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Wed 18 Aug 2010, 16:42 HPA/HPB - Hospitality - Reviewed results for the year ended 30 June 2010 and
HPA   HPB
HPA                                                                             
HPA/HPB - Hospitality - Reviewed results for the year ended 30 June 2010 and    
interest payment declaration                                                    
Hospitality Property Fund Limited                                               
(Incorporated in the Republic of South Africa)                                  
(Registration number 2005/014211/06)                                            
Share code for A-linked units: HPA ISIN for A-linked units: ZAE000076790        
Share code for B-linked units: HPB ISIN for B-linked units: ZAE000076808        
("Hospitality" or "the Fund" or "the company" or "the group")                   
REVIEWED RESULTS FOR THE YEAR ENDED 30 JUNE 2010 AND INTEREST PAYMENT           
DECLARATION                                                                     
Comments                                                                        
1. Introduction                                                                 
Hospitality Property Fund Limited is a property loan stock company that         
invests exclusively in hotel and leisure properties. The Fund`s units in issue  
comprise A-and B-linked units with A-linked units having a preferential claim   
to earnings with capped growth, whilst the B-linked units receive the balance   
of earnings. Apart from improved trading conditions over the period of the      
FIFA World Cup 2010, the hospitality industry in South Africa remains under     
pressure. This is primarily due to a continuing sub-par level of occupancies    
generally, as a consequence of the slow rate of recovery from recessionary      
conditions, coupled with an increase in room stock. New hotel developments that 
were initiated largely in anticipation of the World Cup event, opened their     
doors into a depressed trading environment and while struggling to build        
occupancies, have put further pressure on trading conditions. The STR Global    
hotel benchmark reports reflect a decline in average occupancies in South       
Africa of 8.5% and an increase in average room rates (ARR) of 9.0% (primarily   
driven by the World Cup period) for the reporting period compared to the        
previous financial year.                                                        
A similar decline in occupancies experienced by the Fund has resulted in lower  
rental income and distributable earnings. While the A-linked units`             
distribution for the year remained unaffected, the decrease in the Fund`s       
distributable earnings has had a leveraged negative effect on the B-linked      
units` distribution.                                                            
2. Results                                                                      
Annual distributable earnings per linked unit declined by 22.4% compared to     
2009. The A-linked units distribution of 116.30 cents grew by 5% over the       
previous year, in line with the Fund`s distribution structure, while            
distributions in respect of the B-linked unit declined by 42.4% to 87.98 cents  
when compared to the previous year.                                             
Distributions on the B-linked unit improved from 36.30 cents (interim) to 51.68 
cents (final). This improved distribution was mainly due to higher variable     
rentals generated over the World Cup event in June 2010. The positive effect of 
the World Cup was however partly impaired by the Fund incurring bad debt        
write-offs during the period of R6.4 million linked to the "Queensgate Group".  
Conference Centre Proper ties (Pty) Limited`s lease over 46% of the units in    
the Waterclub Court Body Corporate Scheme at the Radisson Blu Waterfront was    
cancelled in January 2010 as a consequence of the tenant defaulting. Similarly, 
the lease of Queensgate Greenmarket Square Investments (Pty) Limited at         
Park Inn Greenmarket Square, Cape Town was cancelled in February 2010. The      
surety on the above leases, Queensgate Holdings (Pty) Limited, was unable to    
settle the debts and was liquidated together with the two tenants during the    
reporting period. This impairment reduced the B-linked units distribution by    
10.16 cents for the six months to 30 June 2010. Replacement leases were secured 
on both properties following cancellation.                                      
On the remaining properties exposed to variable rentals, hotel management       
continued to aggressively market the hotels with increased sales and marketing  
resources as well as focusing on maintaining efficiencies and reducing costs    
while endeavouring to maintain service standards.                               
The following table reflects the financial results for the year ended 30 June   
2010 compared to the previous year.                                             
Year ended 30 June                                                              
                                           2010          2009     Variance      
                                        (R`000)       (R`000)          (%)      
Contractual rental                       265 902       256 686          3.6     
Fund expenses                           (29 577)      (31 276)        (5.4)     
Net finance costs                      (108 593)      (63 172)         71.9     
Profit before debenture interest         127 732       162 238       (21.3)     
Recoupment of debenture interest           1 194             -        100.0     
Debenture interest                     (128 926)     (162 238)       (20.5)     
Distribution - A-linked unit            (73 399)      (68 219)          7.6     
Distribution - B-linked unit            (55 527)      (94 019)       (40.9)     
Distribution - A-linked unit (cents)      116.30        110.76          5.0     
Distribution - B-linked unit (cents)       87.98        152.65       (42.4)     
Approximately 79% (2009: 75%) of the Fund`s revenue was derived from fixed      
rentals with CPI-linked escalations. The remaining 21% (2009: 25%) comprised    
variable rentals which are linked to under lying hotel operational performance. 
The decline in variable rentals was due to the lower trading levels affecting   
the hotels` profitability and reflects the current stress in the hotel          
industry. Net finance costs were significantly higher than the previous year    
due to additional costs incurred to service debt raised to finance              
developments and the acquisition of the external Manco.                         
3. FIFA World Cup 2010                                                          
The FIFA World Cup 2010 was a major success for South Africa with visitors      
experiencing the country`s warm hospitality. The number of foreign visitors     
was lower than initial expectations which resulted in MATCH Hospitality         
(FIFA`s official hospitality programme rights holder) releasing substantial     
volumes of reserved room nights during April 2010. This unexpected release      
placed severe pressure on hotels contracted with MATCH. With a limited time     
period to sell the available rooms during the World Cup, hotels in certain      
nodes reduced their average room rates in order to attract business. For the    
month of June 2010, occupancies for all hotels on a national basis per the STR  
Global report averaged 65.6% compared to 57.7% for June 2009 and with certain   
nodes, most notably greater Johannesburg, performing better than others. The    
Fund`s occupancies for these periods averaged 72.3% and 51.1% respectively.     
The Fund was only exposed to MATCH at four of its Protea managed hotels         
and through its investment in the Courtyard portfolio. The majority of the      
rooms where it had variable rental exposure were contracted to Tour vest        
Inbound Operation (TIO) with fixed payment terms and no cancellation            
provisions.                                                                     
4. Internalisation of Management Company                                        
The internalisation of the Management Company was effective from 1 December     
2009. The minimum purchase price of R123 million was settled by way of R82      
million in cash, funded from available debt facilities, and R41 million in      
Hospitality linked units. The remaining balance of the purchase price will be   
calculated at the end of June 2012, dependent on certain performance criteria   
and subject to a maximum value of R180 million escalated by CPI annually. The   
transaction has resulted in an alignment of interests of key management with    
that of linked unitholders, the elimination of perceived conflicts of interest  
and an enhancement in the Fund`s yield.                                         
5. Property portfolio                                                           
The Fund`s portfolio comprises interests in 24 hotel and resort properties in   
South Africa. As at 30 June 2010 the portfolio was valued at R3.3 billion       
which resulted in a deficit on revaluation of investment properties of R253.6   
million (7%) being recorded in the statement of comprehensive income. The       
portfolio is segmented into four lease types, namely: fixed lease properties,   
C-Corp lease properties, fixed and variable leased properties (F&V) and         
variable lease properties.                                                      
Rentals under fixed lease agreements are determined by normal contractual lease 
terms, with inflation linked annual escalations. C-Corp lease agreements        
comprise approximately 50% initial fixed lease rental, with the remaining being 
a variable rental equivalent to 90% of the hotel`s EBITDA (earnings before      
interest, tax, depreciation and amortisation) after deducting the fixed lease   
portion. F&V leases are similar to the C-Corp leases and consist of             
approximately 50% initial fixed rentals with the remaining being variable.      
Variable lease agreements consist of rentals based on EBITDA from the           
property`s under lying operations.                                              
The net asset value per linked unit as at 30 June 2010 was R15.35 (excluding    
deferred taxation).                                                             
The average lease expiry period is 7.19 years.                                  
Please see Press for Graphic illustrations.                                     
6. Acquisitions and disposals                                                   
The Protea Edward hotel was acquired by the Fund at a cost of R110.4 million.   
While transfer was effected on 2 August 2010, agreement was reached with the    
seller on an effective date of 1 June 2010.                                     
The Fund is further under taking a review of its portfolio with a view to       
focusing on large, financially robust assets and the possible disposal of       
smaller, less strategic assets.                                                 
7. Subsequent events                                                            
Cautionary announcements released on SENS on 9 June 2010 and 23 July 2010,      
advised linked unitholders ("unitholders") that Hospitality was at an advanced  
stage of negotiations to acquire two properties as an indivisible transaction   
from the Arabella South Africa Holding (Proprietary) Limited group of           
companies, comprising:                                                          
the 5-star Westin Grand Hotel located adjacent to the Cape Town International   
Convention Centre; and                                                          
the 5-star Arabella Western Cape Hotel & Spa and the Arabella Golf Course       
situated on the Arabella Country Estate near Hermanus, including 437 hectares   
of undeveloped land located adjacent to the Arabella Country Estate.            
As the transaction is classified as Category 1 in terms of the JSE Limited      
(JSE) Listings Requirements it will require, amongst other things, unitholder   
approval.                                                                       
The acquisition of these hotels will be funded through a combination of debt    
funding from Nedbank and the proceeds from a R490 million rights issue.         
Circulars containing further details of the Arabella portfolio acquisition and  
the rights issue will be distributed to shareholders once the transaction is    
concluded.                                                                      
8. Development and capital projects                                             
The refurbishment of the Protea Hotel Imperial, Pietermaritzburg was completed  
at the end of May 2010 at a cost of R14 million. Phase 1 of the refurbishment   
of Protea Marine, Port Elizabeth was also completed at the end of May 2010 and  
Phase 2 is expected to be concluded by November 2010, total budgeted at a cost  
of R27 million. All other refurbishment programmes were placed on hold          
during June and July 2010 in order to maximise rental income during the World   
Cup. Construction is in progress to increase the conference capacity and        
construct an additional 40 rooms at Champagne Sports Resort at a cost of R28    
million.                                                                        
9. Borrowings                                                                   
The Fund`s interest-bearing liabilities increased by R295 million to R1.308     
million during the financial year. Of this, R82 million was utilised to fund    
the acquisition of the Management Company.                                      
The Fund`s interest rate swaps which had been contracted over the past few      
years in a higher interest rate environment were becoming increasingly          
burdensome relative to the derivative swaps currently available in the market.  
In order to take advantage of the current favourable swap  opportunities, the   
Fund elected to cancel its existing swaps through a refinancing arrangement to  
the value of R114 million and to enter into new swaps at substantially lower    
rates. This transaction was effected on 15 June 2010 and the benefits of a      
lower interest rate liability will flow through in the years ahead with a net   
interest saving of approximately R30 million over the next three years. The     
amount owing on the previous swaps has been capitalised to an interest-bearing  
loan account. The remaining increase in the debt facility was utilised to fund  
refurbishment and capital expenditure programmes.                               
The Fund`s weighted average cost of debt for the year was 10.16% and the        
gearing ratio at 30 June 2010 was 39.4% of total asset value.                   
In compliance with International Financial Reporting Standards (IFRS) interest  
swap agreements are valued on a mar k-to-market basis. A fair value adjustment  
of R54 million has been charged to the income statement. This fair value        
adjustment has no effect on the distribution to linked unitholders but          
adversely affects both the earnings and headline earnings. The current swap     
profile is detailed below:                                                      
                  All-in fixed rate      Commencement date     Maturity date    
R347 million       8.72%                          June 2010         June 2013   
R347 million       9.05%                          June 2010         June 2014   
R347 million       9.28%                          June 2010         June 2015   
R1 041 million                                                                  
10. Unitholders                                                                 
During the year some 30.4% of the A-linked units and 19.4% of the B-linked units
were traded. The Fund has a BEE ownership component of 22.03%.                  
11. Prospects                                                                   
The first  10 days of the new financial year continued to derive benefit from   
the FIFA World Cup 2010 event as the majority of the Fund`s room inventory was  
sold for this period. For the remainder of the financial year Management expects
trading conditions to remain challenging due to the increased room supply and   
cautious corporate, conference and leisure travel spend. In addition to the     
Arabella Portfolio the Fund is also considering other acquisitions that have    
come onto the market, some of which are unique and highly sought-after          
properties. As a result of the distressed trading conditions and partly due to  
the recent overzealous development initiatives, prices are expected to remain   
favourable.                                                                     
The existing portfolio, the bulk of which is newly refurbished, together with   
the prospective new acquisitions and supported by more streamlined management   
and lease structures, should see the Fund well-positioned to take maximum       
advantage of a recovery in the economy.                                         
12. Changes in the composition of the Board                                     
Mr F M Berkeley was appointed as an independent non-executive director to the   
board with effect from 11 March 2010. Mr T E Sewell resigned from the board     
on 19 May 2010, on which day Mr Berkeley was appointed in the role of           
Chairman.                                                                       
The board is most grateful to Mr Sewell for his valuable leadership and         
contribution as Chairman since his appointment in January 2006.                 
13. Payments of debenture interest                                              
Unitholders will receive debenture interest payment number 9 for the six-month  
period ended 30 June 2010, of 58.84 cents per A-linked unit and 51.68 cents per 
B-linked unit.                                                                  
                                                                      2010      
Last day to trade cum interest                          Friday, 3 September     
Linked units will trade ex-interest                     Monday, 6 September     
Record date                                            Friday, 10 September     
Payment date                                           Monday, 13 September     
Unitholders may not dematerialise or rematerialise their linked units between   
Monday, 6 September 2010 and Friday, 10 September 2010, both days inclusive.    
By order of the Board                                                         
F M Berkeley                                                        G A Nelson  
(Chairman)                                           (Chief Executive Officer)  
18 August 2010                                                                  
Directors: F M Berkeley (Chairman)*+, G A Nelson (CEO),Y Aminzadeh (Dutch)*,    
          R Asmal, K H Abdul-Karrim*+, Z N Kubukeli*+, B M Madumise*+,          
          W J Midgley*, A S Rogers (Deputy CEO), W C Ross*+                     
         (*Non-executive, +Independent)                                         
Registered office: "3 on Glenhove", corner Tottenham Avenue and Glenhove Road,  
                   Melrose Estate, 2196                                         
Tel: +27 11 994 6320 Fax: +27 11 994 6321                                       
Email: info@hpf.co.za Web: www.hpf.co.za                                        
BASIS OF PREPARATION AND ACCOUNTING POLICIES                                    
The condensed financial statements are prepared in accordance with              
International Financial Reporting Standards (IFRS), including the presentation  
and disclosure requirements of IAS 34, the AC 500 series issued by SAICA and    
the requirements of the Companies Act of South Africa (Act 61 of 1973) as       
amended. KPMG Inc, the independent auditor, has reviewed the financial          
statements contained in this preliminary report and has expressed an unmodified 
review opinion. Their review opinion is available for inspection at the         
company`s registered office.                                                    
The financial statements are prepared on the historic cost basis, except for    
investment properties and derivatives which are measured at fair value. The     
significant accounting policies are as follows:                                 
* Investment property is initially recognised at cost including transaction     
costs. Subsequent to initial measurement, investment property is measured at    
fair value. Gains or losses arising from changes in fair value are included in  
net profit or loss for the period in which they arise. These gains or losses    
are transferred to a fair value reserve as they are not available for           
distribution.                                                                   
* Interest-bearing liabilities and debenture capital are measured at amortised  
cost.                                                                           
* Revenue comprises rental income from the letting of investment property and   
is accounted for on a straight-line basis over the period of the lease in terms 
of IAS 17, Leases.                                                              
* Deferred taxation on the fair value adjustment of investment properties has   
been calculated at 14% on land value and 28% on buildings.                      
The accounting policies are consistent with those applied in the most recent    
audited financial statements and the following new policies and standards have  
been adopted:                                                                   
* Goodwill is initially measured as the excess of the sum of the fair values of 
the consideration transferred over the recognised amount of the identifiable    
assets acquired and liabilities assumed. When the excess is negative it is      
recognised immediately in profit or loss. Subsequent to initial recognition,    
goodwill is measured at cost less accumulated impairment losses.                
* IFRS 3 (2008). The group has adopted this standard on 1 July 2009. This       
standard applies prospectively and has no effect on comparative periods.        
* Contingent consideration classified as an asset or a liability that is a      
financial instrument shall be measured initially at fair value. Any subsequent  
change in estimate will be recognised in profit or loss. Transaction costs will 
be expensed.                                                                    
* Operating Segments (IFRS 8) - the group has adopted this standard effective 1 
July 2009. This standard requires the operating segment disclosure to be based  
on the information that management uses internally to evaluate segmental        
performance and when deciding how to allocate resources to operating segments.  
Comparative figures have been restated accordingly.                             
DISCLOSURE REQUIRED IN TERMS OF IFRS 3 (BUSINESS COMBINATIONS)                  
INTERNALISATION OF THE MANAGEMENT COMPANY                                       
On 1 December 2009 the group obtained control of Hospitality Property Fund      
Manager s (Pty) Limited ("Manco"), the external property asset management       
company that managed Hospitality by acquiring 100% of the shares and voting     
interests in the company. The effect of the transaction resulted in the         
internalisation of the Management from an external manager.                     
Over the past few years there has been a significant shift from external to     
internally managed property companies both internationally and in South Africa. 
The advantages of internalising include the yield enhancement from the lower    
cost of internal management, the elimination of perceived conflicts of          
interests and the further alignment of interests of key management with the     
interests of Hospitality linked unitholders.                                    
The effect of the internalisation resulted in no additional revenue to the Fund 
since December 2009 due to inter-company charges being eliminated on            
consolidation but an increase in net profit of R2.7 million as a result of      
reduced expenses net of associated finance charges. If the acquisition had      
occurred on 1 July 2009, there would be no increase in consolidated revenue but 
net profits would have increased by R4.4 million.                               
The following summarises the major classes of consideration transferred, and    
the recognised amounts of assets acquired and liabilities assumed at the        
acquisition date:                                                               
                                       R`000                                    
Consideration transferred                                                       
Fair value - cash                      82 000                                   
Fair value - A-linked units issued     19 165      (1 521 014 units @ R12.60)*  
Fair value - B-linked units issued     21 842      (1 521 014 units @ R14.36)*  
                                     123 007                                    
* The fair value of the linked units was based on the 30-day VWAP of the listed 
unit price on the JSE for the period preceding 1 December 2009.                 
Contingent consideration                                                        
The purchase price shall be an amount equivalent to the average of the 30 June  
2009, 2010, 2011 and 2012 values of Manco. The values of Manco for each of the  
years shall be calculated by taking the net profit after tax cash flows from    
Manco`s operation for each of the years escalated by the CPI for a six- year    
forecast period and discounting the forecast cash flows by the average yield of 
Hospitality over the previous 12 months. This value is subject to a minimum     
price of R123 million and a maximum price of R180 million escalated by CPI      
between the effective date and 30 June 2012.                                    
The minimum price was discharged in December 2009 and the balance of the        
purchase price will be paid to the seller s in cash or in linked units, at      
Hospitality`s election, within 30 days of the issue of the audited financial    
statements of Hospitality for the 12 months ending 30 June 2012.                
The group has included an amount of R30.5 million as contingent consideration   
related to the additional consideration, which represents its fair value at the 
acquisition date of 1 December 2009. The fair value of the contingent           
consideration was calculated by applying a DCF valuation based on of the        
criteria specified above. This amount was revalued at 30 June 2010 and resulted 
in the fair value of the contingent consideration increasing to R32.8 million.  
Identifiable assets acquired and liabilities assumed                            
                                                                     R`000      
Furniture and equipment                                                 732     
Bank                                                                    438     
Sundry creditors                                                      (438)     
Total net identifiable assets                                           732     
Goodwill                                                                        
Fair value of acquiree                                              153 554     
Less: Value of identifiable assets                                    (732)     
Goodwill                                                            152 822     
Highlights:                                                                     
* Distribution per A-linked unit 116.30 cents                                   
* Distribution per B-linked unit 87.98 cents                                    
* Manco internalised December 2009                                              
* Protea Edward acquired effective 1 June 2010                                  
The goodwill is attributable mainly to the improved profitability of the group  
following the internalisation of the Management Company and the acquired skills 
and technical talent acquired through the workforce. The goodwill is not        
expected to be deducted for income tax purposes.                                
Fair value: Property, plant and equipment                                       
The fair value of property, plant and equipment recognised as a result of a     
business combination is based on market values. The market value of property is 
the estimated amount for which a property could be exchanged on the date of     
valuation between a willing buyer and a willing seller in an arm`s length       
transaction after proper marketing wherein the par ties had each acted          
knowledgeably and willingly. The fair value of items of plant and equipment is  
based on the market approach and cost approaches using quoted market prices for 
similar items when available and replacement cost when appropriate.             
Transactions separate from the acquisition                                      
The group incurred acquisition related costs of R2.3 million relating to        
external legal fees, external transaction sponsor and independent advisory      
fees, independent reporting accountants` fees, directors` fees, printing and    
press announcement costs, JSE listing and inspection costs. An amount of R2.1   
million was expensed and the balance of R0.18 million relating to share issue   
expenses was allocated against share premium.                                   
ACQUISITION OF PROTEA HOTEL EDWARD, DURBAN                                      
On 1 June 2010 the group obtained control of the 4-star hotel known as "Protea  
Hotel Edward" from Protea Hospitality Group (Pty) Limited and its wholly-owned  
subsidiary, Swanvest 258 (Pty) Limited. This acquisition is in line with the    
group`s objective of growing its investment portfolio in a controlled manner    
through the addition of quality assets which will further diversify the         
portfolio and which have the potential to enhance Unitholder returns. The hotel 
has been acquired as a going concern.                                           
Since the acquisition date, the consolidated revenue included R1.4 million and  
the consolidated profit included R0.5 million relating to the acquiree. If the  
acquisition had occurred on 1 July 2009, the increase in consolidated revenue   
would have been R12.1 million and the consolidated profit would have increased  
by R1.1 million.                                                                
The hotel was purchased for a total purchase consideration of R110.4 million.   
The following summarises the major classes of consideration transferred, and    
the recognised amounts of assets acquired and liabilities assumed at the        
acquisition date:                                                               
                                                                     R`000      
Consideration transferable                                                      
Cash to be paid on registration of property transfer                110 400     
Identifiable assets acquired and liabilities assumed                            
Investment property at fair value                                   110 987     
Total net identifiable assets                                       110 987     
Goodwill                                                                        
Fair value of acquiree                                              110 400     
Less: Value of identifiable assets                                (110 987)     
Negative goodwill                                                     (587)     
The transaction resulted in a marginal gain on acquisition as a result of       
limited purchaser s being available in the market.                              
Transactions separate from the acquisition                                      
The group incurred acquisition related costs of R0.145 million relating to      
legal fees and press announcement costs which were expensed.                    
Statement of comprehensive income                                               
for the year ended 30 June 2010                                                 
                                                   Reviewed        Audited      
                                                       2010           2009      
R`000          R`000      
Revenue                                              265 550        261 919     
Rental income - contractual                          265 902        256 686     
- straight-line accrual                               (352)          5 233      
Expenditure                                         (29 577)       (31 276)     
Operating expenses                                  (29 577)       (31 276)     
Operating profit                                     235 973        230 643     
Transaction costs on business combinations           (2 268)              -     
Net finance cost                                   (108 593)       (63 172)     
Finance income                                         2 023         24 139     
Finance costs                                      (110 616)       (87 311)     
Profit before debenture interest, goodwill, fair                                
value                                                                           
adjustments and taxation                             125 112        167 471     
Recoupment of debenture interest                       1 194              -     
Debenture interest                                 (128 926)      (162 238)     
(Loss)/Profit before fair value adjustments,                                    
goodwill                                                                        
and taxation                                         (2 620)          5 233     
Negative goodwill                                        587              -     
Fair value adjustments                             (309 855)         88 116     
Investment properties, before straight-lining                                   
adjustment                                         (253 618)        204 619     
Straight-line rental income accrual                     352        (5 233)      
Total fair value of investment properties          (253 266)        199 386     
Contingent consideration                             (2 287)              -     
Interest rate swaps                                 (54 302)      (111 270)     
(Loss)/Profit before taxation                      (311 888)         93 349     
Taxation                                              70 667       (54 889)     
Total (loss)/profit and comprehensive                                           
(loss)/income                                                                   
for year                                           (241 221)         38 460     
Reconciliation between earnings, headline                                       
earnings and                                                                    
distributable earnings:                                                         
(Loss)/Profit for the year                         (241 221)         38 460     
Adjustments: Debenture interest                      127 732        162 238     
(Loss)/Earnings (linked units)                     (113 489)        200 698     
Adjustments:                                                                    
Fair value - investment properties                                              
revaluation, net of tax                              182 951      (149 730)     
Fair value - straight-line rental income               (352)          5 233     
Headline earnings (linked units)                      69 110         56 201     
Fair value - interest rate swaps                      54 302        111 270     
Transaction costs on business combinations             2 268              -     
Negative goodwill                                      (587)              -     
Contingent consideration                               2 287              -     
Straight-line rental income                              352        (5 233)     
Distributable earnings                               127 732        162 238     
Number of units/shares                                                          
A-linked unit                                     63 112 101     61 591 087     
B-linked unit                                     63 112 101     61 591 087     
Weighted average number of units/shares                                         
A-linked unit                                     62 474 525     61 591 087     
B-linked unit                                     62 474 525     61 591 087     
Distribution per linked unit (cents)                                            
A-linked unit                                         116.30         110.76     
- Interim                                              57.46          54.72     
- Final                                                58.84          56.04     
B-linked unit                                          87.98         152.65     
- Interim                                              36.30          92.04     
- Final                                                51.68          60.61     
                                                     204.28         263.41      
(Loss)/Earnings per linked units (cents)                                        
A-linked unit                                        (90.83)         162.93     
B-linked unit                                        (90.83)         162.93     
                                                   (181.66)         325.86      
Headline earnings per linked unit (cents)                                       
A-linked unit                                          55.31          45.62     
B-linked unit                                          55.31          45.62     
                                                     110.62          91.24      
(Loss)/Earnings and diluted earnings per ordinary                               
share (cents)                                       (193.06)          31.22     
Statement of cash flows                                                         
for the year ended 30 June 2010                                                 
                                                    Reviewed       Audited      
2010          2009      
                                                       R`000         R`000      
Cash flows from operating activities                                            
Cash generated from operations                        196 678       265 321     
Finance income received                                 2 023        24 139     
Finance costs paid                                  (110 616)      (87 311)     
Distribution to unitholders                         (129 827)     (175 627)     
Net cash (outflow)/inflow from operating activities  (41 742)        26 522     
Cash flows from investing activities                                            
Acquisition and development of investment properties (56 249)     (939 953)     
Acquisition of furniture and equipment                  (750)             -     
Acquisition of Manco                                (122 268)             -     
Restructure of interest rate swaps                  (113 743)             -     
Net cash outflow from investing activities          (293 010)     (939 953)     
Cash flows from financing activities                                            
Proceeds from the issue of linked units                41 007             -     
Share issue expenses paid                               (180)         (185)     
Interest-bearing liabilities raised                   294 807       733 838     
Net cash inflow from financing activities             335 634       733 653     
Net increase/(decrease) in cash and cash equivalents      882     (179 778)     
Cash and cash equivalents at beginning of year          9 828       189 606     
Cash and cash equivalents at end of year               10 710         9 828     
Statement of financial position                                                 
as at 30 June 2010                                                              
Reviewed       Audited      
                                                        2010          2009      
                                                       R`000         R`000      
ASSETS                                                                          
Non-current assets                                  3 471 279     3 404 252     
Investment properties                               3 303 013     3 389 043     
Straight-line rent income accrual                      14 857        15 209     
Investment properties and related accrual           3 317 870     3 404 252     
Furniture and equipment                                   587             -     
Goodwill                                              152 822             -     
Current assets                                         37 284        12 619     
Trade and other receivables                            26 574         2 791     
Cash and cash equivalents                              10 710         9 828     
Total assets                                        3 508 563     3 416 871     
EQUITY AND LIABILITIES                                                          
Equity                                                580 276       809 265     
Share capital and share premium                       259 195       246 963     
Retained earnings                                       (701)           980     
Fair value reserve                                    321 782       561 322     
Non-current liabilities                             2 709 779     2 483 644     
Debentures                                          1 186 507     1 157 912     
Interest-bearing liabilities                        1 308 371     1 013 564     
Derivative liability                                   11 014        70 456     
Contingent consideration                               32 842             -     
Deferred taxation                                     171 045       241 712     
Current liabilities                                   218 508       123 962     
Trade and other payables                               38 356        52 115     
Vendors on property acquisition                       110 400             -     
Debenture interest payable                             69 752        71 847     
Total equity and liabilities                        3 508 563     3 416 871     
A. Net asset value per linked unit (Rand)                                       
A-linked unit                                           14.00         15.97     
B-linked unit                                           14.00         15.97     
B. Net asset value per linked unit                                              
(excluding deferred taxation) (Rand)                                            
A-linked unit                                           15.35         17.93     
B-linked unit                                           15.35         17.93     
Statement of changes in equity                                                  
for the year ended 30 June 2010                                                 
                                           Share       Share      Retained      
capital     premium      earnings      
                                           R`000       R`000         R`000      
Balance at 30 June 2008                        12     247 136           980     
Profit/Total comprehensive income                                               
for the year                                                         38 460     
Transactions with owners, recorded                                              
directly in equity                              -       (185)      (38 460)     
Share issue expenses, net of tax                        (185)                   
Transfer to fair value reserve -                                                
revaluation of investment properties                                            
(net of deferred tax)                                             (149 730)     
Transfer from fair value reserve -                                              
interest rate swaps                                                 111 270     
Balance at 30 June 2009                        12     246 951           980     
Loss/Total comprehensive loss                                                   
for the year                                                      (241 221)     
Transactions with owners, recorded                                              
directly in equity                              1      12 231       239 540     
Issue of shares                                 1      12 411                   
Share issue expenses, net of tax                        (180)                   
Transfer from fair value reserve -                                              
investment properties                                                           
(net of deferred tax)                                               182 951     
Transfer to fair value reserve -                                                
contingent consideration                                              2 287     
Transfer to fair value reserve -                                                
interest rate swaps                                                  54 302     
Balance at 30 June 2010                        13     259 182         (701)     
Fair value                    
                                                     reserve         Total      
                                                       R`000         R`000      
Balance at 30 June 2008                               522 862       770 990     
Profit/Total comprehensive income                                               
for the year                                                         38 460     
Transactions with owners, recorded                                              
directly in equity                                     38 460         (185)     
Share issue expenses, net of tax                                      (185)     
Transfer to fair value reserve -                                                
revaluation of investment properties                                            
(net of deferred tax)                                 149 730             -     
Transfer from fair value reserve -                                              
interest rate swaps                                 (111 270)             -     
Balance at 30 June 2009                               561 322       809 265     
Loss/Total comprehensive loss                                                   
for the year                                                      (241 221)     
Transactions with owners, recorded                                              
directly in equity                                  (239 540)        12 232     
Issue of shares                                                      12 412     
Share issue expenses, net of tax                                      (180)     
Transfer from fair value reserve -                                              
investment properties                                                           
(net of deferred tax)                               (182 951)             -     
Transfer to fair value reserve -                                                
contingent consideration                              (2 287)             -     
Transfer to fair value reserve -                                                
interest rate swaps                                  (54 302)             -     
Balance at 30 June 2010                               321 782       580 276     
Condensed segmental information                                                 
for the year ended 30 June 2010                                                 
Information regarding the results of each reportable segment is included        
below. Performance is measured based on operating profit before finance costs,  
as included in the internal management reports that are reviewed by the group`s 
CEO. Segment profit is used to measure performance as Management believes that  
such information is the most relevant in evaluating the results of certain      
segments relative to other entities that operate within these industries.       
Inter-segment pricing is determined on an arm`s length basis (or disclose       
whichever basis of accounting is used).                                         
                               Fixed lease     C-Corp lease      F&V lease      
R`000                            agreements       agreements     agreements     
Statement of                                                                    
comprehensive income -                                                          
30 June 2010                                                                    
Segment revenue                     137 844          117 951          1 364     
Expenditure                         (6 413)                                     
Segment results                     131 431          117 951          1 364     
Statement of comprehensive                                                      
income - 30 June 2009                                                           
Segment revenue                     129 528          112 684              -     
Expenditure                               -                -              -     
Segment results                     129 528          112 684              -     
Statement of financial                                                          
position - 30 June 2010                                                         
Non-current assets                                                              
Investment properties             1 320 826        1 580 757        110 987     
Current assets                                                                  
Trade receivables                     1 618           16 888          1 100     
Segment assets                    1 322 444        1 597 645        112 087     
Statement of financial                                                          
position - 30 June 2009                                                         
Non-current assets                                                              
Investment properties             1 411 000        1 868 780                    
Current assets                                                                  
Trade and other receivables             538              179                    
Segment assets                    1 411 538        1 868 959              -     
                                                              Total of all      
                                           Variable lease        operating      
R`000                                           agreements         segments     
Statement of                                                                    
comprehensive income -                                                          
30 June 2010                                                                    
Segment revenue                                      8 743          265 902     
Expenditure                                                         (6 413)     
Segment results                                      8 743          259 489     
Statement of comprehensive                                                      
income - 30 June 2009                                                           
Segment revenue                                     14 474          256 686     
Expenditure                                              -                -     
Segment results                                     14 474          256 686     
Statement of financial                                                          
position - 30 June 2010                                                         
Non-current assets                                                              
Investment properties                              305 300        3 317 870     
Current assets                                                                  
Trade receivables                                      213           19 819     
Segment assets                                     305 513        3 337 689     
Statement of financial                                                          
position - 30 June 2009                                                         
Non-current assets                                                              
Investment properties                              124 472        3 404 252     
Current assets                                                                  
Trade and other receivables                          1 764            2 481     
Segment assets                                     126 236        3 406 733     
www.hpf.co.za                                                                   
Sponsor                                                                         
RAND MERCHANT BANK (A division of FirstRand Bank Limited)                       
Date: 18/08/2010 16:42:25 Produced by the JSE SENS Department.                  
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