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Fri 29 Feb 2008, 16:57 PAP - Pangbourne - Reviewed interim results for th
PAP
 PAP                                                                             
PAP - Pangbourne - Reviewed interim results for the six months ended 31 December
2007                                                                            
Pangbourne Properties Limited                                                   
(Incorporated in the Republic of South Africa)                                  
Registration No. 1987/002352/06                                                 
Share code: PAP     ISIN: ZAE000005252                                          
("Pangbourne" or "the Company")                                                 
REVIEWED INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2007              
Issued share capital 297 561 759 (31 December 2006: 246 635 621) (30 June 2007: 
262 939 169) ordinary shares of 1 cent each                                     
Issued debentures 2 678 055 831 (31 December 2006: 2 219 720 589) (30 June 2007:
2 364 667 191) unsecured variable rate debentures of 50 cents each              
Issued combined units 297 561 759 (31 December 2006: 246 635 621) (30 June 2006:
262 939 169)                                                                    
Weighted average combined units 272 149 957 (31 December 2006: 242 963 325) (30 
June 2007: 247 579 797)                                                         
ABRIDGED CONSOLIDATED INCOME STATEMENT                                          
                            Reviewed    Unaudited      Audited                  
                            Six         Six months     Year                     
months                                              
                            ended       ended          ended                    
R`000                        31.12.07    31.12.06       30.06.07                
Revenue                       392 828     281 952        694 653                
Straight-line operating       13 353      6 665          17 104                 
lease adjustment                                                                
                             406 181     288 617        711 757                 
Net building costs            52 108      30 024         84 686                 
Administration costs          74 816      47 013         103 399                
Cost of trading and           -           25 585         62 570                 
developed properties sold                                                       
Cost of investments held-    -           -               41 052                 
for-trade                                                                       
Profit from rental income,    279 257     185 995        420 050                
investment income and fees                                                      
received                                                                        
Net revaluation of            102 728     54 036         278 383                
investment properties                                                           
Attributable to straight     -            (6 665)        (17 104)               
line operating lease                                                            
adjustment                                                                      
Gross revaluation of          102 728     60 701         295 487                
investment properties                                                           
Net profit on disposal of    -            7 249         -                       
investment held-for-trade                                                       
Goodwill - written off       -            (15 101)      -                       
Net profit/(loss) on          864         (1 132)        8 343                  
disposal of investment                                                          
properties                                                                      
Amortisation and              (14 744)    (2 273)        (8 228)                
impairment of intangible                                                        
asset                                                                           
Fair value adjustment on     -            (3 986)        (3 986)                
units issued during the                                                         
year                                                                            
Profit on dilution of        -           -               1 731                  
subsidiary                                                                      
Profit before financing       368 105     224 788        696 293                
costs and taxation                                                              
Interest received             27 878      9 458          32 859                 
Finance costs                (137 011)    (77 251)       (201 764)              
Movement in fair value of     (5 979)     29 856         81 050                 
interest rate swaps                                                             
Profit before taxation and    252 993     186 851        608 438                
distribution to                                                                 
unitholders                                                                     
Debenture interest - debt     (61 575)    (55 964)       (104 244)              
portion                                                                         
Total distribution to         (61 575)    (128 251)      (265 591)              
combined unitholders                                                            
Debenture interest -                                                            
equity portion, disclosed                                                       
in statement                                                                    
of changes in equity         -            69 773         156 139                
Dividends - disclosed in     -            2 514          5 208                  
statement of changes in                                                         
equity                                                                          
Amortised debenture          -            (1 765)        (3 671)                
interest                                                                        
Profit before taxation        191 418     129 122        500 523                
Taxation                      (53 336)    (14 985)       (111 084)              
Notional taxation reversed   -            (20 234)       (45 280)               
in statement of changes in                                                      
equity                                                                          
Share of (loss)/profit        (19 172)    38 802         186 653                
including dilution gain                                                         
from associate                                                                  
Profit for the period         118 910     132 705        530 812                
Attributable to:                                                                
Equity holders of the         118 761     132 255        521 327                
Company                                                                         
Minority interest             149         450            9 485                  
118 910     132 705        530 812                 
RECONCILIATION BETWEEN EARNINGS AND HEADLINE EARNINGS                           
                          Profit before         Taxation                        
                          taxation                                              
Cents                Cents                 
                          R`000       per unit  R`000     per unit              
Profit attributable to      172 097    62,23     (53 336)   (19,59)             
equity holders                                                                  
Adjustments                                                                     
  Net revaluation of                                                            
  investment properties   (102 728)   (37,75)    26 981    9,92                 
  Impairment of                                                                 
intangible asset        9 792       3,60      (2 840)   (1,05)                
  Net (profit)/loss on                                                          
  disposal of investment                                                        
  properties               (864)      (0,32)     125       0,05                 
Adjustments for                                                               
  associates              925         0,33      -         -                     
  Cumulative tax effect                                                         
  on adjustments          -          -          -         -                     
Headline earnings for      79 222      29,09     (29 070)   (10,67)             
shareholders                                                                    
Debenture interest                                                              
- debt portion              61 575     22,63     (17 857)  (6,57)               
Headline earnings for       140 797    51,72     (46 927)   (17,24)             
combined unitholders                                                            
RECONCILIATION BETWEEN EARNINGS AND HEADLINE EARNINGS (CONTINUED)               
                                                Six months to                   
31.12.06                        
                                                (Restated and                   
                                                unaudited)                      
                                                                                
Profit                                                
                          after taxation                                        
                                                                                
                                    Cents                 Cents                 
R`000      per unit   R`000     per unit              
Profit after share of       118 761   43,64       132 255   54,43               
profit from associates                                                          
Adjustments                                                                     
Net revaluation of                                                            
  investment properties   (75 747)   (27,83)     (54 036)  (22,24)              
  Impairment of                                                                 
  intangible asset        6 952      2,55        15 101    6,22                 
Net (profit)/loss on                                                          
  disposal of investment                                                        
  properties               (739)     (0,27)      1 132     0,47                 
  Adjustments for                                                               
associates               925       0,33        (30 033)  (12,36)              
  Cumulative tax effect                                                         
  on adjustments          -         -           16 078    6,62                  
Headline earnings for       50 152    18,42       80 947    33,14               
shareholders                                                                    
Debenture interest                                                              
- debt portion              43 718    16,06      39 734     16,35               
Headline earnings for       93 870    34,48      120 231    49,49               
combined unitholders                                                            
RECONCILIATION BETWEEN EARNINGS AND HEADLINE EARNINGS (CONTINUED)               
                                             Year ended                         
                                             30.06.07                           
(Restated)                         
                                                         Cents                  
                                             R`000       per unit               
Profit after share of profit from             521 327     210,57                
associates                                                                      
Adjustments                                                                     
  Net revaluation of                                                            
  investment properties                      (278 383)   (112,44)               
Impairment of                                                                 
  intangible asset                           -           -                      
  Net (profit)/loss on                                                          
  disposal of investment                                                        
properties                                 (8 343)     (3,37)                 
  Adjustments for                                                               
  associates                                 (223 955)   (90,46)                
  Cumulative tax effect                                                         
on adjustments                             113 578     45,88                  
Headline earnings for shareholders            124 224     50,18                 
Debenture interest                                                              
- debt portion                                74 013      29,89                 
Headline earnings for combined unitholders    198 237     80,07                 
                                 Reveiwed   Unaudited    Audited                
                                 Six         Six months   Year                  
                                 months     to           to                     
to                                             
                                 31.12.07   31.12.06     30.06.07               
Diluted and non-diluted earnings  43,64      54,43        210,57                
per combined unit (cents)                                                       
Diluted and non-diluted headline   34,48     49,49        80,07                 
earnings per combined unit                                                      
(cents)                                                                         
Distribution per combined unit    57,50      52,00        114,00                
(cents)                                                                         
                                                                                
Diluted and non-diluted earnings  59,70      70,79        240,46                
per share (cents)                                                               
Diluted and non-diluted headline   18,42     33,14        50,18                 
earnings per share (cents)                                                      
Distribution per share (cents)    0,00       1,03         2,10                  
                                                                                
R`000                                                                           
Distributions to combined                                                       
unitholders                                                                     
Debenture interest debt portion    61 575     55 964       104 244              
Debenture interest equity         -           69 773       156 139              
portion                                                                         
Dividends                         -           2 514        5 208                
Total distribution                 61 575     128 251      265 591              
ADDITIONAL INFORMATION FOR INVESTORS (Unaudited)                                
for the period ended 31 December 2007                                           
Compliance with International Financial Reporting Standards (IFRS) and their    
application on the property loan stock structure, which is unique to South      
Africa, has made it difficult for users to interpret these financial statements.
The information set out in the table below has been disclosed to assist readers 
to determine the basis on which the interim distribution per weighted average   
number of combined units in issue was calculated.                               
A reconciliation has been included showing the accounting adjustments that were 
not taken into account in calculating the interim distribution.                 
DISTRIBUTABLE EARNINGS                                                          
                                Six months Six months  Year                     
ended      ended       ended                    
R`000                            31.12.07   31.12.06    30.06.07                
Revenue                           392 828    271 768     616 756                
Rentals received                  274 189    182 297     428 843                
Financing fees received           28 917     20 084      46 917                 
Promoters` fees received          30 000    -           -                       
Management fees received          13 002     12 445      24 810                 
Interest                          46 720     37 926      88 953                 
Profit on sale of trading        -           3 615       11 832                 
properties                                                                      
- Selling price of trading       -           29 200      56 829                 
properties                                                                      
- Realisation of prior year`s    -          -            17 573                 
unrealised revaluation                                                          
- Cost of trading properties     -           (25 585)    (62 570)               
Profit on sale of investments    -          15 401       15 401                 
held-for-trade                                                                  
- Selling price of investments   -          43 301       48 301                 
held-for-trade                                                                  
- Realisation of prior year`s    -          8 152        8 152                  
unrealised revaluation                                                          
- Cost of investments held-for-  -          (41 052)     (41 052)               
trade                                                                           
Net building costs                (52 108)   (30 024)    (84 686)               
Administration costs              (74 816)   (47 013)    (103 399)              
Interest received                 27 878     9 458       32 859                 
Finance costs                     (137 011)  (77 251)    (201 764)              
South  African normal taxation    (1 960)    (602)       (7 487)                
and STC                                                                         
Minority interest                 499        (450)       (259)                  
Consolidation adjustment for      16 754     6 086       22 906                 
BEE finance costs                                                               
Share of loss from associate     -          -           (12)                    
Consolidation adjustment for     (4 011)     -          7 487                   
Monyetla Property Fund                                                          
Distributable earnings            168 053    131 972     282 401                
Investors` distributable                                                        
earnings per combined unit                                                      
Weighted average number of        272 150    242 963     247 580                
combined units in issue (`000)                                                  
Distributable earnings per        61,75      54,32       114,05                 
combined unit (cents)                                                           
Opening share price (cents)      1 480       1 200       1 200                  
Closing share price (cents)       1 705      1 435       1 480                  
Distribution (cents)              57,5       52,0        114,0                  
Total return (%)                 19         24          33                      
RECONCILIATION TO PROFIT FOR THE PERIOD                                         
                                 Six months Six        Year                     
months                              
                                 ended      ended      ended                    
R`000                             31.12.07   31.12.06   30.06.07                
Distributable earnings             168 053    131 972    282 401                
Revaluation of investment          102 728    54 036     278 383                
properties                                                                      
Straight-line operating lease     13 353     6 665      17 104                  
adjustment                                                                      
Realisation of prior year         -           (8 152)   -                       
revaluation of listed                                                           
investments held-for-trade                                                      
Goodwill written off              -           (15 101)   -                      
Net profit/(loss) on disposal     864         (1 132)    8 343                  
of investment properties                                                        
Amortisation of intangible         (14 744)   (2 273)    (8 228)                
asset                                                                           
Movements in fair value of         (5 979)    29 856     81 050                 
interest rate swaps                                                             
Fair value adjustment on units     -          (3 986)    (3 986)                
issued during the period                                                        
Non-cash portion of profit from   -           38 802     -                      
associates                                                                      
Profit on sale of portion of      -          -           1 731                  
subsidiary                                                                      
Profit before taxation and         264 275    230 687    656 798                
distribution to combined                                                        
unitholders (excluding normal                                                   
taxation, STC and equity                                                        
earnings)                                                                       
Debenture interest                 (61 575)   (55 964)   (265 591)              
Amortised debenture interest      -           (1 765)    (3 671)                
Dividends - disclosed in          -          -          5 208                   
statement of changes in equity                                                  
Debenture interest - equity                                                     
portion, disclosed in statement                                                 
of changes in equity              -          -          156 139                 
Profit before taxation                                                          
(excluding normal taxation,                                                     
STC and equity earnings)           202 700    172 958    548 883                
Taxation                           (51 376)   (14 383)   (103 597)              
Notional taxation reversed in      -          (20 234)   (45 280)               
statement of changes in equity                                                  
Consolidation adjustment for      4 011      -          (7 487)                 
Monyetla Property Fund                                                          
Minority interest                 (499)       450        259                    
Consolidation adjustment for       (16 754)   (6 086)    (22 906)               
BEE finance costs                                                               
Realisation of prior year`s       -          -          (25 725)                
unrealised revaluation relating                                                 
to sale of trading properties                                                   
and sale of investments held-                                                   
for-sale                                                                        
Share of (loss)/profit            (19 172)   -          186 665                 
including dilution gain from                                                    
associates                                                                      
Profit for the period              118 910    132 705    530 812                
Net asset value per unit with      1 321     1 225      1 357                   
iFour and Siyathenga investment                                                 
carried at market value                                                         
including debenture debt                                                        
portion (cents)                                                                 
ABRIDGED CONSOLIDATED BALANCE SHEET                                             
                           Reviewed    Unaudited    Audited                     
                           As at       As at        As at                       
R`000                       31.12.07    31.12.06     30.06.07                   
ASSETS                                                                          
Non-current assets                                                              
Direct and indirect          6 556 560   3 810 317    5 245 080                 
investment in property                                                          
Investment properties*       4 894 771   3 118 829    4 317 530                 
Land held for development   -            27 984       16 085                    
Investment properties        -           (229 535)    (142 512)                 
held for sale                                                                   
Trading stock -             308 852     -            -                          
development projects                                                            
Investments in and loans     1 352 937   893 039      1 053 977                 
to associates                                                                   
Equipment, furniture and     12 388      11 369       12 917                    
fittings                                                                        
Goodwill                     45 693     -             45 693                    
Intangible asset             9 180       15 835       23 924                    
Long-term loans              16 199      4 083        19 137                    
Deposits held                7 984       6 291        7 414                     
Deferred taxation assets     8 057       1 056        4 892                     
Fair value of interest       53 640      7 840        59 619                    
rate derivatives                                                                
Loans to participants of     282 638     150 738      165 540                   
the Unit Purchase Trust                                                         
Current assets                                                                  
Trading properties           -           43 895      -                          
Investment properties        -           229 535      142 512                   
held for sale                                                                   
Receivables                  189 662     160 750      197 505                   
Pre-payments                 48 622      23 326       43 245                    
Other receivables            46 721      65 950       46 383                    
Current portion of long-    -            720         -                          
term loans                                                                      
Bank and cash                13 200      23 226       25 615                    
Total assets                 7 290 544   4 554 931    6 039 476                 
EQUITY AND LIABILITIES                                                          
Capital and reserves         2 538 605   1 601 223    1 969 133                 
Debenture debt portion       1 072 439   905 680      937 445                   
Minority interest            225 247     2 089        222 471                   
Other interest-bearing       3 006 546   1 640 375    2 260 942                 
borrowings                                                                      
Deferred taxation            210 338     97 911       155 005                   
liabilities                                                                     
Current liabilities                                                             
Payables                     70 706      143 640      110 792                   
Current portion of           101 518     35 000       188 248                   
interest-bearing                                                                
borrowings                                                                      
Taxation                     1 522       2 223        43 964                    
Unitholders for              63 623      126 790      151 476                   
distribution                                                                    
                            7 290 544   4 554 931    6 039 476                  
Net debt excluding          45,09       39,21        32,72                      
debenture debt portion:                                                         
income earning assets (%)                                                       
Net asset value per unit     1 214         1 032      1 105                     
and including debenture                                                         
debt portion (cents)                                                            
*The effect of the straight-line operating lease adjustment of                  
R13 353 (June 2007: R17 104) is included in the value of investment properties. 
The cumulative effect of the straight-line operating lease adjustment included  
in investment properties is R68 075 (June 2007: R58 450).                       
ABRIDGED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                            
                             Reviewed    Unaudited    Audited                   
Six months  Six months   Year                      
                             ended       ended        ended                     
R`000                         31.12.07    31.12.06     30.06.07                 
Balance at beginning of        1 983 105   1 471 055    1 472 694               
period                                                                          
Minority interest              -          1 639        -                        
Arising on issue and          -            43 891       14 436                  
repurchase of treasury                                                          
shares during the period                                                        
Arising on issue of units      423 171    -             193 016                 
during the period                                                               
Arising on purchase of        -           -             (120 165)               
shares by subsidiary company                                                    
Fair value adjustment on      -            3 986        3 986                   
units issued during the                                                         
period                                                                          
Dividends paid to minority    -           -             (2 795)                 
Acquisition of subsidiary     -           -             7 188                   
Profit for the period          118 910     132 705      530 812                 
Reversal of notional          -            20 234       45 280                  
taxation on debenture                                                           
interest - equity portion                                                       
Distribution to unitholders:  -            (69 773)     (156 139)               
debenture interest - equity                                                     
portion                                                                         
Distribution to unitholders:  -            (2 514)      (5 208)                 
dividend portion                                                                
Group share of movement in     13 419     -            -                        
associates` company reserves                                                    
Balance at end of period       2 538 605   1 601 223    1 983 105               
ABRIDGED CONSOLIDATED CASH FLOW STATEMENT                                       
                             Reviewed      Unaudited   Audited                  
Six months    Six months  Year                     
                             ended         ended       ended                    
R`000                         31.12.07      31.12.06    30.06.07                
Cash flows from operating      (41 188)      55 405      (46 854)               
activities                                                                      
Cash flows from investing      (1 188 266)   (278 182)   (718 480)              
activities                                                                      
Cash flows from financing      1 217 039     220 701     765 647                
activities                                                                      
Net (decrease)/increase in     (12 415)      (2 076)     313                    
cash and cash equivalents                                                       
Cash and cash equivalents at   25 615        25 302      25 302                 
beginning of period                                                             
Cash and cash equivalents at   13 200        23 226      25 615                 
end of period                                                                   
SEGMENTAL INFORMATION                                                           
Listed              Pro-                   
                                     invest-             perty                  
                          Property   ments     Trading   stock                  
                          manage-    stock     proper-   invest-                
R`000                      ment       trading   ties      ments                 
December 2007 (Reviewed)                                                        
Primary segment                                                                 
Revenue                                                                         
Rentals                     274 189   -         -         -                     
Financing fees             -          -         -         -                     
Management fees             13 002    -         -         -                     
Interest distributions     -          -         -          46 720               
Development fees            30 000    -         -         -                     
Total revenue               317 191   -         -          46 720               
Segment results                                                                 
Profit before taxation                                                          
and distribution to        206 082    -         -         27 548                
unitholders after share                                                         
of loss from associate                                                          
                           206 082   -         -         27 548                 
December 2006                                                                   
(Unaudited)                                                                     
Primary segment                                                                 
Revenue                                                                         
Rentals                     182 297   -         -         -                     
Financing fees             -          -         -         -                     
Management fees             12 445    -         -         -                     
Interest distributions     -          -         -          37 926               
Sale of trading                                                                 
properties                 -          -          29 200   -                     
Total revenue               194 742   -          29 200    37 926               
Segment results                                                                 
Profit before taxation                                                          
and distribution to         130 134    7 249     3 615     76 728               
unitholders after share                                                         
of profit from associate                                                        
130 134    7 249     3 615     76 728                
SEGMENTAL INFORMATION (continued)                                               
                                     Transfer             Agents                
                                     duty       Bridging  com-                  
R`000                                 finance    finance   mission              
December 2007 (Reviewed)                                                        
Primary segment                                                                 
Revenue                                                                         
Rentals                               -          -         -                    
Financing fees                         4 186      12 464    5 775               
Management fees                       -          -         -                    
Interest distributions                -          -         -                    
Development fees                      -          -         -                    
Total revenue                          4 186      12 464    5 775               
Segment results                                                                 
Profit before taxation                                                          
and distribution to unitholders        549        1 632     757                 
after share of loss from associate                                              
                                      549        1 632     757                  
December 2006 (Unaudited)                                                       
Primary segment                                                                 
Revenue                                                                         
Rentals                               -          -         -                    
Financing fees                         3 349      10 898    4 547               
Management fees                       -          -         -                    
Interest distributions                -          -         -                    
Sale of trading                                                                 
properties                            -          -         -                    
Total revenue                          3 349      10 898    4 547               
Segment results                                                                 
Profit before taxation                                                          
and distribution to unitholders        1 480      4 817     2 010               
after share of loss from associate                                              
                                      1 480      4 817     2 010                
SEGMENTAL INFORMATION (continued)                                               
                                    Bond                                        
aggre-      Corpo-                          
R`000                                gation      rate      Total                
December 2007 (Reviewed)                                                        
Primary segment                                                                 
Revenue                                                                         
Rentals                              -           -          274 189             
Financing fees                        6 492      -          28 917              
Management fees                      -           -          13 002              
Interest distributions               -           -          46 720              
Development fees                     -           -          30 000              
Total revenue                         6 492      -          392 828             
Segment results                                                                 
Profit before taxation                                                          
and distribution to unitholders       1 082       (3 829)   233 821             
after share of loss from associate                                              
                                     1 082       (3 829)   233 821              
December 2006 (Unaudited)                                                       
Primary segment                                                                 
Revenue                                                                         
Rentals                              -           -          182 297             
Financing fees                       -           -          18 794              
Management fees                      -            1 290     13 735              
Interest distributions               -           -          37 926              
Sale of trading                                                                 
properties                           -           -          29 200              
Total revenue                        -            1 290     281 952             
Segment results                                                                 
Profit before taxation                                                          
and distribution to unitholders      -            (380)     225 653             
after share of loss from associate                                              
                                    -            (380)     225 653              
SEGMENT REVENUE AND EXPENSES                                                    
Revenue and expenses that are directly attributable to a segment are allocated  
to those segments.                                                              
Expenses not directly attributable to a segment are allocated to the corporate  
segment.                                                                        
NOTES TO THE FINANCIAL STATEMENTS                                               
1.   BASIS OF PREPARATION                                                       
The reviewed interim financial report has been prepared in accordance with IAS  
34 - Interim Financial Reporting and the requirements of the South African      
Companies Act 1973, as amended and the JSE Listings Requirements. The accounting
policies and methods of computation are consistent with those applied for the   
year ended 30 June 2007. The Company has adopted IFRS7 - Financial instruments, 
disclosure of which will be presented in the annual report. The directors have  
changed the group`s frequency of revaluing investment property from director`s  
internal valuations being performed at 31 December and 30 June each year (with a
third of the portfolio being revalued externally over a three year period) to an
annual external revaluation at 30 June for the entire portfolio and a fair value
assessment at 31 December.                                                      
2.   RELATED-PARTY TRANSACTIONS                                                 
Related-party transactions concluded during the reporting period were concluded 
at arm`s length terms as would be negotiated between unrelated willing parties. 
Transactions between the Company and its subsidiaries, which are related parties
to the Company, have been eliminated on consolidation and are not disclosed in  
this note. The Company has management agreements in place with group companies. 
Pangbourne owns stakes in, and advances monies to associates.  These do not     
eliminate on consolidation and are accounted for in the interim income          
statement. In addition to the traditional management fees and interest earned,  
Pangbourne accrued a R30 million development fee from Siyathenga Property Fund  
during the period.                                                              
3.   CONTINGENT LIABILITIES                                                     
The group has signed surety ships in favour of banks in respect of loans of R452
million (June 2007: R463 million).                                              
4.   CAPITAL COMMITMENTS                                                        
There are contracted commitments for capital expenditure of R1 291 million (June
2007: R741 million). These will be funded from the group`s resources.           
- R 219 million of the capital expenditure of R 1 291 million has been incurred 
to 31 December 2007                                                             
5.   SUBSEQUENT EVENTS                                                          
In management`s opinion there has been no material adjusting or non-adjusting   
events that have occurred after 31 December 2007. Please also refer to the SENS 
announcements dated 5 February, 14 February and 25 February 2008 and the        
commentary regarding the resignation of Mr C M Hutchison.                       
6.   INVESTMENTS                                                                
During the current period, the group acquired a 70% investment in the jointly   
controlled Realty Dynamix 73 (Pty) Limited (Enigma Property Fund). The group has
equity accounted its 70% share from 1 October 2007. Please also refer to the    
SENS announcement dated 17 January 2008.                                        
7.   REVIEW CONCLUSION                                                          
Deloitte & Touche have reviewed the interim financial report for the period     
ended 31 December 2007 and their unqualified review opinion is available for    
inspection at the company`s registered office.                                  
COMMENTARY                                                                      
RESULTS                                                                         
Pangbourne has declared an interim distribution of 57,5 cents per unit (June    
2007: 62,0 cents, December 2006: 52,0 cents) which represents a growth in       
distributions of 10,58% against the comparative period.                         
PROPERTY PORTFOLIO                                                              
The property portfolio is 97,5% occupied. Of total leases by value, 21,8% expire
in the next 12 months. Income growth therefore will come from maintaining       
existing occupancy levels and focusing on increased rentals for these lease     
expiries.                                                                       
The fundamentals of the rental growth in the property market are driven by the  
lack of available space, increasing development costs and availability of       
municipal services. These fundamentals are expected to continue in the property 
market for the foreseeable future.                                              
DEVELOPMENT PIPELINE                                                            
Pangbourne`s involvement in development projects has contributed to the quality 
of its portfolio. In anticipation of property market trends, as well as the risk
of the availability of municipal services for developments, Pangbourne is       
following very selective criteria in participating in future development        
projects.                                                                       
Pangbourne currently has eight development projects in progress valued at R605  
million. These projects are expected to be completed over the next two years.   
A development fee of R30 million was recognised on the Boardwalk shopping centre
phase II which was being developed on behalf of Siyathenga Property Fund. The   
development is an extension of the existing Boardwalk shopping centre in        
Richards Bay of approximately 40 000 m2. Transfer is to take place in the first 
quarter of 2008 and the extension should be completed by the end of April 2008. 
Our relationships with prominent reputable developers ensure that Pangbourne is 
at the forefront of the market in obtaining high quality property stock at      
attractive yields.                                                              
ACQUISITIONS                                                                    
Pangbourne acquired 11 buildings during the course of the first half of the     
financial year at an acquisition cost of R813 million. Of the 11 properties,    
only five, at a cost of R484 million, had transferred into Pangbourne`s name at 
31 December 2007. All the new acquisitions are situated in popular growth nodes 
which attract strong tenants. These acquisitions are expected to positively     
impact on the distribution growth for the fund into the future.                 
DISPOSALS                                                                       
Pangbourne continues to actively asset manage the property portfolio. Properties
that no longer meet the investment criteria of Pangbourne are disposed of to    
ensure that the fund maximises investor returns.                                
BORROWINGS                                                                      
Pangbourne refinanced R490 million of bank funding through a mortgage backed    
securitisation programme.  The programme has been a success and represents 22%  
of total borrowings. The entire programme was hedged prior to recent increases  
in interest rates and Pangbourne will thus benefit from this over the five year 
term of the programme. The interest rate for the first three years is 8,74% and 
increases to 10,34% for years four and five.                                    
Currently only 48% of direct borrowings are hedged. The current hedge profile   
takes into account the group`s de-gearing strategy and the effect of hedged     
indirect borrowings from investments in the underlying specialised funds.       
CHANGE IN STRATEGY                                                              
For a number of years Pangbourne followed a strategy of holding strategic stakes
in specialised funds ("the Octopus strategy"), as well as directly holding a    
significant property portfolio, predominantly in the industrial sector. All the 
property and financial management for the underlying funds and the directly held
portfolio was undertaken by Pangbourne. Pangbourne earned fees by utilising its 
balance sheet to assist the underlying specialised funds to acquire and develop 
properties.                                                                     
In October 2007 the board of Pangbourne was reconstituted. The reconstituted    
board believes that the Octopus strategy is inappropriate and instead will focus
on de-gearing and focused asset management with external property               
administration. The new strategy will allow the group, in time, to move away    
from reliance on fee income, development and other capital profits and non-     
recurring income.                                                               
CHANGES TO MANAGEMENT                                                           
Mr Craig Hutchison, has resigned as CEO of the company and director, effective  
29 February 2008.  Mr Barry Stuhler has been appointed in his stead, effective  
from 1 March 2008.  Mr Hutchison has agreed to provide any assistance necessary 
to facilitate the hand over.  The board recognises and appreciates Craig`s      
dedication and contribution to the company.  Pangbourne`s asset base increased  
materially during Craig`s three year tenure as CEO.                             
PROSPECTS                                                                       
Cost savings resulting from synergies and a simplified corporate structure will 
be of benefit to the company. The new strategy is expected to appeal to         
investors whilst de-gearing enhances sustainability of distribution growth in   
the current interest rate environment. A focused asset management approach to   
the realignment of the quality of the property portfolio will largely hedge the 
income-stream in the event of a downturn in the economy.                        
Pangbourne will continue to benefit from its many functionally flexible         
industrial properties in established growth nodes.                              
The changed strategy restructures the company in line with National Treasury`s  
working document on a proposed REIT structure. The proposed REIT structure will 
formalise the flow through of pre-tax investment income to unitholders.         
Management is committed to deliver to investors on the opportunities likely to  
arise through the changed strategy.                                             
DISTRIBUTION DECLARATION                                                        
Notice is hereby given of the declaration of 57,5 cents per combined unit,      
comprising dividend number 43 of 1,127 cents per share and interest on          
debentures calculated at 56,373 cents per combined unit.                        
DISTRIBUTION TIMETABLE                                                          
Last date to trade cum distribution       Wednesday, 19 March 2008              
Combined units trade ex distribution       Thursday, 20 March 2008              
Record date for unitholders to                                                  
participate in the distribution              Friday, 28 March 2008              
Combined unit certificates may not be                                           
dematerialised                          Thursday, 20 March 2008 to              
or rematerialised between                    Friday, 28 March 2008              
(both days inclusive)               
Payment of distribution to                                                      
unitholders                                  Monday, 31 March 2008              
On behalf of the board                                                          
Dr I Abedian             C M Hutchison                                          
Chairman                Chief Executive Officer                                 
29 February 2008                                                                
2nd Floor, Pangbourne House, 382 Jan Smuts Avenue, Craighall, 2196              
Directors:                                                                      
Dr I Abedian (Chairman), C M Hutchison (CEO)*, D De Beer (alternate: V S        
Majija), R J Falkenberg, B D Hopkins, L W Maasdorp (alternate: Y P Narsing), A L
Manickum, Y K N Molefi, N Shongwe, T S Sishuba, B L Stuhler*, J J van Wyk*, R N 
Wesselo*                                                                        
(*Executive)                                                                    
Secretary:                                                                      
J M Parratt                                                                     
Transfer Secretaries: Computershare Investor Services (Proprietary) Limited, PO 
Box 61051, Marshalltown, 2107                                                   
www.pangbourne.co.za                                                            
Sponsor                                                                         
Java Capital (Proprietary) Limited                                              
Date: 29/02/2008 16:57:02 Produced by the JSE SENS Department.                  
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JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or            
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