Earnings Release • May 11, 2016
Earnings Release
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| Key fi gures Fair Value Group | |||
|---|---|---|---|
| Revenues and earnings | 1/1 – 31/3/2016 | 1/1 – 31/3/2015 | |
| Rental income | in € thousand | 5,571 | 5,590 |
| Net rental income | in € thousand | 3,650 | 3,917 |
| Operating result (EBIT) | in € thousand | 2,817 | 5,016 |
| Group net profi t | in € thousand | 887 | 2,863 |
| Earnings per share 1) | in € | 0.06 | 0.31 |
| Adjusted consolidated net income ( EPRA-Earnings )/FFO | in € thousand | 1,570 | 1,024 |
| EPRA-Earnings/FFO per share 1) | in € | 0.11 | 0.11 |
| Assets and capital | 31/3/2016 | 31/12/2015 | |
| Non-current assets | in € thousand | 296,355 | 296,914 |
| Current assets | in € thousand | 20,689 | 21,702 |
| Non-current assets held for sale | in € thousand | 525 | 11,750 |
| Total assets | in € thousand | 317,569 | 330,366 |
| Equity/Net asset value ( NAV ) | in € thousand | 118,075 | 117,278 |
| Equity ratio | in % | 37.2 | 35.5 |
| Immovable assets | in € thousand | 287,759 | 299,544 |
| Equity within the meaning of Sec. 15 REITG | in € thousand | 179,901 | 178,438 |
| Equity ratio within the meaning of Sec. 15 REITG (minimum 45 %) |
in % | 62.5 | 59.6 |
| Real estate investments | 31/3/2016 | 31/12/2015 | |
| Number of properties | amount | 38 | 40 |
| Market value of properties 2) | in € million | 288 | 300 |
| Contractual rent p.a. | in € million | 22.2 | 23.1 |
| Potential rent p.a. | in € million | 25.1 | 26.0 |
| Occupancy | in % | 88.5 | 89.2 |
| Remaining term of rental agreements | years | 5.0 | 4.9 |
| Contractual rental yield before costs | in % | 7.7 | 7.7 |
1) Number of shares outstanding 14,029,013 (31/3/2016) respective 9,325,572 (31/3/2015) 2) According to market valuations as of 31/12/2015.
| Further key fi gures | |||
|---|---|---|---|
| 31/3/2016 | 31/12/2015 | ||
| Number of shares in circulation | in pieces | 14,029,013 | 14,029,013 |
| Net asset value ( NAV ) per share | in € | 8.42 | 8.36 |
| EPRA-NAV per share | in € | 8.42 | 8.36 |
| Number of employees ( including Management Board ) | 4 | 4 |
Fair Value REIT-AG Quarterly Statements 1st Quarter 2016
The Fair Value Group has had a successful start to fi scal year 2016, increasing its operating business result (FFO (funds from operations)) signifi cantly in the fi rst quarter of 2016.
Group net profi t (FFO) adjusted for measurement, disposal and other special ef ects amounted to €2.5 million before non-controlling interests. This was €0.4 million or 19 % above the previous-year fi gure of €2.1 million.
At er deducting the profi t/loss attributable to non-controlling interests, the FFO for the shareholders of Fair Value REIT-AG amounted to €1.6 million, an increase of more than 50 % compared to the previous-year fi gure of €1.0 million.
The higher percentage rise in FFO at er non-controlling interests compared to the increase in FFO before non-controlling interests is due to the acquisition of non-controlling interests in 2015 driven by net cash infl ows from capital measures as well as to the direct ownership of properties previously held indirectly.
The results for the fi rst quarter of 2016 confi rm our planning and thus provide a sound foundation for our continued positive business development in 2016.
The Company's equity also developed well, amounting to €118.1 million as of the end of March 2016 compared to €117.3 million as of year-end 2015. The net asset value for each share outstanding increased to €8.42 from €8.36. The REIT equity ratio increased from 59.6 % of immovable assets to 62.5 %.
The fact that the Group's equity backing increased once again gives us the headroom to make attractive purchases. It also allows us to reduce non-controlling interests in order to further expand the group net profi t attributable to Fair Value's shareholders in a way that makes strategic sense and adds value.
We would be delighted if you continued to share this journey with us and would like to thank you for the trust you have placed in us to date.
Munich, 10 May 2016 CEO
Frank Schaich
As of 31 March 2016, the Fair Value Group's directly and indirectly owned portfolio comprises 38 properties (31 December 2015: 40 properties) with market values (equivalent to the fair values pursuant to IFRS 13), totalling around €288 million (31 December 2015: €300 million).
At 88.5 %, the profi t-weighted occupancy rate of the portfolio as of 31 March 2016 was down slightly on the rate as of 31 December 2015 (89.2 %) at er two fully let buildings were sold. As of 31 March 2016, the profi t-weighted average remaining term of the lease agreements stood at 5.0 years compared to 4.9 years as of 31 December 2015.
The table below provides an overview of the real estate assets allocated to the Group as of 31 March 2016. The market values are based on measurements by the external expert CBRE GmbH of the individual properties as of 31 December 2015.
| Direct investments and investments as of 31 March 2016 |
||||||||
|---|---|---|---|---|---|---|---|---|
| Property area [m²] |
Total lettable area [m²] |
Annualized contractual rent [€ thousand] |
Market value 31 Dec 20151) [€ thousand] |
Occupancy rate 2) [%] |
Ø secured remaining term of lease agree ments 2) [Years] |
Contractual rent returns before costs [%] |
Investment [%] |
|
| Direct investments segment |
77,394 | 70,594 | 4,932 | 62,790 | 96.4 | 7.2 | 7.9 | 100 |
| Subsidiaries segment |
347,670 | 192,599 | 17,299 | 225,004 | 86.5 | 4.3 | 7.7 | 51 |
| Total portfolio | 425,064 | 263,192 | 22,231 | 287,794 | 88.5 | 5.0 | 7.7 | 62 |
Notes
1) Pursuant to market value report by CB Richard Ellis GmbH, Frankfurt am Main as of 31 December 2015
2) Income weighted
| Change | ||||
|---|---|---|---|---|
| in € thousand | 1/1 – 31/3/2016 | 1/1 – 31/3/2015 | in € thousand | in % |
| Rental income | 5,571 | 5,590 | (19) | (0) |
| Service charge income | 1,115 | 1,034 | 81 | 8 |
| Service charge expenses | (2,094) | (2,094) | – | – |
| Other property-related expenses | (982) | (613) | (369) | 60 |
| Net rental income | 3,650 | 3,917 | (267) | (7) |
| General administrative expenses | (600) | (792) | (192) | (24) |
| Other operating income and expenses, | ||||
| disposal and measurement gains/losses | (233) | 1,891 | (2,124) | (112) |
| Operating result | 2,817 | 5,016 | (2,199) | (44) |
| Net interest expenses | (1,284) | (1,114) | 170 | 15 |
| Share of profi t/loss attributable | ||||
| to non-controlling interests | (646) | (1,039) | (393) | (38) |
| Group net profi t | 887 | 2,863 | 1,976 | (69) |
At €5.6 million, rental income in the fi rst quarter was at the previous-year level. On account of the increase in property-related expenses, net rental income of €3.7 million was down by 7 %, on the previous-year fi gure of €3.9 million.
General administrative expenses decreased to €0.6 million and were down by 24 % on the previous-year fi gure of €0.8 million, mainly due to reduced costs at the level of the subsidiaries. At €0.2 million, the balance of other income and expenses as well as of disposal and measurement gains and losses was down by €2.1 million on the previous-year income of €1.9 million. The high level of previous-year income was due to non-cash special ef ects following favourable acquisitions of investments and land.
As a result, at €2.8 million, the operating result was €2.1 million or 44 % below the previous-year fi gure of €5.0 million.
At €1.3 million, the Group's net interest expense was up by €0.2 million or 15 % on the previous-year level of €1.1 million. Of this expense, around €0.25 million is attributable to the redemption premium of 3 % of the nominal amount of the convertible bond (€8.46 million). This had been repaid prematurely on 19 February 2016 at the request of the creditors as a result of the change of control at Fair Value REIT-AG.
At er deducting the share of profi t/loss attributable to non-controlling interests of €0.6 million (previous year: €1.1 million), the Fair Value Group closed the fi rst three months of the current fi scal year 2016 with a group net profi t of €0.9 million (previous year: €2.9 million).
At €2.5 million, the operating business result of the Fair Value Group (EPRA earnings/FFO (funds from operations)) before non-controlling interests adjusted for the costs of measurement/disposal (€0.2 million) and other special ef ects totalling around €0.8 million (capitalisable property-related expenses and redemption premium for the convertible bond) was up by €0.4 million or 19 % in the fi rst three months of the current fi scal year compared to the previous-year fi gure of €2.1 million.
At er deducting the profi t/loss attributable to non-controlling interests, the FFO came to €1.6 million and was up by €0.6 million or 53 % on the previous-year fi gure of €1.0 million. This is in line with the fi gure planned for the fi rst quarter of 2016.
In terms of the number of shares outstanding (around 14.03 million shares as of 31 March 2016 compared to 9.33 million shares as of 31 March 2015), the FFO remained unchanged at €0.11.
| Adjusted profi t/loss of the Group | ||||||||
|---|---|---|---|---|---|---|---|---|
| (EPRA earnings or FFO) | 1/1 – 31/3/2016 | 1/1 – 31/3/2015 | ||||||
| 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 | 5,571 | – | – | 5,571 | 5,590 | – | – | 5,590 |
| Non-apportionable service charge expenses | (939) | – | – | (939) | (1,060) | – | – | (1,060) |
| Other property-related expenses | (982) | – | 489 | (450) | (613) | – | – | (613) |
| Net rental income | 3,650 | – | – | 4,182 | 3,917 | – | – | 3,917 |
| General administrative expenses | (600) | – | – | (600) | (792) | – | – | (792) |
| Other operating income and expenses | (187) | 179 | – | (8) | 1,319 | (1,300) | – | 19 |
| Profi t/loss from disposal of investment properties | – | – | – | – | (18) | 18 | – | – |
| Measurement result | (46) | 46 | – | – | 590 | (590) | – | – |
| Operating result | 2,817 | 225 | 489 | 3,531 | 5,016 | (1,872) | – | 3,144 |
| Net interest expenses | (1,284) | – | 254 | (1,030) | (1,114) | – | 57 | (1,057) |
| Profi t/loss before non-controlling interests | 1,533 | 225 | 743 | 2,501 | 3,902 | (1,872) | 57 | 2,087 |
| Share of profi t/loss attributable to non-controlling interests |
(646) | (75) | (210) | (931) | (1,039) | (9) | (15) | (1,063) |
| Group net profi t | 887 | 150 | 533 | 1,570 | 2,863 | (1,881) | 42 | 1,024 |
| Profi t/loss of the Group per share | 0.06 | – | – | 0.11 | 0.31 | – | – | 0.11 |
Cash fl ow from operating activities The net cash fl ow from operating activities generated in the reporting period came to €0.4 million, which is €1.3 million below the previous-year level. Around 75 % of the decrease was due to changes in assets and liabilities and around 25 % to the premium for the premature repayment of the convertible bond contained in interest expenses.
| Cash and cash equivalents | ||
|---|---|---|
| in € thousand | 1/1 – 31/3/2016 | 1/1 – 31/3/2015 |
| Net cash fl ow from operating activities | 356 | 1,729 |
| Net cash fl ow from investing activities | 11,750 | 9,607 |
| Net cash fl ow from fi nancing activities | (12,035) | (6,822) |
| Change in cash and cash equivalents | 71 | 4,514 |
| Cash and cash equivalents at the beginning of the period | 16,028 | 14,588 |
| Cash and cash equivalents at the end of the period | 16,099 | 19,102 |
Cash fl ow from investing activities Net cash fl ow from investing activities totalled €11.8 million (previous year: €9.6 million) as a result of selling the properties in Radevormwald and Tornesch.
Cash fl ow from fi nancing activities The cash outfl ow from fi nancing activities of €12.0 million (previous year: €6.8 million) was due to unscheduled repayments totalling €10.6 million, scheduled repayments of €2.0 million as well as the premature repayment of the convertible bond, which was counterbalanced by proceeds from borrowings of €9.0 million.
Liquidity Cash and cash equivalents at the Group increased by €0.1 million in the fi rst three months of the current fi scal year to €16.0 million (previous-year period: increase of €4.5 million to €19.1 million).
Assets Total assets amounted to €317.6 million as of 31 March 2016, down 4 % on the level as of 31 December 2015 (€330.4 million).
Non-current assets of around €296.4 million accounted for 93 % of total assets (31 December 2015: €296.9 million or 90 %). Cash and cash equivalents of €16.1 million accounted for 78 % of current assets of €20.7 million and 7 % of total assets (31 December 2015: €21.7 million). At €4.6 million, receivables and other assets accounted for 22 %.
Equity and liabilities On 31 March 2016, assets of €118.1 million (37 %) were fi nanced by equity attributable to the shareholders of Fair Value REIT-AG and €199.5 million (63 %) by liabilities.
Here it must be taken into account that the non-controlling interests in subsidiaries of €61.8 million are recognised under liabilities pursuant to IFRSs. For the calculation of the minimum equity ratio for the purpose of the 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 of €179.9 million or 57 % of total assets (31 December 2015: €178.4 million or 54 %).
With immovable assets totalling €287.8 million as of 31 March 2016, the REIT equity ratio amounted to 62.5 % (31 December 2015: 59.6 %).
Financial liabilities The fi nancial liabilities of the Group amounted to €132.2 million on 31 March 2016 or 42 % of total assets (31 December 2015: €144.1 million or 44 %). Of this amount, €9.6 million or 7 % was current (31 December 2015: €18.1 million or 13 %).
Assuming a 3-month EURIBOR interest rate of 0.0 % as a base interest rate for fi nancial liabilities with a variable interest rate, the weighted interest rate for all fi nancial liabilities at the Group amounted to 2.4 % p.a. as of 31 March 2016 (2.5 % as of 31 December 2015).
Equity/net asset value (NAV) Adding the market values of the properties and investments, taking into account the other items in the statement of fi nancial position, resulted in a net asset value (NAV) of €118.1 million as of 31 March 2016, compared to €117.3 million as of 31 December 2015.
The 14,029,013 shares outstanding as of the reporting date produce a NAV of €8.42 per share following €8.36 as of 31 December 2015. This NAV is also equivalent to the EPRA-NAV as there are no derivative fi nancial instruments.
| in € thousand | 31/3/2016 | 31/12/2015 |
|---|---|---|
| Market value of properties (including held for sale) | 287,759 | 299,544 |
| Other assets less other liabilities | 27,577 | 27,400 |
| Non-controlling interests | (61,826) | (61,160) |
| Financial liabilities | (132,178) | (144,113) |
| Other liabilities | (3,257) | (4,393) |
| Net asset value | 118,075 | 117,278 |
| Net asset value per share | 8.42 | 8.36 |
By purchase agreement dated 14 April 2016, the property in Bornhöved, Am alten Markt 9a, was sold to a private investor. The purchase price of €525 thousand corresponds to the carrying amount as of 31 March 2016. The ef ect on earnings from the purchase price that was €35 thousand lower than the actuarial market value as of 31 December 2015 as well as the costs of marketing had already been recognised in the fi rst quarter of 2016. The transfer of title, risks and rewards for the property is planned for 1 June 2016.
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 2015 Annual Report.
For fi scal year 2016, the Management Board once again does not expect any risks to occur that could jeopardise the ability of Fair Value-AG to continue as a going concern.
The Management Board rea rms its forecast in the 2015 Annual Report and, based on the existing portfolio, expects FFO in 2016 of between €10.5 million and €10.8 million before non-controlling interests.
With an unchanged share of directly held properties and thus of the share of non-controlling interests in group earnings, the Management Board expects FFO at er non-controlling interests of between €6.2 million and €6.5 million in 2016. This corresponds to FFO of between €0.44 and €0.46 per share currently outstanding.
The target dividend for 2016 remains unchanged at €0.25 per share currently outstanding. This corresponds to a distribution rate of 54 % to 57 % of FFO.
Munich, 10 May 2016
Fair Value REIT-AG
Frank Schaich , Vorstand
| Consolidated statement of fi nancial position | ||
|---|---|---|
| in € thousand | 31/3/2016 | 31/12/2015 |
| Assets | ||
| Non-current assets | ||
| Intangible assets | 77 | 78 |
| Property, plant and equipment | 26 | 26 |
| Investment property | 287,234 | 287,794 |
| Other receivables and assets | 9,018 | 9,016 |
| Total non-current assets | 296,355 | 296,914 |
| Current assets | ||
| Trade receivables | 1,699 | 2,757 |
| Income tax receivables | 5 | 22 |
| Other receivables and assets | 2,886 | 2,895 |
| Cash and cash equivalents | 16,099 | 16,028 |
| Total current assets | 20,689 | 21,702 |
| Non-current assets held for sale | 525 | 11,750 |
| Total assets | 317,569 | 330,366 |
| Equity and liabilities | ||
| Equity | ||
| Issued capital | 28,221 | 28,221 |
| Capital reserves | 99,639 | 99,729 |
| Revaluation reserve | (16) | (16) |
| Loss carryforward | (9,371) | (10,258) |
| Treasury shares | (398) | (398) |
| Total equity | 118,075 | 117,278 |
| Non-current liabilities | ||
| Non-controlling interests | 61,826 | 61,160 |
| Financial liabilities | 122,618 | 125,995 |
| Derivative fi nancial instruments | – | – |
| Other liabilities | 3 | 1,076 |
| Total non-current assets | 184,447 | 188,231 |
| Current liabilities | ||
| Provisions | 761 | 743 |
| Financial liabilities | 9,560 | 18,118 |
| Trade payables | 1,472 | 2,679 |
| Other liabilities Total current liabilities |
3,254 15,047 |
3,317 24,857 |
| Total equity and liabilities | 317,569 | 330,366 |
| Consolidated statement of income | ||
|---|---|---|
| in € thousand | 1/1 – 31/3/ 2016 |
1/1 – 31/3/ 2015 |
| Rental income | 5,571 | 5,590 |
| Service charge income | 1,155 | 1,034 |
| Service charge expenses | (2,094) | (2,094) |
| Other property-related expenses | (982) | (613) |
| Net rental income | 3,650 | 3,917 |
| General administrative expenses | (600) | (792) |
| Other operating income | 4 | 1,368 |
| Other operating expenses | (191) | (49) |
| Total other operating income and expenses | (187) | 1,319 |
| Income from the disposal of investment properties and non-current assets held for sale |
11,750 | 16,540 |
| Expenses in connection with the disposal of investment properties and non-current assets held for sale |
(11,750) | (16,558) |
| Profi t/loss from the disposal of investment properties and non-current assets held for sale |
– | (18) |
| Measurement gains | – | 590 |
| Measurement losses | (46) | – |
| Measurement result | (46) | 590 |
| Operating result | 2,817 | 5,016 |
| Interest income | 11 | 5 |
| Interest expenses | (1,293) | (1,119) |
| Profi t/loss before taxes | 1,535 | 3,902 |
| Income taxes | (2) | – |
| Profi t/loss before non-controlling interests | 1,533 | 3,902 |
| Share of profi t/loss attributable to non-controlling interests | (646) | (1,039) |
| Group net profi t | 887 | 2,863 |
| Earnings per share in € | 0.06 | 0.31 |
Fair Value REIT-AG Quarterly Statements 1st Quarter 2016
| Consolidated statement of comprehensive income | ||
|---|---|---|
| in € thousand | 1/1 – 31/3/2016 | 1/1 – 31/3/2015 |
| Group net profi t | 887 | 2,863 |
| 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 | 887 | 2.863 |
| – | – | – | – | – | – | – |
|---|---|---|---|---|---|---|
| – | – | (90) | – | – | – | (90) |
| – | – | – | – | – | 887 | 887 |
| – | – | – | – | – | – | – |
| 14,029,013 | 28,221 | 99,729 | (398) | (16) | (10,258) | 117,278 |
| 9,325,572 | 18,814 | 74,477 | (398) | (18) | (11,649) | 81,226 |
| – | – | – | – | – | 2,863 | 2,863 |
| – | – | 90 | – | – | – | 90 |
| 9,325,572 | 18,814 | 74,387 | (398) | (18) | (14,512) | 78,273 |
| Number of outstanding shares |
Issued capital |
Capital reserves |
Treasury shares |
Revaluation reserve |
Retained earnings |
Total |
| Consolidated statement of cash fl ows | ||
|---|---|---|
| in € thousand | 1/1 – 31/3/2016 | 1/1 – 31/3/2015 |
| Group net profi t | 887 | 2,863 |
| Interest expenses | 1,293 | 1,119 |
| Interest income | (11) | (5) |
| Depreciation of property, plant and equipment and amortisation of intangible assets |
1 | 10 |
| (Gains) Losses on the disposal of investment property | – | 18 |
| Measurement result | 35 | (590) |
| Financing costs | 10 | – |
| Other non-cash expenses and income | – | (1,237) |
| Shares of gains attributable to non-controlling interests | 666 | 1,039 |
| Interest paid | (1,592) | (1,410) |
| Interest received | 11 | 5 |
| Changes in assets and equity and liabilities | ||
| (Increase) / Decrease in trade receivables | 1,058 | 163 |
| (Increase) / Decrease in other assets | 24 | 22 |
| (Decrease) / Increase in provisions | 18 | 33 |
| (Decrease) / Increase in trade payables | (1,207) | (499) |
| (Decrease) / Increase in other liabilities | (837) | 198 |
| Net cash fl ow from operating activities | 356 | 1,729 |
| Cash paid for the purchase of interests in subsidiaries | – | (2,937) |
| Purchase of investment properties | – | (650) |
| Proceeds from disposal of investment properties / assets under construction | 11,750 | 13,222 |
| Purchase of property, plant and equipment and intangible assets | – | (28) |
| Net cash fl ow from investing activities | 11,750 | 9,607 |
| Proceeds from borrowings | 9,000 | 8,365 |
| Repayment of liabilities to banks | (20,945) | (13,474) |
| Reversal of interest rate hedge | – | (1,713) |
| Release of equity portion for convertible bond | (90) | – |
| Net cash fl ow from fi nancing activities | (12,035) | (6,822) |
| Change in cash and cash equivalents | 71 | 4,514 |
| Cash and cash equivalents at the beginning of the period | 16,028 | 14,588 |
| Cash and cash equivalents at the end of the period | 16,099 | 19,102 |
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 Leopoldstr. 244 in 80807 Munich.
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 10 (31 December 2015: 10) 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 interim consolidated fi nancial statements of Fair Value REIT-AG were prepared in accordance with the International Financial Reporting Standards ("IFRSs") of the International Accounting Standards Board (IASB), taking into account IAS 34 "Interim Financial Reporting".
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 published in the notes to the consolidated fi nancial statements in our annual report for 2015.
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 as of the reporting date 31 December 2015 is used as a comparison. The comparative fi gures in the statement of income, the statement of comprehensive income, the statement of changes in equity and the statement of cash fl ows as well as the other overviews relate to the period from 1 January to 31 March 2015.
As of 31 March 2016, the basis of consolidation was as follows:
| Share of voting rights in % | Share as of 31/3/2016 |
Share as of 31/12/2015 |
|---|---|---|
| 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 |
| BBV Immobilien-Fonds Nr. 3 GmbH & Co. KG, Munich ("BBV 03") | 80.05 | 80.05 |
| IC Fonds & Co. Büropark Teltow KG, Munich ("IC 07") | 78.16 | 78.16 |
| BBV Immobilien-Fonds Nr. 6 GmbH & Co. KG, Munich ("BBV 06") | 62.22 | 62.22 |
| BBV Immobilien-Fonds Nr. 8 GmbH & Co. KG, Munich ("BBV 08") | 58.02 | 58.02 |
| IC Fonds & Co. Gewerbeportfolio Deutschland 13. KG, Munich ("IC 13") | 57.37 | 57.37 |
| IC Fonds & Co. SchmidtBank-Passage KG, Munich ("IC 12") | 53.59 | 53.95 |
| BBV Immobilien-Fonds Nr. 14 GmbH & Co. KG, Munich ("BBV 14") | 50.78 | 50.78 |
| 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") | 44.96 | 44.96 |
| 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 2015.
Fair value measurement The Group measures fi nancial instruments and real estate on each reporting date at fair value.
| 1/1 – 31/3/2016 | 1/1 – 31/3/2015 | |||
|---|---|---|---|---|
| in € thousand | Segment revenue | Segment profi t/loss | Segment revenue | Segment profi t/loss |
| Direct investments | 1,517 | 1,035 | 732 | 550 |
| Subsidiaries | 5,209 | 2,032 | 5,892 | 3,159 |
| Total segment revenue and profi t/loss | 6,726 | 3,067 | 6,624 | 3,709 |
| Central administrative expenses and other | – | (252) | – | 1,307 |
| Net interest expenses | – | (1,282) | – | (1,114) |
| Share of profi t/loss attributable to non-controlling interests | – | (646) | – | (1,039) |
| Group net profi t | – | 887 | – | 2,863 |
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 | 1,257 | 186 | 149 | (2) | 491 | |
| Service charge income | 260 | 62 | 74 | (4) | 57 | |
| Segment revenue | 1,517 | 248 | 223 | (6) | 548 | |
| Service charge expenses | (321) | (104) | (130) | (5) | (107) | |
| Other property-related expenses | (43) | (26) | (15) | (28) | (98) | |
| Segment-related administrative expenses | (76) | (24) | (12) | (11) | (27) | |
| Other operating expenses and income (net) | 4 | – | (1) | – | – | |
| Gain from disposal of investment property | – | – | – | – | – | |
| Measurement gains | – | – | – | – | – | |
| Measurement losses | (46) | – | – | – | – | |
| Segment profi t/loss | 1,035 | 94 | 65 | (50) | 316 | |
| Central administrative expenses | (250) | – | – | – | – | |
| Other expenses | – | – | – | – | – | |
| Other income from investments | – | – | – | – | – | |
| Net interest expenses | (566) | (3) | (46) | – | (52) | |
| Share of profi t/loss attributable to non-controlling interests | – | – | – | – | – | |
| Income taxes | – | – | – | – | – | |
| Group net profi t | 219 | 91 | 19 | (50) | 264 |
| Subsidiaries | ||||||||
|---|---|---|---|---|---|---|---|---|
| BBV 02 | BBV 03 | BBV 06 | BBV 08 | BBV 10 | BBV 14 | Total | Reconciliation | Group |
| – | – | 286 | 579 | 1,427 | 1,198 | 4,314 | – | 5,571 |
| – | – | 23 | 76 | 305 | 302 | 895 | – | 1,155 |
| – | – | 309 | 655 | 1,732 | 1,500 | 5,209 | – | 6,726 |
| (2) | – | (86) | (180) | (713) | (446) | (1,773) | – | (2,094) |
| – | – | (35) | (282) | (323) | (132) | (939) | – | (982) |
| – | – | (34) | (80) | (47) | (47) | (282) | – | (358) |
| – | – | 1 | (172) | (11) | – | (183) | (8) | (187) |
| – | – | – | – | – | – | – | – | – |
| – | – | – | – | – | – | – | – | – |
| – | – | – | – | – | – | – | – | (46) |
| (2) | – | 155 | (59) | 638 | 875 | 2,032 | (8) | 3,059 |
| – | – | – | – | – | – | – | 8 | (242) |
| – | – | – | – | – | – | – | – | – |
| – | – | – | – | – | – | – | – | – |
| – | – | – | (130) | (362) | (124) | (717) | 1 | (1,282) |
| – | – | – | – | – | – | – | (646) | (646) |
| – | – | – | – | – | – | – | (2) | (2) |
| (2) | – | 155 | (189) | 276 | 751 | 1,315 | (647) | 887 |
| Direct investments |
||||||
|---|---|---|---|---|---|---|
| in € thousand | FV AG | IC 07 | IC 12 | H1CH | IC 13 | |
| Rental income | 609 | 179 | 145 | 4 | 427 | |
| Service charge income | 123 | 76 | 85 | – | 126 | |
| Segment revenue | 732 | 255 | 230 | 4 | 553 | |
| Service charge expenses | (131) | (85) | (116) | – | (172) | |
| Other property-related expenses | (6) | (50) | (15) | – | (103) | |
| Segment-related administrative expenses | (37) | (11) | (11) | (7) | (22) | |
| Other operating expenses and income (net) | (8) | 10 | 5 | – | 2 | |
| Gain from disposal of investment property | – | – | – | – | – | |
| Measurement gains | – | – | – | 590 | – | |
| Measurement losses | – | – | – | – | – | |
| Segment profi t/loss | 550 | 119 | 93 | 587 | 258 | |
| Central administrative expenses | (391) | – | – | – | – | |
| Other expenses | – | – | – | – | – | |
| Net interest expenses | (223) | (7) | (18) | – | (123) | |
| Share of profi t/loss attributable to non-controlling interests | – | – | – | – | – | |
| Income taxes | – | – | – | – | – | |
| Group net profi t | (64) | 112 | 75 | 587 | 135 |
| Subsidiaries | ||||||||
|---|---|---|---|---|---|---|---|---|
| IC 15 | BBV 02 | BBV 03 | BBV 06 | BBV 10 | BBV 14 | Total | Reconciliation | Group |
| 679 | (1) | 90 | 438 | 1,747 | 1,273 | 4,981 | – | 5,590 |
| 70 | – | 11 | 70 | 430 | 43 | 911 | – | 1,034 |
| 749 | (1) | 101 | 508 | 2,177 | 1,316 | 5,892 | – | 6,624 |
| (110) | – | (14) | (219) | (836) | (411) | (1,963) | – | (2,094) |
| (18) | – | (54) | (38) | (258) | (71) | (607) | – | (613) |
| (32) | (2) | (67) | (48) | (74) | (95) | (369) | – | (406) |
| 6 | – | (31) | 2 | 1 | 9 | 4 | – | (4) |
| – | (7) | (370) | (5) | (6) | – | (388) | 370 | (18) |
| – | – | – | – | – | – | 590 | – | 590 |
| – | – | – | – | – | – | – | – | – |
| 595 | (10) | (435) | 200 | 1,004 | 748 | 3,159 | 370 | 4,079 |
| – | – | – | – | – | – | – | 5 | (386) |
| – | – | – | – | – | – | – | 1,323 | 1,323 |
| (126) | – | – | (37) | (439) | (141) | (891) | – | (1,114) |
| – | – | – | – | – | – | – | (1,039) | (1,039) |
| – | – | – | – | – | – | – | – | – |
| 469 | (10) | (435) | 163 | 565 | 607 | 2,268 | 659 | 2,863 |
20
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 | BBV 02 | |
| Property, plant and equipment and intangible assets | 9 | – | 24 | – | – | – | |
| Investment property | 62,230 | 9,100 | 7,880 | – | 23,350 | – | |
| Non-current assets held for sale | 525 | – | – | – | – | – | |
| Trade receivables | 311 | 159 | 50 | 80 | 62 | – | |
| Income tax receivables | 5 | – | – | – | – | – | |
| Other receivables and assets | 10,411 | – | 13 | 23 | 101 | 1,362 | |
| Cash and cash equivalents | 943 | 89 | 800 | 82 | 2,064 | 38 | |
| Segment assets subtotal | 74,434 | 9,348 | 8,767 | 185 | 25,577 | 1,400 | |
| Shares in subsidiaries | 68,754 | – | – | – | – | – | |
| Total assets | 143,188 | 9,348 | 8,767 | 185 | 25,577 | 1,400 | |
| Provisions | (510) | (11) | (9) | (13) | (18) | (5) | |
| Trade payables | (200) | (19) | (51) | (64) | (131) | (8) | |
| Other liabilities | (584) | (23) | (52) | (93) | (52) | (34) | |
| Segment liabilities subtotal | (1,294) | (53) | (112) | (170) | (201) | (47) | |
| Non-controlling interests | – | – | – | – | |||
| Financial liabilities | (27,551) | (350) | (1,888) | – | (7,436) | (1,081) | |
| Derivative fi nancial instruments | – | – | – | – | – | – | |
| Total liabilities | (28,845) | (403) | (2,000) | (170) | (7,637) | (1,128) | |
| Net assets as of 31 March 2016 | 114,343 | 8,945 | 6,767 | 15 | 17,940 | 272 | |
| Overview of maturities of fi nancial liabilities | |||||||
| Non-current | (26,578) | (350) | – | – | (7,213) | – |
Current (973) – (1,888) – (223) (1,081) Financial liabilities (27,551) (350) (1,888) – (7,436) (1,081)
| Subsidiaries | |||||||
|---|---|---|---|---|---|---|---|
| BBV 03 | BBV 06 | BBV 08 | BBV 10 | BBV 14 | Total | Reconciliation | Group |
| – | – | – | – | – | 24 | 70 | 103 |
| – | 13,151 | 25,900 | 74,523 | 71,100 | 225,004 | – | 287,234 |
| – | – | – | – | – | – | – | 525 |
| – | 124 | 143 | 537 | 233 | 1,388 | – | 1,699 |
| – | – | – | – | – | – | – | 5 |
| – | 85 | 288 | 4 | – | 1,876 | (383) | 11,904 |
| 192 | 1,192 | 5,401 | 1,915 | 3,343 | 15,116 | 40 | 16,099 |
| 192 | 14,552 | 31,732 | 76,979 | 74,676 | 243,408 | (273) | 317,569 |
| – | – | – | – | – | – | (68,754) | – |
| 192 | 14,552 | 31,732 | 76,979 | 74,676 | 243,408 | (69,027) | 317,569 |
| (66) | (57) | (14) | (24) | (28) | (245) | (6) | (761) |
| (13) | (56) | (217) | (543) | (170) | (1,272) | – | (1,472) |
| (41) | (107) | (702) | (1,023) | (797) | (2,924) | 251 | (3,257) |
| (120) | (220) | (933) | (1,590) | (995) | (4,441) | 245 | (5,490) |
| – | – | – | – | – | – | (61,826) | (61,826) |
| – | – | (9,132) | (52,657) | (32,433) | (104,977) | 350 | (132,178) |
| – | – | – | – | – | – | – | – |
| (120) | (220) | (10,065) | (54,247) | (33,428) | (109,418) | (61,231) | (199,494) |
| 72 | 14,332 | 21,667 | 22,732 | 41,248 | 133,990 | (130,258) | 118,075 |
| – | – | (7,763) | (49,831) | (31,233) | (96,390) | 350 | (122,618) |
| – | – | (1,369) | (2,826) | (1,200) | (8,587) | – | (9,560) |
– – (9,132) (52,657) (32,433) (104,977) 350 (132,178)
| Direct investments |
|||||||
|---|---|---|---|---|---|---|---|
| in € thousand | FV AG | IC 07 | IC 12 | IC 13 | IC 15 | BBV 02 | |
| Property, plant and equipment and intangible assets | 10 | – | 24 | – | – | – | |
| Investment property | 62,790 | 9,100 | 7,880 | – | 23,350 | – | |
| Non-current assets held for sale | 650 | – | – | – | – | – | |
| Trade receivables | 331 | 229 | 52 | 112 | 80 | – | |
| Income tax receivables | 22 | – | – | – | – | – | |
| Other receivables and assets | 10,541 | – | 13 | 49 | 114 | 1,361 | |
| Cash and cash equivalents | 1,751 | 107 | 806 | 109 | 1,850 | 43 | |
| Segment assets subtotal | 76,095 | 9,436 | 8,775 | 270 | 25,394 | 1,404 | |
| Shares in subsidiaries | 68,754 | – | – | – | – | – | |
| Total assets | 144,849 | 9,436 | 8,775 | 270 | 25,394 | 1,404 | |
| Provisions | (516) | (9) | (6) | (13) | (15) | (5) | |
| Trade payables | (1,128) | (66) | (71) | (66) | (123) | (8) | |
| Other liabilities | (1,256) | (77) | (43) | (126) | (90) | (36) | |
| Segment liabilities subtotal | (2,900) | (152) | (120) | (205) | (228) | (49) | |
| Non-controlling interests | – | – | – | – | – | – | |
| Financial liabilities | (27,735) | (450) | (1,907) | – | (7,490) | (1,081) | |
| Derivative fi nancial instruments | – | – | – | – | – | – | |
| Total liabilities | (30,635) | (602) | (2,027) | (205) | (7,718) | (1,130) | |
| Net assets as of 31 December 2015 | 114,214 | 8,834 | 6,748 | 65 | 17,676 | 274 | |
| Overview of maturities of fi nancial liabilities | |||||||
| Non-current | (18,529) | (450) | – | – | (7,269) | – | |
| Current | (9,206) | – | (1,907) | – | (221) | (1,081) |
Financial liabilities (27,735) (450) (1,907) – (7,490) (1,081)
| Subsidiaries | |||||||
|---|---|---|---|---|---|---|---|
| BBV 03 | BBV 06 | BBV 08 | BBV 10 | BBV 14 | Gesamt | Reconciliation | Group |
| – | – | – | – | – | 24 | 70 | 104 |
| – | 13,151 | 25,900 | 74,523 | 71,100 | 225,004 | – | 287,794 |
| – | – | 11,100 | – | – | 11,100 | – | 11,750 |
| – | 136 | 134 | 1,459 | 210 | 2,412 | 14 | 2,757 |
| – | – | – | – | – | – | – | 22 |
| – | 84 | 287 | 10 | 3 | 1,921 | (551) | 11,911 |
| 192 | 1,041 | 3,619 | 3,262 | 3,170 | 14,199 | 78 | 16,028 |
| 192 | 14,412 | 41,040 | 79,254 | 74,483 | 254,660 | (389) | 330,366 |
| – | – | – | – | – | – | (68,754) | – |
| 192 | 14,412 | 41,040 | 79,254 | 74,483 | 254,660 | (69,143) | 330,366 |
| (66) | (44) | (14) | (21) | (28) | (221) | (6) | (743) |
| (14) | (74) | (114) | (829) | (222) | (1,587) | 36 | (2,679) |
| (40) | (117) | (480) | (1,448) | (912) | (3,369) | 232 | (4,393) |
| (120) | (235) | (608) | (2,298) | (1,162) | (5,177) | 262 | (7,815) |
| – | – | – | – | – | – | (61,160) | (61,160) |
| – | – | (18,576) | (54,500) | (32,824) | (116,828) | 450 | (144,113) |
| – | – | – | – | – | – | – | |
| (120) | (235) | (19,184) | (56,798) | (33,986) | (122,005) | (60,448) | (213,088) |
| 72 | 14,177 | 21,856 | 22,456 | 40,497 | 132,655 | (129,591) | 117,278 |
| – | – | (16,999) | (51,674) | (31,524) | (107,916) | 450 | (125,995) |
| – | – | (1,577) | (2,826) | (1,300) | (8,912) | – | (18,118) |
| – | – | (18,576) | (54,500) | (32,824) | (116,828) | 450 | (144,113) |
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.
Munich, 9 May 2016 Fair Value REIT-AG
Frank Schaich
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.
Munich, 9 May 2016 Fair Value REIT-AG
Frank Schaich
Fair Value REIT-AG Quarterly Statements 1st Quarter 2016
During the opening quarter of the 2016 trading period, investor sentiment was dampened by economic concerns and the continued appreciation of the euro against the US dollar, thus making exports more di cult for companies. The DAX, Germany's leading share index comprising the 30 largest companies in Germany, fell by 7.2 % in the fi rst quarter of 2016. From time to time it again slipped below the 9,000-point mark, the fi rst time since October 2014. Between January and March 2016, the smaller stocks index MDAX and the small-cap index SDAX fell by 1.8 % and 3.2 %, respectively.
The Fair Value REIT-AG share, by contrast, closed the fi rst quarter of 2016 at a Xetra closing price of €7.15, up around 1.3 %. At er the di cult market environment also put the share under pressure at the end of January 2016, falling to an annual low of €6.50 on 29 January 2016, it had rallied by the end of the quarter. The share price recorded a quarterly high of €7.20 on 4 January 2016.
In the fi rst quarter of 2016, 3,465 Fair Value shares were traded on average per day on all German stock exchanges, of which 96 % (3,324 shares) related to the electronic trading system Xetra.
Since 21 December 2015, DEMIRE Deutsche Mittelstand Real Estate AG has been the majority shareholder of Fair Value REIT-AG with a 77.70 % shareholding. Since then, 21.72 % of the Fair Value shares have been in free fl oat. Fair Value REIT-AG's treasury shares account for 0.58 %.
as of 23 March 2016
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%)
| 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 quarter 2016 ( XETRA ) | €7.20/€6.50 |
| Market capitalization on 31 March 2016 ( XETRA ) | €100.9 million |
| Market segment | Prime Standard |
| Stock exchanges Prime Standard | Frankfurt, XETRA |
| Stock exchanges OTC | Stuttgart, Berlin-Bremen, Duesseldorf, Munich |
| Designated sponsor | ODDO SEYDLER BANK AG |
| 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.
| Fair Value REIT-AG | |
|---|---|
| 4 July 2016 | Annual General Meeting in Munich |
| 31 August 2016 | Semi-Annual Report 2016 |
| 10 November 2016 | Interim Report 1st to 3rd Quarter 2016 |
| 21. – 23. November 2016 | Presentation, German Equity Forum, Frankfurt am Main |
Fair Value REIT-AG Leopoldstrasse 244 80807 München Deutschland Tel . 089 / 929 28 15 - 01 Fax 089 / 929 28 15 - 15 info @ fvreit . de www. fvreit . de
Registered o ce : Munich Commercial register at Munich Local Court No. HRB 168 882
Date of publication: 10 May 2016
Management Board Frank Schaich
Rolf Elgeti, Chairman Markus Drews, Deputy Chairman Hon.-Prof. Andreas Steyer
Disclaimer This Quarterly statement 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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