Interim / Quarterly Report • Aug 14, 2015
Interim / Quarterly Report
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| Revenues and earnings | 1/1 – 30/6/2015 | 1/1 – 30/6/2014 |
|---|---|---|
| Rental income in € thousand |
11,055 | 12,076 |
| Net rental income in € thousand |
8,313 | 9,351 |
| Operating result (EBIT) in € thousand |
10,491 | 7,646 |
| Group net profi t in € thousand |
6,271 | 2,111 |
| Earnings per share (basic/diluted) in € |
0.59/0.56 | 0.23/0.23 |
| Adjusted consolidated net income ( EPRA-Earnings )/FFO in € thousand |
2,106 | 2,453 |
| EPRA-Earnings/FFO per share (basic/diluted) in € |
0.20/0.20 | 0.26/0.26 |
| Assets and capital | 30/6/2015 | 31/12/2014 |
| Non-current assets in € thousand |
315,312 | 277,909 |
| Current assets in € thousand |
33,903 | 20,745 |
| Non-current assets held for sale in € thousand |
– | 13,240 |
| Total assets in € thousand |
349,215 | 311,894 |
| Equity/Net asset value ( NAV ) in € thousand |
116,998 | 78,273 |
| Equity ratio in % |
33.5 | 25.1 |
| Immovable assets in € thousand |
305,563 | 280,958 |
| Equity within the meaning of Section 15 of the REIT act in € thousand |
181,277 | 138,321 |
| Equity ratio within the meaning of Section 15 of the REIT act (minimum 45 %) in % |
59.4 | 49.2 |
| Real estate investments | 30/6/2015 | 31/12/2014 |
| Number of properties amount |
44 | 43 |
| Market value of properties 1) in € million |
305.6 | 281.0 |
| Contractual rent p.a. in € million |
25.4 | 23.7 |
| Potential rent p.a. in € million |
27.6 | 25.9 |
| Occupancy in % |
91.8 | 91.5 |
| Remaining term of rental agreements years |
4.7 | 5.0 |
| Contractual rental yield before costs in % |
8.3 | 8.4 |
1) According to market valuations as of 31/12/2014.
| Further key fi gures | |||
|---|---|---|---|
| 30/6/2015 | 31/12/2014 | ||
| Number of outstanding shares | in pieces | 14,029,013 | 9,325,572 |
| Net asset value ( NAV ) per share | in € | 8.34 | 8.39 |
| EPRA-NAV per share | in € | 8.34 | 8.49 |
| Number of employees ( including Management Board ) | 4 | 3 |
In the fi rst half of 2015, we created important prerequisites for rapidly proceeding with our growth strategy. We raised funds for further value-adding investments thanks to net cash infl ows totalling roughly €43.0 million from the convertible bond issued in January and the capital increase placed in May.
In the fi rst half of the year, we already generated a contribution to income totalling €4.1 million. This stemmed from the acquisition of further interests in six existing subsidiaries, the new acquisition of a majority interest in an additional closed-end real estate fund and the direct acquisition of property previously held by subsidiaries.
In the fi rst half of 2015, with operating business performing as planned, we thus generated an IFRS group net profi t of €6.3 million. This fi gure is up by €4.2 million on the previous-year fi gure of €2.1 million. As a result, we have already been more than compensated for the costs of raising capital and the dilutive eff ects of the capital increase. The net asset value per share aft er pay out of the €0.25 dividend for 2015 stood at €8.34 as of 30 June 2015, compared to €8.39 as of 31 December 2014. The REIT equity ratio rose to 59.4 % of immovable assets as of 30 June 2015, following 49.2 % as of 31 December 2014.
Funds from operations (FFO) adjusted for measurement eff ects and special eff ects amounted to €2.1 million in the fi rst half of the year, compared to €2.5 million a year earlier. The decrease was primarily due to the sale of non-strategic properties in the meantime. Nevertheless, the Group's FFO will be signifi cantly higher in the second half of 2015 than in the fi rst half of the year, as the previously mentioned investments will not fully contribute to earnings until the second half of the year.
For the year 2015 as a whole, we expect FFO before non-controlling interests of between €9.8 million and €10.2 million. Aft er non-controlling interests, this yields FFO of between €6.9 million and €7.2 million for the shareholders of Fair Value. In terms of the average weighted number of shares outstanding in 2015 (12.38 million shares), this corresponds to basic earnings of between €0.56 and €0.58 per share. For the fi scal year 2015, the Management Board aims to distribute a dividend of €0.25 per participating share (14.03 million shares). The equivalent distribution amount of approximately €3.5 million corresponds to the strategic target of 50 % of FFO.
FFO in fi scal year 2016 will depend on how rapidly and comprehensively the net cash infl ows from the capital increase can be invested in the planned direct acquisition of property held by subsidiaries.
For the fi scal year 2016, we anticipate FFO before non-controlling interests of between €11.0 million and €11.5 million. Aft er non-controlling interests, this results in funds from operations (FFO) of between €10.0 million and €11.5 million for the shareholders of Fair Value. In terms of the weighted average number of shares outstanding (14.03 million shares), this is equivalent to basic earnings per share of between €0.71 and €0.82. In line with our strategy of distributing at least 50 % of FFO aft er non-controlling interests, this would result in a dividend between €0.36 and €0.41 per share for the fi scal year 2016.
On 31 July 2015, DEMIRE Deutsche Mittelstand Real Estate AG ("DEMIRE") announced its intention to make a voluntary public takeover off er to the shareholders of Fair Value. We will welcome this bid if the exchange ratio proves appropriate following the review of the off ering document.
We are very open to the opportunity to enter the next growth stage through the merger with DEMIRE. This would signifi cantly extend our market position and create the leading German commercial property specialist with a focus on German secondary locations.
We would like to take this opportunity to thank you, our shareholders and business partners, for the trust placed in us. I will be happy if you continue to be part of Fair Value´s future.
Munich, 13 August 2015 The Management Board
Frank Schaich
The upward trend on the German stock markets slowed in the second quarter of 2015, mainly due to concerns surrounding the consequences of Greece potentially exiting the euro zone, or "Grexit" as it has become known. Aft er the DAX, which comprises the 30 largest German blue-chips, hit a new record high of 12,374 points in April 2015, by the end of June 2015 the leading share index had fallen by more than 1,400 points. Nevertheless, the DAX closed the fi rst half of 2015 at around + 12 %.
According to information provided by Deutsche Börse, on 14 and 15 April 2015 the Fair Value share not only reached its highest XETRA closing price of €8.85 in the fi rst half of 2015, but this also marked the highest level since November 2007. The price was buoyed by the Company's positive business development with a signifi cant improvement in earnings and the further implementation of the growth strategy with a focus on retail and offi ce properties at secondary locations in Germany. Although the Fair Value share saw its exchange rate gains fall again to some extent over the course of the fi rst half of 2015 in a diffi cult market environment, by the end of June 2015 at €7.40 it was up a good 9 % on the level reached at the end of 2014 and up almost 10 % on the low for the half year of €6.74 recorded on 12 January 2015.
24,486 Fair Value shares were traded on average per day on all German stock exchanges in the fi rst half of 2015. This was signifi cantly more than in the prior-year period (13,777 shares). Of this volume, XETRA trading accounted for 86 %.
The market capitalisation of Fair Value REIT-AG surpassed the €100 million mark for the fi rst time in the fi rst half of 2015, standing at €104.47 million at the end of June 2015. Contributing factors were the increase in the share price and the increase in the number of shares. In the course of a cash contribution with shareholder subscription rights, a total of 4,703,441 new bearer shares were issued in May 2015. As a result, the number of Fair Value shares increased to 14,110,323, with large demand coming from existing shareholders (subscription rate: 42 %). New shareholders were also won from Germany and from the rest of Europe. At a subscription price of €7.90, the Company received a gross amount of around €37 million, which will be used for the strategic expansion of the real estate portfolio. The full placement of this capital increase raised the share capital of Fair Value REIT-AG by approximately €9.41 million to approximately €28.22 million.
| 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 pcs. |
| Proportion per share in the share capital | €2.00 |
| Initial listing | 16 November 2007 |
| High/low 1st half of 2015 ( XETRA ) | €8.85/€6.74 |
| Market capitalization on 30 June 2015 ( XETRA ) | €104.47 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 |
as of 30 June 2015
In January 2015, Fair Value REIT-AG issued a convertible bond with the exclusion of the subscription right for shareholders. This has been listed on the Quotation Board of the Frankfurt Stock Exchange (ISIN DE000A13SAB8) since 19 January 2015. The total nominal amount comes to €8.46 million. The convertible bond has a term of fi ve years and bears interest of 4.5 % p.a. The conversion price currently stands at €8.4925 per share.
| WKN/ISIN | A13SAB/DE000A13SAB8 |
|---|---|
| Nominal amount | €1,000 each |
| Number | 8,460 bearer bonds |
| Maturity/date of repayment | 19 January 2020 |
| Interest rate | 4.50 % on the nominal amount |
| Interest payment | half-yearly, subsequently, on 19 January and 19 July, for the fi rst time on 19 July 2015 |
| Conversion price per share | (initially €9.00) currently €8.4925 |
| Stock market listing | Since 19 January 2015 |
| Market segment | Quotation Board of the Frankfurt Stock Exchange |
More information on the Company, the share and the shareholder structure as well as on the convertible bond can be found on the Fair Value REIT-AG website at www.fvreit.de. The Company also publishes annual and interim reports as well as ad hoc announcements and press releases.
| Fair Value REIT-AG | |
|---|---|
| 5 November 2015 | Interim Report 1st to 3rd Quarter 2015 |
| 23 November 2015 | Frankfurt Equity Forum |
| 31 March 2016 | Annual Report 2015 |
| 10 May 2016 | Interim Report 1st Quarter 2016 |
| 13 May 2016 | Annual General Meeting in Munich |
| 4 August 2016 | Semi-Annual Report 2016 |
Fair Value REIT-AG (hereinaft er also referred to as Fair Value) is headquartered in Munich and does not have any branch offi ces. As a listed property investor, the Company satisfi es the provisions of the REITG ["Gesetz über deutsche Immobilienaktiengesellschaft en mit börsennotierten Anteilen": German REIT Act] and is exempt from corporation and trade tax.
The Fair Value Group concentrates on the acquisition and management of commercial real estate in Germany. Its investing activities focus on retail and offi ce property in secondary locations. Fair Value invests directly in real estate as well as indirectly via investments in real estate partnerships and actively manages its portfolio.
Non-strategic operating functions such as accounting as well as commercial and technical property management are outsourced to external service providers, which receive partly fi xed and partly performance-based variable remuneration for their services.
Taking into account the trade limitations of the REITG and with a view to optimising the portfolio, the Company's strategy also encompasses the targeted sales of individual portfolio properties, with particular focus on smaller properties and non-strategic real estate. The successive liquidation of subsidiaries is intended to save on investment-related administrative expenses and further expand the share of directly owned properties in the overall portfolio.
As of 30 June 2015, the directly and indirectly owned portfolio comprises 44 properties (31 December 2014: 43 properties) with market values (equivalent to the fair values pursuant to IFRS 13), totalling around €306 million (31 December 2014: €281 million). The increase is due to the net balance of disposals and new investments.
At 91.8 %, the occupancy rate of the portfolio as of 30 June 2015 was slightly up on the rate as of 31 December 2014 (91.5 %). As of 30 June 2015, the weighted average remaining term of the lease agreements stood at 4.7 years compared to 5.0 years as of 31 December 2014.
The table below provides an overview of the real estate assets allocated to the Group as of 30 June 2015. The market values of the properties are based on an item-by-item valuation performed as of 31 December 2014 by CBRE GmbH, an independent valuer, and also of the independent valuation of the properties of BBV 08, a subsidiary acquired eff ective 30 June 2015. The property in Radevormwald (BBV 08) was valued at the lowest off er received from a potential buyer.
Notes
1) Pursuant to market valuations as of 31 December 2014 and, in one case, a purchase off er (Radevormwald)
2) (Sub)totals for occupancy rate and average remaining term
3) Profi t weighted
Macroeconomic environment The German economy is seeing a strong upswing. According to the forecast released by the ifo economic research institute, GDP growth is expected to come to 1.9 % in the fi scal year 2015 and 1.8 % in the coming year. 1) The labour market continued to develop positively. The employment trend continues to be clearly upward. As of the end of June 2015, 2.71 million people were registered as unemployed. This was 122,000 less than the corresponding fi gure for the previous year. The unemployment rate amounted to 6.2 %. 2) The infl ation rate remains extremely low. As of the end of June 2015, consumer prices were up by 0.3 % on the same month of the previous year. 3) For the full year, the IfW ("Institut für Weltwirtschaft ": Institute for the World Economy) in Kiel is forecasting an infl ation rate of 0.6 % for 2015 as a whole and 1.7 % for the coming year.
Real Estate Market in Germany The Rental Market Offi ce Space The pleasing employment trend generated a further revival in the seven German offi ce centres. 4) Space turnover reached an accumulated volume of 1.6 million m2 in the fi rst half of 2015, up by 11 % on the corresponding period of the previous year, the best six-monthly performance in the last four years. The space turned over increased dramatically in Stuttgart (+ 29 %), Berlin (+ 22 %), Düsseldorf (+ 17 %) and Hamburg (+ 15 %), while it rose by 5 % in Frankfurt. Space turned over in Munich remained more or less constant, contributing, like the space rented in Berlin, roughly 20 % of total revenue. The only fall in demand was recorded in Cologne, which declined by 5 %. In this buoyant market, vacancies decreased across the board. At 6.4 million m2 , total vacancies at the top 7 locations reached a new low as of the end of the fi rst half of 2015. This corresponds to an aggregate vacancy rate of 7.2 %. 5)
Retail Space Consumer confi dence and income expectations have both brightened. However, the forecasts of a slowdown in the economy have somewhat dampened the willingness to invest, albeit at a very high level. The retail rental market totalled 252,000 m2 in fi rst half of 2015, 21 % down on the turnover of in the corresponding period of the previous year. International concepts dominate the market, accounting for 57 % of the rental market, with spaces of 1,000 m2 or more being mainly in demand. In terms of the space turned over by industry, the textile sector again continued to occupy the leading position with 44 %. This was followed by the food and restaurant sector, which remained unchanged at 18 %. The home/house/living sector accounted for 8 %, overtaking the health/beauty (6 %). 6)
The Investment Market Uncertainties in the markets generated by a possible Grexit and the expected reversal in interest rates have not yet had any noticeable impact on demand for real estate. The transaction volume for commercial properties of €24 billion in the fi rst six months of the current fi scal year 2015 surpassed the previous year's fi gure by 42 %. The top 7 locations accounted for around 54 % of the transaction volume. With a share of 39 %, investors primarily focused on retail use, followed by offi ce properties with a share of 38 %. 7)
2) German Federal Employment Agency: The labour market in June 2015.
3) Destatis: Consumer prices in June 2015.
1) Ifo economic forecast issued on 17 June 2015.
4) Berlin, Düsseldorf, Frankfurt/Main, Hamburg, Cologne, Munich, Stuttgart. 5) JLL: Offi ce market overview Q2 2015.
6) JLL: Retail market overview Q2 2015. 7) JLL: The German investment market Q2 2015.
In the fi rst half of 2015, the Fair Value Group generated a result from its rental operations that is in line with its budget. The net rental income of the Fair Value Group came to €8.3 million, 11 % down on the fi gure of €9.4 million for the corresponding period of the previous year, mainly due to sales of non-strategic properties.
Value-adding investments in directly held properties (Cologne, Chemnitz, Dresden) and investments in existing and newly acquired subsidiaries over the course of the fi rst half of the year led to an aggregate non-cash contribution to income of €4.1 million.
The operating result adjusted for these special eff ects came to €6.4 million, 21 % down on the corresponding period of the previous year (€8.1 million). This decrease was partly compensated for by savings in net interest expenses due to loan repayments and interest rates, which came to €2.3 million aft er eliminating measurement eff ects, 15 % down on the €2.7 million recorded in the corresponding period of the previous year. This fi gure includes interest expenses of €0.2 million on the convertible bond.
At €2.1 million, the operating business result of the Fair Value Group adjusted for measurement eff ects (EPRA result/FFO) was down by €0.4 million in the fi rst six months of the current fi scal year compared to the fi gure of €2.5 million for the relevant period of the previous year. The decrease on the previous year is a result of the reduction in net rental income on account of sales and also a rise in personnel expenses and consulting fees.
For the second half of 2015, the Management Board is expecting to see a signifi cant rise in FFO as the investments listed below have only partly contributed to the operating result in the fi rst six months, or not at all:
A total of 329 individual investments were acquired in six subsidiaries from co-partners over the course of the fi rst half of the year. The total purchase price paid of roughly €3.1 million, including transaction costs, compares to a net asset value of €4.8 million as of 30 June 2015. The diff erence of €1.7 million or 55 % of the acquisition cost was recognised through profi t or loss.
Eff ective 30 June 2015, Fair Value REIT-AG acquired 54.1 % of the voting rights in BBV Immobilien-Fonds Nr. 8 GmbH & Co. KG (BBV 08) in the course of two separate transactions. The consolidated group of the Fair Value Group correspondingly expanded by the addition of one further subsidiary. As of the end of the reporting period, the total assets of the subsidiary came to €40.1 million and its net assets to €19.9 million. The share held by Fair Value REIT-AG of €10.8 million, compares to acquisition costs totalling €8.6 million. The diff erence of €2.2 million or 26 % of the acquisition costs was recognised through profi t or loss.
Eff ective 30 June 2015, Fair Value REIT-AG acquired a hotel in Dresden from its subsidiary, IC 15 for a price of €9.0 million. The property is still recognised at its fair value of €9.9 million.
The price paid for the hotel in Dresden was used by IC 15 to fully redeem fi nancial liabilities (which had interest rates of 3.0 % and 3.1 %). Moreover, Fair Value REIT-AG repaid a loan from Capital Bank AG of €7.0 million on which the bank charged a margin of 5.0 % p.a.
€27.7 million or around 64 % of the net cash infl ows from the convertible bond and the capital increase totalling of roughly €43.4 million was therefore already used by to fund investments of as of 30 June 2015.
As a result of the capital increase placed in May 2015 and in view of the fact that investments were initially fi nanced solely by equity, the net debt of the Fair Value Group fell to €133.3 million as of 30 June 2015, which is approximately 44 % of the carrying amount of investment property (31 December 2014: €150.5 million or 54 %).
| Adjusted profi t/loss of the Group | ||||||||
|---|---|---|---|---|---|---|---|---|
| (EPRA earnings) or FFO | 1/1 – 30/6/2015 | 1/1 – 30/6/2014 | ||||||
| Adjustment for one-off eff ects |
Adjustment for one-off eff ects |
|||||||
| in € thousand | Consoli dated statement of income |
Acquisition, selling and revaluation gains/losses |
Measurement Interest rate swaps/ interest caps |
Adjusted consolidated statement of income |
Consoli dated statement of income |
Acquisition, selling and revaluation gains/losses |
Revaluation Interest rate swaps/ interest caps |
Adjusted consolidated statement of income |
| Net rental income | 8,313 | – | – | 8,313 | 9,351 | – | – | 9,351 |
| General administrative expenses | (1,828) | – | – | (1,828) | (1,419) | – | – | (1,419) |
| Other operating income and expenses | 3,434 | (3,543) | – | (109) | 150 | – | – | 150 |
| Profi t/loss from disposal of investment properties | (18) | 18 | – | – | (352) | 352 | – | – |
| Revaluation result | 590 | (590) | – | – | (84) | 84 | – | – |
| Operating result | 10,491 | (4,115) | – | 6,376 | 7,646 | 436 | – | 8,082 |
| Net interest expenses | (2,362) | 39 | (2,323) | (2,738) | 37 | (2,701) | ||
| Profi t/loss before non-controlling interests | 8,129 | (4,115) | 39 | 4,053 | 4,893 | 436 | 37 | 5,381 |
| Share of profi t/loss attributable to non-controlling interests |
(1,858) | (83) | (6) | (1,947) | (2,797) | (149) | 18 | (2,928) |
| Group net profi t | 6,271 | (4,198) | 33 | 2,106 | 2,111 | 287 | 55 | 2,453 |
| Earnings per share, basic/diluted (EUR) | 0.59/0.561) | – | – | 0.20/0.201) | 0.23/0.232) | – | – | 0.26/0.262) |
1) Weighted average number of shares outstanding:: 10,703,823 basic/11,575,308 diluted
2) Weighted average number of shares outstanding: basic/diluted: 9,325,572
| Change | ||||
|---|---|---|---|---|
| in € thousand | 1/1 – 30/6/2015 | 1/1 – 30/6/2014 | in € thousand | in % |
| Rental income | 11,055 | 12,076 | (1,021) | (8) |
| Service charge income | 2,555 | 2,659 | (104) | (4) |
| Service charge expenses | (4,030) | (4,268) | (238) | (6) |
| Other property-related expenses | (1,267) | (1,116) | 151 | 14 |
| Net rental income | 8,313 | 9,351 | (1,038) | (11) |
| General administrative expenses | (1,828) | (1,419) | 409 | 29 |
| Other operating income and expenses, disposal and revaluation gains/losses |
4,006 | (286) | 4,292 | n/a |
| Operating result | 10,491 | 7,646 | 2,845 | 37 |
| Net interest expenses | (2,362) | (2,738) | (318) | (14) |
| Share of profi t/loss attributable to non-controlling interests |
(1,858) | (2,797) | (939) | (34) |
| Group net profi t | 6,271 | 2,111 | 4,160 | 197 |
| Earnings per share (basic/diluted) 1) (EUR) |
0.59/0.56 | 0.23/0.23 | – | – |
1) Weighted average number of shares outstanding: 10,703,823 basic/11,575,308 diluted, in 2014: 9.325.572
Rental income of €11.1 million was down by €1.0 million, or 8 %, on the corresponding period of the previous year. The decrease is primarily due to sales of properties in the meantime. On account of the increase in other property-related expenses, net rental income of €8.3 million was down by €1.0 million, or 11 %, on the previous year's fi gure of €9.4 million.
General administrative expenses increased to €1.8 million (previous year: €1.4 million) on account of higher personnel expenses and consulting fees. The acquisition of further investments in subsidiaries resulted in a gain of roughly €1.3 million. The acquisition of the majority of the voting rights in the newly consolidated subsidiary BBV 08 led to a non-recurring gain of €2.1 million posted through profi t or loss. The purchase of an inner-city property in Chemnitz resulted in a revaluation gain of €0.6 million. The above factors led to an operating result of €10.5 million, which was up by €2.8 million, or 37 %, on the fi gure for the corresponding period of the previous year (€7.6 million).
Due to savings related to repayments and lower interest rates, net interest expenses within the Group of €2.4 million were down by €0.3 million, or 14 %, on the previous year's fi gure of €2.7 million. Net interest expenses include interest of €0.2 million paid on the convertible bond issued in January 2015.
Aft er deducting the share of profi t/loss attributable to non-controlling interests of €1.9 million (previous year: €2.8 million), the Fair Value Group closed the fi rst six months of the current fi scal year 2015 with a group net profi t of €6.3 million and €0.59 per share (previous year: €2.1 million and €0.23 per share).
Cash fl ow from operating activities The net cash fl ow from operating activities generated in the reporting period came to €3.1 million, which is €0.1 million above the previous year's fi gure of €3.0 million.
| Cash and cash equivalents | ||
|---|---|---|
| in € thousand | 1/1 – 30/6/2015 | 1/1 – 30/6/2014 |
| Net cash fl ow from operating activities | 3,112 | 2,998 |
| Net cash fl ow from investing activities | (8,614) | 22,271 |
| Net cash fl ow from fi nancing activities | 7,180 | (28,075) |
| Change in the basis of consolidation | 12,301 | – |
| Change in cash and cash equivalents | 1,678 | (2,806) |
| Cash and cash equivalents at the beginning of the period | 14,588 | 17,361 |
| Cash and cash equivalents at the end of the period | 28,567 | 14,555 |
Cash fl ow from investing activities Investing activities resulted in a net cash outfl ow of €8.6 million (previous year: cash infl ow of €22.3 million). The proceeds totalling €13.2 million from the sale of three properties sold in the current year (Cologne, Ahaus and Pinneberg) are included as a cash infl ow. Cash outfl ows resulted from the cash paid to acquire participations in subsidiaries totalling €11.7 million and a total of €10.1 million for the acquisition of an inner city property in Chemnitz and a hotel building in Dresden.
Cash fl ow from fi nancing activities The cash fl ow from fi nancing activities amounts to a net cash infl ow of €7.2 million (previous year: outfl ow of €28.1 million). The cash infl ows from the convertible bond and the capital increase amounted to a total of €43.1 million. Net cash outfl ows arise from the repayment of fi nancial liabilities totalling €30.9 million and payment of a dividend of €2.3 million. Moreover, this includes a payment of €0.8 million to non-controlling interests in the subsidiary BBV 03 subsequent to the acquisition of the property in Cologne by Fair Value REIT-AG, and the costs of €0.9 million to dissolve an interest hedge. In addition, the reversal of the provision for this interest derivative of around €0.8 million, which is included in the Group net profi t, is taken into account as a cash outfl ow.
Liquidity Cash and cash equivalents at the Group increased by €14.0 million in the fi rst six months of the current fi scal year to €28.6 million (corresponding period of the previous year: decrease of €2.8 million to €14.6 million). The increase is due to changes in the basis of consolidation (€12.3 million) and changes of €1.7 million that aff ected cash.
Assets Total assets amounted to €349.2 million as of 30 June 2015, up by 12 % on the level as of 31 December 2014 (€311.9 million). The rise in total assets is due to the expansion of the basis of consolidation as of 30 June 2015 to include the subsidiary BBV 08, in which Fair Value REIT-AG now holds 54.1 % of the voting rights.
Non-current assets of around €315.3 million accounted for 90 % of total assets (31 December 2014: €277.9 million, or 89 %). Cash and cash equivalents of €28.7 million accounted for 84 % of current assets of €33.9 million and 10 % of total assets (31 December 2014: €20.7 million). At €5.3 million, receivables and other assets accounted for 16 % of current assets.
Equity and liabilities On 30 June 2015, assets of €117.0 million (34 %) were fi nanced by equity attributable to the shareholders of Fair Value REIT-AG and €232.2 million (66 %) by liabilities.
Here it must be taken into account that the non-controlling interests in subsidiaries of €64.3 million are recognised under liabilities pursuant to IFRSs. For the calculation of the minimum equity ratio for the purpose of the REITG, participations in subsidiaries not belonging to the parent company and recognised as debt capital are treated as equity. Group equity adjusted accordingly came to a total of €181.3 million, or 52 % of total equity and liabilities (31 December 2014: €138.3 million, or 44 %).
With immovable assets totalling €305.6 million as of 30 June 2015, the REIT equity ratio amounted to 59.4 % (31 December 2014: 49.2 %).
Financial liabilities The fi nancial liabilities of the Group amounted to €161.8 million on the reporting date, or 46 % of the total equity and liabilities (31 December 2014: €165.1 million or 53 %). Of this amount, €26.6 million, or 16 %, was current (31 December 2014: €54.2 million, or 33 %).
| Short name Debtor |
Lender | Amount 31/12/2014 € thousand |
Amount 30/6/2015 € thousand |
Interest rate |
Bankmargin | Term |
|---|---|---|---|---|---|---|
| FVAG | Convertible bond (ISIN DE000A13SAB8) | – | (8,283) | 4.50 % | – | 19/01/2020E |
| FV AG | Capital Bank GRAWE Group, Graz | (7,000) | – | – | – | – |
| FV AG | WIB Westdeutsche Immobilienbank AG 1) | (9,700) | (9,400) | 2.55 % | – | 30/06/2019E |
| FV AG | WIB Westdeutsche Immobilienbank AG 1) | (12,004) | (9,725) | variable | 1.27 % | 30/06/2019E |
| IC 07 | HSH Nordbank AG | (816) | – | – | – | – |
| IC 13 | HSH Nordbank AG | (10,693) | (10,539) | variable | 3.20 % | 30/10/2015 |
| IC 13 | HSH Nordbank AG | (2,067) | (1,962) | 3.10 % | – | 30/06/2015 |
| IC 13 | Sparkasse Langenfeld | (2,741) | (2,663) | 1.55 % | – | 30/03/2020 |
| BBV 06 | Unicredit Bank AG | (8,072) | – | – | – | – |
| IC 12 | WIB Westdeutsche Immobilienbank AG 2) | (1,979) | (1,946) | 5.20 % | – | 31/08/2016 |
| IC 15 | HSH Nordbank AG | (6,349) | – | – | – | – |
| IC 15 | Sparkasse Südholstein | (7,720) | (7,598) | 2.71 % | – | 30/01/2018 |
| IC 15 | pbb Deutsche Pfandbriefbank | (2,904) | – | – | – | – |
| BBV 02 | Bayer. Beamten Lebensvers. a.G. 3) | (139) | (145) | 5.80 % | – | 31/12/2016E |
| BBV 02 | Bayer. Beamten Lebensvers. a.G. 3) | (942) | (967) | 6.15 % | – | 31/12/2016E |
| BBV 08 | Unicredit Bank AG | – | 19,318 | variable | 2.90 % | 31/12/2015 |
| BBV 10 | Bayer. Beamten Lebensvers. a.G. | (22,193) | (21,602) | 3.90 % | – | 31/12/2015 |
| BBV 10 | Unicredit Bank AG | (25,658) | (25,072) | variable | 1.97 % | 31/03/2016 |
| BBV 10 | Unicredit Bank AG | (9,947) | (9,241) | variable | 2.05 % | 31/03/2016 |
| BBV 14 | DG Hypothekenbank AG 4) | (34,150) | (33,475) | 1.38 % | – | 31/03/2020E |
| Total | Separate fi nancial statements | (165,074) | (161,936) | |||
| Reversal of marked-to-market diff erences | |||
|---|---|---|---|
| Total | and deferred processing fees | (8) | 157 |
| Total | Consolidated fi nancial statements | (165,082) | (161,779) |
1) LTV 75 % // DSCR 120 % 2) LTV 50 % // DSCR 120 %
3) interest-free and redemption-free on account of assigning the purchase price share deposited to an escrow account for the sold Erlangen property 4) LTV 55 % // DSCR 110 %
Other than those loans marked with an "E" indicating the date of fi nal maturity, the terms relate to the terms of the agreed interest periods as of 30 June 2015. Aft er the terms have expired, the lenders have to off er new conditions.
On the reporting date of 30 June 2015, the Company did not carry any interest hedges for fi nancial liabilities.
Fixed-interest loans amount to €88.0 million, or 62 % of the Group's fi nancial liabilities (31 December 2014: €47.6 million or 29 %). As a result, 38 % of the fi nancial liabilities not covered by interest hedges are subject to variable interest rates (31 December 2014: approximately €118.0 million or 71 %).
Assuming a 3-month EURIBOR interest rate for fi nancial liabilities with a variable interest rate of 0.1 % p.a. and taking into account the bank margins the weighted interest rate for all fi nancial liabilities at the Group as of the reporting date amounted to around 2.6 % p.a.
The weighted remaining term of the fi xed-interest and bank margin agreements amounted to 2.2 years following 1.5 years as of 31 December 2014.
Equity/net asset value (NAV) Net asset value (NAV) added up to €117.0 million as of 30 June 2015, compared to €78.3 million as of 31 December 2014.
The shares outstanding as of the respective reporting dates produce a NAV of €8.34 per share following €8.39 as of 31 December 2014.
| NAV in the consolidated statement of fi nancial position | ||
|---|---|---|
| in € thousand | 30/6/2015 | 31/12/2014 |
| Market value of properties (including held for sale) | 305,563 | 280,958 |
| Other assets less other liabilities | 41,555 | 27,135 |
| Non-controlling interests | (64,279) | (60,048) |
| Financial liabilities | (161,778) | (165,082) |
| Other liabilities | (4,063) | (4,690) |
| Net asset value | 116,998 | 78,273 |
| Net asset value per share 1) | 8.34 | 8.39 |
1) Number of shares outstanding 30 June 2015: 14,029,013; 31 December 2014: 9,325,572
The Best Practice Recommendations of the European Public Real Estate Association (EPRA) are accepted guidelines which complement the IFRS reporting of real estate companies and provide guidance on a transparent calculation of the net asset value. The EPRA-NAV indicator shown below is based on these recommendations, eliminates the market values of derivative fi nancial instruments and therefore corresponds to the property-related net asset value. As deferred taxes are not relevant to Fair Value REIT-AG due to its REIT status, the EPRA-NAV fi gure presented below also corresponds with the NNAV indicator used by some experts.
| EPRA-NAV | ||
|---|---|---|
| in € thousand | 30/6/2015 | 31/12/2014 |
| NAV pursuant to consolidated statement of fi nancial position | 116,998 | 78,273 |
| Market value of derivative fi nancial instruments | – | 990 |
| Thereof attributable to non-controlling interests | – | (76) |
| EPRA-NAV | 116,998 | 79,187 |
| EPRA-NAV per share 1) | 8.34 | 8.49 |
1) Number of shares outstanding 30 June 2015: 14,029,013; 31 December 2014: 9,325,572
Fair Value REIT-AG acquired three further properties eff ective 1 August 2015 and added them to its portfolio of directly held properties. The vendor of the properties is the subsidiary IC 13, in which Fair Value REIT-AG holds 57.06 % of the voting rights. The properties comprise a factory and offi ce building in Langenfeld, an offi ce and business center in Neubrandenburg and an offi ce building in Potsdam.
The contractual rents on the properties total around €1.6 million p.a. and are fi xed for 4.0 years (weighted). The purchase prices totalling €17.5 million correspond to roughly 10.8 annual rents and are approximately 5 % below the market values as of 31 December 2014. The properties continue to be recognised at their fair value of €18.5 million.
Around 76 % of the transaction was fi nanced by the use of the funds obtained from the capital increase placed in May 2015 and the rest – subject to approval from the creditor – by transferring the existing bank liabilities of IC 13 due to Sparkasse Langenfeld (16 %) and using the distribution allocable to Fair Value from the net liquidity of IC 13 (8 %). At the level of IC 13, bank liabilities of €12.4 million, on which the bank last charged a margin of 3.1 % p.a., were repaid to HSH Nordbank AG. IC 13 will be dissolved aft er the transaction is concluded.
On 31 July 2015, DEMIRE Deutsche Mittelstand Real Estate AG ("DEMIRE") announced its intention to make a voluntary public takeover off er to the shareholders of Fair Value REIT-AG ("Fair Value"). In order to safeguard the interests of both parties, Fair Value and DEMIRE have concluded an agreement on the combination of the two companies (business combination agreement). The merger of the two companies is aimed at creating Germany's leading commercial real estate specialist, with a focus on secondary German locations. Subject to review of the off ering document and the appropriateness of the bid, the Management Board and the Supervisory Board of Fair Value intend to support DEMIRE's planned takeover bid on the basis of the business combination agreement. In this context, the Management Board expects hitherto unplanned consulting fees, which are expected to amount to up to €1.2 million.
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 on pages 38 to 44 of Fair Value REIT-AG's 2014 annual report.
The Management Board does not expect any risks to occur in the coming 12 months that could jeopardise the ability of Fair Value REIT-AG to continue as a going concern.
Favourable economic conditions give reason to anticipate positive eff ects on demand for space and therefore on the upcoming follow-up and new rentals in the Fair Value Group's portfolio.
The Management Board plans to use this market and competitive environment to make additions and structural enhancements to its existing portfolio that generate substantial cash fl ows. The convertible bond of €8.5 million issued in January 2015 and the successful placement in May 2015 of the capital increase with net proceeds of around €34.5 million have laid the necessary fi nancial foundations.
The resulting cash infl ow will therefore be used successively to fi nance direct and indirect investment. The direct investments relate to acquiring direct ownership of real estate from subsidiaries, as was already begun at the end of the fi rst quarter and during the second quarter of the current fi scal year. The indirect investments focus not only on acquiring controlling interests (see BBV 08) but also on further increasing existing investments in subsidiaries.
In line with the requirements of REITG, the existing fi nancial liabilities at the level of the subsidiaries will be replaced by fi nancial liabilities at the level of Fair Value REIT-AG in the course of the direct acquisition, with plans for the assumption of debt arising from selected individual loans.
The Group's funds from operations (FFO) adjusted for measurement eff ects and special eff ects in the second half of the fi scal year are expected to signifi cantly exceed FFO of the fi rst half of 2015, as the investments made during the fi rst half of the year will not fully contribute to earnings until the second half of the year. The special eff ect from the anticipated additional consulting fees as a result of the takeover bid by DEMIRE, which are expected to come to €1.2 million will be part of the adjustments.
With planned rental income within the Group of around €24.0 million, the Management Board currently expects FFO before non-controlling interests of between €9.8 million and €10.2 million for the fi scal year 2015 as a whole. Aft er non-controlling interests, this budget yields FFO of between €6.9 million and €7.2 million for the shareholders of Fair Value.
In terms of the weighted average number of shares outstanding in 2015 (12.38 million shares), this is equivalent to basic earnings of between €0.56 and €0.58 per share. For the fi scal year 2015, the Management Board aims to distribute a dividend of €0.25 per participating share (14.03 million shares).
The planned distribution amount of approximately €3.5 million corresponds to a strategic target of 50 % of the FFO.
For 2016, the Management Board expects non-controlling interests, administrative costs and net interest expenses to continue to decrease compared to 2015, with these depending on the scale and timing of the planned acquisition of direct ownership of the subsidiaries' real estate and other factors.
In light of this, the Management Board currently expects rental income within the Group to remain unchanged at around €24.0 million in the fi scal year 2016. Funds from operations (FFO) aft er non-controlling interests are expected to be between €10.0 million and €11.5 million. This is equivalent to – basic – FFO of between €0.71 and €0.82 per share currently outstanding (14.03 million shares).
For the fi scal year 2016, the Management Board plans to propose a dividend of 50 % of FFO aft er non-controlling interests. This is equivalent to a planned distribution of between €5.0 million and €5.8 million. In relation to the current outstanding shares, this corresponds to between €0.36 and €0.41 per share.
These extrapolated improvements in earnings for the fi scal year 2016 result from the investment of the net cash infl ows from the convertible bond 2015/2019 and from the capital increase. They testify to the value-adding and FFO-increasing quality of Fair Value REIT-AG's business model.
For 2016, the Management Board plans to continue the strategy of increasing operating results and the share value through investments in closed-end real estate funds that create value, direct investments and active management.
In this context, the Management Board welcomes the opportunity off ered by DEMIRE's takeover bid to merge two successful real estate purchasing networks with a proven track record.
Munich, 11 August 2015
Fair Value REIT-AG
Frank Schaich , Management Board
| Consolidated balance sheet | ||
|---|---|---|
| in € thousand Note no. |
30/6/2015 | 31/12/2014 |
| Assets | ||
| Non-current assets | ||
| Intangible assets | 58 3 |
78 |
| Property, plant and equipment | 31 | 3 |
| Investment property | 305,563 4 |
267,718 |
| Other receivables and assets | 9,660 5 |
10,110 |
| Total non-current assets | 315,312 | 277,909 |
| Current assets | ||
| Trade receivables | 2,720 | 2,981 |
| Income tax receivables | 5 | 19 |
| Other receivables and assets | 2,611 5 |
3,157 |
| Cash and cash equivalents | 28,567 | 14,588 |
| Total current assets | 33,903 | 20,745 |
| Non-current assets held for sale | – 6 |
13,240 |
| Total assets | 349,215 | 311,894 |
| Equity and liabilities | ||
| Equity | ||
| Issued capital | 28,221 | 18,814 |
| Capital reserves | 99,764 | 74,387 |
| Revaluation reserve | (18) | (18) |
| Loss carryforward | (10,571) | (14,512) |
| Treasury shares | (398) | (398) |
| Total equity | 116,998 7 |
78,273 |
| Non-current liabilities | ||
| Non-controlling interests | 64,279 8 |
60,048 |
| Financial liabilities | 135,154 | 110,907 |
| Derivative fi nancial instruments | – | 990 |
| Other liabilities | 632 | 635 |
| Total non-current assets | 200,065 | 172,580 |
| Current liabilities | ||
| Provisions | 669 | 555 |
| Financial liabilities | 26,624 8 |
54,175 |
| Trade payables | 1,428 | 2,256 |
| Other liabilities | 3,431 | 4,055 |
| Total current assets | 32,152 | 61,041 |
| Total equity and liabilities | 349,215 | 311,894 |
| Consolidated statement of income | |||
|---|---|---|---|
| in € thousand | Note no. | 1/1 – 30/6/ 2015 |
1/1 – 30/6/ 2014 |
| Rental income | 11,055 | 12,076 | |
| Service charge income | 2,555 | 2,659 | |
| Service charge expenses | (4,030) | (4,268) | |
| Other property-related expenses | 9 | (1,267) | (1,116) |
| Net rental income | 8,313 | 9,351 | |
| General administrative expenses | 10 | (1,828) | (1,419) |
| Other operating income | 3,840 | 150 | |
| Other operating expenses | (406) | – | |
| Total other operating income and expenses | 3,434 | 150 | |
| Income from the disposal of investment properties and non-current assets | |||
| held for sale | 25,540 | 22,626 | |
| Expenses in connection with the disposal of investment properties | |||
| and non-current assets held for sale | (25,558) | (22,978) | |
| Profi t/loss from the disposal of investment properties | |||
| and non-current assets held for sale | (18) | (352) | |
| Revaluation gains | 590 | – | |
| Revaluation losses | – | (84) | |
| Revaluation result | 4 | 590 | (84) |
| Operating result | 10,491 | 7,646 | |
| Interest income | – | 42 | |
| Interest expenses | 11 | (2,362) | (2,780) |
| Profi t/loss before taxes | 8,129 | 4,908 | |
| Share of profi t/loss attributable to non-controlling interests | (1,858) | (2,797) | |
| Group net profi t | 6,271 | 2,111 | |
| Earnings per share in € (basic/diluted) | 0.59/0.56 | 0.23/0.23 |
| Consolidated statement of comprehensive income | ||
|---|---|---|
| in € thousand | 1/1 – 30/6/ 2015 | 1/1 – 30/6/ 2014 |
| Group net profi t | 6,271 | 2,111 |
| Other comprehensive income | ||
| Gains (+) / losses (–) from cash fl ow hedges | – | – |
| minus non-controlling interests – gains (–) / losses (+) | – | – |
| Other comprehensive income, total | – | – |
| Total comprehensive income | 6,271 | 2,111 |
| Consolidated statement of changes in equity | |||||||
|---|---|---|---|---|---|---|---|
| in € thousand except for outstanding shares |
Number of outstanding shares (in pieces) |
Issued capital |
Capital reserves |
Treasury shares |
Revaluation reserve |
Retained earnings |
Total |
| As of 1 January 2014 | 9,325,572 | 47,034 | 46,167 | (398) | – | (12,130) | 80,673 |
| Dividends | – | – | – | – | – | (2,332) | (2,332) |
| Group net profi t | – | – | – | – | – | 2,111 | 2,111 |
| As of 30 June 2014 | 9,325,572 | 47,034 | 46,167 | (398) | – | (12,351) | 80,452 |
| As of 1 January 2015 | 9,325,572 | 18,814 | 74,387 | (398) | (18) | (14,512) | 78,273 |
| Dividends | – | – | – | – | – | (2,331) | (2,331) |
| Group net profi t | – | – | – | – | – | 6,271 | 6,271 |
| Capital increase | 4,703,441 | 9,407 | 25,287 | – | – | – | 34,694 |
| Conversion right | – | – | 90 | – | – | – | 90 |
| As of 30 June 2015 | 14,029,013 | 28,221 | 99,764 | (398) | (18) | (10,571) | 116,998 |
| Consolidated statement of cash fl ows | ||
|---|---|---|
| in € thousand | 1/1 – 30/6/ 2015 | 1/1 – 30/6/ 2014 |
| Group net profi t | 6,271 | 2,111 |
| Adjustments to consolidated earnings for reconciliation to cash fl ow from operating activities |
||
| Interest expenses | 2,370 | 2,780 |
| Interest income | (8) | (42) |
| Depreciation of property, plant and equipment and amortisation of intangible assets |
20 | 19 |
| Gains (–) / losses (+) on disposal of investment properties | 18 | 352 |
| Revaluation result | (590) | 84 |
| Gain on the addition of shares in subsidiaries | (3,543) | – |
| Other non-cash income (-) and expenses (+) | 218 | 9 |
| Shares of losses (–) / gains (+) attributable to non-controlling interests | 1,858 | 2,797 |
| Distributions to non-controlling interests | (1,472) | (1,259) |
| Result from the measurement of derivative fi nancial instruments | – | (54) |
| Interest paid | (2,556) | (3,369) |
| Interest received | 8 | 42 |
| Changes in assets and equity and liabilities | ||
| Increase (–) / decrease (+) in trade receivables | 261 | 483 |
| Increase (–) / decrease (+) in other receivables | 546 | (115) |
| Decrease (–) / increase (+) in provisions | 114 | (80) |
| Decrease (–) / increase (+) in trade payables | (605) | (982) |
| Decrease (–) / increase (+) in other liabilities | 202 | 222 |
| Net cash fl ow from operating activities | 3,112 | 2,998 |
| Purchase of investment properties / assets under construction | (10,100) | 1 |
| Purchase of property, plant and equipment and intangible assets | (28) | – |
| Expense/cash paid for interests in subsidiaries | (11,708) | – |
| Proceeds from disposal of investment properties / assets under construction | 13,222 | 22,270 |
| Net cash fl ow from investing activities | (8,614) | 22,271 |
| Convertible bond | 8,283 | – |
| Repayment of borrowings | (30,905) | (22,783) |
| Interest rate hedge | (1,853) | (919) |
| Dividends paid to non-controlling interests | (799) | (2,041) |
| Dividend distribution | (2,331) | (2,332) |
| Capital increase | 34,785 | – |
| Net cash fl ow from fi nancing activities | 7,180 | (28,075) |
| Change of scope of consolidation | 12,301 | – |
| Change in cash and cash equivalents | 1,678 | (2,806) |
| Cash and cash equivalents at the beginning of the period | 14,588 | 17,361 |
| Cash and cash equivalents at the end of the period | 28,567 | 14,555 |
Fair Value REIT-AG is a stock corporation founded and based in Germany. The Company does not have any branch offi 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 offi 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 real estate in Germany. Its investing activities focus on retail and offi ce property in 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 2014: 10) closed-end real estate funds as well as seven 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 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 Comparative fi gures are used in the statement of fi nancial position and the consolidated statement of changes in equity as of the reporting date 31 December 2014. 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 June 2014.
Consolidation principles and basis of consolidation All subsidiaries are included in the consolidated fi nancial statements. BBV Immobilienfonds Nr. 8 GmbH & Co. KG, Munich, was added to the basis of consolidation while IC Fonds & Co. Forum Neuss KG, Munich, and Hartmannstrasse 1 Chemnitz GmbH & Co. KG, Munich, were deconsolidated.
| Share of voting rights in % | Share as of 30/6/2015 |
Share as of 31/12/2014 |
|---|---|---|
| GP Value Management GmbH, Munich ("GPVM") | 100.00 | 100.00 |
| BBV 3 Geschäft sführungs-GmbH & Co. KG, Munich ("FV03") | 100.00 | 100.00 |
| BBV 6 Geschäft sführungs-GmbH & Co. KG, Munich ("FV06") | 100.00 | 100.00 |
| BBV 9 Geschäft sführungs-GmbH & Co. KG, Munich ("FV09") | 100.00 | 100.00 |
| BBV 10 Geschäft sführungs-GmbH & Co. KG, Munich ("FV10") | 100.00 | 100.00 |
| BBV 14 Geschäft sführungs-GmbH & Co. KG, Munich ("FV14") | 100.00 | 100.00 |
| Hartmannstraße 1 Chemnitz GmbH & Co. KG, Chemnitz ("H1CH") | – | 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") | 77.99 | 77.99 |
| IC Fonds & Co. Forum Neuss KG, Munich ("IC 03") | – | 71.58 |
| BBV Immobilien-Fonds Nr. 6 GmbH & Co. KG, Munich ("BBV 06") | 61.75 | 60.89 |
| IC Fonds & Co. Gewerbeportfolio Deutschland 13. KG, Munich ("IC 13") | 57.06 | 51.21 |
| BBV Immobilien-Fonds Nr. 8 GmbH & Co. KG, Munich ("BBV 08") | 54.06 | – |
| IC Fonds & Co. SchmidtBank-Passage KG, Munich ("IC 12") | 53.76 | 50.36 |
| BBV Immobilien-Fonds Nr. 14 GmbH & Co. KG, Munich ("BBV 14") | 49.95 | 45.56 |
| IC Fonds & Co. Gewerbeobjekte Deutschland 15. KG, Munich ("IC 15") | 48.14 | 40.22 |
| BBV Immobilien-Fonds Nr. 10 GmbH & Co. KG, Munich ("BBV 10") | 44.48 | 41.66 |
| BBV Immobilien-Fonds Erlangen GbR, Munich ("BBV 02") | 42.02 | 42.02 |
As of 30 June 2015, the basis of consolidation was as follows:
In the past reporting quarter, non-controlling interests in subsidiaries were increasingly acquired. This caused the ownership interests in the entities BBV 06, BBV 10, BBV 14, IC 12, IC13 and IC 15 to change in comparison to 31 December 2014, in some cases signifi cantly.
54.06 % of the shares in BBV08 were acquired eff ective 30 June 2015. BBV08 has three properties with a total fair value of €36,155 thousand. Net equity amounts to €19,895 thousand as of 30 June 2015. The credit diff erence from the acquisition was recognised as income in the statement of income.
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 2014.
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.
Intangible assets contain a contractual right that was individually measured during the business combination. This right is amortised over a useful life of fi ve years. In the half year under review, €18 thousand of the €70 thousand was amortised.
| Development of investment property | |||
|---|---|---|---|
| in € thousand | Direct investments | Subsidiaries | Total |
| Acquisition cost | |||
| As of 1 January 2015 | 38,062 | 325,678 | 363,740 |
| Additions | 15,350 | 36,155 | 51,505 |
| Disposals | – | (13,696) | (13,696) |
| As of 30 June 2015 | 53,412 | 348,137 | 401,549 |
| Changes in value | |||
| As of 1 January 2015 | (5,002) | (91,020) | (96,022) |
| Disposals | – | 36 | 36 |
| As of 30 June 2015 | (5,002) | (90,984) | (95,986) |
| Fair values | |||
| As of 1 January 2015 | 33,060 | 234,658 | 267,718 |
| As of 30 June 2015 | 48,410 | 257,153 | 305,563 |
The values determined by CBRE GmbH, Frankfurt, and real estate expert Peter Jagel as of 31 December 2014 were used to determine the fair value of the investment property. Fair Value REIT-AG acquired the only remaining property in Cologne, Marconistrasse, from the subsidiary BBV03 for €3,300 thousand. From the Group's perspective, the directly owned property continues to be accounted for at the market value of €3,670 thousand determined by CBRE. In the second quarter, a property in Dresden was acquired from IC15 for €9,000 thousand. From the Group's perspective, this property also continues to be accounted for at the market value of €9,990 thousand determined by CBRE. As a result of the exit of the general partner, the assets and liabilities of Fair Value's subsidiary Hartmannstrasse 1 Chemnitz GmbH & Co. KG, Chemnitz, increased. This caused the property in Chemnitz, Hartmannstrasse 1, of €1,690 thousand to be transferred to Fair Value REIT-AG.
As of 30 June 2015, there were a total of 44 properties, of which 39 properties are freehold, four properties partially owned and one leasehold property. Compared to 31 December 2014, the number of properties increased by four.
The addition at the subsidiaries of €36,155 thousand represents the fair value of the three properties of BBV08. BBV08 has a retirement home in Radevormwald with secured annual rental income of €780 thousand, a retail park in Querfurt with secured annual rental income of €975 thousand as well as a retail park in Zittau with secured annual rental income of €1,370 thousand. The fair values were determined by real estate expert Peter Jagel at €10,580 thousand for the property in Querfurt and €15,700 thousand for the property in Zittau as of 31 December 2014. There is a purchase off er of €9,875 thousand for the property in Radevormwald.
| Other assets (non-current) | ||
|---|---|---|
| in € thousand | 30/6/2015 | 31/12/2014 |
| Non-fi nancial assets | ||
| Receivable settlement balance BBV 09 | 9,652 | 9,652 |
| Down payment on purchase price for property Hartmannstr. 1, Chemnitz | – | 450 |
| Security deposit ("Fair Value") | 8 | 8 |
| 9,660 | 10,110 |
Other assets (non-current) decreased by €450 thousand due to the reclassifi cation of the down payment on the purchase price of the property Hartmannstrasse 1, Chemnitz, as an investment property (note 4).
| Other assets (current) | ||
|---|---|---|
| in € thousand | 30/6/2015 | 31/12/2014 |
| Financial assets | ||
| Purchase price receivable for commercial property Erlangen, Henkestr. 5 (BBV 02) | 1,355 | 1,355 |
| Receivable settlement balance BBV 09 | 1,073 | 1,073 |
| Reversal of down payment on purchase price for property Chemnitz, Hartmannstr. 1 (IC 12) |
– | 500 |
| Insurance | 77 | 7 |
| Property management fees | 37 | – |
| Other | 35 | 102 |
| Collateral provided | 4 | 3 |
| Various entities of the IC group | 2 | – |
| Total fi nancial assets | 2,583 | 3,040 |
| Non-fi nancial assets | ||
| Consulting fees for capital increase | – | – |
| VAT | – | 45 |
| Other | 28 | 72 |
| Total non-fi nancial assets | 28 | 117 |
| Total assets | 2,611 | 3,157 |
With regard to other assets (current), fi nancial assets fell by €457 thousand compared to 31 December 2014. Non-fi nancial assets decreased by €89 thousand.
| in € thousand | 30/6/2015 | 31/12/2014 |
|---|---|---|
| Logistics and offi ce property Cologne, Köhlstr. 8 ("BBV 06") | – | 8,350 |
| Health centre Pinneberg, Damm 49 ("Fair Value") | – | 3,250 |
| Retail property Ahaus, Zum Rotering 5-7 ("BBV 10") | – | 1,640 |
| – | 13,240 |
The logistics and offi ce property in Cologne (BBV 06), the health centre in Pinneberg (Fair Value) and the retail property in Ahaus (BBV 10) were sold under notarised agreements dated 16 December 2014, 1 December 2014 and 22 December 2014 at purchase prices of €8,350 thousand, €3,250 thousand and €1,640 thousand, respectively. Following payment of the purchase prices as of 7 January 2015 (Fair Value) and 27 January 2015 (BBV 10), ownership with all risks and rewards for the two properties was transferred to the acquirers. The risks and rewards were transferred to the acquirer of the property in Cologne (BBV06) on 27 February 2015.
By entry in the commercial register dated 8 May 2015, Fair Value REIT-AG increased its issued capital by €9,407 thousand by issuing 4,703,441 shares with a nominal value of €2.00. The premium of €5.90 per share was recognised in favour of the capital reserves. The costs arising in connection with the capital increase was accounted for as a reduction of the capital reserves pursuant to IAS 32.37.
The conversion right for the convertible bond of Fair Value issued in January 2015 is treated as an equity instrument and accounted for directly in group equity without eff ecting profi t or loss. The amount of the equity instrument recognised is determined by discounting the convertible bond at the higher market rate that would be paid for a bond with a conversion right. Discounting at a higher market rate produces a lower present value. The diff erence between the repayment amount of the bond and this present value of €90 thousand represents the value of the equity instrument. It is reversed through profi t or loss over the term of the convertible bond.
Non-current and current liabilities totalling €161,778 thousand decreased by €3,304 thousand compared to 31 December 2014. In detail, the following changes were made:
| in € thousand | |
|---|---|
| As of 31 December 2014 | 110,907 |
| Special repayment sale of property Ahaus (BBV 10) | (500) |
| Special repayment sale of property Pinneberg (Fair Value) | (1,930) |
| Increase in fi nancial liabilities BBV 08 | 18,394 |
| Convertible bond | 8,283 |
| As of 30 June 2015 | 135.154 |
| in € thousand | |
|---|---|
| As of 31 December 2014 | 54,175 |
| Unscheduled repayment Fair Value | (7,000) |
| Special repayment sale of property Cologne (BBV 06) | (7,500) |
| Special repayment sale of property Dresden (IC 15) | (8,883) |
| Repayment of loan IC 07 | (745) |
| Scheduled repayment Fair Value | (636) |
| Scheduled repayment subsidiaries | (3,710) |
| Increase in fi nancial liabilities BBV 08 | 923 |
| As of 30 June 2015 | 26,624 |
The fair value of the convertible bond of Fair Value-REIT AG developed as follows as of 30 June 2015:
| Fair value of convertible bond | |
|---|---|
| in € thousand | |
| Convertible bond (nominal) | 8,460 |
| Transaction costs | (103) |
| Embedded derivative | (90) |
| Measurement | 16 |
| As of 30 June 2015 | 8,283 |
| in € thousand | 1/1 – 30/6/2015 | 1/1 – 30/6/2014 |
|---|---|---|
| Energy costs and water consumption | 1,445 | 1,587 |
| Property tax | 387 | 402 |
| Property management fees | 308 | 368 |
| Garden maintenance/cleaning | 263 | 248 |
| Servicing and operating technical systems | 263 | 267 |
| Insurance | 164 | 150 |
| Security | 179 | 161 |
| Caretaker costs | 170 | 162 |
| Non-deductible input tax | 134 | 184 |
| Other | 136 | 83 |
| Building cleaning | 148 | 170 |
| Management contract costs | 131 | 167 |
| Other operating expenses | 51 | 43 |
| Street cleaning/garbage removal | 91 | 95 |
| Maintenance cost payments for partially-owned properties | 65 | 97 |
| Other property costs | 51 | 62 |
| Advertising and promotional expenses | 44 | 18 |
| Expenses from the settlement of service charges | – | 4 |
| Service charge expenses | 4,030 | 4,268 |
| Repairs and maintenance costs | 843 | 922 |
| Technical building maintenance | 271 | 153 |
| Letting costs | 153 | 41 |
| Other property-related expenses | 1,267 | 1,116 |
| Total property-related operating expenses | 5,297 | 5,384 |
| in € thousand | 1/1 – 30/6/2015 | 1/1 – 30/6/2014 |
|---|---|---|
| Personnel expenses | 495 | 251 |
| Offi ce expenses | 38 | 27 |
| Travel and vehicle expenses | 23 | 16 |
| Accounting | 69 | 64 |
| Stock market listing, Annual General Meeting and events | 132 | 151 |
| Appraisals | 84 | 46 |
| Legal and consulting fees | 187 | 72 |
| Audit fees | 65 | 91 |
| Remuneration (Supervisory Board, Advisory Board and general partner remuneration) | 49 | 49 |
| Fund management | 290 | 308 |
| Trustee fees | 128 | 129 |
| Amortisation, depreciation and impairment | 18 | 19 |
| Other | 103 | 104 |
| Non-deductible VAT | 147 | 92 |
| Total general administrative expenses | 1,828 | 1,419 |
Of the general administrative expenses, €1,191 thousand (65 %) was attributable to Fair Value, compared to €738 thousand (52 %) in the prior year. An amount of €637 thousand (35 %) was attributable to the subsidiaries, compared to €681 thousand (48 %) in the prior year.
| in € thousand | 1/1 – 30/6/2015 | 1/1 – 30/6/2014 |
|---|---|---|
| Measurement of derivative fi nancial instruments | 841 | 54 |
| Other interest expenses | (3.203) | (2.792) |
| Total interest expenses | (2.362) | (2.738) |
Interest expenses contain a gain from the change in the fair value of derivative fi nancial instruments (interest rate hedges) of €841 thousand. Of the other interest expenses, €2,194 thousand was used for loans. A further €863 thousand was used as an off setting payment for the reversal of the interest rate swap at Fair Value REIT-AG. The remaining €146 thousand relates to standby fees, the reversal of accruals for processing fees as well as the payment of a cap premium.
33
| 1/1 – 30/6/2015 | 1/1 – 30/6/2014 | |||
|---|---|---|---|---|
| in € thousand | Segment revenue | Segment profi t/loss | Segment revenue | Segment profi t/loss |
| Direct investments | 1,581 | 1,187 | 1,599 | 999 |
| Subsidiaries | 12,029 | 7,126 | 13,136 | 7,281 |
| Total segment revenue and profi t/loss | 13,610 | 8,313 | 14,735 | 8,280 |
| Central administrative expenses and other | – | 2,178 | – | (634) |
| Net interest expenses | – | (2,362) | – | (2,738) |
| Share of profi t/loss attributable to non-controlling interests | – | (1,858) | – | (2,797) |
| Profi t/loss of the Group | – | 6,271 | – | 2,111 |
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 | 1,314 | 359 | 292 | 817 | 1,355 | |
| Service charge income | 267 | 154 | 184 | 250 | 132 | |
| Segment revenue | 1,581 | 513 | 476 | 1,067 | 1,487 | |
| Service charge expenses | (337) | (169) | (215) | (325) | (204) | |
| Other property-related expenses | (57) | (79) | (17) | (128) | (49) | |
| Segment-related administrative expenses | (79) | (23) | (22) | (47) | (63) | |
| Other operating expenses and income (net) | (129) | 18 | 6 | 27 | 46 | |
| Gain from disposal of investment property | – | – | – | – | – | |
| Revaluation gains | 590 | – | – | – | – | |
| Revaluation losses | – | – | – | – | (990) | |
| Segment profi t/loss | 1,569 | 260 | 228 | 594 | 227 | |
| Central administrative expenses | (1,112) | – | – | – | – | |
| Other expenses | – | – | – | – | – | |
| Other income from investments | 485 | – | – | – | – | |
| Net interest expenses | (669) | (13) | (45) | (253) | (279) | |
| Share of profi t/loss attributable to non-controlling interests | – | – | – | – | – | |
| Income taxes | – | – | – | – | – | |
| Net income | 273 | 247 | 183 | 341 | (52) |
| Subsidiaries | |||||||
|---|---|---|---|---|---|---|---|
| BBV 02 | BBV 03 | BBV 06 | BBV 10 | BBV 14 | Total | Reconciliation | Group |
| (1) | 94 | 732 | 3,516 | 2,577 | 9,741 | – | 11,055 |
| – | 11 | 107 | 833 | 617 | 2,288 | – | 2,555 |
| (1) | 105 | 839 | 4,349 | 3,194 | 12,029 | – | 13,610 |
| 12 | (72) | (351) | (1,552) | (817) | (3,693) | – | (4,030) |
| – | (59) | (69) | (449) | (360) | (1,210) | – | (1,267) |
| (7) | (57) | (103) | (153) | (154) | (629) | – | (708) |
| – | (66) | 32 | (29) | (113) | (79) | 3,642 | 3,434 |
| (7) | (370) | (5) | (6) | – | (388) | 1,360 | 972 |
| – | – | – | – | – | – | – | 590 |
| – | – | – | – | – | (990) | – | (990) |
| (3) | (519) | 343 | 2,160 | 1,750 | 5,040 | 5,002 | 11,611 |
| – | – | – | – | – | – | (8) | (1,120) |
| – | – | – | – | – | – | – | – |
| – | – | – | – | – | – | (485) | – |
| – | – | (38) | (829) | (236) | (1,693) | – | (2,362) |
| – | – | – | – | – | – | (1,858) | (1,858) |
| – | – | – | – | – | – | – | – |
| (3) | (519) | 305 | 1,331 | 1,514 | 3,347 | 2,651 | 6,271 |
| Direct investments |
||||||
|---|---|---|---|---|---|---|
| in € thousand | FV AG | IC 03 | IC 07 | IC 12 | IC 13 | |
| Rental income | 1,331 | – | 307 | 249 | 939 | |
| Service charge income | 268 | – | 165 | 164 | 266 | |
| Segment revenue | 1,599 | – | 472 | 413 | 1,205 | |
| Service charge expenses | (350) | (10) | (235) | (290) | (391) | |
| Other property-related expenses | (54) | – | (13) | (15) | (26) | |
| Segment-related administrative expenses | (80) | (4) | (26) | (20) | (99) | |
| Other operating expenses and income (net) | – | – | (3) | – | 2 | |
| Gain from disposal of investment property | (32) | – | – | – | – | |
| Revaluation losses | (84) | – | – | – | – | |
| Segment profi t/loss | 999 | (14) | 195 | 88 | 691 | |
| Central administrative expenses | (658) | – | – | – | – | |
| Other income from investments | 4,216 | – | – | – | – | |
| Net interest expenses | (636) | – | (18) | (37) | (239) | |
| Share of profi t/loss attributable to non-controlling interests | – | – | – | – | – | |
| Net income | 3,921 | (14) | 177 | 51 | 452 |
37
| Subsidiaries | ||||||||
|---|---|---|---|---|---|---|---|---|
| IC 15 | BBV 02 | BBV 03 | BBV 06 | BBV 10 | BBV 14 | Total | Reconciliation | Group |
| 1,454 | 2 | 273 | 1,139 | 3,711 | 2,671 | 10,745 | – | 12,076 |
| 138 | – | 43 | 172 | 832 | 611 | 2,391 | – | 2,659 |
| 1,592 | 2 | 316 | 1,311 | 4,543 | 3,282 | 13,136 | – | 14,735 |
| (261) | (34) | (117) | (563) | (1,785) | (946) | (4,632) | – | (4,982) |
| (43) | (6) | (13) | (60) | (112) | (60) | (348) | – | (402) |
| (61) | (12) | (43) | (93) | (177) | (150) | (685) | 4 | (761) |
| (25) | 44 | – | 12 | 91 | 9 | 130 | 20 | 150 |
| – | (12) | (96) | (128) | – | (84) | (320) | – | (352) |
| – | – | – | – | – | – | – | – | (84) |
| 1,202 | (18) | 47 | 479 | 2,560 | 2,051 | 7,281 | 24 | 8,304 |
| – | – | – | – | – | – | – | – | (658) |
| – | – | – | – | – | – | – | (4,216) | – |
| (285) | (28) | – | (276) | (940) | (280) | (2,103) | 1 | (2,738) |
| – | – | – | – | – | – | – | (2,797) | (2,797) |
| 917 | (46) | 47 | 203 | 1,620 | 1,771 | 5,178 | (6,988) | 2,111 |
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 | 10 | – | 24 | 3 | – | – | |
| Investment property | 47,050 | 8,630 | 7,570 | 18,450 | 22,840 | – | |
| Non-current assets held for sale | – | – | – | – | – | – | |
| Trade receivables | 320 | 285 | 99 | 72 | 152 | – | |
| Income tax receivables | 19 | – | – | – | – | – | |
| Other receivables and assets | 11,505 | 9 | 4 | 6 | 39 | 1,356 | |
| Cash and cash equivalents | 14,386 | 173 | 686 | 753 | 1,627 | 70 | |
| Segment assets subtotal | 73,290 | 9,097 | 8,383 | 19,284 | 24,658 | 1,426 | |
| Participation in subsidiaries | 66,998 | – | – | – | – | – | |
| Total assets | 140,288 | 9,097 | 8,383 | 19,284 | 24,658 | 1,426 | |
| Provisions | (526) | (4) | (5) | (11) | (12) | (9) | |
| Trade payables | (501) | (33) | (41) | (55) | (39) | (7) | |
| Other liabilities | (628) | (40) | (46) | (246) | (168) | – | |
| Segment liabilities subtotal | (1,655) | (77) | (92) | (312) | (219) | (16) | |
| Non-controlling interests | – | – | – | – | – | – | |
| Financial liabilities | (27,408) | (750) | (1,946) | (15,163) | (7,599) | (1,112) | |
| Derivative fi nancial instruments | – | – | – | – | – | – | |
| Total liabilities | (29,063) | (827) | (2,038) | (15,475) | (7,818) | (1,128) | |
| Net assets as of 30 June 2015 | 111,225 | 8,270 | 6,345 | 3,809 | 16,840 | 298 | |
| Overview of maturities of fi nancial liabilities | |||||||
| Non-current | (26,784) | – | (1,842) | (14,645) | (7,381) | (1,112) | |
| Current | (624) | (750) | (104) | (518) | (218) | – |
Financial liabilities (27,408) (750) (1,946) (15,163) (7,599) (1,112)
| Subsidiaries | |||||||
|---|---|---|---|---|---|---|---|
| BBV 03 | BBV 06 | BBV 08 | BBV 10 | BBV 14 | Total | Reconciliation | Group |
| – | – | – | – | – | 27 | 52 | 89 |
| – | 13,038 | 36,155 | 80,650 | 69,820 | 257,153 | 1,360 | 305,563 |
| – | – | – | – | – | – | – | – |
| 23 | 101 | 241 | 930 | 467 | 2,370 | 30 | 2,720 |
| – | – | – | – | – | – | (14) | 5 |
| – | 32 | – | 41 | 27 | 1,514 | (748) | 12,271 |
| 231 | 915 | 3,687 | 3,221 | 2,577 | 13,940 | 241 | 28,567 |
| 254 | 14,086 | 40,083 | 84,842 | 72,891 | 275,004 | 921 | 349,215 |
| – | – | – | – | – | – | (66,998) | – |
| 254 | 14,086 | 40,083 | 84,842 | 72,891 | 275,004 | (66,077) | 349,215 |
| (8) | (26) | (15) | (21) | (27) | (138) | (5) | (669) |
| (3) | (42) | (59) | (410) | (227) | (916) | (11) | (1,428) |
| (114) | (323) | (796) | (1,504) | (174) | (3,411) | (24) | (4,063) |
| (125) | (391) | (870) | (1,935) | (428) | (4,465) | (40) | (6,160) |
| – | – | – | – | – | – | (64,279) | (64,279) |
| – | – | (19,318) | (55,915) | (33,317) | (135,120) | 750 | (161,778) |
| – | – | – | – | – | – | – | – |
| (125) | (391) | (20,188) | (57,850) | (33,745) | (139,585) | (63,569) | (232,217) |
| 129 | 13,695 | 19,895 | 26,992 | 39,146 | 135,419 | (129,646) | 116,998 |
| – | – | (18,431) | (32,727) | (32,232) | (108,370) | – | (135,154) |
| – | – | (887) | (23,188) | (1,085) | (26,750) | 750 | (26,624) |
| – | – | (19,318) | (55,915) | (33,317) | (135,120) | 750 | (161,778) |
| Direct investments |
|||||||
|---|---|---|---|---|---|---|---|
| in € thousand | FV AG | IC 03 | IC 07 | IC 12 | H1CH | IC 13 | |
| Property, plant and equipment and intangible assets | 11 | – | – | – | – | – | |
| Investment property | 33,060 | – | 8,630 | 7,570 | – | 18,450 | |
| Non-current assets held for sale | 3,250 | – | – | – | – | – | |
| Trade receivables | 290 | 20 | 271 | 73 | – | 127 | |
| Income tax receivables | 19 | – | – | – | – | – | |
| Other receivables and assets | 10,805 | 8 | – | 505 | 450 | – | |
| Cash and cash equivalents | 2,278 | 343 | 51 | 352 | 50 | 792 | |
| Segment assets subtotal | 49,713 | 371 | 8,952 | 8,500 | 500 | 19,369 | |
| Participation in subsidiaries | 60,308 | – | – | – | – | – | |
| Investments accounted for using the equity method | – | – | – | – | – | – | |
| Total assets | 110,021 | 371 | 8,952 | 8,500 | 500 | 19,369 | |
| Provisions | (383) | (16) | (11) | (10) | – | (13) | |
| Trade payables | (107) | (216) | (52) | (100) | – | (112) | |
| Other liabilities | (1,491) | (12) | (50) | (42) | – | (275) | |
| Segment liabilities subtotal | (1,981) | (244) | (113) | (152) | – | (400) | |
| Non-controlling interests | – | – | – | – | – | – | |
| Financial liabilities | (28,691) | – | (816) | (1,984) | – | (15,501) | |
| Derivative fi nancial instruments | (850) | – | – | – | – | – | |
| Total liabilities | (31,522) | (244) | (929) | (2,136) | – | (15,901) | |
| Net assets as of 31 December 2014 | 78,499 | 127 | 8,023 | 6,364 | 500 | 3,468 | |
| Overview of maturities of fi nancial liabilities | |||||||
| Non-current | (18,782) | – | – | (1,880) | – | (14,736) | |
| Current | (9,909) | – | (816) | (104) | – | (765) | |
| Financial liabilities | (28,691) | – | (816) | (1,984) | – | (15,501) |
| Subsidiaries | ||||||||
|---|---|---|---|---|---|---|---|---|
| Group | Reconciliation | Total | BBV 14 | BBV 10 | BBV 06 | BBV 03 | BBV 02 | IC 15 |
| 70 81 |
– | – | – | – | – | – | – | |
| – 267,718 |
234,658 | 69,820 | 80,650 | 13,038 | 3,670 | – | 32,830 | |
| – 13,240 |
9,990 | – | 1,640 | 8,350 | – | – | – | |
| 15 2,981 |
2,676 | 671 | 1,145 | 200 | 18 | 2 | 149 | |
| – 19 |
– | – | – | – | – | – | – | |
| 2 13,267 |
2,460 | – | 9 | 96 | – | 1,390 | 2 | |
| 14,588 | 182 | 12,128 | 4,027 | 2,433 | 1,232 | 1,028 | 51 | 1,769 |
| 311,894 | 269 | 261,912 | 74,518 | 85,877 | 22,916 | 4,716 | 1,443 | 34,750 |
| – | (60,308) | – | – | – | – | – | – | – |
| – – |
– | – | – | – | – | – | – | |
| 311,894 | (60,039) | 261,912 | 74,518 | 85,877 | 22,916 | 4,716 | 1,443 | 34,750 |
| (5) (555) |
(167) | (41) | (22) | (22) | (8) | (9) | (15) | |
| – (2,256) |
(2,149) | (257) | (879) | (405) | (7) | (17) | (104) | |
| (4,690) | (26) | (3,173) | (602) | (1,517) | (388) | (46) | (4) | (237) |
| (7,501) | (31) | (5,489) | (900) | (2,418) | (815) | (61) | (30) | (356) |
| (60,048) | (60,048) | – | – | – | – | – | – | – |
| – (165,082) |
(136,391) | (34,150) | (57,798) | (8,072) | – | (1,112) | (16,958) | |
| – (990) |
(140) | (140) | – | – | – | – | – | |
| (233,621) | (60,079) | (142,020) | (35,190) | (60,216) | (8,887) | (61) | (1,142) | (17,314) |
| 78,273 | (120,118) | 119,392 | 39,328 | 25,661 | 14,029 | 4,655 | 301 | 17,436 |
| – (110,907) |
(92,125) | (32,962) | (34,020) | – | – | (1,033) | (7,494) | |
| – (54,175) |
(44,266) | (1,188) | (23,778) | (8,072) | – | (79) | (9,464) | |
| – (165,082) |
(136,391) | (34,150) | (57,798) | (8,072) | – | (1,112) | (16,958) | |
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 website.
Munich, 10 August 2015 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 assets, liabilities, fi nancial position and profi t or loss 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, 10 August 2015 Fair Value REIT-AG
Frank Schaich
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 offi ce : Munich Commercial register at Munich Local Court No. HRB 168 882
Date of publication: 13 August 2015
Management Board
Frank Schaich
Rolf Elgeti, Chairman Dr. Oscar Kienzle , Vice Chairman Prof. Dr. Heinz Rehkugler
Disclaimer This interim report 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 it's 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 eff 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 eff 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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