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Mon 30 Aug 2010, 9:00 MSP - Mas Plc - Interim financial statements for the three
MSP
MSP                                                                             
MSP - Mas Plc - Interim financial statements for the three                      
months ended 31 May 2010                                                        
MAS PLC                                                                         
Previously Mergon Property Holdings Limited                                     
(Incorporated in the Isle of Man)                                               
(Registration number 2893V)                                                     
Share code: MSP                                                                 
ISIN: IM00B4LFGH00                                                              
MAS plc                                                                         
("MAS plc" or "the Company")                                                    
Interim Financial Statements For the three months ended 31                      
May 2010                                                                        
Table of Contents                                                               
Interim Financial Statements for the three months ended                         
31 May 2010                                                                     
Page                          
Directors` and Investment Adviser`s Report            3                         
Statement of Directors` Responsibilities              4                         
Consolidated Statement of Comprehensive Income        5                         
Consolidated Statement of Financial Position          6                         
Consolidated Statement of Cash Flows                  7                         
Consolidated Statement of Changes in Equity           8                         
Notes to the Financial Statements               9 to 19                         
Directors` and Investment Adviser`s Report                                      
The outlook for the European property market remains                            
mixed, with signs of continued stress particularly                              
relating to debt funding. This scenario is likely to                            
persist for some time, and provides an ideal opportunity                        
for acquisitions at strong yields, with buyers having                           
significant negotiating power.                                                  
Operationally, the first three months of the 2011                               
financial year have seen the business consolidate the                           
properties acquired at the end of the previous year. With                       
capital from the first fundraising utilised, the Company                        
raised a further EUR10 million in April to continue growing                     
the portfolio.                                                                  
The first three months have seen an accounting loss of                          
EUR432,823, resulting from non-cash fair value adjustments                      
of interest rate swaps. These swaps have allowed the                            
Company to forecast its cash requirements over the period                       
of the lease term of the portfolio with great accuracy, but                     
mark-to-market accounting requirements result in non-cash                       
fluctuations in income. The current movement in valuation                       
results from the softened interest rate outlook for the                         
euro region over the last few months.                                           
Management are confident of the prospects ahead for the                         
Company and we believe the Company is well positioned to                        
capitalise on these.                                                            
Lukas Nakos                     Malcolm Levy                                    
Chief Executive Officer         Director                                        
Registered Office:              Registered Agent:                               
25 Athol Street                 Onyx Management Limited                         
Douglas, IM1 1LB                                                                
Isle of Man                                                                     
Directors                                                                       
Lukas Nakos                                                                     
Malcolm Levy                                                                    
Gideon Oosthuizen                                                               
Ronald Spencer                                                                  
Jaco Jansen                                                                     
Secretary                                                                       
Helen Cullen                                                                    
Statement of Directors` responsibilities in respect of the                      
Directors` report and the financial statements                                  
The directors are responsible for preparing the Directors`                      
Report and the financial statements in accordance with                          
applicable law and regulations.                                                 
The directors have elected to prepare the financial                             
statements in accordance with International Financial                           
Reporting Standards.                                                            
The financial statements are required by law to give a                          
true and fair view of the state of affairs of the Group                         
and of the profit/loss of the Group for that period.                            
In preparing these financial statements, the directors are                      
required to:                                                                    
- select suitable accounting policies and then apply them                       
consistently;                                                                   
- make judgments and estimates that are reasonable and                          
prudent;                                                                        
- state whether applicable International Financial                              
Reporting Standards have been followed, subject to any                          
material departures disclosed and explained in the                              
financial statements; and                                                       
- prepare the financial statements on the going concern                         
basis unless it is inappropriate to presume that the Group                      
will not continue in business.                                                  
The directors are responsible for keeping proper                                
accounting records that disclose with reasonable accuracy                       
at any time the financial position of the Group. They have                      
general responsibility for taking such steps as are                             
reasonably open to them to safeguard the assets of the                          
Group and to prevent and detect fraud and other                                 
irregularities.                                                                 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME                                  
FOR THE THREE MONTHS ENDED 31 MAY 2010                                          
Unaudited         Audited                          
                          Three months            Year                          
                    Notes        ended           ended                          
                                31 May     28 February                          
2010            2010                          
                                  Euro            Euro                          
Income                                                                          
Rent received            1      407,743         290,999                         
Expenses                                                                        
Investment adviser fees        (47,515)        (71,748)                         
Operating expenses            (188,357)       (825,676)                         
Audit and accounting fees      (22,435)        (52,251)                         
Company administration                                                          
expenses                       (10,459)        (58,327)                         
Company secretarial expenses   (15,386)        (81,079)                         
Director`s fees                (28,155)       (111,276)                         
General expenses               (22,706)        (38,145)                         
Legal and professional                                                          
expenses                 2     (46,810)       (183,228)                         
Listing expenses         3     (37,479)       (295,705)                         
Sundry expenses                 (4,927)         (5,663)                         
Exchange                                                                        
differences              4      190,201          82,123                         
Fair value adjustments   6    (598,545)     (2,114,785)                         
Results from operating                                                          
activities                    (236,473)     (2,639,087)                         
Net interest expense          (196,350)        (48,863)                         
(Loss) before taxation        (432,823)     (2,687,950)                         
Taxation                              -               -                         
Total comprehensive (loss)    (432,823)     (2,687,950)                         
Earnings per share                                                              
(cents per share)                 (2.8)          (78.6)                         
Weighted average number                                                         
of outstanding shares    5   15,290,841       3,420,493                         
The Directors consider that all results derive from                             
continuing activities.                                                          
The notes on pages 9 to 19 form part of these consolidated                      
interim financial statements.                                                   
CONSOLIDATED STATEMENT OF FINANCIAL POSITION                                    
AS AT 31 MAY 2010                                                               
Unaudited          Audited                          
                               31 May      28 February                          
                                 2010             2010                          
               Notes             Euro             Euro                          
Non-current                                                                     
assets                                                                          
Investment                                                                      
Property            9       25,294,201       24,773,271                         
Current assets                                                                  
Trade and other                                                                 
receivables                    780,330          122,499                         
Cash and cash                                                                   
equivalents                  9,634,464        1,528,306                         
                           10,414,794        1,650,805                          
Current                                                                         
liabilities                                                                     
(amounts                                                                        
falling due                                                                     
within                                                                          
one year)                                                                       
Short term loans              (68,647)      (1,384,500)                         
Trade and other                                                                 
payables                     (461,655)        (429,010)                         
                            (530,303)      (1,813,510)                          
Net current assets /                                                            
(liabilities)                9,884,492        (162,705)                         
Non Current                                                                     
Liabilities                                                                     
Long term loans     7     (17,574,683)     (17,261,161)                         
Financial                                                                       
instruments         8      (1,334,499)        (726,197)                         
Net Assets                  16,269,511        6,623,208                         
Capital and                                                                     
reserves                                                                        
Share capital       5       19,388,947        9,309,821                         
Retained (loss)            (3,119,436)      (2,686,613)                         
Shareholder                                                                     
equity                      16,269,511        6,623,208                         
Net asset value                                                                 
(cents per share)                 83.9             71.1                         
These financial statements were approved by the Board of                        
Directors and signed on their behalf by:                                        
The Directors consider that all results derive from                             
continuing activities.                                                          
The notes on pages 9 to 19 form part of these consolidated                      
interim financial statements.                                                   
CONSOLIDATED STATEMENT OF CASH FLOWS                                            
FOR THE THREE MONTHS ENDED 31 MAY 2010                                          
Unaudited          Audited                          
                         Three months             Year                          
                                ended            ended                          
                               31 May      28 February                          
2010             2010                          
                                 Euro             Euro                          
OPERATING ACTIVITIES                                                            
(Loss) before taxation       (432,823)      (2,687,950)                         
Finance costs                  196,350           48,863                         
Exchange differences         (190,201)         (82,123)                         
Fair value adjustments         598,545        2,114,785                         
                              171,870        (606,425)                          
Changes in net current                                                          
financial position         (1,941,039)          184,098                         
Net interest expense         (196,350)         (48,863)                         
Cash generated from                                                             
operating activities       (1,965,518)        (471,190)                         
INVESTING ACTIVITIES                                                            
Investment properties                                                           
under construction                   -     (24,020,327)                         
Cash generated from                                                             
investing activities                 -     (24,020,327)                         
FINANCING ACTIVITIES                                                            
Issuance of share capital   10,079,126        9,309,721                         
Proceeds from loan                                                              
Facilities                           -       16,606,688                         
Cash generated from                                                             
financing activities        10,079,126       25,916,409                         
NET INCREASE IN CASH AND                                                        
EQUIVALENTS                  8,113,608        1,424,892                         
Cash and equivalents at                                                         
the beginning of the                                                            
period                       1,528,307           21,291                         
Translation effect on                                                           
revaluation of monetary                                                         
assets and liabilities         (7,451)           82,123                         
CASH AND EQUIVALENTS AT                                                         
PERIOD END                   9,634,464        1,528,307                         
The notes on pages 9 to 19 form part of these consolidated                      
interim financial statements.                                                   
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                                     
FOR THE THREE MONTHS ENDED 31 MAY 2010                                          
               31 May-10       31 May-10       31 May-10                        
                   Share        Retained                                        
Capital          Income           Total                        
                    Euro            Euro            Euro                        
Opening balance at                                                              
28 February 2009      100           1,337           1,437                       
Issue of shares 9,309,721               -       9,309,721                       
(Loss) for period to                                                            
28 February 2010        -     (2,687,950)     (2,687,950)                       
Closing balance as                                                              
at 28 February                                                                  
2010 (Audited)  9,309,821     (2,686,613)       6,623,208                       
(Loss) for period                                                               
to 31 May 2010         -       (432,823)       (432,823)                        
Issue of                                                                        
shares         10,079,126               -      10,079,126                       
Closing balance                                                                 
as at 31 May 2010                                                               
(Unaudited)    19,388,947     (3,119,436)      16,269,512                       
The notes on pages 9 to 19 form part of these consolidated                      
interim financial statements.                                                   
Notes to the interim consolidated financial statements                          
1. Significant Accounting Policies                                              
MAS plc has prepared its financial statements in                                
accordance with International Financial Reporting                               
Standards ("IFRS"). IFRS comprise accounting standards                          
issued by the International Accounting Standards Board                          
("IASB") and its predecessor body as well as                                    
interpretations issued by the International Financial                           
Reporting Interpretations Committee ("IFRIC") and its                           
predecessor body.                                                               
Basis of accounting                                                             
The financial statements have been prepared under the                           
historical cost convention, modified to include the                             
revaluation of fixed asset investments, and in accordance                       
with IFRS without exception.                                                    
The Group applies the revised standard IAS 1 Presentation                       
of Financial Statements (2007), which became effective as                       
of 1 January 2009. As a result, the Group presents in the                       
consolidated statement of changes in equity all owner                           
changes in equity, whereas all non-owner changes in equity                      
are presented in the statement of comprehensive income.                         
This presentation has been applied in these financial                           
statements as of and for the three months ended 31 May                          
2010. Comparative information has been re-presented so                          
that it also is in conformity with the revised standard.                        
New standards and interpretations not yet adopted                               
A number of new standards, amendments to standards and                          
interpretations are not yet effective for the year ended                        
28 February 2011, and have been applied in preparing these                      
consolidated financial statements:                                              
New/Revised International Accounting                                            
Standards / International Financial        Effective date                       
Reporting Standards (IAS/IFRS)                (accounting                       
periods                        
                                              commencing                        
                                                  after)                        
IAS 1 Presentation of Financial                                                 
Statements (Revised 2009)                  1 January 2010                       
IAS 7 Statement of Cash Flows                                                   
(Revised 2009)                             1 January 2010                       
IAS 24 Related Party Disclosures -                                              
Revised definition of related parties      1 January 2011                       
IAS 27 Consolidated and Separate                                                
Financial Statements - Amendment                                                
relating to cost of an investment                                               
on first-time adoption (Revised 2008)          1 July2009                       
IAS 32 Financial Instruments:                                                   
Presentation - Amendments relating to                                           
classification                            1 February 2010                       
of rights issues                                                                
IAS 39 Financial Instruments:                                                   
Recognition and Measurement -                                                   
Amendments for                               30 June 2009                       
embedded derivatives when reclassifying                                         
financial instruments                                                           
IAS 39 Financial Instruments:                                                   
Recognition and Measurement -                                                   
Amendments for                                1 July 2009                       
eligible hedged items                                                           
IAS 39 Financial Instruments:                                                   
Recognition and Measurement                                                     
(Revised 2009)                             1 January 2010                       
IFRS 8 Operating Segments (Revised 2009)   1 January 2010                       
IFRS 9 Financial Instruments               1 January 2013                       
IFRIC Interpretation                                                            
IFRIC 9 Reassessment of                                                         
Embedded Derivatives                         30 June 2009                       
The directors do not expect the adoption of the other                           
standards and interpretations to have a material impact on                      
the Group`s financial statements in the period of initial                       
application.                                                                    
Going concern                                                                   
The Group has financial resources in the form of                                
realisable investments and adequate working capital.                            
Accordingly, the directors continue to adopt the going                          
concern basis.                                                                  
Basis of consolidation                                                          
The consolidated financial statements include the                               
financial statements of the Company and its subsidiary                          
undertakings for the period under review. The acquisition                       
method of accounting has been adopted. Under this method,                       
the results of subsidiary undertakings acquired or                              
disposed of in the year are included in the consolidated                        
income statement from the date of acquisition or up to the                      
date of disposal. Subsidiaries are those enterprises                            
controlled by the Company. Control exists where the                             
Company has the power to govern the financial and                               
operating policies of an entity so as to obtain benefits                        
from its activities. In assessing control, potential                            
voting rights that presently are exercisable are taken                          
into account. The financial statements of subsidiaries are                      
included in the consolidated financial statements from the                      
date that control commences until the date that control                         
ceases. Intra-group balances and any unrealised income and                      
expenses arising from intra-group transactions, are                             
eliminated in preparing the consolidated financial                              
statements. Unrealised losses are eliminated in the same                        
way as unrealised gains, but to the extent that there is                        
no evidence of impairment.                                                      
Revenue recognition                                                             
Revenue includes the rent received on real estate                               
investments, including interest and dividends and is                            
accounted for on an accruals basis.                                             
Investments                                                                     
Investment Property ("IAS40"): direct real estate                               
investments are classified as Investment Properties and                         
comprise both freehold and leasehold land and buildings                         
and installed equipment held for the purpose of earning                         
rental income and for capital appreciation. Investment                          
property is treated as a long-term investment and is                            
initially recognised at cost (including related                                 
transaction costs) and subsequently carried at fair value.                      
Subsequent additions that produce future economic benefit                       
to the Group are capitalised. Investment property under                         
construction is valued at cost.                                                 
Maintenance and repairs which neither materially add to                         
the value of the properties nor prolong their useful lives                      
are expensed in the income statement.                                           
Independent valuations are obtained on an annual basis.                         
The directors shall value the investment properties on an                       
interim basis. Investment properties are classified as                          
held for sale when the directors have approved the                              
disposal of the properties. The valuation calculations are                      
based on the aggregate of the net annual rents receivable                       
and associated costs, using the discounted cash flow                            
method. The discounted cash flow method takes projected                         
cash flow and discounts it at a rate which is consistent                        
with the comparable market transactions. Any gains or                           
losses arising from changes in fair value are included in                       
the net profit or loss for the year. The net gains or                           
losses are transferred to a revaluation reserve and are                         
not available for distribution. These fair value                                
adjustments are excluded from the computation of                                
distributable profit. Gains or losses arising from the                          
disposal of investment properties, being the difference                         
between the net disposal proceeds and the carrying value,                       
are brought to account in the determination of the net                          
profit for the year.                                                            
Investments                                                                     
Considerable judgment is required in interpreting market                        
data to determine the estimates of value; accordingly the                       
estimates of value presented in the financial statements                        
are not necessarily indicative of the amounts that the                          
Group could realise in a market exchange. The use of                            
different market assumptions and/or estimation methodologies                    
may have a material effect on the estimated                                     
fair values.                                                                    
Foreign currency                                                                
Transactions in currencies other than Euro are recorded at                      
the rate of exchange prevailing at the dates of the                             
transactions. At each Statement of Financial Position                           
date, monetary assets and liabilities that are denominated                      
in foreign currencies are retranslated at the rates                             
prevailing on the Statement of Financial Position date.                         
Non-monetary assets and liabilities carried at fair value                       
that are denominated in foreign currencies are translated                       
at the rates at the Statement of Financial Position date.                       
Other non-monetary assets and liabilities denominated in                        
foreign currencies are translated at the initial drawdown                       
rate. Gains and losses arising on translation are included                      
in the net profit or loss for the period.                                       
Functional and Presentational Currency                                          
The financial statements are presented in Euro, which is                        
the functional currency of the Group.                                           
Cash and Cash Equivalents                                                       
Cash and cash equivalents consist of cash at bank.                              
Other Assets                                                                    
Other assets consist of short term assets. The directors                        
consider that the carrying value of the other assets                            
approximates to their fair value.                                               
Borrowings                                                                      
Interest bearing bank loans are recorded at the proceeds                        
received, net of direct issue costs. Borrowing costs are                        
amortised over the term of the loan.                                            
Derivatives                                                                     
The Group has currency exposures related to its                                 
investments and may enter into portfolio level and                              
investment specific foreign exchange contracts and other                        
derivatives to hedge such exposures. Movements in the fair                      
value of derivatives are accounted for in the statement of                      
comprehensive income. The Group may also use interest rate                      
derivatives to hedge interest rate exposure on the                              
underlying debt of the property portfolio.                                      
Risk management                                                                 
Liquidity Risk - the risk that arises when the maturity of                      
assets and liabilities do not match. An unmatched position                      
potentially enhances profitability, but can also increase                       
the risk of losses.                                                             
The Group has internal procedures focused on ensuring the                       
efficient but prudent use of cash and availability of                           
working capital. The liquidity risk inherent in the Group                       
is mainly as a result of the tenant risk in the property                        
portfolio. Should a tenant default, liquidity risk may                          
result in the inability of the Group to cover the interest                      
payments. As a result adequate cash buffers are                                 
maintained, and tenant strength is reviewed on a continual                      
basis.                                                                          
Market Price Risk - the risk that the market price of an                        
investment or financial instrument will fluctuate due to                        
changes in foreign exchange rates, market interest rates,                       
market factors specific to the security or its issuer or                        
factors generally affecting all investments.                                    
The risk to the Group relates to an imbalance between                           
demand and supply for the relevant investments and                              
financial instruments in the portfolio, which could                             
potentially result in a disorderly market. This risk is                         
mitigated through the use of a dedicated Investment                             
Manager, MAS Property Advisors Limited, focussed on                             
continual assessment of the portfolio and its movements in                      
relation to the broader market.                                                 
Foreign Exchange Risk - the Group holds both assets and                         
liabilities denominated in currencies other than Euro, the                      
functional and presentation currency. It is therefore                           
exposed to currency risk, as the value of the assets                            
denominated in other currencies will fluctuate due to                           
changes in exchange rates. The Group`s policy is to hedge,                      
on a case-by-case basis, all foreign exchange exposures                         
and commitments.                                                                
Interest Rate Risk - a significant part of the funding of                       
the companies` portfolios derives from debt. Debt is                            
managed on an active basis, hedging against adverse                             
movements in interest rates. Note 8 details the hedging                         
activities taken in the current year.                                           
At the 31 May 2010 the Group had the following currency                         
exposures:                                                                      
Currency Risk Exposures                                                         
                      GBP            CHF           ZAR                          
Closing exchange                                                                
rate                0.8338         1.4123        9.3796                         
MONETARY ITEMS                                                                  
Cash at Bank           GBP            CHF           ZAR                         
Foreign currency     9,080        388,542       231,435                         
Euro equivalent     10,890        275,113        24,674                         
Payables               GBP            CHF           ZAR                         
Foreign currency     3,399              -     1,452,830                         
Euro equivalent      4,076              -       154,893                         
Receivables            GBP            CHF           ZAR                         
Foreign currency    32,924              -             -                         
Euro equivalent     39,487              -             -                         
Long-term borrowings   GBP            CHF           ZAR                         
Foreign currency         -     13,000,000             -                         
Euro equivalent          -      9,204,843             -                         
Total monetary                                                                  
exposure                                                                        
Foreign currency    38,606     12,611,458     1,221,395                         
Euro equivalent     46,301      8,929,730       130,218                         
NON-MONETARY ITEMS                                                              
Investment property    GBP            CHF           ZAR                         
Foreign currency         -     21,600,000             -                         
Euro equivalent          -     15,294,201             -                         
Taxation                                                                        
Taxation on the profit or loss for the year comprises                           
current and deferred tax relating to operations in taxable                      
jurisdictions. Income tax is recognised in profit or loss                       
except to the extent that it relates to items recognised                        
directly in equity, in which case it is recognised in                           
equity.                                                                         
Current tax is the expected tax payable on the taxable                          
income for the year in each taxable jurisdiction, using                         
tax rates enacted or substantively enacted at the                               
Statement of Financial Position date, and any adjustment                        
to tax payable in respect of previous years.                                    
Deferred tax is provided using the Statement of Financial                       
Position liability method, based on temporary differences                       
between the carrying amounts of assets and liabilities for                      
financial reporting purposes and their tax bases. The                           
amount of deferred tax provided is based on the expected                        
manner of realisation or settlement of the carrying amount                      
of assets and liabilities, using tax rates enacted or                           
substantively enacted at the Statement of Financial                             
Position date.                                                                  
Distributable Income                                                            
Distributable Income is the funds that have been generated                      
by the business, as represented by the cash rental                              
received, less interest expenses, operating expenses and                        
taxation paid, that can be distributed to shareholders.                         
2. Legal and professional expenses                                              
Unaudited              Audited                          
                     Three Months                 Year                          
                            ended                ended                          
                      31 May 2010     28 February 2010                          
Euro                 Euro                          
Legal Services - MAS                                                            
Property Advisors Ltd       27,895              122,011                         
Independent taxation                                                            
and professional advice     18,915               50,877                         
Due diligence costs                                                             
and other                        -               10,340                         
                           46,810              183,228                          
3. Listing expenses                                                             
                             Unaudited         Audited                          
                          Three Months            Year                          
                                 ended           ended                          
31 May     28 February                          
                                  2010            2010                          
                                  Euro            Euro                          
Corporate advisers               18,336         251,085                         
Transfer secretaries              5,284           5,380                         
JSE                               5,265           5,078                         
Bourse de Luxembourg              4,350          20,760                         
Other                             4,244          13,402                         
37,479         295,705                          
4. Exchange differences                                                         
Exchange gains and losses arise from the revaluation of                         
the monetary assets and liabilities and the fair valuation                      
of non-monetary assets denominated in a foreign currency.                       
Included in exchange differences is a profit of EUR520,930                      
arising from the fair valuation of the DPD property and a                       
loss of EUR313,522 arising on the corresponding CHF                             
denominated debt.                                                               
5. Share capital                                                                
During the period under review, the Company issued                              
EUR10,079,126 ordinary shares of no par value at EUR 1 each                     
(period ended 28 February 2010: 9,309,821 shares of no par                      
value at EUR 1 each). The current issued share capital of                       
the Company is 19,388,947 ordinary shares of no par value                       
at EUR 1 each. The Company does not have authorised share                       
capital as it is registered under the Companies Act 2006 of                     
the Isle of Man.                                                                
                                     Unaudited                                  
                                 Three months ended                             
31 May 2010                                
                                 Number           Euro                          
Share Capital                 19,388,947     19,388,947                         
                                        Audited                                 
Year ended                                
                                   28 February 2010                             
                                 Number           Euro                          
Share Capital                  9,309,821      9,309,821                         
6. Fair value adjustments                                                       
Fair value adjustments relate to:                                               
                        Unaudited              Audited                          
                     Three Months                 Year                          
ended                ended                          
                      31 May 2010     28 February 2010                          
                             Euro                 Euro                          
DPD Property                                                                    
Fair value adjustment                                                           
- DPD property                   -              137,308                         
Fair value adjustment                                                           
- Credit Suisse                                                                 
interest rate swap       (260,153)            (276,667)                         
                        (260,153)            (139,359)                          
Aldi Portfolio                                                                  
Fair value adjustment                                                           
- Aldi portfolio                 -          (1,525,896)                         
Fair value adjustment                                                           
- Sparkasse interest                                                            
rate swap/cap            (338,392)            (449,530)                         
(338,392)          (1,975,426)                          
Total                    (598,545)          (2,114,785)                         
7. Loans                                                                        
Save for the loans set out below, no other material loans,                      
including the issue of debentures, have been made to MAS                        
plc or the subsidiaries. Long-term loans comprise the                           
following:                                                                      
a) Inventive Capital S.a.r.l. (a subsidiary) received a                         
loan of EUR 8,369,840 on 1 December 2009 from Sparkasse                         
Bank. This is a 20-year term floating rate loan at 95bps                        
above Euribor. The Aldi Portfolio purchased by Inventive                        
Capital S.a.r.l. is held as security against this loan.                         
There are no conversion or redemption rights for this loan.                     
Amortisation payments are expected to begin at the end of                       
2014.                                                                           
b) Petrusse Capital S.a.r.l. (a subsidiary) received a                          
loan of CHF13,000,000 on 15 January 2009 from Credit                            
Suisse. This is a 15-year term floating rate loan at 90bps                      
above Swiss LIBOR. The DPD Property purchased by Petrusse                       
Capital Sa.r.l. is held as security against this loan.                          
There are no conversion or redemption rights for this                           
loan. Amortisation repayments of CHF150,000 per quarter                         
begin in June 2010 on this loan. Such amortisation                              
payments are to be financed by the rentals received from                        
the property.                                                                   
8. Financial instruments                                                        
The Group has hedged the interest rate exposure on the                          
loans disclosed in Note 7.                                                      
75% of the Sparkasse Bank debt used to purchase the `Aldi                       
portfolio` was hedged with Bayern LB via an interest rate                       
swap at a fixed rate of 4.2%, and 25% fixed via an                              
interest rate cap with a strike at 4.0%, on 20th October                        
2009. Both the hedge and the cap started on 1st December                        
2009, the completion date of the property. The                                  
mark-to-market valuation of this hedge was a negative                           
(EUR 787,923) as at 31st May 2010.                                              
70% of the Credit Suisse debt used to purchase the `DPD                         
Property` was hedged directly with Credit Suisse via a                          
forward-starting interest rate swap at 2.76% on 14th                            
September 2009. The start date is 15th June 2010. The                           
mark-to-market valuation of this hedge was a negative                           
(EUR 546,576) as at 31st May 2010.                                              
Reconciliation of financial instruments                                         
                       Total          DPD          Aldi                         
Year ended 28                                                                   
February 2010 (Audited)                                                         
Fair valuation of                                                               
hedging instruments  (726,197)     (276,667)     (449,530)                      
Three months ended                                                              
31 May 2010                                                                     
(Unaudited)                                                                     
Fair valuation of                                                               
hedging instruments  (598,546)     (260,153)     (338,393)                      
Exchange difference    (9,756)       (9,756)             -                      
                  (1,334,499)     (546,576)     (787,923)                       
9. Investment property                                                          
Reconciliation of Investment Properties                                         
                      Total DPD Property  Aldi Portfolio                        
                                    Euro            Euro                        
Year ended 28                                                                   
February 2010                                                                   
Property purchase                                                               
price             24,413,204   13,950,904      10,462,300                       
Capitalised                                                                     
expenses:                                                                       
Legal and                                                                       
professional costs   387,815      186,928         200,887                       
Notary and land                                                                 
registration                                                                    
taxes                475,682       10,663         465,019                       
Commissions          500,709      207,642         293,067                       
Transaction fees     243,760      139,137         104,623                       
Exchange difference  140,689      140,689               -                       
Fair value                                                                      
adjustment       (1,388,588)      137,308     (1,525,896)                       
Net Book Value                                                                  
28 February 2010                                                                
(Audited)         24,773,271   14,773,271      10,000,000                       
Three months ended                                                              
31 May 2010                                                                     
Exchange difference  520,930      520,930               -                       
Net Book Value                                                                  
31 May 2010                                                                     
(Unaudited)       25,294,201   15,294,201      10,000,000                       
Property                                                                        
details               DPD Property       Aldi Portfolio                         
Location       Zurich, Switzerland     Various, Germany                         
Currency                       CHF                  EUR                         
Purchase price          20,535,431           10,462,300                         
Rent                     1,304,000              732,108                         
Initial                                                                         
Purchase Yield               6.35%                7.00%                         
Debt                    13,000,000            8,369,840                         
Completion date          15-Jan-10            01-Dec-09                         
Both properties are included at directors` valuations,                          
which are the same valuations as the third party external                       
valuations in the audited year end accounts. The DPD                            
Property was valued by Wuest and Partners at CHF 21.6                           
million and the Aldi portfolio by DTZ at EUR10 million at                       
28 February 2010.                                                               
10. Taxation                                                                    
The Group is ultimately resident in the Isle of Man for                         
taxation purposes. The Isle of Man has a 0% rate of                             
corporate income tax to which the Group is subject,                             
therefore no taxation was payable for the period under                          
review (2009: 0%).                                                              
11. Related party transactions                                                  
During the period, the Group made the following payments                        
to the Investment Adviser, MAS Property Advisors Limited:                       
Management fees were paid of EUR47,515                                          
EUR 27,895 was paid for the provision of legal services                         
by the Investment Adviser.                                                      
EUR 13,905 was paid to the Investment Adviser for the                           
provision of a Financial Director, Malcolm Levy                                 
EUR 15,386 was paid to the Investment Adviser for the                           
provision of a Group Secretary, Helen Cullen.                                   
12. The following entities are all subsidiaries of MAS                          
plc:                                                                            
Company Name                      Domicile                                      
MAS (BVI) Holdings Ltd            British Virgin Islands                        
MAS (IOM) Holdings Ltd            Isle of Man                                   
European Property                                                               
Holdings S.a.r.l.                 Luxembourg                                    
Petrusse Capital S.a.r.l.         Luxembourg                                    
Inventive Capital S.a.r.l.        Luxembourg                                    
13. Comparative period                                                          
The comparative period is from 01 March 2009 to 28                              
February 2010.                                                                  
14. Beneficial Ownership                                                        
The major beneficial owners of MAS plc are as follows:                          
Mergon Foundation                              37.11%                           
BNF Investments (Pty) Limited                  25.74%                           
Amplain Limited                                17.66%                           
Mertech Investments (Pty) Limited               9.01%                           
Mertech Services (Pty) Limited                  6.48%                           
30 August 2010                                                                  
Isle of Man                                                                     
Sponsor                                                                         
PSG Capital (Pty) Limited                                                       
Date: 30/08/2010 09:00:01 Produced by the JSE SENS Department.                  
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