,000 warrant shares were redeemed for an issue price of 97.0 pence per share.

On 22 November 2018, 20,000 warrant shares were redeemed for an issue price of 97.0 pence per share.

On 12 March 2019, 106,750 warrant shares were redeemed for an issue price of 97.0 pence per share.

On 27 March 2019, 1,483,036 warrant shares redeemed for an issue price of 97.0 pence per share.

At 31 March 2019, there were 457,250 warrant shares in issue. Each warrant holder has the right to subscribe for Ordinary Shares on the basis of one new Ordinary Share for each warrant held at a strike price of 97.0 pence per Ordinary Share.

23. Share premium

Share premium relates to amounts subscribed for share capital in excess of nominal value less any associated issue costs that have been capitalised.

 
                                                   31 Mar 19    31 Mar 18 
                                                     GBP'000      GBP'000 
-----------------------------------------------  -----------  ----------- 
 Balance brought forward                              71,832       20,454 
 Share premium on the issue of ordinary shares        22,709       52,593 
 Crystallisation of LTIP - Ordinary A shares               -          611 
 Share issue costs                                     (664)      (1,826) 
-----------------------------------------------  -----------  ----------- 
                                                      93,877       71,832 
-----------------------------------------------  -----------  ----------- 
 

24. Share warrant reserve

This reserve relates to the warrant shares issued upon admission to the AIM Market of The London Stock Exchange in April 2016.

 
                                   31 Mar 19   31 Mar 19 
                                      Number     GBP'000 
------------------------------  ------------  ---------- 
 At beginning of the year          2,962,000          89 
 Redeemed - 1 May 2018             (521,964)        (16) 
 Redeemed - 12 September 2018      (373,000)        (11) 
 Redeemed - 22 November 2018        (20,000)         (1) 
 Redeemed - 12 March 2019          (106,750)         (3) 
 Redeemed - 27 March 2019        (1,483,036)        (44) 
 At 31 March 2019                    457,250          14 
------------------------------  ------------  ---------- 
 

At 31 March 2019, there were 457,250 (2018: 2,962,000) warrant shares in issue. Each warrant holder has the right to subscribe for new Ordinary shares on the basis of one new Ordinary share for each warrant held at a strike price of 97.0 pence per Ordinary share.

Post year end, a further 61,000 warrant shares were exercised for a strike price of 97.0 pence per Ordinary Share. The remaining 396,250 warrant shares expired on 13 April 2019.

25. Operating leases

The Group as lessor

Future aggregate minimum rentals receivable under non-cancellable operating leases are:

 
                  < 1 year   2 - 5 years   > 5 years     Total 
                   GBP'000       GBP'000     GBP'000   GBP'000 
---------------  ---------  ------------  ----------  -------- 
 31 March 2019      11,151        27,387      23,957    62,495 
---------------  ---------  ------------  ----------  -------- 
 
 
                  < 1 year   2 - 5 years   > 5 years     Total 
                   GBP'000       GBP'000     GBP'000   GBP'000 
---------------  ---------  ------------  ----------  -------- 
 31 March 2018       7,599        23,082       7,020    37,701 
---------------  ---------  ------------  ----------  -------- 
 

26. Retained earnings

Retained earnings relates to net gains and losses less distributions to owners not recognised elsewhere.

 
                                                                 Group     Company 
                                                             31 Mar 19   31 Mar 19 
                                                               GBP'000     GBP'000 
----------------------------------------------------------  ----------  ---------- 
 Balance at the beginning of the period                         11,529       1,634 
 Retained profit for the period                                 18,747       4,843 
 Third interim dividend for the year ended 31 March 2018       (2,180)     (2,180) 
 Fourth interim dividend for the year ended 31 March 2018         (17)        (17) 
 First interim dividend for the year ended 31 March 2019       (2,565)     (2,565) 
 
 Balance at end of period                                       25,514       1,715 
----------------------------------------------------------  ----------  ---------- 
 

27. Related party transactions

The terms and conditions of the Investment Management Agreement are described in the Management Engagement Committee Report. During the year, the amount paid for services provided by Pacific Capital Partners Limited (the "Manager") totalled GBP1.05 million. The total amount outstanding at the year end relating to the Investment Management Agreement was GBP0.34 million.

Long-term incentive plan

Under the terms of the Company's long-term incentive plan, at 31 March 2019 Pacific Industrial LLP, an affiliate of Pacific Investments Limited had subscribed for shares in Pacific Industrial & Logistics Limited, a subsidiary of Urban Logistics REIT plc. Further details have been provided in note 11.

M1 Agency LLP

During the year, the Group incurred fees totalling GBP679,665 from M1 Agency LLP, a partnership in Richard Moffitt is a member. These fees were incurred in the acquisition of investment properties, sale of three investment properties and two re-lettings.

For the transactions listed above, Richard Moffitt's benefit derived form the profit allocation he receives from M1 Agency LLP as a member and not from the transaction.

The Board, with the assistance of the Manager, excluding Richard Moffitt, review and approve each fee payable to M1 Agency LLP, and ensure the fees are in line with market rates and on standard commercial property terms.

Transactions with subsidiaries

Under IFRS, we are required to disclose all inter-company transactions that took place for all subsidiary undertakings of the Company. Transactions between the Company and its subsidiaries are in the normal course of business. Such transactions are eliminated on consolidation.

During the year fees of GBP1,743,805 were charged to Pacific Industrial & Logistics Acquisitions (1) Limited, a subsidiary undertaking incorporated in England and Wales, from Urban Logistics REIT plc. At 31 March 2019, GBPnil was due from Pacific Industrial & Logistics Acquisitions (1) Limited.

During the year, Urban Logistics REIT plc carried out transactions with Pacific Industrial & Logistics Limited, a subsidiary undertaking incorporated in England and Wales. The total amount of these transactions was a net loan decrease of GBP60,930,021 (2018: increase of GBP51,499,288). At 31 March 2019, Urban Logistics REIT plc was due GBP1,876,858 (2018: GBP62,806,879) from Pacific Industrial & Logistics Limited.

During the year, Urban Logistics REIT plc received a dividend of GBP5,000,000 from Pacific Industrial & Logistics Limited.

28. Net asset value per share (NAV)

Basic NAV per share is calculated by dividing net assets in the Consolidated Statement of Financial Position attributable to Ordinary shareholders by the number of Ordinary shares outstanding at the end of the period.

Net Asset Values have been calculated as follows:

 
                                                                                                31 Mar 19    31 Mar 18 
 Net assets per Condensed Statement of Financial Position (GBP'000)                               120,476       84,206 
--------------------------------------------------------------------------------------------  -----------  ----------- 
 Add: 
 Cash received from issued share warrants (GBP'000)                                                   444        2,873 
--------------------------------------------------------------------------------------------  -----------  ----------- 
 Diluted NAV (GBP'000)                                                                            120,920       87,079 
--------------------------------------------------------------------------------------------  -----------  ----------- 
 Adjustment for: 
 Fair value of interest rate derivatives (GBP'000)                                                    690         (19) 
--------------------------------------------------------------------------------------------  -----------  ----------- 
 EPRA NAV (GBP'000) - basic                                                                       121,166       84,187 
 EPRA NAV (GBP'000) - diluted                                                                     121,610       87,060 
--------------------------------------------------------------------------------------------  -----------  ----------- 
 Ordinary shares: 
 Number of Ordinary shares in issue at period end                                              87,690,604   68,114,724 
 Number of Ordinary shares for the purposes of dilutive Net Asset Value per share at period 
  end                                                                                          88,147,854   71,076,724 
--------------------------------------------------------------------------------------------  -----------  ----------- 
 Basic NAV                                                                                        137.39p      123.62p 
 EPRA NAV - basic                                                                                 138.17p      123.60p 
--------------------------------------------------------------------------------------------  -----------  ----------- 
 Diluted NAV                                                                                      137.18p      122.51p 
 EPRA NAV - diluted                                                                               137.96p      122.49p 
--------------------------------------------------------------------------------------------  -----------  ----------- 
 

29. Post Balance Sheet Events

On 5 April 2019, the Group completed the sale of a property located in Nuneaton for GBP8.1 million. The property was sold to an owner occupier, Cofresh Limited, and realised a Total Property Return of 38%.

On 5 April 2019, the Group purchased a logistics property in Thatcham for a total consideration of GBP3.4 million, representing a net initial yield of 5.9%. The site has a rent of GBP7.97 per sq. ft. and a reversionary yield of c. 7.0%.

Post year end, a further 61,000 warrant shares were exercised for a strike price of 97.0 pence per Ordinary Share. The remaining 396,250 warrant shares expired on 13 April 2019.

On 17 May 2019, the Group completed the sale of a site located on Postley Road, Bedford for GBP9.2 million realising a Total Property Return of 74.2%.

Supplementary information

i. EPRA performance measures summary

 
                                                      31 Mar 19   31 Mar 18 
                                                        GBP'000     GBP'000 
---------------------------------------------------  ----------  ---------- 
 EPRA earnings per share (diluted)                        7.01p       4.91p 
 EPRA net asset value per share (diluted)               137.96p     122.49p 
 EPRA triple net asset value per share (diluted)        137.18p     122.51p 
---------------------------------------------------  ----------  ---------- 
 EPRA net initial yield                                    5.9%        5.9% 
 EPRA 'topped up' net initial yield                        6.1%        6.1% 
 EPRA vacancy rate                                         0.0%        6.7% 
 EPRA cost ratio (including vacant property costs)        23.5%       29.0% 
 EPRA cost ratio (excluding vacant property costs)        17.5%       20.1% 
---------------------------------------------------  ----------  ---------- 
 

ii. Income statement

 
                                             31 Mar 19   31 Mar 18 
                                               GBP'000     GBP'000 
------------------------------------------  ----------  ---------- 
 Gross rental income                            10,771       5,564 
 Property operating costs                        (694)       (561) 
------------------------------------------  ----------  ---------- 
 Net rental income                              10,077       5,003 
 Administrative expenses                       (1,833)     (1,074) 
 Other income                                        -         133 
 Long-term incentive plan charge                 (119)       (657) 
------------------------------------------  ----------  ---------- 
 Operating profit before interest and tax        8,125       3,405 
 Net finance costs                             (2,181)       (925) 
------------------------------------------  ----------  ---------- 
 Profit before tax                               5,944       2,480 
 Tax on EPRA earnings                                -           - 
------------------------------------------  ----------  ---------- 
 EPRA earnings                                   5,944       2,480 
------------------------------------------  ----------  ---------- 
 

iii. Balance sheet

 
                                   31 Mar 19   31 Mar 18 
                                     GBP'000     GBP'000 
--------------------------------  ----------  ---------- 
 Investment property                 186,420     131,850 
 Other net assets/(liabilities)        6,166           9 
 Net borrowings                     (71,420)    (47,672) 
--------------------------------  ----------  ---------- 
 EPRA net assets                     121,166      84,187 
--------------------------------  ----------  ---------- 
 

iv. EPRA net initial yield and 'topped up' net initial yield

 
                                                      31 Mar 19   31 Mar 18 
                                                        GBP'000     GBP'000 
---------------------------------------------------  ----------  ---------- 
 Investment property - wholly owned                     186,420     131,850 
---------------------------------------------------  ----------  ---------- 
 Completed property portfolio                           186,420     131,850 
 Add: 
 Allowance for estimated purchasers' costs               12,332       8,646 
 EPRA property portfolio valuation (A)                  198,752     140,496 
---------------------------------------------------  ----------  ---------- 
 
 Annualised passing rent                                 11,883       8,960 
 Less irrecoverable property costs                        (247)       (714) 
---------------------------------------------------  ----------  ---------- 
 Annualised net rents (B)                                11,636       8,246 
---------------------------------------------------  ----------  ---------- 
 Contractual rental increased for rent free period          503         380 
 'Topped up' annualised net rent ('C)                    12,139       8,626 
---------------------------------------------------  ----------  ---------- 
 EPRA net initial yield (B/A)                              5.9%        5.9% 
---------------------------------------------------  ----------  ---------- 
 EPRA 'topped up' net initial yield (C/A)                  6.1%        6.1% 
---------------------------------------------------  ----------  ---------- 
 
 

v. EPRA vacancy rate

 
                                                                           31 Mar 19   31 Mar 18 
                                                                             GBP'000     GBP'000 
------------------------------------------------------------------------  ----------  ---------- 
 Annualised potential rental value of vacant properties                            -         649 
 Annualised potential rental value for the completed property portfolio       12,847       9,665 
 EPRA vacancy rate                                                              0.0%        6.7% 
------------------------------------------------------------------------  ----------  ---------- 
 

vi. EPRA cost ratio

 
                                                                   31 Mar 19   31 Mar 18 
                                                                     GBP'000     GBP'000 
----------------------------------------------------------------  ----------  ---------- 
 Costs 
 Property operating expenses                                             694         561 
 Administrative expenses                                               1,833       1,074 
 Less: 
 Ground rents                                                            (1)        (34) 
 Total costs including vacant property costs (A)                       2,526       1,601 
----------------------------------------------------------------  ----------  ---------- 
 Group vacant property costs                                           (638)       (492) 
 Total costs excluding vacant property costs (B)                       1,888       1,109 
----------------------------------------------------------------  ----------  ---------- 
 Gross rental income                                                  10,771       5,564 
 Less: 
 Ground rents                                                            (1)        (34) 
 Total gross rental income (C')                                       10,770       5,530 
----------------------------------------------------------------  ----------  ---------- 
 Total EPRA cost ration (including vacant property costs) (A/C)        23.5%       29.0% 
 Total EPRA cost ration (excluding vacant property costs) (B/C)        17.5%       20.1% 
----------------------------------------------------------------  ----------  ---------- 
 

Property Summary at 31 March 2019:

 
                                                            Acquisition         Net Book        Size 
 Tenant                      Location        Acquired    Cost (GBP000)*   Value (GBP000)     (sq ft) 
--------------------------  --------------  ----------  ---------------  ---------------  ---------- 
 Bowman Ingredients          Bedford         Apr 16               2,675            3,975      39,306 
 The BSS Group               Northampton     Apr 16                 750              930      13,633 
 ACO Technologies            Bedford         Apr 16               1,675            3,650      38,762 
 Blackburn Metals            Bedford         Apr 16               1,250            2,370      24,380 
 Ball and Young              Bedford         Apr 16               1,100            1,900      22,535 
 Ideal Industries            Bedford         Apr 16               2,850            5,400      38,512 
 Dymatec                     Dunstable       Apr 16                 600            1,050      10,051 
 Winit Corporation           Bardon          Apr 16               6,000            6,500      73,791 
 Greenmill Supply Company    Bedford         Apr 16               1,393            2,096      21,139 
 Professional Fulfilment     Bedford         Apr 16               1,394            2,100      21,182 
 Arqadia                     Bedford         Apr 16               2,813            4,233      42,691 
 Strata Products             Chesterfield    Jan 17               4,659            5,950     108,873 
 PUMA United Kingdom         Leeds           Mar 17               6,050            5,750      63,979 
 HID Corporation             Haverhill       Sep 17               4,090            5,970      37,355 
 Culina Logistics            Haverhill       Sep 17              14,150           18,550     194,965 
 XPO Transport Solutions     Leigh           Sep 17               3,340            3,570      39,720 
 XPO Transport Solutions     Motherwell      Sep 17               2,420            2,920     100,832 
 Void (1)                    Nuneaton        Sep 17               6,710            8,000     130,508 
 XPO Supply Chain UK         Hinckley        Sep 17               3,280            3,280      62,082 
 XPO Transport Solutions     Normanton       Sep 17               6,110            6,100      94,102 
 J Sainsburys Plc            Hoddesdon       Sep 17               3,950            5,210      45,018 
 Travis Perkins              Hoddesdon       Sep 17               1,480            1,680      10,935 
 Panther Warehousing         Northampton     Dec 17               3,025            3,100      42,553 
 Manitowoc Crane Group       Buckingham      Dec 17               6,286            9,000      29,378 
 DHL Supply Chain            Hebburn         Dec 17               3,157            3,320      77,430 
 DHL Supply Chain            Norwich         Dec 17               2,176            2,250      31,410 
 OTC Direct                  Leigh           Dec 17               7,154            7,740     103,268 
 Unipart Group               Runcorn         Dec 17               8,083            8,000     122,478 
 Unipart Group               Alfreton        Jul 18               8,900            9,230     136,383 
 DHL Supply Chain            Leicester       Jul 18               6,300            6,575      65,164 
 NNR Global Logistics        Northampton     Jul 18               4,300            4,600      65,554 
 Encon                       Northampton     Sep 18               3,800            3,900      45,243 
 Cogne UK Ltd                Sheffield       Sep 18               3,450            3,520      54,682 
 Hillary's Blinds            Nottingham      Sep 18               9,250            9,250     129,915 
 Your Farmer Produce         Bedford         Dec 18              12,000           14,750     183,388 
--------------------------  --------------  ----------  ---------------  ---------------  ---------- 
 Total                                                          156,620          186,420   2,321,197 
 

*Excluding purchaser costs

(1) Void from 28 September 2017 - rental guarantee in place until 27 September 2019. Sold post period end on 5 April 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

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