Quarterly Report • Nov 10, 2017
Quarterly Report
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1) According to market valuations as of 30/9/2017
| Further key fi gures | |||
|---|---|---|---|
| 30/9/2017 | 31/12/2016 | ||
| Number of shares in circulation | in pieces | 14,029,013 | 14,029,013 |
| Net asset value ( NAV ) per share | in € | 8.72 | 8.60 |
| EPRA-NAV per share | in € | 8.72 | 8.60 |
| Number of employees (excluding Management Board) | 3 | 3 |
Fair Value REIT-AG Quarterly Statements 1st – 3rd Quarter 2017
The third quarter of 2017 again saw the Fair Value Group increase its operating strength further. We are convinced that the positive trend will continue unabated in the year as a whole.
All key earnings indicators were improved considerably in the fi rst nine months of 2017 compared to the previous-year period: The operating result (EBIT) increased to €15 million compared to €10.6 million in the previous year; at around €7.4 million, group net profi t increased signifi cantly compared to the previous-year fi gure of €4.5 million and funds from operations (FFO) at er non-controlling interests increased by 21 % from €4.4 million in the previous year to €5.3 million.
Thanks to its active asset management, the third quarter saw the Fair Value Group further optimise its real estate portfolio, which currently comprises 31 properties with a market value of around €296 million. Despite sales of properties in the past, at €17.0 million we more or less matched the rental income of the previous-year period (€17.1 million), increasing our net rental income from €11.6 million in the previous-year period to €12.6 million. At 5.2 years, the weighted average lease term (WALT) remained unchanged as of 30 September 2017, as did the occupancy rate (90.6 %) compared to 31 December 2016. The occupancy rate stands at 91.8 % if the lease agreements already entered into for vacant space that is shortly to be handed over to tenants are taken into account.
Equity in the Fair Value Group increased from €120.6 million as of 31 December 2016 to €122.4 million as of 30 September 2017. This results in an increase in the net asset value (NAV) to €8.72 per share compared to €8.60 as of 31 December 2016. As of the reporting date, the REIT equity ratio increased slightly from 62.7 % of immovable assets as of 31 December 2016 to 63.0 % as of the reporting date.
Hon. Prof. Andreas Steyer resigned from the Supervisory Board with due regard to the Company's resignation deadline in accordance with its articles of incorporation and bylaws ef ective 4 September 2017. Mr. Steyer had been a member of the board since March 2016. We would like to thank him for the invaluable working relationship based on mutual trust. Mr. Frank Hölzle was appointed as his successor. Since 14 February 2017, he has already been serving as the deputy chairman of the Supervisory Board of DEMIRE Deutsche Mittelstand Real Estate AG.
For the fi scal year 2017 as a whole, we continue to confi rm our forecast and, based on the existing portfolio and with an unchanged share of directly owned properties, anticipate FFO before non-controlling interests of between €9.6 million and €10.2 million and at er non-controlling interests of between €6.1 million and €6.4 million. This corresponds to between €0.43 and €0.46 per share. We are targeting a dividend of €0.25 per share for the current year.
Graefelfi ng, 7 November 2017
Patrick Kaiser, CEO
As of 30 September 2017 the total portfolio of directly and indirectly held properties of the Fair Value Group consisted of 31 properties (31 December 2016: 33 properties). The market values of the properties totalling around €296 million (31 December 2016: €291 million) are equivalent to the fair values pursuant to IFRS 13.
At 90.6 %, the profi t-weighted occupancy rate of the portfolio as of 30 September 2017 matched that of 31 December 2016 (90.6 %). As of 30 September 2017, the weighted average remaining lease term stood at 5.2 years, also identical to the level as of 31 December 2016.
If those lease agreements already entered into as of the reporting date on 30 September 2017 or vacancies that are yet to be handed over to the tenants were included on a pro forma basis, the profi tweighted occupancy rate of the portfolio as of 30 September 2017 would amount to €22.5 million or 91.8 % of potential rents.
The table below provides an overview of the real estate assets allocated to the Group as of 30 September 2017.
| Real estate assets of Fair Value Group as of 30 September 2017 |
||||||||
|---|---|---|---|---|---|---|---|---|
| Property area [m²] |
Total lettable area [m²] |
Annualized contractual rent [€ thousand] |
Market value 30 Sep 2017 1) [€ thousand] |
Occupancy rate 2) 3) [%] |
Ø secured remaining lease term 2) 3) [Years] |
Contractual rent returns before costs [%] |
Participating interest [%] |
|
| Direct investments segment |
76,301 | 72,399 | 5,145 | 64,460 | 95.7 | 6.2 | 8.0 | 100 |
| Subsidiaries segment |
314,134 | 177,084 | 17,050 | 231,174 | 89.1 | 4.9 | 7.4 | 51 |
| Total portfolio | 390,435 | 249,483 | 22,195 | 295,634 | 90.6 | 5.2 | 7.5 | 62 |
Notes
1) Pursuant to fair value appraisals by CBRE GmbH, Frankfurt am Main, as of 30 September 2017
2) Profi t weighted 3) (Sub)totals for occupancy rate and average remaining term taking into account the respective investment
| Change | ||||
|---|---|---|---|---|
| in € thousand | 1/1 – 30/9/2017 | 1/1 – 30/9/2016 | in € thousand | in % |
| Rental income | 17,037 | 17,145 | (108) | (1) |
| Service charge income | 3,544 | 3,474 | 70 | 2 |
| Service charge expenses | (5,813) | (6,429) | (616) | 10 |
| Other property-related expenses | (2,125) | (2,584) | (459) | 18 |
| Net rental income | 12,643 | 11,606 | 1,037 | 9 |
| General administrative expenses | (2,139) | (1,697) | 442 | 26 |
| Other operating income and expenses | (808) | (102) | 706 | 692 |
| Disposal and measurement gains/losses | 5,269 | 779 | 4,490 | 576 |
| Operating result | 14,965 | 10,586 | 4,379 | 41 |
| Net interest expenses | (2,054) | (2,948) | (894) | (30) |
| Share of profi t/loss attributable | ||||
| to non-controlling interests | (5,503) | (3,110) | (2,393) | 77 |
| Income taxes | (16) | (4) | 12 | 300 |
| Group net profi t | 7,392 | 4,524 | 2,868 | 63 |
Rental income in the fi rst nine months of the current fi scal year 2017 was down around 1 % (€17.2 million) at €17.03 million due to sales of properties in the interim. Net rental income of €12.6 million was up €1.0 million, or 9 %, on the previous-year fi gure of €11.6 million on account of the reduction in vacancies, higher service charge income and a decrease in property-related expenses.
General administrative expenses increased to €2.1 million, that is €0.4 million or 26 % up on the previous-year fi gure of €1.7 million due to increased costs for audit services and personnel at the level of Fair Value REIT-AG as well as at the level of the subsidiaries. With a gain of €4.5 million, the balance of other income and expenses as well as of disposal and measurement gains and losses was up by €3.8 million on the previous-year profi t of €0.7 million.
This produced an operating result of €15.0 million, which was up €4.4 million, or 41 %, on the comparative fi gure for the previous year (€10.6 million).
At €2.1 million, net interest expenses within the Group were down €0.9 million or 30 % on the previous-year fi gure of €3.0 million.
At er deducting the share of profi t/loss attributable to non-controlling interests of €5.5 million (previous year: €3.1 million), the Fair Value Group closed the fi rst nine months of the current fi scal year 2017 with a group net profi t of €7.4 million (previous year: €4.5 million).
At €8.6 million, the operating business result of the Fair Value Group adjusted for the costs of measurement/disposal and other special ef ects (EPRA earnings/FFO) was up €1.3 million or 18 % in the fi rst nine months of the current fi scal year compared to the fi gure of €7.3 million for the relevant period of the previous year.
At er deducting the profi t/loss attributable to non-controlling interests, adjusted profi t/loss of the Group (FFO) came to €5.3 million (rounded) and was thus up €0.9 million or 21 % on the previous-year fi gure of €4.4 million.
In terms of the number of shares outstanding of around 14.03 million in the fi rst nine months of 2017, the FFO came to €0.38 compared to €0.31 in the previous year and was thus up signifi cantly (23 %) on the previous-year fi gure.
| Adjusted profi t/loss of the Group | ||||||||
|---|---|---|---|---|---|---|---|---|
| (EPRA earnings or FFO) | 1/1 – 30/9/2017 | 1/1 – 30/9/2016 | ||||||
| Adjustment for one-of ef ects |
Adjustment for one-of ef ects |
|||||||
| in € thousand | Consoli dated statement of income |
Acquisition, selling and measurement gains/losses |
Other | Adjusted consolidated statement of income |
Consoli dated statement of income |
Acquisition, selling and measurement gains/losses |
Measurement Interest rate swaps/ interest caps |
Adjusted consolidated statement of income |
| Rental income | 17,037 | – | – | 17,037 | 17,145 | – | – | 17,145 |
| Non-recoverable service charge expenses | (2,271) | – | – | (2,271) | (2,961) | – | – | (2,961) |
| Other property-related expenses | (2,123) | – | – | (2,123) | (2,578) | – | – | (2,578) |
| Net rental income | 12,643 | – | – | 12,643 | 11,606 | – | – | 11,606 |
| General administrative expenses | (2,139) | – | 118 | (2,021) | (1,697) | – | – | (1,697) |
| Other operating income and expenses | (808) | – | 968 | 160 | (102) | 236 | – | 134 |
| Profi t/loss from disposal of investment property | (109) | – | – | (109) | – | – | – | – |
| Measurement result | 5,378 | (5,378) | – | – | 779 | (779) | – | – |
| Operating result | 14,965 | (5,378) | 1,086 | 10,673 | 10,586 | (543) | – | 10,043 |
| Net interest expense | (2,054) | – | – | (2,054) | (2,948) | – | 254 | (2,694) |
| Profi t/loss before non-controlling interests | 12,911 | (5,378) | 1,086 | 8,619 | 7,638 | (543) | 254 | 7,349 |
| Share of profi t/loss attributable to non-controlling interests |
(5,503) | 2,662 | (456) | (3,297) | (3,110) | 205 | – | (2,905) |
| Income taxes | (16) | – | – | (16) | (4) | – | – | (4) |
| Group net profi t | 7,392 | (2,716) | 630 | 5,306 | 4,524 | (338) | 254 | 4,440 |
| Profi t/loss of the Group per share 1) | 0.53 | – | – | 0.38 | 0.32 | – | – | 0.31 |
1) Weighted average number of shares outstanding: basic/diluted 14,029,013
| Cash position | ||
|---|---|---|
| Cash and cash equivalents | ||
| in € thousand | 1/1 – 30/9/2017 | 1/1 – 30/9/2016 |
| Net cash fl ow from operating activities | 2,310 | 2,165 |
| Net cash fl ow from investing activities | 178 | 9,024 |
| Net cash fl ow from fi nancing activities | (7,612) | (14,786) |
| Change in the basis of consolidation | – | – |
| Change in cash and cash equivalents | 5,124 | (3,597) |
| Cash and cash equivalents at the beginning of the period | 16,776 | 16,028 |
| Cash and cash equivalents at the end of the period | 11,652 | 12,431 |
Cash fl ow from operating activities The net cash fl ow from operating activities generated in the reporting period came to €2.3 million, which is €0.1 million above the previous-year fi gure of €2.2 million. The increase resulted from the changes in assets and equity and liabilities of €-1.9 million compared to the previous year of €-3.0 million and the distributions to non-controlling interests of €-3.3 million compared to the previous year of €-1.4 million. Adjusted for the changes in assets and equity and liabilities and the distributions to non-controlling interests, the cash fl ow from operating activities (€7.5 million) increased by €0.9 million compared to the previous year (€6.7 million).
Cash fl ow from investing activities Investing activities resulted in a cash infl ow of €0.2 million. This resulted primarily from the sale of properties with total cash receipts of €3.8 million (previous year: €12.3 million) and recognised investments in real estate funds of €3.5 million.
Cash fl ow from fi nancing activities The cash outfl ow from fi nancing activities of €7.6 million was largely a result of the resolution taken by the Annual General Meeting on 2 June 2017 to pay out a dividend of €5.6 million as well as the scheduled repayment of liabilities to banks totalling €4.3 million and the €2.3 million borrowed in connection with additional investments in Eisenhüttenstadt (BBV 10).
Liquidity Cash and cash equivalents at the Group decreased only slightly by €0.8 million in the nine months of the current fi scal year to €11.7 million (previous-year period: €12.4 million), in particular due to the high dividend payment.
Assets Total assets amounted to €321.0 million as of 30 September 2017 and thus remained on a par with the level from 31 December 2016 (€321.7 million).
Non-current assets of around €296.5 million accounted for 92 % of total assets (31 December 2016: €296.9 million or 92 %). The current assets of €15.3 million or 5 % of total assets (31 December 2016: €21.2 million or 7 % of total assets) consisted to 76 % of cash and cash equivalents (€11.7 million).
At €3.6 million, receivables and other assets accounted for 14.9 %. Non-current assets held for sale accounted for €9.2 million or 2.9 % of total assets (31 December 2016: €3.6 million or 1.1 %). This relates to the sale of an o ce property of the subsidiary IC Fonds & Co. Büropark Teltow KG (IC 07) in Teltow, Brandenburg.
Equity and liabilities On 30 September 2017, assets of €122.4 million (38 %) were fi nanced by equity attributable to the shareholders of Fair Value REIT-AG and €199.5 million (62 %) by liabilities.
Here it must be taken into account that the non-controlling interests in subsidiaries of €63.8 million were recognised under liabilities pursuant to IFRSs. For the calculation of the minimum equity ratio for the purpose of REIT law, interests in subsidiaries included in the consolidated fi nancial statements not belonging to the parent company and recognised as debt capital are treated as equity. Group equity adjusted accordingly totalled €186.2 million or 58 % of the total assets (31 December 2016: €182.3 million or 56.5 %).
With immovable assets totalling €295.6 million as of 30 September 2017, the REIT equity ratio amounted to 63.0 % (31 December 2016: 62.7 %).
Financial liabilities The fi nancial liabilities of the Group amounted to €129.7 million on 30 September 2017 or 40 % of total assets (31 December 2016: €131.7 million or 41 %). Of this amount, €9.5 million or 7 % was current (31 December 2016: €9.3 million or 7 %).
Equity/net asset value (NAV) Adding the market values of the properties and the Group, taking into account the other items in the statement of fi nancial position, resulted in a net asset value (NAV) of €122.4 million as of 30 September 2017, compared to €120.6 million as of 31 December 2016.
The 14,029,013 shares outstanding as of the reporting date produced a NAV of €8.72 per share following €8.60 on 31 December 2016. This NAV is also equivalent to the EPRA-NAV as there are no derivative fi nancial instruments.
| NAV in the consolidated statement of fi nancial position | ||
|---|---|---|
| in € thousand | 30/9/2017 | 31/12/2016 |
| Market value of properties (including those held for sale) | 295,634 | 290,542 |
| Other assets less other liabilities | 22,811 | 27,322 |
| Non-controlling interests | (63,787) | (61,708) |
| Financial liabilities | (129,682) | (131,678) |
| Other liabilities | (2,606) | (3,888) |
| Net asset value | 122,370 | 120,590 |
| Net asset value per share | 8.72 | 8.60 |
Following Hon. Prof. Andreas Steyer's resignation from Fair Value REIT-AG's Supervisory Board with due regard to the Company's resignation deadline in accordance with its articles of incorporation and bylaws ef ective 4 September 2017 and Mr. Frank Hölzle's subsequent appointment as new member of the Supervisory Board by the Munich local court (register court), Mr. Rolf Elgeti (chairman of the Supervisory Board) and Mr. Markus Drews (deputy chairman of the Supervisory Board) also resigned from the board with due regard to the Company's resignation deadline in accordance with its articles of incorporation and bylaws ef ective 30 November 2017. The successors for the members that have let are to be appointed by court order shortly.
The Fair Value Group is exposed to a variety of risks on account of its business activities. In addition to economic risks, these primarily relate to rental risks, rental loss risks as well as interest and liquidity risks. The risk management system as well as the Company's general risks are described in detail in Fair Value REIT-AG's 2016 Annual Report.
For fi scal year 2017, the Management Board does not expect any risks to occur that could jeopardise the ability of Fair Value REIT-AG to continue as a going concern.
The Management Board rea rms its forecast in the 2016 Annual Report and, based on the existing portfolio without any changes in the share of directly owned properties, expects funds from operations (FFO) to range between €9.6 million and €10.2 million at group level in 2017 before non-controlling interests. At er non-controlling interests, the Management Board expects FFO of around €6.1 million to €6.4 million. This corresponds to FFO of between €0.43 and €0.46 per share currently outstanding. The target dividend for 2017 is €0.25 per share for all shares currently outstanding. This corresponds to a distribution rate of 55 % to 57 % of FFO.
Graefelfi ng, 7 November 2017 Fair Value REIT-AG
Patrick Kaiser, CEO
| Consolidated statement of fi nancial position | ||
|---|---|---|
| in € thousand | 30/9/2017 | 31/12/2016 |
| Assets | ||
| Non-current assets | ||
| Intangible assets | 73 | 75 |
| Property, plant and equipment | 60 | 62 |
| Investment property | 286,394 | 286,942 |
| Other receivables | 9,932 | 9,828 |
| Total non-current assets | 296,459 | 296,907 |
| Current assets | ||
| Trade receivables | 1,406 | 2,578 |
| Income tax receivables | 3 | 5 |
| Other receivables | 2,252 | 1,878 |
| Cash and cash equivalents | 11,652 | 16,776 |
| Total current assets | 15,313 | 21,237 |
| Non-current assets held for sale | 9,240 | 3,600 |
| 24,553 | 24,837 | |
| Total assets | 321,012 | 321,744 |
| Equity and liabilities | ||
| Equity | ||
| Issued capital | 28,221 | 28,221 |
| Capital reserves | 99,645 | 99,645 |
| Revaluation reserve Loss carryforward |
(22) (5,076) |
(22) (6,856) |
| Treasury shares | (398) | (398) |
| Total equity | 122,370 | 120,590 |
| Non-current liabilities | ||
| Non-controlling interests | 63,787 | 61,708 |
| Financial liabilities | 120,191 | 122,405 |
| Other liabilities | 864 | 884 |
| Total non-current assets | 184,842 | 184,997 |
| Current liabilities | ||
| Provisions | 247 | 645 |
| Financial liabilities | 9,491 | 9,275 |
| Trade payables | 2,320 | 3,233 |
| Other liabilities | 1,742 | 3,004 |
| Total current liabilities | 13,800 | 16,157 |
| Total equity and liabilities | 321,012 | 321,744 |
| Consolidated statement of income | ||
|---|---|---|
| in € thousand | 1/1 – 30/9/2017 | 1/1 – 30/9/2016 |
| Rental income | 17,037 | 17,145 |
| Service charge income | 3,544 | 3,474 |
| Ground rent | (2) | (6) |
| Service charge expenses | (5,813) | (6,429) |
| Other property-related expenses | (2,123) | (2,578) |
| Net rental income | 12,643 | 11,606 |
| General administrative expenses | (2,139) | (1,697) |
| Other operating income | 158 | 216 |
| Other operating expenses | (966) | (318) |
| Other operating income less other operating expenses | (808) | (102) |
| Net income from the disposal of investment property | 3,800 | 12,275 |
| Expenses in connection with investment property liabilities | (3,909) | (12,275) |
| Gain on the the disposal of investment property | (109) | – |
| Measurement gains | 5,982 | 850 |
| Measurement losses | (604) | (71) |
| Measurement result | 5,378 | 779 |
| Operating result | 14,965 | 10,586 |
| Share of profi t/loss attributable to non-controlling interests | (5,503) | (3,110) |
| Net interest expense | (2,054) | (2,948) |
| Financial result | (7,557) | (6,058) |
| Group profi t before taxes | 7,408 | 4,528 |
| Income taxes | (16) | (4) |
| Group net profi t | 7,392 | 4,524 |
Fair Value REIT-AG Quarterly Statements 1st – 3rd Quarter 2017
| Consolidated statement of comprehensive income | ||
|---|---|---|
| in € thousand | 1/1 – 30/9/2017 | 1/1 – 30/9/2016 |
| Group net profi t | 7,392 | 4,524 |
| Other comprehensive income | – | – |
| Gains (+) / losses (-) from cash fl ow hedges | – | – |
| minus non-controlling interests – gains (-) / losses (+) | – | – |
| Gains (+) / losses (-) from cash fl ow hedges of associated companies | – | – |
| Total other comprehensive income | – | – |
| Total comprehensive income | 7,392 | 4,524 |
| in € thousand except for outstanding shares |
Number of outstanding shares |
Issued capital |
Capital reserves |
Treasury shares |
Revaluation reserve |
Retained earnings |
Total |
|---|---|---|---|---|---|---|---|
| As of 1 January 2016 | 14,029,013 | 28,221 | 99,729 | (398) | (16) | (10,258) | 117,278 |
| Equity instrument | – | – | (84) | – | – | – | (84) |
| Dividends | – | – | – | – | – | (3,507) | (3,507) |
| Group net profi t | – | – | – | – | – | 6,909 | 6,909 |
| Other comprehensive income | – | – | – | – | (6) | – | (6) |
| As of 31 December 2016 | 14,029,013 | 28,221 | 99,645 | (398) | (22) | (6,856) | 120,590 |
| As of 1 January 2017 | 14,029,013 | 28,221 | 99,645 | (398) | (22) | (6,856) | 120,590 |
| Group net profi t | – | – | – | – | – | 7,392 | 7,392 |
| Dividends | – | – | – | – | – | (5,612) | (5,612) |
| As of 30 September 2017 | 14,029,013 | 28,221 | 99,645 | (398) | (22) | (5,076) | 122,370 |
| Consolidated statement of cash fl ows | ||
|---|---|---|
| in € thousand | 1/1 – 30/9/2017 | 1/1 – 30/9/2016 |
| Group net profi t | 7,392 | 4,524 |
| Interest expenses | 2,355 | 2,983 |
| Interest income | (301) | (35) |
| Depreciation of property, plant and equipment and amortisation of intangible assets |
6 | 2 |
| Measurement result | (5,378) | (779) |
| Financing costs | – | 15 |
| Other non-cash expenses and income | 3 | 92 |
| Shares of gains attributable to non-controlling interests | 5,503 | 3,110 |
| Distributions to non-controlling interests | (3,318) | (1,468) |
| Interest paid | (2,351) | (3,307) |
| Interest received | 301 | 46 |
| Changes in assets and equity and liabilities | ||
| (Increase) / Decrease in trade receivables | 1,172 | (639) |
| (Increase) / Decrease in other assets | (477) | (709) |
| (Decrease) / Increase in provisions | (398) | (490) |
| (Decrease) / Increase in trade payables | (913) | (894) |
| (Decrease) / Increase in other liabilities | (1,286) | (286) |
| Net cash fl ow from operating activities | 2,310 | 2,165 |
| Cash paid for the purchase of interests in subsidiaries | (106) | – |
| Purchase of investment properties | (3,524) | (3,251) |
| Proceeds from disposal of investment property / assets under construction | 3,810 | 12,275 |
| Purchase of property, plant and equipment and intangible assets | (2) | – |
| Net cash fl ow from investing activities | 178 | 9,024 |
| Severance payments to former non-controlling interests | – | 20 |
| Proceeds from borrowings | 2,329 | 13,000 |
| Repayment of liabilities to banks | (4,329) | (24,209) |
| Release of equity portion for convertible bond | – | (90) |
| Dividend payments | (5,612) | (3,507) |
| Net cash fl ow from fi nancing activities | (7,612) | (14,786) |
| Change in cash and cash equivalents | (5,124) | (3,597) |
| Cash and cash equivalents at the beginning of the period | 16,776 | 16,028 |
| Cash and cash equivalents at the end of the period | 11,652 | 12,431 |
Fair Value REIT-AG is a stock corporation founded and based in Germany. The Company does not have any branch o ces. Following its registration as a stock corporation on 12 July 2007, Fair Value REIT-AG (the "Company") has been listed on the stock exchange since 16 November 2007. It qualifi ed as a real estate investment trust (REIT) on 6 December 2007. The shares of Fair Value REIT-AG are publicly traded. The registered o ces of the Company are located at Wuermstr. 13a in 82166 Graefelfi ng.
As a real estate investment fi rm, the Company concentrates on the acquisition and management of commercial property in Germany. Its investing activities focus on retail and o ce property at secondary locations. Fair Value REIT-AG invests directly in real estate as well as indirectly via the acquisition of investments in real estate partnerships. Information on the group structure is presented in note 2.
Due to its investment in a total of eight (31 December 2016: eight) closed-end real estate funds as well as six additional entities, the Company is required to prepare consolidated fi nancial statements.
Basis of presentation of the fi nancial statements The consolidated fi nancial statements of Fair Value REIT-AG were prepared in accordance with the International Financial Reporting Standards ("IFRS") of the International Accounting Standards Board (IASB), taking into account IAS 34 "Interim Financial Reporting".
Accordingly, certain information and disclosures that would usually be included in the fi nancial statements have either been shortened or omitted. As a result, these interim fi nancial statements do not contain all the information and disclosures required of year-end consolidated fi nancial statements in accordance with IFRSs. The accounting policies applied for the interim consolidated fi nancial statements are the same as those for the last consolidated fi nancial statements at the end of the fi scal year. A detailed description of the accounting principles is contained in the notes to the consolidated fi nancial statements in our annual report for 2016.
The interim consolidated fi nancial statements are generally prepared in accordance with the historical cost convention, except for investment property which was measured at fair value. The interim consolidated fi nancial statements are presented in euros. Unless otherwise specifi ed, all amounts are stated in thousands of euro (€ thousand).
Comparative fi gures The statement of fi nancial position and the statement of changes in equity use the fi gures as of the reporting date 31 December 2016 as comparative fi gures. The comparative fi gures in the statement of income, the statement of comprehensive income and the statement of cash fl ows as well as the other overviews relate to the period from 1 January to 30 September 2016.
Consolidation principles and basis of consolidation All subsidiaries are included in the consolidated fi nancial statements.
As of 30 September 2017, the basis of consolidation was as follows:
| Share of voting rights in % | Share as of 30/9/2017 |
Share as of 31/12/2016 |
|---|---|---|
| GP Value Management GmbH, Munich ("GPVM") | 100.00 | 100.00 |
| BBV 3 Geschät sführungs-GmbH & Co. KG, Munich ("FV03") | 100.00 | 100.00 |
| BBV 6 Geschät sführungs-GmbH & Co. KG, Munich ("FV06") | 100.00 | 100.00 |
| BBV 9 Geschät sführungs-GmbH & Co. KG, Munich ("FV09") | 100.00 | 100.00 |
| BBV 10 Geschät sführungs-GmbH & Co. KG, Munich ("FV10") | 100.00 | 100.00 |
| BBV 14 Geschät sführungs-GmbH & Co. KG, Munich ("FV14") | 100.00 | 100.00 |
| IC Fonds & Co. Büropark Teltow KG, Munich ("IC 07") | 78.16 | 78.16 |
| BBV Immobilien-Fonds Nr. 6 GmbH & Co. KG, Munich ("BBV 06") | 62.23 | 62.23 |
| BBV Immobilien-Fonds Nr. 8 GmbH & Co. KG, Munich ("BBV 08") | 58.22 | 58.22 |
| IC Fonds & Co. Gewerbeportfolio Deutschland 13. KG, Munich ("IC 13") | 57.37 | 57.37 |
| IC Fonds & Co. SchmidtBank-Passage KG, Munich ("IC 12") | 53.95 | 53.95 |
| BBV Immobilien-Fonds Nr. 14 GmbH & Co. KG, Munich ("BBV 14") | 51.01 | 51.01 |
| IC Fonds & Co. Gewerbeobjekte Deutschland 15. KG, Munich ("IC 15") | 48.17 | 48.17 |
| BBV Immobilien-Fonds Nr. 10 GmbH & Co. KG, Munich ("BBV 10") | 45.95 | 45.16 |
| BBV Immobilien-Fonds Erlangen GbR, Munich ("BBV 02") | 42.02 | 42.02 |
Accounting policies The accounting policies used in the quarterly fi nancial statements are the same as those used in the consolidated fi nancial statements as of 31 December 2016.
Fair value measurement The Group measures fi nancial instruments and real estate on each reporting date at fair value.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurement assumes that the business transaction in the course of which the asset is sold or the liability is transferred takes place either on the:
The Group must have access to the principal market or the most advantageous market.
| 1/1 – 30/9/2017 1/1 – 30/9/2016 in € thousand Segment revenue Segment profi t/loss Segment revenue Direct investments 4,587 2,911 4,395 Subsidiaries 15,996 13,094 16,218 Total segment revenue and profi t/loss 20,583 16,005 20,613 Central administrative expenses and other – (1,056) – Net interest expense – (2,054) – Share of profi t/loss attributable to non-controlling interests – (5,503) – Group net profi t/loss – 7,392 – |
|||
|---|---|---|---|
| Segment profi t/loss | |||
| 2,632 | |||
| 8,730 | |||
| 11,362 | |||
| (780) | |||
| (2,948) | |||
| (3,110) | |||
| 4,524 |
The table below shows the profi t and loss statements of the segments; the "Subsidiaries" segment has been broken down by fund company.
| Direct investments |
||||||
|---|---|---|---|---|---|---|
| in € thousand | FV AG | IC 07 | IC 12 | IC 13 | IC 15 | |
| Rental income | 3,917 | 576 | 422 | – | 1,563 | |
| Service charge income | 670 | 254 | 254 | – | 233 | |
| Segment revenue | 4,587 | 830 | 676 | – | 1,796 | |
| Service charge expenses | (1,054) | (285) | (262) | (18) | (266) | |
| Other property-related expenses | (597) | (191) | (66) | – | (107) | |
| Segment-related administrative expenses | (61) | (38) | (35) | (37) | (172) | |
| Other operating expenses and income (net) | 34 | (26) | (39) | 4 | (100) | |
| Gain on the disposal of investment property | (18) | – | – | – | – | |
| Measurement gains | 370 | 100 | 190 | – | 630 | |
| Measurement losses | (350) | – | (130) | – | (10) | |
| Segment profi t/loss | 2,911 | 390 | 334 | (51) | 1,771 | |
| Central administrative expenses | (1,061) | – | – | – | – | |
| Other income from investments | 1,462 | – | – | – | – | |
| Net interest expense | (164) | – | (34) | – | (147) | |
| Share of profi t/loss attributable to non-controlling interests | – | – | – | – | – | |
| Income taxes | – | – | – | – | – | |
| Group net profi t | 3,148 | 390 | 300 | (51) | 1,624 |
| Subsidiaries | ||||||||
|---|---|---|---|---|---|---|---|---|
| Group | Reconciliation | Total | BBV 14 | BBV 10 | BBV 08 | BBV 06 | BBV 02 | |
| 17,037 | (4) | 13,124 | 3,691 | 5,124 | 1,714 | 34 | – | |
| 3,542 | – | 2,872 | 916 | 1,060 | 115 | 40 | – | |
| 20,579 | (4) | 15,996 | 4,607 | 6,184 | 1,829 | 74 | – | |
| (5,813) | 3 | (4,762) | (1,258) | (2,268) | (336) | (69) | – | |
| (2,123) | – | (1,526) | (419) | (684) | (51) | (8) | – | |
| (1,078) | 33 | (1,050) | (261) | (245) | (116) | (130) | (16) | |
| (808) | (11) | (831) | 20 | (413) | (187) | (90) | – | |
| (109) | – | (91) | – | – | – | (91) | – | |
| 5,982 | – | 5,612 | 3,330 | 1,221 | 141 | – | – | |
| (604) | – | (254) | – | (99) | (15) | – | – | |
| 16,026 | 21 | 13,094 | 6,019 | 3,696 | 1,265 | (314) | (16) | |
| (1,061) | – | – | – | – | – | – | – | |
| – | (1,462) | – | – | – | – | – | – | |
| (2,054) | – | (1,890) | (327) | (1,219) | (163) | – | – | |
| (5,503) | (4,503) | – | – | – | – | – | – | |
| (16) | (16) | – | – | – | – | – | – | |
| 7,392 | (5,960) | 11,204 | 5,692 | 2,477 | 1,102 | (314) | (16) | |
| Direct investments |
||||||
|---|---|---|---|---|---|---|
| in € thousand | FV AG | IC 07 | IC 12 | IC 13 | IC 15 | |
| Rental income | 3,712 | 554 | 445 | (2) | 1,473 | |
| Service charge income | 683 | 204 | 296 | (15) | 170 | |
| Segment revenue | 4,395 | 758 | 741 | (17) | 1,643 | |
| Service charge expenses | (1,142) | (292) | (338) | 31 | (471) | |
| Other property-related expenses | (324) | (117) | (26) | 7 | (523) | |
| Segment-related administrative expenses | (220) | (45) | (34) | (42) | (111) | |
| Other operating expenses and income (net) | (51) | 18 | (2) | 80 | 105 | |
| Gain on the disposal of investment property | – | – | – | – | – | |
| Measurement gains | 20 | – | – | – | – | |
| Measurement losses | (46) | – | – | – | – | |
| Segment profi t/loss | 2,632 | 322 | 341 | 59 | 643 | |
| Central administrative expenses | (822) | – | – | – | – | |
| Other expenses | – | – | – | – | – | |
| Other income from investments | 1,577 | – | – | – | – | |
| Net interest expense | (816) | (7) | (68) | – | (151) | |
| Share of profi t/loss attributable to non-controlling interests | – | – | – | – | – | |
| Income taxes | – | – | – | – | – | |
| Group net profi t | 2,571 | 315 | 273 | 59 | 492 |
| Subsidiaries | |||||||
|---|---|---|---|---|---|---|---|
| BBV 02 | BBV 06 | BBV 08 | BBV 10 | BBV 14 | Total | Reconciliation | Group |
| – | 857 | 1,749 | 4,696 | 3,661 | 13,433 | – | 17,145 |
| – | 67 | 67 | 1,066 | 930 | 2,785 | – | 3,468 |
| – | 924 | 1,816 | 5,762 | 4,591 | 16,218 | – | 20,613 |
| (6) | (266) | (425) | (1,943) | (1,336) | (5,046) | (241) | (6,429) |
| – | (161) | (667) | (702) | (303) | (2,492) | 238 | (2,578) |
| (10) | (89) | (123) | (146) | (132) | (732) | 77 | (875) |
| – | 2 | (229) | (10) | 13 | (23) | (28) | (102) |
| – | – | – | – | – | – | – | – |
| – | 830 | – | – | – | 830 | – | 850 |
| – | (25) | – | – | – | (25) | – | (71) |
| (16) | 1,215 | 372 | 2,961 | 2,833 | 8,730 | 46 | 11,408 |
| – | – | – | – | – | – | – | (822) |
| – | – | – | – | – | – | – | – |
| – | – | – | – | – | – | (1,577) | – |
| – | – | (262) | (1,287) | (359) | (2,134) | 2 | (2,948) |
| – | – | – | – | – | – | (3,110) | (3,110) |
| – | – | – | – | – | – | (4) | (4) |
| (16) | 1,215 | 110 | 1,674 | 2,474 | 6,596 | (4,643) | 4,524 |
The following table shows all assets and liabilities allocated and not allocated to the segments; the "Subsidiaries" segment has been broken down by fund company.
| Direct investments |
||||||
|---|---|---|---|---|---|---|
| in € thousand | FV AG | IC 07 | IC 12 | IC 13 | IC 15 | |
| Property, plant and equipment and intangible assets | 39 | – | 24 | – | – | |
| Investment property | 64,460 | – | 7,540 | – | 26,220 | |
| Non-current assets held for sale | – | 9,240 | – | – | – | |
| Trade receivables | 344 | 28 | 83 | 65 | – | |
| Income tax receivables | 3 | – | – | – | – | |
| Other receivables and assets | 14,112 | – | 33 | 87 | 82 | |
| Cash and cash equivalents | 2,382 | 289 | 1,120 | 31 | 1,085 | |
| Subtotal segment assets | 81,340 | 9,557 | 8,800 | 183 | 27,387 | |
| Shares in subsidiaries | 65,711 | – | – | – | – | |
| Total assets | 147,051 | 9,557 | 8,800 | 183 | 27,387 | |
| Provisions | (52) | (9) | (13) | (44) | (22) | |
| Trade payables | (743) | (50) | (22) | – | (62) | |
| Other liabilities | (984) | – | (27) | (85) | (57) | |
| Subtotal segment liabilities | (1,779) | (59) | (62) | (129) | (141) | |
| Non-controlling interests | – | – | – | – | – | |
| Financial liabilities | (29,226) | – | (1,781) | – | (7,099) | |
| Total liabilities | (31,005) | (59) | (1,843) | (129) | (7,240) | |
| Net assets as of 30 September 2017 | 116,046 | 9,498 | 6,957 | 54 | 20,147 | |
| Overview of maturities of fi nancial liabilities | ||||||
| Non-current | 28,106 | – | – | – | 6,872 |
Current 1,120 – 1,781 – 227 Financial liabilities 29,226 – 1,781 – 7,099 20
| Subsidiaries | |||||||
|---|---|---|---|---|---|---|---|
| BBV 02 | BBV 06 | BBV 08 | BBV 10 | BBV 14 | Total | Reconciliation | Group |
| – | – | – | – | – | 24 | 70 | 133 |
| – | – | 30,500 | 83,074 | 74,600 | 221,934 | – | 286,394 |
| – | – | – | – | – | 9,240 | – | 9,240 |
| – | 49 | 3 | 498 | 321 | 1,047 | 15 | 1,406 |
| – | – | – | – | – | – | – | 3 |
| 1,361 | 53 | 34 | 29 | 86 | 1,765 | (3,693) | 12,184 |
| 7 | 1,502 | 1,540 | 1,219 | 2,383 | 9,176 | 94 | 11,652 |
| 1,368 | 1,604 | 32,077 | 84,820 | 77,390 | 243,186 | (3,514) | 321,012 |
| – | – | – | – | – | – | (65,711) | – |
| 1,368 | 1,604 | 32,077 | 84,820 | 77,390 | 243,186 | (69,225) | 321,012 |
| (8) | (33) | (10) | (12) | (34) | (185) | (10) | (247) |
| (8) | (58) | (492) | (790) | (84) | (1,566) | (11) | (2,320) |
| (26) | (128) | (362) | (1,019) | (374) | (2,078) | 456 | (2,606) |
| (42) | (219) | (864) | (1,821) | (492) | (3,829) | 435 | (5,173) |
| – | – | – | – | – | – | (63,787) | (63,787) |
| (1,081) | – | (7,950) | (55,249) | (30,742) | (103,902) | 3,446 | (129,682) |
| (1,123) | (219) | (8,814) | (57,070) | (31,234) | (107,731) | (59,906) | (198,642) |
| 245 | 1,385 | 23,263 | 27,750 | 46,156 | 135,455 | (129,131) | 122,370 |
| – | – | 7,142 | 51,975 | 29,542 | 95,531 | (3,446) | 120,191 |
| 1,081 | – | 808 | 3,274 | 1,200 | 8,371 | – | 9,491 |
| 1,081 | – | 7,950 | 55,249 | 30,742 | 103,902 | (3,446) | 129,682 |
| Direct investments |
||||||
|---|---|---|---|---|---|---|
| in € thousand | FV AG | IC 07 | IC 12 | IC 13 | IC 15 | |
| Property, plant and equipment and intangible assets | 43 | – | 24 | – | – | |
| Investment property | 64,650 | 9,140 | 7,480 | – | 25,600 | |
| Non-current assets held for sale | – | – | – | – | – | |
| Trade receivables | 481 | 190 | 108 | 69 | 62 | |
| Income tax receivables | 5 | – | – | – | – | |
| Other receivables and assets | 12,464 | – | 13 | 87 | 69 | |
| Cash and cash equivalents | 3,922 | 26 | 938 | 44 | 1,290 | |
| Subtotal segment assets | 81,565 | 9,356 | 8,563 | 200 | 27,021 | |
| Shares in subsidiaries | 68,766 | – | – | – | – | |
| Total assets | 150,331 | 9,356 | 8,563 | 200 | 27,021 | |
| Provisions | (447) | (11) | (9) | (9) | (20) | |
| Trade payables | (179) | (69) | (43) | (3) | (85) | |
| Other liabilities | (994) | (4) | (23) | (83) | (38) | |
| Subtotal segment liabilities | (1,620) | (84) | (75) | (95) | (143) | |
| Non-controlling interests | – | – | – | – | – | |
| Financial liabilities | (30,201) | (50) | (1,831) | – | (7,269) | |
| Derivative fi nancial instruments | – | – | – | – | – | |
| Total liabilities | (31,821) | (134) | (1,906) | (95) | (7,412) | |
| Net assets as of 31 December 2016 | 118,510 | 9,222 | 6,657 | 105 | 19,609 | |
| Overview of maturities of fi nancial liabilities | ||||||
| Non-current | (29,086) | – | – | – | (7,042) | |
| Current | (1,115) | (50) | (1,831) | – | (227) |
Financial liabilities (30,201) (50) (1,831) – (7,269)
| Subsidiaries | |||||||
|---|---|---|---|---|---|---|---|
| BBV 02 | BBV 06 | BBV 08 | BBV 10 | BBV 14 | Total | Reconciliation | Group |
| – | – | – | – | – | 24 | 70 | 137 |
| – | – | 30,000 | 78,802 | 71,270 | 222,292 | – | 286,942 |
| – | 3,600 | – | – | – | 3,600 | – | 3,600 |
| – | 123 | 29 | 1,198 | 318 | 2,097 | – | 2,578 |
| – | – | – | – | – | – | – | 5 |
| 1,361 | 47 | 16 | 30 | 66 | 1,689 | (2,447) | 11,706 |
| 27 | 3,483 | 2,531 | 1,193 | 3,231 | 12,763 | 91 | 16,776 |
| 1,388 | 7,253 | 32,576 | 81,223 | 74,885 | 242,465 | (2,286) | 321,744 |
| – | – | – | – | – | – | (68,766) | – |
| 1,388 | 7,253 | 32,576 | 81,223 | 74,885 | 242,465 | (71,052) | 321,744 |
| (8) | (33) | (33) | (24) | (28) | (175) | (23) | (645) |
| (8) | (179) | (1,344) | (1,224) | (92) | (3,047) | (7) | (3,233) |
| (30) | (275) | (482) | (1,402) | (993) | (3,330) | 436 | (3,888) |
| (46) | (487) | (1,859) | (2,650) | (1,113) | (6,552) | 406 | (7,766) |
| – | – | – | – | – | – | (61,708) | (61,708) |
| (1,081) | – | (8,556) | (53,300) | (31,642) | (103,729) | 2,250 | (131,680) |
| – | – | – | – | – | – | – | |
| (1,127) | (487) | (10,415) | (55,950) | (32,755) | (110,281) | (59,052) | (201,154) |
| (1,135) | (520) | (10,448) | (55,974) | (32,783) | (65,267) | (130,104) | 120,590 |
| – | – | (7,748) | (50,287) | (30,442) | (95,519) | 2,200 | (122,405) |
| (1,081) | – | (808) | (3,013) | (1,200) | (8,210) | 50 | (9,275) |
| (1,081) | – | (8,556) | (53,300) | (31,642) | (103,729) | 2,250 | (131,680) |
This report was not subject to an audit pursuant to Sec. 317 HGB ["Handelsgesetzbuch": German Commercial Code] or a review by the auditor and therefore does not contain an audit opinion.
The current declarations pursuant to Sec. 161 AktG ["Aktiengesetz": German Stock Corporation Act] on the German Corporate Governance Code of the Management Board and Supervisory Board of Fair Value REIT-AG have been made permanently available on the Company's website.
Graefelfi ng, 7 November 2017 Fair Value REIT-AG
Patrick Kaiser
To the best of my knowledge, and in accordance with the applicable reporting principles, the unaudited interim consolidated fi nancial statements give a true and fair view of the fi nancial position and performance of the Group, and the group management report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group.
Graefelfi ng, 7 November 2017 Fair Value REIT-AG
Patrick Kaiser
Fair Value REIT-AG Quarterly Statements 1st – 3rd Quarter 2017
The stock markets in Germany were in a sound condition in the fi rst nine months of 2017. Even temporary market setbacks, mainly in July and August, were compensated again in September. Share prices were buoyed, among other things, by the robust economic situation in Germany. The DAX, Germany's leading share index comprising the 30 largest German companies, recorded growth of 11.7 % in the fi rst nine months of 2017. The smaller stocks index MDAX climbed 17.1 % and the small-cap index SDAX 25.1 %.
In this market environment, the Fair Value REIT-AG share gained signifi cantly. Supported by a positive business development, the share price recorded growth of 25.7 % in the fi rst nine months and closed the third quarter of 2017 at a Xetra closing price of €7.93. At er recording the lowest closing price of the reporting period in the electronic trading system Xetra of €6.50 on 2 January 2017, the share price subsequently rallied strongly. On both 30 and 31 May 2017, the share recorded its highest price during the year with a Xetra closing price of €8.20. Around 6,421 Fair Value shares were traded on average per day on all German stock exchanges, of which around 94 % on the electronic trading system Xetra.
1) FVR Beteiligungsgesellschat Erste mbH <10 %, FVR Beteiligungsgesellschat Zweite mbH <10 %, FVR Beteiligungsgesellschat Dritte mbH <10 %, FVR Beteiligungsgesellschat Vierte mbH <10 %, FVR Beteiligungsgesellschat Fünt e mbH <10 %, FVR Beteiligungsgesellschat Sechste mbH <10 %, FVR Beteiligungsgesellschat Siebente mbH <10 %, FVR Beteiligungsgesellschat Achte mbH <10 %
2) According to Free-Float defi nition of Deutsche Börse AG (shareholding <5%)
as of 30 September 2017
| Sector | Real Estate (REIT) |
|---|---|
| WKN ( German Securities Code )/ISIN | A0MW97 / DE000A0MW975 |
| Stock symbol | FVI |
| Share capital | €28,220,646.00 |
| Number of shares ( non-par value shares ) | 14,110,323 |
| Proportion per share in the share capital | €2.00 |
| Initial listing | 16 November 2007 |
| High/low 1st to 3rd quarter 2017 ( XETRA ) | €8.20 / €6.50 |
| Market capitalization on 30 September 2017 ( XETRA ) | €112 million |
| Market segment | Prime Standard |
| Stock exchanges Prime Standard | Frankfurt, XETRA |
| Stock exchanges OTC | Berlin, Duesseldorf, Hamburg, Munich, Stuttgart, Tradegate |
| Designated sponsor | ODDO SEYDLER BANK |
| Indices | RX REIT All Shares-Index, RX REIT-Index |
Details on the Company and the share are also available on its website at www.fvreit.de.
| Financial calendar | ||
|---|---|---|
| Fair Value REIT-AG | ||
| 29 March 2018 | Annual Report 2017 | |
| 17 May 2018 | Quarterly Statements 1st Quarter 2018 | |
| 8 June 2018 | Annual General Meeting, Munich | |
| 9 August 2018 | Semi-Annual Report 2018 | |
| 8 November 2018 | Quarterly Statements 1st – 3rd Quarter 2018 |
Fair Value REIT-AG Quarterly Statements 1st – 3rd Quarter 2017
Fair Value REIT-AG Wuermstraße 13 a 82166 Graefelfi ng Germany Tel . +49 (0)89 / 92 92 815 - 0 Fax +49 (0)89 / 92 92 815 -15 info @ fvreit . de www. fvreit . de
Registered o ce : Graefelfi ng Commercial register at Munich Local Court No. HRB 168 882
Date of publication: 9 November 2017
Management Board Patrick Kaiser
Rolf Elgeti, Chairman Markus Drews, Deputy Chairman Frank Hölzle
Disclaimer This Quarterly Statements contains future-oriented statements, which are subject to risks and uncertainties. They are estimations of the management board of Fair Value REIT-AG and refl ect its current views with regard to future events. Such expressions concerning forecasts can be recognised by terms such as "expect", "estimate", "intend", "can", "will" and similar expressions with reference to the enterprise. Factors, that can cause deviations or ef ects can be (without claim on completeness): the development of the property market, competition infl uences, alterations of prices, the situation on the fi nancial markets or developments related to general economic conditions. Should these or other risks and uncertainty factors take ef ect or should the assumptions underlying the forecasts prove to be incorrect, the results of Fair Value REIT-AG could vary from those, which are expressed or implied in these forecasts. The Company assumes no obligation to update such expressions or forecasts.
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