THE INFORMATION CONTAINED IN THIS
ANNOUNCEMENT IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR
DISTRIBUTION IN THE UNITED STATES OF AMERICA, ANY MEMBER STATE OF
THE EUROPEAN ECONOMIC AREA, CANADA, AUSTRALIA, JAPAN OR THE
REPUBLIC OF SOUTH AFRICA.
2 October 2024
ALTERNATIVE INCOME REIT
PLC
(the
"Company" or the
"Group")
Annual Report and Financial
Statements for the year ended 30 June 2024
The Board of Directors
of Alternative Income REIT PLC (ticker: AIRE), the owner of a
diversified portfolio of UK commercial property assets
predominantly let on long leases with index-linked
reviews, is
pleased to announce its annual report and financial statements for the year ended
30 June 2024.
Financial Highlights
At 30 June
|
2024
|
2023
|
Change
|
Net Asset Value ('NAV')
|
£65.1
million
|
£67.8 million
|
-3.9%
|
NAV per share
|
80.90p
|
84.16p
|
-3.9%
|
Share price
|
66.00p
|
64.70p
|
2.0%
|
Share price discount to NAV
A
|
18.4%
|
23.1%
|
-4.7%
|
Investment property fair
value
(based on external
valuation)
|
£102.7 million
|
£107.0 million
|
-4.0%
|
Loan to gross asset value ('GAV')
A
|
37.7%
|
36.8%
|
-
|
Loan facility
|
£41.0
million
|
£41.0
million
|
-
|
For the year ended 30 June
|
2024
|
2023
|
Change
|
EPRA earnings per share ('EPS')
A
|
5.89p
|
6.75p
|
-12.7%
|
Adjusted EPS A
|
5.99p
|
6.43p
|
-6.8%
|
Total dividends per
share
|
5.90p
|
6.045p
|
-2.4%
|
Dividend cover
A
|
101.5%
|
106.4%
|
-4.9%
|
Dividend yield
A
|
8.9%
|
9.3%
|
-0.4%
|
Operating profit
(including gain on sale of
investment property but excluding fair value changes)
|
£6.8
million
|
£6.9 million
|
-1.5%
|
Profit before tax
|
£2.4 million
|
loss
£5.2 million
|
146.2%
|
Earnings per share
|
2.93p
|
loss
6.51p
|
145.0%
|
Share price total return
A
|
11.6%
|
-14.2%
|
-
|
NAV total return
A
|
3.5%
|
-6.7%
|
-
|
Gross passing rental
income
|
£7.7
million
|
£7.6
million
|
1.3%
|
Ongoing charges
|
1.46%
|
1.39%
|
+7bps
|
Financial Highlights Overview
·
The NAV decrease to 80.90 pence per share ("pps") was primarily due to the
£4.3 million (-4.0%) reduction in the fair
value of the investment properties, which were impacted by an
upward yield movement across the wider UK real estate sector,
driven primarily by rises in interest rates and inflation during
the year.
·
Dividends in respect of the year totalled 5.9pps,
which was in line with the Board's 2024 target annual dividend, and
are a 3.5% increase when compared to the
previous year target dividend of 5.7pps.
·
Dividend yield decreased by 0.4% despite an
increase in the target dividend for the year. This was due to the
total dividend being less that the preceding year. Based on target
dividends only, the dividend yield increased marginally from 8.8%
to 8.9%.
·
Profit before tax of £2.4 million, equivalent to
2.93pps is after a £2.9 million valuation reduction in the property
portfolio.
·
Loan to GAV of 37.7% and interest cover ratio of
611.3% gives significant headroom on the lender's loan to value
covenant of 60% and interest cover covenant of 250%, respectively.
The loan matures on 20 October 2025 and is fixed at a weighted
average interest cost of 3.19%.
Operational Overview
At the Group's year end of 30 June
2024:
·
The Group's property portfolio had a fair value
of £102.7 million across 19 properties (2023: £107.0 million across
19 properties).
·
The EPRA Net Initial Yield A ('NIY')
was 6.9% (2023: 6.6%).
·
95.8% of the Group's
income is inflation linked to Retail Price Index ('RPI') or
Consumer Price Index ('CPI').
·
The assets were fully let at both the current and
previous year end.
·
The weighted average unexpired lease term
('WAULT') was:
- 16.5
years to the earlier of break and expiry (2023: 17.0 years)
and
-
18.4 years to expiry (2023: 18.9
years).
Income and expense during the
year
·
Rent recognised was £7.4
million (2023: £8.1 million), of which £0.1 million was accrued debtors for the combination of
rental smoothing of minimum uplifts and rent-free periods (2023:
accrued debtors of £0.4 million).
·
A total of 11 rent reviews took place during the
year, which resulted in a combined rental uplift of £294,000, which
represents a 4.3% increase on contracted rent across the
portfolio.
Property transactions during the
year
·
In the year two property transactions were
completed. The first was the sale of Mercure Hotel in Glasgow which
was disposed of on 8 August 2023 for £7.5 million at a 7.9% premium
to its fair value. Part of the net proceeds of sale, totalling £5.3
million, were reinvested in the Virgin Active in Streatham on 18
December 2023.
Events after the reporting
period
·
On 8 August 2024, the Board declared an interim
dividend for the quarter ended 30 June 2024 of 1.625pps. As a
result, the dividend target of 5.9pps for the year ended 30 June
2024 was met. This dividend was paid on 30 August 2024 to
shareholders on the register at 16 August 2024. The ex-dividend
date was 15 August 2024.
·
By 30 September 2024, the Group had collected
100% of rent for the four rental quarters of the financial year
being reported.
Proposed changes to the Company's
Investment Policy
·
The current Investment Policy originated in 2017
at the launch of the Company and contains detailed and, at time,
highly restrictive requirements. In light of this, and following
significant changes to property markets, the Board believes that
changing the Investment Policy will better place the Company to
deliver added value to shareholders. Further explanation of the
proposed changes is included in the Chairman's Statement
below.
A Alternative Performance Measure, please see below for further
details.
Simon Bennett, non-executive
chairman of Alternative Income REIT plc, comments:
"The period under review was
characterised by high inflation, low rental growth and rising
interest rates. This has proved to be somewhat of a mixed blessing
for the Group. From an income standpoint the economic environment
has seen our portfolio continuing to perform well, benefitting from
long dated and high yielding leases with index-linked rental
increases. 96.0% of the portfolio's income stream is reviewed
periodically. In the coming financial year, approximately 46.5% of
the Group's income will be subject to rent reviews, 36.0% as annual
index-linked rent reviews and the remaining 10.4% being periodic 5
yearly index-linked rent reviews. During the past financial year, a
total of 11 rent reviews took place, which resulted in a combined
rental uplift of £0.3 million, which represents a 4.3% increase on
contracted rent across the portfolio on a like for like
basis.
On the other hand, the
portfolio suffered a relatively modest reduction of £4.3 million,
when compared with the Group's peers (2023: £10.9 million
reductions in value) and at 30 June 2024 was valued at £102.7
million (30 June 2023: £107.0 million).
I am pleased to report the
sale of the Group's hotel in Glasgow was achieved at a 7.9% premium
to its book value as at 30 June 2023 and the acquisition of Virgin
Active, Streatham in December 2023 for £5.1
million.
During this financial year,
the Company declared four interim dividends totalling 5.9pps (2023:
6.045pps, which included 0.345pps of non-rental income) which was
in line with the previously announced dividend target of 5.9pps
(2023: 5.7pps), representing a 3.5% increase on the previous year
target. I am pleased to report that these dividends were covered by
cash earnings.
The recent announcement by the
Bank of England to reduce interest rates together with the recent
fall in inflation, might mark the bottom of the property market.
Accordingly, the Board remains confident that the Company is
well-positioned for the future, with a resilient
portfolio well-placed to continue to provide secure, index-linked
income with the potential for capital growth."
ENQUIRIES
Alternative Income REIT
PLC
Simon Bennett -
Chairman
|
via H/Advisors Maitland
below
|
|
|
Martley Capital Real Estate
Investment Management Ltd
Richard Croft
|
020 4551 1240
|
Jane Blore
|
|
|
|
Panmure Liberum Limited
|
020 3100 2000
|
Alex Collins
|
|
Tom Scrivens
|
|
|
|
H/Advisors Maitland
(Communications Adviser)
|
07747 113 930 / 020 7379
5151
|
James Benjamin
Rachel Cohen
Billy Moran
|
aire-maitland@h-advisors.global
|
The Company's LEI is
213800MPBIJS12Q88F71.
Further information on Alternative
Income REIT PLC is available at www.alternativeincomereit.com1
1 Neither the content of the
Company's website, nor the content of any website accessible from
hyperlinks on its website or any other website, is incorporated
into, or forms part of, this announcement nor, unless previously
published on a Regulatory Information Service, should any such
content be relied upon in reaching a decision as to whether or not
to acquire, continue to hold, or dispose of, securities in the
Company.
NOTES
Alternative Income REIT
PLC aims to
generate a sustainable, secure and attractive income return for
shareholders from a diversified portfolio of UK property
investments, predominately in alternative and specialist sectors.
The majority of the assets in the Group's portfolio are let on long
leases which contain index-linked rent review
provisions.
The Company's Investment Adviser
is Martley Capital Real Estate Investment Management Limited
("Martley Capital"). Martley Capital is a full-service real estate
investment management platform whose activities cover real estate
investing, lending, asset management and fund management. It has
over 40 employees across five offices in the UK and Europe. The
team manages assets with a value of circa £900 million across 19
mandates (at 30 June 2024).
Chairman's Statement
Overview
I am pleased to present the annual
audited results of Alternative Income REIT plc (the 'Company')
together with its subsidiaries (the 'Group') for the financial year
ended 30 June 2024.
The wider market for the year
under review was characterised by high inflation, low rental growth
and rising interest rates. This has proved to be somewhat of a
mixed blessing for the Group. From an income standpoint, the
economic environment has seen our portfolio continuing to perform
well, benefitting from its long dated and high yielding leases with
index-linked rental increases. On the other hand, the portfolio
suffered a relatively modest reduction of £4.3 million (2023: £10.9
million reduction), including the property transactions throughout
the year, and at 30 June 2024 was valued at £102.7 million (2023: £107.0 million). On a like-for-like basis, the
value of the Group's properties reduced from £100.1m to £97.6
million.
The portfolio should continue to
perform relatively well during a period of higher inflation, as
95.8% of its rental income is subject to index-linked reviews and
32.3% of rental income is not subject to any cap on rental
increases. During the financial year, a total of 11 rent reviews
took place, which resulted in a combined rental uplift of £294,000,
which represents a 4.3% increase on contracted rent across the
portfolio.
During the year two property
transactions were completed. The first was the sale of Mercure
Hotel in Glasgow which was sold on 8 August 2023 for £7.5
million at a 7.9% premium to its fair
value. The second was the purchase of
Virgin Active in Streatham purchased on 18 December 2023 for £5.3
million. The Investment Advisor has been actively seeking a further
property in order to invest the remaining proceeds.
The Board continues to keep costs
under control and the Group also benefits from both a low overhead
base and fixed borrowing costs until 20 October 2025. Together with
the active asset management initiatives being undertaken, the Board
considers that the portfolio will continue to deliver an attractive
yield as a result of its secure and growing rental income.
These factors, together with the recent fall in
the rate of inflation and the resulting cut in UK interest rates
will undoubtedly improve the sentiment towards the property
market.
At the year end, the portfolio has
a slightly increased net initial yield of 7.1% compared to the
previous year end of 6.6% and
a WAULT to the first break of 16.5 years and 18.4 years to expiry
(2023: 17.0
and 18.9 years, respectively).
Financing
The Group
has fully
utilised its £41.0 million loan facility
with Canada Life Investments throughout
the year. The weighted average interest
cost of the facility is 3.19% and it is repayable on 20 October 2025. There are currently no
penalties projected for repaying the Group's loan facility, given
the corresponding gilt rate is lower than the contracted rate of
interest.
Whilst the refinancing is some
time in the future, the Board have recently commenced an interview
process to find a suitable debt adviser, with the relevant
expertise and proven accessibility to potential lenders, to assist
with the refinancing. The Board is confident that the requisite
refinancing will be achieved prior to the loan's due
date.
Dividends and Earnings
During this financial year, the
Company declared four interim dividends totalling 5.9pps (2023:
5.7pps), with the total dividends declared for 2023 being 6.045pps,
which included 0.345pps relating to monies received following the
successful settlement of a historic legal case), which was in line
with the previously announced dividend target of 5.9pps (2023:
5.7pps), representing a 3.5% increase on the previous year. I am
pleased to report that these dividends were covered by cash
earnings.
As set out in Note 8 to the
consolidated financial statements, these dividends were covered by
the Group's Adjusted EPS (representing cash) of 5.99pps (2023:
6.43pps). Furthermore, Note 9 sets out all dividends paid and
payable in the year. All dividends were paid as Property Income
Distributions ('PIDs').
Historically the Board has paid
dividends in four instalments each financial year. The Board
intends to continue with this practice by making dividend payments
in November, February, May and August each year. In order to do
this, all dividends need to be declared and paid as interim
dividends. The Board, however, recognises that this precludes
shareholders from having the opportunity to vote on a final
dividend. Recognising this, and although not required to do so,
Resolution 8 in the AGM notice gives shareholders the opportunity
to vote on this dividend policy.
Discount
The discount of the share price to
NAV at 30 June 2024 narrowed to 18.4% from 23.1% at the previous
year end. The Board monitors the discount level throughout the year
and has the authority to both issue and buy back shares. Although
these powers have not been used to date, the Board believes these
authorities are important powers for it to have available, if
required, and therefore recommends that shareholders vote in favour
of their continuance at the forthcoming AGM.
Change of Investment
Adviser
During the year, the Board
undertook a review of the Group's investment advisory arrangements.
This review included proposals from a number of select third party
investment managers with the relevant property expertise. Following
this review, in February 2024 the Board approved the appointment of
Martley Capital Real Estate Investment Management Ltd ('Martley
Capital') as the Group's Investment Adviser, with the appointment
effective on 15 March 2024. Martley Capital Group (of which Martley
Capital is a subsidiary) launched in December 2023 as a new
venture, whereby key members of the previous advisory team at M7
Real Estate continue to service the Group as part of the Martley
Capital team. The appointment of Martley Capital was by way of a
deed of novation of the Group's investment advisory agreement (and
subsequent minor changes thereto) leaving the parties on
substantially the same terms and at an unchanged fee.
Proposed Changes to the Company's Investment
Policy
The current Investment Policy
originated in 2017 at the launch of the Company, and contains
detailed and, at times, highly restrictive requirements. Many of
these restrictions were required to differentiate the Company's
Investment Policy from that of other investment vehicles managed by
the Company's former investment manager. The Board believes that in
light of this, and following significant changes to the property
markets since launch, that the Company will be better placed to
deliver added value to shareholders with a
changed Investment Policy which better serves the Company's
Investment Objective of generating predictable income returns
whilst maintaining capital values by means of investment in a
diversified UK portfolio.
The principal changes to the
Investment Policy include a reduction in the minimum WAULT of the
portfolio from 18 to 10 years, a reduction in the percentage of
leases required to be linked to inflation from 85% to 75% of gross
passing rent, and a reduction in the requirement for properties to
be in non-traditional sectors (and thus in alternative and
specialist sectors) from 70% to at least 50%. At the same time, the
Board has taken the opportunity to simplify the language used in
the Investment Policy, to make it far easier to
understand.
The proposed changes to modernise
the Investment Policy should provide the Investment Adviser with
additional flexibility to invest in attractive opportunities,
without changing the Company's core nature and
objective.
Therefore, the Company will be
proposing an ordinary resolution at its AGM on 12 November 2024 to
seek permission from shareholders to change the Company's
Investment Policy. The proposed changes to the Company's Investment
Policy are set out in more detail in the Notice of Meeting dated 1
October 2024 and sent to shareholders with the Annual Report and
Financial Statements. An explanation of both the current and
proposed Investment Policy is set out in the Notice of Meeting. The
Board believes that the changes are in the best interests of the
Company and shareholders as a whole and it is unanimous in
recommending that shareholders should vote in favour of all
resolutions, as the Directors will in respect of their own
beneficial holdings.
AGM
The Company will hold its AGM
at 10am on
Tuesday 12 November 2024 at the offices of Panmure Liberum, Ropemaker Place, Level 12, 25
Ropemaker Street, London EC2Y 9LY. As
usual, the Investment Adviser will give a presentation on the Group
prior to proceeding with the business of the AGM.
I always welcome engagement with
shareholders, and they should be aware that if they are unable to
attend in person, they can submit questions to the Board by
emailing the Company Secretary at hanwayadvisory@jtcgroup.com or by
writing to me at the Group's registered office, namely, Alternative
Income REIT plc, The Scalpel 18th Floor, 52 Lime Street, London
EC3M 7AF.
Outlook
The recent announcement by the
Bank of England to reduce interest rates together with the recent
fall in the rate of inflation might mark the bottom of the property
market and will undoubtedly improve investor sentiment towards the
sector. The Group's index-linked portfolio, with its properties let
on predominantly long dates and high yielding leases, has continued
to perform relatively well, when compared with its peer group. In
the coming financial year, approximately 46.5% of the Group's
income will be subject to rent reviews (36.0% as annual
index-linked rent reviews and the remaining 10.4% being periodic
five yearly index-linked rent reviews). Together with the active
asset management initiatives being undertaken, the Board considers
that the portfolio will continue to deliver an attractive yield as
a result of its secure and growing rental income.
I would like to take this
opportunity to thank my colleagues on the Board, the Investment
Adviser, the Company Secretary and our other advisers and service
providers, who have provided professional support and services to
the Group during this financial year. The Group has a good team, to
whom a large proportion of the Company's success can be
attributed.
Simon Bennett
Chairman
1 October 2024
Business Model and Strategy
Business Model
Alternative Income REIT plc is a
real estate investment trust listed on the closed-ended investment
funds category of the Official List of the Financial Conduct
Authority ('FCA') and traded on the Main Market of the London Stock
Exchange. As part of its business model and strategy, the Group has
maintained and intends to maintain its UK REIT status.
The Company is governed by a Board
of non-executive directors (the 'Board') and has no employees. The
Board is responsible for determining the Company's investment
objective and investment policy. Like many other REITs and
investment companies, the day-to-day management and administration
of the Company is outsourced by the Board to third party providers,
including Martley Capital as investment adviser,
Langham Hall Fund Management LLP
as AIFM and Hanway Advisory Limited as Company
Secretary.
Proposed changes to the Investment Policy and Investment
Objective
Shareholder approval is being
sought at the forthcoming Annual General Meeting, under ordinary
Resolution 10, to change the Company's Investment Policy. The
proposal is explained in the Notice of Meeting which is included
within the Annual Report.
The current investment objective
and policy is set out below. The minor
change to the investment objective of "in" to "predominantly within
the" alternative and specialist sectors, is shown below, and does
not require shareholder approval.
Investment Objective
The investment objective of the
Group is to generate a secure and predictable income return,
sustainable in real terms, whilst at least maintaining capital
values, in real terms, through investment in a diversified
portfolio of UK properties, predominantly within the alternative
and specialist sectors.
Investment Policy
In order to achieve the investment
objective, the Group invests in freehold and long leasehold
properties across the whole spectrum of the UK property sector, but
with a focus on alternative and specialist real estate sectors.
Examples of alternative and specialist real estate sectors include,
but are not limited to, leisure, hotels, healthcare, education,
logistics, automotive, supported living and student
accommodation.
In the event of a breach of the
investment policy or the investment restrictions set out below, the
Alternative Investment Fund Manager ('AIFM'), as advised by the
Investment Adviser, shall inform the Board upon becoming aware of
the same and, if the Board considers the breach to be material,
notification will be made to a Regulatory Information Service and
the AIFM, as advised by the Investment Adviser, will look to
resolve the breach.
Any material change to the
investment policy or investment restrictions of the Group may only
be made with the prior approval of shareholders.
Investment Strategy
The Group focuses on properties
which can deliver a secure income and preserve capital value, with
an attractive entry yield. The Group has an emphasis on alternative
and specialist property sectors to access the attractive value and
capital preservation qualities which such sectors currently
offer.
The Group will supplement this
core strategy with active asset management initiatives for certain
properties.
Subject at all times to the AIFM's
(as advised by the Investment Adviser) assessment of their appeal
and specific asset investment opportunities, permitted sectors
include, but are not limited to the following: Healthcare; Leisure;
Hotels and serviced apartments; Education; Automotive; Car parks;
Residential; Supported living; Student accommodation; Logistics;
Storage; Communications; Supermarkets; and, subject to the
limitations on traditional sector exposures below, Offices;
Shopping centres; Retail and Retail Warehouses; and
Industrial.
The Group is not permitted to
invest in land assets, including development land which does not
have a development agreement attached, agriculture or
timber.
The focus will be to invest in
properties to construct a portfolio with the following minimum
targets:
· a
WAULT, at the time of investment, in excess of 18 years;
· at
least 85% of the gross passing rent will have leases with rent
reviews linked to inflation (RPI or CPI) at the time of
investment;
· investment in properties which typically have a value, at the
time of investment, of between £2 million and £30
million;
· at
least 70% of the properties will be in non-traditional
sectors;
· less
than 30% of the properties will be in the traditional sectors of
Retail, Industrial and Offices; and
· over
90% of properties will be freehold or very long leasehold (over 100
years).
Once GAV is £250 million or
greater, future investments will be made to target a portfolio with
at least 80% of the properties in non-traditional sectors and less
than 20% of the properties in traditional sectors.
Whilst each acquisition will be
made on a case-by-case basis, it is expected that properties will
typically offer the following characteristics:
· existing tenants with strong business fundamentals and
profitable operations in those locations;
· depth of tenant/operator demand;
· alternative use value;
· current passing rent close to or below rental value;
and
· long-term demand drivers, including demographics, use of
technology or built-for-purpose real estate.
The Group may invest in commercial
properties or portfolios of commercial property assets which, in
addition, include ancillary or secondary utilisations.
The Group does not intend to spend
any more than 5% of the NAV in any rolling 12-month period on (a)
the refurbishment of previously occupied space within the existing
Portfolio, or (b) the refurbishment of new properties acquired with
vacant units.
The Group may invest in corporate
and other entities that hold property and the Group may also invest
in conjunction with third party investors.
Investment Restrictions
GAV of less than £250 million
|
GAV of £250 million or greater
|
Investment in a single property
limited to 15% of GAV (measured at the time of
investment).
|
Investment in a single property
limited to 10% of GAV (measured at the time of
investment).
|
The value of assets in any
sub-sector in one geographical region, at the time of investment,
shall not exceed 15% of GAV.
|
Investments will be made with a
view to reducing the maximum exposure to any sub-sector in one
geographical region to 10% of GAV.
|
The value of assets in any one
sector and sub-sector, at the time of investment, shall not exceed
50% of GAV and 25% of GAV respectively.
|
Exposure to a single tenant
covenant will be limited to 15% of GAV.
|
The Group may commit up to a
maximum of 10% of its GAV (measured at the commencement of the
project) in development activities.
|
Investment in unoccupied and
non-income producing assets will, at the time of investment, not
exceed 5% of Estimated Rental Value ('ERV').
|
The Group will not invest in other
closed-ended investment companies.
|
If the Group invests in
derivatives for the purposes of efficient portfolio and cash
management, the total notional value of the derivatives at the time
of investment will not exceed, in aggregate, 20% of GAV.
|
The Group will invest and manage
its assets with the objective of spreading risk through the above
investment restrictions.
When the measure of GAV is used to
calculate the restrictions relating to (i) the value of a single
property and (ii) the value of assets in any sub-sector in one
geographical region, it will reflect an assumption that the Group
has drawdown borrowings such that these borrowings are equal to 30%
of GAV.
Borrowings
The Group has utilised borrowings
to enhance returns over the medium term. Borrowings have been
utilised on a limited recourse basis for each investment on all or
part of the total portfolio and will not exceed 40% of GAV
(measured at drawdown) of each relevant investment or of the
portfolio.
Dividend Policy
It is the directors' intention to
pay dividends in line with the Company's investment objective with
interim dividends payable by four instalments quarterly in
November, February, May and August in respect of each financial
year to June. Additionally, the dividend policy allows for the
payment of further interim dividends should compliance with the
REIT rules require.
Key Performance
Indicators
KPI AND DEFINITION
|
RELEVANCE TO STRATEGY
|
PERFORMANCE
|
Net Initial Yield ('NIY')
|
|
7.06%
|
Annualised rental income based on
the cash rents passing at the balance sheet date, less
non-recoverable property operating expenses, divided by the market
value of the property, increased with purchasers' costs estimated
by the Group's External Valuers.
|
The NIY is an indicator of the
ability of the Group to meet its target dividend after adjusting
for the impacts of leverage and deducting operating
costs.
|
At 30 June 2024
(2023: 6.58%)
|
Weighted Average Unexpired Lease Term ('WAULT') to break and
expiry
|
|
16.5 years to break and 18.4 years to
expiry
|
The average lease term remaining
to expiry across the portfolio, weighted by contracted
rent.
|
The WAULT is a key measure of the
quality of the portfolio. Long leases underpin the security of our
future income.
|
At 30 June 2024
(2023: 17.0 years to break and
18.9 years to expiry)
|
Net Asset Value ('NAV') per share
|
|
£65.12 million / 80.90pps
|
NAV is the value of an entity's
assets minus the value of its liabilities.
|
Provides stakeholders with the
most relevant information on the fair value of the assets and
liabilities of the Group.
|
At 30 June 2024
(2023: £67.75 million /
84.16pps)
|
Dividend per share
|
|
5.90pps
|
Dividends declared in relation to
the period are in line with the stated dividend target as set out
in the Prospectus at IPO. Having achieved the target dividend of
5.70 pence per Ordinary Share per annum, the aim now is to ensure
an increasing dividend in line with the Company's Investment
Objective.
|
The Group seeks to deliver a
sustainable income stream from its portfolio, which it
distributes as dividends.
|
For the year ended 30 June
2024
(2023: 6.045pps)
|
Adjusted EPS
|
|
5.99pps
|
Adjusted EPS from core operational
activities, as adjusted for non-cash items. A key measure of a
company's underlying operating results from its property rental
business and an indication of the extent to which current dividend
payments are supported by earnings. See Note 8 to the financial
statements.
|
This reflects the Group's ability
to generate earnings from the portfolio which underpins
dividends.
|
For the year ended 30 June
2024
(2023: 6.43pps)
|
Leverage (Loan-to-GAV)
|
|
37.67%
|
The proportion of the Group's
assets that is funded by borrowings.
|
The Group utilises borrowings to
enhance returns over the medium term. Borrowings will not exceed
40% of GAV (measured at drawdown).
|
At 30 June 2024
(2023: 36.76%)
|
EPRA Performance Measures
Detailed below is a summary table
showing the EPRA performance measures (which are all alternative
performance measures) in the Group.
MEASURE AND DEFINITION
|
PURPOSE
|
PERFORMANCE
|
EPRA NIY1 -
unaudited
|
|
6.94%
|
Annualised rental income based on
the cash rents passing at the balance sheet date, less
non-recoverable property operating expenses, divided by the market
value of the property, increased with (estimated) purchasers'
costs.
|
A comparable measure for portfolio
valuations. This measure should make it easier for investors to
judge themselves, how the valuation of two portfolios
compare.
|
At 30 June 2024
(2023: 6.58%)
|
EPRA 'Topped-up' NIY1
-
unaudited
|
|
7.29%
|
This measure incorporates an
adjustment to the EPRA NIY in respect of the expiration of
rent-free periods (or other unexpired lease incentives such as
discounted rent periods and step rents).
|
A comparable measure for portfolio
valuations. This measure should make it easier for investors to
judge themselves, how the valuation of two portfolios
compare.
|
At 30 June 2024
(2023: 7.08%)
|
EPRA NAV2
|
|
£65.12million /80.90pps
|
Net asset value adjusted to
include properties and other investment interests at fair value and
to exclude certain items not expected to crystallise in a long-term
investment property business.
|
Makes adjustments to IFRS NAV to
provide stakeholders with the most relevant information on the fair
value of the assets and liabilities within a real estate investment
company with a long-term investment strategy.
|
At 30 June 2024
(2023: £67.75
million/84.16pps)
|
EPRA Net Reinstatement Value2
|
|
£71.79 million/ 89.18pps
|
The EPRA NRV adds back the
purchasers' costs deducted from the EPRA NAV and deducts the break
cost of bank borrowings.
|
A measure that highlights the
value of net assets on a long-term basis.
|
At 30 June 2024
(2023: £74.71 million/
92.80pps)
|
EPRA Net Tangible Assets2
|
|
£65.12 million /80.90pps
|
The EPRA NTA deducts the break
cost of bank borrowings from the EPRA NAV.
|
A measure that assumes entities
buy and sell assets, thereby crystallising certain levels of
deferred tax liability. The Group has UK REIT status and as such no
deferred tax is required to be recognised in the
accounts.
|
At 30 June 2024
(2023: £67.75 million/
84.16pps)
|
EPRA Net Disposal Value2
|
|
£65.12 million /80.90pps
|
The EPRA NDV deducts the break
cost of bank borrowings from the EPRA NAV.
|
A measure that shows the
shareholder value if assets and liabilities are not held until
maturity.
|
At the year ended 30 June
2024
(2023: £67.75 million/
84.16pps)
|
EPRA Earnings/EPS2
|
|
£4.74 million/
5.89pps
|
Earnings from operational
activities.
|
A key measure of a company's
underlying operating results and an indication of the extent to
which current dividend payments are supported by
earnings.
|
For the year ended 30 June
2024
(2023: £5.43 million/
6.75pps)
|
EPRA Vacancy1
-
unaudited
|
|
0.00%
|
Estimated Rental Value ('ERV') of
vacant space divided by ERV of the whole portfolio.
|
A 'pure' percentage measure of
investment property space that is vacant, based on ERV.
|
At 30 June 2024
(2023: 0.00%)
|
EPRA Cost Ratio1
-
unaudited
|
|
16.36%
|
Administrative and operating costs
(including and excluding costs of direct vacancy) divided by gross
rental income.
|
A key measure to enable meaningful
measurement of the changes in a company's operating
costs.
|
For the year ended 30 June
2024
(2023: 15.23%)
|
EPRA NNNAV (the EPRA NAV adjusted
to include the fair value of hedging instruments, financial debt
and deferred taxes) is equal to EPRA NAV as there are no adjusting
items. As such this measure has not been presented.
1
The reconciliation of this APM is set out in the
EPRA Performance Measures Calculations section following the Notes
to the Consolidated Financial Statements.
2
The reconciliation of this APM is set out in Note
8 of the Notes to the Consolidated Financial Statements.
Investment Adviser's Report
Introduction
Both the UK and global real estate
markets are showing signs of a much brighter 2024 after a tough
year for the wider market in 2023, which was marked by persistent
inflation, rising borrowing costs and shaky consumer confidence.
Yields are stabilising, activity is picking up steadily and
interest rates have started to fall.
Market Outlook
UK Economic
Outlook
The UK economy is finding its
footing in 2024 after a robust post-pandemic recovery. Though the
initial surge has subsided, the short recession of late 2023 seems
to be over and a more stable period is taking hold. The slowdown in
GDP growth is expected to level off, with gradual improvement
expected throughout the remainder of the year. Political stability
in the UK could further bolster economic growth following the
Labour Party's win of the General Election with a sizeable
majority. Consequential changes to the Government's policies will
likely have implications for the UK economy, and thus real estate.
Additionally, inflation, while still relatively high, is projected
to continue its decline and it is expected to settle at more
manageable levels.
The cost-of-living crisis
continues to cast a shadow, with consumers remaining cautious about
spending despite some recent signs of improvement. This could lead
to stagnant, or even slightly declining, retail sales in the coming
months. To maintain profitability, businesses may still consider
cost-cutting measures, potentially impacting employment levels and
making unemployment a bigger concern in the latter half of
2024.
Curbing inflation remains a key
priority, but there are positive developments in this regard. High
inflation rates have subsided over the past year, falling to 2.0%
(CPI, June 2024), bringing inflation in line with the Bank of
England's long-term target. The Bank's aggressive interest rate
hikes in 2023, culminating in the 14th consecutive increase to
5.25% in August 2023, are credited with helping to cool domestic
demand and influence import prices, ultimately bringing inflation
under control.
Financial markets were betting on
a rate cut by the Bank of England, which materialised in August
2024 when rates were cut by 0.25% to 5%, with Capital Economics
predicting a further drop to 3% by the end of 2025. However, the
Bank faces a balancing act: to curb inflation without restraining
economic growth. The modest 0.7% growth in the first four months of
2024 underscores the importance of finding the right balance.
Stalling economic activity could lead to adverse long-term
consequences, including a reduction in business investment, higher
long-term unemployment and a decline in key sectors.
UK Real Estate
Outlook
Despite a difficult global real
estate market, with declining values for the past two years, prime
yields have remained steady in the first half of 2024. This
suggests most markets may be nearing the bottom of the cycle,
prompting cautious investor re-entry.
Previous forecasts for steeper
interest rate hikes (up to 5.75%) have been overshadowed by strong
expectations for further rate cuts in 2024 and 2025. This shift in
sentiment, along with a more optimistic outlook, could make real
estate a highly attractive investment proposition. However, several
risks remain unaddressed, including borrowers facing stricter
lending conditions, and structural challenges persisting. An
additional factor to consider is the growing availability of
distressed assets. Banks are increasingly taking ownership of
properties where long-term borrowers have defaulted. This presents
a significant opportunity for global capital seeking to diversify
through UK real estate.
Investors are seizing the moment
to reposition assets to align with changing occupier demand. This
comes as the gap between asking prices and offers narrows. UK
Investment volume in Q2 2024 surged 11% compared to an already
strong Q1, reaching £11.1bn. As market conditions strengthen, we
can expect activity to pick up further. However, the focus for 2024
is likely to remain on generating and securing stable income,
rather than chasing capital appreciation.
Tough economic conditions further
emphasise the importance of sustainability, quality, location and
flexibility for attracting tenants. These factors remain crucial
for occupiers who are still focused on complying with regulations,
retaining staff and minimising operational costs. This focus,
coupled with limited supply due to rising construction and
borrowing costs, is contributing to a rise in nominal rental prices
across most sectors.
The MSCI UK Monthly Capital Value
Index continued its downward trend in Q2 2024. While office values
saw slight declines, retail and industrial sectors showed more
resilience. As economic stability appears likely on the horizon,
this decline could signal the beginning of a cyclical buying
opportunity as new properties become available later this
year.
Rising temperatures are driving
renewed focus on physical climate risks from both investors and
occupiers. This has led to a growing appreciation for the value of
sustainable features in buildings. Investors and occupiers are
increasingly interested in accurate measurement of these "green"
features and how they translate to improved energy efficiency,
ultimately impacting the corporate bottom line. As a result, we can
expect stricter regulations, including mandatory disclosure of net
zero transition plans.
Portfolio Activity During
the Year
The following asset management
initiatives were undertaken during the year:
·
Rent
Reviews: A total of 11 rent reviews
took place during the year with a combined uplift of £294,000,
representing 4.3% increase in contracted rent across the
portfolio.
·
Transactions: The sale of the
Mercure Hotel in Glasgow completed on 8 August 2023 for £7.5
million at a 7.9% premium to its fair value. On 18 December 2023,
the acquisition of Virgin Active, Ockley Road, Streatham was
completed for a cost of £5.3 million.
NAV Movements
For the year ended 30 June
|
2024
|
2023
|
|
Pence per
share
|
£ million
|
Pence per
share
|
£
million
|
NAV at beginning of
year
|
84.16
|
67.75
|
96.40
|
77.60
|
Change in fair value of investment
property
|
(3.71)
|
(2.98)
|
(13.26)
|
(10.67)
|
Income earned for the
year
|
9.82
|
7.90
|
10.76
|
8.66
|
Gain on sale of
property
|
0.74
|
0.60
|
-
|
-
|
Finance costs for the
year
|
(1.75)
|
(1.41)
|
(1.77)
|
(1.43)
|
Other expenses for the
year
|
(2.17)
|
(1.75)
|
(2.24)
|
(1.80)
|
Dividends paid during the
year
|
(6.19)
|
(4.99)
|
(5.73)
|
(4.61)
|
NAV at the end of the year
|
80.90
|
65.12
|
84.16
|
67.75
|
Valuation
At 30 June 2024 the Group owned 19
assets (2023: 19 assets) and the portfolio was valued at £102.7
million (2023: £107.0 million).
Summary by Sector at 30 June 2024
|
|
|
|
|
|
Gross
|
|
|
|
|
|
|
|
WAULT
|
Passing
|
|
|
|
|
|
Market
|
Occupancy
|
to
|
Rental
|
|
|
|
Number
of
|
Valuation
|
Value
|
by
ERV
|
break
|
Income
|
ERV
|
ERV
|
Sector
|
Properties
|
(£m)
|
(%)
|
(%)
|
(years)
|
(£m)
|
(£m)
|
(%)
|
Industrial Warehouse
|
4
|
25.4
|
24.7
|
100.0
|
23.9
|
1.8
|
1.7
|
24.3
|
Automotive &
Petroleum
|
3
|
14.8
|
14.4
|
100.0
|
12.0
|
1.1
|
1.0
|
14.2
|
Healthcare
|
3
|
16.9
|
16.5
|
100.0
|
24.5
|
1.2
|
1.1
|
16.4
|
Leisure
|
3
|
10.2
|
9.9
|
100.0
|
8.0
|
1.0
|
0.8
|
11.2
|
Hotel
|
2
|
12.9
|
12.6
|
100.0
|
13.0
|
0.9
|
0.8
|
12.1
|
Residential
|
1
|
10.9
|
10.6
|
100.0
|
17.1
|
0.8
|
0.7
|
9.6
|
Retail Warehouse
|
1
|
5.1
|
5.0
|
100.0
|
4.7
|
0.4
|
0.4
|
5.6
|
Power Station
|
1
|
4.6
|
4.5
|
100.0
|
7.7
|
0.3
|
0.3
|
4.7
|
Education
|
1
|
1.9
|
1.8
|
100.0
|
19.6
|
0.2
|
0.1
|
1.9
|
Total/Average
|
19
|
102.7
|
100.0
|
100.0
|
16.5
|
7.7
|
6.9
|
100.0
|
Summary by Geographical Area at 30 June
2024
|
|
|
|
|
|
Gross
|
|
|
|
|
|
|
|
WAULT
|
Passing
|
|
|
|
|
|
Market
|
Occupancy
|
to
|
Rental
|
|
|
Geographical
|
Number
of
|
Valuation
|
Value
|
by
ERV
|
break
|
Income
|
ERV
|
ERV
|
Area
|
Properties
|
(£m)
|
(%)
|
(%)
|
(years)
|
(£m)
|
(£m)
|
(%)
|
West Midlands
|
4
|
25.7
|
25.0
|
100.0
|
10.8
|
2.0
|
1.9
|
27.6
|
The North West &
Merseyside
|
2
|
22.4
|
21.8
|
100.0
|
34.7
|
1.6
|
1.2
|
17.7
|
Rest of South East
|
5
|
21.6
|
21.1
|
100.0
|
9.3
|
1.5
|
1.4
|
20.0
|
South West
|
2
|
12.2
|
11.9
|
100.0
|
22.0
|
0.9
|
0.9
|
12.4
|
London
|
3
|
10.2
|
9.9
|
100.0
|
8.0
|
0.9
|
0.8
|
11.2
|
Yorkshire and the
Humber
|
2
|
6.0
|
5.8
|
100.0
|
17.6
|
0.5
|
0.4
|
6.4
|
Eastern
|
1
|
4.6
|
4.5
|
100.0
|
7.7
|
0.3
|
0.3
|
4.7
|
Total/Average
|
19
|
102.7
|
100.0
|
100.0
|
16.5
|
7.7
|
7.0
|
100.0
|
The table below illustrates the weighting of the Group's
contracted rental income, based on the type of rent review
associated with each lease.
Income Allocation by Type
|
|
|
Inflation linked - RPI
Inflation linked - CPI
Expiry or Open Market Value
Reviews
|
69.0% (2023: 71.0%)
26.9% (2023: 26.0%)
4.1%
(2023: 3.0%)
|
|
|
|
|
|
|
|
| |
%
of Passing Rent by Rent Review Type
%
of Passing Rent by Review Frequency
%
of Passing Rent by Cap Band
Property Portfolio at 30 June
2024
Property
|
Sector
|
Region
|
Market
Value
|
1. Pocket Nook Industrial Estate, St Helens
|
Industrial
|
The North West &
Merseyside
|
£11.55m
|
2. Bramall Court, Salford
|
Residential
|
The North West &
Merseyside
|
£10.85m
|
3. Grazebrook Industrial Estate, Dudley
|
Industrial
|
West Midlands
|
£7.65m
|
4. Premier Inn, Camberley
|
Hotel
|
Rest of South East
|
£7.43m
|
5. Motorpoint, Birmingham
|
Automotive &
Petroleum
|
West Midlands
|
£6.75m
|
6. Silver Trees, Bristol
|
Healthcare
|
South West
|
£6.68m
|
7. Prime Life Care Home, Solihull
|
Healthcare
|
West Midlands
|
£6.15m
|
8. Duke House, Swindon
|
Hotel
|
South West
|
£5.50m
|
9. Droitwich Spa Retail Park, Droitwich
|
Retail
|
West Midlands
|
£5.13m
|
10. Virgin
Active, Streatham
|
Leisure
|
London
|
£5.10m
|
11. Hoddesdon
Energy, Hoddesdon
|
Power Station
|
Eastern
|
£4.62m
|
12. Unit 2,
Dolphin Park, Sittingbourne
|
Industrial
|
Rest of South East
|
£4.35m
|
13. Volvo
Slough, Slough
|
Automotive &
Petroleum
|
Rest of South East
|
£4.15m
|
14. Prime Life
Care Home, Brough
|
Healthcare
|
Yorkshire and the
Humber
|
£4.10m
|
15. Applegreen
Petrol Station, Crawley
|
Automotive &
Petroleum
|
Rest of South East
|
£3.85m
|
16. Pure Gym,
London
|
Leisure
|
London
|
£3.37m
|
17. YMCA
Nursery, Southampton
|
Education
|
Rest of South East
|
£1.87m
|
18. Unit 14,
Provincial Park, Sheffield
|
Industrial
|
Yorkshire and the
Humber
|
£1.85m
|
19. Snap
Fitness, London
|
Leisure
|
London
|
£1.70m
|
Total
|
|
|
£102.65m
|
Top Ten Tenants at 30 June 2024
|
Annual
Contracted
Rental
Income
(£'000)
|
% of
Portfolio
Total
Passing
Rental
Income
|
WAULT to
break
(Years)
|
Tenants
|
Property
|
Mears Group Plc
|
Bramall Court, Salford
|
793
|
10.2%
|
17.1
|
Meridian Steel Ltd
|
Grazebrook Industrial Estate,
Dudley & Provincial Park, Sheffield
|
769
|
9.9%
|
2.9
|
Prime Life Ltd
|
Prime Life Care Home, Brough &
Solihull
|
754
|
9.7%
|
24.4
|
Motorpoint Ltd
|
Motorpoint, Birmingham
|
568
|
7.3%
|
13.0
|
Virgin Active Health Clubs
Ltd
|
Virgin Active,
Streatham
|
536
|
6.9%
|
10.3
|
Premier Inn Hotels Ltd
|
Premier Inn, Camberley
|
504
|
6.5%
|
7.7
|
Handsale Ltd
|
Silver Trees, Bristol
|
474
|
6.1%
|
24.6
|
Travelodge Hotels Ltd
|
Duke House, Swindon
|
403
|
5.2%
|
19.9*
|
Biffa Waste Services
Ltd
|
Pocket Nook Industrial Estate, St
Helens
|
352
|
4.6%
|
109.2
|
Hoddesdon Energy Ltd
|
Hoddesdon Energy,
Hoddesdon
|
333
|
4.3%
|
7.7
|
Total
|
|
5,486
|
70.7%
|
20.2**
|
*The WAULT calculations includes
an additional 3 years reflecting a landlord's option to extend
until 31 May 2044.
**This WAULT calculation, which
considers income solely from the top 10 tenants, differs from the
portfolio-wide WAULT of 16.5 years.
Tenancy Schedule
Tenant
|
Property
|
Annual Contracted Rental Income (£ '000)
|
Break Date
|
Expiry Date
|
Mears Group Plc
|
Bramall Court
|
793
|
|
16/08/2041
|
Motorpoint Ltd
|
Motorpoint
|
568
|
|
24/06/2037
|
Virgin Active Health Clubs
Ltd
|
Virgin Active
|
536
|
|
28/09/2034
|
Premier Inn Hotels Ltd
|
Premier Inn
|
504
|
25/03/2032
|
24/03/2037
|
Handsale Ltd
|
Silver Trees
|
474
|
|
14/01/2049
|
Prime Life Ltd
|
Prime Life Care Home
|
441
|
|
21/11/2048
|
Travelodge Hotels Ltd
|
Duke House
|
403
|
|
31/05/2044
|
Meridian Steel Ltd
|
Grazebrook Industrial Estate,
Works 1 & 2
|
373
|
|
21/05/2027
|
Hoddesdon Energy Ltd
|
Hoddesdon Energy
|
333
|
27/02/2032
|
26/02/2050
|
Prime Life Ltd
|
Prime Life Care Home
|
313
|
|
21/11/2048
|
Dore Metal Services Southern
Ltd
|
Unit 2, Dolphin Park
|
307
|
13/09/2028
|
12/09/2033
|
Pure Gym Ltd
|
Pure Gym
|
287
|
11/12/2027
|
10/12/2032
|
Volvo Car UK Ltd
|
Volvo Slough
|
281
|
|
16/03/2037
|
B&M Bargains
|
Droitwich Spa Retail
Park
|
272
|
|
31/08/2029
|
Petrogas Group UK Ltd
|
Applegreen Petrol
Station
|
256
|
|
16/07/2033
|
Meridian Steel Ltd
|
Grazebrook Industrial Estate,
Works 1 & 2
|
249
|
|
21/05/2027
|
Biffa Waste Services
Ltd
|
Pocket Nook Industrial
Estate
|
203
|
|
24/02/2133
|
Sec. of State for Communities
& Local Gov'mt
|
Pocket Nook Industrial
Estate
|
200
|
30/01/2033
|
29/01/2048
|
MSG Life Realty Ltd
|
Snap Fitness
|
158
|
|
28/03/2033
|
Biffa Waste Services
Ltd
|
Pocket Nook Industrial
Estate
|
150
|
|
31/03/2134
|
Meridian Steel Ltd
|
Unit 14, Provincial
Park
|
146
|
|
21/05/2027
|
BGEN Ltd
|
Pocket Nook Industrial
Estate
|
145
|
05/04/2025
|
04/04/2027
|
YMCA Fairthorne Group
|
YMCA Nursery
|
145
|
|
17/02/2044
|
Pets at Home
|
Droitwich Spa Retail
Park
|
113
|
|
13/01/2028
|
BGEN Ltd
|
Pocket Nook Industrial
Estate
|
64
|
|
04/04/2025
|
The Salvation Army Trustee
Company
|
Duke House
|
27
|
|
17/07/2032
|
Kingscrown Land & Commercial
Ltd*
|
Pocket Nook Industrial
Estate
|
-
|
|
28/09/2045
|
Camberley Properties
Ltd
|
Premier Inn
|
-
|
|
23/06/3010
|
Southern Electric Parcel
Distribution Plc
|
Premier Inn
|
-
|
|
20/02/2111
|
Westlea Housing Association
Ltd
|
Duke House
|
-
|
|
17/09/3006
|
*Ground
rents less than £150 per annum.
Environmental, Social and Governance Report
The Group recognises that
Environmental, Social and Governance ('ESG') matters are of utmost
importance to sustainable investment and a focus for the business
and investor community. The Group is committed to understanding how
best to consider ESG factors in all facets of its business, from
business strategy to investment decisions and company
operations.
In order to meet investors'
expectations, the Group and its advisers adopt both financial and
non-financial strategies to drive long-term value with an
innovative yet disciplined and conscientious approach to ESG in
respect of the property portfolio management including but not
limited to:
Environmental
· A
proactive approach to procurement of Energy Performance Certificate
('EPC') reassessments ahead of Minimum Energy Efficiency Standards
2023, maintaining quarterly reviews of EPC schedules,
identification of opportunities to improve energy efficiency, and
working closely with tenants who occupy under full repairing and
insuring leases.
· Ongoing environmental reviews and audits as part of regular
due diligence, including regular asset inspections to avoid any
breach in environmental legislation.
· Responsible refurbishment in respect of all works to assets
with consideration of the best approach to improving the EPC rating
against potential spend, liaising with tenants in respect of any
fit-out or alterations to reuse existing materials where feasible
to reduce waste.
· Leverage technology for data management being used to monitor
and drive efficiency.
Social
· Commitment to occupier engagement.
· Encourage improvements to each asset such as installing
defibrillators & electrical charging points.
· Provision of regular training and awareness to all managers
on issues, such as wellbeing and mental health.
Governance
· Client checks being completed on all tenants as well as new
suppliers and contractors.
· Regular tenant engagement and inspections to ensure assets
are used as agreed within leases.
· Effective tracking of legislative requirements to assess and monitor risks and
opportunities.
The Group is limited in its
ability to influence ESG factors for the properties because the
properties are fully let on commercial full repairing leases in
accordance with the Group's strategy to hold long
leases.
Diversity
As an externally managed business,
the Company does not have any employees or office space. As such,
the Group does not operate a diversity policy with regards to any
administrative, management and supervisory functions. A description
of the Board's policy on director diversity can be found in the
Corporate Governance Report of the Annual Report.
Employees
The Group has no employees and
accordingly no requirement to report separately in this area as the
management of the portfolio has been delegated to the AIFM and
Investment Adviser.
The AIFM and Investment Adviser
are equal opportunities employers who respect and seek to empower
each individual and the diverse cultures, perspectives, skills and
experiences within their workforce.
Human Rights
The Group is not within the scope
of the Modern Slavery Act 2015 because it has not exceeded the
turnover threshold and therefore no further disclosure is required
in this regard.
Business Relationships
As well as the critical day-to-day
portfolio management, the Group has service providers that ensure
the smooth running of the Group's activities. The Group's key
service providers are listed in the Annual Report, and the
Management Engagement Committee annually review the effectiveness
and performance of these service providers, taking into account any
feedback received.
The Group, AIFM and Investment
Adviser and other third-party service providers maintain high
standards of business conduct by acting in a collaborative and
responsible manner with all business partners that protects the
reputation of the Group as a whole.
Greenhouse Gas Emissions
As an investment company, the
Group's own direct environmental impact is minimal and greenhouse
gas ('GHG') emissions are negligible. The GHG emissions in relation
to the Group's property portfolio is disclosed below.
The Group has followed UK
Government environmental reporting guidelines and used the UK
Government 2023 greenhouse gas reporting conversion factors for
company reporting to identify and report relevant GHG emissions
over which it has Operational Control (where data is available) for
the 12-month period to 30 June 2024.
An independent consultancy
specialising in the application of sustainability in commercial
real estate was appointed to calculate the GHG statement and
provide verification on the approach used.
Scopes
GHG emissions have been reported
against the following 'Scopes', as defined by the GHG Protocol and
where relevant:
Scope 1 (not relevant to
AIRE): Direct emissions from owned vehicles, controlled boilers and
fugitive emissions from air conditioning systems under landlord
control.
Scope 2: Indirect emissions
from electricity purchased by the Company and consumed within real
estate assets owned by the Company.
Scope 3: Indirect emissions
from electricity and gas purchased/consumed within AIRE assets, by
tenants, where the tenant is counterparty to the energy
supply.
Statement of GHG emissions
The table below sets out the
emissions per sector and for the Group overall in the year ended 30
June 2024. The approach taken follows guidance provided by the GHG
Reporting Guidelines (BEIS, 2019) and EPRA Best Practice
Recommendations of Sustainability Reporting 2017.
Sector
|
Scope
|
Absolute tonnes of carbon
dioxide equivalent (tCO2e)
|
Like-for-like comparison of
carbon dioxide equivalent (tCO2e)*
|
2023/24
|
2022/23
|
Difference
(tCO2e)
|
% change
|
Retail park
|
Scope 2
|
0.43
|
0.13
|
0.30
|
225%
|
Industrial warehouse
|
Scope 3 - Elec.
|
84.43
|
93.71
|
-9.27
|
-10%
|
Total
|
Scope 2 & 3
|
84.86
|
93.84
|
--8.97
|
-10%
|
*Like-for-like requires 24 months
of data for the current and previous reporting year (July 2022 -
June 2024). Both assets provided 24 months of data there
like-for-like calculations were possible.
Statement of Energy Usage
The table below sets out the
energy use per sector and for the Group overall. The approach
follows guidance provided by the GHG Reporting Guidelines (DESNZ,
2024) and the EPRA Best Practice Recommendations on Sustainability
Reporting 2017.
Sector
|
Energy Source
|
Absolute energy usage
(kWh)
|
Like-for-like energy usage
(kWh)
|
2023/24
|
2022/23
|
Difference
(kWh)
|
% change
|
Retail park
|
Electricity
|
2,100
|
646
|
1,455
|
225%
|
Industrial warehouse
|
Electricity
|
407,792
|
452,531
|
-44,740
|
-10%
|
Total
|
Electricity
|
409,892
|
453,177
|
-43,285
|
-10%
|
Intensity Ratios
In addition to reporting relevant
absolute GHG emissions (per scope and per sector), the Group has
chosen to report intensity ratios, where appropriate. An intensity
measure is reported for assets within the like-for-like portfolio,
where:
- No major
renovation or refurbishment has taken place i.e. affecting more
than 50% of the building by area or number of occupants
-
Occupancy is at least 75%
- At least
24 months data is available
-
Emissions reported relate to an indoor area
Whilst no landlord meters reflect
the above criteria for an intensity metric, the Group has applied
an intensity figure for one asset, Pocket Nook, where the landlord
procures the energy and directly recharges this to the tenant. An
intensity metric has not been produced for Droitwich Spa retail
park on the basis that the landlord-controlled meter does not
reflect the above criteria (emissions reported relate to an indoor
area).
No normalisation factors have been
considered for this annual report.
Assurance Statement
The Group's GHG emissions have
been calculated and verified by an independent third-party in
accordance with the principles of ISO 14064. A full copy of the
methodology used, including scope, source or data and conversion
factors, is available on request.
Property Portfolio ESG activity
During the year ended 30 June
2024, the Group has worked closely with its tenants to encourage
improvements in ESG activities within the property
portfolio.
Three new EPC's have been carried
out; Premier Inn, Camberley fell from B34 to B38; Petrogas, Crawley
improved from C56 to B32; Pure Gym, London improved from C54 to
B43. The improvements are mainly as a result of tenant's internal
refurbishment works.
Following inspections by EPC
assessors, works have been identified at seven properties to
improve EPC levels in the year to 30 June 2024 including new LED
lighting, replacement of an oil-fired boiler, solar panels and
installation of secondary glazing. The costs of these enhancements
will be borne by the occupiers.
In the histogram above, the
highest EPC rating of E applies to Unit 14 Provincial Park,
Sheffield where the tenant is considering the cost efficiency of
replacing their oil-fired boiler to electric. The G rating applied
to the Mercure Hotel, Glasgow, which was sold in the year. The
remaining properties in the portfolio have an EPC rating of D or
above. More than half of the portfolio, at 55.6%, fall between A and
B.
Section 172(1) statement
The following disclosure describes
how the directors have had regard to the matters set out in section
172(1)(a) to (f) of the Companies Act 2006, in promoting the
success of the Company for the benefit of members as a
whole.
This section describes how the
Board has regard to the likely consequences of any decision in the
long term, the need to foster the Company's business relationships
with suppliers, customers and others, the desirability of the
Company maintaining a reputation for high standards of business
conduct, and the need to act fairly as between members of the
Company. The Company does not have any employees and therefore
s172(1)(b) is not applicable to the Company. The impact of the
Company's operations on the community and the environment is set
out more fully in the Environmental, Social and Governance section
above.
Stakeholder
|
Issues of
importance
|
Engagement
|
Effect of engagement on key
decisions
|
Shareholders
The Group's investment objective
is to deliver an attractive total return to shareholders.
Shareholders are directly impacted by changes to the Company's NAV
and thus the share price and dividends.
|
·
Attractive and sustainable level of income,
earnings and dividends.
·
Long-term income stream linked to inflationary
growth.
·
Robust corporate governance structure and
well-performing service providers.
·
Strategic direction of the Company.
·
Execution of investment objective.
·
Value for money - low ongoing charges.
|
·
Shareholder engagement is set out in the
Corporate Governance Report in the Annual Report.
·
As a publicly listed Company, the Company is
subject to Listing Rules and other regulatory disclosure
requirements which the Board abides by with the assistance of the
Company Secretary and Corporate Broker.
|
The effect of shareholder
engagement has fed into each aspect of the Board's decision-making.
The total aggregate dividends for the year have increased compared
to the prior year and the Board has also worked to keep expenses
under control.
|
Service Providers
As an externally managed REIT, the
Company conducts all its business through its service providers,
the key ones being the Investment Adviser, Property Manager,
Company Secretary, AIFM, depositary and corporate
broker.
|
·
Reputation of the Company and maintaining high
standards of business conduct.
·
Productive working relationships with the
Company.
·
Fair and transparent service
agreements.
·
Collaboration.
|
· Effective and consistent engagement both through formal Board
meetings and regularly outside the meetings.
· Annual evaluation of key service providers.
· Culture set by the Board and communicated to all
providers.
|
Clear and effective strategic
oversight and culture by the Board has been crucial to enhancing
the effectiveness of the Company's key service providers. The Board
has worked closely with its service providers to maintain and
continually improve processes and to ensure that the Company's
values are aligned with them.
|
Tenants
Tenants with strong business
fundamentals and profitable operations are one of the key
components to ensure a consistent income stream and ability to pay
dividends to the Company's shareholders.
|
· Positive working relationship with the Board, Investment
Advisor and Property Manager.
· Rent reviews.
· Fair lease terms.
· Long-term strategy and alignment with the tenant's business
operations.
· Financial stability of tenants.
|
·
To ensure the Investment Adviser and Property
Manager generate and foster good relationships with our
tenants.
·
Focus on asset management initiatives to assist
our tenants where applicable.
|
There is regular contact between
the Property Manager and all the Group's tenants. Rent reviews have
all been completed on time and collection of rent at 100% is
indicative of good tenant relations.
|
Debt provider
The Group maintains a positive
working relationship with its debt provider, Canada
Life.
|
·
Compliance with loan covenants.
·
Responsible portfolio management.
|
·
Ongoing engagement by the Investment Adviser
throughout the year and by the Board if required.
|
In addition to the Investment
Adviser regular contact, the chairman engaged directly with Canada
Life during the year to ensure good communications are established
and obtained helpful lender feedback prior to the maturing of the
loan on 20 October 2025.
Subsequent to the year end the
Board has undertaken an interview process with a number of debt
advisers with the expertise, knowledge and potential lender
accessibility to secure appropriate refinancing for the
Group.
|
Society and the environment
As an investor in real estate, the
Company's assets have an impact on the built environment.
Environmental, Social and Governance ('ESG') factors increasingly
apply alongside of financial returns.
|
·
Responsible investing together with
sustainability.
·
Long-term strategy to take account of ESG
considerations without negatively impacting financial
returns.
|
·
Starting regular engagement with tenants in
respect of EPC requirements.
·
Ensuring shareholder engagement covers
ESG.
|
The Board has encouraged both the
Investment Adviser and Property Manager to consider ESG on
investment and on an ongoing basis.
|
Principal Decisions
Principal decisions are those that
have a material impact to the Group and its key stakeholders. In
taking these decisions, the directors considered their duties under
section 172 of the Act.
Change of Investment Adviser
As detailed in the Chairman's
Statement, during the year the Board undertook a review of the
Group's investment advisory arrangements and appointed Martley
Capital as the Group's Investment Adviser effective on 15 March
2024. Key members of the previous Investment Adviser transferred to
Martley Capital and continue to service the Group. The impact for
the Company, and thus for shareholders, was considered together
with the impact on the staff of the investment adviser.
Dividend and Dividend Policy
Given the Company's Investment
Objective, dividends are a key matter for the Board to consider and
have a material impact on shareholders, as a key stakeholder.
During the year the Company declared four interim dividends
totalling 5.9pps (2023: 5.7pps, with the total dividends declared
for 2023 being 6.045pps, which included 0.345pps relating to monies
received following the successful settlement of a historic legal
case), which was in line with the previously announced dividend
target of 5.9pps (2023: 5.7pps), representing a 3.5% increase on
the previous year.
As last year, the Board paid four
interim dividends at quarterly intervals to ensure shareholders
received a steady stream of income on a timely basis. However, this
dividend policy prevents there being an opportunity for
shareholders to vote on a final dividend. Consequently, the Board
are again giving shareholders the opportunity to vote on the
dividend policy of the Company.
Property Transactions
In the year two property
transactions were completed. The first was the sale of Mercure
Hotel in Glasgow which was disposed of on 8 August 2023 for £7.5
million and part of the net proceeds of sale, totalling £5.3
million, were re-invested in the Virgin Active in
Streatham.
Principal Risks and Uncertainties
The Group's assets consist of UK
commercial property. Its principal risks are therefore related to
the commercial property market in general, but also to the
particular circumstances of the individual properties and the
tenants within the properties.
The Board has overall
responsibility for reviewing the effectiveness of the system of
risk management and internal control which is operated by the AIFM
and, where appropriate, the Investment Adviser. The Group's ongoing
risk management process is designed to identify, evaluate and
mitigate the risks the Group faces.
Twice each year, the Board
undertakes a risk review with the assistance of the Audit
Committee, to assess the adequacy and effectiveness of the AIFM's,
and where appropriate the Investment Adviser's, risk management and
internal control systems.
The Board has carried out a robust
assessment of the principal and emerging risks facing the Group,
including those that would threaten its business model, future
performance, solvency or liquidity.
An analysis of the principal risks
and uncertainties is set out in the table below. This does not
purport to be exhaustive as some risks are not yet known and some
risks are currently not deemed material but could turn out to be
material in the future.
PRINCIPAL RISKS AND THEIR POTENTIAL IMPACT
|
HOW RISK IS MANAGED
|
RISK ASSESSMENT
|
REAL ESTATE RISKS
|
1. Tenant
default
Failure by tenants to comply with
their rental obligations could affect the income that the
properties earn and the ability of the Group to pay dividends to
its shareholders.
Macroeconomic trends discussed
through the report, including rising interest rates, higher
inflation and the possibility of recession have the ability to
materially impact on a tenant's business. This could result in
tenants being unable to comply with their rental
obligations.
|
Our investment policy limits our
exposure to any one tenant to 15% of Gross Asset Value. Our maximum
exposure to any one tenant (calculated by GAV) is 10.6% at 30 June
2024. The Group benefits from a balanced
portfolio with a diversified tenant base and is therefore not
reliant on a single tenant or sector.
In the due diligence process prior
to acquiring a property, covenant checks are carried out on tenants
which are repeated on a regular basis.
The Investment Adviser and
Property Manager conduct ongoing monitoring and liaise with tenants
to manage potential bad debt risk.
|
Probability: Moderate to
high
Impact: High
Movement: No
change
|
2. Portfolio
concentration
Any downturn in the UK and its
economy or regulatory changes in the UK could have a material
adverse effect on the Group's operations or financial condition.
Greater concentration of investments in any sector or exposure to
the creditworthiness of any one tenant or tenants may lead to
greater volatility in the value of the Group's investments, NAV and
the Company's share price.
|
The Group has investment
restrictions in place to invest and manage its assets with the
objective of spreading and mitigating risk.
Having a diversified portfolio in
respect of both sector and tenants provides reduced potential
volatility in the portfolio and the impact rating for this risk is
accordingly set at low to moderate.
|
Probability: Low to
moderate
Impact: Low to
moderate
Movement: No
change
|
3. Property
defects
Due diligence may not identify all
the risks and liabilities in respect of an acquisition (including
any environmental, structural or operational defects) that may lead
to a material adverse effect on the Group's profitability, the NAV
and the Company's share price.
|
The Group's due diligence relies
on the work (such as legal reports on title, property valuations,
environmental, building surveys) outsourced to third parties that
have appropriate Professional Indemnity cover in place.
|
Probability: Low to
Moderate
Impact: Moderate
Movement: No
change
|
4. Rate of
inflation
Rent review provisions may have
contractual limits to the increases that may be made as a result of
the rate of inflation. If inflation is in excess of such
contractual limits, the Group may not be able to deliver targeted
returns to shareholders.
|
The inflation linked (RPI/CPI)
leases in the portfolio have contractual rent review collars, with
the lowest floor being 0%, and caps that range from 3% to no cap.
The majority of caps are in excess of RPI and CPI forecasts during
the next five-year rent review cycle. Specifically:
- Majority of caps are 4.00% or above, including a number with
no caps
- RPI forecast for next five years of 2.9%
- CPI forecast for next five years of 2.0%
The risk of inflation is somewhat
mitigated by the leases that have no cap. In addition, a total of
seven leases undergo reviews annually which will allow inflation
changes to be reflected expeditiously.
|
Probability: Moderate
Impact: Moderate
Movement: Probability
decreased as inflation has stabilised and long term forecasts
reduced.
|
5. Property
market
Any recession or future
deterioration in the property market could, inter alia, (i) lead to
an increase in tenant defaults, (ii) make it difficult to attract
new tenants for its properties, (iii) lead to a lack of finance
available to the Group, (iv) cause the Group to realise its
investments at lower valuations; and (v) delay the timings of the
Group's realisations.
Any of these factors could have a
material adverse effect on the ability of the Group to achieve its
investment objective.
|
The Group has investment
restrictions in place to invest and manage its assets with the
objective of spreading and mitigating risk.
Most of the leases provide a
relatively long unexpired term and contain upward only rent reviews
which are linked to either RPI or CPI. Because of these factors,
the Group expects that the assets will show less volatile valuation
movement over the long term.
|
Probability: Moderate to
high
Impact: Moderate to
high
Movement: No
change.
|
6. Property
valuation
Property is inherently difficult
to value due to the individual nature of each property.
There may be an adverse effect on
the Group's profitability, the NAV and the Company's share price in
cases where properties are sold whose valuations have previously
been materially overstated.
|
The Group uses an independent
valuer (Knight Frank LLP) to value the properties on a quarterly
basis at fair value in accordance with accepted RICS appraisal and
valuation standards.
|
Probability: Low to
moderate
Impact: Moderate to
high
Movement: No
change
|
7. Investments are
illiquid
The Group invests in commercial
properties. Such investments are illiquid; they may be difficult
for the Group to sell and the price achieved on any realisation may
be at a discount to the prevailing valuation of the relevant
property.
|
The Group aims to hold the
properties for long-term income and all property investment /
disinvestment is managed carefully to ensure there is no undue
pressure on cash flow that would require a quick sale of
assets.
The Company's dividend is funded
from net revenue and is not affected by the portfolio's
(il)liquidity.
|
Probability: Low
Impact: Moderate
Movement: No
change
|
8. Environment
The Group is subject to
environmental regulations. In addition to regulatory risk, there is
a growing importance being placed on ESG credentials by tenants,
which could lead to difficulty in letting vacant space.
Properties could be impacted by
extreme environment events such as flooding. Climate change could
accelerate more quickly leading to adverse physical impacts as well
as regulatory change.
Failure by the Group to meet
current or future environmental targets could result in penalties,
increased costs, a reduction in asset values and have an adverse
effect on the Company's reputation, leading to loss of good quality
tenants.
|
The current regulations require
annual mandatory Green House Gas (GHG) reporting, which will be
carried out as part of the annual report and will result in minimal
expenditure for the Group.
Furthermore, the Investment
Adviser has prepared an ESG strategy to ensure it meets legal
requirements and remains attractive to current and future
tenants. Please see the 'Environmental, Social and
Governance' section for further information.
In depth research is undertaken on
each property at acquisition. The Investment Adviser has adopted an
environmental policy which it is in the process of applying to all
properties with the portfolio.
|
Probability: Moderate
Impact: Moderate
Movement: No
change
|
BORROWING
RISKS
|
9. Breach of borrowing
covenants
The Group has a fixed term loan
facility, maturing 20 October 2025.
Material adverse changes in
valuations and net income may lead to breaches in the LTV and
interest cover ratio covenants.
If the Group is unable to operate
within its debt covenants, this could lead to default and the loan
facility being recalled. This could result in the Group being
forced to sell properties to repay the loan facility, possibly
resulting in a substantial fall in the NAV.
|
The Group monitors the borrowing
covenants on a regular ongoing basis by cash flow forecasting,
quarterly risk reports and a quarterly compliance
certificate.
The Group's gearing at 30 June
2024 was 37.7%, materially below the covenant's default LTV of 60%.
On the same date the Group's interest rate calculation (ICR) was
611.3%, materially above the covenant
default ICR of 250%.
Borrowing is carefully monitored
by the Group, and action will be taken to conserve cash where
necessary to ensure that this risk is mitigated.
It is ensured that there is
significant headroom in the LTV and interest cover covenants as
part of the monitoring process.
Diversification of both the
portfolio and tenants limit the risk to the Group of any one
geographic or sector property event and any one tenant
default.
|
Probability: Low to
moderate
Impact: High
Movement: No
change
|
10. Inability to refinance the
current loan facility
The inability of the Group to
obtain new borrowings - of the amount required at an aggregate
finance cost and on acceptable terms - to refinance the current
£41m loan facility on 20 October 2025 will have a significant
impact on the ability of the Group to generate rental income and
thus returns to shareholders.
|
The refinancing of the Company's
current loan facility is a standing item on the Board agenda.
Regular discussions are held with the Investment Adviser (and other
advisers to the Board) concerning the makeup, amount, interest
rate, maturity etc of any future borrowings, and the impact this
could have on returns to shareholders.
Subsequent to the year end the
Board has undertaken an interview process with a number of
debt advisers with the expertise, knowledge and potential
lender accessibility to secure appropriate refinancing for the
Group.
|
Probability: Low to
moderate
Impact: High
Movement:
New separate risk (previously
combined with risk 13)
|
CORPORATE
RISKS
|
11. Failure of service providers
The Group has no employees and is
reliant upon the performance of third-party service
providers.
Failure by any service provider to
carry out its obligations to the Group in accordance with the terms
of its appointment could have a materially detrimental impact on
the operation of the Group.
Should the Group pursue litigation
against service providers, there is a risk that the Company may
incur costs that are irrecoverable if litigation is
unsuccessful.
|
The Board meets regularly with,
and monitors, all of its key service providers, including the
Investment Adviser. The Management Engagement Committee (MEC)
reviews annually the performance of key service providers in
conjunction with their service level agreements, and makes use of
Key Performance Indicators where relevant.
In addition, the Audit Committee's
robust and ongoing review of risk management and internal controls
covers key service providers.
|
Probability: Low
Impact: Moderate
Movement: No
change
|
12. Dependence on the Investment Adviser
The future ability of the Group to
successfully pursue its investment objective and investment policy
may, among other things, depend on the ability of the service
providers to retain its existing staff and/or to recruit
individuals of similar experience and calibre, and effectively
carry out its services.
The Group relies on the Investment
Adviser to manage the assets and termination of the Investment
Adviser agreement could severely affect the Group's ability to
effectively manage its operations.
|
The MEC performs a formal annual
review of the Investment Adviser which covers the performance of
the portfolio (both capital and income returns) and the performance
of and engagement with the Martley Capital fund manager and other
supporting staff.
In addition, the Board meets
regularly with Martley Capital and directors engage with them not
only in Board meetings but also by email, telephone and ad hoc
meetings. This helps to maintain a good working
relationship.
The dependence on Martley Capital
is managed through segregating the roles of AIFM and Investment
Adviser.
The Board undertook significant
work in the year with respect to the change of Investment Adviser.
This included scoping the role, evaluation of various candidates
for the role, interviews, due diligence work post interview and
before appointment, and review of the transition- including
operations, data and information security.
|
Probability: Moderate
Impact: Moderate
Movement: No
change
|
13. Ability to meet objectives
The Group may not meet its
investment objective to generate a secure and predictable income,
that is sustainable in real terms, and at least maintain capital
values in real terms, from investing predominantly in a portfolio
of smaller commercial properties in the UK.
Poor relative total return
performance may lead to an adverse reputational impact that affects
the Group's ability to raise new capital and new funds.
An inability to refinance the
Company's borrowings will impact the sustainability of rental
returns as set out in the Company's investment
objective.
|
The Group has an investment policy
to achieve a balanced portfolio with a diversified tenant base.
This is reviewed by the Board at each scheduled Board
meeting.
The Group's property portfolio has
a WAULT to break of 16.5 years and a WAULT to expiry of 18.4 years.
Further, over 95.8% of leases have inflation-linked upwards only
rent reviews, representing a secure income stream on which to
deliver attractive total returns to shareholders.
The maturity of the loan facility
and its refinancing is a standing item on the Board agenda. Risk 10
addresses this in more detail.
|
Probability: Moderate
Impact: High
Movement: No
change
|
TAXATION RISK
|
14. Group REIT status
The Group has UK REIT status that
provides a tax-efficient corporate structure.
If the Group fails to remain a
REIT for UK tax purposes, its profits and gains will be subject to
UK corporation tax.
|
The Company monitors REIT
compliance through the Investment Adviser and Administrator on
acquisitions and disposals and distribution levels; the Registrar
and Broker on shareholdings; and third-party tax advisors to
monitor REIT compliance requirements.
Processes are in place to ensure
ongoing compliance with REIT regulations.
|
Probability: Low
Impact: High
Movement: No
change
|
POLITICAL/ ECONOMIC RISK
|
15. Political and macroeconomic events.
Such events present risks to the
real estate and financial markets that affect the Group and the
business of our tenants.
The negative economic effects from
the deterioration of the global economy, higher inflation and
interest rates and the ongoing long-term effects of various
armed conflicts could impact the portfolio, tenants and the ability
of the Group to raise capital.
|
The Group only invests in UK
properties with strong alternative use values and long leases, so
the portfolio is well positioned to withstand an economic downturn.
Tenant default risk arising from political and macroeconomic events
is managed as described above.
The Investment Adviser monitors
both the macro and micro economy with special attention to those
factors potentially impacting the Group, and reports to the Board
on a regular basis.
|
Probability: High
Impact: High
Movement: No
change
|
REGULATORY
RISK
|
16. Disclosure Risk
Failure to properly disclose
information to investors or regulators in accordance with various
disclosure rules and regulations. Examples include AIFMD
investor disclosures, annual reporting requirements,
marketing/promotion disclaimers, data protection regulations
etc.
|
Service providers including AIFM,
Investment Adviser, Company Secretary, auditor, and corporate
broker monitor disclosure obligations and liaise with the Board to
ensure requirements are met.
|
Probability: Low to
moderate
Impact: Moderate
Movement: No
change
|
17. Regulatory Change
New regulations or changes to
existing regulations (particularly in relation to climate change)
could result in sub-optimal performance of the Group or, in worst
case, inability to continue as a viable business.
|
The Board receives regular updates
on relevant regulatory changes (and prospective changes) from its
professional advisers.
The Investment Adviser monitors
the impact of emerging legislation across all aspects of property
investment and ESG has a particularly high profile at this time.
The Investment Adviser uses an ESG pre-acquisition checklist to
review purchases and also to ensure that the current portfolio is
monitored, and that works are carried out as appropriate, with
tenant's agreement, to prevent asset depreciation.
|
Probability: Low
Impact: High
Movement: No
change
|
|
|
| |
Emerging Risks
The Board takes account of and
considers emerging risks as part of its risk management
assessment.
Going Concern
The Group has considered its cash
flows, financial position, liquidity position and borrowing
facilities.
The Group's unrestricted cash
balance at the year end was £3.3
million (2023: £3.5 million). The Group had
borrowings of £41 million under a loan facility repayable on 20
October 2025 (the 'Loan'), but no capital commitments or contingent
liabilities.
The Group is permitted to utilise
up to 40% of GAV measured at drawdown with a Loan to GAV of 37.7%
at 30 June 2024. Therefore, the Group had headroom against its
borrowing covenant. The lender's loan to value covenant of 60% is
significantly higher than the Group's Loan to GAV. In addition, if
agreed by the current lender, two properties not secured against
the Loan and valued at £8.55 million are available as additional
security for the Loan.
The Loan also has a lender's
interest cover covenant of 250%. At 30 June 2024 the Group's
interest cover ratio was 611.3%, giving significant headroom. A
'severe but plausible downside' scenario has been projected. While
rent collections have been strong, this scenario projects rent
deferrals and write-offs for tenants with difficulty paying rents
from operational cash flows. In this scenario the Group still has
adequate headroom against the interest cover covenant and positive
cash balances. Further detail of the assumptions made in assessing
the adoption of Group's going concern basis can be found in Note
2.4.
The Group benefits from a secure,
diversified income stream from leases which are not overly reliant
on any one tenant or sector, with the Group generating net cash
flows from operating activities for the year being reported of £4.0
million. As a result, the directors believe that the Group is well
placed to manage its financing and other business risks.
The going concern statement is
based on the reporting requirement that the Group and the Company
has adequate resources to continue in operational existence for the
foreseeable future, being a period of at least twelve months from
the date of these financial statements. In addition to looking
ahead for the twelve months, the Board has undertaken steps to
ensure that it can have a reasonable expectation that the Group
will be able to refinance its borrowings which become repayable
shortly after this twelve-month period, and this is explained both
below and in the Viability Statement which follows.
The Board has commenced its debt
refinancing plan. As part of this, the Board has undertaken an
interview process with a number of debt advisers with the
expertise, knowledge, and demonstrable potential lender
accessibility to secure refinancing for the Group. Following this,
the Board has a reasonable expectation to believe that the Group
can refinance its debt by 20 October 2025 at an aggregate finance
cost and on terms acceptable to the Board, taking into account the
investment objective of the Company.
Consequently, the Board is
satisfied that the Group and the Company has adequate resources to
continue in operational existence for the foreseeable future, and
is of the opinion that the going concern
basis adopted in the preparation of the financial statements is
appropriate.
Viability Statement
In accordance with provision 30 of
the UK Code, the Board has assessed the prospects of the Group over
a period longer than the twelve months required by the 'Going
Concern' provisions.
The Board has considered the
nature of the Group's assets and liabilities and associated cash
flows and has determined that three years, from the balance sheet
date up to 30 June 2027, is an appropriate and realistic timescale
over which the performance of the Group can be forecast with a
degree of accuracy. Even though the Group's contractual income
extends beyond three years, the Board considers this period (the
'Period') to be
appropriate, given:
· A
major proportion of the leases contain an annual, three- or
five-year rent review pattern and therefore three years allow for
the forecasts to include the reversion arising from most rent
reviews;
· It
is the period over which the Group's medium-term business plan and
cash flows are based; and
· It
is often factors beyond the Board's control, such as market
uncertainty, that reduce the reliability of forecasting over a
longer period.
In performing its viability
review, the Board considers the Group's cash flows (noting that the
Group's property portfolio had a WAULT to break of 16.5 years and a
WAULT to expiry of 18.4 years at 30 June 2024, representing a
secure income stream for the Period), future dividends and dividend
cover, REIT compliance and relevant key financial ratios over the
Period. The Board carried out a thorough review of the Group's
business model, including future performance, liquidity and banking
covenant tests for the Period and with various debt finance cost
scenarios based on refinancing the £41 million debt (see below) in
full at its maturity. The Board has
assessed the extent of any operational disruption; potential
curtailment of rental receipts; potential liquidity and working
capital shortfalls; and diminished demand for the Group's assets
going forward, in adopting a going concern preparation
basis and in assessing the Group's longer-term
viability.
These assessments are subject to
sensitivity analysis, which involves flexing a number of key
assumptions and judgements included in the financial
projections:
· Tenant default;
· Dividend payments;
· Financing and refinancing; and
· Property portfolio valuation movements.
Specifically with respect to the
Group's borrowings:
· covenants - at 30 June 2024, the asset valuations and rental
income of the properties secured to Canada Life would need to fall
by 17.4% and 46.0%, respectively, before breaching the Loan to
Value and Income Cover Cash Trap covenants; and
· the
Board has commenced its debt refinancing plan given that the
Group's borrowings are due to be repaid on 20 October 2025. As part
of this, the Board has undertaken an interview process with a
number of debt advisers with the expertise, knowledge
and demonstrable potential lender accessibility to secure
refinancing for the Group. Following these discussions, the Board
has a reasonable expectation to believe that the Group can
refinance its debt by 20 October 2025 at an aggregate finance cost
and on terms acceptable to the Board, taking into account the
investment objective of the Company.
Based on the prudent assumptions
within the Group's forecasts including refinancing of the debt,
rent deferrals, tenant default, void rates and property valuation
movements, the Board has a reasonable expectation that for the
Period:
·
all current and future loan covenants will be complied with
throughout the Period;
· REIT
tests will similarly be complied with; and
· the
Group and the Company will be able to continue in operation and
meet its liabilities as they fall due over the Period.
Board Approval of the
Strategic Report
The Strategic Report has been
approved and signed on behalf of the Board by:
Simon Bennett
Chairman
1 October 2024
Statement of Directors' Responsibilities
in respect of the Annual Report and the Consolidated
Financial Statements
The directors are responsible for
preparing the Annual Report and the Group and parent Company
Financial Statements in accordance with applicable law and
regulations.
Company law requires the directors
to prepare Group and parent Company financial statements for each
financial year. Under that law they are required to prepare the
Group financial statements in accordance with international
accounting standards in conformity with the requirements of the
Companies Act 2006 and in accordance with the UK adopted
international accounting standards. The directors have elected to
prepare the parent Company financial statements in accordance with
UK accounting standards, including FRS 101 Reduced Disclosure
Framework and applicable law.
Under company law the directors
must not approve the financial statements unless they are satisfied
that they give a true and fair view of the state of affairs of the
Group and parent Company and of their profit or loss for that
period. In preparing each of the Group and parent Company financial
statements, the directors are required to:
· select suitable accounting policies and then apply them
consistently;
· make
judgements and estimates that are reasonable, relevant, reliable
and prudent;
·
for the Group financial statements, state whether
they have been prepared in accordance with Companies Act 2006 and
in accordance with UK adopted international accounting
standards;
· for
the parent Company financial statements, state whether applicable
UK accounting standards have been followed, subject to any material
departures disclosed and explained in the parent Company financial
statements;
· assess the Group and parent Company's ability to continue as
a going concern, disclosing, as applicable, matters related to
going concern; and
· use
the going concern basis of accounting unless they either intend to
liquidate the Group or the parent Company, or to cease operations,
or have no realistic alternative but to do so.
The directors are responsible for
keeping adequate accounting records that are sufficient to show and
explain the Group's and the parent Company's transactions and
disclose with reasonable accuracy at any time the financial
position of the Group and the parent Company and enable them to
ensure that its financial statements comply with the Companies Act
2006. They are responsible for such internal control as they
determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to
fraud or error, and have general responsibility for taking such
steps as are reasonably open to them to safeguard the assets of the
Group and the parent Company and to prevent and detect fraud and
other irregularities.
Under applicable law and
regulations, the directors are also responsible for preparing a
Strategic Report, Directors' Report, Directors' Remuneration Report
and Corporate Governance Statement that complies with that law and
those regulations.
The directors are responsible for
the maintenance and integrity of the corporate and financial
information included on the Company's website. Legislation in the
UK governing the preparation and dissemination of financial
statements may differ from legislation in other
jurisdictions.
We confirm that to the best of our
knowledge:
· the
Consolidated Financial Statements, prepared in accordance with the
applicable set of accounting standards, give a true and fair view
of the assets, liabilities, financial position and profit or loss
of the Company and the undertakings included in the consolidation
taken as a whole;
· the
Strategic Report and Directors' Report include a fair review of the
development and performance of the business and the position of the
issuer and the undertakings included in the consolidation taken as
a whole, together with a description of the principal risks and
uncertainties that they face; and
· that
the Annual Report and the Consolidated Financial Statements, taken
as a whole, are fair, balanced and understandable and provide the
information necessary for shareholders to assess the Group's
position and performance, business model and strategy.
On behalf of the Board
Simon Bennett
Chairman
1 October 2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Comprehensive
Income
|
|
For the year ended 30 June
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2024
|
|
2023
|
|
|
|
Notes
|
|
£'000
|
|
£'000
|
Income
|
|
|
|
|
|
|
|
Rental and other income
|
|
|
3
|
|
7,900
|
|
8,660
|
Property operating
expense
|
|
|
4
|
|
(680)
|
|
(755)
|
Net rental and other income
|
|
|
|
|
7,220
|
|
7,905
|
|
|
|
|
|
|
|
|
Other operating
expenses
|
|
|
4
|
|
(1,066)
|
|
(1,049)
|
Operating profit before fair value changes and gain on
sale
|
|
6,154
|
|
6,856
|
|
|
|
|
|
|
|
|
Change in fair value of investment
properties
|
|
10
|
|
(2,983)
|
|
(10,671)
|
Gain on disposal of investment
property
|
|
10
|
|
598
|
|
-
|
Operating profit/ (loss)
|
|
|
|
|
3,769
|
|
(3,815)
|
|
|
|
|
|
|
|
|
Finance expenses
|
|
|
6
|
|
(1,412)
|
|
(1,425)
|
Profit/ (loss) before tax
|
|
|
|
|
2,357
|
|
(5,240)
|
|
|
|
|
|
|
|
|
Taxation
|
|
|
7
|
|
-
|
|
-
|
Profit/ (loss) and total comprehensive income attributable to
shareholders
|
|
|
|
2,357
|
|
(5,240)
|
Earnings/ (loss) per share (pence) (basic and
diluted)
|
|
8
|
|
2.93p
|
|
(6.51p)
|
EPRA EPS (basic and diluted)
|
|
8
|
|
5.89p
|
|
6.75p
|
Adjusted EPS (basic and diluted)
|
|
8
|
|
5.99p
|
|
6.43p
|
|
|
|
|
|
|
|
|
All items in the above statement
are derived from continuing and total operations. No operations
were acquired or disposed of during the year.
|
|
|
|
|
|
|
|
|
The accompanying notes 1 to 20
form part of these consolidated financial statements.
|
|
|
Consolidated Statement of Financial
Position
|
At 30 June 2024
|
|
|
|
|
|
2024
|
|
2023
|
|
|
|
|
Notes
|
|
£'000
|
|
£'000
|
|
Non-current Assets
|
|
|
|
|
|
|
|
|
Investment properties
|
|
|
10
|
|
99,083
|
|
103,847
|
|
|
|
|
|
|
|
|
|
|
Current Assets
|
|
|
|
|
|
|
|
|
Receivables and
prepayments
|
|
|
11
|
|
6,464
|
|
4,193
|
|
Cash and cash
equivalents
|
|
|
|
|
3,292
|
|
3,484
|
|
Total current assets
|
|
|
|
|
9,756
|
|
7,677
|
|
Total Assets
|
|
|
|
|
108,839
|
|
111,524
|
|
|
|
|
|
|
|
|
|
|
Current Liabilities
|
|
|
|
|
|
|
|
|
Payables and accrued
expenses
|
|
|
12
|
|
(2,890)
|
|
(2,751)
|
|
Lease obligations
|
|
|
14
|
|
-
|
|
(33)
|
|
Total current
liabilities
|
|
|
|
|
(2,890)
|
|
(2,784)
|
|
|
|
|
|
|
|
|
|
|
Non-current Liabilities
|
|
|
|
|
|
|
|
|
Interest bearing loans and
borrowings
|
|
|
13
|
|
(40,828)
|
|
(40,724)
|
|
Lease obligations
|
|
|
14
|
|
-
|
|
(266)
|
|
Total non-current
liabilities
|
|
|
|
|
(40,828)
|
|
(40,990)
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities
|
|
|
|
|
(43,718)
|
|
(43,774)
|
|
|
|
|
|
|
|
|
|
|
Net Assets
|
|
|
|
|
65,121
|
|
67,750
|
|
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
|
|
Share capital
|
|
|
17
|
|
805
|
|
805
|
|
Capital reserve
|
|
|
|
|
70,431
|
|
75,417
|
|
Retained earnings
|
|
|
|
|
(6,115)
|
|
(8,472)
|
|
Total capital and reserves attributable to equity holders of
the Company
|
|
65,121
|
|
67,750
|
|
|
|
|
|
|
|
|
|
|
Net Asset Value per share (basic and
diluted)
|
8
|
|
80.90p
|
|
84.16p
|
|
EPRA Net Tangible Asset per share (basic and
diluted)
|
8
|
|
80.90p
|
|
84.16p
|
|
The accompanying notes 1 to 20
form part of these Consolidated Financial Statements.
The Consolidated Financial
Statements were approved by the Board of directors on 1 October
2024 and were signed on its behalf by:
Simon Bennett
Chairman
Company number:
10727886
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Changes in Equity
|
|
|
For the year ended 30 June 2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share
|
|
Retained
|
|
Total
|
|
|
|
capital
|
Capital reserve
|
earnings
|
|
equity
|
|
|
Notes
|
£'000
|
£'000
|
£'000
|
|
£'000
|
|
For the year ended 30 June 2024
|
|
|
|
|
|
|
|
Balance at 30 June 2023
|
|
805
|
75,417
|
(8,472)
|
|
67,750
|
|
|
|
|
|
|
|
|
|
Total comprehensive income
attributable to shareholders
|
|
-
|
-
|
2,357
|
|
2,357
|
|
|
|
|
|
|
|
|
|
Dividends paid
|
9
|
-
|
(4,986)
|
|
|
(4,986)
|
|
Balance at 30 June 2024
|
|
805
|
70,431
|
(6,115)
|
|
65,121
|
|
|
|
|
|
|
|
|
|
For the year ended 30 June 2023
|
|
|
|
|
|
|
|
Balance at 30 June 2022
|
|
805
|
75,417
|
1,377
|
|
77,599
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss
attributable to shareholders
|
|
-
|
|
(5,240)
|
|
(5,240)
|
|
Dividends paid
|
9
|
-
|
|
(4,609)
|
|
(4,609)
|
|
Balance at 30 June 2023
|
|
805
|
75,417
|
(8,472)
|
|
67,750
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes 1 to 20
form part of these consolidated financial statements.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Consolidated Statement of Cash Flows
|
For the year ended 30 June 2024
|
|
|
|
|
|
|
Notes
|
|
2024
|
2023
|
|
|
|
|
|
|
£'000
|
£'000
|
|
Cash flows from operating activities
|
|
|
|
|
|
|
|
Profit/ (loss) before
tax
|
|
|
|
|
2,357
|
(5,240)
|
|
|
|
|
|
|
|
|
|
Adjustment for:
|
|
|
|
|
|
|
|
Finance expenses
|
|
6
|
|
1,412
|
1,425
|
|
Gain on disposal of investment
property
|
|
10
|
|
(598)
|
-
|
|
Change in fair value of investment
properties
|
|
10
|
|
2,983
|
10,671
|
|
Operating results before working capital
changes
|
|
|
|
6,154
|
6,856
|
|
|
|
|
|
|
|
|
|
Change in working capital
|
|
|
|
|
|
|
|
Increase in receivables and
prepayments
|
|
|
|
|
(2,271)
|
(159)
|
|
Increase/ (decrease) in other
payables and accrued expenses
|
|
|
|
|
139
|
(312)
|
|
Net cash flow generated from operating
activities
|
|
|
|
|
4,022
|
6,385
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
|
|
|
Purchase of investment
property
|
|
10
|
|
|
(5,304)
|
-
|
|
Net proceeds from disposal of
investment property
|
|
10
|
|
|
7,382
|
-
|
|
Reduction in acquisition
costs
|
|
10
|
|
|
-
|
606
|
|
Net cash generated from investing
activities
|
|
|
|
|
2,078
|
606
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|
Finance costs paid
|
|
|
|
(1,306)
|
(1,321)
|
|
Dividends paid
|
|
9
|
|
(4,986)
|
(4,692)
|
|
Payment of lease
obligation
|
|
|
|
|
-
|
(36)
|
|
Net cash used in financing activities
|
|
|
|
|
(6,292)
|
(6,049)
|
|
|
|
|
|
|
|
|
|
Net (decrease)/ increase in cash
and cash equivalents
|
|
|
|
|
(192)
|
942
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of
year
|
|
|
|
|
3,484
|
2,542
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of year
|
|
|
|
|
3,292
|
3,484
|
|
|
|
|
|
|
|
|
|
| |
The accompanying notes 1 to 20
form part of these consolidated financial statements.
|
Notes to the Consolidated Financial
Statements
for the year ended 30 June
2024
1. Corporate Information
Alternative Income REIT plc (the
'Company') is a public limited company and a closed ended Real
Estate Investment Trust ('REIT') incorporated on 18 April 2017 and
domiciled in the UK and registered in England and Wales. The
registered office of the Company is The Scalpel, 18th Floor, 52
Lime Street, London, United Kingdom, EC3M 7AF.
|
The Company's Ordinary Shares are
listed on the Closed-ended investment funds category
of the Official List of the Financial Conduct
Authority ('FCA') and have been traded on the Main
Market of the London Stock Exchange since the Company's IPO on 6
June 2017.
|
|
The nature of the Group's
operations and its principal activities are set out in the
Strategic Report of the Annual Report.
|
|
|
|
2. Accounting policies
|
|
|
|
|
2.1
|
Basis of preparation
|
|
|
These consolidated financial
statements (the 'financial statements') are prepared and approved
by the directors in accordance with UK adopted International
Financial Reporting Standards ('IFRS') and in accordance with the
Companies Act 2006 as applicable to companies reporting under those
standards and Article 4 of the UK adopted International Accounting
Standards ('IAS') Regulations.
|
|
|
|
|
|
These financial statements have
been prepared under the historical cost convention, except for
investment properties that have been measured at fair
value.
|
|
|
|
|
|
The financial statements are
presented in Sterling and all values are rounded to the nearest
thousand pounds (£'000), except where otherwise
indicated.
|
|
|
|
|
|
Basis of consolidation
|
|
|
The financial statements
incorporate the financial statements of the Company and its
subsidiaries (the 'Group').
Subsidiaries are the entities
controlled by the Company, being Alternative Income Limited and
Alternative Income REIT Holdco Limited.
|
|
|
|
|
|
New standards, amendments and interpretations, and
forthcoming requirements
|
|
|
|
|
|
The Group has applied the
following new standards and amendments in this set of condensed
consolidated financial statements:
• Non-current
liabilities with covenants - amendment to IAS 1 and classification
of liabilities as current or non-current - amendment to IAS 1
(effective 1 January 2024)
• Lease liability in a
sale and leaseback - amendment to IFRS 16 (effective 1 January
2024)
• Supplier finance
arrangements - amendments to IAS 7 and IFRS 7 (effective 1 January
2024)
The new standards and amendments
listed above did not have any impact on the amounts recognised in
prior periods and are not expected to significantly affect the
current or future periods.
|
|
|
Certain new accounting standards
and interpretations have been published that are not mandatory for
annual periods beginning after 1 July 2023 and early application is
permitted; however the Group has not early adopted the new or
amended standards in preparing these condensed consolidated
financial statements:
• Lack of
exchangeability - amendment to IAS 21 (effective 1 January
2025)
• Sale or Contribution
of Assets between an Investor and its Associate or Joint Venture
(Amendments to IFRS 10 and IAS 28) (effective date deferred
indefinitely)
· Presentation and Disclosure in Financial Statements - IFRS 18
(effective 1 January 2027)
· Subsidiaries without Public Accountability: Disclosures -
IFRS 19 (effective 1 January 2027)
|
|
|
|
|
2.2
|
Significant accounting judgements and
estimates
|
|
|
In the application of the Group's
accounting policies the directors are required to make judgements,
estimates and assumptions that affect the reported amounts
recognised in the financial statements. However, uncertainty about
these assumptions and estimates could result in outcomes that
require a material adjustment to the carrying amount of the asset
or liability in the future. The estimates and associated
assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities within
the next financial year are outlined below:
|
|
|
|
|
|
Valuation of investment
properties
|
|
|
The fair value of investment
properties is determined by external property 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. The Group's
properties have been valued on an individual basis. The valuation
experts use recognised valuation techniques, applying the
principles of both IAS 40 and IFRS13.
|
|
|
|
|
|
The valuations have been prepared
in accordance with the Royal Institution of Chartered Surveyors
('RICS') Valuation. Factors include current market conditions,
annual rentals, the contractual terms of the leases and their
lengths and location. The significant methods and assumptions used
by valuers in estimating the fair value of investment properties
are set out in note 10.
|
|
|
|
|
|
Provision for expected
credit losses ('ECL') of trade receivables
|
|
|
Rent collection rates since the
start of the Group are in the region of 100%. As a result, the
Group does not have the data to establish historical loss rates for
the expected credit loss analysis.
In determining the provision on a
tenant by tenant basis, the Group considers both recent payment
history and future expectations of the tenant's ability to pay or
possible default, in order to recognise an expected credit loss
allowance. The Group also considers the risk factors associated by
sector in which the tenant operates and the nature of the
debt. Based on sector and rent receivable type a provision is
provided in addition to full provision for maximum risk tenants or
known issues.
|
|
|
|
|
|
Principal versus agent
considerations - services to tenants
|
|
|
The Group arranges for certain
services to be provided to tenants. These arrangements are included
in the contract the Group enters into as a lessor. The Group has
determined that it controls the services before they are
transferred to tenants, because it has the ability to direct the
use of these services and obtain the benefits from them. The Group
has determined that it is primarily responsible for fulfilling
these services as it directly deals with tenants' complaints and is
primarily responsible for the quality or sustainability of the
services. In addition, the Group has discretion in establishing the
price that it charges to the tenants for the specified
services.
Therefore, the Group has concluded
that it is the principal in these contracts. In addition, the Group
has concluded that it transfers control of these services over
time, as services are rendered by the third-party service
providers, because this is when tenants receive and, at the same
time, consume the benefits from these services.
|
|
|
REIT
status
|
|
|
The Group is a REIT and does not
pay tax on its property income or gains on property sales, provided
that at least 90% of the Group's property income is distributed as
a dividend to shareholders, which becomes taxable in their hands.
In addition, the Group has to meet certain conditions such as
ensuring the property rental business represents more than 75% of
total profits and assets. Any potential or proposed changes to the
REIT legislation are monitored and discussed with HMRC. It is the
Board's intention that the Group will continue as a REIT for the
foreseeable future.
|
|
|
|
|
|
Classification of lease
arrangements - the Group as lessor (Note 14)
|
|
|
The Group has acquired investment
properties that are leased to tenants. In considering the
classification of lease arrangements, at inception of each lease
the Group considers the economic life of the asset compared with
the lease term and the present value of the minimum lease payments
and any residual value compared with the fair value and associated
costs of acquiring the asset as well as qualitative factors as
indicators that may assert to the risks and rewards of ownership
having been substantially retained or transferred. The Group has
determined that it retains all the significant risks and rewards of
ownership of its investment property and accounts for the lease
arrangements as operating leases.
|
|
|
|
|
2.3
|
Segmental information
|
|
|
Each property held by the Group is
reported to the chief operating decision maker. In the case of the
Group, the chief operating decision maker is considered to be the
Board of directors. The review process for segmental information
includes the monitoring of key performance indicators applicable
across all properties. These key performance indicators include Net
Asset Value, Earnings per Share and valuation of properties. All
asset cost and rental allocations are also reported by property.
The internal financial reports received by the directors cover the
Group and all its properties and do not differ from amounts
reported in the financial statements. The directors have considered
that each property has similar economic characteristics and have
therefore aggregated the portfolio into one reportable segment
under the provisions of IFRS 8.
|
|
|
|
|
2.4
|
Going concern
|
|
|
The financial statements have been
prepared on a going concern basis.
|
|
|
|
|
|
The Group's business activities,
together with the factors likely to affect its future development,
performance and position are set out in the Strategic Report. The
robust financial position of the Group, its cash flows, liquidity
position and borrowing facilities are described in the financial
statements and the accompanying notes. The financial statements
also include the Group's objectives, policies and processes for
managing its capital, its financial risk management objective and
its exposures to market price risk, real estate risk, credit risk
and liquidity risk.
|
|
|
|
|
|
The Investment Adviser on behalf
of the Board has projected the Group's cash flows for the period up
to 30 September 2025, challenging and sensitising inputs and
assumptions to ensure that the cash forecast reflects a realistic
outcome given the uncertainties associated with the current
economic environment. A longer-term projection had also been
carried out up to 30 June
2027. The scenarios applied were designed to be
severe but plausible, and to take account of the availability of
mitigating actions that could be taken to avoid or reduce the
impact or probability of the underlying risks.
|
|
|
|
|
|
The Group's debt of £41 million
matures on 20 October 2025 and the Group has reported full
compliance with its loan covenants to date. Based on cash flow
projections, the directors expect the Group to continue to remain
compliant. The headroom of the loan to value covenant is
significant and any reduction in property values that would cause a
breach would be significantly more than any reduction currently
envisaged. The Board has commenced its debt refinancing plan given
that the Group's borrowings are due to be repaid on 20 October
2025. As part of this, the Board has undertaken an interview
process with a number of debt advisers with the expertise,
knowledge and demonstrable potential lender accessibility to secure
refinancing for the Group. Following these discussions, the Board
has a reasonable expectation to believe that the Group can
refinance its debt by 20 October 2025 at an aggregate finance cost
and on terms acceptable to the Board, taking into account the
investment objective of the Company.
|
|
|
|
|
|
Based on the above, the Board
believes that the Group has the ability and adequate resources to
continue in operational existence for the foreseeable future, being
at least twelve months from the date of approval of the financial
statements.
|
|
2.5
|
Summary of significant accounting policies
|
|
|
|
The principal accounting policies
applied in the preparation of these financial statements are set
out below.
|
|
|
a) Functional and presentation currency
|
|
|
These financial statements are
presented in Sterling, which is the functional and presentational
currency of the Group and its subsidiary undertakings. The
functional currency of the Group and its subsidiaries is
principally determined by the primary economic environment in which
it operates. The Group did not enter into any transactions in
foreign currencies during the period.
|
|
|
|
|
|
b) Revenue recognition
|
|
|
i) Rental income
|
|
|
Rental income under operating
leases is recognised on a straight-line basis over the term of the
lease, except for contingent rental income, which is recognised
when it arises. For leases, which contain fixed or minimum uplifts,
the rental income arising from such uplifts is recognised on a
straight-line basis over the lease term.
|
|
|
|
|
|
Incentives for lessees to enter
into lease agreements are spread evenly over the lease term, even
if the payments are not made on such a basis. The lease term is the
non-cancellable period of the lease together with any further term
for which the tenant has the option to continue the lease, where,
at the inception of the lease, the directors are reasonably certain
that the tenant will exercise that option.
|
|
|
Lease modifications, such as lease
extensions and rent reductions, are accounted for either as a
separate lease or not a separate lease.
A modification will only be
treated as a separate lease if it involves the addition of one or
more underlying assets at a price that is commensurate with the
standalone price of the increase in scope. All other modifications
are not treated as a separate lease.
If a modification is a separate
lease, a lessee applies the requirements of IFRS 16 to the newly
added asset, due as a result of the modification, independently of
the original lease. The accounting for the original lease continues
unchanged.
If a modification is not a
separate lease, the accounting reflects that there is a linkage
between the original lease and the modified lease. The existing
lease liability is remeasured with a corresponding adjustment to
the right-of-use asset on the effective date of the
modification.
|
|
|
|
|
|
ii) Service charges and direct recharges
|
|
|
Revenue from service charges is
recognised in the accounting period in which the service is
rendered. For certain service contracts, revenue is recognised
based on the actual service provided to the end of the reporting
period as a proportion of the total services to be provided because
the customer receives and uses the benefits
simultaneously.
|
|
|
|
|
|
iii) Deferred income
|
|
|
Deferred income is rental income
received in respect of future accounting periods.
|
|
|
|
|
|
(iv) Dilapidation and lease surrender
premium
|
|
|
Amounts received from tenants to
terminate leases or to compensate for dilapidations are recognised
in the Consolidated Statement of Comprehensive Income when the
right to receive them arises.
|
|
|
|
|
|
c) Financing income and expenses
|
|
|
Financing income comprises
interest receivable on funds invested. Financing expenses comprise
interest and other costs incurred in connection with the borrowing
of funds. Interest income and interest payable are recognised in
profit or loss as they accrue, using the effective interest method
which is significantly the same as the contracted
interest.
|
|
|
|
|
|
d) Investment property
|
|
|
Property is classified as
investment property when it is held to earn rentals or for capital
appreciation or both. Investment property is measured initially at
cost including transaction costs. Transaction costs include
transfer taxes and professional fees to bring the property to the
condition necessary for it to be capable of operating. The carrying
amount also includes the cost of replacing part of an existing
investment property at the time that cost is incurred if the
replacement of that part will prolong or improve the life of the
asset.
|
|
|
|
|
|
Subsequent to initial recognition,
investment property is stated at fair value. Gains or losses
arising from changes in the fair values are included in profit or
loss.
|
|
|
|
|
|
Investment properties are valued
by the external valuer. Any valuation of investment properties by
the external valuer must be undertaken in accordance with the
current issue of RICS Valuation - Professional Standards (the 'Red
Book').
|
|
|
|
|
|
The determination of the fair
value of investment property requires the use of estimates such as
future cash flows from assets (such as lettings, tenants' profiles,
future revenue streams, capital values of fixtures and fittings,
plant and machinery, any environmental matters and the overall
repair and condition of the property) and yield applicable to those
cash flows.
|
|
|
|
|
|
For the purposes of the financial
statements, the assessed fair value is:
-
reduced by the carrying amount of any accrued
income resulting from the spreading of lease incentives;
and
-
increased by the carrying amount of leasehold
obligations.
|
|
|
|
|
|
Investment property is
derecognised when it has been disposed of or permanently withdrawn
from use and no future economic benefit is expected after its
disposal or withdrawal.
|
|
|
|
|
|
The profit on disposal is
determined as the difference between the net sales proceeds and the
carrying amount of the asset at the commencement of the accounting
period plus capital expenditure in the period. Any gains or losses
on the retirement or disposal of investment property are recognised
in profit or loss in the year of retirement or disposal.
|
|
|
|
|
|
e) Cash and cash equivalents
|
|
|
Cash and short-term deposits in
the Consolidated Statement of Financial Position comprise cash at
bank and short-term deposits with an original maturity of three
months or less.
|
|
|
|
|
|
f) Receivables and prepayments
|
|
|
Rent and other receivables are
initially recognised at fair value and subsequently at amortised
cost. Impairment provisions are recognised based on the processed
as described in note 2.2. Any adjustment is recognised in profit or
loss as an impairment gain or loss.
|
|
|
|
|
|
g) Other payables and accrued expenses
|
|
|
Other payables and accrued
expenses are initially recognised at fair value and subsequently
held at amortised cost.
|
|
|
|
|
|
h) Interest bearing loans and borrowings
|
|
|
All loans and borrowings are
initially recognised at fair value less directly attributable
transaction costs. After initial recognition, interest bearing
loans and borrowings are subsequently measured at amortised cost
using the effective interest method. Borrowing costs are amortised
over the lifetime of the facilities through profit or
loss.
|
|
|
|
|
|
i) Provisions
|
|
|
A provision is recognised in the
Consolidated Statement of Financial Position when the Group has a
present legal or constructive obligation as a result of a past
event that can be reliably measured and is probable that an outflow
of economic benefits will be required to settle the obligation.
Provisions are determined by discounting the expected future cash
flows at a pre-tax rate that reflects risks specific to the
liability.
|
|
|
|
|
|
j) Dividend payable to shareholders
|
|
|
Dividends due to the Company's
Shareholders are recognised when they become legally payable, as a
reduction in the Consolidated Statement of Changes in Equity.
Interim equity dividends are recognised when paid. Final equity
dividends will be recognised when approved by Shareholders at an
AGM. The Directors consider the aggregate of distributable reserves
in considering the recommendation and payment of a
dividend.
|
|
|
|
|
|
k) Share issue costs
|
|
|
The costs of issuing or
reacquiring equity instruments (other than in a business
combination) are accounted for as a deduction from
equity.
|
|
|
l) Lease obligations
|
|
|
Lease obligations relate to the
head rent of investment property and are capitalised at the lease
commencement, at the lower of fair value of the property and
present value of the minimum lease payments and held as a liability
within the Consolidated Statement of Financial Position. The lease
payments are discounted using the interest rate implicit in the
lease. Where the Group is exposed to potential future increases in
variable lease payments based on an index or rate, these are not
included in the lease liability until they take effect. Lease
payments are allocated between principal and finance cost. The
finance cost is charged to profit or loss over the lease period so
as to produce a constant periodic rate of interest on the remaining
balance of the liability for each period.
|
|
|
|
|
|
m) Taxes
|
|
|
Corporation tax is recognised in
profit or loss except to the extent that it relates to items
recognised directly in equity, in which case it is recognised in
equity.
|
|
|
|
|
|
As a REIT, the Group is exempt
from corporation tax on the profits and gains from its investments,
provided it continues to meet certain conditions as per REIT
regulations.
|
|
|
|
|
|
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 year, using tax rates applicable in
the year.
|
|
|
|
|
|
Deferred tax is provided on
temporary differences between the carrying amounts of assets and
liabilities for financial reporting purposes and the amounts used
for taxation purposes. The amount of deferred tax that is provided
is based on the expected manner of realisation or settlement of the
carrying amount of assets and liabilities, using tax rates enacted
or substantially enacted at the period end date.
|
|
|
|
|
|
n) Non-current assets held for sale
|
|
|
Non-current assets are classified
as assets held for sale when their carrying amount is to be
recovered principally through a sale transaction and a sale is
considered highly probable. Investment properties classified as
such are measured at fair value.
|
|
|
|
|
|
o) European Public Real Estate Association
|
|
|
The Group has adopted the European
Public Real Estate Association ('EPRA') best practice
recommendations, which it expects to broaden the range of potential
institutional investors able to invest in the Company's Ordinary
Shares. For the year ended 30 June 2024, audited EPS and NAV
calculations under EPRA's methodology are included in note 8 and
further unaudited measures are included following the financial
statements.
|
|
|
|
|
|
p) Capital and reserves
|
|
|
Share capital
|
|
|
Share capital is the nominal
amount of the Company's ordinary shares in issue and is
non-distributable.
|
|
|
|
|
|
Capital reserve
|
|
|
The capital reserve represents the
cancelled share premium less dividends paid from this reserve'; it
is a distributable reserve. The share premium account was
cancelled in 2017 by Court Order and distributions can be made from
this reserve in accordance with the Companies Act 2006, including
by way of dividends or share buy backs.
|
|
|
|
|
|
Retained earnings
|
|
|
Retained earnings represent the
cumulative net gains and losses recognised in the Consolidated
Statement of Comprehensive Income less dividends paid from this
reserve. This reserve is distributable, except for any
unrealised gains on investment properties
|
|
2.6
|
Fair value measurement
|
|
|
The Group measures financial and
non-financial assets such as investment properties at fair value at
each reporting date.
|
|
|
|
|
|
A number of the Group's accounting
policies and disclosures require the determination of fair value,
for both financial and non-financial assets and liabilities. Fair
value is defined in IFRS 13 Fair Value Measurement 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 values have been determined for
measurement and/or disclosure purposes based on methods described
below. Where applicable, further information about the assumptions
made in determining fair values is disclosed in the notes specific
to that asset or liability.
|
|
|
|
|
|
The Group uses valuation
techniques that are appropriate in the circumstances and for which
sufficient data are available to measure fair value, maximising the
use of relevant observable inputs and minimising the use of
unobservable inputs significant to fair value measurement as a
whole:
|
|
|
|
|
|
Fair value hierarchy:
|
|
|
Level 1: Quoted prices
(unadjusted) in active markets for identical assets or
liabilities.
|
|
|
Level 2: Inputs other than
quoted prices included within Level 1 that are observable for the
asset or liability, either directly (i.e. as prices) or indirectly
(i.e. derived from prices).
|
|
|
Level 3: Inputs for the
asset or liability that are not based on observable market data
(unobservable inputs).
|
|
|
|
|
|
For assets and liabilities that
are recognised in the financial statements at fair value on a
recurring basis, the Group determines whether transfers have
occurred between levels in the hierarchy by re-assessing
categorisation (based on the lowest level input that is significant
to the fair value measurement as a whole) at the end of each
reporting period.
|
|
|
|
|
|
There were no transfers between
any of the levels during the year.
|
|
|
|
|
|
Investment property
|
|
|
The valuation of investment
property by valuers engaged by the Group who are independently
appointed and have the relevant professional qualifications and
with recent experience in the location and category of the
investment property being valued. Further information in relation
to the valuers is provided in note 10.
|
|
|
|
|
|
Property valuations are inherently
subjective as they are made on the basis of assumptions made by the
valuer which may not prove to be accurate. For these reasons, and
consistent with EPRA's guidance, we have classified the valuations
of our property portfolio as Level 3 as defined by IFRS 13. The
inputs to the valuations are defined as 'unobservable' by IFRS 13
and these are analysed in note 10.
|
3. Rental and other income
|
|
|
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
|
|
|
|
Gross rental income
|
7,331
|
|
7,429
|
Spreading of minimum contracted
future rent - indexation
|
74
|
|
423
|
Spreading of tenant incentives -
rent free periods
|
(49)
|
|
(58)
|
Other property income
|
2
|
|
294
|
Gross rental income (adjusted)
|
7,358
|
|
8,088
|
Service charges and direct
recharges (see note 4)
|
542
|
|
572
|
Total rental and other income
|
7,900
|
|
8,660
|
All rental, service charges,
direct recharges and other income are derived from the United
Kingdom.
Other property income for the year
ended 30 June 2023 mainly relates to the allocation to revenue of
£219,000 arising from a settlement of the litigation in respect of
replacement of defective cladding for Travelodge, Swindon. Further
detail is provided in note
15.3.
4. Expenses
|
|
|
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
|
|
|
|
Property operating
expenses
|
138
|
|
177
|
Service charges and direct
recharges (see note 3)
|
542
|
|
572
|
Movement on provision for
impairment of trade receivables
|
-
|
|
6
|
Property operating expenses
|
680
|
|
755
|
|
|
|
|
Investment adviser fee
|
360
|
|
371
|
Auditor's remuneration
|
85
|
|
87
|
Operating costs*
|
508
|
|
481
|
Directors' remuneration (note
5)
|
113
|
|
110
|
Other operating expenses
|
1,066
|
|
1,049
|
Total operating expenses
|
1,746
|
|
1,804
|
Total operating expenses (excluding service charges and
direct recharges)
|
1,204
|
|
1,232
|
* Included in the Operating Costs
were abortive costs of £61,500.
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
Audit
|
|
|
|
Statutory audit of Annual Report
and Accounts
|
73
|
|
76*
|
Statutory audit of Subsidiary
Accounts
|
12
|
|
11
|
Total fees due to auditor
|
85
|
|
87
|
*Includes £6,000 fees relating to
year ended 30 June 2022.
Moore Kingston Smith LLP has not
provided any non-audit services to the Group.
5. Directors' remuneration
|
|
|
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
|
|
|
|
Directors' fees
|
102
|
|
99
|
Tax and social security
|
11
|
|
11
|
Total fees
|
113
|
|
110
|
A summary of the director's
remuneration is set out in the Directors' Remuneration Report in
the Annual Report.
The Group had no employees during
the year.
6. Finance expenses
|
|
|
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
|
|
|
|
Interest payable on loan (note
13)
|
1,304
|
|
1,307
|
Amortisation of finance costs
(note 13)
|
104
|
|
104
|
Other finance costs
|
4
|
|
14
|
Total
|
1,412
|
|
1,425
|
7. Taxation
|
|
|
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
Tax charge comprises:
|
|
|
|
Analysis of tax charge in the year
|
|
|
|
Profit/ (loss) before
tax
|
2,357
|
|
(5,240)
|
|
|
|
|
Theoretical tax charge/ (refund)
at UK corporation tax standard rate of 25.00%
(2023: 20.50%)
|
589
|
|
(1,074)
|
Effects of tax-exempt items under
the REIT regime
|
(589)
|
|
1,074
|
Total
|
-
|
|
-
|
The Group maintained its REIT
status and as such, no deferred tax asset or liability has been
recognised in the current year.
Factors that may affect future tax charges
Due to the Group's status as a
REIT and the intention to continue meeting the conditions required
to retain approval as a REIT in the foreseeable future, the Group
has not provided deferred tax on any capital gains or losses
arising on the revaluation or disposal of investments.
8. Earnings per share ('EPS')/ (loss per share) and Net Asset
Value (NAV) per share
|
2024
|
|
2023
|
EPS:
|
|
|
|
Total comprehensive income/ (loss)
(£'000)
|
2,357
|
|
(5,240)
|
Weighted average number of shares
(number)
|
80,500,000
|
|
80,500,000
|
EPS/ (loss per share) (basic and diluted)
|
2.93p
|
|
(6.51p)
|
|
|
|
|
EPRA EPS (£'000):
|
|
|
|
Total comprehensive income/
(loss)
|
2,357
|
|
(5,240)
|
Adjustment to total comprehensive
income:
|
|
|
|
Change in fair value of investment
properties
|
2,983
|
|
10,671
|
Gain on disposal of investment
property
|
(598)
|
|
-
|
EPRA earnings (basic and diluted) (£'000)
|
4,742
|
|
5,431
|
EPRA EPS (basic and diluted)
|
5.89p
|
|
6.75p
|
Adjusted EPS:
|
|
|
|
EPRA earnings (basic and diluted)
(£'000) - as above
|
4,742
|
|
5,431
|
Adjustments (£'000):
|
|
|
|
Rental income recognised in
respect of guaranteed fixed rental uplifts (note 3)
|
(74)
|
|
(423)
|
Rental income recognised in
respect of rent free periods (note 3)
|
49
|
|
58
|
Amortisation of loan finance costs
(note 6)
|
104
|
|
104
|
Write-off of rent
|
-
|
|
16
|
Reversal of provision for
impairment of trade receivables
|
-
|
|
(10)
|
Adjusted earnings (basic and diluted)
(£'000)
|
4,821
|
|
5,176
|
Adjusted EPS (basic and diluted) *
|
5.99p
|
|
6.43p
|
* Adjusted EPS is a measure used
by the Board to assess the level of the Group's dividend payments.
This metric adjusts EPRA earnings for non-cash items in arriving at
an adjusted EPS as supported by cash flows.
Earnings per share are calculated
by dividing profit/(loss) for the year attributable to ordinary
equity holders of the Company by the weighted average number of
Ordinary Shares in issue during the year.
|
2024
|
|
2023
|
NAV per share:
|
|
|
|
Net assets (£'000)
|
65,121
|
|
67,750
|
Ordinary Shares
(Number)
|
80,500,000
|
|
80,500,000
|
NAV per share
|
80.90p
|
|
84.16p
|
EPRA Net Reinvestment Value ('NRV'), EPRA Net Tangible Assets
('NTA') and EPRA Net Disposal Value ('NDV')
|
EPRA NRV
|
|
EPRA NTA and EPRA
NDV
|
At 30 June 2024
|
|
|
|
Net assets value
(£'000)
|
65,121
|
|
65,121
|
Estimated purchasers' cost
(£'000)
|
6,672
|
|
-
|
Break cost on bank borrowings
(£'000)
|
-
|
|
-
|
|
71,793
|
|
65,121
|
Ordinary Shares
(Number)
|
80,500,000
|
|
80,500,000
|
Per share measure
|
89.18p
|
|
80.90p
|
|
|
|
|
At 30 June 2023
|
|
|
|
Net assets value
(£'000)
|
67,750
|
|
67,750
|
Estimated purchasers' cost
(£'000)
|
6,957
|
|
-
|
Break cost on bank borrowings
(£'000)
|
-
|
|
-
|
|
74,707
|
|
67,750
|
Ordinary Shares
(Number)
|
80,500,000
|
|
80,500,000
|
Per share measure
|
92.80p
|
|
84.16p
|
9. Dividends
|
|
|
|
|
|
|
|
All dividends were paid as
PIDs
|
Quarter
|
|
|
|
2024
|
|
2023
|
|
Ended
|
|
Rate
|
|
£'000
|
|
£'000
|
Dividends in respect of year ended 30 June
2022
|
|
|
|
|
|
|
|
4th dividend
|
30-Jun-22
|
|
1.600p
|
|
-
|
|
1,288
|
Dividends in respect of year ended 30 June
2023
|
|
|
|
|
|
|
|
1st dividend
|
30-Sep-22
|
|
1.375p
|
|
-
|
|
1,107
|
2nd dividend
|
31-Dec-22
|
|
1.375p
|
|
-
|
|
1,107
|
3rd dividend
|
31-Mar-23
|
|
1.375p
|
|
-
|
|
1,107
|
4th dividend
|
30-Jun-23
|
|
1.920p
|
|
1,545
|
|
-
|
Dividends in respect of year ended 30 June
2024
|
|
|
|
|
|
|
|
1st dividend
|
30-Sep-23
|
|
1.425p
|
|
1,147
|
|
-
|
2nd dividend
|
31-Dec-23
|
|
1.425p
|
|
1,147
|
|
-
|
3rd dividend
|
31-Mar-24
|
|
1.425p
|
|
1,147
|
|
-
|
Total dividends paid
|
|
|
|
|
4,986
|
|
4,609*
|
4th dividend**
|
30-Jun-22
|
|
1.600p
|
|
-
|
|
(1,288)
|
4th dividend**
|
30-Jun-23
|
|
1.920p
|
|
(1,545)
|
|
1,545
|
4th dividend**
|
30-Jun-24
|
|
1.625p
|
|
1,308
|
|
-
|
Total dividends payable in respect of the
year
|
|
|
|
|
4,749
|
|
4,866
|
Total dividends payable in respect of the
year
|
|
5.90p
|
|
6.045p
|
* Dividends paid per Consolidated Statement of Cash Flows
amount to £4,692,000, the difference between the amount disclosed
above is due to withholding tax.
** Dividends declared after the
year end are not included in the financial statements as a
liability.
10. Investment properties
|
|
|
|
|
|
|
|
|
|
|
|
|
Freehold
Investment
properties
|
|
Leasehold
Investment
properties
|
|
2024
Total
|
|
2023
Total
|
|
£'000
|
|
£'000
|
|
£'000
|
|
£'000
|
At the beginning of the
year
|
73,825
|
|
33,200
|
|
107,025
|
|
117,905
|
Acquisition during the
year
|
5,304
|
|
-
|
|
5,304
|
|
-
|
Reduction in acquisition costs
(note 15.3)
|
-
|
|
-
|
|
-
|
|
(606)
|
Disposal during the
year
|
(6,784)
|
|
-
|
|
(6,784)
|
|
-
|
Change in value of investment
properties
|
(1,295)
|
|
(1,600)
|
|
(2,895)
|
|
(10,274)
|
Valuation provided by Knight Frank LLP
|
71,050
|
|
31,600
|
|
102,650
|
|
107,025
|
Adjustment to fair value for
minimum rent indexation of lease income (note 11)
|
|
(3,567)
|
|
(3,542)
|
Adjustment for lease
obligations
|
|
|
|
|
-
|
|
364
|
Total investment properties
|
|
|
|
|
99,083
|
|
103,847
|
|
|
|
|
|
|
|
|
Change in fair value of investment
properties
|
|
|
|
|
|
|
|
Change in fair value before
adjustments for lease incentives and lease obligations
|
|
(2,895)
|
|
(10,274)
|
Movement in lease
obligations
|
|
|
|
|
(63)
|
|
(32)
|
Adjustment to spreading of
contracted future rent indexation and tenant incentives
|
|
(25)
|
|
(365)
|
|
|
|
|
|
(2,983)
|
|
(10,671)
|
Disposal and acquisition of investment
property
In the year, two property
transactions were completed. The first was the sale of Mercure
Hotel in Glasgow which was disposed of on 8 August 2023 for £7.5
million. The gain recognised on disposal is shown in the
Consolidated Statement of Comprehensive Income; the gain on
disposal includes changes in fair value of the investment property
and minimum rent indexation spreading recognised in previous
periods.
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
|
|
|
|
Gross proceeds on
disposal
|
7,500
|
|
-
|
Selling costs
|
(118)
|
|
-
|
Net proceeds on
disposal
|
7,382
|
|
-
|
Carrying value
|
(6,784)
|
|
-
|
Gain on disposal of investment property
|
598
|
|
-
|
On 18 December 2023, the Group
acquired the Virgin Active in Streatham for £5.3
million.
Valuation of investment properties
|
|
|
|
|
|
|
|
Valuation of investment properties
is performed by Knight Frank LLP, an accredited external valuer
with recognised and relevant professional qualifications and recent
experience of the location and category of the investment property
being valued. The valuation of the Group's investment properties at
fair value is determined by the external valuer on the basis of
market value in accordance with the internationally accepted RICS
Valuation - Professional Standards (incorporating the International
Valuation Standards).
|
|
|
|
|
|
|
|
|
The determination of the fair
value of investment properties requires the use of estimates such
as future cash flows from assets (such as lettings, tenants'
profiles, future revenue streams, capital values of fixtures and
fittings, plant and machinery, any environmental matters and the
overall repair and condition of the property) and yield applicable
to those cash flows.
The right of use asset is valued
at future lease payments discounted using the net equivalent yield
on the relevant asset.
|
Sensitivity analysis to significant changes in unobservable
inputs within Level 3 of the fair value hierarchy
|
The significant unobservable
inputs used in the fair value measurement categorised within Level
3 of the fair value hierarchy of the entity's portfolios of
investment properties are:
1) Estimated Rental Value
('ERV')
2) Net Initial Yield
|
|
Increases/(decreases) in the ERV
(per sq. ft per annum) in isolation would result in a
higher/(lower) fair value measurement. Increases/(decreases) in the
yield in isolation would result in a lower/(higher) fair value
measurement.
The significant unobservable
inputs used in the fair value measurement, categorised within Level
3 of the fair value hierarchy of the portfolio of investment
property and investments are:
|
Class
|
Fair value
£'000
|
|
Valuation
technique
|
|
Significant
unobservable inputs
|
|
Range
|
|
|
|
|
|
|
|
|
30 June 2024
|
|
|
|
|
|
|
|
Investment Properties*
|
102,650
|
|
Income
capitalisation
|
|
ERV Net
Initial yield
|
|
£4.50 -
£21.96
3.59% - 8.64%**
|
|
|
|
|
|
|
|
|
30 June 2023
|
|
|
|
|
|
|
|
Investment Properties*
|
107,025
|
|
Income
capitalisation
|
|
ERV Net
Initial yield
|
|
£4.39 -
£21.97
4.70% - 10.25%**
|
* Valuation per Knight Frank LLP
**Hotels, petrol stations,
residential & healthcare are excluded from this
range
Sensitivity analysis
below.
|
2024
|
|
Change in
ERV
|
|
Change in net initial
yield
|
|
£'000
|
|
£'000
|
|
£'000
|
|
£'000
|
Sensitivity Analysis
|
+10%
|
|
-10%
|
|
+10%
|
|
-10%
|
Resulting fair value of investment
properties
|
105,152
|
|
100,042
|
|
97,041
|
|
109,391
|
|
|
|
|
|
|
|
|
|
2023
|
|
Change in
ERV
|
|
Change in net initial
yield
|
|
£'000
|
|
£'000
|
|
£'000
|
|
£'000
|
Sensitivity Analysis
|
+10%
|
|
-10%
|
|
+10%
|
|
-10%
|
Resulting fair value of investment
properties
|
109,412
|
|
104,542
|
|
101,214
|
|
114,027
|
11. Receivables and prepayments
|
|
|
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
Receivables
|
|
|
|
Trade debtor
|
252
|
|
122
|
Less: Provision for impairment of
trade receivables
|
(2)
|
|
(2)
|
Other debtors*
|
2,428
|
|
326
|
|
2,678
|
|
446
|
|
|
|
|
Spreading of minimum contracted
future rent indexation
|
3,205
|
|
3,132
|
Spreading of tenant incentives -
rent free periods
|
362
|
|
410
|
|
3,567
|
|
3,542
|
Tenant deposit asset (note
12)
|
118
|
|
118
|
Other prepayments
|
101
|
|
87
|
|
219
|
|
205
|
|
|
|
|
Total receivables and prepayments
|
6,464
|
|
4,193
|
|
|
|
|
* Other debtors at 30 June 2024
includes £2,155,000 (2023: £112,000) of net proceeds from the sale
of properties. This is held by the external lender, Canada Life
Investments.
The aged debtor analysis of
receivables which are past due but not impaired is as
follows:
|
|
|
|
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
Less than three months
due
|
2,672
|
|
464
|
Between three and six months
due
|
6
|
|
(18)
|
|
|
|
|
|
2,678
|
|
446
|
12. Payables and accrued expenses
|
|
|
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
|
|
|
|
Deferred income
|
1,665
|
|
1,568
|
Trade creditors
|
21
|
|
24
|
Accruals
|
401
|
|
374
|
Tenant deposit liability (note
11)
|
118
|
|
118
|
Loan interest payable (note
13)
|
256
|
|
258
|
Other creditors
|
429
|
|
409
|
|
2,890
|
|
2,751
|
|
|
|
|
13. Interest bearing loans and borrowings
|
|
|
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
|
|
|
|
Facility drawn
|
41,000
|
|
41,000
|
|
|
|
|
Unamortised finance costs brought
forward
|
(276)
|
|
(380)
|
Amortisation of finance costs
(note 6)
|
104
|
|
104
|
At end of year
|
40,828
|
|
40,724
|
|
|
|
|
Repayable between 1 and 2
years
|
-
|
|
-
|
Repayable between 2 and 5
years
|
41,000
|
|
41,000
|
Repayable in over 5
years
|
-
|
|
-
|
Total at end of the year
|
41,000
|
|
41,000
|
|
|
|
|
At 30 June 2024, the Group had
utilised all of its £41 million fixed interest loan facility with
Canada Life Investments and was geared at a loan to Gross Asset
Value ('GAV') of 37.7% (2023: 36.8%). The weighted average interest
cost of the Group's facility is 3.19% and the facility is repayable
on 20 October 2025. Interest expense incurred during the year
amounted to £1.31 million (2023: £1.31 million), £0.26 million of
which is outstanding as at 30 June 2024 (2023: £0.26
million).
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
Reconciliation to cash flows from financing
activities
|
|
|
|
At beginning of the year
|
40,724
|
|
40,620
|
|
|
|
|
Non-cash changes
|
|
|
|
Amortisation of loan issue
costs
|
104
|
|
104
|
Total at end of the year
|
40,828
|
|
40,724
|
|
|
|
|
14. Lease obligations
|
|
|
|
At the commencement date, the
lease liability is measured at the present value of the lease
payments that are not paid on that date.
|
|
|
|
|
The following table analyses the
minimum lease payments due under non-cancellable leases:
|
|
|
|
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
Within one year
|
-
|
|
50
|
After one year but not more than
five years
|
-
|
|
150
|
More than five years
|
-
|
|
463
|
Total undiscounted lease liabilities
|
-
|
|
663
|
Less: Future finance charge on
lease obligations
|
-
|
|
(364)
|
Present value of lease liabilities
|
-
|
|
299
|
|
|
|
|
Lease liabilities included in the Consolidated Statement of
Financial Position
|
|
|
|
Current
|
-
|
|
33
|
Non-current
|
-
|
|
266
|
|
-
|
|
299
|
|
|
|
|
15. Commitments
|
|
|
|
15.1. Operating lease commitments - as
lessor
|
|
|
|
The Group has 19 commercial
properties with 33 units in its investment property portfolio.
These non-cancellable leases have a remaining term of between 10
months and 110 years (2023: 10 months to 111 years), excluding
ground leases.
|
|
|
|
|
Future minimum rentals receivable
under non-cancellable operating leases as at 30 June 2024 are as
follows:
|
|
|
|
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
Within one year
|
6,839
|
|
7,179
|
After one year, but not more than
two years
|
6,528
|
|
6,804
|
After two years, but not more than
three years
|
6,331
|
|
6,548
|
After three years, but not more
than four years
|
5,746
|
|
7,034
|
After four years, but not more
than five years
|
5,826
|
|
6,416
|
After five years, but not more
than ten years
|
27,129
|
|
28,307
|
After ten years, but not more than
fifteen years
|
20,398
|
|
24,085
|
More than fifteen years
|
47,712
|
|
50,689
|
|
126,509
|
|
137,062
|
During the year ended 30 June 2024
there were no material contingent rents recognised as income (2023:
£nil).
15.2. Capital commitments
There were no capital commitments
at 30 June 2024 (2023: none).
15.3. Financial commitments
As disclosed in the Company's 2023
Annual Report (note 15.3), the Board engaged in mediation for the
one item of litigation that it was involved in, which resulted in a
full and final settlement of £825,000 being received.
As a result, the Group have no
financial commitments other than those arising from its normal
business operations, and in the year ended 30 June 2023, the
settlement was proportionally allocated £606,000 to capital, as a
reduction in acquisition costs (see note 10), and £219,000 to
revenue, as other property income (see note 3).
There are no other commitments
other than those shown above at the period end (2023:
nil).
|
16. Investments in subsidiaries
The Company has two wholly owned
subsidiaries as disclosed below:
Name and company number
|
Country of registration and incorporation
|
|
Date of incorporation
|
|
Principal activity
|
|
Ordinary Shares held
|
|
|
|
|
|
|
|
|
Alternative Income REIT Holdco
Limited (Company number 11052186)
|
England and
Wales
|
|
7 Nov 2017
|
|
Real Estate Company
|
|
73,158,502*
|
|
|
|
|
|
|
|
|
Alternative Income Limited
(Company number 10754641)
|
England and
Wales
|
|
4 May 2017
|
|
Real Estate Company
|
|
73,158,501*
|
* Ordinary shares of £1.00
each.
Alternative Income REIT Plc as at
30 June 2024 owns 100% of Alternative Income REIT Holdco
Limited.
Alternative Income REIT Holdco
Limited holds 100% of Alternative Income Limited.
Both Alternative Income REIT
Holdco Limited and Alternative Income Limited are registered
at The Scalpel, 18th Floor, 52 Lime
Street, London, United Kingdom, EC3M 7AF.
17. Issued share capital and reserves
|
|
|
|
|
|
|
|
|
2024
|
|
2023
|
|
|
|
|
|
Number of
Ordinary Shares
|
|
|
|
Number of
Ordinary Shares
|
|
£'000
|
|
|
£'000
|
|
Ordinary Shares of £0.01 each issued and fully
paid
|
|
|
|
|
|
|
At the beginning and end of the
year
|
805
|
|
80,500,000
|
|
805
|
|
80,500,000
|
18. Financial risk management and policies
The Group's activities expose it
to a variety of financial risks: market risk, credit risk,
liquidity risk and further risks inherent to investing in
investment property. The Group has limited exposure to foreign
currency risk as most of its transaction is in Sterling. The
Group's objective in managing risk is the creation and protection
of shareholder value. Risk is inherent in the Group's activities,
but it is managed through a process of ongoing identification,
measurement and monitoring, subject to risk limits and other
controls. The principal risks facing the Group in the management of
its portfolio follows.
18.1 Market price risk
Market price risk is the risk that
future values of investments in property will fluctuate due to
changes in market prices. To manage market price risk, the Group
diversifies its portfolio geographically in the UK and across
property sectors.
The disciplined approach to the
purchase, sale and asset management ensures that the value is
maintained to its maximum potential. Prior to any property
acquisition or sale, detailed research is undertaken to assess
expected future cash flow. The Board and the Investment Adviser
meet regularly and are responsible for recommending investment
purchases or sales to the AIFM which makes the ultimate decision.
In order to monitor property valuation fluctuations, the Investment
Adviser meets with the independent external valuer on a regular
basis. The valuer provides a property portfolio valuation
quarterly, so any movements in the value can be accounted for in a
timely manner and reflected in the NAV every
quarter.
18.2 Real estate risk
Property investments are illiquid
assets and can be difficult to sell, especially if local market
conditions are poor. Illiquidity may also result from the absence
of an established market for investments, as well as legal or
contractual restrictions on resale of such investments.
There can be no certainty
regarding the future performance of any of the properties acquired
for the Group. The value of any property can go down as well as
up.
Real property investments are
subject to varying degrees of risk. The yields available from
investments in real estate depend on the amount of income generated
and expenses incurred from such investments.
There are additional risks in
vacant, part vacant, redevelopment and refurbishment situations,
although these are not prospective investments for the
Group.
These aspects, and their effect on
the Group from a going concern perspective are discussed in more
detail in the Going Concern policy
note.
18.3 Credit risk
Credit risk is the risk that the
counterparty (to a financial instrument) or tenant (of a property)
will cause a financial loss to the Group by failing to meet a
commitment it has entered into with the Group.
It is the Group's policy to enter
into financial instruments with reputable counterparties. All cash
deposits are placed with an approved counterparty, Barclays
International.
In respect of property
investments, in the event of a default by a tenant, the Group will
suffer a rental shortfall and additional costs concerning
re-letting the property. The Investment Adviser monitors tenant
arrears in order to anticipate and minimise the impact of defaults
by occupational tenants.
The table below shows the Group's
exposure to credit risk:
|
|
|
2024
|
|
2023
|
|
|
|
£'000
|
|
£'000
|
Debtors
|
|
2,680
|
|
448
|
Cash and cash
equivalents
|
|
|
3,292
|
|
3,484
|
Total
|
|
|
5,972
|
|
3,932
|
18.4 Liquidity risk
Liquidity risk arises from the
Group's management of working capital and the finance charges and
principal repayments on its borrowings. It is the risk the Group
will encounter difficulty in meeting its financial obligations as
they fall due as the majority of the Group's assets are investment
properties and therefore not readily realisable. The Group's
objective is to ensure it has sufficient available funds for its
operations and to fund its capital expenditure. This is achieved by
quarterly review/ monitoring of forecast and actual cash flows by
the Investment Adviser and Board.
The below table summarises the
maturity profile of the Group's financial liabilities based on
contractual undiscounted payments.
2024
|
On demand
£'000
|
< 3
months
£'000
|
3-12
months
£'000
|
1-5 years
£'000
|
> 5
years
£'000
|
Total
£'000
|
|
|
|
|
|
|
|
Interest bearing loans and
borrowings
|
-
|
-
|
-
|
41,000
|
-
|
41,000
|
Interest payable
|
-
|
327
|
980
|
652
|
-
|
1,959
|
Payables and accrued
expenses
|
21
|
676
|
-
|
-
|
-
|
697
|
Lease obligations
|
-
|
-
|
-
|
-
|
-
|
-
|
Total
|
21
|
1,003
|
980
|
41,652
|
-
|
43,656
|
2023
|
On demand
£'000
|
< 3
months
£'000
|
3-12
months
£'000
|
1-5 years
£'000
|
> 5
years
£'000
|
Total
£'000
|
|
|
|
|
|
|
|
Interest bearing loans and
borrowings
|
-
|
-
|
-
|
41,000
|
-
|
41,000
|
Interest payable
|
-
|
327
|
980
|
1,959
|
-
|
3,266
|
Payables and accrued
expenses
|
24
|
651
|
-
|
-
|
-
|
675
|
Lease obligations
|
-
|
13
|
38
|
200
|
413
|
664
|
Total
|
24
|
991
|
1,018
|
43,159
|
413
|
45,605
|
18.5 Fair value of financial instruments
There is no material difference
between the carrying amount and fair value of the Group's financial
instruments.
18.6 Interest rate risk
Interest rate risk is the risk
that future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. The Group's exposure
to the risk of changes in market interest rates is minimal because
the Group's loan is at a fixed rate of 3.19% (note 13).
19. Capital 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
to maintain an optimal capital structure to reduce the cost of
capital.
To enhance returns over the medium
term, the Group utilises borrowings on a limited recourse basis for
each investment or all or part of the total portfolio. The Group's
policy is to borrow up to a maximum of 40% loan to GAV (measured at
drawdown). Alongside the Group's borrowing policy, the directors
intend, at all times, to conduct the affairs of the Group so as to
enable the Group to qualify as a REIT for the purposes of Part 12
of the Corporation Tax Act 2010 (and the regulations made
thereunder). The REIT status compliance requirements include 90%
distribution test, interest cover ratio, 75% assets test and the
substantial shareholder rule, all of which the Group remained
compliant in both this and the prior year.
The monitoring of the Group's
level of borrowing is performed primarily using a Loan to GAV
ratio. The Loan to GAV ratio is an alternative performance measure
and its calculation is shown below. The Group Loan to GAV ratio at
the year-end was 37.7% (2023: 36.8%)
Breaches in meeting the financial
covenants would permit the lender to immediately call loans and
borrowings. During the year, the Group did not breach any of its
loan covenants, nor did it default on any other of its obligations
under its loan agreements.
20. Transactions with related parties and the Investment
Adviser
Parties are considered to be
related if one party has the ability to control the other party or
exercise significant influence over the other party in making
financial or operational decisions.
Directors
Directors are considered to be
related parties. Their fees and interests in shares are disclosed
in the Remuneration Report in the Annual Report.
Investment Adviser
As reported in the Chairman's
Statement, the Group's investment adviser was changed on 15 March
2024 from M7 Real Estate Limited ('M7') to Martley Capital Real
Estate Investment Management Ltd ('Martley Capital'). The
appointment of Martley Capital was by way of a deed of novation of
the Group's Interim Investment Advisory
agreement dated 14 March 2020 (as amended with Deed of Variation
dated 21 February 2021) with minor changes
thereto but leaving the parties on substantially the same terms and
at an unchanged fee.
The annual management fee is
calculated at a rate equivalent of 0.50% per annum of NAV (subject
to a minimum fee of £90,000 per quarter), payable quarterly in
advance. During the year ended 30 June 2024, the Group incurred
£360,000 (2023: £371,000) in respect of investment advisory fees of
which £253,000 was paid to M7 and £107,000 was paid to Martley
Capital. No amounts were outstanding at 30 June 2024 (2023:
Nil).
Company Statement of Financial Position
|
As at 30 June 2024
|
|
|
|
Notes
|
|
2024
|
|
2023
|
|
|
|
|
|
£'000
|
|
£'000
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
Non-current Assets
|
|
|
|
|
|
|
|
Investments in subsidiary
companies
|
|
|
2
|
|
73,158
|
|
73,158
|
Investment property
|
|
|
2
|
|
1,803
|
|
1,814
|
Total non-current
assets
|
|
|
|
|
74,961
|
|
74,972
|
Current Assets
|
|
|
|
|
|
|
|
Receivables and
prepayments
|
|
|
3
|
|
132
|
|
169
|
Cash and cash
equivalents
|
|
|
|
|
475
|
|
525
|
Total current assets
|
|
|
|
|
607
|
|
694
|
|
|
|
|
|
|
|
|
Total Assets
|
|
|
|
|
75,568
|
|
75,666
|
|
|
|
|
|
|
|
|
Current Liabilities
|
|
|
|
|
|
|
|
Payables and accrued
expenses
|
|
|
4
|
|
(14,721)
|
|
(8,979)
|
|
|
|
|
|
|
|
|
Net Assets
|
|
|
|
|
60,847
|
|
66,687
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
|
Share capital
|
|
|
6
|
|
805
|
|
805
|
Capital reserve
|
|
|
|
|
70,431
|
|
75,417
|
Retained earnings
|
|
|
|
|
(10,389)
|
|
(9,535)
|
Total capital and reserves attributable to equity holders of
the Company
|
|
|
|
|
60,847
|
|
66,687
|
Net Asset Value per share
|
|
|
|
|
75.59p
|
|
82.84p
|
As permitted by s408 Companies Act
2006, the Company's profit and loss account has not been presented
in these financial statements.
The Company's loss for the year
was £854,000 (2023: £8,795,000 profit).
The financial statements were
approved by the Board on 1 October 2024 and were signed on its
behalf
by:
Simon Bennett
Chairman
Company number:
10727886
The accompanying notes 1 to 7 form
an integral part of these financial statements.
Company Statement of Changes in Equity
|
For the year ended 30 June
2024
|
|
|
|
|
Capital
Reserve
|
|
|
|
|
|
Share
capital
|
|
|
Retained
earnings
|
|
Total
equity
|
|
|
£'000
|
|
£'000
|
£'000
|
|
£'000
|
For the year ended 30 June 2024
|
|
|
|
|
|
|
|
Balance at 30 June 2023
|
|
805
|
|
75,417
|
(9,535)
|
|
66,687
|
|
|
|
|
|
|
|
|
Total comprehensive
loss
|
|
-
|
|
-
|
(854)
|
|
(854)
|
Dividend reallocation
|
|
|
|
|
0
|
|
|
Dividends paid
|
|
-
|
|
(4,986)
|
|
|
(4,986)
|
Balance at 30 June 2024
|
|
805
|
|
70,431
|
(10,389)
|
|
60,847
|
|
|
|
|
|
|
|
|
For the year ended 30 June 2023
|
|
|
|
|
|
|
|
Balance at 30 June 2022
|
|
805
|
|
75,417
|
(13,721)
|
|
62,501
|
|
|
|
|
|
|
|
|
Total comprehensive
income
|
|
-
|
|
|
8,795
|
|
8,795
|
|
|
|
|
|
|
|
-
|
Dividends paid
|
|
-
|
|
|
(4,609)
|
|
(4,609)
|
Balance at 30 June 2023
|
|
805
|
|
75,417
|
(9,535)
|
|
66,687
|
The accompanying notes 1 to 7 form
an integral part of these financial statements.
Notes to the Company Accounts
for the year ended 30 June
2024
1. Accounting policies
|
Basis of preparation
|
|
These financial statements are
prepared and approved by the directors in accordance with Financial
Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and
in accordance with applicable accounting standards.
As permitted by FRS 101, the
Company has taken advantage of the following disclosures exemptions
which are permissible under FRS 101 as the equivalent disclosures
are contained within the Group's consolidated financial
statements.
- a cash flow statement and
related notes;
- disclosures in respect of
capital management;
- the effects of new but not yet
effective IFRSs;
- the disclosures of the
remuneration of key management personnel;
- disclosure of related party
transactions with other wholly owned members of the Ultimate
Parent;
- the disclosure of financial
instruments and other fair value measurements.
|
|
|
|
The financial statements are
presented in Sterling and all values are rounded to the nearest
thousand pounds (£'000), except when otherwise indicated. They have
been prepared on the historical cost basis.
|
|
|
|
The principal accounting policies
adopted in the preparation of the Company's financial statements
are consistent with the Group which are described in note 2.5 of
the Consolidated Financial Statements but makes amendments where
necessary in order to comply with the Companies Act 2006 and taking
advantage of the FRS 101 exemptions mentioned above.
|
|
|
|
New standards effective for the
current accounting period do not have a material impact on the
financial statements of the Company.
|
|
|
|
The accounting policies used are
otherwise consistent with those contained in the Company financial
statements for the year ended 30 June 2024.
|
|
|
|
Going concern
|
|
The financial statements have been
prepared on a going concern basis.
|
|
|
|
For an assessment of going concern
refer to the accounting policy 2.4 of the Consolidated Financial
Statements.
|
|
|
|
Investments in subsidiary companies
|
|
Investments in subsidiary
companies which are all 100% owned by the Company are included in
the statement of financial position at cost less provision for
impairment.
|
|
|
|
Impairment of non-financial assets
|
|
The carrying amounts of the
Company's investment in subsidiaries are reviewed at each reporting
date to determine whether there is any indication of impairment. If
any such indication exists, then the asset's recoverable amount is
estimated. The recoverable amount of an asset is the greater of its
value in use and its fair value less costs to sell.
|
|
|
|
An impairment loss is recognised
if the carrying amount of an asset exceeds its estimated
recoverable amount. Impairment losses are recognised in profit or
loss.
|
|
|
|
Impairment losses recognised in
prior periods are assessed at each reporting date for any
indications that the loss has decreased or no longer exists. An
impairment loss is reversed if there has been a change in the
estimates used to determine the recoverable amount. An impairment
loss is reversed only to the extent that the asset's carrying
amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if no impairment
loss had been recognised.
|
|
|
|
Deferred income
|
|
Deferred income is rental income
received in respect of future accounting periods.
|
|
2. Investments
|
|
|
|
|
|
|
|
2a. Investments in Subsidiary Companies
|
|
|
|
|
|
|
|
|
|
|
|
|
2024
|
|
2023
|
|
|
|
|
|
£'000
|
|
£'000
|
At the beginning and end of the year
|
|
|
|
|
73,158
|
|
73,158
|
|
|
|
|
|
|
|
|
| |
A list of subsidiary undertakings
at 30 June 2024 is included on note 16 of the Consolidated
Financial Statements.
The directors have considered the
recoverability of the investment in subsidiary companies by
comparing the carrying value of the investment to the net asset
value of the subsidiary. The directors consider the net asset value
of the subsidiary to be a reliable proxy to the recoverable amount
as the properties held by the Company are carried at fair value.
The net asset value of the subsidiary company exceed the carrying
amount of the investment in subsidiary and the directors have
concluded that no impairment is necessary.
2b. Investment property
|
|
|
|
|
|
|
2024
|
|
2023
|
|
|
£'000
|
|
£'000
|
|
|
|
|
|
At the beginning of the
year
|
|
1,814
|
|
2,153
|
Revaluation of investment
property
|
|
-
|
|
(325)
|
Adjustment to fair value for
minimum rent indexation of lease income
|
|
(11)
|
|
(14)
|
|
|
1,803
|
|
1,814
|
|
|
|
|
|
3. Receivables and prepayments
|
|
|
|
|
|
|
2024
|
|
2023
|
|
|
£'000
|
|
£'000
|
|
|
|
|
|
Rent debtor
|
|
-
|
|
5
|
Spreading of contracted future -
rent indexation
|
|
72
|
|
61
|
VAT receivable
|
|
23
|
|
72
|
|
|
95
|
|
138
|
Other prepayments
|
|
37
|
|
31
|
|
|
132
|
|
169
|
|
|
|
|
|
4. Payables and accrued expenses
|
|
|
|
|
|
|
2024
|
|
2023
|
|
|
£'000
|
|
£'000
|
|
|
|
|
|
Due to subsidiaries
|
|
14,357
|
|
8,644
|
Deferred income
|
|
34
|
|
30
|
Trade creditors
|
|
-
|
|
5
|
Accruals
|
|
328
|
|
300
|
Other creditors
|
|
2
|
|
-
|
|
|
14,721
|
|
8,979
|
Amounts due to subsidiaries are
unsecured, interest free and repayable on demand.
5. Dividends paid and payable
Details of dividends paid and
payable in respect of the year are set out in note 9 of the
consolidated financial statements.
6. Issued share capital
|
|
|
|
|
|
|
|
|
2024
|
|
2023
|
|
|
|
|
|
Number of
Ordinary Shares
|
|
|
|
Number of
Ordinary Shares
|
|
£'000
|
|
|
£'000
|
|
Ordinary Shares of £0.01 each issued and fully
paid
|
|
|
|
|
|
|
At the beginning and end of the
year
|
805
|
|
80,500,000
|
|
805
|
|
80,500,000
|
7. Contingent liabilities, capital commitments and related
party transactions
As at 30 June 2024 the Company had
£nil contingent liabilities or capital commitments (2023:
£nil).
Related party transactions are the
same for the Company as for the Group. For details refer to note 20
of the Consolidated Financial Statements.
EPRA Performance Measures (Unaudited)
EPRA Yield calculations
|
|
|
2024
£'000
|
2023
£'000
|
Investment properties wholly
owned:
|
|
|
|
|
-
by Company
|
|
|
1,875
|
1,875
|
-
by Alternative Income Limited
|
|
|
100,775
|
105,150
|
Total - note 10
|
|
|
102,650
|
107,025
|
Allowance for estimated
purchasers' costs - note 8
|
|
|
6,672
|
6,957
|
Gross up completed property portfolio
valuation
|
B
|
|
109,322
|
113,982
|
|
|
|
|
|
Annualised cash passing rental
income
|
|
|
7,596
|
7,560
|
Annualised property
outgoings
|
|
|
(5)
|
(55)
|
Annualised net rents
|
A
|
|
7,591
|
7,505
|
|
|
|
|
|
Add: notional rent expiration of
rent-free periods or other lease incentives
|
|
|
379
|
563
|
Topped-up net annualised
rent
|
C
|
|
7,970
|
8,068
|
|
|
|
|
|
EPRA NIY
|
A/B
|
|
6.94%
|
6.58%
|
EPRA topped-up NIY
|
C/B
|
|
7.29%
|
7.08%
|
EPRA Cost Ratios
|
|
|
2024
£'000
|
2023
£'000
|
|
Include:
|
|
|
|
|
|
EPRA Costs (including direct
vacancy costs) - note 4
|
A
|
|
1,204
|
1,232
|
|
Direct vacancy costs
|
|
|
-
|
-
|
|
EPRA Costs (excluding direct
vacancy costs)
|
B
|
|
1,204
|
1,232
|
|
Gross rental income (adjusted) -
note 3
|
C
|
|
7,358
|
8,088
|
|
EPRA Cost Ratio (including direct vacancy
costs)
|
A/C
|
|
16.36%
|
15.23%
|
|
EPRA Cost Ratio (excluding direct vacancy
costs)
|
B/C
|
|
16.36%
|
15.23%
|
|
|
|
|
|
|
EPRA Vacancy rate
|
|
|
2024
£'000
|
2024
£'000
|
Annualised potential rental value
of vacant premises
|
A
|
|
-
|
-
|
Annualised potential rental value
for the completed property portfolio
|
B
|
|
6,948
|
7,040
|
|
|
|
|
|
EPRA Vacancy rate
|
A/B
|
|
0.00%
|
0.00%
|
|
|
|
|
|
| |
Alternative Performance Measures (APMs)
|
APMs are numerical measures of the
Group's current, historical or future performance, financial
position or cash flows, other than financial measures defined or
specified in the applicable financial framework. The Group's
applicable financial framework is IFRS. The directors assess the
Group's performance against a range of criteria which are reviewed
as particularly relevant for a closed-end REIT.
Discount
The discount is the amount by
which the share price is lower than the net asset value per share,
expressed as a percentage of the net asset value per
share.
|
|
|
|
|
|
2024
|
|
2023
|
NAV per Ordinary Share
|
|
|
A
|
|
80.90p
|
|
84.16p
|
Share price
|
|
|
B
|
|
66.00p
|
|
64.70p
|
Discount
|
|
|
|
(A-B)/A
|
|
18.42%
|
|
23.12%
|
Dividend Cover
The ratio of Group's Adjusted EPS
divided by the Group's dividends
payable for the relevant year.
|
|
|
|
|
|
|
|
2024
|
|
2023
|
Adjusted EPS
|
|
|
|
A
|
|
5.99p
|
|
6.43p
|
Dividend per share
|
|
|
B
|
|
5.90p
|
|
6.045p
|
Dividend cover
|
|
|
|
A/B
|
|
101.53%
|
|
106.37%
|
|
|
Dividend Yield
The ratio of Group's annual
dividends per share divided by the Group's share price for the
relevant year.
|
|
|
|
|
|
|
|
2024
|
|
2023
|
Annual dividends paid
|
|
|
|
A
|
|
5.90p
|
|
6.045p
|
Share price
|
|
|
B
|
|
66.00
|
|
64.70
|
Dividend yield
|
|
|
|
A/B
|
|
8.94%
|
|
9.34%
|
|
|
Loan to GAV
Loan to GAV measures the value of
loans and borrowings utilised (excluding amounts held as restricted
cash and before adjustments for issue costs) expressed as a
percentage of the combined valuation of the property portfolio (as
provided by the valuer) and the fair value of other
assets.
|
|
|
|
|
|
|
|
2024
|
|
2023
|
Borrowings (£'000)
|
|
|
A
|
|
41,000
|
|
41,000
|
Total assets (£'000)
|
|
|
B
|
|
108,839
|
|
111,524
|
Loan to GAV
|
|
|
|
A/B
|
|
37.67%
|
|
36.76%
|
Ongoing Charges
The ongoing charges ratio is the
total for all operating costs expected to be regularly incurred
expressed as a percentage of the average quarterly NAVs of the
Group for the financial year.
|
|
|
|
|
|
|
2024
|
|
2023
|
|
Other operating expenses for the
year (£'000)
|
|
|
A
|
|
1,066
|
|
1,049
|
One-off website costs (£'000)
*
|
|
|
B
|
|
(16)
|
|
(40)
|
One-off legal fees (£'000)
**
|
|
|
C
|
|
(20)
|
|
-
|
Abortive costs
(£'000)***
|
|
|
D
|
|
(62)
|
|
-
|
E=A+B+C+D
|
|
968
|
|
1,009
|
Average net assets
(£'000)
|
|
|
F
|
|
66,436
|
|
72,675
|
Ongoing charges ratio
|
|
|
E/F
|
|
1.46%
|
|
1.39%
|
|
|
|
|
|
|
|
|
* Non-recurring website set up
costs have been excluded in the amount for the year
presented.
**Non-recurring legal and professional costs have been excluded
in the amount for the year presented.
*** Costs incurred on aborted
property acquisition.
Share Price and Net Asset Value (NAV) Total
Return
Share price and NAV total returns
show how the NAV and share price has performed over a period of
time in percentage terms, taking into account both capital returns
and dividends paid to shareholders. Share price and NAV total
returns are monitored against FTSE EPRA Nareit UK and FTSE Small
Cap, respectively.
|
|
|
|
|
Share
price
|
|
NAV
|
Opening at 30 June 2023
|
A
|
|
64.70
|
|
84.16p
|
Closing at 30 June 2024
|
B
|
|
66.00
|
|
80.90p
|
Return
|
C=(B/A)-1
|
|
2.01%
|
|
(3.87%)
|
Dividend reinvestment *
|
D
|
|
9.58%
|
|
7.36%
|
Total return for the year ended 30
June 2024
|
C+D
|
|
11.59%
|
|
3.49%
|
|
|
|
|
|
|
Opening at 30 June 2022
|
A
|
|
82.10
|
|
96.40p
|
Closing at 30 June 2023
|
B
|
|
64.70
|
|
84.16p
|
Return
|
C=(B/A)-1
|
|
(21.19%)
|
|
(12.69%)
|
Dividend reinvestment*
|
D
|
|
6.97%
|
|
5.97%
|
Total return for the year ended 30
June 2023
|
C+D
|
|
(14.22%)
|
|
(6.72%)
|
|
* Share price total return
involves reinvesting the net dividend in the share price of the
Company on the date on which that dividend goes ex-dividend. NAV
total return involves investing the net dividend in the NAV of the
Company with debt at fair value on the date on which that dividend
goes ex-dividend.
|
|
|
|
|
|
|
|
|
|
|
| |
Glossary
Alternative Investment Fund
Manager or AIFM or Investment Manager
|
Langham Hall Fund Management
LLP.
|
Company
|
Alternative Income REIT
plc.
|
Contracted
rent
|
The annualised rent adjusting for the inclusion of rent
subject to
rent-free periods.
|
Earnings Per
Share ('EPS')
|
Profit for the period attributable to equity shareholders divided by the weighted average number of
Ordinary Shares in issue during the period.
|
EPRA
|
European Public Real Estate Association, the industry body
representing listed companies in the
real estate sector.
|
Estimated
Rental Value
('ERV')
|
The external valuer's opinion as to the open market rent which, on the
date of the valuation, could reasonably be expected
to be obtained on a new letting or
rent review of a
property.
|
External
Valuer
|
An independent external
valuer of a property. The Group's External
Valuer is Knight Frank LLP.
|
Fair
value
|
The estimated amount for which a
property 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 parties had
each acted knowledgeably, prudently and
without compulsion.
|
Fair
value movement
|
An accounting adjustment to change the book value of an asset or liability to its fair
value.
|
FCA
|
The Financial Conduct Authority.
|
Gross
Asset Value ('GAV')
|
The aggregate value of the total
assets of the Group as determined in
accordance with IFRS.
|
Gross Passing Rental
Income
|
The gross passing rent is the rent
roll at the reporting date, taking account of any in-place rent
free incentives or step rents on a straight-line basis over the
following 12-month period.
|
IASB
|
International Accounting Standards Board.
|
IFRS
|
International financial reporting
standards. On 31 December 2020 EU-adopted IFRS was brought into UK
law and became UK-adopted international accounting standards, with
future changes to IFRS being subject to endorsement by the UK
Endorsement Board.
|
Investment
Adviser or Martley
Capital
|
Martley Capital Real Estate
Investment Management Limited.
|
IPO
|
The admission to trading on the
London Stock Exchange's Main Market of the
share capital of the Company and admission of
Ordinary Shares
to the premium listing segment
(now the Closed-ended investment funds
category) of the Official List on 6
June 2017.
|
Lease
incentives
|
Incentives offered to occupiers to enter into a lease. Typically, this will be
an initial rent-free period, or a cash
contribution to fit-out. Under accounting
rules, the value of the lease incentive is amortised through the Consolidated
Statement of Comprehensive Income on a
straight-line basis until the lease
expiry.
|
Loan to
Value ('LTV')
|
The value
of loans and borrowings utilised
(excluding amounts held as restricted cash and before
adjustments for issue costs) expressed as a percentage of
the combined valuation of the property
portfolio (as provided by the valuer) and
the fair value of other investments.
|
Net
Asset Value ('NAV')
|
Net Asset Value is the equity attributable to shareholders calculated under IFRS.
|
Net
Asset Value per share
|
Equity shareholders' funds divided by the
number of Ordinary Shares in issue.
|
Net
equivalent yield
|
Calculated by the Group's External Valuers, net equivalent yield
is the internal rate of return from an investment
property, based on the gross outlays for the purchase of a property
(including purchase costs), reflecting
reversions to current market rent
and items as voids and non-recoverable
expenditure but ignoring future
changes in capital value. The calculation assumes
rent is received
annually in arrears.
|
Net
Initial Yield ('NIY')
|
The initial net rental income from a property at the date
of purchase, expressed as a percentage of
the gross purchase price including the
costs of purchase.
Initial yield does not include
cost of purchase.
|
Net
rental income
|
Rental income receivable in the period after payment of ground rents and
net property outgoings.
|
Ordinary
Shares
|
The main type of equity capital
issued by conventional Investment
Companies. Shareholders are entitled to their share of
both income, in the form of dividends paid by the Company, and any capital
growth.
|
REIT
|
A Real Estate
Investment Trust. A company which complies with
Part 12 of the Corporation Tax Act 2010. Subject to the
continuing relevant UK REIT criteria being met, the profits from the property business of a REIT,
arising from both income and capital gains, are
exempt from
corporation tax.
|
Reversion
|
Increase in rent estimated by the Company's
External Valuers, where the passing rent is
below the ERV.
|
Share
price
|
The value
of a share at a point in time as quoted on
a stock exchange.
The Company's Ordinary Shares are quoted on the Main Market
of the London Stock Exchange.
|
Weighted Average Unexpired
Lease Term ('WAULT')
|
The average lease term remaining
for first break, or expiry, across the portfolio weighted by
contracted rental income (including rent-frees).
|
Company
Information
Share Register
Enquiries
The register for the Ordinary Shares
is maintained by Computershare Investor Services PLC. In the event
of queries regarding your holding, please contact the Registrar on
0370 707 1874 or email: web.queries@computershare.co.uk.
Changes of name and/or address must
be notified in writing to the Registrar, at the address shown
below. You can check your shareholding and find practical help on
transferring shares or updating your details at
www.investorcentre.co.uk. Shareholders eligible to receive dividend
payments gross of tax may also download declaration forms from that
website.
Share
Information
Ordinary £0.01 shares
80,500,000
SEDOL Number
BDVK708
ISIN Number
GB00BDVK7088
Ticker/TIDM
AIRE
Share
Prices
The Company's Ordinary Shares are
traded on the Main Market of the London Stock Exchange.
Frequency of NAV
publication
The Group's NAV is released to the
London Stock Exchange on a quarterly basis and is published on the
Company's website www.alternativeincomereit.com.
Annual and Interim
Reports
Copies of the Annual and Half-Yearly
Reports are available from the Group's website.
Financial
Calendar
30 June
Year end
September
Announcement of annual results
November
Annual General
Meeting
31 December Half year
end
March
Announcement of interim results
Quarterly dividends are paid in
November, February, May and August for each financial
year.
Shareholder Information