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Tue 3 May 2011, 14:11 RIN - Redefine Properties International Limited - Unaudited Condensed
RIN
RIN                                                                             
RIN - Redefine Properties International Limited - Unaudited Condensed           
Consolidated Interim Results for the six months ended 28 February 2011          
REDEFINE PROPERTIES INTERNATIONAL LIMITED                                       
("RI Ltd" or "the Company" and together with its subsidiaries "the Group")      
(formerly Kalpafon Limited)                                                     
(Incorporated in the Republic of South Africa)                                  
(Registration number 2010/009284/06)                                            
JSE share code: RIN    ISIN: ZAE000149282                                       
www.redefineinternational.com                                                   
UNAUDITED CONDENSED CONSOLIDATED INTERIM RESULTS                                
for the six months ended 28 February 2011                                       
Results                                                                         
- Distributable earnings of GBP6.8 million                                      
- Distribution of 2.02 pence per linked unit - on track to achieve prospectus   
forecast for year ending 31 August 2011                                         
- Net asset value of 47.03 pence per linked unit (31 August 2010: 43.48 pence   
per linked unit), an increase of 8.16%                                          
- Headline earnings of 3.91 pence per linked unit                               
Corporate Highlights                                                            
- Successful listing on the JSE Limited and raising of GBP84 million of new     
equity                                                                          
- Agreement in principle reached for RI plc to merge with Wichford P.L.C.       
- Favourable long-term restructuring of shopping centre senior debt             
- Successful GBP19 million capital raising post interim period                  
- Shareholding in the Cromwell Group, Australia increased to 22.2% post interim 
period                                                                          
Acquisitions                                                                    
- 50% of Grand Arcade Shopping Centre, Wigan                                    
- Completion of acquisition of GBP106 million Hotel Property Portfolio          
- 2 OBI properties in Germany                                                   
- Non-controlling shareholding in Swiss properties                              
- St Georges Shopping Centre in Harrow, United Kingdom post interim period      
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME                                  
                                                               GROUP            
                                                     Unaudited       Audited    
six months        period    
                                                   28 February     31 August    
                                                          2011          2010    
                                                       GBP`000       GBP`000    
Revenue                                                                         
Gross rental income                                      11 588         1 475   
Investment income                                         3 875             -   
Other income                                                994           448   
Total revenue                                            16 457         1 923   
Expenses                                                                        
Administrative expenses                                   (288)          (37)   
Investment management and professional fees             (2 099)         (674)   
Property operating expenses                             (1 595)         (167)   
Net operating income                                     12 475         1 045   
Gain/(Loss) from financial assets and liabilities        17 930       (1 305)   
Equity accounted (loss)/profit                          (6 784)           683   
Impairment of loans to joint ventures                      (15)            15   
Net fair value (losses)/gains on investment property    (6 802)           392   
Impairment of intangible assets                               -          (31)   
Profit from operations                                   16 804           799   
Interest income                                           3 194           379   
Interest expense                                        (9 636)       (1 892)   
Share-based payment                                       (294)             -   
Foreign currency gain/(loss)                              1 046         (805)   
Profit/(Loss) for the period before debenture interest   11 114       (1 519)   
Debenture interest                                      (6 792)             -   
Profit/(Loss) for the period before tax                   4 322       (1 519)   
Taxation                                                  (193)           (3)   
Profit/(Loss) for the period after tax                    4 129       (1 522)   
Other comprehensive income                                                      
Foreign currency translation on foreign operations -                            
subsidiaries                                                153           217   
Foreign currency translation on foreign operations -                            
joint ventures                                               44           (7)   
Share of foreign currency movement recognised in                                
associate undertaking                                       779             -   
Share of cash flow hedge reserve movement                                       
recognised in associate undertaking                       2 459             -   
Total comprehensive income for the period                 7 564       (1 312)   
Profit/(Loss) attributable to:                                                  
RI Ltd shareholders                                       2 819       (1 680)   
Non-controlling interest                                  1 310           158   
                                                         4 129       (1 522)    
Total comprehensive income attributable to:                                     
RI Ltd shareholders                                       5 611       (1 470)   
Non-controlling interest                                  1 953           158   
                                                         7 564       (1 312)    
Reconciliation of earnings/(loss) and headline                                  
earnings/(loss)                                                                 
Profit/(loss) for the period attributable to RI Ltd                             
unitholders                                               2 819       (1 680)   
Debenture interest                                        6 792             -   
Changes in fair value of investment property and                                
intangible assets                                         5 028         (180)   
Fair value adjustment on debentures                     (1 734)         1 161   
Headline earnings/(loss) attributable to linked                                 
unitholders                                              12 905         (699)   
Distributable earnings                                                          
Net operating income                                     12 475         1 045   
Operating income from equity accounted entities           1 206           253   
Straight-line rental income accrual                         131            24   
Acquisition costs on financial assets                       171           444   
Gain on redemption of loans and borrowings                  912             -   
Interest income                                           3 194           379   
Interest expense                                        (9 176)       (1 482)   
Foreign exchange loss                                     (142)          (20)   
Taxation                                                  (193)           (3)   
Distributable earnings                                    8 578           640   
Attributable to non-controlling interest                (1 786)         (185)   
Distributable earnings attributable to linked                                   
unitholders                                               6 792           455   
Actual number of linked units in issue (`000)           336 575       168 505   
Weighted number of linked units in issue (`000)         330 075       168 505   
Basic earnings/(loss) per linked unit (pence)              2.91        (1.00)   
Headline earnings/(loss) per linked unit (pence)           3.91        (0.41)   
Distributable earnings per linked unit (pence)             2.02          0.27   
CONSOLIDATED STATEMENT OF FINANCIAL POSITION                                    
                                                                GROUP           
                                                     Unaudited       Audited    
                                                    six months        period    
28 February     31 August    
                                                          2011          2010    
                                                       GBP`000       GBP`000    
ASSETS                                                                          
Non-current assets                                                              
Investment property                                     348 183       227 675   
Long-term receivables                                    87 809        48 160   
Investments designated at fair value                     86 958        75 139   
Intangible assets                                           575         7 560   
Investments in joint ventures                             2 647         2 040   
Investments in associates                                16 731        18 923   
Total non-current assets                                542 903       379 497   
Current assets                                                                  
Trade and other receivables                              19 288        13 233   
Cash and cash equivalents                                10 763        35 411   
Total current assets                                     30 051        48 644   
Total assets                                            572 954       428 141   
EQUITY AND LIABILITIES                                                          
Capital and reserves                                                            
Share capital                                                30            15   
Retained earnings                                         1 168       (1 680)   
Non-distributable reserve                               (2 209)       (1 289)   
Currency translation reserve                                938           150   
Total equity attributable to equity shareholders           (73)       (2 804)   
Non-controlling interest                                 55 972        35 631   
Total equity                                             55 899        32 827   
Non-current liabilities                                                         
Debenture capital                                       158 351        76 065   
Loans and borrowings                                    308 555       165 451   
Total non-current liabilities                           466 906       241 516   
Current liabilities                                                             
Loans and borrowings                                     20 267       134 196   
Trade and other payables                                 29 882        19 602   
Total current liabilities                                50 149       153 798   
Total liabilities                                       517 055       395 314   
Total equity and liabilities                            572 954       428 141   
Net asset value per linked unit (pence)                   47.03         43.48   
Number of linked units in issue (`000)                  336 575       168 505   
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS                                  
                                                               GROUP            
Unaudited       Audited    
                                                    six months        period    
                                                   28 February     31 August    
                                                          2011          2010    
GBP`000       GBP`000    
Cash flows from operating activities                                            
Cash generated by operations                             13 233         1 306   
Interest paid                                           (7 703)       (1 292)   
Taxation paid                                             (193)           (3)   
Net cash generated from operating activities              5 337            11   
Net cash (utilised in)/generated from investing                                 
activities                                            (111 608)           940   
Net cash generated from financing activities             99 158        15 844   
Net movement in cash and cash equivalents               (7 113)        16 795   
Effect of exchange rate fluctuations on cash held           907           174   
Cash and cash equivalents at beginning of the period     16 969             -   
Net cash and cash equivalents at end of the period       10 763        16 969   
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                           
                                                               GROUP            
                                                     Unaudited       Audited    
six months        period    
                                                   28 February     31 August    
                                                          2011          2010    
                                                       GBP`000       GBP`000    
Balance at beginning of the period                      (2 804)             -   
Shares issued                                                15            15   
Comprehensive income attributable to RI Ltd linked                              
unitholders                                               5 611       (1 530)   
Other reserves                                          (2 895)       (1 289)   
Total equity                                               (73)       (2 804)   
SEGMENTAL ANALYSIS                                                              
                                         Shopping                               
UK        Centre      European                 
                           Portolio     Portfolio     Portfolio     Wichford    
                            GBP`000       GBP`000       GBP`000      GBP`000    
Period ended 28 February 2011                                                   
Gross rental income            1 924         4 612         3 009            -   
Property operating expenses     (94)       (1 196)         (305)            -   
Net property income            1 830         3 416         2 704            -   
Non-current assets                                                              
Investment property           52 290       108 914        76 379            -   
Investments designated at                                                       
fair value                       478             -             -            -   
Investment in associates           -             -             -       16 731   
Period ended 31 August 2010                                                     
Gross rental income              343           777           355            -   
Property operating expenses      (9)         (120)          (38)            -   
Net property income              334           657           317            -   
Non-current assets                                                              
Investment property           58 913       114 439        54 323            -   
Investments designated at                                                       
fair value                       362             -             -            -   
Investment in associates           -             -             -       18 923   
                                                           Hotel                
                                                        Property                
                                          Cromwell     Portfolio       Total    
GBP`000       GBP`000     GBP`000    
Period ended 28 February 2011                                                   
Gross rental income                               -         2 043      11 588   
Property operating expenses                       -             -     (1 595)   
Net property income                               -         2 043       9 993   
Non-current assets                                                              
Investment property                               -       110 600     348 183   
Investments designated at fair value         85 128         1 352      86 958   
Investment in associates                          -             -      16 731   
Period ended 31 August 2010                                                     
Gross rental income                               -             -       1 475   
Property operating expenses                       -             -       (167)   
Net property income                               -             -       1 308   
Non-current assets                                                              
Investment property                               -             -     227 675   
Investments designated at fair value         74 777             -      75 139   
Investment in associates                          -             -      18 923   
COMMENTARY                                                                      
Introduction                                                                    
RI Ltd is a listed property loan stock company with shares linked to debentures 
to create linked units. RI Ltd holds as its sole asset, currently a controlling 
shareholding of 82.3% (81.5% as at 28 February 2011) in Redefine International  
plc ("RI plc"). Each linked unit in RI Ltd effectively equates to one share in  
RI plc.                                                                         
RI Ltd was incorporated in South Africa on 11 May 2010 as Kalpafon Limited, a   
wholly-owned subsidiary of Redefine Properties Limited ("Redefine"). Kalpafon   
changed its name to "Redefine Properties International Limited" on 23 July 2010 
and acquired Redefine`s interest in RI plc with effect from 1 August 2010 by    
issuing linked units.                                                           
Background to RI plc                                                            
RI plc is a close-ended property investment and development company, listed on  
the AIM market of the London Stock Exchange ("LSE"). RI plc is a hybrid property
fund which owns investments in commercial and retail properties in the UK,      
Switzerland, Germany and the Channel Islands, which provide sustainable         
occupancy rates and income flows, together with opportunities for development   
and value enhancement. The RI plc company also owns material investments in two 
listed companies, being Wichford P.L.C. (currently 21.7%), in the United Kingdom
and the Cromwell Group in Australia (22.2% post the interim period). It recently
extended its investment mandate to include investments in hotel properties.     
The RI plc group`s primary objective is to produce sustainable and growing      
income for its investors. Underscoring this is RI plc`s pursuit of revenue      
enhancing opportunities that provide long-term capital growth and translate into
increasing distributions to shareholders.                                       
Growth in income and distributions is achieved through:                         
- organic growth from the core property portfolio;                              
- increased distributions from strategic listed securities;                     
- yield enhancing acquisitions and disposals;                                   
- development and redevelopment of properties to add value to the property      
portfolio;                                                                      
- containment of costs.                                                         
Financial results                                                               
Chairman`s statement                                                            
The period under review was an active and important one for the Group. Most     
encouragingly RI plc returned to overall profitability with both operating      
profit and total profit being positive for the first time since the 2008 credit 
crisis.                                                                         
Through the listing on the JSE Limited ("JSE"), the Group was able to           
significantly strengthen its statement of financial position, diversify its     
investment portfolio into hotel properties and consolidate its strategic holding
in the Cromwell Group in Australia.                                             
The Group`s trading operations performed well and the overall result (including 
non-trading items) was a net positive for the period. The trading results were  
bolstered by rental income on a number of acquisitions and tight cost           
containment. Non- trading results included some write back of previous losses on
interest rate swaps and mark-to-market gains on a number of instruments. There  
were limited fair value adjustments on the bulk of the Group`s property         
portfolio as the property sector continues to be impacted by liquidity          
constraints.                                                                    
Although it is early days, the new investment in hotel properties has exceeded  
expectations and the outlook for the sector and the Group`s strategically       
located, quality hotel property portfolio in particular is very promising.      
The Group, however, remains cautious about the general economic environment for 
the remainder of the financial year. In the UK, banks continue to reduce        
exposure to the property sector which will limit any short-term increase in     
commercial property values, notwithstanding inflationary pressures.             
Interest rates are expected to remain at relatively low levels in both the UK   
and Europe in the near term, although the Investment Manager is being cautious  
in its interest rate strategy and is budgeting for increases in the bank rate   
over the next three financial years.                                            
The boards of Wichford P.L.C and RI plc have agreed in principle to a           
combination of the two companies ("the Potential Merger"). An announcement in   
this regard was made on 23 March 2011. Expectations are that the Potential      
Merger will become effective, subject to the necessary regulatory and           
shareholder approvals being obtained, by the end of the third calendar quarter  
in 2011.                                                                        
The Potential Merger is consistent with the Company`s strategy to build a       
larger, more liquid company focused on diversified, income-producing investment 
properties. The enlarged company will be well placed to deliver attractive cash 
returns for investors and competitive total returns over the long-term.         
RI plc`s results                                                                
RI plc`s results for the six months ended 28 February 2011 have been released   
simultaneously with these results and can be found on the website               
www.redefineinternational.je or on the JSE`s SENS or the LSE`s Regulatory News  
Service ("RNS"). Shareholders will be able to obtain full financial information 
and commentary on the performance for RI plc for the six months ended 28        
February 2011 by referring to these results.                                    
Wichford P.L.C. ("Wichford")                                                    
Wichford delivered a pleasing set of results for the financial year ended 30    
September 2010 and met the challenging targets set out at the time of the rights
issue in September 2009.                                                        
Earnings per share of 0.90 pence from the trading operations reflected a 4.7%   
increase on last year. A final dividend of 0.33 pence per share was paid on     
1 March 2011, resulting in income of GBP761 548 for RI plc.                     
Further details of the Potential Merger can be found in the Company`s           
announcement published on SENS on 23 March 2011 and an announcement published by
RI plc on the LSE`s RNS.                                                        
Cromwell Group ("Cromwell")                                                     
The Company`s investment in Cromwell showed a gain of GBP11.5 million since 31  
August 2010 and continued to deliver a 10% yield on the initial acquisition     
price.                                                                          
Cromwell reported first half (period ended 31 December 2011) operating earnings 
of AUS$32.9 million, or 3.7 cents per stapled security and advised the market   
that it is on track to achieve full year earnings of at least 7.0 cents per     
stapled security. In line with its objective of increasing its presence in the  
Australian property market, RI plc subscribed for a further 35 million Cromwell 
stapled securities in March 2011 resulting in RI plc holding 22.2% in Cromwell. 
The transaction consolidates the Group`s position as the largest security holder
in Cromwell and provides significant influence over the affairs of Cromwell.    
Property portfolio                                                              
In addition to the aggregate Wichford and Cromwell property securities totalling
GBP103 million, as at 28 February 2011 the Group had interests in 99 properties 
with a gross rentable area of approximately 3.9 million square feet. These      
include four UK shopping centres; a large integrated UK town centre             
redevelopment project; well let, low risk, stable income office and commercial  
properties spread across the UK and Jersey; six German-based portfolios which   
include, shopping centres, supermarkets, petrol stations and a medical centre;  
and a supermarket and home depot centre in Switzerland.                         
Please see Press for the Graph illustrations of the Tenant Profile by Area,     
the Sectoral Profile by Area and the Lease Expiry Profile.                      
As at 28 February 2011, the Group`s property portfolio was valued at GBP510     
million and had a vacancy rate of 1.6%.                                         
Listing on the JSE                                                              
RI Ltd was successfully listed on the JSE on 7 September 2010. The listing was  
preceded by a capital raising with some GBP84 million being raised in the       
process and was well-received by the South African investment community. RI     
Ltd`s sole asset comprises its shareholding in RI plc with each RI Ltd linked   
unit effectively equating to one share in RI plc. RI Ltd currently has 336,5    
million shares in issue of which 57.2% or 192,6 million shares are owned by     
Redefine.                                                                       
The issue price under the capital raising was 50 pence per linked unit which    
equated to ZAR5.69 per linked unit at an exchange rate of GBP1: ZAR11.37.       
Acquisitions and disposals                                                      
OBI properties                                                                  
On 2 December 2010, RI plc announced the effective 50% acquisition of two       
properties located in Herzogenrath and Schwandorf, Germany ("the OBI            
properties").                                                                   
The OBI properties are leased to OBI on 15-year leases. OBI is Germany`s leading
DIY chain with over 530 stores throughout Europe, employs over 38 000 employees 
and turnover of approximately EUR 5.9 billion in 2009. There are three other    
tenants, all national German chains, which account for approximately 10% of the 
rental income of the OBI properties.                                            
The OBI properties were acquired for a purchase price of EUR 23 million. The OBI
properties are funded through a senior debt facility of EUR 16.7 million with a 
term of seven years and an interest rate of 1.3% above Euribor. An interest rate
instrument is currently being negotiated to fix the interest rate.              
Swiss properties                                                                
In February 2011, RI plc acquired the remaining 19.54% of Kalihora Holdings     
Limited ("Kalihora") which it did not already hold for a total purchase price of
GBP1,007,160. The total purchase price was settled by a placement of 1 694 000  
new RI plc shares at a subscription price of 54.5 pence per share with the non- 
controlling shareholders of Kalihora ("the Placing"). The balance of the        
purchase price of GBP83,930 was settled in cash.                                
Kalihora, a company that owns two COOP stores in Switzerland, was 80.46% owned  
by RI plc, prior to the Placing.                                                
Hotel properties                                                                
RI plc completed the acquisition of the Splendid Hotel Portfolio ("the Hotel    
Property Portfolio") on 30 November 2010. The Hotel Property Portfolio includes 
the following hotels:                                                           
- Holiday Inn Brentford Lock, Brentford, London;                                
- Express by Holiday Inn Limehouse, London;                                     
- Express by Holiday Inn Park Royal, North Acton, London;                       
- Express by Holiday Inn Royal Docks, London; and                               
- Express by Holiday Inn Southwark, London.                                     
The total consideration payable after acquisition costs was GBP112 million.     
The Hotel Property Portfolio is an exceptional acquisition, as not only is it   
London-based, but its track record of occupancy and revenue are exemplary.      
A lease agreement has been entered into with Redefine Hotel Management Limited  
("RHML"), a subsidiary of the Investment Manager. RHML has the expertise and    
resources necessary to effectively manage the Hotel Property Portfolio.         
Streatham disposal                                                              
An agreement was concluded on 16 December 2010 for the disposal of Ciref        
Streatham Limited, a subsidiary company of RI plc that owns two properties in   
Streatham, South London. The base sale price of GBP4.85 million is slightly     
below the book value of the properties; however RI plc will receive an          
additional payment should the purchaser sell the total site for more than an    
agreed amount. No value has been attributed to the potential additional         
consideration in the interim financial statements.                              
Payment of the base sale price is due 24 months after conclusion of the disposal
agreement.                                                                      
Borrowings                                                                      
The restructuring of the senior debt of the Shopping Centre Portfolio, as set   
out in the annual report, has allowed the Group to extend its average debt      
expiry profile and the absence of loan to value covenants is an asset in the    
current economic environment.                                                   
From a UK perspective, RI plc has a conservative debt profile with a current    
overall loan-to-value ratio of circa 61%.                                       
Fair value adjustment on debentures                                             
Each linked unit comprises one share and one debenture. The debentures have been
designated at fair value through profit or loss.                                
Debentures are adjusted to fair value which represents the net asset value      
attributable to debenture holders. As one linked unit in the Company is         
irrevocably linked to one share in the Company`s subsidiary, RI plc, the fair   
value of one debenture is determined by the "ex" dividend net asset value of one
RI plc share as at 28 February 2011 (46.97 pence per share).                    
Debentures are reflected in the statement of financial position as follows:     
                                          28 Februay 2011     31 August 2010    
                                                  GBP`000            GBP`000    
Opening debenture value                             76 065                  -   
Debentures issued at par value                      73 895             73 718   
Premium on debentures issued                        10 126              1 186   
Fair value adjustment                              (1 735)              1 161   
Closing debenture value                            158 351             76 065   
Basis of preparation                                                            
These condensed consolidated results of the Group for the six months ended 28   
February 2011 have not been reviewed or audited by the Company`s auditors KPMG  
Inc. They are presented in pound sterling which represents the functional       
currency of the Company and are rounded to the nearest thousand.                
These condensed consolidated results have been prepared in accordance with the  
recognition and measurement criteria of International Financial Reporting       
Standards (IFRS), the AC 500 series issued by The South African Institute of    
Chartered Accountants, the Companies Act of South Africa and the JSE Listings   
Requirements. This report has been prepared in terms of IAS 34 - "Interim       
Financial Reporting".                                                           
The preparation of financial statements requires management to make judgements, 
estimates and assumptions that affect the application of policies and reported  
amounts of assets. In preparing these condensed consolidated financial          
statements, the significant judgements made by management in applying the       
Group`s accounting policies and the key sources of estimation uncertainty were  
the same as those that applied to the consolidated financial statements as at   
and for the period ended 31 August 2010, for that of its subsidiary entity RI   
plc, except as noted below:                                                     
Restructured debt                                                               
A financial liability is derecognised when it is extinguished (i.e. it is       
discharged, cancelled or expires) which may happen when a payment is made to the
lender, the borrower legally is released from primary responsibility for the    
financial liability or where there is an exchange of debt instruments with      
substantially different terms or a substantial modification of the terms of an  
existing debt instrument.                                                       
Any difference between the carrying amount of the original liability and the    
consideration paid is recognised in profit or loss.                             
The consideration paid includes non-financial assets transferred and the        
assumption of liabilities, including the new modified financial liability. Any  
new financial liability recognised is measured initially at fair value. Any     
costs or fees incurred are recognised as part of the gain or loss on            
extinguishment and do not adjust the carrying amount of the new liability.      
Accounting for debentures                                                       
Debentures are designated as held at fair value through profit or loss. These   
instruments are measured initially at fair value, which is the nominal value    
less debenture discount, and subsequently measured at fair value.               
Fair value represents the net asset value attributable to debenture holders     
after adjusting all other assets or liabilities to fair value (excluding        
intangible assets).                                                             
Market overview                                                                 
The three major economies in which the Group operates showed mixed economic     
conditions during the period under review.                                      
In the UK GDP shrank by 0.5% in Q4 of 2010 (Source: UK Office for National      
Statistics), but is expected to grow during Q1 2011. The Bank of England is     
being squeezed by an above target inflation rate and a below target growth rate 
and is expected to err on supporting growth at the expense of a slightly higher 
inflation rate over the medium term. Consumer confidence is fragile and,        
although business confidence appears to be building, the economy is likely to   
move sideways for the remainder of this financial year. Growth in rentals is    
therefore expected to remain subdued, with the result that cash flow and yield  
will be the predominant determinants of property returns during this period.    
UK banks continue to be net negative lenders to the property sector, effectively
putting a limit on short-term capital growth. More positively, Jones Lang       
Lasalle recently published an estimate that equity investors currently have more
than GBP52 billion earmarked for the UK commercial property market. This fresh  
equity could materially alleviate any short to medium-term refinancing pressures
for commercial property loans, and support UK commercial property prices.       
In Germany and Switzerland the economic recovery continues to gain momentum and 
the European Central Bank has commenced the tightening phase with a 25 basis    
point increase announced on 7 April 2011. Properties held by the Group in these 
geographical regions continue to perform well.                                  
In Australia the economic recovery is proceeding strongly with the Central Bank 
already having increased interest rates four times since the interest rate cycle
bottomed.                                                                       
Post balance sheet events                                                       
In addition to the Potential Merger between Wichford and RI plc and the         
transaction with Cromwell described above, the following post balance sheet     
events took place:                                                              
On 5 April 2011, RI plc acquired St Georges Harrow Limited for an effective     
purchase price of GBP25 million. St Georges Harrow Limited completed the        
acquisition of the St Georges Shopping Centre in Harrow, United Kingdom on 27   
April 2011 for a purchase price of GBP68 million (including transaction costs). 
Senior debt has been secured on favourable terms with Landesbank Berlin AG.     
On 26 April 2011 RI plc announced an issue of 39 283 188 new ordinary shares at 
an average price of GBP0.52 per share (the "New Shares"). The New Shares were   
admitted to trading on AIM on 27 April 2011 and these New Shares rank pari passu
in all respects with the existing RI plc shares in issue. RI Ltd undertook to   
subscribe for 35 731 000 New Shares and on 28 April 2011 issued 35 731 000 new  
linked units at a price of R5.80 per linked unit. Subject to receiving the      
approval from the South Africa Reserve Bank, the proceeds of the linked unit    
issue will be used by RI Ltd to acquire 35 731 000 New Shares in RI plc. Post   
the issue and subscription for the New Shares, RI Ltd will hold 372 305 640     
shares in RI plc (82.3%).                                                       
Prospects                                                                       
As a consequence of the emergence from the deep recession caused by the global  
financial crisis (albeit it at different rates in different countries and       
regions), the ultra-loose monetary policy implemented by the world`s leading    
central banks is expected to be phased out in the months and years ahead.       
The higher nominal interest rate environment, together with higher inflation and
government austerity measures, will be the biggest factors influencing property 
returns. The Investment Manager, Redefine International Fund Managers Limited   
("RIFM"), believes that the Group`s current investment portfolio is well-       
diversified and defensive; and is well-placed to weather these short-term       
pressures and provide solid returns to shareholders in the medium to long term. 
Factors such as rental indexations to the Consumer Price Index and Retail Price 
Index as well as long-term fixed rate debt and lease contracts will benefit the 
Group during the economic adjustment period ahead. Economic growth is expected  
to revert to trend once the austerity and other measures have had time to feed  
through the system.                                                             
On a more positive note, the forecasts for hotel income in the period ahead are 
very encouraging and hence bode well for RI plc`s annual operating lease review 
of its investment in the Hotel Property Portfolio.                              
PricewaterhouseCoopers LLP ("PwC") in their recent "UK Hotels Forecast 2011 and 
2012" make the following comment:                                               
"... the performance for 2010 was better than our original forecast, closing an 
exceptional year for London with overall Revenue per available room ("RevPAR")  
growth of 11.4%. Given the better than expected finish to 2010, our 2011        
forecast for London is now for slightly lower RevPAR growth of 8.3%, reflecting 
harder comparatives and above average levels of new supply; slower growth but no
re-Olympic dip.                                                                 
"We have introduced some new analysis this time showing how performance compares
to a 22 year long term real RevPAR average. This shows that London has remained 
above the long term average of GBP83.20 throughout the downturn (albeit only    
just in 2009) and is now heading into very positive territory."                 
Debenture interest distribution                                                 
The Board has declared an interim interest distribution of 2.02 pence per linked
unit for the six months ended 28 February 2011. The announcement of the Rand    
equivalent of the interest distribution will be made on 3 May 2011. The         
distribution will be payable to RI Ltd linked unitholders in accordance with the
abbreviated timetable set out below:                                            
                                                                        2011    
Last day to trade "cum" interest distribution                  Friday, 20 May   
Linked units "ex" interest distribution                        Monday, 23 May   
Record date                                                    Friday, 27 May   
Payment date                                                   Monday, 30 May   
There may be no dematerialisation or rematerialisation of linked units between  
Monday, 23 May 2011 and Friday, 27 May 2011, both days inclusive.               
On behalf of the Board                                                          
G R Tipper                                            M J Watters               
Chairman                                              Chief Executive Officer   
3 May 2011                                                                      
Directors: Gavin Tipper* (Non-executive Chairman), Michael Watters              
(Chief Executive Officer), Andrew Rowell (Financial Director), Michael Farrow*, 
Bernard Nackan*, John Ruddy*, Peter Todd*, Marc Wainer#                         
# Non-executive     * Independent non-executive                                 
Registered office: Redefine Place, 2 Arnold Road, Rosebank, Johannesburg, 2196  
Transfer secretaries: Computershare Investor Services (Proprietary) Limited     
Company Secretary: Probity Business Services (Proprietary) Limited, 3rd Floor,  
JHI House, Cradock Avenue, Rosebank, Johannesburg, 2196                         
Sponsor: Java Capital                                                           
Date: 03/05/2011 14:11:53 Produced by the JSE SENS Department.                  
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