Quarterly Report • May 18, 2015
Quarterly Report
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| Key fi gures Fair Value Group | |||
|---|---|---|---|
| Revenues and earnings | 1/1 – 31/3/2015 | 1/1 – 31/3/2014 | |
| Rental income | in € thousand | 5,590 | 6,185 |
| Net rental income | in € thousand | 3,917 | 4,781 |
| Operating result (EBIT) | in € thousand | 5,016 | 4,040 |
| Group net profi t | in € thousand | 2,863 | 1,174 |
| Earnings per share | in € | 0.31 | 0.13 |
| Adjusted consolidated net income ( EPRA-Earnings )/FFO | in € thousand | 1,024 | 1,293 |
| EPRA-Earnings/FFO per share | in € | 0.11 | 0.14 |
| Assets and capital | 31/3/2015 | 31/12/2014 | |
| Non-current assets | in € thousand | 279,167 | 277,909 |
| Current assets | in € thousand | 25,010 | 20,745 |
| Non-current assets held for sale | in € thousand | – | 13,240 |
| Total assets | in € thousand | 304,177 | 311,894 |
| Equity/Net asset value ( NAV ) | in € thousand | 81,226 | 78,273 |
| Equity ratio | in % | 26.7 | 25.1 |
| Immovable assets | in € thousand | 269,408 | 280,958 |
| Equity within the meaning of Section 15 of the REIT act | in € thousand | 138,076 | 138,321 |
| Equity ratio within the meaning of Section 15 of the REIT act (minimum 45 %) |
in % | 51.3 | 49.2 |
| Real estate investments | 31/3/2015 | 31/12/2014 | |
| Number of properties | amount | 41 | 43 |
| Market value of properties 1) | in € million | 269.4 | 281.0 |
| Contractual rent p.a. | in € million | 22.3 | 23.7 |
| Potential rent p.a. | in € million | 24.5 | 25.9 |
| Occupancy | in % | 91.0 | 91.5 |
| Remaining term of rental agreements | years | 4.8 | 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 | |||
|---|---|---|---|
| 31/3/2015 | 31/12/2014 | ||
| Number of shares in circulation | in pieces | 9,325,572 | 9,325,572 |
| Net asset value ( NAV ) per share | in € | 8.71 | 8.39 |
| EPRA-NAV per share | in € | 8.72 | 8.49 |
| Number of employees ( including Management Board ) | 4 | 3 |
The Fair Value Group had a successful start to the fi scal year 2015 in several respects. We continued to groom our portfolio in the opening quarter of the year and sold properties that we no longer considered part of our core portfolio. However, most importantly, we created important prerequisites for rapidly proceeding with the growth strategy we adopted at the end of the past year.
With this in mind, almost 50 % of our convertible bond of around €8.5 million issued in January 2015 – incidentally the fi rst capital measure since our IPO in November 2007 – was invested in subsidiaries in the fi rst quarter of 2015. As part of initial recognition, the additionally acquired assets generated an IFRS profi t contribution of around €1.9 million for the shareholders of Fair Value REIT-AG. This accounts for around 46 % of total investments made.
The signifi cant fall in interest expenses compared to the prior-year period, which at €1.1 million were down approximately 22 % on the prior year, also had a positive eff ect. In the fi rst quarter of 2015, with operating business performing as planned, we generated an IFRS group net profi t of €2.9 million, which was up by around €1.7 million on the prior-year fi gure of €1.2 million.
Funds from operations (FFO) amounted to €1.0 million and matched our planned fi gure for the fi rst quarter of the current fi scal year. The €0.3 million decrease on the prior year fi gure was primarily due to the sale of non-strategic properties.
As of the reporting date, group equity amounted to €81.2 million following €78.3 million as of 31 December 2014. As a result, the net asset value increased by 4 % from €8.39 for each share outstanding to €8.71. The REIT equity ratio also increased from 49.2 % to 51.3 % of immovable assets.
To fi nance our plans for further growth, we took advantage of the capital market environment in May 2015 and successfully placed a cash capital increase with shareholder subscription rights using all of the authorised capital. At a price of €7.90 per new share, we generated gross issue proceeds of around €37 million. With a subscription rate of 42 %, demand for the new shares among our existing share holders was great. At the same time, 58 % of the volume was placed with new shareholders from Germany and from the rest of Europe.
We see the strong demand for our Company's newly issued shares as a sign of the trust in our Company and in our growth strategy. Our focus on retail and offi ce property in German secondary locations as well as on real estate investments with particular emphasis on closed-end real estate funds proved convincing to investors.
We look forward to justifying this trust with the investment of funds received and continuing to create signifi cant earnings and value for our shareholders.
Munich, 13 May, 2015 The Management Board
Frank Schaich
The mood on the German stock markets brightened considerably going into 2015. The DAX, which comprises the 30 largest German blue-chips, exceeded the 12,000-point threshold for the fi rst time mid-March. At 11,966 points, the leading share index in Germany closed the fi rst quarter some 22 % up on the level recorded as of the end of December 2014.
The price of the Fair Value share also increased sharply in the fi rst quarter of 2015, thus maintaining the upward trend witnessed towards the end of 2014. Price rises were largely attributable to the Company's positive business development with continued portfolio optimization and an improvement in earnings. At the end of March 2015, the share closed at €8.37 on the electronic stock market XETRA, up by approximately 24 % compared to €6.77 on the last trading day of 2014. The highest XETRA closing price of €8.57 was reached on 23 March 2015, the lowest of €6.74 on 12 January 2015. 26,325 Fair Value shares were traded on average per day on all German stock exchanges. This was more than two and a half times the volume compared to the corresponding prior-year period. Of this volume, XETRA trading accounted for around 84 %.
at 8 May, 2015
| Real Estate (REIT) |
|---|
| A0MW97 / DE000A0MW975 |
| A14KRR / DE000A14KRR3 |
| FVI |
| €28,220,646,00 |
| 14,110,323 pcs. |
| €2.00 |
| 16 November, 2007 |
| €8.57/€6.74 |
| €78.74 million |
| Prime Standard |
| Frankfurt, XETRA |
| Stuttgart, Berlin-Bremen, Duesseldorf, Munich |
| ODDO SEYDLER BANK AG |
| RX REIT All Shares-Index, RX REIT-Index |
Since 19 January 2015, Fair Value REIT-AG has been represented on the stock exchange also with a convertible bond. This is listed in the open market (quotation board) of the Frankfurt Stock Exchange (ISIN DE000A13SAB8). The convertible bond has a total nominal amount of €8.46 million and a term of fi ve years. It was issued with the exclusion of the subscription rights for shareholders and subscribed by an investor. It bears interest at 4.5 % p.a. The conversion price is €9.00 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 | €9,00 |
| Stock market listing | Since 19 January 2015 |
| Market segment | Open market (quotation board) of the Frankfurt Stock Exchange |
Fair Value REIT-AG has provided more information on the Company, the share and the shareholder structure as well as on the bond on its website: www.fvreit.de. The Company also publishes annual and interim reports as well as ad hoc announcements and press releases.
| Financial calendar | |
|---|---|
| Fair Value REIT-AG | |
| 19 May 2015 | Annual General Meeting (Munich, Germany) |
| 6 August 2015 | Semi Annual Report 2015 |
| 5 November 2015 | Interim Report 1st–3rd Quarter 2015 |
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 31 March 2015, the directly and indirectly owned portfolio comprises 41 properties (31 December 2014: 43 properties) with market values (equivalent to the fair values pursuant to IFRS 13), totalling around €269 million (31 December 2014: €281 million).
At 91.0 %, the occupancy rate of the portfolio as of 31 March 2015 was down slightly on the rate as of 31 December 2014 (91.5 %). As of 31 March 2015, the weighted remaining term of the rental agreements stood at 4.8 years following 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 31 March 2015. The market values of the properties are based on calculations by the external expert CBRE GmbH of the individual properties as of 31 December 2014.
| Direct investments and investments as of 31 March 2015 |
||||||||
|---|---|---|---|---|---|---|---|---|
| Property area [m²] |
Total lettable area [m²] |
Annualized contractual rent [€ thousand] |
Market value 31 Dec 20141) [€ thousand] |
Occupancy rate 2), 3) [%] |
Ø secured remaining term of lease agree ments 2), 3) [Years] |
Contractual rent returns before costs [%] |
Investment [%] |
|
| Direct investments segment |
50,894 | 40,580 | 2,757 | 36,730 | 98.2 | 8.5 | 7.5 | 100 |
| Subsidiaries segment |
301,261 | 198,595 | 19,540 | 232,678 | 90.0 | 4.3 | 8.4 | 50 |
| Total portfolio | 352,155 | 239,175 | 22,297 | 269,408 | 91.0 | 4.8 | 8.3 | 57 |
1) Pursuant to market value report by CB Richard Ellis GmbH, Frankfurt am Main as of 31 December 2014
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 estimates by the Joint Economic Forecast Project Group, GDP is anticipated to increase by 2.1 % in the current year 2015. 1) The labour market continued to develop positively. The employment trend remains on a clear upward trend. As of the end of March 2015, 2.93 million people were registered as unemployed. This was 123,000 less than the prior-year fi gure. The unemployment rate amounted to 6.8 %.2) The rate of infl ation continued to fall. As of the end of March 2015, consumer prices were up by 0.3% on the same month of the prior year. 3) For 2015 as a whole, the Joint Economic Forecast Project expects consumer prices to increase by 0.5 %.
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 0.8 million m² in the fi rst quarter of 2015, up by 6 % on the prior-year period. Regional differences were also great in the current reporting period, with the change in relative terms ranging from minus 20 % in Cologne and a plus of 19 % in Stuttgart and Hamburg. There was also a fall in demand in Frankfurt (down 6 %). At 6.6 million m², vacant space at the top 7 locations reached a new low as of the end of the fi rst quarter of 2015. This corresponds to an aggregated vacancy rate of 7.5 %.5)
Retail Space The pleasing economic development had a positive impact on income expectations and consumer sentiment. In the retail rental market, this was refl ected in a strong fi nish to 2014. As a result, the start to the fi rst quarter of 2015 was moderate. At 109,000 m², space turnover was down by 33 % on the level for the fourth quarter of 2014. According to estimates by JLL, there was a lack of off ers in the space segment of 1,000 m² and more. In terms of space turnover by industry, the textile sector again continued to extend its leading position with 46 %. This was followed by the food and gastronomy sector, which remained unchanged at 21 %.The sport/outdoor, health/beauty and home/house/living sectors each accounted for between 7 % and 8 %.6)
The Investment Market The transaction volume for commercial properties of €9.5 billion in the fi rst three months of the current fi scal year 2015 was only slightly short of the prior-year fi gure of €10.0 billion. The top 7 locations accounted for around 54 % of the transaction volume. With a share of 45 %, investors primarily focused on offi ce use, followed by properties used for retail trade with a share of 31 %. 7)
1) Joint Economic Forecast Project Group spring 2015.
2) German Federal Employment Agency: The labour market in March 2015.
3) Destatis: Consumer prices March 2015.
4) Berlin, Düsseldorf, Frankfurt/Main, Hamburg, Cologne, Munich, Stuttgart.
5) JLL: Offi ce market overview Q1 2015.
6) JLL: Retail market overview Q1 2015. 7) JLL: The German investment market Q1 2015.
Having hit all its operating targets, the Fair Value Group had a successful start to the current fi scal year. The rental income and net rental income of the Fair Value Group for the fi rst quarter of 2015 was down on the prior year primarily due to the sale of non-strategic properties in the meantime.
Almost 50 % of our convertible bond of around €8.5 million issued in January 2015 was invested in subsidiaries in the fi rst quarter of 2015. The additionally acquired assets generated an IFRS profi t contribution of around €1.9 million.
As a result of these non-cash relevant special eff ects, the operating result of €5.0 million was up by 24 % on the prior year (€4.0 million). Further savings were seen in net interest expenses. These were down by 22 % on the prior year due to savings related to repayments and interest rates.
Aft er deducting the minority interests, an IFRS group net profi t of €2.9 million was generated (prior year: €1.2 million). With regard to the shares outstanding as of 31 March 2015 (9,325,576 shares), this corresponds to €0.31 per share following €0.13 per share in the prior year.
At €1.0 million, the operating business result of the Fair Value Group adjusted for valuation eff ects (EPRA result/FFO) was down by €0.3 million in the fi rst three months of the current fi scal year compared to the prior-year fi gure of €1.3 million. On a per share basis FFO came in at €0.11 compared to €0.14 in the prior year. This is in line with the plan for the fi rst quarter of 2015.
| Adjusted profi t/loss of the Group | ||||||||
|---|---|---|---|---|---|---|---|---|
| (EPRA earnings) or FFO | 1/1 – 31/3/2015 | 1/1 – 31/3/2014 | ||||||
| Adjustment for one-off eff ects |
Adjustment for one-off eff ects |
|||||||
| in T€ | 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 | 3,917 | – | – | 3,917 | 4,781 | – | – | 4,781 |
| General administrative expenses | (792) | – | – | (792) | (679) | – | – | (679) |
| Other operating income and expenses | 1,319 | (1,300) | – | 19 | 40 | – | – | 40 |
| Profi t/loss from disposal of investment property | (18) | 18 | – | – | (102) | 102 | – | – |
| Net valuation gains/losses | 590 | (590) | – | – | – | – | – | – |
| Operating result | 5,016 | (1,872) | – | 3,144 | 4,040 | 102 | – | 4,142 |
| Net interest expenses | (1,114) | – | 57 | (1,057) | (1,432) | – | 43 | (1,389) |
| Profi t/loss before non-controlling interests | 3,902 | (1,872) | 57 | 2,087 | 2,608 | 102 | 43 | 2,753 |
| Share of profi t/loss attributable to non-controlling interests |
(1,039) | (9) | (15) | (1,063) | (1,434) | (41) | 14 | (1,461) |
| Group net profi t | 2,863 | (1,881) | 42 | 1,024 | 1,174 | 61 | 58 | 1,293 |
| Profi t/loss of the Group per share | 0.31 | – | – | 0.11 | 0.13 | – | – | 0.14 |
| Change | ||||
|---|---|---|---|---|
| in € thousand | 1/1 – 31/3/2015 | 1/1 – 31/3/2014 | in € thousand | in % |
| Rental income | 5,590 | 6,185 | (595) | (10) |
| Service charge income | 1,034 | 1,324 | (290) | (22) |
| Service charge expenses | (2,094) | (2,193) | (99) | (5) |
| Other property operating expenses | (613) | (535) | 78 | 15 |
| Net rental income | 3,917 | 4,781 | (864) | (18) |
| General administrative expenses | (792) | (679) | 113 | 17 |
| Other operating income and expenses, | ||||
| disposal and valuation gains/losses | 1,891 | (62) | 1,953 | n/a |
| Operating result | 5,016 | 4,040 | 976 | 24 |
| Net interest expenses | (1,114) | (1,432) | (318) | (22) |
| Minority interests | (1,039) | (1,434) | (395) | (28) |
| Group net profi t | 2,863 | 1,174 | 1,689 | 144 |
Rental income of €5.6 million was down by €0.6 million, or 10 %, on the corresponding prior-year period. The decrease is primarily due to sales of properties in the meantime. On account of the increase in other property operating expenses, net rental income of €3.9 million was down by €0.9 million, or 18 %, on the prior-year fi gure of €4.8 million.
General administrative expenses increased to €0.8 million (prior year: €0.7 million) on account of higher personnel expenses and advisory fees. The acquisition of non-controlling interests in subsidiaries generated earnings of €1.3 million. The acquisition of an inner city property in Chemnitz via a subsidiary resulted in a valuation gain of €0.6 million. This produces an operating result of €5.0 million, which was up by €1.0 million, or 24 %, on the prior year (€4.0 million).
Due to savings related to repayments and lower interest rates, net interest expenses within the Group of €1.1 million were down by €0.3 million, or 22 %, on the prior-year fi gure of €1.4 million.
Aft er deducting the minority interests of €1.0 million (prior year: €1.4 million), the Fair Value Group closed the fi rst three months of the current fi scal year 2015 with a group net profi t of €2.9 million and €0.31 per share (prior year: €1.2 million and €0.13 per share).
Cash fl ow from operating activities At €1.7 million, cash received from operating activities was down by €1.0 million on the prior-year level, which is primarily attributable to the decrease in net rental income.
| Cash and cash equivalents | ||
|---|---|---|
| in € thousand | 1/1 – 31/3/2015 | 1/1 – 31/3/2014 |
| Net cash fl ow from operating activities | 1,729 | 2,764 |
| Net cash fl ow from investing activities | 9,607 | 18,204 |
| Net cash fl ow from fi nancing activities | (6,822) | (21,656) |
| Change in cash and cash equivalents | 5,014 | (688) |
| Cash and cash equivalents – start of period | 14,588 | 17,361 |
| Cash and cash equivalents – end of period | 19,602 | 16,673 |
Cash fl ow from investing activities Investing activities resulted in a net cash infl ow totalling €9.6 million (prior year: €18.2 million). At €13.2 million, the largest share was accounted for by the receipt of the purchase prices for three properties sold in the current year (Cologne, Ahaus and Pinneberg). A large share was also accounted for by cash paid for the acquisition of additional interests in subsidiaries of €2.9 million and €0.7 million for the full purchase price paid for the land in Chemnitz by the subsidiary H1CH.
Cash fl ow from fi nancing activities Cash outfl ow from fi nancing activities of €6.8 million (prior year: €21.7 million) is the result of scheduled repayments of €2.8 million and sales-related unscheduled repayments of €10.7 million. Also included are the costs for the reversal of an interest rate hedge (€0.9 million) as well as the deduction of the reversal of the provision for this interest derivative (around €0.8 million) contained in the group net profi t. The issue of the convertible bond is included as a cash infl ow of €8.4 million in the cash fl ow from fi nancing activities.
Liquidity Cash and cash equivalents at the Group increased by €5.0 million in the fi rst three months of the current fi scal year to €19.6 million (prior-year period: decrease of €0.7 million to €16.7 million). The increase is primarily due to as yet uninvested funds from the convertible bond.
Assets Total assets amounted to €304.2 million as of 31 March 2015, down by 2 % on the level as of 31 December 2014 (€311.9 million).
Non-current assets of around €279.2 million accounted for around 92 % of total assets (31 December 2014: €277.9 million, or 89 %). Of current assets of €25.0 million, or 8 %, of total assets (31 December 2014: €20.7 million), cash and cash equivalents of €19.1 million accounted for 76 %. At €5.9 million, receivables and other assets accounted for 24 %.
Equity and liabilities On 31 March 2015, assets of €81.2 million (27 %) were fi nanced by equity attributable to the shareholders of Fair Value REIT-AG and €223.0 million (73 %) by liabilities.
Here it must be taken into account that the minority interests in subsidiaries of €56.9 million are recognised under liabilities pursuant to IFRSs. For the calculation of the minimum equity ratio for the purpose of the REITG, 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 came to a total of €138.1 million, or 45 % of total assets (31 December 2014: €138.3 million, or 44 %).
With immovable assets totalling €269.4 million as of 31 March 2015, the REIT equity ratio amounted to 51.3 % (31 December 2014: 49.2 %).
Financial liabilities Taking into account the convertible bond of €8.46 million issued in January 2015 (fair value on 31 March 2015: around €8.3 million), the Group's fi nancial liabilities amounted to €159.9 million, or 53 % of total assets (31 December 2014: €165.1 million, or 53 %). Of this amount, €54.2 million, or 22 %, was current (31 December 2014: €54.2 million, or 33 %).
| Short name | Lender | Amount 31/12/2014 € thousand |
Amount 31/3/2015 € thousand |
Interest rate |
Bankmargin | Term |
|---|---|---|---|---|---|---|
| FV AG | Convertible bond (ISIN DE000A13SAB8) | – | (8,275) | 4.50 % | – | 19/1/2020 E |
| FV AG | Capital Bank GRAWE Group, Graz | (7,000) | (6,993) | EURIBOR | 5.00 % | 31/12/2016 E |
| FV AG | WIB Westdeutsche Immobilienbank AG 1) | (9,700) | (9,500) | 2.55 % | – | 30/6/2019 E |
| FV AG | WIB Westdeutsche Immobilienbank AG 1) | (12,004) | (9,833) | EURIBOR | 1.27 % | 30/6/2019 E |
| IC 07 | HSH Nordbank AG | (816) | – | – | – | – |
| IC 13 | HSH Nordbank AG | (10,693) | (10,616) | EURIBOR | 3.20 % | 30/10/2015 |
| IC 13 | HSH Nordbank AG | (2,067) | (1,997) | 3.10 % | – | 30/6/2015 |
| IC 13 | Sparkasse Langenfeld | (2,741) | (2,655) | 1.55 % | – | 30/3/2020 |
| BBV 06 | Unicredit Bank AG | (8,072) | – | – | – | – |
| IC 12 | WIB Westdeutsche Immobilienbank AG 2) | (1,979) | (1,965) | 5.20 % | – | 31/8/2016 |
| IC 15 | HSH Nordbank AG | (6,349) | (6,163) | EURIBOR | 3.10 % | 28/8/2015 |
| IC 15 | Sparkasse Südholstein | (7,720) | (7,652) | 2.71 % | – | 30/1/2018 |
| IC 15 | pbb Deutsche Pfandbriefbank | (2,904) | (2,904) | 3.00 % | – | 30/6/2015 |
| BBV 02 | Bayer. Beamten Lebensvers. a.G. 3) | (139) | (145) | 5.80 % | – | 31/12/2016 E |
| BBV 02 | Bayer. Beamten Lebensvers. a.G. 3) | (942) | (967) | 6.15 % | – | 31/12/2016 E |
| BBV 10 | Bayer. Beamten Lebensvers. a.G. | (22,193) | (21,899) | 3.90 % | – | 31/12/2015 |
| BBV 10 | Unicredit Bank AG | (25,658) | (25,365) | EURIBOR | 1.97 % | 31/3/2016 |
| BBV 10 | Unicredit Bank AG | (9,947) | (9,344) | EURIBOR | 2.05 % | 31/3/2016 |
| BBV 14 | DG Hypothekenbank AG 4) | (34,150) | (33,675) | EURIBOR | 1.25 % | 31/3/2016 E |
| Total | Separate fi nancial statements | (165,074) | (159,949) | |||
| Reversal of marked-to-market diff erences |
| Reversal of marked-to-market diff erences | ||||
|---|---|---|---|---|
| Total | and deferred processing fees | (8) | 66 | |
| Total | Consolidated fi nancial statements | (165,082) | (159,883) |
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) Fixed interest from 1 May 2015 to 31 March 2020 at 1.38 % p.a. // LTV 55 % // DSCR 110 %
Other than those loans marked with an "E" indicating the date of fi nal maturity, the terms relate to the agreed interest terms as of 31 March 2015. Aft er the terms have expired, the lenders have to off er new conditions.
As of the reporting date 31 March 2015, there were no longer any fi nancial liabilities secured using interest rate swaps (31 December 2014: €5.0 million, or 3.0 %, of the fi nancial liabilities at the Group). There is one interest hedge (interest cap) with a nominal volume of €33.6 million, or 20.7 % of fi nancial liabilities at the Group.
| Interest rate hedges 31/3/2015 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Amount € thousand |
Cap/Swap | Interest rate | Term | |||||
| BBV 14 | DZ Bank AG | 33,600 | Cap | 4.25 % | 31/3/2016 | |||
| Total | 33,600 | – | – | – |
The fi xed-interest loans amounted to €58.0 million, or 36 % of the Group's fi nancial liabilities (31 December 2014: €47.6 million, or 29 %).
As the interest rate cap has not had any eff ect on account of the agreed cap of the 3-month EURIBOR interest rate of 4.25 % p.a., €102.0 million, or 64 %, of fi nancial liabilities with no interest hedges are subject to variable interest on the reporting date (31 December 2014: around €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., the weighted interest rate for all fi nancial liabilities at the Group, taking into account the bank margins as of the reporting date, amounted to around 2.7 % p.a.
The weighted remaining term of the fi xed-interest and bank margin agreements amounted to 2.5 years following 1.5 years as of 31 December 2014.
Equity/net asset value (NAV) Adding the market values of the properties and investments, taking into account the other balance sheet items, resulted in a net asset value (NAV) of €81.2 million as of 31 March 2015, compared to €78.3 million as of 31 December 2014.
The 9,325,572 shares outstanding as of the reporting date produce a NAV of €8.71 per share following €8.39 as of 31 December 2014.
| NAV in the consolidated statement of fi nancial position | ||
|---|---|---|
| in € thousand | 31/3/2015 | 31/12/2014 |
| Market value of properties (including held for sale) | 269,408 | 280,958 |
| Other assets less other liabilities | 32,284 | 27,135 |
| Non-controlling interests | (56,850) | (60,048) |
| Financial liabilities | (159,883) | (165,082) |
| Other liabilities | (3,733) | (4,690) |
| Net asset value | 81,226 | 78,273 |
| Net asset value per share | 8.71 | 8.39 |
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 | 31/3/2015 | 31/12/2014 |
| NAV pursuant to consolidated balance sheet | 81,226 | 78,273 |
| Market value of derivative fi nancial instruments | 140 | 990 |
| Thereof attributable to minorities | (71) | (76) |
| EPRA-NAV | 81,295 | 79,187 |
| EPRA-NAV per share | 8.72 | 8.49 |
On 6 May 2015, the Company announced the successful and complete placement of the cash capital increase with shareholder subscription rights concluded on 17 April 2015 by fully using the authorised capital 2014. The Company's issued capital was increased by 50 % to €28,220,646.00 by issuing 4,703,441 new no-par value bearer shares with an notional share in issued capital of €2.00 each.
The gross issue proceeds amount to around €37 million, while net income aft er transaction costs will amount to an estimated €34.5 million. On 7 May 2015, the new shares were admitted for trading on the regulated market while at the same time being admitted for trading on the subsegment of the regulated market with additional post-admission obligations (Prime Standard) on the Frankfurt Stock Exchange. The new shares were included in the listing of the Company's shares on the Frankfurt Stock Exchange (ISIN DE000A14KRR3 / WKN A14KRR) on 8 May 2015.
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.
For fi scal year 2015, 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.
Favourable economic conditions are expected to continue having a positive eff ect on demand for space and therefore on the upcoming follow-up and new rentals in the Fair Value Group's portfolio.
The Management Board is confi dent that it can use the current market environment to continue pursuing its planned growth of Fair Value REIT-AG by making additions to the existing and investment portfolio that generate substantial cash fl ows with a focus on retail and offi ce properties at secondary locations in Germany.
The convertible bond of €8.5 million issued on January 2015 and the successful placement of the capital increase with net proceeds of around €34.5 million have laid the necessary fi nancial foundations.
The funds generated from this will be used to fi nance direct and indirect investment in commercial real estate. In this regard, up to 90 % of the funds generated is to be used to fi nance the acquisition of properties (direct investments) from subsidiaries and third parties and up to 10 % for the acquisition of further investments in subsidiaries as well as for general business purposes.
Munich, 11 May 2015
Fair Value REIT-AG
Frank Schaich , Management Board
| Consolidated balance sheet | ||
|---|---|---|
| in € thousand Note no. |
31/3/2015 | 31/12/2014 |
| Assets | ||
| Non-current assets | ||
| Intangible assets 3 |
68 | 78 |
| Property, plant and equipment | 31 | 3 |
| Investment property 4 |
269,408 | 267,718 |
| Other receivables and assets 5 |
9,660 | 10,110 |
| Total non-current assets | 279,167 | 277,909 |
| Current assets | ||
| Trade receivables | 2,769 | 2,981 |
| Income tax receivables | 4 | 19 |
| Other receivables and assets 5 |
3,135 | 3,157 |
| Cash and cash equivalents | 19,102 | 14,588 |
| Total current assets | 25,010 | 20,745 |
| Non-current assets held for sale 6 |
– | 13,240 |
| Total assets | 304,177 | 311,894 |
| Equity and liabilities | ||
| Equity | ||
| Issued capital | 18,814 | 18,814 |
| Capital reserves Revaluation reserve |
74,477 (18) |
74,387 (18) |
| Loss carryforward | (11,649) | (14,512) |
| Treasury shares | (398) | (398) |
| Total equity 7 |
81,226 | 78,273 |
| Non-current liabilities | ||
| Minority interests | 56,850 | 60,048 |
| Financial liabilities 8 |
124,500 | 110,907 |
| Derivative fi nancial instruments | 140 | 990 |
| Other liabilities | 634 | 635 |
| Total non-current assets | 182,124 | 172,580 |
| Current liabilities | ||
| Provisions | 588 | 555 |
| Financial liabilities 8 |
35,383 | 54,175 |
| Trade payables | 1,757 | 2,256 |
| Other liabilities | 3,099 | 4,055 |
| Total current assets | 40,827 | 61,041 |
| Total equity and liabilities | 304,177 | 311,894 |
| Consolidated statement of income | ||
|---|---|---|
| in € thousand Note no. |
1/1 – 31/3/ 2015 |
1/1 – 31/3/ 2014 |
| Rental income | 5,590 | 6,185 |
| Service charge income | 1,034 | 1,324 |
| Service charge expenses | (2,094) | (2,193) |
| Other property operating expenses | (613) | (535) |
| Net rental income | 3,917 | 4,781 |
| General administrative expenses 10 |
(792) | (679) |
| Other operating income | 1,368 | 75 |
| Other operating expenses | (49) | (35) |
| Total other operating income and expenses | 1,319 | 40 |
| Income from the disposal of investment properties and non-current assets | ||
| held for sale | 16,540 | 18,005 |
| Expenses in connection with the disposal of investment properties | ||
| and non-current assets held for sale | (16,558) | (18,107) |
| Profi t/loss from the disposal of investment property and non-current assets | ||
| held for sale | (18) | (102) |
| Valuation gains from investment property Valuation result |
590 590 |
– – |
| 4 | ||
| Operating result | 5,016 | 4,040 |
| Interest income | 5 | 16 |
| Interest expenses 11 |
(1,119) | (1,448) |
| Profi t/loss before taxes | 3,902 | 2,608 |
| Minority interests | (1,039) | (1,434) |
| Group net profi t | 2,863 | 1,174 |
| Earnings per share in € (basic/diluted) | 0.31 | 0.13 |
| Consolidated statement of comprehensive income | ||
|---|---|---|
| in € thousand | 1/1 – 31/3/ 2015 | 1/1 – 31/3/ 2014 |
| Group net profi t | 2,863 | 1,174 |
| Other comprehensive income | ||
| Gains (+) / losses (-) from cash fl ow hedges | – | – |
| minus minority interests - gains (-) / losses (+) | – | – |
| Total other comprehensive income | – | – |
| Total comprehensive income | 2,863 | 1,174 |
| Consolidated statement of changes in equity | |||||||
|---|---|---|---|---|---|---|---|
| in € thousand except for circulating shares |
Number of shares in circulation (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 | – | – | – | – | – | – | – |
| Group net profi t | – | – | – | – | – | 1,174 | 1,174 |
| As of 31 March 2014 | 9,325,572 | 47,034 | 46,167 | (398) | – | (10,956) | 81,847 |
| As of 1 January 2015 | 9,325,572 | 18,814 | 74,387 | (398) | (18) | (14,512) | 78,273 |
| Equity instrument | – | – | 90 | – | – | – | 90 |
| Group net profi t | – | – | – | – | – | 2,863 | 2,863 |
| As of 31 March 2015 | 9,325,572 | 18,814 | 74,477 | (398) | (18) | (11,649) | 81,226 |
| Consolidated statement of cash fl ows | ||
|---|---|---|
| in € thousand | 1/1 – 31/3/ 2015 | 1/1 – 31/3/ 2014 |
| Group net profi t | 2,863 | 1,174 |
| Adjustments to consolidated earnings for reconciliation to cash fl ow | ||
| from operating activities | ||
| Interest expenses | 1,119 | 1,448 |
| Interest income | (5) | (16) |
| Depreciation of property, plant and equipment and amortization of intangible assets |
10 | 10 |
| Profi ts (-) / losses (+) from the disposal of investment properties | 18 | (102) |
| Net valuation gains/losses | (590) | – |
| Other non-cash expenses | (1,237) | 5 |
| Shares of losses (+) / gains (-) attributable to minorities | 1,039 | 1,434 |
| Result from the valuation of derivative fi nancial instruments | – | (902) |
| Interest paid | (1,410) | (2,100) |
| Interest received | 5 | 16 |
| Changes in assets, equity and liabilities | ||
| Increase (-) / decrease (+) in trade receivables | 163 | 669 |
| Increase (-) / decrease (+) in other receivables | 22 | 1,819 |
| Decrease (-) / increase (+) in provisions | 33 | (39) |
| Decrease (-) / increase (+) in trade payables | (499) | (899) |
| Decrease (-) / increase (+) in other liabilities | 198 | 247 |
| Net cash fl ow from operating activities | 1,729 | 2,764 |
| Purchase of investment property | (650) | 2 |
| Purchase of property, plant and equipment and intangible assets | (28) | – |
| Acquisition of interests in subsidiaries | (2,937) | – |
| Proceeds from disposal of investment property / assets under construction | 13,222 | 18,202 |
| Net cash fl ow from investing activities | 9,607 | 18,204 |
| Proceeds from borrowings | 8,365 | – |
| Repayment of borrowings | (13,474) | (20,942) |
| Interest rate hedge | (1,713) | – |
| Dividends paid to non-controlling interests | – | (714) |
| Net cash fl ow from fi nancing activities | (6,822) | (21,656) |
| Change in cash and cash equivalents | 4,514 | (688) |
| Cash and cash equivalents – start of period | 14,588 | 17,361 |
| Cash and cash equivalents – end of period | 19,102 | 16,673 |
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 focuses 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. Information on other group relationships with related parties is presented in note 13.
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 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) while taking into account IAS 34 "Interim Financial Reporting".
The 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 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 31 March 2014.
Consolidation principles and basis of consolidation All subsidiaries are included in the consolidated fi nancial statements. The basis of consolidation did not change in comparison to 31 December 2014.
| Share of voting rights in % | Share as of 31/3/2015 |
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 | 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 | 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") | 56.97 | 51.21 |
| IC Fonds & Co. SchmidtBank-Passage KG, Munich ("IC 12") | 53.76 | 50.36 |
| BBV Immobilien-Fonds Nr. 14 GmbH & Co. KG, Munich ("BBV 14") | 49.54 | 45.56 |
| IC Fonds & Co. Gewerbeobjekte Deutschland 15. KG, Munich ("IC 15") | 47.83 | 40.22 |
| BBV Immobilien-Fonds Nr. 10 GmbH & Co. KG, Munich ("BBV 10") | 44.31 | 41.66 |
| BBV Immobilien-Fonds Erlangen GbR, Munich ("BBV 02") | 42.02 | 42.02 |
As of 31 March 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 at the entities BBV 06, BBV 10, BBV 14, IC 12, IC 13 and IC 15 to change in comparison to 31 December 2014, in some cases signifi cantly.
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 mainly 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 reporting quarter, €9 thousand was amortised on an amount of €61 thousand.
| Development of investment property | |||
|---|---|---|---|
| in € thousand | Direct investments | Subsidiaries | Total |
| Acquisition cost | |||
| As of 1 January 2015 | 38,062 | 325,678 | 363,740 |
| Additions | 3,670 | 1,690 | 5,360 |
| Disposals | – | (3,706) | (3,706) |
| As of 31 March 2015 | 41,732 | 323,662 | 365,394 |
| Changes in value | |||
| As of 1 January 2015 | (5,002) | (91,020) | (96,022) |
| Disposals | – | 36 | 36 |
| As of 31 March 2015 | (5,002) | (90,984) | (95,986) |
| Fair values | |||
| As of 1 January 2015 | 33,060 | 234,658 | 267,718 |
| As of 31 March 2015 | 36,730 | 232,678 | 269,408 |
The values determined by CBRE GmbH, Frankfurt, 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.
As of 31 March 2015, there were a total of 41 investment properties, of which 36 properties are freehold, four properties partially owned and one leasehold property. Compared to 31 December 2014, the number of properties increased by one. The addition of €1,690 thousand represents the fair value for the land acquired in Chemnitz, Hartmannstrasse 1, with the purchase price amounting to €1,100 thousand. The €450 thousand down payment on the purchase price recognised under other assets (non-current) was reversed. The remaining acquisition cost of €650 thousand was fi nanced via a shareholder loan with Fair Value REIT-AG (€600 thousand) and via cash and cash equivalents (€50 thousand) of H1CH. The market value for the property determined by CBRE amounts to €1,690 thousand. This gives rise to a net measurement gain of €590 thousand.
| Other assets (non-current) | ||
|---|---|---|
| in € thousand | 31/3/2015 | 31/12/2014 |
| Non-fi nancial assets | ||
| Receivable settlement balance BBV09 | 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 | 31/3/2015 | 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 | 91 | 7 |
| Settlement balance minority partners | 84 | 84 |
| Property management fees | 48 | – |
| Other | 25 | 18 |
| Collateral provided | 3 | 3 |
| Various entities of the IC group | 2 | – |
| Total fi nancial assets | 2,681 | 3,040 |
| Non-fi nancial assets | ||
| Consulting fees for capital increase | 346 | – |
| VAT | 80 | 45 |
| Other | 28 | 72 |
| Total non-fi nancial assets | 454 | 117 |
| Total assets | 3,135 | 3,157 |
With regard to other assets (current), fi nancial assets fell by €359 thousand compared to 31 December 2014. Non-fi nancial assets increased by €337 thousand. Consulting fees incurred in the reporting period to prepare the capital increase of €346 thousand were recorded as prepaid expenses. Aft er performing the capital increase, these prepaid expenses are off set against the capital reserves.
| in € thousand | 31/3/2015 | 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 (BBV 06) on 27 February 2015.
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 €159,883 thousand decreased by €5,199 thousand compared to 31 December 2014. Scheduled repayments of €2,799 thousand and extraordinary repayments totalling €10,675 thousand were made. Of the extraordinary repayments, €7,500 thousand relates to the sale of the logistics and offi ce property in Cologne (BBV 06), €500 thousand to the sale of the property in Ahaus (BBV 10) and €1,930 thousand to the sale of the property in Pinneberg at Fair Value. The loan of IC 07 at HSH Nordbank of €745 thousand was replaced in full with a shareholder loan of Fair Value.
As a result of the extraordinary repayments and the extension of the term of the loan of Fair Value at Capital Bank in Vienna of €7,000 thousand, current fi nancial liabilities decreased by €18,792 thousand.
The fair value of the convertible bond of Fair Value-REIT AG developed as follows as of 31 March 2015:
| Convertible loan | |
|---|---|
| in € thousand | |
| Convertible bond (nominal) | 8,460 |
| Transaction costs | ( 103) |
| Embedded derivative | ( 90) |
| Valuation | 8 |
| As of 31 March 2015 | 8,275 |
| in € thousand | 1/1 – 31/3/2015 | 1/1 – 31/3/2014 |
|---|---|---|
| Energy costs and water consumption | 755 | 772 |
| Property tax | 198 | 210 |
| Property management fees | 165 | 180 |
| Garden maintenance/cleaning | 154 | 120 |
| Servicing and operating technical systems | 102 | 151 |
| Insurance | 100 | 74 |
| Security | 90 | 83 |
| Caretaker costs | 84 | 84 |
| Non-deductible VAT | 73 | 104 |
| Other | 71 | 68 |
| Building cleaning | 68 | 76 |
| Management contract costs | 65 | 91 |
| Other operating expenses | 48 | 36 |
| Street cleaning/garbage removal | 46 | 50 |
| Maintenance cost payments for partially-owned properties | 35 | 52 |
| Other property costs | 26 | 33 |
| Advertising and promotional expenses | 14 | 7 |
| Expenses from the settlement of service charges | – | 2 |
| Service charge expenses | 2,094 | 2,193 |
| Repairs and maintenance costs | 390 | 501 |
| Technical building maintenance | 139 | 31 |
| Letting costs | 84 | 3 |
| Other property operation expenses | 613 | 535 |
| Total property operating expenses | 2,707 | 2,728 |
| in € thousand | 1/1 – 31/3/2015 | 1/1 – 31/3/2014 |
|---|---|---|
| Personnel expenses | 177 | 120 |
| Offi ce expenses | 19 | 13 |
| Travel and vehicle expenses | 7 | 8 |
| Accounting | 32 | 33 |
| Stock market listing, Annual General Meeting and events | 57 | 70 |
| Appraisals | 10 | 35 |
| Legal and consulting fees | 88 | 33 |
| Audit fees | 49 | 40 |
| Remuneration (Supervisory Board, Advisory Board and General Partner remuneration) |
39 | 25 |
| Fund management | 139 | 130 |
| Trustee fees | 68 | 89 |
| Amortisation, depreciation and impairment | 9 | 10 |
| Other | 44 | 37 |
| Non-deductible input tax | 54 | 36 |
| Total general administrative expenses | 792 | 679 |
Of the general administrative expenses, €428 thousand (54 %) was attributable to Fair Value, compared to €369 thousand (54 %) in the prior year. An amount of €364 thousand (46 %) was attributable to the subsidiaries, compared to €310 thousand (46 %) in the prior year. At the subsidiary BBV 03, provisions were made for anticipated legal costs of €30 thousand stemming from a lawsuit fi led by the buyer of the property in Weyhe relating to maintenance allegedly not having been carried out.
| in € thousand | 1/1 – 31/3/2015 | 1/1 – 31/3/2014 |
|---|---|---|
| Changes in value of derivative fi nancial instruments / consumption of provisions | 841 | 902 |
| Other interest expenses | ( 1,960) | ( 2,350) |
| Total interest expenses | ( 1,119) | ( 1,448) |
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, €1,006 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 €91 thousand relates to standby fees, the reversal of accruals for processing fees as well as the payment of a cap premium.
| 1/1 – 31/3/2015 | 1/1 – 31/3/2014 | |||
|---|---|---|---|---|
| in € thousand | Segment revenue | Segment earnings | Segment revenue | Segment earnings |
| Direct investments | 732 | 550 | 817 | 554 |
| Subsidiaries | 5,892 | 3,159 | 6,692 | 3,801 |
| Total segment revenue and earnings | 6,624 | 3,709 | 7,509 | 4,355 |
| Central administrative expenses and other | – | 1,307 | – | ( 315) |
| Net interest expenses | – | ( 1,114) | – | ( 1,432) |
| Minority interests | – | ( 1,039) | – | ( 1,434) |
| Profi t/loss of the Group | – | 2,863 | – | 1,174 |
The table below shows the profi t and loss statements of the segments; the "Subsidiaries" segment has been broken down by subsidiary.
| 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 operating expenses | (6) | (50) | (15) | – | (103) | |
| Segment-related administrative expenses | (37) | (11) | (11) | (7) | (22) | |
| Other operating expenses and income (balance) | (8) | 10 | 5 | – | 2 | |
| Gain from disposal of investment property | – | – | – | – | – | |
| Valuation gains | – | – | – | 590 | – | |
| Valuation losses | – | – | – | – | – | |
| Segment earnings | 550 | 119 | 93 | 587 | 258 | |
| Central administrative expenses | (391) | – | – | – | – | |
| Other expenses | – | – | – | – | – | |
| Net interest expenses | (223) | (7) | (18) | – | (123) | |
| Minority interests | – | – | – | – | – | |
| Income taxes | – | – | – | – | – | |
| Net income | (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 |
| Direct investments |
||||||
|---|---|---|---|---|---|---|
| in € thousand | FV AG | IC 03 | IC 07 | IC 12 | IC 13 | |
| Rental income | 669 | – | 154 | 120 | 469 | |
| Service charge income | 148 | – | 82 | 72 | 132 | |
| Segment revenue | 817 | – | 236 | 192 | 601 | |
| Service charge expenses | (205) | (10) | (100) | (100) | (165) | |
| Other property operating expenses | (8) | – | (27) | (106) | (66) | |
| Segment-related administrative expenses | (41) | (4) | (16) | (10) | (24) | |
| Other operating expenses and income (balance) | – | – | – | (4) | – | |
| Valuation losses | (9) | – | – | – | – | |
| Segment earnings | 554 | (14) | 93 | (28) | 346 | |
| Central administrative expenses | (328) | – | – | – | – | |
| Other income from at equity accounted participations | 1,691 | – | – | – | – | |
| Net interest expenses | (347) | – | (9) | (17) | (113) | |
| Minority interests | – | – | – | – | – | |
| Net income | 1,570 | (14) | 84 | (45) | 233 |
| Subsidiaries | ||||||||
|---|---|---|---|---|---|---|---|---|
| IC 15 | BBV 02 | BBV 03 | BBV 06 | BBV 10 | BBV 14 | Total | Reconciliation | Group |
| 730 | – | 170 | 693 | 1,881 | 1,299 | 5,516 | – | 6,185 |
| 87 | – | 26 | 73 | 402 | 302 | 1,176 | – | 1,324 |
| 817 | – | 196 | 766 | 2,283 | 1,601 | 6,692 | – | 7,509 |
| (104) | (19) | (42) | (250) | (780) | (418) | (1,988) | – | (2,193) |
| (16) | – | (20) | (72) | (161) | (59) | (527) | – | (535) |
| (29) | (7) | (22) | (47) | (82) | (69) | (310) | – | (351) |
| (29) | – | – | – | 51 | 9 | 27 | 13 | 40 |
| – | (8) | – | (75) | (3) | (7) | (93) | – | (102) |
| 639 | (34) | 112 | 322 | 1,308 | 1,057 | 3,801 | 13 | 4,368 |
| – | – | – | – | – | – | – | – | (328) |
| – | – | – | – | – | – | – | (1,691) | – |
| (140) | (14) | – | (183) | (464) | (145) | (1,085) | – | (1,432) |
| – | – | – | – | – | – | – | (1,434) | (1,434) |
| 499 | (48) | 112 | 139 | 844 | 912 | 2,716 | (3,125) | 1,174 |
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 03 | IC 07 | IC 12 | H1CH | IC 13 | ||
| Property, plant and equipment and intangible assets | 11 | – | – | 24 | – | 3 | ||
| Investment property | 36,360 | – | 8,630 | 7,570 | 1,690 | 18,450 | ||
| Non-current assets held for sale | – | – | – | – | – | – | ||
| Trade receivables | 318 | 20 | 273 | 92 | 5 | 65 | ||
| Income tax receivables | 18 | – | – | – | – | – | ||
| Other receivables and assets | 12,481 | 8 | 6 | 5 | – | 9 | ||
| Cash and cash equivalents | 2,186 | 343 | 54 | 844 | 12 | 723 | ||
| Segment assets subtotal | 51,374 | 371 | 8,963 | 8,535 | 1,707 | 19,250 | ||
| Participation in subsidiaries | 63,245 | – | – | – | – | – | ||
| Total assets | 114,619 | 371 | 8,963 | 8,535 | 1,707 | 19,250 | ||
| Provisions | (411) | (16) | (7) | (9) | – | (11) | ||
| Trade payables | (369) | (216) | (43) | (69) | – | (99) | ||
| Other liabilities | (713) | (12) | (28) | (53) | – | (269) | ||
| Segment liabilities subtotal | (1,493) | (244) | (78) | (131) | – | (379) | ||
| Minority interests | – | – | – | – | – | – | ||
| Financial liabilities | (34,601) | – | (750) | (1,965) | (620) | (15,268) | ||
| Derivative fi nancial instruments | – | – | – | – | – | – | ||
| Total liabilities | (36,094) | (244) | (828) | (2,096) | (620) | (15,647) | ||
| Net assets as of 31 March 2015 | 78,525 | 127 | 8,135 | 6,439 | 1,087 | 3,603 | ||
| Overview of maturities of fi nancial liabilities |
| Long term | (33,769) | – | – | (1,861) | – | (14,750) | |
|---|---|---|---|---|---|---|---|
| Short term | (832) | – | (750) | (104) | (620) | (518) | |
| Financial liabilities | (34,601) | – | (750) | (1,965) | (620) | (15,268) |
| Subsidiaries | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| IC 15 | BBV 02 | BBV 03 | BBV 06 | BBV 10 | BBV 14 | Total | Reconciliation | Group | |
| – | – | – | – | – | – | 27 | 61 | 99 | |
| 32,830 | – | – | 13,038 | 80,650 | 69,820 | 232,678 | 370 | 269,408 | |
| – | – | – | – | – | – | – | – | – | |
| 93 | – | 18 | 73 | 1,059 | 694 | 2,392 | 59 | 2,769 | |
| – | – | – | – | – | – | – | (14) | 4 | |
| 76 | 1,382 | 6 | 97 | 50 | 43 | 1,682 | (1,368) | 12,795 | |
| 1,885 | 42 | 4,384 | 1,495 | 3,147 | 3,802 | 17,231 | 185 | 19,102 | |
| 34,884 | 1,424 | 4,408 | 14,703 | 84,906 | 74,359 | 254,010 | (707) | 304,177 | |
| – | – | – | – | – | – | – | (63,245) | – | |
| 34,884 | 1,424 | 4,408 | 14,703 | 84,906 | 74,359 | 254,010 | (63,952) | 304,177 | |
| (18) | (9) | (9) | (20) | (25) | (48) | (172) | (5) | (588) | |
| (45) | (8) | (68) | (59) | (579) | (202) | (1,388) | – | (1,757) | |
| (196) | (4) | (111) | (432) | (1,468) | (425) | (2,998) | (22) | (3,733) | |
| (259) | (21) | (188) | (511) | (2,072) | (675) | (4,558) | (27) | (6,078) | |
| – | – | – | – | – | – | – | (56,850) | (56,850) | |
| (16,720) | (1,112) | – | – | (56,608) | (33,609) | (127,152) | 1,370 | (159,883) | |
| – | – | – | – | – | (140) | (140) | – | (140) | |
| (16,979) | (1,133) | (188) | (511) | (58,680) | (34,424) | (131,850) | (55,507) | (222,951) | |
| 17,905 | 291 | 4,220 | 14,192 | 26,226 | 39,935 | 121,073 | (119,459) | 81,226 | |
| (7,440) | (1,033) | – | – | (33,123) | (32,524) | (91,231) | – | (124,500) | |
| (9,280) | (79) | – | – | (23,485) | (1,085) | (35,921) | 1,370 | (35,383) |
(16,720) (1,112) – – (57,108) (33,609) (127,152) 1,370 (159,883)
| 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) | |
| Minority 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 | |||||||
| Long term | (18,782) | – | – | (1,880) | – | (14,736) | |
| Short term | (9,909) | – | (816) | (104) | – | (765) | |
| Financial liabilities | (28,691) | – | (816) | (1,984) | – | (15,501) |
| Subsidiaries | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| IC 15 | BBV 02 | BBV 03 | BBV 06 | BBV 10 | BBV 14 | Total | Reconciliation | Group | |
| – | – | – | – | – | – | – | 70 | 81 | |
| 32,830 | – | 3,670 | 13,038 | 80,650 | 69,820 | 234,658 | – | 267,718 | |
| – | – | – | 8,350 | 1,640 | – | 9,990 | – | 13,240 | |
| 149 | 2 | 18 | 200 | 1,145 | 671 | 2,676 | 15 | 2,981 | |
| – | – | – | – | – | – | – | – | 19 | |
| 2 | 1,390 | – | 96 | 9 | – | 2,460 | 2 | 13,267 | |
| 1,769 | 51 | 1,028 | 1,232 | 2,433 | 4,027 | 12,128 | 182 | 14,588 | |
| 34,750 | 1,443 | 4,716 | 22,916 | 85,877 | 74,518 | 261,912 | 269 | 311,894 | |
| – | – | – | – | – | – | – | (60,308) | – | |
| – | – | – | – | – | – | – | – | – | |
| 34,750 | 1,443 | 4,716 | 22,916 | 85,877 | 74,518 | 261,912 | (60,039) | 311,894 | |
| (15) | (9) | (8) | (22) | (22) | (41) | (167) | (5) | (555) | |
| (104) | (17) | (7) | (405) | (879) | (257) | (2,149) | – | (2,256) | |
| (237) | (4) | (46) | (388) | (1,517) | (602) | (3,173) | (26) | (4,690) | |
| (356) | (30) | (61) | (815) | (2,418) | (900) | (5,489) | (31) | (7,501) | |
| – | – | – | – | – | – | – | (60,048) | (60,048) | |
| (16,958) | (1,112) | – | (8,072) | (57,798) | (34,150) | (136,391) | – | (165,082) | |
| – | – | – | – | – | (140) | (140) | – | (990) | |
| (17,314) | (1,142) | (61) | (8,887) | (60,216) | (35,190) | (142,020) | (60,079) | (233,621) | |
| 17,436 | 301 | 4,655 | 14,029 | 25,661 | 39,328 | 119,392 | (120,118) | 78,273 | |
| (7,494) | (1,033) | – | – | (34,020) | (32,962) | (92,125) | – | (110,907) | |
| (9,464) | (79) | – | (8,072) | (23,778) | (1,188) | (44,266) | – | (54,175) | |
| (16,958) | (1,112) | – | (8,072) | (57,798) | (34,150) | (136,391) | – | (165,082) |
| in € thousand | 1/1 – 31/3/2015 | 1/1 – 31/3/2014 |
|---|---|---|
| Receivables | 9 | 125 |
| Trade payables | (45) | (52) |
| Total | (36) | 73 |
This report was not subject to an audit pursuant to Sec. 317 HGB 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, 11 May 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, 11 May 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 May 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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