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AEW UK REIT plc: Annual Financial Report

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AEW UK REIT plc (AEWU)
24-Jun-2021 / 07:00 GMT/BST
Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.

AEW UK REIT PLC

 

Announcement of Full Year Results for the year ended 31 March 2021

 

 

 

AEW UK REIT PLC (the 'Company') which holds a diversified portfolio of 34 commercial investment properties throughout the UK, is pleased to publish its full year results for the year ended 31 March 2021.

 

 

 

Mark Burton, Chairman of AEW UK REIT, commented: "I am pleased to report a strong set of results for a year that began at the start of a period of unprecedented economic uncertainty due to the outbreak of COVID-19. NAV, pre-tax profit, and EPS all increased and we delivered strong returns to shareholders, demonstrating the resilience of the Company's approach and our active asset management strategy. We are also pleased to maintain a dividend of 8.00 pence per share ('pps'). Our cautious approach to cash management, and the significant gains realised on the disposal of two assets enabled the Company to meet these payments, while maintaining a comfortable cash and gearing position.

 

We have been assiduous in our pursuit of rent from tenants that have been able but unwilling to pay, while pursuing a prudent policy for provision against expected credit losses. Although this contributed to the fall in EPRA EPS, we are pleased with the successful outcome of the legal action to recover unpaid rent and the overall rent collection levels, which reached 94% for each quarter since the start of the pandemic. We continue to believe the Company's assets are strategically placed to provide investors with robust performance over the medium and long term." 

 

 

 

Financial Highlights

 

* Net Asset Value ('NAV') of £157.08 million and of 99.15 pps as at 31 March 2021 (31 March 2020: £147.86 million and of 93.13 pps).

 

* Operating profit before fair value changes of £10.73 million for the year (year ended 31 March 2020: £14.47 million).

 

* Profit before tax ('PBT')* of £22.17 million and earnings per share ('EPS') of 13.98 pps for the year (year ended 31 March 2020: £3.65 million and of 2.40 pps).

 

* EPRA Earnings Per Share ('EPRA EPS')* for the year of 6.19 pps (year ended 31 March 2020: 8.67 pps).
 

* Total dividends of 8.00 pps declared for the year (year ended 31 March 2020: 8.00 pps).

 

* Shareholder Total Return* for the year of 33.72% (year ended 31 March 2020: -17.89%).

 

* NAV Total Return* for the year of 15.06% (year ended 31 March 2020: 2.55%).

 

* The price of the Company's Ordinary Shares on the Main Market of the London Stock Exchange was 83.20 pps as at 31 March 2021 (31 March 2020: 68.20 pps).

 

* As at 31 March 2021, the Company had drawn £39.50 million (31 March 2020: £51.50 million) of a £60.00 million (31 March 2020: £60.00 million) term credit facility with the Royal Bank of Scotland International Limited ('RBSi') and was geared to 25.15% of NAV (31 March 2020: 34.83%) (see note 14 below for further details).

 

* The Company held cash balances totalling £17.45 million as at 31 March 2020 (31 March 2020: £9.87 million).


* The Company received three EPRA awards during the year: EPRA Gold Medal for Financial Reporting; EPRA Silver Medal for Sustainability Reporting and EPRA Most Improved Award for Sustainability Reporting. The Company has also been named Best UK Real Estate Investment Trust in the Citywire Investment Trust Awards based upon its strong three year track record.

 

 

Property Highlights

 

* As at 31 March 2021, the Company's property portfolio had a valuation of £179.00 million across 34 properties (31 March 2020: £189.30 million across 35 properties) as assessed by the valuer1 and a historical cost of £173.28 million (31 March 2020: £197.12 million).

 

* The Company acquired one property during the year for a purchase price of £5.40 million, excluding acquisition costs (year ended 31 March 2020: none). The Company made two disposals during the year with total gross sale proceeds of £29.30 million (year ended 31 March 2020: none).

 

* The portfolio had an EPRA Vacancy Rate** of 8.96% as at 31 March 2021 (31 March 2020: 3.68%). Excluding vacancy contributed by Bath Street, Glasgow, which was exchanged to be sold with the condition of vacant possession, the vacancy rate was 5.58% (31 March 2020: 3.68%).

 

* Rental income generated in the year under review was £15.71 million (year ended 31 March 2020: £17.42 million). The number of tenants as at 31 March 2021 was 99 (31 March 2020: 91).

 

* EPRA Net Initial Yield ('NIY')** of 7.37% as at 31 March 2021 (31 March 2020: 8.26%).

 

* Weighted Average Unexpired Lease Term ('WAULT')* of 4.43 years to break (31 March 2020: 4.26 years) and 6.71 years to expiry (31 March 2020: 5.55 years).

 

* As at the date of this report, rent collection statistics for 2020 rental quarters and March 2021 quarter were as follows:

 

 

 

 

Quarter

 

 

 

%

March 2020

98

June 2020

98

September 2020

97

December 2020

97

March 2021

94

 

* See KPIs below for definition of alternative performance measures.

** See Glossary in the full Annual Report and Financial Statements for definition of alternative performance measures.

1 The valuation figure is reconciled to the fair value under IFRS in note 11.

 

 

Enquiries  

 

 

AEW UK 

Alex Short 

 

Alex.Short@eu.aew.com 

Nicki Gladstone 

Nicki.Gladstone-ext@eu.aew.com 

+44(0) 771 140 1021 

 

Liberum Capital

Darren Vickers

 

Darren.Vickers@liberum.com

+44 (0)20 3100 2218

 

 

TB Cardew  

Ed Orlebar 

Tania Wild

Lucas Bramwell 

 AEW@tbcardew.com  

+44(0) 7738 724 630 

+44(0) 7425 536 903

+44(0) 7939 694 437

 

Chairman's Statement

 

Overview

I am pleased to present the audited annual results of AEW UK REIT plc for the year ended 31 March 2021. As at 31 March 2021, the Company owned a diversified portfolio of 34 commercial investment properties throughout the UK with a value of £179.00 million.

 

The financial year began with a period of unprecedented economic uncertainty due to the outbreak of COVID-19 and the associated measures to contain the spread of the virus. These measures continued throughout the year to varying degrees and have had a profound impact on certain sectors, most notably retail and leisure. To mitigate the increased risk posed by the uncertainty in the wider economic environment, the Company adopted a cautious approach to cash and debt management. Despite this, the Company has maintained its quarterly dividend payments at the target level of 8.00 pps per annum throughout the year and increased its NAV per share by 6.46%, providing a NAV total return of 15.06% (year ended 31 March 2020: 2.55%).

 

In May 2020, the Company disposed of 2 Geddington Road, Corby, for gross proceeds of £18.80 million, delivering an internal rate of return ('IRR') of 27%. This disposal allowed the effective management of the Company's risk profile, and in July 2020, £12.00 million of its RBSi loan facility was repaid in order to provide appropriate headroom against its borrowing covenants. Since the repayment, the Loan to NAV ratio has remained below 27% and was 25.15% as at 31 March 2021, against a soft covenant of 40% (triggering an increase in the margin) and a hard covenant of 55%.

 

This disposal, and the loss of the Company's largest tenant at the time, also resulted in a fall in rental income. The income profile from the remainder of the portfolio remained largely intact, with rent collection rates reaching at least 94% for all quarters since the onset of the pandemic. The majority of rents outstanding as at 31 March 2021 were attributable to tenants who were financially able, but unwilling, to pay. Post year-end, the Company announced the successful outcome of the legal action against two well-funded national tenants to recover unpaid rent. £0.52 million has been provided for as expected credit loss relating to these tenants in these financial statements and subsequent to the court ruling all rent arrears of these tenants have been received. The prudent policy for provision against expected credit losses contributed to a fall in EPRA EPS for the year to 6.19 pps (year ended 31 March 2020: 8.67 pps), providing a dividend cover of 77.4% (year ended 31 March 2020: 108.4%). Certain asset management initiatives are also temporarily reducing earnings potential. Remedial works are ongoing at Bank Hey Street, Blackpool, including the reinstatement of its cathodic protection system and comprehensive repairs to faience elevations and windows. The nature of these repair works means that costs are expensed to profit or loss as they are incurred, with a corresponding increase expected to be seen in the revaluation of the property. The Company has also exchanged to sell its property at Bath Street, Glasgow, with the condition of vacant possession, and this property will continue to operate at a high level of vacancy until the sale has completed.

 

The Company has benefitted from its defensively positioned portfolio, which achieved a total return of 14.8% over the year - an outperformance of 10.7% relative to the Benchmark. Relatively small lot sizes, geographical diversification and valuations that are underpinned by alternative use value have all contributed to limiting the downside during the period of unprecedented economic uncertainty in the first half of the financial year. The improved economic outlook in the second half of the year saw valuations recover and the Company generated an increase in fair value of its investment property of £5.32 million for the year, which has largely been driven by the strong performance of the Company's industrial assets. The pandemic has accelerated the trend towards online retail, and consequently sentiment towards the industrial and warehousing sector has improved. The Company benefits from a high weighting towards industrials, which made up 60.8% of the portfolio valuation as at 31 March 2021. Weightings in the retail and leisure sectors, which have been most negatively affected by the pandemic, remain low at 11.6% and 7.0% respectively.

 

Stock selection and active asset management continue to be key features of the Company's strategy and drivers of performance. This was evidenced in February 2021 by the completion of the sale of Sandford House, Solihull, for gross proceeds of £10.50 million. The asset was acquired in August 2015 for £5.40 million and the Company invested no further capital in the asset during its hold period. Significant value was gained from the completion of a 15-year lease in July 2020, with the existing tenant, the Secretary of State for Communities and Local Government, and the asset delivered an IRR in excess of 20% over the hold period. This demonstrates how shorter income assets in strong locations can be used to create value for shareholders.

 

As the economic outlook improves, the Investment Manager is seeing more attractive investment opportunities coming to the market, which the Company is well positioned to take advantage of with its available cash and debt. In October 2020, the Company acquired Westlands Distribution Park in Weston Super Mare for a purchase price of £5.40 million and post year-end acquired Arrow Point Retail Park, Shrewsbury, for a gross purchase price of £8.35 million and 15-33 Union Street, Bristol, for a gross purchase price of £10.19 million. The Company aims to make further acquisitions in order to increase its earnings and dividend cover.

 

The Company's share price was 83.20 pps as at 31 March 2021 (31 March 2020: 68.20 pps), representing a 16.1% discount to NAV. During the year, the Company experienced periods of significant discount in share price to NAV as a result of the conditions in the wider market. In light of this, during October and November 2020, the Company bought back 350,000 of its own shares for gross consideration of £262,995, which had a positive impact on the Company's NAV and EPRA EPS. Since the year end, the Company's share price has increased to 95.00 pps as at the date of approval of this report, representing a 4.19% discount to NAV.

 

We are delighted to announce that the Company has received three EPRA awards during the year: EPRA Gold Medal for Financial Reporting; EPRA Silver Medal for Sustainability Reporting and EPRA Most Improved Award for Sustainability Reporting. The Company has also been named Best UK Real Estate Investment Trust in the Citywire Investment Trust Awards based upon its strong three-year track record. These awards are a reflection of much hard work committed to the Company by the Investment Manager and the Board would like to thank the team at AEW and express its positivity and confidence in the Investment Manager's ongoing ability to implement the Company's strategy.

 

In September 2020, the Company passed a continuation vote at the Annual General Meeting ('AGM'), and shareholders voted in favour of an ordinary resolution to continue the Company's business as currently constituted. We are pleased shareholders support our belief in the Company's strategy and prospects for future performance.

 

Financial Results Summary

 

 

 

Year ended

31 March 2021


Year ended

31 March 2020

Operating profit before fair value changes (£'000)

10,735

14,472

Operating profit (£'000)

23,102

5,072

Profit before tax (£'000)

22,172

3,652

Earnings Per Share (basic and diluted) (pence)*

13.98

2.40

EPRA Earnings Per Share (basic and diluted) (pence)*

6.19

8.67

Ongoing Charges (%)

1.36

1.34

Net Asset Value per share (pence)

99.15

93.13

 

*See note 9 of the Financial Statements for calculation.

 

Financing

The Company has a £60.00 million loan facility, of which it had drawn a balance of £39.50 million as at 31 March 2021 (31 March 2020: £60.00 million facility; £51.50 million drawn), producing the following measures of gearing:

 

 

Year ended

31 March 2021

%

Year ended

31 March 2020

%

Loan to NAV

25.15

34.83

Gross Loan to GAV

22.07

27.21

Net Loan to GAV (deducts cash balance from the outstanding loan value)

 12.32

21.99

 

The unexpired term of the facility was 2.6 years as at 31 March 2021 (31 March 2020: 3.6 years). The loan incurs interest at 3 month LIBOR +1.4%, which equated to an all-in rate of 1.44% as at 31 March 2021 (31 March 2020: 2.10%).

 

The Company is protected from a significant rise in interest rates and, as at the year end, had interest rate caps in effect with a notional value of £51.00 million (31 March 2020: £36.51 million), resulting in the loan being 130% hedged (31 March 2020: 71%). These interest rate caps are effective for the remaining period of the loan.

 

In June 2020, the Company completed an amendment to its loan facility allowing the part repayment of the loan without reducing the availability of the full £60.00 million facility, akin to a revolving credit facility. The Company subsequently repaid £12.00 million of the facility in July 2020. As at 31 March 2021, the Company had £15.48 million of the facility available up to the maximum 35.00% Loan to NAV at drawdown.

 

Dividends

The Company has continued to deliver on its target of paying dividends of 8.00 pps per annum. During the year, the Company declared and paid four quarterly dividends of 2.00 pence per Ordinary Share, in line with its target, which were 77.4% covered by the Company's EPRA EPS of 6.19 pence. It remains the Company's longer-term intention to continue to pay dividends in line with its dividend policy and this will be kept under review given the current COVID-19 situation. In determining future dividend payments, regard will be given to the circumstances prevailing at the relevant time, as well as the Company's requirement, as a UK REIT, to distribute at least 90% of its distributable income annually, which will remain a key consideration.

 

Outlook

The Board and Investment Manager are pleased with the strong returns delivered to shareholders to date and with the resilience demonstrated under stressed conditions following the onset of the COVID-19 pandemic. The Company met its target dividends of 8.00 pps for the year and, although these were only 77.4% covered by EPRA EPS, significant gains were realised on the disposal of two assets during the year. These gains supplemented cash flows from its operating activities and allowed the dividend payments to be met while maintaining a comfortable cash and gearing position and without suffering an overall decline in NAV.

 

The lockdown period at the start of 2021 has reversed some of the UK's economic recovery seen in the second half of 2020. However, the general economic outlook is brighter for the second half of 2021, following the effective rollout of the vaccination programme and further easing of lockdown restrictions. We expect this to be reflected in the real estate market in terms of improved rent collection levels and the recovery of rental values and property valuations. However, many tenants will have benefitted from a range of government support schemes over the past year. As these protective measures are removed, we may yet see a significant surge in the number of corporate insolvencies, and so an element of caution should be retained.

 

The pandemic has accelerated certain structural shifts in the real estate market. We expect that this will present new challenges and opportunities in certain sectors. We believe that the Company is well placed to take advantage of these with its existing liquid resources available. Growth of the Company also remains a key objective and we hope that improved economic conditions and a return of the share price to trading at a premium to NAV, will enable this in the near future.

 

Mark Burton

Chairman

 

23 June 2021

 

 

Business Model and Strategy

 

Introduction

The Company is a real estate investment company listed on the premium segment of the Official List of the FCA and traded on the London Stock Exchange's Main Market. As part of its business model and strategy, the Company has, and intends to maintain, UK REIT status. HM Revenue and Customs has acknowledged that the Company has met the necessary qualifying conditions to conduct its affairs as a UK REIT and the Company intends to continue to do so.

 

Investment Objective

The investment objective of the Company is to deliver an attractive total return to shareholders from investing predominantly in a portfolio of smaller commercial properties in the United Kingdom.

 

Investment Policy

In order to achieve its investment objective, the Company invests in freehold and leasehold properties across the whole spectrum of the commercial property sector (office properties, industrial/warehouse properties, retail warehouses and high street retail) resulting in a diversified tenant base.

 

Investment Restrictions

The Company invests and manages its assets with the objective of spreading risk through the following investment restrictions:

 

 

 

 

 

 

 

 

The Directors currently intend, at all times, to conduct the affairs of the Company so as to enable the Group to qualify as a REIT for the purposes of Part 12 of the Corporation Tax Act 2010 ('CTA') (and the regulations made thereunder).

 

The Company will at all times invest and manage its assets in a way that is consistent with its objective of spreading investment risk and in accordance with its published investment policy and will not, at any time, conduct any trading activity which is significant in the context of the business of the Company as a whole.

 

In the event of a breach of the investment policy and investment restrictions set out above, the Directors upon becoming aware of such breach will consider whether the breach is material, and if it is, notification will be made to a Regulatory Information Service.

 

Any material change to the investment policy or investment restrictions of the Company may only be made with the prior approval of shareholders.

 

Our Strategy

The Company exploits what it believes to be the compelling relative value opportunities currently offered by pricing inefficiencies in smaller commercial properties let on shorter occupational leases. The Company supplements this core strategy with asset management initiatives to upgrade buildings and thereby improve the quality of income streams. In the current market environment, the focus is to invest in properties which:

 

 

 

 

 

 

How we add value

An Experienced Team

The investment management team averages 20 years working together, reflecting stability and continuity.

 

Value Investing

The Investment Manager's investment philosophy is based on the principle of value investing. The Investment Manager looks to acquire assets with an income profile coupled with underlying characteristics that underpin long-term capital preservation. As value managers, the Investment Manager looks for assets where today's pricing may not correspond to long-term fundamentals.

 

Active Asset Management

The Investment Manager has an in-house team of dedicated asset managers with a strong focus on active asset management to enhance income and add value to commercial properties.

 

Strategy in Action

 

Extending income streams and realising gains

Sandford House, Solihull

 

 

 

 

Driving rental growth

Storeys Bar Road, Peterborough

 

 

 

 

Seeking high-yielding assets supported by land and alternative use value

2 Geddington Road, Corby

 

 

 

Acquiring assets with low capital value and potential to add value through asset management initiatives
Westlands Distribution Park, Weston-super-Mare

 

 

 

 

Key Performance Indicators

 

KPI AND DEFINITION


RELEVANCE TO STRATEGY


TARGET


PERFORMANCE

 

1. EPRA NIY

A representation to the investor of what their initial net yield would be at a predetermined purchase price after taking account of all associated costs, e.g. void costs and rent free periods.

 

 

 

The Company's EPRA NIY demonstrates the ability to generate income from its portfolio in the short-term in order to meet its target dividend.

 

 

 

7.50 - 10.00%

 

 

7.37%

at 31 March 2021

 

(31 March 2020: 8.26%)

 

 

2. True Equivalent Yield

The average weighted return a property will produce according

to the present income and estimated rental value ('ERV')  assumptions, assuming the income is

received quarterly in advance.

 

 

 

The Company's True Equivalent Yield demonstrates the Company's ability to generate income, both from its existing leases and its ERVs, in order to meet its target dividend.

 

 

7.50 - 10.00%

 

8.15%

at 31 March 2021

 

(31 March 2020: 8.04%)

 

3. Reversionary Yield

The expected return the property will

provide once rack-rented.

 

 

A Reversionary Yield profile shows a potentially sustainable income stream that can be used to meet dividends past the expiry of a property's current leasing arrangements.

 

 

7.50 - 10.00%

 

8.18%

at 31 March 2021

 

(31 March 2020: 7.90%)

 

4. WAULT to Expiry

The average lease term remaining to

expiry across the portfolio, weighted

by contracted rent.

 

 

The Investment Manager believes that current market conditions present an opportunity whereby assets with a shorter unexpired lease term are often mispriced. It is also the Investment Manager's view that a shorter WAULT is useful for active asset management as it allows the Investment Manager to engage in direct negotiation with tenants rather than via rent-review mechanisms.

 

 

> 3 years

 

6.71 years

at 31 March 2021

 

(31 March 2020: 5.55 years)

 

5. WAULT to Break

The average lease term remaining to

break, across the portfolio weighted

by contracted rent.

 

 

The Investment Manager believes that current market conditions present an opportunity whereby assets with a shorter unexpired lease term are often mispriced. As such, it is in line with the Investment Manager's strategy to acquire properties with a WAULT that is generally shorter than the benchmark. It is also the Investment Manager's view that a shorter WAULT is useful for active asset management as it allows the Investment Manager to engage in direct negotiation with tenants rather than via rent-review mechanisms.

 

 

> 3 years

 

4.43 years

at 31 March 2021

 

(31 March 2020: 4.26 years)

 

6. NAV

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 Company.

 

 

Increase year

on year

 

£157.08 million

at 31 March 2021

 

(31 March 2020: £147.86 million)

 

7. Leverage (Loan to NAV)

The proportion of the Company's net assets that is funded by borrowings.

 

 

The Company has changed the measure of its Leverage KPI from 'Loan to Gross Asset Value ('GAV')' to 'Loan to NAV'. This is in line with the measure used in its banking covenants and so is considered to be more relevant to the Company's position. The target of 35% Loan to NAV, which is the gearing limit at drawdown under the RBSi facility, approximates to the previous target of 25% Loan to GAV, which is the measure used in the Company's Investment Guidelines. Gearing will continue to be monitored using both measures, but will be reported on the Loan to NAV basis.

 

 

 

35%

25.15%

at 31 March 2021

 

(31 March 2020: 34.83%)

 

8. Vacant ERV

The space in the property portfolio which is currently unlet, as a

percentage of the total ERV of the portfolio.

 

 

The Company's aim is to minimise vacancy of the properties. A low level of structural vacancy provides an opportunity for the Company to capture rental uplifts and manage the mix of tenants within a property.

 

 

< 10.00%

 

8.96%/5.58% excluding vacancy contributed by Glasgow*

at 31 March 2021

 

(31 March 2020: 3.68%)

 

9. Dividend

Dividends declared in relation to the year. The Company targets a dividend of 8.00 pence per Ordinary Share per

annum. However, given the current COVID-19 situation, regard will be had to the circumstances prevailing at the relevant time in determining dividend payments.

 

 

The dividend reflects the Company's ability to deliver a sustainable income stream from its portfolio.

 

 

8.00 pps

 

8.00 pps

for the year ended 31 March 2021

 

(year ended 31 March 2020: 8.00 pps)

 

10. Ongoing Charges

The ratio of total administration and operating costs expressed as a percentage of average NAV throughout the year.

 

 

The Ongoing Charges ratio provides a measure of total costs associated with managing and operating the Company, which includes the management fees due to the Investment Manager. The Investment Manager presents this measure to provide investors with a clear picture of operational costs involved in running the Company.

 

 

< 1.50%

 

1.36%

for the year ended 31 March 2021

 

(year ended 31 March 2020: 1.34%)

 

11. Profit Before Tax ('PBT')

PBT is a profitability measure which considers the Company's profit before the payment of income tax.

 

 

 

The PBT is an indication of the Company's financial performance for the year in which its strategy is exercised.

 

 

8.00 pps

£22.17 million/13.98 pps

for the year ended 31 March 2021

 

(year ended 31 March 2020: £3.65 million/2.40 pps)

 

12. Shareholder Total Return

The percentage change in the share price assuming dividends are reinvested to purchase additional Ordinary Shares.

 

 

 

This reflects the return seen by shareholders on their shareholdings through share price movements and dividends received.

 

 

 

8.00%

 

33.72%

for the year ended 31 March 2021

 

(year ended 31 March 2020: -17.89%)

 

13. EPRA EPS

Earnings from core operational activities. 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 9 of the financial statements.

 

 

This reflects the Company's ability to generate earnings from the portfolio which underpins dividends.

 

 

8.00 pps

 

6.19 pps

for the year ended 31 March 2021

 

(year ended 31 March 2020: 8.67 pps)

 

 

*Glasgow has exchanged to be sold with the condition of vacant possession.

 

Investment Manager's Report

 

Economic Review

A prolonged period of lockdown during Q1 2021 caused a contraction of 1.5% in UK economic growth for the quarter. However, the continued easing of restrictions throughout Q2 and a rapid rollout of the vaccination programme is expected to bring about relatively strong growth in the second half of 2021, with KPMG's Economic Outlook published in March 2021 forecasting UK GDP growth to be 4.6% for the whole year, compared with a 9.9% contraction in 2020. While rises in inflation rates are expected to accelerate along with the economic recovery, inflation is forecast to be lower than the Bank of England's 2% target by next year, allowing for a continued period of low interest rates. KPMG forecast the economic recovery to continue into 2022 with UK GDP growth of 5.6%.

 

Property Market Review

We take the view that UK real estate provides an attractive risk-adjusted reward longer term, compared with the very low risk-free rates on offer. Investors have largely held off from property investment over the last 12 months, partly due to disruption and changes to occupier behaviour due to the pandemic. However, as the occupier market recovers, the number of transactions is expected to increase. The pandemic has amplified the polarisation in performance between individual sectors, which was already in evidence beforehand.

 

Sector Review

 

Industrial

The sector has been continuing to grow for a number of years due to the trend towards online shopping. Growth of this trend has continued at an even faster pace than predicted prior to the pandemic as social distancing has forced a change in shoppers' habits. Changes in shoppers' behaviour are expected to lead to increased take up of online sales, as a percentage of total sales, over the medium to long term in all retail sectors.

 

In terms of emerging trends, there is some expectation that the UK will begin to see an increase in localised production as a result of supply chain disruption experienced during the pandemic. If seen, this could further increase demand for industrial accommodation and would lead to increased take up outside of the currently favoured logistics sector instead being focused more on traditional manufacturing accommodation which has seen a decline in total stock over recent years.

 

The industrial sector represents the portfolio's largest sector holding, with 60.8% of the valuation, which leaves the Company well-placed to benefit from structural changes going forward. Our focus is on assets with low capital values in locations with good accessibility from the national motorway network.

 

The Company's industrial holding outperformed the Benchmark both in terms of income return, with a relative outperformance of 3.4%, and capital growth, with a relative outperformance of 0.8%.

 

Office

Nationwide lockdowns have brought about substantial increases in remote working, with many companies indicating that they will move towards a more flexible working model in the future, which suggests that the physical office could become less important for some. KPMG forecasts the unemployment rate to increase in 2021 and again in 2022 as government support schemes are wound down. As such, the recovery in office demand and rental values in the sector are expected to remain subdued. We anticipate an acceleration in demand for offices with strong amenities post-pandemic as businesses try to entice workers back.

Our office assets represent the second largest sector holding, with 20.6% of the valuation. The focus has been on strong, regional centres and a preference for town or city centres rather than business park locations with weak surrounding amenity where demand has generally not kept up. This was the strongest performing sector relative to the Benchmark, achieving an outperformance of 12.5%, which was largely driven by capital growth of 5.4% resulting from key asset management transactions. In contrast, the office sector suffered capital losses of 5.1% across the Benchmark.

Alternatives

This is a sector in which AEW as Investment Manager has significant expertise and has seen a number of compelling opportunities in the market. The Company's current alternatives holding comprises assets within the leisure sector that have been selected due to their defensive, value protection characteristics as well as their high-income yield. As such, even though the income streams and valuations have suffered from the impact of the pandemic on this sector, the value of these assets is expected to be below their long-term value assessment when considering their value for alternative uses.

Assets held in alternative sectors comprise 7.0% of the 31 March 2021 valuation, all of which is within the leisure sector. The Company's high yielding alternatives generated an income return which outperformed by 3.0% relative to the Benchmark. Gains realised on the disposal of 2 Geddington Road, Corby, offset capital losses seen in the Company's leisure assets, meaning that capital returns achieved outperformance of 8.0% relative to the Benchmark.

Retail

The retail sector has suffered greatly due to the pandemic and experienced an acceleration of trends already present in consumer habits prior to the onset. The rise in online retail is expected to continue, as retailers invest further in their online platforms and move a larger proportion of their sales online. Yields are expected to rise and changes in pricing are bringing about more opportunities for the repurposing of retail assets for alternative uses.

Retail represents 11.6% of the valuation and our retail assets have performed slightly weaker than the Benchmark, as Central London retail props up the Benchmark performance to some extent. The Company's strictly regional holdings have suffered valuation losses associated with the negative sentiment in the sector and issues caused by the pandemic.

Property Portfolio

The Company made one acquisition during the year:

 

Westlands Distribution Park, Weston-super-Mare

In November 2020, the Company completed the acquisition of the multi-let Westlands Distribution Park in Weston-super-Mare for a purchase price of £5.4 million. The purchase price reflects a low capital value of £175,000 per acre, providing potential for future capital value growth based upon comparable land transactions for other commercial and residential uses. The established 323,437 sq ft estate is let to 15 tenants including North Somerset District Council who make up 30% of the income stream. It is located three miles from the M5 Motorway and 20 miles south of Bristol city centre.

 

The Company made the following acquisitions after the year end:

 

Arrow Point Retail Park, Shrewsbury

In May 2021, the Company acquired Arrow Point Retail Park in Shewsbury for a purchase price of £8.35 million. The established retail park is located on a busy commercial estate and is fully let. The estate provides a net initial yield of 8.7%, with low passing rents compared with competing locations. It comprises a modern purpose-built retail park constructed in 2007, arranged across nine units with 176 car parking spaces, and is prominently located within the main retail warehouse provision of Shrewsbury, approximately 2.5 miles north east of the town centre.

 

Bristol

In June 2021, the Company acquired 15-33 Union Street for a purchase price of £10.19 million. 15-33 Union Street occupies a prominent location in Bristol city centre, opposite The Galleries Shopping Centre and near Cabot Circus, Bristol's premier retail destination. Located on a busy thoroughfare for pedestrians, the 65,238 sq ft site experiences high footfall and is ideally suited for retail or leisure units. Constructed in 2001, the property currently comprises five purpose built split-level retail or leisure units over four floors and road access to both Union Street and Fairfax Street. Four of the five units are let to three household names and a successful local retailer. The remaining unit is currently vacant, with the vendor providing a 12 month guarantee. We are currently in discussions with a number of parties who are keen to occupy this space.  The location of the site has been identified as a major regeneration area and it offers the ability for further growth through development.

 

The Company made two disposals during the year:

 

2 Geddington Road, Corby

In May 2020, the Company completed the sale of 2 Geddington Road, Corby, for a price of £18.8 million, achieving an IRR of 27.2%. The asset was acquired in February 2018 for £12.4 million and had been fully let to Gefco UK Limited during the hold period, producing a net income yield against the purchase price of 10%.

 

Sandford House, Solihull

In February 2021, the Company completed the sale of Sandford House, Solihull, for a price of £10.5 million, achieving an IRR of 19.5%. The asset was acquired in August 2015 for £5.4 million and had been fully let to the Secretary of State for Communities and Local Government since this time, producing a net income yield against the purchase price of 9.6%. The Company had invested no further capital in the asset during its hold period. A 15-year lease agreement was signed with the tenant in July 2020, which increased the asset's rental income by 30%.

 

Asset Management

The Company completed the following material asset management transactions during the period:

 

 

The Company is also continuing remedial works to its property in Blackpool, which include the overhaul and reinstatement of its cathodic protection system, and comprehensive repairs to faience elevations and windows. Works have been budgeted at a total cost to the Company of £1.7 million over two years. The nature of these repair works means that as the costs are incurred, they will be expensed to the Company's profit or loss, with a corresponding increase expected to be seen in the revaluation of the property, all else being equal. The works are expected to be completed by the end of 2021.

 

 

 

 

 

 

 

 

 

 

Vacancy

The portfolio's overall vacancy level now sits at 5.58%, excluding vacancy contributed by the asset at 225 Bath Street, Glasgow which, as discussed above, has now been exchanged for sale for alternative use redevelopment. As a condition of the sale agreement, full vacancy must be achieved in the building before the sale can be completed. Including this asset, overall vacancy is 8.96%.

 

Financial Results

The Company's NAV as at 31 March 2021 was £157.08 million or 99.15 pps (31 March 2020: £147.86 million or 93.13 pps). This is an increase of 6.02 pps or 6.46% over the year, with the underlying movement in NAV set out in the table below:

 

 

pps

NAV as at 1 April 2020

93.13

Change in fair value of investment property

3.36

Gains realised on disposal of investment property

4.44

Change in fair value of derivatives

(0.01)

Income earned for the period

              10.07

Expenses and net finance costs for the period

(3.88)

Dividends paid

(8.00)

Share buybacks

                0.04

NAV as at 31 March 2021

99.15

 

EPRA earnings per share for the year was 6.19 pps which, based on dividends paid of 8.00 pps, reflects a dividend cover of 77.4%.

 

Financing

As at 31 March 2021, the Company has a £60.0 million loan facility with RBSi, in place until October 2023, the details of which are presented below:

 

31 March 2021

31 March 2020

Facility

£60.00 million

£60.00 million

Drawn

£39.50 million

£51.50 million

Gearing (Loan to NAV)

25.15%

34.83%

Interest rate

1.44% all-in

(LIBOR +1.4%)

2.10% all-in

(LIBOR +1.4%)

Notional Value of Loan Balance Hedged

 130.4%

70.9%

 

In June 2020, the Company amended the terms of its facility, allowing the ability to make repayments and re-draw these amounts, akin to a revolving credit facility. In July 2020, the Company repaid £12.00 million of the facility.

 

 

 

Property Portfolio

 

Summary by Sector as at 31 March 2021

 

 

 

 

 

 

Sector

 

 

 

Number of assets

 

 

 

Valuation

(£m)

 

 

Area

(sq ft)

 

 

Vacancy 

 by ERV 

(%) 

 

 

WAULT to break

(years)

Gross passing rental income (£m)

Gross passing rental income (£psf)

 

 

 

 

ERV (£m)

ERV

(£psf)

 

Rental

income

(£m)

Like- 

for like 

rental 

growth 

(£m) 

Like- 

for like 

rental 

growth

% 

Industrial

21

108.85

2,659,440

6.52 

3.93

8.52

3.21

9.72

3.65

8.33

(0.29)

(3.44)

Offices

5

36.80

252,358

19.81 

3.11

2.36

9.37

3.56

14.09

2.97

(0.38)

(13.48)

Alternatives

2

12.55

112,355

0.00 

7.35

1.50

13.31

1.23

10.99

1.73

0.00 

0.00 

Standard Retail

5

15.20

168,917

9.48 

4.59

2.06

12.17

1.51

8.96

2.07

(0.41)

(16.53)

Retail Warehouse

1

5.60

51,021

0.00 

3.01

0.61

11.96

0.52

10.09

0.61

0.00 

0.00 

Portfolio

34

179.00

3,244,091

8.96*

4.43

15.05

4.64

16.54

5.10

15.71

(1.08)

(6.80)

 

 

Summary by Geographical Area as at 31 March 2021

 

 

 

 

Geographical area

 

 

 

Number of assets

 

 

 

Valuation

(£m)

 

 

Area

(sq ft)

 

 

Vacancy 

 by ERV 

(%) 

 

 

WAULT to break

(years)

Gross passing rental income (£m)

Gross passing rental income (£psf)

 

 

 

ERV (£m)

ERV

(£psf)

 

Rental

income

(£m)

Like- 

for like 

rental 

growth 

(£m) 

Like- 

for like 

rental 

growth 

% 

Yorkshire and Humberside

8

38.17

1,027,801

4.93 

2.84

3.23

3.14

3.64

3.53

3.20

(0.34)

(9.60)

South East

5

27.68

195,545

7.63 

3.83

2.02

10.35

2.18

11.14

2.29

(0.35)

(13.26)

Eastern

5

22.05

344,885

11.57 

3.04

1.85

5.36

2.05

5.94

1.66

(0.23)

(12.17)

South West

4

25.30

448,357

9.85 

2.24

2.23

4.98

2.48

5.54

1.88

0.01 

0.60 

West Midlands

3

12.70

363,722

5.50 

5.30

1.18

3.24

1.14

3.14

1.78

0.10 

8.63 

East Midlands

1

3.90

28,219

0.00 

5.57

0.39

13.64

0.39

13.80

0.58

(0.11)

(21.57)

North West

4

16.35

302,061

0.00 

4.52

1.40

4.64

1.36

4.51

1.35

(0.09)

(6.25)

Wales

2

16.10

376,138

0.00 

8.08

1.25

3.31

1.39

3.69

1.31

0.00 

0.00 

Greater London

1

9.25

71,720

0.00 

10.62

0.96

13.40

0.75

10.45

1.01

0.00 

0.00 

Scotland

1

7.50

85,643

51.07 

1.31

0.54

6.33

1.16

13.54

0.65

(0.07)

(9.72)

Portfolio

34

179.00

3,244,091

8.96*

4.43

15.05

4.64

16.54

5.10

15.71

(1.08)

(6.80)

 

*excluding the vacancy from 225 Bath Street Glasgow, which has exchanged to be sold with the condition of vacant possession, the vacancy rate is 5.58%.

 

Properties by Market Value as at 31 March 2021

 

Sector weighting by valuation - high industrial weighting and low exposure to retail

 

Sector

Percentage

Industrial

60.8%

Offices

20.6%

Standard retail

8.5%

Leisure

7.0%

Retail Warehouse

3.1%

 

 

Geographical weighting by valuation - highly diversified across the UK

Region

Percentage

Yorkshire and Humberside

21.3%

South East

15.5%

South West

14.1%

Eastern

12.3%

North West

9.1%

Wales

9.0%

West Midlands

7.1%

Rest of London

5.2%

Scotland

4.2%

East Midlands

2.2%

 

 

Properties by Market Value as at 31 March 2021

 

 

Property

Sector

Region

Market Value

Range
(£m)

 

Top 10:

 

 

 

1.

Eastpoint Business Park, Oxford

Offices

South East

10.0-15.0

2.

Gresford Industrial Estate, Wrexham

Industrial

Wales

10.0-15.0

3.

40 Queen Square, Bristol

Offices

South West

10.0-15.0

4.

London East Leisure Park, Dagenham

Leisure

Rest of London

7.5-10.0


5.


Langthwaite Grange Industrial Estate, South Kirkby

 

Industrial


Yorkshire and Humberside

 

7.5-10.0

 

6.

 

Lockwood Court, Leeds

 

Industrial


Yorkshire and Humberside

 

7.5-10.0

7.

Storeys Bar Road, Peterborough

Industrial

Eastern

7.5-10.0

8.

225 Bath Street, Glasgow

Offices

Scotland

7.5-10.0

9.

Sarus Court Industrial Estate, Runcorn

Industrial

North West

5.0-7.5

 

10.

 

Euroway Trading Estate, Bradford

 

Industrial


Yorkshire and Humberside

 

5.0-7.5

 

The Company's top 10 properties listed above comprise 49.7% of the total value of the portfolio.

 

 

Property

Sector

Region

Market Value

Range
(£m)

11.

Apollo Business Park, Basildon

Industrial

Eastern

5.0 - 7.5

12.

Brockhurst Crescent, Walsall

Industrial

West Midlands

5.0 - 7.5

13.

Barnstaple Retail Park

Retail Warehouse

South West

5.0 - 7.5

14.

Westlands Distribution Park, Weston

Industrial

South West

5.0 - 7.5

15.

Walkers Lane, St. Helens

Industrial

North West

<5.0

 

16.

 

Diamond Business Park, Wakefield

 

Industrial


Yorkshire and Humberside

 

<5.0

17.

Excel 95, Deeside

Industrial

Wales

<5.0

18.

Cranbourne House, Basingstoke

Industrial

South East

<5.0

19.

Oak Park, Droitwich

Industrial

West Midlands

<5.0

20.

Pearl Assurance House, Nottingham

Standard Retail

East Midlands

<5.0

 

21.

 

Brightside Lane, Sheffield

 

Industrial


Yorkshire and Humberside

 

<5.0

22.

Above Bar Street, Southampton

Standard Retail

South East

<5.0

23.

Commercial Road, Portsmouth

Standard Retail

South East

<5.0

24.

Cedar House, Gloucester

Offices

South West

<5.0

 

25.

 

Magham Road, Rotherham

 

Industrial


Yorkshire and Humberside

 

<5.0

26.

Odeon Cinema, Southend

Leisure

Eastern

<5.0

27.

Pipps Hill Industrial Estate, Basildon

Industrial

Eastern

<5.0

28.

Bank Hey Street, Blackpool

Standard Retail

North West

<5.0

29.

Eagle Road, Redditch

Industrial

West Midlands

<5.0

 30. 

Clarke Road, Milton Keynes

Industrial

South East

<5.0

 

31.

 

Knowles Lane, Bradford

 

Industrial


Yorkshire and Humberside

 

<5.0

32.

Vantage Point, Hemel Hempstead

Offices

Eastern

<5.0

33.

Moorside Road, Salford

Industrial

North West

<5.0

 

34.

 

Fargate and Chapel Walk, Sheffield

 

Standard Retail


Yorkshire and Humberside

 

<5.0

 

 

 

 

Top 10 Tenants as at 31 March 2021

 

 

 

 

 

 

 

 

 

 

 

 

Tenant

 

 

 

 

 

Sector

 

 

 

 

 

Property

 

 

Passing

Rental

Income

(£'000)

% of

Portfolio

Total

Passing

Rental

Income

 

 

 

 

 

 

1.

Plastipak UK Limited

Industrial

Gresford Industrial Estate, Wrexham

883

2.

Ardagh Glass Limited

Industrial

Langthwaite Industrial Estate, South Kirkby

763

4.9


3.


Wyndeham Peterborough Limited

 

Industrial


Storeys Bar Road, Peterborough

644

4.2


4.


Mecca Bingo Limited


Leisure


London East Leisure Park, Dagenham

625

4.0


5.


Harrogate Spring Water


Industrial

 

Lockwood Court, Leeds

603

3.9

 

6.

... 

Odeon Cinemas


Leisure

 

Odeon Cinema, Southend

535

3.5

 

7.

 

Sports Direct


Retail


Barnstaple Retail Park and Bank Hey Street, Blackpool

525

3.4

 

8.


Egbert H Taylor & Co Ltd


Industrial


Oak Park, Droitwich

500

3.2

 

9.


Advance Supply Chain (BFD) Ltd

 

Industrial


Euroway Trading Estate, Bradford

467

3.0


10.


HFC Prestige Manufacturing


Industrial


Cranbourne House, Basingstoke

460

3.0

 

The Company's top 10 tenants, listed above, represent 38.8% of the total passing rental income of the portfolio.

 

Alternative Investment Fund Manager ('AIFM')

AEW UK Investment Management LLP is authorised and regulated by the FCA as a full-scope AIFM and provides its services to the Company.

 

The Company has appointed Langham Hall UK Depositary LLP ('Langham Hall') to act as the depositary to the Company, responsible for cash monitoring, asset verification and oversight of the Company.

 

Information Disclosures under the AIFM Directive

Under the AIFM Directive, the Company is required to make disclosures in relation to its leverage under the prescribed methodology of the Directive.

 

Leverage

The AIFM Directive prescribes two methods for evaluating leverage, namely the 'Gross Method' and the 'Commitment Method'. The Company's maximum and actual leverage levels are as per below:

 

 

 

31 March 2021

31 March 2020

Leverage Exposure

Gross Method    

Commitment   

 Method   

Gross   

Method   

Commitment   

Method   

Maximum Limit

140%

140%

140%

140%

Actual

114%

125%

128%

135%

 

In accordance with the AIFM Directive, leverage is expressed as a percentage of the Company's exposure to its NAV and adjusted in line with the prescribed 'Gross' and 'Commitment' methods. The Gross method is representative of the sum of the Company's positions after deducting cash balances and without taking into account any hedging and netting arrangements. The Commitment method is representative of the sum of the Company's positions without deducting cash balances and taking into account any hedging and netting arrangements. For the purposes of evaluating the methods above, the Company's positions primarily reflect its current borrowings and NAV.

 

Remuneration

The AIFM has adopted a Remuneration Policy which accords with the principles established by AIFMD. AIFMD Remuneration Code Staff includes the members of the AIFM's Management Committee, those performing Control Functions, Department Heads, Risk Takers and other members of staff that exert material influence on the AIFM's risk profile or the AIFs it manages.

 

Staff are remunerated in accordance with the key principles of the firm's remuneration policy, which include

 

  1. promoting sound risk management;

 

  1. supporting sustainable business plans;

 

  1. remuneration being linked to non-financial criteria for Control Function staff;

 

  1. incentivising staff performance over long periods of time;

 

  1. awarding guaranteed variable remuneration only in exceptional circumstances; and

 

  1. having an appropriate balance between fixed and variable remuneration.

 

 

As required under section 'Fund 3.3.5.R(5)' of the Investment Fund Sourcebook, the following information is provided in respect of remuneration paid by the AIFM to its staff for the year ended 31 December 2020.

 

 

Year ended

31 December 2020

Total remuneration paid to employees during financial year:

 

a) remuneration, including, where relevant, any carried interest paid by the AIFM

£2,893,979

b) the number of beneficiaries

25

 

 

The aggregate amount of remuneration of the AIFM Remuneration Code staff, broken down by:

 

a) senior management

£767,350

b) members of staff

£2,126,629

 

 

Fixed

remuneration

Variable

remuneration

Total

remuneration

 

 

 

 

Senior management

£677,350

£90,000

£767,350

Staff

£1,590,629

£536,000

£2,126,629

Total

£2,267,979

£626,000

£2,893,979

 

Fixed remuneration comprises basic salaries and variable remuneration comprises bonuses.

 

AEW UK Investment Management LLP

23 June 2021

 

 

Principal Risks and Uncertainties

 

The Company's assets consist primarily 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 Investment Manager. The Company's ongoing risk management process is designed to identify, evaluate and mitigate the significant risks the Company faces.

 

At least twice a year, the Board undertakes a formal risk review with the assistance of the Audit Committee, to assess the adequacy and effectiveness of the Investment Manager and other service providers' risk management and internal control processes.

 

The Board has carried out a robust assessment of the principal and emerging risks facing the Company, including those that would threaten its business model, future performance, solvency or liquidity.

 

An analysis of the principal risks and uncertainties is set out below. The risks below do 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. Property market

Any property market recession or future deterioration in the property market could, inter alia, (i) cause the Company to realise its investments at lower valuations; and (ii) delay the timings of the Company's  realisations. These risks could have a material adverse effect on the ability of the Company to achieve its investment objective.

 

 

The Company has investment restrictions in place to invest and manage its assets with the objective of spreading and mitigating risk.

 

 

Probability: Moderate to High

Impact: High

Movement: Decrease

2. Property valuation

Property and property-related assets are inherently difficult to value due to the individual nature of each property.

 

There may be an adverse effect on the Company's profitability, the NAV and the price of Ordinary Shares in cases where properties are sold whose valuations have previously been materially overstated.

 

 

The Company uses an independent external valuer (Knight Frank LLP) to value the properties at fair value in accordance with accepted RICS appraisal and valuation standards.

 

 

Probability: Moderate

Impact: Low to Moderate

Movement: Decrease

3. Tenant default

Failure by tenants to fulfil their rental

obligations could affect the income that the properties earn and the ability of the Company to pay dividends to its shareholders.

 

Comprehensive due diligence is undertaken on all new tenants. Tenant covenant checks are carried out on all new tenants where a default would have a significant impact.

 

Asset management team conducts

ongoing monitoring and liaison with tenants to manage potential bad debt risk.

 

 

Probability: High

Impact: High

Movement: Decrease

4. Asset management initiatives

Asset management initiatives, such as refurbishment works, may prove to be more extensive, expensive and take longer than anticipated. Cost overruns may have a material adverse effect on the Company's profitability, the NAV and the share price.

 

 

Costs incurred on asset management initiatives are closely monitored against budgets and reviewed in regular presentations to the Investment Management Committee of the Investment Manager.

 

 

Probability: Low to Moderate

Impact: Low to Moderate

Movement: No change

5. Due diligence

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 Company's profitability, the NAV and the price of the Company's Ordinary Shares.

 

 

The Company's due diligence relies on work (such as legal reports on title, property valuations, environmental and building surveys) outsourced to third parties who have expertise in their areas. Such third parties have professional indemnity cover in place.

 

Probability: Low

Impact: Moderate

Movement: No change

6. Fall in rental rates

Rental rates may be adversely affected by general UK economic conditions and other factors that depress rental rates, including local factors relating to particular properties/locations (such as increased competition).

 

Any fall in the rental rates for the Company's properties may have a material adverse effect on the Company's profitability, the NAV, the price of the Ordinary Shares and the Company's ability to meet interest and capital repayments on any debt facilities.

 

 

The Company builds a diversified property and tenant base with subsequent monitoring of concentration to individual occupiers (top 10 tenants) and sectors (geographical and sector exposure).

 

The Investment Manager holds quarterly meetings with its Investment Strategy Committee and regularly meets the Board of Directors to assess whether any changes in the market present risks that should be addressed in the Company's strategy.

 

Probability: Moderate to High

Impact: Moderate to High

Movement: No change

FINANCIAL RISKS

 

 

7. Breach of borrowing covenants

The Company has entered into a term credit facility.

 

Material adverse changes in valuations and net income may lead to breaches in the LTV and interest cover ratio covenants.

 

 

The Company monitors the use of borrowings on an ongoing basis through weekly cash flow forecasting and quarterly risk monitoring to monitor financial covenants.

 

Probability: Low to Moderate

Impact: High

Movement: Decrease

8. Interest rate rises (short term)

The Company's borrowings through a term credit facility are subject to interest rate risk through changing LIBOR rates. Any increases in LIBOR rates may have an adverse effect on the Company's ability to pay dividends.

 

 

The Company uses interest caps on a significant notional value of the loan to mitigate the adverse impact of possible interest rate rises.

 

The Investment Manager and Board of Directors monitor the level of hedging and interest rate movements to ensure that the risk is managed appropriately.

 

 

Probability: Low to Moderate

Impact: Low

Movement: No change

9. Interest rate rises (long term)

The Company's borrowings through a term credit facility are subject to interest rate risk through changing LIBOR rates. Any increases in LIBOR rates may have an adverse effect on the Company's ability to pay dividends.

 

 

The Company uses interest rate caps on a significant notional value of the loan to mitigate the adverse impact of possible interest rate rises.

 

The Investment Manager and Board of Directors monitor the level of hedging and interest rate movements to ensure that the risk is managed appropriately.

 

 

Probability: High

Impact: Low to Moderate

Movement: No change

10. Availability and cost of debt

The term credit facility expires in October 2023. In the event that RBSi does not renew the facility, the Company may need to sell assets to repay the outstanding loan. Any increase in the financing costs of the facility on renewal would adversely impact on the Company's profitability.

 

The Company maintains a good relationship with the bank providing the term credit facility.

 

The Company monitors the projected usage and covenants of the credit facility on a quarterly basis.

 

 

Probability: Low to Moderate

Impact: High

Movement: No change

CORPORATE RISKS

 

 

11. Use of service providers

The Company 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 Company in accordance with the terms of its appointment could have a materially detrimental impact on the operation of the Company.

 

 

The performance of service providers in conjunction with their service level agreements is monitored via regular calls and face-to-face meetings and the use of key performance indicators, where relevant.

 

 

Probability: Moderate to High

Impact: Moderate

Movement: No change

12. Dependence on the Investment Manager

The Investment Manager is responsible for providing investment management services to the Company.

 

The future ability of the Company to successfully pursue its investment objective and investment policy may, among other things, depend on the ability of the Investment Manager to retain its existing staff and/or to recruit individuals of similar experience and calibre.

 

 

The Investment Manager has endeavoured to ensure that the principal members of its management team are suitably incentivised.

 

 

Probability: Moderate Impact: Moderate to High

Movement: No change

13. Ability to meet objectives

The Company may not meet its investment objective to deliver an attractive total return to shareholders from investing predominantly in a portfolio of smaller commercial properties in the United Kingdom.

 

Poor relative total return performance may lead to an adverse reputational impact that affects the Company's ability to raise new capital.

 

 

The Company has an investment policy to achieve a balanced portfolio with a diversified asset and tenant base. The Company also has investment restrictions in place to limit exposure to potential risk factors. These factors mitigate the risk of fluctuations in returns.

 

 

Probability: High

Impact: High

Movement: No change

TAXATION RISKS

 

 

14. Company REIT status

The Company has a UK REIT status that provides a tax-efficient corporate structure.

 

If the Company fails to remain a REIT for UK tax purposes, its profits and gains will be subject to UK corporation tax.

 

Any change to the tax status or UK tax legislation could impact on the Company's ability to achieve its investment objectives and provide attractive returns to shareholders.

 

 

The Company monitors REIT compliance through the Investment Manager on acquisitions; the Administrator on asset and distribution levels; the Registrar and Broker on shareholdings and the use of third-party tax advisers to monitor REIT compliance requirements.

 

 

Probability: Low

Impact: High

Movement: No change

POLITICAL/ECONOMIC RISKS

 

 

15. General political/economic environment

Political and macroeconomic events present risks to the real estate and financial markets that affect the Company and the business of its tenants. The level of uncertainty that such events bring has been highlighted in recent times, most pertinently the effects of the UK's exit from the EU in January 2021.

 

 

The Board considers the impact of political and macroeconomic events when reviewing strategy.

 

The UK's exit from the EU is not considered to generate any risks specific to the Company and is not considered to have any material effect on the financial statements.

 

Probability: High

Impact: High

Movement: No change

16. COVID-19

The economic disruption arising from the COVID-19 virus could impact rental income receipts from tenants, the ability to access funding at competitive rates, maintain the Company's dividend policy and its adherence to the HMRC REIT regime, particularly if the UK government restrictions are in place for a prolonged period.

The Manager is in close contact with tenants. The Investment Manager has put in place social distancing measures as advised by the UK government. The Manager has maintained a close relationship with RBSi to ensure continuing dialogue around covenants.

 

Probability: High

Impact: High

Movement: Decreasing

 

 

Stakeholder Engagement

 

s172 Statement

 

The Directors' overarching duty is to promote the success of the Company for the benefit of its shareholders, having regard to the interests of its stakeholders, as set out in section 172 of the Companies Act 2006 (the 'Act'). The Directors have considered each aspect of this section of the Act and consider that the information set out below is particularly relevant in the context of the Company's business as an externally managed investment company which does not have any employees or suppliers.

 

We set out in the table below our key stakeholders, the nature of their relationship with the Company and Board, their key interests and how we engage with those stakeholders.

 

Our relationships with stakeholders are factored into Board discussions and decisions made by the Board will consider the impact on the stakeholders, in accordance with s172 of the Act.

 

Stakeholder

 

Interests

Engagement

Investors

 

Our shareholders are impacted directly by the financial performance of the Company

through dividends and share price movements.

 

They also play an important role in monitoring the governance of the Company.

 

 

 

 

- Sustainable growth of the Company and achieving target returns

 

- Good relationship with the Company and Board

 

- Effective structure and control Framework

 

- Impact of the Company on the wider community and environment

 

- Reputation of the Company

 

 

 

- AGM, Annual Report, regulatory announcements

 

- Quarterly update report and other key information published on the website

 

- Roadshows, meetings and presentations via the Investment Manager

Service providers

 

Key functions of the Company are outsourced to third-party suppliers, including investment management, property management, administration, company secretarial, registrar, depositary and legal services. It is important to develop strong long-term working relationships with these providers to enhance the efficiency of the Company's operations, as well as that of the providers themselves.

 

 

 

- Relationship with the Company and Board

 

- Fair contract terms and service-level agreements

 

- Reputation of the Company

 

- The Company's performance and long-terms prospects

 

 

- Effective and regular communication

 

- Service-level agreements

 

- Formal tender processes where appropriate

Tenants

 

The Company's strategy in relation to its individual assets will directly affect the tenants in occupation of those assets.

 

 

- Good communication and relationship with the Company as landlord

 

- Fair lease terms

 

- Long term strategy for the asset in line with the objectives of the tenant's activities

 

 

 

- Site visits and face to face meetings through the Investment Manager

 

- Formal negotiations

 

- Ongoing communication through the property manager

The wider community and environment

 

The Company's physical real estate assets have a direct impact on their local communities depending on their primary use and on the environment through their emissions and energy usage.

 

 

 

- Impact of properties and their business plans on the local economy

 

- Impact of properties on the attractiveness and appeal of the local area

 

- Energy efficiency and greenhouse gas emissions

 

 

 

 

- Publishing of Sustainability Disclosure Report and Greenhouse Gas Emissions Statement

 

- GRESB reporting

 

- Communication with local authorities via Investment Manager

 

Principal decisions made by the Board

 

The principal decisions made by the Board during the year are summarised below.

 

Amendment to Investment Policy

The Board sought approval from shareholders for an amendment to the Company's investment policy, increasing the single sector limit from 50% to 60% of GAV, to enable the Company to acquire further assets in the industrial/warehouse sector should attractive opportunities arise.

 

Continuation vote

In accordance with the Company's Articles of Association, the Board considered continuation of the Company to be in the best interests of shareholders as a whole. The Company's strong portfolio of high-yielding assets, which have outperformed the Benchmark for the current year, has enabled the Company to consistently meet its dividend target, and deliver total returns to shareholders towards the top of its peer group.

 

Dividends

The Board is committed to delivering on its target of paying dividends of 8.00 pps per annum, continuing the Company's track record in paying dividends at this level.  

 

Share buybacks

The Board approved a share buyback programme utilising cash available for this purpose. Details of shares bought back during the year can be found in the Directors' Report in the full Annual Report and Financial Statements.

 

Continued focus on sustainability impact and GRESB score

 

The Board has continued its focus on responsible business practices. More details can be found in the Directors' Report in the full Annual Report and Financial Statements.

 

The Investment Manager meets regularly with its ESG consultant, Evora, to consider initiatives to improve the Company's Global Real Estate Sustainability Benchmark ("GRESB") score.

 

Appointment of new Auditor

Following completion of a competitive tender process, the Board made the decision to appoint BDO LLP as Auditor of the Company for the year ending 31 March 2022 and for the period ending 30 September 2021.

 

Oversight of Investment Manager and Review of Investment Activities

The Board is responsible for the ongoing review of investment activity and performance and the control and supervision of the Investment Manager. During the year, the following key investment activities were approved by the Board:

 

 

 

 

 

 

Further details of the property transactions can be found in the 'Property Portfolio' section of the Investment Manager's Report.

 

Approval

The Strategic Report has been approved and signed on behalf of the Board by:

 

Mark Burton

Chairman

23 June 2021

 

 

Extract from the Directors Report

 

Directors

Mark Burton, non-executive Chairman

Bimaljit ("Bim") Sandhu, non-executive Director

Katrina Hart, non-executive Director

 

Going Concern

The Directors have made an assessment of the Company's ability to continue as a going concern, which takes into consideration the uncertainty caused by the COVID-19 pandemic, as well as the Company's cash flows, financial position, liquidity and borrowing facilities.

 

As at 31 March 2021, the Company had a cash balance of £17.45 million and has subsequently acquired two properties, Arrow Point Retail Park, Shrewsbury, for a gross purchase price of £8.35 million and 15-33 Union Street, Bristol, for a gross purchase price of £10.19 million. The Company has also subsequently drawn £11.00 million of its loan facility.

 

The Company had sufficient headroom against its borrowing covenants when last reported in April 2020. The Company reported a Loan to NAV of 25.15%, so had room for a £69.17 million fall in NAV before reaching the maximum Loan to NAV of 45% per the covenant. This limit can be increased to 55% when the option is exercised by the Company and certain conditions are met, which would allow for a further £15.96 million fall in NAV i.e. a total fall of £85.13 million. The Company also passed its most recent interest cover ratio ('ICR') tests in April 2021, reporting more than double the cover required on both a historical and projected basis.

 

The Company benefits from a secure, diversified income stream from a tenancy profile which is not overly reliant on any one tenant or sector. The Company has now collected over 90% of rents for each collection quarter since the onset of the COVID-19 pandemic.

 

Taking this into consideration, the Directors have reviewed a number of scenarios over 12 months from the date of approval of these financial statements, including a worst case plausible downside scenario which makes the following assumptions:

 

  • failure of 30-35% of tenants (by passing rent);

 

  • collection of 75-80% of remaining rents, with remaining collection deferred for two quarters;

 

  • no new lettings or renewals, other than those where terms have already been agreed;

 

  • a 10% fall in valuations; and

 

  • no new acquisitions or disposals other than those which have completed since the year end (Arrow Point Retail Park, Shrewsbury, and 15-33 Union Street, Bristol, as above).

 

In the above scenario, the Company is forecast to generate a positive cash flow before dividend payments, however it would generate a cash flow much lower than its target dividend of 8 pps per annum. If no further drawdowns of the loan facility were made, the Company would maintain a gearing of 37% throughout the forecast period, meaning a headroom of over £43 million up to the 55% covenant with the option exercised. The Company's cash could be managed through the reduction and/or suspension of dividend payments, which would allow the existing cash resources of c. £7 million at the date of approval of the financial statements to be maintained.

 

In the above scenario, the Company is forecast to pass its ICR tests during the 12 month forecast period with a minimum cover of 7.6:1, compared with the lower limit of 5:1. assuming that no drawdowns or repayments of the facility were to be made. In the unlikely event that the Company were to breach its ICR covenant, it has the ability to cure the breach by placing cash on account with the bank. In the extremely unlikely event that the full balance of the facility was called in, the Company has certain liquid assets which could be realised quickly at, or close to, valuation. The Company could then continue to operate un-geared until it was able to refinance.

 

Given the Company's substantial headroom against its borrowing covenants, the Directors believe that the Company is well placed to manage its financing and business risks, including those associated with COVID-19, and the Directors are confident that the Company will have sufficient funds to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore the financial statements have been prepared on a going concern basis.

 

Viability Statement

The Directors have also assessed the prospects of the Company over a period longer than the 12 months required by the 'Going Concern' provisions. The Board has considered the nature of the Company's assets, liabilities and associated cash flows, and has determined that five years up to 31 March 2026 is the maximum timescale over which the performance of the Company can be forecast with a material degree of accuracy and so is an appropriate period over which to assess the Company's viability.

 

Considerations in support of the assessment of the Company's viability over a five-year period include:

 

  • the current unexpired term under the Company's debt facility stands at 2.6 years, meaning that financing is secure for the majority of the period under consideration;

 

  • the Company's property portfolio has a WAULT of 6.71 years to expiry, representing a secure income stream for the period under consideration;

 

  • the Company benefits from a portfolio which is diversified in terms of sector and location, mitigating the risk of tenant default during the period;

 

  • most leases contain a five-year rent review pattern and therefore an assessment over five years allows the Directors to assess the impact of the portfolio's reversion arising from rent reviews.

 

In assessing the Company's viability, the Board has carried out a thorough review of the Company's business model, including future performance, REIT compliance, liquidity, dividend cover and banking covenant tests over a five-year period.

 

The business model is subject to annual sensitivity analysis, which involves flexing a number of key assumptions underlying the forecasts both individually and in aggregate for normal and stressed conditions. The five-year review also considers whether financing facilities will be renewed as required.

 

The following scenarios were tested, both individually and combined, in an effort to represent a severe but plausible scenario, which might reasonably be expected to arise as a result of the outbreak of COVID-19, amongst other factors:

 

  • reduced rent collection;

 

  • portion of rent written off completely;

 

  • fall in portfolio valuation; and

 

  • increased periods of vacancy.

 

Based on the result of this analysis, the Directors have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the five-year period of their assessment.

 

Subsidiary Company

Details of the Company's subsidiary, AEW UK REIT 2015 Limited, can be found in note 18 to the financial statements.

 

Financial Risk Management

The financial risk management objectives and policies can be found in note 21 to the financial statements.

 

Requirements of the Listing Rules

Listing Rule 9.8.4 requires the Company to include specified information in a single identifiable section of the annual report or a cross reference table indicating where the information is set out. The Directors confirm that there are no disclosures required in relation to Listing Rule 9.8.4.

 

Related Party Transactions

Related party transactions during the year ended 31 March 2021 can be found in note 23 to the financial statements.

 

Post Balance Sheet Events

Post balance sheet events can be found in note 25 to the financial statements.

 

The Directors' Report has been approved by the Board of Directors and signed on its behalf by:

 

Mark Burton

Chairman

23 June 2021

 

 

Statement of Directors' Responsibilities in respect of the Annual Report and Financial Statements

 

The Directors are responsible for preparing the Annual Report and Financial Statements in accordance with applicable law and regulations.

 

Company law requires the Directors to prepare financial statements for each financial year. Under that law they have elected to prepare the financial statements in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006/UK-adopted international accounting standards 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 Company and of its profit or loss for that period. In preparing these financial statements, the Directors are required to:

 

  • select suitable accounting policies and then apply them consistently;

 

  • make judgements and estimates that are reasonable, relevant and reliable;

 

  • state whether they have been prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006/UK-adopted international accounting standards;

 

  • assess the 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 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 Company's transactions and disclose with reasonable accuracy at any time the financial position of the 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 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 comply 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 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 of the Company; and

 

  • the Directors' Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces.

 

We consider the Annual Report and Financial Statements, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's position and performance, business model and strategy.

 

On behalf of the Board

 

Mark Burton

Chairman

23 June 2021

 

 

Non-statutory Accounts

 

The financial information set out below does not constitute the Company's statutory accounts for the year ended 31 March 2021 but is derived from those accounts. Statutory accounts for the year ended 31 March 2021 will be delivered to the Registrar of Companies in due course. The Independent Auditor has reported on those accounts; its report was (i) unqualified, (ii) did not include a reference to any matters to which the Independent Auditor drew attention by way of emphasis without qualifying its report and (iii) did not contain a statement under Section 498 (2) or (3) of the Companies Act 2006. The text of the Independent Auditor's Report can be found in the Company's full Annual Report and Financial Statements on the Company's website.

 

 

Financial Statements

 

 

Statement of Comprehensive Income

for the year ended 31 March 2021

 

 

Notes

Year ended 

31 March 

2021 

£'000 

Year ended 

31 March 

2020 

£'000 

Income

 

 

 

Rental and other income

3

17,491

17,790 

Property operating expenses

4

(3,754)

(1,324)

Impairment loss on trade receivables

 

(944)

(2)

Net rental and other income

 

12,793

16,464 

 

 

 

 

Other operating expenses

5

(1,958)

(1,877)

Directors' remuneration

6

(100)

(115)

Operating profit before fair value changes

 

10,735

14,472 

 

 

 

 

Change in fair value of investment properties

11

5,324

(9,444)

Realised gain on disposal of investment properties

11

7,043

44 

Operating profit

 

23,102

5,072 

 

 

 

 

Finance expense

7

(930)

(1,420)

Profit before tax

 

22,172

3,652 

Taxation

8

-

- 

Profit after tax

 

22,172

3,652 

Other comprehensive income

 

-

- 

Total comprehensive income for the year

 

22,172

3,652 

Earnings per share (pps) (basic and diluted)

9

13.98

2.40 

 

The notes below form an integral part of these financial statements.

 

 

Statement of Changes in Equity

for the year ended 31 March 2021

 

For the year ended

31 March 2021

Notes

Share capital

£'000

Share

premium

account

£'000

Capital  

reserve  

 and  

retained  

earnings* 

£'000  

 

 

 

 

 

 

 

Buyback reserve

£'000

Total capital 

and reserves 

attributable to 

owners of the 

Company 

£'000 

 

 

 

 

 

 

 

Balance at 1 April 2020

 

1,587

56,578

89,698  

-

147,863 

 

 

 

 

 

 

 

Total comprehensive income

 

-

-

22,172  

-

22,172 

Ordinary Shares bought back

19

-

-

-  

(263)

(263)

Share buyback costs

19

-

-

-  

(2)

(2)

Dividends paid

10

-

-

(12,691) 

-

(12,691)

Balance at 31 March 2021

 

1,587

56,578

99,179  

(265)

157,079 

 

 

 

 

 

 

 

For the year ended

31 March 2020

Notes

Share capital

£'000

Share 

premium 

account 

£'000 

Capital  

reserve  

 and  

retained  

earnings*

£'000  

 

 

 

 

Buyback reserve

£'000

Total capital 

and reserves 

attributable to 

owners of the 

Company 

£'000 

 

 

 

 

 

 

 

Balance at 1 April 2019

 

1,515

49,770 

98,171  

-

149,456 

 

 

 

 

 

 

 

Total comprehensive income

 

-

- 

3,652  

-

3,652 

Ordinary Shares issued

19/20

72

     6,928 

-  

-

7,000 

Share issue costs

20

-

(120)

-  

-

(120) 

Dividends paid

10

-

             - 

(12,125) 

-

(12,125)

Balance at 31 March 2020

 

1,587

56,578 

89,698  

-

147,863 

 

* The capital reserve has arisen from the cancellation of part of the Company's share premium account and is a distributable reserve.

 

The notes below form an integral part of these financial statements.

 

 

Statement of Financial Position

as at 31 March 2021

 

Notes

31 March 2021 

£'000 

31 March 2020 

£'000 

 

 

 

 

Assets

 

 

 

Non-Current Assets

 

 

 

Investment property

11

169,092

187,042 

 

 

169,092

187,042 

Current Assets

 

 

 

Investment property held for sale

11

7,251

                      -  

Receivables and prepayments

12

6,977

7,351 

Cash and cash equivalents

 

17,450

9,873 

Other financial assets held at fair value

13

61

14 

 

 

31,739

17,238 

Non-Current Liabilities

 

 

 

Interest bearing loans and borrowings

14

(39,131)

(51,047)

Lease obligations

16

(635)

(635)

 

 

(39,766)

(51,682)

Current Liabilities

 

 

 

Payables and accrued expenses

15

(3,938)

(4,687)

Lease obligations

16

(48)

(48)

 

 

(3,986)

(4,735)

Total Liabilities

 

(43,752)

(56,417)

Net Assets

 

157,079

147,863 

Equity

 

 

 

Share capital

19

1,587

1,587 

Buyback reserve

19

(265)

                      -

Share premium account

20

56,578

56,578 

Capital reserve and retained earnings

 

99,179

89,698 

Total capital and reserves attributable to equity holders

 

157,079

147,863 

Net Asset Value per share (pps)

9

99.15

93.13 

EPRA Net Tangible Assets per share (pps)

9

99.11

93.12 

 

The financial statements were approved by the Board on 23 June 2021 and signed on its behalf by:

 

Mark Burton

Chairman

AEW UK REIT plc (Company number: 09522515)

 

The notes below form an integral part of these financial statements.

 

 

Statement of Cash Flows

for the year ended 31 March 2021

 

Year ended 

31 March 2021 

£'000 

Year ended 

31 March 2020 

£'000 

Cash flows from operating activities

 

 

Profit before tax

22,172 

3,652 

 

 

 

Adjustment for non-cash items:

 

 

Finance expenses

930 

1,420 

(Gain)/loss from change in fair value of investment property

(5,324)

9,444 

Realised gain on disposal of investment properties

(7,043)

(44)

Decrease/(increase) in other receivables and prepayments

374 

(2,882)

(Decrease)/increase in other payables and accrued expenses

(647)

1,424 

Net cash flow generated from operating activities

10,462 

13,014 

Cash flows from investing activities

 

 

Purchase of and additions to investment properties

(5,983)

(358)

Disposal of investment properties

29,049 

44 

Net cash used in investing activities

23,066 

(314)

Cash flows from financing activities

 

 

Proceeds from issue of Ordinary Share capital

-

7,000 

Share buyback cash paid

(263)

                       -

Share issue costs

-

(120)

Share buyback costs

(2)

                       -

Loan (repayment)/drawdown

(12,000)

1,500 

Arrangement loan facility fee paid

(13)

(39)

Premium for interest rate caps

(63)

- 

Finance costs

(919)

(1,174)

Dividends paid

(12,691)

(12,125)

Net cash used in financing activities

(25,951)

(4,958)

Net increase in cash and cash equivalents

7,577 

7,742 

Cash and cash equivalents at start of the year

9,873 

2,131 

Cash and cash equivalents at end of the year

17,450 

9,873 

 

 

 

 

The notes below form an integral part of these financial statements.

 

Notes to the Financial Statements

for the year ended 31 March 2021

 

1. Corporate information

AEW UK REIT plc (the 'Company') is a closed ended Real Estate Investment Trust ('REIT') incorporated on 1 April 2015 and domiciled in the UK. The registered office of the Company is 6th Floor, 65 Gresham Street, London, EC2V 7NQ.

 

The Company's Ordinary Shares were listed on the Official List of the FCA and admitted to trading on the Main Market of the London Stock Exchange on 12 May 2015.

 

The nature of the Company's operations and its principal activities are set out in the Strategic Report above.

 

2. Accounting policies

 

2.1 Basis of preparation

These financial statements are prepared and approved by the Directors in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 ('Adopted IFRSs'). Following Brexit, the Company is required to use the UK adopted international accounting standards for financial years beginning after the 1 January 2021. These standards were identical as of the 1 January 2021 and for the remainder of the accounting period.

 

These financial statements have been prepared under the historical cost convention, except for investment property and interest rate derivatives 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 when otherwise indicated.

 

The Company is exempt by virtue of Section 402 of the Companies Act 2006 from the requirement to prepare group financial statements. These financial statements present information solely about the Company as an individual undertaking.

 

New standards, amendments and interpretations

The Company has considered and applied the following new standards and amendments to existing

standards which are required for the accounting period beginning on 1 April 2020:

 

  • Amendments to IFRS 16 COVID-19 Related Rent Concessions, the amendments provide relief to lessees from applying IFRS 16 guidance on lease modification accounting for rent concessions arising as a direct consequence of the COVID-19 pandemic. The Company has not received any concessions for its ground rent costs and therefore accounting treatment has not been affected.

 

The following standards and amendments have been considered, but have had no impact on the Company for the reporting period:

 

  • Amendments to IFRS 3: Definition of a Business, the amendment to IFRS 3 Business Combinations clarifies that to be considered a business, an integrated set of activities and assets must include, at a minimum, an input and a substantive process that, together, significantly contribute to the ability to create output. Furthermore, it clarifies that a business can exist without including all the inputs and processes needed to create outputs.

 

  • Amendments to IAS 1 and IAS 8 Definition of Material, the amendments provide a new definition of material, the amendments clarify that materiality will depend on the nature or magnitude of information, either individually or in combination with other information, in the context of the financial statements. A misstatement of information is material if it could reasonably be expected to influence decisions made by the primary users.

 

  • Revised Conceptual Framework for Financial Reporting, the Conceptual Framework is not a standard, and none of the concepts contained therein override the concepts or requirements in any standard. The revised Conceptual Framework includes some new concepts, updated definitions and recognition criteria for assets and liabilities and clarifies some important concepts.

 

There are a number of new standards and amendments to existing standards which have been published and are mandatory for the Company's accounting periods beginning on or after 1 April 2021 or later. The Company is not adopting these standards early. The following are the most relevant to the Company:

 

  • Interest Rate Benchmark Reform - Phase 2 (Amendments to various standards: IFRS 9 'Financial Instruments', IAS 39 'Financial Instruments; Recognition and Measurement', IFRS 7 'Financial Instruments: Disclosures', IFRS 4 'Insurance Contracts' and IFRS 16 'Leases')

 

  • Amendments to IAS 1 'Presentation of Financial Statements (effective 1 January 2022)

 

  • Amendments to IFRS 3 'Business Combinations' (effective 1 January 2022)

 

The Company does not expect the adoption of the new accounting standards issued but not yet effective to have a significant impact on its financial statements.

 

2.2 Significant accounting judgements and estimates

The preparation of financial statements in accordance with IFRS requires the Directors of the Company 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.

 

There are not considered to be any judgements which have a significant effect on the amounts recognised in the financial statements, however, there is an estimate that will have a significant effect on the amounts recognised in the financial statements:

 

i) Valuation of investment property

The Company's investment property is held at fair value as determined by the independent valuer on the basis of fair value in accordance with the internationally accepted RICS Appraisal and Valuation Standards. Details of the considerations made in respect of the estimation are further detailed in note 11.

 

2.3 Segmental information

In accordance with IFRS 8, the Company considers each of its properties to be an individual operating segment, which are aggregated into one reporting segment, being investment in property in the UK.

 

2.4 Going concern

The Directors have made an assessment of the Company's ability to continue as a going concern, which takes into consideration the uncertainty caused by the COVID-19 pandemic, as well as the Company's cash flows, financial position, liquidity and borrowing facilities.

 

As at 31 March 2021, the Company had a cash balance of £17.45 million and has subsequently acquired two properties, Arrow Point Retail Park, Shrewsbury, for a gross purchase price of £8.35 million and 15-33 Union Street, Bristol, for a gross purchase price of £10.19 million. The Company has also subsequently drawn £11.00 million of its loan facility.

 

The Company had sufficient headroom against its borrowing covenants when last reported in April 2020. The Company reported a Loan to NAV of 25.15%, so had room for a £69.17 million fall in NAV before reaching the maximum Loan to NAV of 45% per the covenant. This limit can be increased to 55% when the option is exercised by the Company and certain conditions are met, which would allow for a further £15.96 million fall in NAV i.e. a total fall of £85.13 million. The Company also passed its most recent interest cover ratio ('ICR') tests in April 2021, reporting more than double the cover required on both a historical and projected basis.

 

The Company benefits from a secure, diversified income stream from a tenancy profile which is not overly reliant on any one tenant or sector. The Company has now collected over 90% of rents for each collection quarter since the onset of the COVID-19 pandemic.

 

Taking this into consideration, the Directors have reviewed a number of scenarios over 12 months from the date of approval of these financial statements, including a worst case plausible downside scenario which makes the following assumptions:

 

  • failure of 30-35% of tenants (by passing rent);

 

  • collection of 75-80% of remaining rents, with remaining collection deferred for two quarters;

 

  • no new lettings or renewals, other than those where terms have already been agreed;

 

  • a 10% fall in valuations; and

 

  • no new acquisitions or disposals other than those which have completed since the year end (Arrow Point Retail Park, Shrewsbury, and 15-33 Union Street, Bristol, as above).

 

In the above scenario, the Company is forecast to generate a positive cash flow before dividend payments, however would generate a cash flow much lower than its target dividend of 8 pps per annum. If no further drawdowns of the loan facility were made, the Company would maintain a gearing of 37% throughout the forecast period, meaning a headroom of over £43 million up to the 55% covenant with the option exercised. The Company's cash could be managed through the reduction and/or suspension of dividend payments, which would allow the existing cash resources of c. £7 million at the date of approval of the financial statements to be maintained.

 

In the above scenario, the Company is forecast to pass its ICR tests during the 12 month forecast period with a minimum cover of 7.6:1, compared with the lower limit of 5:1. assuming that no drawdowns or repayments of the facility were to be made. In the unlikely event that the Company were to breach its ICR covenant, it has the ability to cure the breach by placing cash on account with the bank. In the extremely unlikely event that the full balance of the facility was called in, the Company has certain liquid assets which could be realised quickly at, or close to, valuation. The Company could then continue to operate un-geared until it was able to refinance.

 

Given the Company's substantial headroom against its borrowing covenants, the Directors believe that the Company is well placed to manage its financing and business risks, including those associated with COVID-19, and the Directors are confident that the Company will have sufficient funds to meet its liabilities as they fall due for at least 12 months from the date of the approval of the financial statements have been prepared on a going concern basis.

 

2.5 Summary of significant accounting policies

The principal accounting policies applied in the preparation of these financial statements are set out below.

 

a) Presentation currency

These financial statements are presented in Sterling, which is the functional and presentational currency of the Company. The functional currency of the Company is principally determined by the primary economic environment in which it operates. The Company did not enter into any transactions in foreign currencies during the year.

 

b) Revenue recognition

 

i) Rental income

Rental income receivable under operating leases is recognised on a straight-line basis over the lease term.

 

Lease incentives, including rent free periods and payment to tenants, are also allocated to the Statement of Comprehensive Income on a straight-line basis over the lease term. The value of resulting accrued rental income is deducted from the valuation as provided by the valuer to arrive at the carrying value.

 

A modification to an operating lease in the form of a new lease incentive is accounted for as a new lease from the effective date of the modification. Any lease incentive existing on a modified lease will then be spread evenly over the new remaining life of the lease.

 

Contingent rental income is calculated based off actual turnover and is recognised when it is raised.

 

Amounts received from tenants to terminate leases or to compensate for dilapidations are recognised in the Statement of Comprehensive Income when the right to receive them arises.

 

Service charge income receivable under operating leases is charged based on budgeted service charge expenditure for a given property over a given service charge year. This income is recognised on a straight-line basis over the service charge year and any balance credits or charges on reconciliation following the end of the service charge year are recognised at the time they arise.

 

ii) Deferred income

Deferred income is any rental income that has been invoiced to the tenant but relates to future periods. It is reported as a current liability in the Statement of Financial Position.

 

c) Dividend income

Dividend income is recognised in profit or loss on the date the entity's right to receive a dividend is established.

 

d) 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.

 

e) 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 recognition criteria are met.

 

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 independent valuer on the basis of a full valuation with physical inspection at least once a year. Any valuation of an immovable by the independent valuer must be undertaken in accordance with the current issue of RICS Valuation - Professional Standards (the 'Red Book').

 

The determination of the fair value is based upon the income capitalisation approach. This approach involves applying capitalisation yields to current and future rental streams net of income voids arising from vacancies or rent-free periods and associated running costs. These capitalisation yields and estimated rental values are based on comparable property and leasing transactions in the market using the valuer's professional judgement and market observation. Other factors taken into account in the valuations include the tenure of the property, tenancy details, capital values of fixtures and fittings, environmental matter and the overall repair and condition of the property.

 

For the purposes of these 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 the profit or loss in the year of retirement or disposal.

 

f) Investments in subsidiaries

AEW UK REIT 2015 Limited is the subsidiary of the Company. The subsidiary was dormant during the current and previous reporting period. The investment in the subsidiary is stated at cost less impairment and shown in note 18.

 

The Company has taken advantage of the exemption as permitted by Section 405 of the Companies Act 2006, therefore the subsidiary is not consolidated as its inclusion is not material for the purposes of giving a true and fair view.

 

g) Investment property held for sale

Investment property is classified as held for sale when it is being actively marketed at year end and it is highly probable that the carrying amount will be recovered principally through a sale transaction within 12 months.

 

Investment property classified as held for sale is included within current assets within the Statement of Financial Position and measured at fair value.

 

h) Derivative financial instruments

Derivative financial instruments, comprising interest rate caps for hedging purposes, are initially recognised at fair value and are subsequently measured at fair value, being the estimated amount that the Company would receive or pay to terminate the agreement at the period end date, taking into account current interest rate expectations and the current credit rating of the Company and its counterparties. Premiums payable under such arrangements are initially capitalised into the Statement  of Financial Position.

 

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs significant to the fair value measurement as a whole. Changes in fair value of interest rate derivatives are recognised within finance expenses in profit or loss in the period in which they occur.

 

i) Cash and cash equivalents

Cash and short-term deposits in the Statement of Financial Position comprise cash at bank and short-term deposits with an original maturity of three months or less.

 

j) Receivables

Rent and other receivables are initially recognised at fair value and subsequently at amortised cost. Impairment provisions are recognised based upon an expected credit loss model. The Company has made an assessment of expected credit losses at each period end, using the simplified approach where a lifetime expected loss allowance is always recognised over the expected life of the financial instrument. Any adjustment is recognised in profit or loss as an impairment gain or loss.

 

Expected credit losses are assessed based on the Company's historical credit loss experience, adjusted for factors which are specific to the tenant and current and forecast economic conditions in general. If confirmation is received that a trade receivable will not be collected, the carrying value of the asset will be written off against the associated impairment provision.

 

k) Capital prepayments

Capital prepayments are made for the purpose of acquiring future property assets and held as receivables within the Statement of Financial Position. When the asset is acquired, the prepayments are capitalised as a cost of purchase. Where a purchase is not successful, these costs are expensed within profit or loss as abortive costs in the period.

 

l) Other payables and accrued expenses

Other payables and accrued expenses are initially recognised at fair value and subsequently held at amortised cost.

 

m) Rent deposits

Rent deposits represent cash received from tenants at inception of a lease and are subsequently transferred to the rent agent to hold on behalf of the Company.

 

n) 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.

 

When the lifetime of a floating rate facility is extended, and this is considered to be a non-substantial modification, the effective interest rate is revised to reflect changes in market rates of interest.

 

o) Provisions

A provision is recognised in the Statement of Financial Position when the Company 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.

 

p) Dividend payable to shareholders

Equity dividends are recognised when they become legally payable.

 

q) 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.

 

r) Leases

Leases where the Company is lessee are capitalised at the lease commencement, at present value of the minimum lease payments, and held as both a right-to-use asset and a liability within the Statement of Financial Position.

 

s) 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 Company 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 period, using tax rates applicable in the period.

 

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 substantively enacted at the period end date.

 

t) European Public Real Estate Association

The Company has adopted 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 to 31 March 2021, audited EPS and NAV calculations under EPRA's methodology are included in note 9 and further unaudited measures are included below.

 

u) Capital and reserves

Share capital

Share capital is the nominal amount of the Company's Ordinary Shares in issue.

 

Buyback reserve

Buyback reserve represents the cost of the Company's Ordinary Shares reacquired by the Company.

 

Share premium

Share premium relates to amounts subscribed for share capital in excess of nominal value less associated issue costs of the subscriptions.

 

Capital reserve

The capital reserve represents the cancelled share premium less dividends paid from this reserve. This is a distributable reserve.

 

Retained earnings

Retained earnings represent the profits of the Company less dividends paid from revenue profits to date. Unrealised gains on the revaluation of investment properties contained within this reserve are not distributable until they crystallise on the sale of the investment property. The cumulative unrealised losses contained within this reserve at 31 March 2020 is £5.44 million (31 March 2020: £10.76 million).

 

  1. Revenue

 

Year ended  

31 March 2021  

£'000  

Year ended

31 March 2020

£'000

Rental income

15,714  

17,418

Service charge income

1,535*

-

Dilapidation income received

197  

372

Lease surrender income

45  

-

Total revenue

17,491  

17,790

 

 

 

 

*For the current year, service charge income has been presented gross to reflect the Company's role as principal in its agreements with tenants whereas in comparative years they have been presented net. The gross service charge income for the year ended 31 March 2020 was £1.82 million. The difference in presentation is considered to be immaterial and has no impact on profit.

 

 

  1. Property operating expenses

 

 

Year ended 

31 March 2021 

£'000 

Year ended

31 March 2020

£'000

Recoverable service charge expense

1,5351

-

Non-recoverable service charge expense

1,1662

436

Other property operating expenses

1,053 

888

Total property operating expenses

3,754 

1,324

 

1 For the current year, recoverable service charge expenditure has been presented gross to reflect the Company's role as principal in its agreements with tenants whereas in comparative years they have been presented net. The gross service charge expenditure for the year ended 31 March 2020 was £1.82 million. The difference in presentation is considered to be immaterial and has no impact on profit.

 

2 Of the c. £1,166,000 non-recoverable service charge expenditure, c. £768,000 relates to Bank Hey Street, Blackpool which includes costs relating to the remedial works as detailed in the Investment Manager's Report.

 

 

  1. Other operating expenses

 

 

Year ended

31 March 2021

£'000

Year ended

31 March 2020

£'000

Investment management fee

1,229

1,308

Operating costs

594

463

Auditor remuneration

135

106

Total other operating expenses

1,958

1,877

 

 

Year ended   

31 March 2021   

£'000   

Year ended   

31 March 2020   

£'000   

Audit

 

 

Statutory audit of Annual Report and Financial Statements

110   

82   

 

110   

82   

Non-audit

 

 

ISRE 2410 review (interim review fee)

25   

24   

 

25   

   24   

Total fees paid to KPMG LLP

135   

106   

Percentage of total fees attributed to non-audit services

19%

23%

 

 

  1. Directors' remuneration

 

Year ended

31 March 2021

£'000

Year ended

31 March 2020

£'000

Directors' fees

95

107

Tax and social security

5

8

Total remuneration

100

115

 

 

 

 

A summary of the Directors' remuneration is set out in the Directors' Remuneration Report in the Full Annual Report and Financial Statements.

 

There are no other members of key management personnel other than the Directors.

 

 

  1. Finance expenses

 

Year ended

31 March 2021

£'000

Year ended

31 March 2020

£'000

Interest payable on loan borrowings

722

1,108

Amortisation of loan arrangement fee

97

110

Commitment fees payable on loan borrowings

95

54

 

914

1,272

Charge in fair value of interest rate derivatives

16

148

Total

930

1,420

 

 

 

 

 

  1. Taxation

 

Year ended 

31 March 2021 

£'000 

Year ended

31 March 2020

£'000

Tax charge reconciliation:

 

 

 

 

 

Analysis of tax charge in the year

 

 

Profit before tax

22,172

3,652 

Theoretical tax at UK corporation tax standard rate of 19% (2020: 19.00%)1

 

4,213

694 

Adjusted for:

 

 

Exempt REIT income

(1,863)

(2,488)

Non-taxable investment profit

(2,350)

1,786 

Unrealised management expenses not recognised

-

8 

Total tax charge

-

- 

 

 

 

 

Factors that may affect future tax charges

Due to the Company's status as a REIT and the intention to continue meeting the conditions required to obtain approval as a REIT in the foreseeable future, the Company has not provided deferred tax on any capital gains and losses arising on the revaluation or disposal of investments.


1 The Corporation Tax rate will remain at 19% for the next financial year. As announced by the Chancellor in the 2021 budget the tax rate will increase to 25% from April 2023.

 

 

  1. Earnings per share and NAV per share

 

Year ended 

31 March 2021 

Year ended 

31 March 2020 

Earnings per share:

 

 

Total comprehensive income (£'000)

22,172 

3,652 

Weighted average number of shares

158,620,910 

152,208,919 

Earnings per share (basic and diluted) (pence)

13.98 

2.40 

 

 

 

EPRA earnings per share:

 

 

Total comprehensive income (£'000)

22,172 

3,652 

Adjustment to total comprehensive income:

 

 

Change in fair value of investment properties (£'000)

(5,324)

9,444 

Realised gain on disposal of investment properties (£'000)

(7,043)

(44)

Change in fair value of interest rate derivatives (£'000)

16 

148 

Total EPRA Earnings (£'000)

9,821 

13,200 

EPRA earnings per share (basic and diluted) (pence)

6.19 

8.67 

 

 

 

Net assets (£'000)

157,079 

147,863 

Ordinary Shares in issue

158,424,746 

158,774,746 

NAV per share (pence)

99.15 

93.13 

 

Earnings per share ('EPS') amounts are calculated by dividing profit for the period attributable to ordinary equity holders of the Company by the weighted average number of Ordinary Shares in issue during the year.

 

 

Current measures

Previous measures

 

 

 

As at 31 March 2021

 

 

EPRA 

NTA 

£'000 

 

 

EPRA 

NRV 

£'000 

 

 

EPRA

NDV

 £'000

 

 

EPRA 

NAV 

£'000 

 

 

EPRA

NNNAV

£'000

IFRS NAV attributable to shareholders

157,079 

157,079 

157,079

157,709 

157,709

Mark-to-market adjustment of derivatives

(61)

(61)

-

(61)

-

Real estate transfer tax and other purchasers' costs1

- 

11,814 

-

- 

-

At 31 March 2021

157,018 

168,832 

157,079

157,018 

157,079

Number of Ordinary Shares

158,424,746 

158,424,746 

158,424,746

158,424,746 

158,424,746

NAV per share

99.11p

106.57p

99.15p

99.11p

99.15p

 

 

Current measures

Previous measures

 

 

 

As at 31 March 2020

 

 

EPRA 

NTA 

£'000 

 

 

EPRA 

NRV 

£'000 

 

 

EPRA

NDV

 £'000

 

 

EPRA 

NAV 

£'000 

 

 

EPRA

NNNAV

£'000

IFRS NAV attributable to shareholders

147,863 

147,863 

147,863

147,863 

147,863

Mark-to-market adjustment of derivatives

(14)

(14)

- 

(14)

-

Real estate transfer tax and other purchasers' costs1

- 

12,494 

-

- 

-

At 31 March 2020

147,849 

160,343 

147,863

147,849 

147,863

Number of Ordinary Shares

158,774,746 

158,774,746 

158,774,746

158,774,746 

158,774,746

NAV per share

93.12p

100.99p

93.13p

93.12p

93.13p

 

1 EPRA Net Tangible Assets ('EPRA NTA') and EPRA Net Disposal Value ('EPRA NDV') are calculated using property values in line with IFRS, where values are net of Real Estate Transfer Tax ('RETT') and other purchasers' costs. RETT and other purchasers' costs are added back when calculating EPRA Net Reinstatement Value ('EPRA NRV') and have been estimated at 6.6% of the net valuation provided by Knight Frank.

 

 

  1. Dividends paid

 

 

 

Dividends paid during the year

Year ended

31 March 2021

£'000

Year ended

31 March 2020

£'000

Represents four interim dividends of 2.00 pps each

12,691

12,125

 



Dividends relating to the year

Year ended

31 March 2021

£'000

Year ended

31 March 2020

£'000

Represents four interim dividends of 2.00 pps each

12,684

12,269

 

Dividends paid during the year relate to Ordinary Shares only.

 

  1. Investments

 

11.a) Investment property

 

31 March 2021

 

 

Investment 

property 

freehold 

£'000 

Investment 

property 

leasehold 

£'000 

Total 

£'000 

31 March 

2020 

Total 

£'000 

UK investment property

 

 

 

 

As at beginning of the year

147,400

41,900 

189,300 

197,605 

Purchases and capital expenditure in the year

5,977

6 

5,983 

358 

Disposals in the year

-

(22,006)

(22,006)

- 

Revaluation of investment properties

7,373

(1,650)

5,723 

(8,663)

Valuation provided by Knight Frank

160,750

18,250 

179,000 

189,300 

Adjustment to carrying value for lease incentive debtor

 

 

(3,340)

(2,941)

Adjustment for lease obligations*

 

 

683 

683 

Total investment property

 

 

176,343 

187,042 

Classified as:

 

 

 

 

Investment property held for sale#

 

 

7,251 

-

Investment property

 

 

169,092 

187,042

 

 

 

176,343 

187,042

 

 

 

 

 

Change in fair value of investment property

 

 

 

 

Change in fair value before adjustments for lease incentives

 

 

5,723 

(8,663)

Adjustment for movement in the year:

 

 

 

 

in value of lease incentive debtor

 

 

(399)

(781)

 

 

 

5,324 

(9,444)

 

 

 

 

 

Gains realised on disposal of investment property

 

 

 

 

Net proceeds from disposals of investment property during the year

 

 

29,049 

44 

Fair value at beginning of period

 

 

(22,006)

             -

 

 

 

(7,043)

44 

 

 

 

 

 

* Adjustment in respect of minimum payment under head leases separately included as a liability within the Statement of Financial Position.

 

# 225 Bath Street, Glasgow, has been classified as held-for-sale as contracts to sell the property were exchanged in October 2020 and it is expected that the transaction will be completed within the next 12 months.

 

Valuation of investment property

Valuation of investment property 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 Company's investment property 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 is based upon the income capitalisation approach. This approach involves applying capitalisation yields to current and future rental streams net of income voids arising from vacancies or rent-free periods and associated running costs. These capitalisation yields and estimated rental values are based on comparable property and leasing transactions in the market using the valuer's professional judgement and market observation. Other factors taken into account in the valuations include the tenure of the property, tenancy details, capital values of fixtures and fittings, environmental matter and the overall repair and condition of the property.

 

11.b) Fair value measurement hierarchy

The following table provides the fair value measurement hierarchy for investments:

 

 

Quoted prices in active markets (Level 1)

£'000

Significant observable inputs

(Level 2)

£'000

Significant unobservable inputs

(Level 3)

£'000

Total

£'000

Assets measured at fair value
 

 

 

 

 

31 March 2021

Investment property
 

-

-

 


176,343

 


176,343

31 March 2020

Investment property

-

-

187,042

187,042

 

Explanation of the fair value hierarchy:

 

Level 1 - Quoted prices for an identical instrument in active markets;

 

Level 2 - Prices of recent transactions for identical instruments and valuation techniques using observable market data; and

 

Level 3 - Valuation techniques using non-observable data.

 

There have been no transfers between Level 1 and Level 2 during either period, nor have there been any transfers in or out of Level 3.

 

Sensitivity analysis to significant changes in unobservable inputs within Level 3 of the hierarchy

The significant unobservable inputs used in the fair value measurement categorised within Level 3 of the fair value hierarchy of the entity's portfolio of investment property are:

 

  1. ERV

 

2) Equivalent 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 discount rate/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 are as follows:

 



Class

Fair Value

£'000

Valuation

Technique

Significant

Unobservable Inputs

Range

31 March 2021

 

 

 

 



Investment property*

179,000

Income capitalisation

ERV

Equivalent yield

£0.50 - £75.00

5.76% - 10.37%

 

 

 

 

 

31 March 2020

 

 

 

 



Investment Property*

189,300

Income capitalisation

ERV

Equivalent yield

£0.50 - £105.00

5.71% - 10.54%

 

* Valuation per Knight Frank LLP.

 

Where possible, sensitivity of the fair values of Level 3 assets are tested to changes in unobservable inputs against reasonable alternatives.

 

Gains and losses recorded in profit or loss for recurring fair value measurements categorised within Level 3 of the fair value hierarchy are attributable to changes in unrealised gains or losses relating to investment property held at the end of the reporting period.

 

With regards to investment property, gains and losses for recurring fair value measurements categorised within Level 3 of the fair value hierarchy, prior to adjustment for rent free debtor and rent guarantee debtor where applicable, are recorded in profit or loss.

 

 

Change in ERV

Change in equivalent yield

 

£'000

£'000

£'000

£'000

Sensitivity analysis

+5%

-5%

+5%

-5%

31 March 2021

Resulting fair value of investment property

 

 

183,818

 

 

168,394

 

 

170,487

 

 

187,847

31 March 2020

Resulting fair value of investment property

197,146

180,075

179,906

199,956

 

 

Change in ERV

Change in equivalent yield

 

£'000

 

£'000

 

£'000

 

£'000

 

Sensitivity analysis

+10%

-10%

+10%

-10%

31 March 2021

Resulting fair value of investment property

 

 

191,699

 

 

160,864

 

 

162,986

 

 

197,965

31 March 2020

Resulting fair value of investment property

205,933

171,723

171,241

211,640

 

 

Change in ERV

Change in equivalent yield

 

£'000

£'000

£'000

£'000

Sensitivity analysis

+15%

-15%

+15%

-15%

31 March 2021

Resulting fair value of investment property

 

 

199,642

 

 

153,345

 

 

156,136

 

 

209,264

31 March 2020

Resulting fair value of investment property

214,777

163,364

163,327

224,687

 

Given the current volatility in the property market, the above levels of sensitivity of unobservable inputs are considered to demonstrate plausible scenarios in the near future and a reasonable resulting range of movement in valuation.

 

 

  1. Receivables and prepayments

 

31 March 2021 

£'000 

31 March 2020 

£'000 

Receivables

 

 

Rent debtor

3,252 

2,579 

Allowance for expected credit losses

(995)

(190)

Rent agent float account

724 

1,486 

Other receivables

627 

                    115

Dilapidations receivable

- 

372 

 

3,608 

4,362 

Lease incentive debtor

3,340 

                 2,941

 

6,948 

7,303 

 

 

 

Prepayments

 

 

Property related prepayments

4 

16 

Other prepayments

25 

32 

 

29 

48 

Total

6,977 

7,351 

 

 

 

 

The aged debtor analysis of receivables is as follows:

 

 

31 March 2021

£'000

31 March 2020

£'000

Less than three months

3,416

4,317

Between three and six months

192

45

Between six and twelve months

-

-

Total

3,608

4,362

 

Expected credit losses have been assessed on receivables balances on an individual tenant-by-tenant basis. The risk of credit loss applied to each tenant is assessed based on information including, but not limited to: external credit ratings; financial statements; press information; previous experience of losses or late payment; discussions with the property manager and the tenant.

 

This assessment identified a number of receivables balances due from tenants known to be in financial difficulty or having already entered into a Company Voluntary Arrangement ('CVA') or administration. In these instances, a provision against the full balance of the receivable has been applied.

 

The assessment also identified receivables balances subject to dispute by tenants who are financially stable but unwilling to pay. The recoverability of these balances was subject to a decision by the Court, and as such, an assessment of the probability of a positive decision was made, and an appropriate provision rate was applied against these balances and other receivables balances which would have also been subject to application of the Court ruling. Post year-end, the Court ruled in favour of the Company and these balances were recovered in full.

 

The below table presents the exposure to these classes of identified credit risk and the associated provision made against the receivables balances:

 

 

 

 

 

 

              Receivables £'000

Rate

%

Provision

31 March 2021

£'000

Provision

31 March 2020

£'000

Identified financial difficulties

415

100

415

190

Subject to Court ruling

972

60

580

-

No identified financial difficulties


6,556

 
-


 -


-

Total

7,943

-

995

190

 

The movement in the allowance for impairment in respect of trade receivables during the year was as follows:

 

 

31 March 2021

£'000

31 March 2020

£'000

At the beginning of the year

190

39

Remeasurement of loss allowance

805

151

At the end of the year

995

4,362

 

 

  1. Interest rate derivatives

 

31 March 2021 

£'000 

31 March 2020 

£'000 

At the beginning of the year

14 

162 

Interest rate cap premium paid

63 

- 

Changes in fair value of interest rate derivatives

(16)

(148)

At the end of the year

61 

14 

 

The Company is protected from a significant rise in interest rates as it currently has interest rate caps in effect which cap the interest rate at 1.00% on a notional value of £51.50 million. As a result, the loan was 130% hedged as at 31 March 2021 (31 March 2020: 71%).

 

Fair value hierarchy

 

The following table provides the fair value measurement hierarchy for interest rate derivatives:

 

 

 

 

 

Valuation date

Quoted prices in

active markets

(Level 1)

£'000

Significant

observable input

(Level 2)

£'000

Significant

unobservable

inputs

(Level 3)

£'000

Total

£'000

31 March 2021

-

61

-

61

31 March 2020

-

14

-

14

 

The fair value of these contracts are recorded in the Statement of Financial Position as at the year end.

 

There have been no transfers between Level 1 and Level 2 during the year, nor have there been any transfers between Level 2 and Level 3 during the year.

 

The carrying amount of all assets and liabilities, detailed within the Statement of Financial Position, is considered to be the same as their fair value.

 

 

  1. Interest bearing loans and borrowings

 

31 March 2021 

£'000 

31 March 2020 

£'000 

At the beginning of the year

51,500 

50,000 

Bank borrowings drawn in the year

- 

1,500 

Bank borrowings repaid in the year

(12,000)

                        - 

Interest bearing loans and borrowings

39,500 

51,500 

 

 

 

Unamortised loan arrangement fees

(369)

(453)

At the end of the year

39,131 

51,047 

Repayable between 2 and 5 years

39,500 

51,500 

Undrawn facility at the year end

20,500 

8,500 

Total facility

60,000 

60,000 

 

 

 

 

The Company has a £60.00 million (31 March 2020: £60.00 million) credit facility with RBSi of which £39.50 million (31 March 2020: £51.50 million) has been utilised as at 31 March 2021.

 

Under the terms of the Prospectus, the Company has a target gearing equivalent to 35.00% Loan to NAV. As at 31 March 2021, the Company's gearing was 25.15% Loan to NAV (31 March 2020: 34.83%).

 

Under the terms of the loan facility, the Company can draw up to 35.00% Loan to NAV at drawdown. As at 31 March 2021, the Company could draw a further £15.48 million up to the maximum 35.00% (31 March 2020: £0.25 million)

 

Borrowing costs associated with the credit facility are shown as finance costs in note 7 to these financial statements.

 

 

31 March 2021 

31 March 2020 

Facility

                     £60.00 million

£60.00 million 

Drawn

                     £39.50 million

£51.50 million 

Gearing (Loan to GAV)

22.07%

27.21%

Gearing (Loan to NAV)

25.15%

34.83%

 

Interest rate

1.44% all-in

(LIBOR + 1.4%)

2.10% all-in

(LIBOR + 1.4%)


Notional value of Loan Balance Hedged

 

130.4%


70.9%

 

In line with recent announcements from the Bank of England and the FCA, UK borrowings will be transitioning from the London Interbank Offer Rate ('LIBOR') benchmark to Sterling Overnight Index Average ('SONIA') benchmark in due course. There is expected to be negligible cost involved in the borrowing facility transition.

 

Reconciliation to cash flows from financing activities

 

 

31 March 2021 

£'000 

31 March 2020 

£'000 

 

 

 

Balance at the beginning of the year

51,047 

49,476 

 

 

 

Changes from financing cash flows

 

 

Loan drawdown

- 

1,500 

Loan repaid

(12,000)

                              - 

Loan arrangement fees

(13)

(39)

Total changes from financing cash flows

(12,013)

1,461 

 

 

 

Other changes

 

 

Amortisation of loan arrangement fees

97 

110 

Interest expense

722 

1,108 

Interest paid

(824)

(1,120)

Changes in loan interest payable

102 

                             12 

Total other changes

97 

110 

Balance at the end of the year

39,131 

51,047 

 

 

 

 

 

  1. Payables and accrued expenses

 

 

31 March 2021

£'000

31 March 2020

£'000

Deferred income

2,567

2,906

Accruals

783

814

Other creditors

588

967

Total

3,938

4,687

 

 

 

 

 

  1. Lease obligations as lessee

Leases as lessee are capitalised at the lease's commencement at the present value of the minimum lease payments. The present value of the corresponding rental obligations are included as liabilities.

 

The following table analyses the minimum lease payments under non-cancellable leases:

 

 

31 March 2021

£'000

31 March 2020

£'000

Not later than one year

48

48

Later than one year but not later than five years

159

159

Later than five years

476

476

 

635

635

Total

683

683

 

 

 

 

 

17. Guarantees and commitments

As at 31 March 2021, there were capital commitments of £67,667 (31 March 2020: £nil) relating to the

purchase of land adjacent to the Company's existing holding at Gresford Industrial Estate, Wrexham.

 

Lease commitments - as lessor

The Company has entered into commercial property leases on its investment property portfolio. These non-cancellable leases have a remaining term of between zero and 24 years.

 

Future minimum rentals receivable under non-cancellable operating leases as at 31 March 2021 are as follows:

 

 

31 March 2021

£'000

31 March 2020

£'000

Within one year

14,492

15,325

After one year but not more than five years

32,750

37,828

More than five years

22,726

24,596

Total

69,968

77,749

 

During the year ended 31 March 2021, there were contingent rents totalling £204,623 (year ended 31 March 2020: £188,872) recognised as income.

 

 

18. Investment in subsidiary

The Company has a wholly-owned subsidiary, AEW UK REIT 2015 Limited:

 

Name and company number

Country of registration

and incorporation

Principal activity

Ordinary Shares held

AEW UK REIT 2015 Limited

(Company number 09524699)

England and Wales

Dormant

100%

 

AEW UK REIT 2015 Limited is a subsidiary of the Company incorporated in the UK on 2 April 2015. At 31 March 2021, the Company held one share, being 100% of the issued share capital. AEW UK REIT 2015 Limited is dormant and the cost of the subsidiary is £0.01 (31 March 2020: £0.01). The registered office of AEW UK REIT 2015 Limited is 6th Floor, 65 Gresham Street, London, EC2V 7NQ.

 

 

19. Issued share capital

 

 

31 March 2021

31 March 2020

 

£'000 

Number of Ordinary Shares

£'000

Number of Ordinary Shares

Ordinary Shares (nominal value £0.01 per share) authorised, issued and fully paid

 

 

 

 

At the beginning of the year

1,587 

158,774,746

1,515

151,558,251



Issued on admission to trading on the London Stock Exchange on 28 February 2020

 

 

- 

 

 

-

 

 

72

 

 

7,216,495

At the end of the year

1,587 

158,774,746

1,587

158,774,746

 

 

 

 

 

Treasury Shares

 

 

 

 

At the beginning of the year

- 

-

-

-

Share buybacks on 14 October 2020

(154)

200,000

-

-

Share buybacks on 3 November 2020

(111)

150,000

-

-

At the end of the year

(265)

350,000

-

-


Total Ordinary Share capital excluding treasury shares

 

1,587 

 

158,424,746

 

1,587

 

158,774,746

 

During the year, 350,000 (31 March 2020: nil) Ordinary Shares with a nominal value of £0.01 (31 March 2020: £nil) and representing 0.22% of the issued share capital, were bought back and placed in treasury for an aggregate consideration of £265,000 (31 March 2020: £nil). No Ordinary Shares were bought back for cancellation (31 March 2020: nil). No Ordinary Shares were cancelled from treasury during the year (31 March 2020: nil).

 

The allotted, called up and fully paid shares at 31 March 2021 consisted of 158,774,746 Ordinary Shares.

 

20. Share premium account

 

 

31 March

2021

£'000

31 March 

2020 

£'000 

The share premium relates to amounts subscribed for share capital in excess of nominal value:

 

 

Balance at the beginning of the year

56,578

49,770 

Issued on admission to trading on the London Stock Exchange on

28 February 2020

-

6,928 

Share issue cost

-

(120)

Balance at the end of the year

56,578

56,578 

 

 

21. Financial risk management objectives and policies

 

21.1 Financial assets and liabilities

The Company's principal financial assets and liabilities are those derived from its operations: receivables and prepayments, cash and cash equivalents and payables and accrued expenses. The Company's other principal financial liabilities are interest bearing loans and borrowings, the main purpose of which is to finance the acquisition and development of the Company's property portfolio.

 

Set out below is a comparison by class of the carrying amounts and fair value of the Company's financial instruments that are carried in the financial statements.

 

 

31 March 2021

31 March 2020

 

Book Value

£'000

Fair Value

£'000

Book Value

£'000

Fair Value

£'000

Financial assets

 

 

 

 

Receivables1

3,608

3,608

4,362

4,362

Cash and cash equivalents

17,450

17,450

9,873

9,873

Other financial assets held at fair value

61

61

14

14

 

 

 

 

 

Financial liabilities

 

 

 

 

Interest bearing loans and borrowings

39,131

39,500

51,047

51,500

Payables and accrued expenses2

1,064

1,064

1,532

1,532

Financial lease obligations

683

683

683

683

 

1 Excludes lease incentive debtor and prepayments.

2 Excludes tax, VAT liabilities and deferred income.

 

Interest rate derivatives are the only financial instruments classified as fair value through profit and loss. All other financial assets and financial liabilities are measured at amortised cost. All financial instruments were designated in their current categories upon initial recognition.

 

Fair value measurement hierarchy has not been applied to those classes of asset and liability stated above which are not measured at fair value in the financial statements. The difference between the fair value and book value of these items is not considered to be material.

 

21.2 Financing management

The Company's activities expose it to a variety of financial risks: market risk, real estate risk, credit risk and liquidity risk.

 

The Company's objective in managing risk is the creation and protection of shareholder value. Risk is inherent in the Company'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 Company in the management of its portfolio are as follows:

 

Market price risk

Market price risk is the risk that future values of investments in direct property and related property investments will fluctuate due to changes in market prices. To manage market price risk, the Company diversifies its portfolio geographically in the United Kingdom 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 Investment Management Committee of the Investment Manager meets twice monthly and reserves the ultimate decision with regards to investment purchases or sales. In order to monitor property valuation fluctuations, the Investment Manager 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.

 

Real estate risk

The Company is exposed to the following risks specific to its investment property:

 

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. In addition, property valuation is inherently subjective due to the individual characteristics of each property, and thus, coupled with illiquidity in the markets, makes the valuation in the investment property difficult and inexact.

 

No assurances can be given that the valuations of properties will be reflected in the actual sale prices even where such sales occur shortly after the relevant valuation date.

 

There can be no certainty regarding the future performance of any of the properties acquired for the Company. The value of any property can go down as well as up. Property and property-related assets are inherently subjective as regards value due to the individual nature of each property. As a result, valuations are subject to uncertainty.

 

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 Company.

 

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 Company by failing to meet a commitment it has entered into with the Company.

 

It is the Company's policy to enter into financial instruments with reputable counterparties. All cash deposits are placed with an approved counterparty, The Royal Bank of Scotland International Limited.

 

In respect of property investments, in the event of a default by a tenant, the Company will suffer a rental shortfall and additional costs concerning re-letting the property. The Investment Manager monitors tenant arrears in order to anticipate and minimise the impact of defaults by occupational tenants.

 

The table below shows the Company's exposure to credit risk:

 

 

As at

31 March 2021

£'000

As at

31 March 2020

£'000

Receivables (excluding incentives and prepayments)

3,608

4,362

Cash and cash equivalents

17,450

9,873

Total

21,058

14,235

 

Liquidity risk

Liquidity risk arises from the Company's management of working capital, the finance charges and principal repayments on its borrowings. It is the risk that the Company will encounter difficulty in meeting its financial obligations as they fall due, as the majority of the Company's assets are investment properties and therefore not readily realisable. The Company's objective is to ensure it has sufficient available funds for its operations and to fund its capital expenditure. This is achieved by continuous monitoring of forecast and actual cash flows by management.

 

The table below summarises the maturity profile of the Company's financial liabilities based on contractual undiscounted payments:

 

31 March 2021

On

demand

£'000

< 3

months

£'000

3-12

months

£'000

1-5

years

£'000

> 5

years

£'000

Total

£'000

Interest bearing loans and borrowings

-

142

427

40,388

-

40,957

Payables and accrued expenses

-

1,064

-

-

-

1,064

Lease obligation

-

-

51

205

4,205

4,461

 

-

1,206

478

40,593

4,205

46,482

 

 

 

 

 

 

 

31 March 2020

On

demand

£'000

<3

months

£'000

3-12

months

£'000

1-5

years

£'000

> 5

years

£'000

Total

£'000

Interest bearing loans and borrowings

-

270

811

54,203

-

55,284

Payables and accrued expenses

-

1,532

-

-

-

1,532

Lease obligation

-

-

51

205

4,256

4,512

 

-

1,802

862

54,408

4,256

61,328

 

 

22. Capital management

The primary objectives of the Company's capital management are to ensure that it continues to qualify for UK REIT status and complies with its banking covenants.

 

To enhance returns over the medium term, the Company utilises borrowings on a limited recourse basis for each investment or all or part of the total portfolio. The Company's policy is to target a borrowing level of 35.00% Loan to NAV and this is the maximum gearing permitted at drawdown under the terms of the facility.

 

Alongside the Company's borrowing policy, the Directors intend, at all times, to conduct the affairs of the Company so as to enable the Company to qualify as a REIT for the purposes of Part 12 of the CTA 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 Company remained compliant with in this reporting year.

 

The monitoring of the Company's level of borrowing is performed primarily using a Loan to NAV ratio and is reported to the lender on a quarterly basis against the financial covenants of the facility. At the year-end, the Company had a Loan to NAV ratio of 25.15% (31 March 2020: 34.83%).

 

Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. During the year under review, the Company did not breach any of its loan covenants, nor did it default on any of its other obligations under its loan agreements.

 

23. Transactions with related parties

As defined by IAS 24 Related Parties Disclosures, 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.

 

For the year ended 31 March 2021, the Directors of the Company are considered to be the key management personnel. Details of amounts paid to Directors for their services can be found within note 6, Directors' remuneration and the Director's remuneration report in the Full Annual Report and Financial Statements.

 

AEW UK Investment Management LLP is the Company's Investment Manager and has been appointed as AIFM. Under the terms of the Investment Management Agreement, the Investment Manager is responsible for the day-to-day discretionary management of the Company's investments subject to the investment objective and investment policy of the Company and the overall supervision of the Directors.

 

The Investment Manager is entitled to receive a quarterly management fee in respect of its services calculated at the rate of one-quarter of 0.9% of the prevailing NAV (excluding uninvested proceeds from fundraisings).

 

During the year, the Company incurred £1,228,849 (31 March 2020: £1,308,301) in respect of investment management fees and expenses, of which £315,825 (31 March 2020: £311,683) was outstanding as at 31 March 2021.

 

24. Segmental information

The Board of Directors retains overall control of the Company but the Investment Manager (AEW UK Investment Management LLP) has certain authorities and fulfils the function of allocating resource to, and assessing the performance of the Company's operating segments and is therefore considered to be the Chief Operating Decision Maker ('CODM'). In accordance with IFRS 8, the Company considers each of its properties to be an individual operating segment. The CODM allocates resources, and reviews the performance of, the Company's portfolio on a property-by-property basis and discrete financial information is available for each individual property.

 

These operating segments have similar economic characteristics and, as such, are aggregated into one reporting segment, being investment in property and property-related investments in the UK.

 

25. Events after reporting date

 

Dividend

On 28 April 2021, the Board declared its fourth interim dividend of 2.00pps in respect of the period from 1 January 2021 to 31 March 2021. This was paid on 28 May 2021, to shareholders on the register as at 1 May 2021. The ex-dividend date was 29 April 2021.

 

Property acquisitions

In May 2021, the Company acquired Arrow Point Retail Park in Shrewsbury for a purchase price of £8.35 million. The established retail park is located on a busy commercial estate and is fully let. The estate provides a net initial yield of 8.7%.

 

In June 2021, the Company acquired 15-33 Union Street for a purchase price of £10.19 million. 15-33 Union Street occupies a prominent location in Bristol city centre, opposite The Galleries Shopping Centre and near Cabot Circus, Bristol's premier retail destination. Located on a busy thoroughfare for pedestrians, the 65,238 sq ft site experiences high footfall and is ideally suited for retail or leisure units. Constructed in 2001, the property currently comprises five purpose built split-level retail or leisure units over four floors and road access to both Union Street and Fairfax Street. Four of the five units are let to three household names and a successful local retailer. The remaining unit is currently vacant, with the vendor providing a 12 month guarantee. We are currently in discussions with a number of parties who are keen to occupy this space. The location of the site has been identified as a major regeneration area and it offers the ability for further growth through development.

 

Court ruling

Post year-end, the Company announced the successful outcome of the legal action against two well-funded national tenants to recover unpaid rent. £0.52 million has been provided for as expected credit loss relating to these tenants in these financial statements and subsequent to the court ruling all rent arrears of these tenants have been received.

 

 

EPRA Unaudited Performance Measures

 

EPRA disclosures are widely used across the listed property sector and, as such, have been presented below to aid comparison with other companies in this sector.

 

Detailed below is a summary table showing the EPRA performance measures of the Company

 

All EPRA performance measures have been calculated in line with EPRA Best Practices Recommendations Guidelines which can be found at www.epra.com.

 

MEASURE AND DEFINITION

PURPOSE

PERFORMANCE

1. EPRA Earnings

Earnings for 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.

 

 

£9.82 million/6.19 pps

 

EPRA earnings for year to  31 March 2021 (31 March 2020: £13.20 million/8.67 pps)

2. EPRA Net Tangible Assets ('NTA')

Assumes that entities buy and sell assets, thereby crystallising certain levels of unavoidable deferred tax.

 

 

 

 

 

 

 

The EPRA NAV set of metrics make adjustments to the NAV per the IFRS financial statements to provide stakeholders with the most relevant information on the fair value of the assets and liabilities of a real estate investment company, under different scenarios.

 

 

£157.02 million/99.11 pps

 

EPRA NTA itas at 31 March 2021 (31 March 2020: £147.85 million/93.12 pps)

3. EPRA Net Reinstatement Value ('NRV')

Assumes that entities never sell assets and aims to represent the value required to rebuild the entity.

 

 

£168.83 million/106.57 pps

 

EPRA NRV as at 31 March 2021 (31 March 2020 £160.34 million/100.99 pps)

4. EPRA Net Disposal Value

('NDV')

Represents the shareholders' value under a disposal scenario, where deferred tax, financial instruments and certain other adjustments are

calculated to the full extent of their liability, net of any resulting tax.

 

 

£157.08 million/99.15pps

 

EPRA NDV as at 31 March 2021 (31 March 2020 £147.86 million/93.13pps)

5. EPRA Net Initial Yield ('NIY')

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 portfolio X compares with portfolio Y.

 

 

7.37%

 

EPRA NIY as at 31 March 2021 (31 March 2020: 8.26%)

6. EPRA 'Topped-Up' NIY

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 portfolio X compares with portfolio Y.

 

 

 

 

8.12%

 

EPRA 'Topped-Up' NIY as at 31 March 2021 (31 March 2020: 8.66%)

7. EPRA Vacancy Rate

Estimated Market Rental Value ('ERV') of vacant space divided by ERV of the whole portfolio.

 

A 'pure' (%) measure of investment property space that is vacant, based on ERV.

 

 

 

 

 

8.96%

 

EPRA Vacancy Rate as at 31 March 2021 (31 March 2020: 3.68%)

8. EPRA Cost Ratio

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.

 

 

32.94%

 

EPRA Cost Ratio (including direct vacancy costs) as at 31 March 2021 (31 March 2020: 18.75%)

 

22.58%

 

EPRA Cost Ratio (excluding direct vacancy costs) as at 31 March 2021 (31 March 2020: 13.76%)

 

9. EPRA Capital Expenditure

Property which has been held at both the current and comparative balance sheet dates for which there has been no significant development.

 

 

A measure used to illustrate change in comparable capital values.

 

 

£5.98 million for the year ended

31 March 2021 (31 March 2020:

£0.36 million)

10. EPRA Like-for-like Rental Growth

Net growth generated by assets

which were held by the Company throughout both the current and comparable periods which there has been no significant development which materially impacts upon income.

 

 

 

A measure used to illustrate change in comparable income values.

 

 

 

-£1.08 million/-6.80 % for the year

ended 31 March 2021 (31 March 2020: £0.29 million/1.71%)

 

 

 

Calculation of EPRA NTA, EPRA NRV and EPRA NDV

 

In October 2019, EPRA issued new best practice recommendations (BPR) for financial guidelines on its definitions of NAV measures: EPRA Net Tangible Assets (NTA), EPRA Net Reinvestment Value (NRV) and EPRA Net Disposal Value (NDV). The Company has adopted these new guidelines and applies them in the Annual Report for the year ended 31 March 2021.

 

The Company considers EPRA NTA to be the most relevant NAV measure for the Company and we are now reporting this as our primary NAV measure, replacing our previously reported EPRA NAV and EPRA NNAV per share metrics. EPRA NTA excludes the cumulative fair value adjustments for debt-related derivatives which are unlikely to be realised.

 

Earnings per share (EPS) amounts are calculated by dividing profit for the period attributable to ordinary equity holders of the Company by the weighted average number of Ordinary Shares in issue during the year.

 

 

Current measures

Previous measures

 

 

 

As at 31 March 2021

 

 

EPRA 

NTA 

£'000 

 

 

EPRA 

NRV 

£'000 

 

 

EPRA

NDV

 £'000

 

 

EPRA 

NAV 

£'000 

 

 

EPRA

NNNAV

£'000

IFRS NAV attributable to shareholders

157,079 

157,079 

157,079

157,709 

157,709

Mark-to-market adjustment of derivatives

(61)

(61)

-

(61)

-

Real estate transfer tax and other purchasers' costs1

- 

11,814 

-

- 

-

At 31 March 2021

157,018 

168,832 

157,079

157,018 

157,079

Number of Ordinary Shares

158,424,746 

158,424,746 

158,424,746

158,424,746 

158,424,746

NAV Per share

99.11p

106.57p

99.15p

99.11p

99.15p

 

 

Current measures

Previous measures

 

 

 

As at 31 March 2020

 

 

EPRA 

NTA 

£'000 

 

 

EPRA 

NRV 

£'000 

 

 

EPRA

NDV

 £'000

 

 

EPRA 

NAV 

£'000 

 

 

EPRA

NNNAV

£'000

IFRS NAV attributable to shareholders

147,863 

147,863 

147,863

147,863 

147,863

Mark-to-market adjustment of derivatives

(14)

(14)

- 

(14)

-

Real estate transfer tax and other purchasers' costs1

- 

12,494 

-

- 

-

At 31 March 2020

147,849 

160,343 

147,863

147,849 

147,863

Number of Ordinary Shares

158,774,746 

158,774,746 

158,774,746

158,774,746 

158,774,746

NAV Per share

93.12p

100.99p

93.13p

93.12p

93.13p

 

1 EPRA NTA and EPRA NDV are calculated using property values in line with IFRS, where values are net of Real Estate Transfer Tax (RETT) and other purchasers' costs. RETT and other purchasers' costs are added back when calculating EPRA NRV, and have been estimated at 6.6% of the net valuation provided by Knight Frank.

 

 

Year ended
31 March
2021
£'000

Year ended
31 March
 2020
£'000

Investment property - wholly-owned

179,000

189,300

Allowance for estimated purchasers' costs at 6.6%

11,814

12,872

Grossed-up completed property portfolio valuation (B)

190,814

202,172

 

 

 

Annualised cash passing rental income

15,051

17,361

Property outgoings

(993)

(670)

Annualised net rents (A)

14,058

16,691

 

 

 

Rent from expiry of rent-free periods and fixed uplifts*

1,439

826

 

 

 

'Topped-up' net annualised rent (C)

15,497

17,517

 

 

 

EPRA NIY (A/B)

7.37%

8.26%

EPRA 'topped-up' NIY (C/B)

8.12%

8.66%

 

* rent-free periods expire by July 2021.

 

EPRA NIY basis of calculation

EPRA NIY is calculated as the annualised net rent, divided by the grossed-up value of the completed property portfolio valuation.

 

The valuation of the grossed-up completed property portfolio is determined by the Company's external valuers as at 31 March 2021, plus an allowance for estimated purchaser's costs. Estimated purchaser's costs are determined by the relevant stamp duty liability, plus an estimate by our valuers of agent and legal fees on notional acquisition. The net rent deduction allowed for property outgoings is based on the Company's valuers' assumptions on future recurring non-recoverable revenue expenditure.

 

In calculating the EPRA 'topped-up' NIY, the annualised net rent is increased by the total contracted rent from expiry of rent-free periods and future contracted rental uplifts.

 

 

Calculation of EPRA Vacancy Rate

 

Year ended   
31 March 2021   
£'000   

Year ended   
31 March 2020   
£'000   

 

 

 



Annualised potential rental value of vacant premises  (A)

 



1,482   

641   



Annualised potential rental value for the complete property portfolio (B)

 



16,538   

17,420   

 

 

 

EPRA Vacancy Rate (A/B)

8.96%

3.68%

 

 

Calculation of EPRA Cost Ratios

 

Year ended   

31 March 2021   

£'000   

Year ended   

31 March 2020   

£'000   

 

 

 

Administrative/operating expense per IFRS income statement

 

5,221   

3,319   

Less: ground rent costs

(66)  

(66)  

EPRA costs (including direct vacancy costs) (A)

5,155   

3,253   

 

 

 

Direct vacancy costs (see Glossary in full Annual Report and Financial Statements for further details)

 

(1,622)  

(865)  

EPRA costs (excluding direct vacancy costs) (B)

                       3,533   

2,388   

 

 

 

Gross rental income less ground rent costs (C)

                     15,648   

17,352   

 

 

 

EPRA Cost Ratio (including direct vacancy costs) (A/C)

 

32.94%

18.75%

EPRA Cost Ratio (excluding direct vacancy costs) (B/C)

 

22.58%

13.76%

 

The Company has not capitalised any overhead or operating expenses in the accounting years disclosed above.

 

Only costs directly associated with the purchase or construction of properties as well as all subsequent value-enhancing capital expenditure are capitalised.

 

Like-for-like rental growth

 

The table below sets out the like-for-like for rental growth of the portfolio, by sector, in accordance with EPRA Best Practices Recommendations.

 

Sector

Rental income

 from like-for-like portfolio

2021

£m

Rental income

 from like-for-like portfolio

2020

£m

Like-for-like 

 rental 

 growth 

£m 

Like-for-like 

 rental 

growth 

% 

Industrial

8.14

8.43

(0.29)

(3.44)

Office

2.44

2.82

(0.38)

(13.48)

Leisure

1.55

1.55

-  

- 

Standard Retail

2.07

2.48

(0.41)

(16.53)

Retail Warehouse

0.61

0.61

- 

- 

Total

14.81

15.89

(1.08)

(6.80)

 

The like-for-like rental growth is based on changes in rental income for those properties which have been held for the duration of both the current and prior reporting years. This represents a portfolio valuation, as assessed by the valuer, of £173.60 million (year ended 31 March 2020: £181.95 million).

 

Capital Expenditure

 

The table below sets out the capital expenditure of the portfolio in accordance with EPRA Best Practice Recommendations.

 

Sector

2021   

£'000   

2020   

£'000   

Acquisitions

5,778   

-   

Investment properties - no incremental lettable space

205   

358   

Total purchases and capital expenditure

5,983   

358   

 

 

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 +44 (0)370 707 1341 or email: web.queries@computershare.co.uk. Please note that from 19 July 2021, the Company's Registrar will change to Link Group. Further information and details will be communicated at the appropriate time.

 

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

158,424,746

SEDOL Number

BWD2415

ISIN Number

GB00BWD24154

Ticker/TIDM

AEWU

 

Share Prices

The Company's Ordinary Shares are traded on the premium segment of the Main Market of the London Stock Exchange.

 

Frequency of NAV publication:

The Company's NAV is released to the London Stock Exchange on a quarterly basis and is published on the Company's website.

 

Annual and Half-Yearly Reports

Copies of the Annual and Half-Yearly Reports are available from the Company's website.

 

Financial Calendar

 

8 September 2021

Annual General Meeting

30 September 2021

Half-year end

November 2021

Announcement of half-yearly results

31 March 2022

Year end

June 2022

Announcement of annual results

 

Dividends

The following table summarises the amounts distributed to equity shareholders in respect of the period:

 

 

£

Interim dividend for the period 1 April 2020 to 30 June 2020

(payment made on 28 August 2020)

 

3,175,495

Interim dividend for the period 1 July 2020 to 30 September 2020 (payment made on 30 November 2020)

 

3,171,495

Interim dividend for the period 1 October 2020 to 31 December 2020

(payment made on 28 February 2021)

 

3,168,495

Interim dividend for the period 1 January 2021 to 31 March 2021

(payment made on 28 May 2021)

 

3,168,495

 

 

Total

12,683,980

 

 

 

 

Directors

Mark Burton (Non-executive Chairman)

Katrina Hart (Non-executive Director)

Bimaljit (''Bim'') Sandhu (Non-executive Director)

 

Registered Office

6th Floor

65 Gresham Street

London

EC2V 7NQ

 

Company Website

www.aewukreit.com

 

Investment Manager and AIFM

AEW UK Investment Management LLP

33 Jermyn Street

London

SW1Y 6DN

 

Tel: 020 7016 4880

Website: www.aewuk.co.uk

 

Property Manager

Mapp

180 Great Portland Street

London

W1W 5QZ

 

Corporate Broker

Liberum

Ropemaker Place

25 Ropemaker Street

London

EC2Y 9LY

 

Legal Adviser

Gowling WLG (UK) LLP

4 More London Riverside

London

SE1 2AU

 

Depositary

Langham Hall UK LLP

8th Floor

1 Fleet Place

London

EC4M 7RA

 

Administrator

Link Alternative Fund Administrators Limited

Beaufort House

51 New North Road

Exeter

EX4 4EP

 

Company Secretary

Link Company Matters Limited

6th Floor

65 Gresham Street

London

EC2V 7NQ

 

Current Registrar (until 18 July 2021)

Computershare Investor Services PLC

The Pavilions

Bridgwater Road

Bristol BS13 8AE

 

Registrar from 19 July 2021

Link Group

10th Floor

Central Square

29 Wellington Street

Leeds LS1 4DL

 

Current Auditor

KPMG LLP

15 Canada Square

Canary Wharf

London

E14 5GL

 

Valuer

Knight Frank LLP

55 Baker Street

London

W1U 8AN

 

 

Copies of the Annual Report and Financial Statements

Printed copies of the Annual Report will be sent to shareholders shortly and will be available on the Company's website.

 

National Storage Mechanism

A copy of the Annual Report and Financial Statements will be submitted shortly to the National Storage Mechanism ('NSM') and will be available for inspection at https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism.

 

LEI: 21380073LDXHV2LP5K50
 

END

ISIN:

GB00BWD24154

Category Code:

ACS

TIDM:

AEWU

LEI Code:

21380073LDXHV2LP5K50

OAM Categories:

1.1. Annual financial and audit reports

Sequence No.:

113200

EQS News ID:

1210782

 

End of Announcement

EQS News Service

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