Quarterly Report • May 21, 2012
Quarterly Report
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my Berlin. my home.
| 31.03.2012 | 31.03.2011 | |
|---|---|---|
| Vacancy rate (residential) | 3.3 % | 3.7 % |
| In-place rent (residential) | 5.12 EUR / sqm | 4.92 EUR / sqm |
| EUR mn | 1.1.-31.03.2012 | 1.1.-31.03.2011 |
|---|---|---|
| Net rental income | 39.7 | 34.8 |
| Result on disposal of investment property | 2.1 | 1.3 |
| EBITDA | 31.9 | 48.6 |
| Adjusted EBITDA | 33.3 | 28.8 |
| Net operating profit (EBIT) | 31.7 | 48.3 |
| Consolidated net income for the period | 8.7 | 33.2 |
| FFO I (excl. sales result) | 15.0 | 13.2 |
| AFFO1 | 11.4 | 11.6 |
| FFO II (incl. sales result) | 17.1 | 14.5 |
1 FFO I less capitalised expenses for modernisation and maintenance
| EUR mn | 31.03.2012 | 31.12.2011 |
|---|---|---|
| Investment property | 2,918.7 | 2,930.2 |
| Cash and cash equivalents | 70.5 | 62.6 |
| Shareholders' equity | 1,168.6 | 1,166.4 |
| Financial liabilities | 1,756.4 | 1,770.9 |
| Total assets | 3,038.3 | 3,039.7 |
| EPR A NAV |
1,230.1 | 1,219.9 |
| Loan-to-Value | 57.4 % | 58.0 % |
| Equity ratio | 38.5 % | 38.4 % |
| EUR | 1.1.-31.03.2012 | 1.1.-31.03.2011 |
|---|---|---|
| FFO I per share2 | 0.37 | 0.32 |
| AFFO per share2 | 0.28 | 0.28 |
| EUR | 31.03.2012 | 31.12.2011 |
| EPR A NAV per share2 |
29.96 | 29.72 |
2 In deviation from the EPS calculation in line with IAS 33.19, this key ratio is calculated on the basis of the 41,052,630 shares outstanding as of 31 March 2012
The listed company GSW has been letting, administering and managing one of the largest property portfolios in Berlin for more than 85 years. Its name is synonymous with experience, stability and economic soundness.
In order to maintain and expand our market position, we permanently strive to take new paths that bridge the gap between innovation and tradition.
We continue to develop without abandoning the tried and trusted. Our strategy focuses on the long-term management of rental property using a systematic approach aimed at enhancing both customer satisfaction and operational efficiency.
We manage a real estate portfolio of around 53,000 residential units that was valued at EUR 2.9 billion as of 31 December 2011. In addition, a subsidiary of GSW manages approximately 17,400 residential and commercial units for third parties.
With a firm customer focus, we use all of our experience and industry expertise to conserve and increase the value of our properties.
At the same time, we are aware of our social responsibility for Berlin and are involved in social, cultural and sports projects and for the people who live here, our tenants and employees.
As a capital market-oriented housing company, we are bound to the interests and needs of all our stakeholders. Our duty is to identify and target shared objectives and find an appropriate and fair balance in the event of conflicting interests.
| To our shareholders 3 | |
|---|---|
| Letter from the Management Board 3 | |
| Share 5 | |
| O verview 5 |
|
| Share price performance 5 | |
| Shareholder structure 6 | |
| Capital increase 6 | |
| Financial calendar 6 | |
| financial statements 16 | |
|---|---|
| Balance sheet 17 | |
| Income statement 19 | |
| Statement of comprehensive income 20 | |
| Statement of changes in the shareholders' equity 21 | |
| Cash flow statement 22 | |
| management report7 | |
|---|---|
| Economic report 8 | |
| Development of the housing portfolio 8 | |
| Results of operations, net assets and | |
| financial position 10 | |
| Report on post-balance sheet date events 14 | |
| Risks and opportunities 14 | |
| Outlook 15 |
| Responsibility statement 34 | |
|---|---|
| Disclaimer 35 | |
| Imprint |
Andreas Segal Chief Financial Officer
Thomas Zinnöcker Chief Executive Officer
Jörg Schwagenscheidt Chief Operating Officer
DEAR SHAREHOLDERS, DEAR LADIES AND GENTLEMEN,
We are proud to look back on a successful first quarter of 2012. In the first three months of the current year, GSW continued on its successful path. This is mainly due to our long-term financing structure and our sustainable and stable business model, which is focused on the booming Berlin housing market.
In November 2011, GSW added around 4,800 residential and commercial units in attractive Berlin locations to its portfolio. Over the past months we have worked hard to successfully integrate the new portfolio into the existing housing stock. This process has now been completed, and the above-average rents and relatively low vacancy rate in this portfolio will therefore increase the Company's profitability this year.
In comparison to the first quarter of 2011, adjusted EBITDA was up 15.8% at EUR 33.3 million and was thus within our expectations. This increase is primarily due to improved net rental income as a result of higher rents, a lower vacancy rate and reduced administrative expenses. Overall, net rental income rose by around 14% year-on-year to EUR 39.7 million. At the same time, we were able to reduce the vacancy rate by approximately 11% to 3.3%,
while in the same period in-place rent increased by 4.1% to EUR 5.12 per sqm per month. FFO I rose by 13.6% to EUR 15.0 million as a result of the operating performance and the larger portfolio as compared to the same quarter of the previous year.
Net asset value (EPRA NAV), i.e. the economic equity of the Group, also increased to EUR 1,230 million as at the end of the first quarter. The loan-to-value ratio accordingly decreased to 57.4%.
With a portfolio of around 53,000 residential units and 17,400 residential units managed for third parties, GSW is the leading listed residential real estate company operating in Berlin. We intend to expand this position further. At the end of April/beginning of May, we carried out a capital increase with net issue proceeds of approximately EUR 190.3 million to finance further growth, for future purchases and for optimising our strategic and financial flexibility. More than 90% of our existing shareholders exercised their subscription rights and participated in the capital increase. The successful placement and the high level of acceptance among our shareholders showed us that the capital market is rewarding the stability and continuity of GSW's business model, which combines sustainable growth with an attractive dividend policy. The additional equity will enable us to continue pushing ahead with this strategy and allow our shareholders to participate in the Company's success.
These positive prospects underpin our forecast of generating FFO I of around EUR 59 million to EUR 63 million in the 2012 financial year, not including any acquisitions made.
We would like to thank our shareholders and tenants for the trust they have placed in us. We would also like to express our particular gratitude to our employees for their great commitment, since it was their tireless efforts that made it possible for us to pursue the growth strategy further while also successfully continuing operating business in the first few months of this year. The social and societal responsibility for our tenants and for the city of Berlin as well as taking economic and ecological responsibility as part of our sustainability-based business model remain a key criterion in this.
Berlin, May 2012
Thomas Zinnöcker (CEO) GSW Immobilien AG
Jörg Schwagenscheidt (COO) GSW Immobilien AG
Andreas Segal (CFO) GSW Immobilien AG
| Sector | Real estate |
|---|---|
| German securities identification number/ ISIN |
GSW111 / DE000GSW1111 |
| Stock exchange abbreviation | GIB |
| Bloomberg | GIB:GR |
| Reuters | GIBG.DE |
| Share capital before capital increase |
EUR 41,052,630 |
| No. of shares before capital increase |
41,052,630 no-par-value individual shares |
| Initial listing | 15 April 2011 |
| Market capitalisation (as of: 30 March 2012) |
EUR 1,064 mn |
| Market segment | Prime Standard |
| Trading centres | Frankfurt Stock Exchange, XETRA, Regulated Market (Regulierter Markt) of the Berlin Stock Exchange |
| Designated sponsors | Deutsche Bank, Goldman Sachs International and DZ Bank |
| Indices | MDAX FTSE EPRA / NAREIT Global Real Estate Index Serie |
GSW's share price developed positively in line with the market as a whole in the first quarter, climbing by approximately 15.7% as against the price at the end of 2011 to reach a closing price of EUR 25.92 per share on 30 March.
As at the reporting date 13 January 2012, Cerberus and Whitehall – formerly the biggest shareholders – each successfully placed around 4 million GSW shares on the capital market. As a result, the free float rose significantly from 74% to 94% and the share's weighting in the relevant indices increased accordingly.
As at 13 April, the GSW share's weighting in the MDAX amounted to 1.21%. In the EPRA Germany Index, the share represented approximately 16% of the shares included here as at 31 March 2012.
As of March 30, 2012
(on the basis of voting right notifications pursuant to WpHG of which we are aware)
* The free float as defined by Deutsche Börse AG accounts to roughly 94%.
With effect from 27 April 2012, GSW successfully carried out a capital increase with indirect subscription rights for the shareholders. The company's share capital was increased by EUR 9,473,684, using part of the authorised capital, by issuing new shares. These new shares are already fully entitled to participate in dividends for the 2011 financial year. The total number of bearer shares thus increased to 50,526,314.
The new shares were offered to the existing shareholders at a subscription ratio of 13:3 and a subscription price of EUR 21.30 per new share. Overall, 99.72% of the new shares were subscribed to by exercising subscription rights, with only around 9% of the
subscription rights being traded. The remainder of the new shares, for which subscription rights were not exercised, were sold on the stock exchange. On 3 May 2012 the share quoted at EUR 26.05, already considerably higher than the level before the capital increase was announced. This shows the high level of interest in GSW's business model and the confidence that many investors have in the company after just one year on the capital market.
| 31 May 2012 | Kempen Conference (Amsterdam) |
|---|---|
| 21 June 2012 | Morgan Stanley Conference (London) |
| 28 June 2012 | Annual General Meeting (Berlin) |
| 20 August 2012 | Interim Report H1-2012 |
| 12 / 13 September 2012 | Bank of America Global Real Estate Conference (New York) |
| Economic report 8 | |
|---|---|
| Development of the housing portfolio 8 | |
| Results of operations, net assets and | |
| financial position 10 | |
| Report on post-balance sheet date events 14 | |
| Risks and opportunities 14 | |
| Outlook 15 |
GSW's business model is focused on managing residential property in Berlin so as to generate stable cash surpluses that grow steadily over time. As one of Germany's most attractive residential real estate markets, which has also been characterised for a number of years by positive demographic trends in contrast to the national average, Greater Berlin offers excellent background conditions.
One key strategic component is active, valueoriented portfolio management with the objective of generating sustainable returns and increasing these, as well as ensuring the value retention of the portfolio and the competitiveness of GSW in the long term. This includes, among other aspects, the continuous development of the company's own housing stock by means of maintenance and modernisation measures that add value and continuous efficiency improvements while maintaining a clear customer focus in property management.
In addition to optimising the current portfolio, GSW also still plans to carry out targeted and appropriately priced acquisitions of new stock with good development and yield prospects with only a slight increase in administrative expenses and to sustainably strengthen the local market position in Greater Berlin.
Selective opportunistic sales of residential units and portfolios round off the options. Such sales are made in particular from the portfolio of owner-occupied apartments and are used to further optimise income from management. Additional cash flows are also generated for the company in this way.
With 52,583 company-owned residential units, 913 commercial units, 8,767 garages / car spaces and 17,383 residential and commercial units for third parties, GSW manages and leases one of the largest property portfolios in the German capital. As of the reporting date, the vacancy rate for the residential units was 3.3% (31 March 2011: 3.7%) and was reduced by 0.1 percentage points in the first quarter of 2012. The average residential in-place rent in the portfolio was EUR 5.12/ sqm on 31 March 2012, up EUR 0.04/ sqm as against the end of 2011. This increase was attributable both to rent increases for existing tenants – for example, due to the expiry of rent restrictions for around 500 units in Berlin-Reinickendorf with an increase in the in-place rent of approximately 15% – and also new rentals of units which were considerably higher than the existing rents on average.
No. of residential units | In-place rent in EUR / sqm | Vacancy rate1 0 < 2,500 < 5,000 < 7,500 > 7,500
District No. of GSW residential units
1 The vacancy rate corresponds to the number of residential units not leased divided by the number of residential units available for leasing.
Effective 1 November 2011, GSW acquired a subsidiary of GAGFAH S.A. with 4,857 residential and commercial units with total space of around 296,400 sqm as part of a share deal. The purchase price was EUR 330 million or around EUR 1,113/ sqm.
Following a transitional period, the portfolio has been managed by GSW since 1 February 2012. The economic data relevant to the portfolio have developed in line with expectations. This includes a steady development in rents: since the acquisition in November 2011, the residential in-place rent has increased from EUR 5.61/ sqm to EUR 5.69/ sqm (as at 31 March 2012).
Through continuous investments in both the fabric of the buildings and the standard of the residential units, GSW ensures the basis for its housing stock's longterm rentability and for the appeal of its residential units. For instance, modernisation measures are carried out as part of the new rental of residential units in order to put them in a modern condition and thus to achieve an adjustment to the current market rent. Alongside general maintenance and individual value-enhancement measures, in future GSW will also undertake modernisation projects involving comprehensive packages of measures. In this way, the overall solid positioning of the GSW portfolio on the Berlin market will be further strengthened and expanded.
| Net rental income (EUR mn) | 01.01.- 31.03.2012 |
01.01.- 31.03.2011 |
|---|---|---|
| Income from rents | 50.4 | 45.0 |
| Income from management activities and other income |
2.7 | 2.6 |
| Gross rental income | 53.1 | 47.7 |
| Income from direct government grants |
2.1 | 2.7 |
| Total rental income | 55.2 | 50.4 |
| Cost of materials | (9.3) | (8.9) |
| Personnel expenses | (4.6) | (4.0) |
| Other property operating expenses /income |
(1.6) | (2.6) |
| Net rental income | 39.7 | 34.8 |
Net rental income was increased by EUR 4.9 million year-on-year. The main factors influencing this rise in income were the acquisition of a property portfolio with more than 4,800 units in the fourth quarter of 2011, rent increases, and the reduction in the vacancy rate.
Overall, the average rent for the leased residential units increased by 4.1% year-on-year to EUR 5.12/ sqm as at 31 March 2012 (31 March 2011: EUR 4.92/ sqm). In addition, GSW reduced the vacancy rate in its portfolio to 3.3% (31 March 2011: 3.7%).
The higher income from current rental business is countered by a reduction in government grants as planned.
The slight increase in the cost of materials chiefly results from the larger real estate portfolio.
There was a rise in expenses for modernisation and maintenance in the period under review. At the same time, the capitalisation rate increased as a result of increased implementation of value-enhancement measures.
| Result on disposals (EUR mn) |
01.01.- 31.03.2012 |
01.01.- 31.03.2011 |
|---|---|---|
| Investment property disposal proceeds |
16.0 | 9.8 |
| Carrying value of investment property disposals |
(11.8) | (6.6) |
| Operating expenses for investment property disposed |
(2.1) | (1.9) |
| Result on disposal of investment property |
2.1 | 1.3 |
Thanks to the favourable demand situation in Berlin, GSW sold 208 residential and commercial units with transfer of benefits and burdens in the first quarter of 2012 (2011: 122). This resulted in income of EUR 2.1 million.
| Administrative expenses (adjusted) (EUR mn) |
01.01.- 31.03.2012 |
01.01.- 31.03.2011 |
|---|---|---|
| General administrative expenses |
(10.1) | (13.2) |
| Expenses for capital measure | 1.2 | 2.5 |
| Long term incentive plan (LTIP ) |
0.9 | 2.9 |
| Project costs (pro rata) | 0.2 | 0.8 |
| Acquisition costs | 1.1 | 0.0 |
| Administrative expenses (adjusted) |
(6.7) | (7.1) |
Administrative expenses fell by EUR 3.1 million yearon-year to a total of EUR 10.1 million in the first three months of 2012. The decrease was primarily due to one-off effects such as costs for implementing the IPO and costs relating to the refinancing concluded for the CMBS loan in the previous year. This effect was reinforced by the higher long term incentive plan (LTIP) in the previous year.
This is countered in 2012 by costs for implementing the capital increase and for acquisition projects.
Adjusted for one-off influences, administrative expenses amounted to EUR 6.7 million and were thus slightly below the previous year's level (2011: EUR 7.1 million).
| Interest result (EUR mn) | 01.01.- 31.03.2012 |
01.01.- 31.03.2011 |
|---|---|---|
| Interest income from valuation of derivatives and loan |
||
| amortisation | 3.4 | 6.5 |
| Interest income from | ||
| derivatives | 3.8 | 1.5 |
| Other interest income | 0.1 | 0.1 |
| Interest income | 7.3 | 8.1 |
| Interest expenses from valuation of derivatives and |
||
| loan amortisation | (7.1) | (9.0) |
| Interest expenses from interest | ||
| derivatives | (8.3) | (5.0) |
| Interest expenses from financing of investment |
||
| property | (13.2) | (10.2) |
| Other interest | ||
| expenses /finance lease | (0.4) | (0.6) |
| Interest expenses | (29.1) | (24.8) |
| Interest result | (21.8) | (16.7) |
The company's interest income decreased by EUR 0.8 million year-on-year to EUR 7.3 million. This was due to lower income from the valuation of financial instruments, which was only partially offset by higher interest income from interest rate hedges.
At the same time, interest expenses increased by EUR 4.3 million to EUR 29.1 million. This was chiefly due to higher current interest as a result of financing the acquisition and refinancing the CMBS loan in the previous year.
Overall, this resulted in a EUR 5.1 million decline in the interest result to EUR -21.8 million.
| Income statement (EUR mn) | 01.01.- 31.03.2012 |
01.01.- 31.03.2011 |
|---|---|---|
| Net rental income | 39.7 | 34.8 |
| Result on disposal of investment property |
2.1 | 1.3 |
| Net valuation gains on investment property |
- *) | - *) |
| Administrative expenses | (10.1) | (13.2) |
| Other income, net | 0.0 | 25.4 |
| Net operating profit (EBIT) | 31.7 | 48.3 |
| Net result of investments | 0.1 | 0.1 |
| Interest result | (21.8) | (16.7) |
| Profit before income taxes (EBT) |
10.0 | 31.7 |
| Income taxes | (1.3) | 1.5 |
| Consolidated net income for the period |
8.7 | 33.2 |
* External valuation of property generally once a year, as of 31 December.
In the first quarter of 2012, GSW generated consolidated net income of EUR 8.7 million. This represents a year-on-year decrease of EUR 24.5 million, although this is chiefly due to the sale of BMH Berlin Mediahaus GmbH in January 2011.
Adjusted for the one-off effect of the BMH sale (EUR 25.4 million), there was a significant increase in EBIT of EUR 8.8 million. This is attributable to the rise in net rental income, sales result and the decline in administrative expenses.
FFO I, a key performance indicator for GSW, is determined by adjusting EBIT for write-downs, the remeasurement result, IPO, LTIP, restructuring, project and acquisition costs, the sales result and net interest and tax payments as follows:
| Adjusted EBITDA / FFO (EUR mn) |
01.01.- 31.03.2012 |
01.01.- 31.03.2011 |
|---|---|---|
| EBIT | 31.7 | 48.3 |
| Depreciation | 0.2 | 0.3 |
| Fair value adjustment of investment property |
0.0 | 0.0 |
| EBITDA | 31.9 | 48.6 |
| IPO costs | 1.2 | 2.5 |
| Restructuring expenses | 0.1 | 0.1 |
| Project costs | 0.2 | 1.4 |
| Acquisition costs | 1.1 | 0.0 |
| Long term incentive plan (LTIP ) |
0.9 | 2.9 |
| Gains /losses on disposal of property, plant and equipment and financial investments |
0.0 | (25.4) |
| Result on disposal of investment property |
(2.1) | (1.3) |
| Adjusted EBITDA | 33.3 | 28.8 |
| Cash flow net interest | (18.4) | (15.6) |
| Results of associates, joint ventures and other investments consolidated using the equity method |
0.1 | 0.1 |
| Cash flow net taxes | (0.0) | (0.1) |
| FFO I (excl. sales result) | 15.0 | 13.2 |
| Capitalised expenses for modernisation and maintenance work |
(3.6) | (1.6) |
| AFFO (FFO I less capitalised expenses for modernisation and maintenance) |
11.4 | 11.6 |
| FFO II (incl. sales result) | 17.1 | 14.5 |
EBITDA developed in step with EBIT in the first quarter of 2012. Adjusted for one-off effects, there was a EUR 4.5 million increase in adjusted EBITDA to EUR 33.3 million.
In line with planning, the net cash flow from interest paid and received decreased as against the same period of the previous year as a result of the acquisition financing and the CMBS refinancing. In the first three months of 2012, it amounted to EUR -18.4 million as was thus considerably lower than in the same period of the previous year (2011: EUR -15.6 million).
As a result, FFO I amounted to EUR 15.0 million in the first quarter of 2012 (2011: EUR 13.2 million), while AFFO (adjusted FFO) amounted to EUR 11.4 million. Despite the rise in FFO I, AFFO remained virtually constant (2011: EUR 11.6 million) due to the higher capitalised expenses for modernisation and maintenance work.
| Balance sheet (EUR mn) | 31.03.2012 | 31.12.2011 |
|---|---|---|
| Non-current assets | 2,935.8 | 2,947.6 |
| Investment property | 2,918.7 | 2,930.2 |
| Other non-current assets | 17.1 | 17.3 |
| Current assets | 102.4 | 92.1 |
| Assets held for sale | 19.7 | 17.1 |
| Cash and cash equivalents | 70.5 | 62.6 |
| Receivables and other current | ||
| assets | 12.2 | 12.4 |
| Total assets | 3,038.3 | 3,039.7 |
| Equity | 1,168.6 | 1,166.4 |
| Financial liabilities | 1,756.4 | 1,770.9 |
| Other liabilities | 113.4 | 102.4 |
| Total equity and liabilities | 3,038.3 | 3,039.7 |
Equity rose by EUR 2.2 million to EUR 1,168.6 million as of the reporting date and was mainly influenced by the current consolidated net income and by negative measurement effects in relation to derivative financial instruments, which are accounted for in other comprehensive income.
Adjusted for the fair values of the financial instruments, there was a slight increase of EUR 10.2 million in EPRA NAV (net asset value) as against 31 December 2011, which was chiefly due to the positive net profit for the quarter:
| NAV (EUR mn) | 31.03.2012 | 31.12.2011 |
|---|---|---|
| Equity | 1,168.6 | 1,166.4 |
| Effect of exercise of options, convertibles and other equity |
||
| interests | 0.0 | 0.0 |
| NAV | 1,168.6 | 1,166.4 |
| Fair value of financial | ||
| instruments (net)* | 61.6 | 53.6 |
| Deferred tax** | 0.0 | 0.0 |
| EPRA NAV | 1,230.1 | 1,219.9 |
| Number of shares (mn)*** | 41.05 | 41.05 |
| NAV per share (EUR) | 28.47 | 28.41 |
| EPRA NAV per share (EUR) | 29.96 | 29.72 |
* Netting financial assets and liabilities.
** Not including deferred taxes (related to losses from the valuation of financial instruments) of EUR 3.2 million (previous year: EUR -1.4 million) accounted for in other comprehensive income.
*** In order to ensure comparability, prior-year figures are calculated on the basis of the shares outstanding as of 31 March 2012.
| LTV (EUR mn) | 31.03.2012 | 31.12.2011 |
|---|---|---|
| Financial liabilities | 1,756.4 | 1,770.9 |
| Cash and cash equivalents | (70.5) | (62.6) |
| Net debt | 1,685.8 | 1,708.3 |
| Investment property | 2,918.7 | 2,930.2 |
| Assets held for sale | 19.7 | 17.1 |
| Loan-to-Value ratio | 57.4 % | 58.0 % |
As a result of the higher level of cash and cash equivalents and the decrease in financial liabilities, net debt was reduced to EUR 1,685.8 million as at 31 March 2012. The resulting improved LTV (loanto-value) of 57.4% continues to be evidence of the company's solid financing structure.
| Cash flow statement (EUR mn) |
01.01.- 31.03.2012 |
01.01.- 31.03.2011 |
|---|---|---|
| Cash flow from operating activities |
9.9 | (2.0) |
| Cash flow from investing activities |
13.4 | 29.9 |
| Cash flow from financing activities |
(15.4) | (23.3) |
| Changes in cash and cash equivalents |
7.9 | 4.6 |
| Cash and cash equivalents at the beginning of the period |
62.6 | 70.8 |
| Cash and cash equivalents at the end of the period |
70.5 | 75.4 |
Cash flow from operating activities increased by EUR 11.9 million year-on-year to EUR 9.9 million as a result of the higher rental income. In addition, disbursements were made in the previous year for preparing and implementing the refinancing and the IPO.
Cash flow from investing activities fell from EUR 29.9 million to EUR 13.4 million due to the sale of BMH Berlin Mediahaus GmbH in the first quarter of 2011.
Cash flow from financing activities was up year-onyear at EUR -15.4 million (2011: EUR -23.3 million). This increase was also due to the one-off effect of refinancing the CMBS loan in the previous year, which was carried out using cash funds of approximately EUR 15 million.
With the resolution on 17 April 2012 and entry in the commercial register on 27 April 2012, GSW Immobilien AG increased its share capital by EUR 9,473,684 to EUR 50,526,314. The capital increase was implemented against cash contributions with indirect subscription rights for the existing shareholders at an issue price of EUR 21.30 per share. This resulted in net issue proceeds of approximately EUR 190 million for the company.
Following the exit resolution of its limited partner on 17 April 2012, GSW Verwaltungs- und Betriebsgesellschaft mbH & Co. Erste Beteiligungs KG, Berlin, together with all its assets and liabilities, was merged with GSW Immobilien AG as of the end of 30 April 2012.
GSW Immobilien AG is subject to various risks in its day-to-day business activities. The most significant risks, apart from general economic risk, are vacancy risk, rental default risk, and interest rate and liquidity risk. These risks may arise even if not caused or precipitated by the company's actions. Rental defaults, for instance, could increase as the result of amendments to laws and regulations, or interest rate and liquidity risks could be exacerbated by changes in key interest rates.
The potential risks and the corresponding valuation processes for these risks are described in detail on pages 79 to 84 of the consolidated financial statements for 2011 of GSW Immobilien AG, as well as on pages 43 to 58 of the current securities prospectus. No additional risks have arisen for the company since the reporting date.
For the current financial year 2012, the Management Board does not expect any risks to arise that could jeopardise the existence of GSW Immobilien AG and its subsidiaries.
The following factors significantly determine the trends in Berlin's residential property market, thus underpinning GSW's success: First, construction activity is generally low, while demand for housing space is rising, driven on by growing numbers of residents in the city. At the same time, the number of households is increasing, as there is a trend towards single-occupant apartments. As a result, the company expects rents to increase further and vacancy rates to fall in the German capital. Given these circumstances, the company can look forward with optimism and confidence that rental income will be on a growth trend which will positively affect the company's revenue and earnings. The Management Board of GSW is therefore confirming the forecast already published for the 2012 financial year of FFO I between EUR 59 million and EUR 63 million.
| Balance sheet 17 | |
|---|---|
| Income statement 19 | |
| Statement of comprehensive income 20 | |
| Statement of changes in the shareholders' equity 21 | |
| Cash flow statement 22 |
| EUR thousand | Note | 31.03.2012 | 31.12.2011 |
|---|---|---|---|
| Non-current assets | 2,935,834 | 2,947,551 | |
| Investment property | (8) | 2,918,729 | 2,930,249 |
| Property, plant and equipment | 2,262 | 2,365 | |
| Goodwill | 1,125 | 1,125 | |
| Other intangible assets | 310 | 396 | |
| Other investments | 6,171 | 6,171 | |
| Receivables and other non-current assets | 7,195 | 7,203 | |
| Trade receivables | 503 | 502 | |
| Receivables from rental, leasing and asset management | 165 | 163 | |
| Receivables from sales | 338 | 339 | |
| Derivatives | 0 | 1 | |
| Other financial assets | 6,692 | 6,700 | |
| Deferred tax assets | 42 | 42 | |
| Current assets | 102,442 | 92,124 | |
| Development of properties and inventories | 2 | 2 | |
| Receivables and other current assets | 12,220 | 12,444 | |
| Trade receivables | 3,761 | 4,825 | |
| Receivables from property management | 2,006 | 1,218 | |
| Receivables from sales | 1,407 | 2,404 | |
| Other trade receivables | 348 | 1,203 | |
| Receivables due from related parties | 1 | 1 | |
| Income tax receivables | 3,091 | 3,043 | |
| Other current assets | 5,366 | 4,575 | |
| Other financial assets | 2,898 | 1,508 | |
| Other miscellaneous assets | 2,468 | 3,067 | |
| Cash and cash equivalents | (8) | 70,512 | 62,618 |
| Assets held for sale | 19,708 | 17,060 | |
| Investment property held for sale | (8) | 18,929 | 15,592 |
| Other assets held for sale | 779 | 1,468 | |
| Total assets | 3,038,276 | 3,039,675 |
| EUR thousand | Note | 31.03.2012 | 31.12.2011 |
|---|---|---|---|
| Equity | (8) | 1,168,570 | 1,166,417 |
| Total shareholders' equity | 1,168,319 | 1,166,160 | |
| Subscribed capital | 41,053 | 41,053 | |
| Additional paid-in capital | 129,690 | 128,800 | |
| Consolidated retained earnings | 1,051,151 | 1,042,428 | |
| Accumulated other comprehensive income | (53,575) | (46,121) | |
| Non controlling interest | 251 | 257 | |
| Non-current liabilities | 1,748,339 | 1,797,277 | |
| Financial liabilities | (8) | 1,674,880 | 1,733,821 |
| Liabilities from financing investment property | 1,673,280 | 1,732,172 | |
| Liabilities from finance leases | 1,600 | 1,649 | |
| Employee benefits | 1,855 | 1,893 | |
| Provisions | 4,112 | 4,148 | |
| Trade payables | 540 | 662 | |
| Other non-current liabilities | 66,952 | 56,753 | |
| Derivatives | 61,533 | 52,373 | |
| Other financial liabilities | 505 | 505 | |
| Other miscellaneous liabilities | 4,914 | 3,875 | |
| Current liabilities | 121,367 | 75,981 | |
| Financial liabilities | (8) | 81,472 | 37,069 |
| Liabilities from financing investment property | 81,259 | 36,849 | |
| Liabilities from finance leases | 213 | 220 | |
| Provisions | 2,494 | 1,492 | |
| Trade payables | 26,346 | 24,307 | |
| Property management liabilities | 23,595 | 19,844 | |
| Other trade payables | 2,751 | 4,463 | |
| Payables due to related parties | 20 | 20 | |
| Income taxes payable | 1,203 | 376 | |
| Other current liabilities | 9,294 | 12,053 | |
| Deferred grants | 159 | 110 | |
| Derivatives | 47 | 1,195 | |
| Other financial liabilities | 2,895 | 3,719 | |
| Other miscellaneous liabilities | 6,193 | 7,029 | |
| Liabilities associated with assets held for sale | 538 | 664 | |
| Total equity and liabilities | 3,038,276 | 3,039,675 |
| EUR thousand | Note | 01.01.– 31.03.2012 |
01.01.– 31.03.2011 |
|---|---|---|---|
| Net rental income | (7) | 39,684 | 34,784 |
| Gross rental income | 53,112 | 47,671 | |
| Income from direct government grants | 2,076 | 2,715 | |
| Property operating expenses | (15,503) | (15,601) | |
| Result on disposal of investment property | 2,090 | 1,291 | |
| Investment property disposal proceeds | 15,999 | 9,786 | |
| Carrying value of investment property disposals | (11,828) | (6,596) | |
| Operating expenses for investment property disposed | (2,081) | (1,899) | |
| Net valuation gains on investment property | 0 | 0 | |
| Valuation gains on investment property | 0 | 0 | |
| Valuation losses on investment property | 0 | 0 | |
| Administrative expenses | (7) | (10,070) | (13,240) |
| Other income and expense | 0 | 25,440 | |
| Net operating profit (EBIT) | 31,704 | 48,276 | |
| Net result of investments | 99 | 71 | |
| Interest income | (7) | 7,341 | 8,094 |
| Interest expenses | (7) | (29,094) | (24,787) |
| Profit before income taxes (EBT) | 10,050 | 31,654 | |
| Income taxes | (7) | (1,324) | 1,501 |
| Consolidated net income for the period | 8,726 | 33,155 | |
| Thereof attributable to: | |||
| Shareholders of GSW Immobilien AG | 8,723 | 33,155 | |
| Non-controlling interest | 3 | 0 | |
| Earnings per share (basic and diluted), EUR | 0.21 | 0.95 |
Calculation of earnings per share (EPS) has been conducted in accordance with IAS 33.19 on the basis of a weighted average number of shares within every reporting period.
| EUR thousand | Note | 01.01.– 31.03.2012 |
01.01.– 31.03.2011 |
|---|---|---|---|
| Consolidated net income for the period | 8,726 | 33,155 | |
| Accumulative other comprehensive income | |||
| Revaluation surplus resulting from the fair market valuation of AfS securities and other investments |
0 | (6) | |
| Cumulative fair value changes of derivative interest rate contract constituting in cash flow hedges |
|||
| Fair value adjustment of derivatives in cash flow hedges | (8,048) | 9,947 | |
| Reclassification of interest derivatives affecting income | 99 | (1,296) | |
| Deferred taxes | (7) | 488 | (1,505) |
| Total comprehensive income for the period | 1,264 | 40,294 | |
| Thereof attributable to: | |||
| Shareholders of GSW Immobilien AG | 1,269 | 40,294 | |
| Non-controlling interest | (5) | 0 |
| Accumulative other comprehensive income |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EUR thousand | Subscribed capital | Additional paid-in capital | Consolidated retained earnings | from the fair market valuation Revaluation surplus resulting of AfS securities and other investments |
from the fair market valuation of Revaluation surplus resulting owner-occupied property |
Cumulative fair value changes of constituting in cash flow hedges derivative interest rate contract |
Total | Total shareholders' equity | Minority interest | Consolidated equity |
| December 31, 2010 | 35,000 | 15,136 | 937,301 | 7 | 205 | (11,280) | (11,068) | 976,369 | 0 | 976,369 |
| Total result for the period | 0 | 0 | 33,155 | (5) | 0 | 7,143 | 7,139 | 40,294 | 0 | 40,294 |
| Conversion of paid-in capital to shareholder's capital |
0 | (371) | 0 | 0 | 0 | 0 | 0 | (371) | 0 | (371) |
| Additional paid-in capital regarding to board compensations |
0 | 2,894 | 0 | 0 | 0 | 0 | 0 | 2,894 | 0 | 2,894 |
| March 31, 2011 | 35,000 | 17,659 | 970,456 | 2 | 205 | (4,136) | (3,929) | 1,019,186 | 0 | 1,019,186 |
| December 31, 2011 | 41,053 | 128,800 | 1,042,429 | 0 | 252 | (46,374) | (46,121) | 1,166,160 | 257 | 1,166,417 |
| Total result for the period | 0 | 0 | 8,723 | 0 | 0 | (7,454) | (7,454) | 1,269 | (5) | 1,264 |
| Additional paid-in capital regarding to board compensations |
0 | 890 | 0 | 0 | 0 | 0 | 0 | 890 | 0 | 890 |
| March 31, 2012 | 41,053 | 129,690 | 1,051,152 | 0 | 252 | (53,828) | (53,575) | 1,168,319 | 251 | 1,168,570 |
| EUR thousand | 01.01.– 31.03.2012 |
01.01.– 31.03.2011 |
|---|---|---|
| Consolidated net income for the period | 8,726 | 33,155 |
| Depreciation, amortisation and impairment/ write-ups of non-current assets | 225 | 275 |
| Gains (-)/ losses (+) of fair value measurement of investment property | 0 | 0 |
| Gains (-)/ losses (+) from the disposal of intangible assets and property, plant and equipment | 0 | 0 |
| Gains (-)/ losses (+) from the disposal of consolidated companies | 0 | (25,440) |
| Gains (-)/ losses (+) from the disposal of assets held for sale and investment property | (4,171) | (3,190) |
| Decrease (-)/ increase (+) in pension provisions and other long-term provisions | (75) | 513 |
| Changes in deferred taxes | 487 | (1,505) |
| Elimination of current income taxes | 837 | 4 |
| Elimination of financial results | 21,654 | 16,621 |
| Other significant non-cash expenses and income | 890 | 2,894 |
| Increase / decrease in working capital | ||
| Increase (-)/ decrease (+) in inventories | 0 | 0 |
| Increase (-)/ decrease (+) in receivables from property management | (1,421) | 581 |
| Increase (-)/ decrease (+) in other assets | (487) | (5,886) |
| Increase (+)/ decrease (-) in current provisions | 978 | 140 |
| Increase (+)/ decrease (-) in trade payables | 3,279 | 3,941 |
| Changes in receivables due from related parties and payables due to related parties | 0 | (431) |
| Increase (+)/ decrease (-) in other liabilities | (867) | 615 |
| Other changes in operating activities | 240 | (764) |
| Income tax paid | (798) | (71) |
| Income tax received | 0 | 0 |
| Interest paid net of interest received | (18,385) | (15,559) |
| Disbursements for breakage costs from financing activities | (74) | 0 |
| Distributions received | 99 | 71 |
| Disbursements for processing fees from financing activities | (1,209) | (7,956) |
| Cash flow from operating activities | 9,928 | (1,992) |
| EUR thousand | 01.01.– 31.03.2012 |
01.01.– 31.03.2011 |
|---|---|---|
| Cash flow from operating activities | 9,928 | (1,992) |
| Proceeds on disposals of intangible assets and property, plant and equipment | 0 | 0 |
| Proceeds on disposals of assets held for sale and investment property | 16,997 | 11,508 |
| Proceeds from disposals of previously consolidated companies net of cash acquired | 0 | 19,989 |
| Proceeds from the disposal of other investments | 0 | 0 |
| Disbursements for investments in investment property | (3,621) | (1,609) |
| Disbursements for investments in intangible assets and in property, plant and equipment | (7) | (15) |
| Expenditures for acquisitions of consolidated companies net of cash acquired | 0 | 0 |
| Disbursements for the acquisition of other investments | 0 | 0 |
| Cash flow from investing activities | 13,369 | 29,873 |
| Proceeds from the issuance of equity instruments | 0 | 0 |
| Transaction costs of issuing new shares | 0 | 0 |
| Dividends paid | 0 | 0 |
| Repayments (-) from liabilities from financing investment property and other loans | (15,419) | (900,316) |
| Proceeds (+) from liabilities from financing investment property and other loans | 117 | 877,149 |
| Repayments of liabilities from financing leases | (101) | (105) |
| Cash flow from financing activities | (15,403) | (23,272) |
| Changes in cash and cash equivalents | 7,894 | 4,609 |
| Cash and cash equivalents at the beginning of the period | 62,618 | 70,781 |
| Cash and cash equivalents at the end of the period | 70,512 | 75,390 |
GSW Immobilien AG, Berlin (hereinafter "GSW") and its subsidiaries (hereinafter jointly referred to as "GSW Group") is one of the biggest housing companies in Berlin. As of 31 March 2012, the portfolio consisted of 53,496 units, of which 52,583 were own residential units and 913 own commercial units. In addition, around 17,400 residential and commercial units are managed for third parties.
GSW was founded in 1924 and has its offices at Charlottenstrasse 4, 10969 Berlin. GSW is registered in the commercial register of the Charlottenburg local court with the registration number HRB 125788 B.
GSW is a capital market-oriented company and has been listed in the MDAX since September 2011.
As a listed enterprise, GSW has prepared its condensed interim consolidated financial statements for the period from 1 January 2012 to 31 March 2012 in accordance with International Financial Reporting Standards (IFRS), as applicable in the EU, and the supplementary provisions of commercial law applicable in accordance with section 315a (1) of the German Commercial Code (HGB). IAS 34 (Interim Financial Reporting) was complied with. According to the accounting option offered by IAS 34.10, the notes to the interim consolidated financial statements are published in condensed form.
The currency for the consolidated financial statements is the euro (EUR). Unless indicated otherwise, all figures are rounded to the nearest thousand EUR (EUR thousand) or million EUR (EUR million). Since rounded figures are used in the calculations for presentation reasons, discrepancies between rounded and mathematically precise figures may occur in tables or references in the text.
The rental business of the GSW Group is generally not affected by seasonal and business cycle fluctuations. However, economic effects do exert an influence on sales of residential units.
The accounting policies used in the preparation of the interim consolidated financial statements of the GSW Group are identical to those used in the same period of the previous year and in the IFRS consolidated financial statements of GSW Immobilien AG as of 31 December 2011. The interim consolidated financial statements as of 31 March 2012 should therefore be read in conjunction with the consolidated financial statements as of 31 December 2011.
In accordance with IAS 8.42, adjustments to the interim report as of 31 March 2011 would arise in relation to share-based payment. In this context, please refer to the information under note 36 (b) to the consolidated financial statements as of 31 December 2011.
For the interim consolidated financial statements as of 31 March 2012, the GSW Group has fully applied the newly introduced standards and interpretations which are obligatory for financial years starting after 1 January 2012. This has not led to any significant changes to the Group's net assets, financial position and results of operations.
As of 31 March 2012, the scope of consolidation of the GSW Group including GSW as the parent company comprised 17 fully consolidated companies.
Following the exit resolution of its limited partner, GSW Grundbesitz GmbH & Co. KG, Berlin, was merged with GSW Immobilien AG, Berlin, effective 1 January 2012. No companies were acquired or sold.
The Weinmeisterhornweg fund, in which GSW held a 44.40% interest as of 31 March 2012 (31 December 2011: 42.73%) was not accounted for at equity due to its immateriality.
It is necessary to make assumptions and estimates when drawing up IFRS consolidated financial statements. These influence the reporting of assets and liabilities, the recognition of contingent liabilities as of the balance sheet date, as well as income and expenses. Significant estimates and assumptions have been made particularly in relation to the fair value of properties, the likelihood of certain provisions being utilised, the determination of market interest rates at the time the non-interest-bearing or low-interest loans are granted and as to whether deferred tax assets can be realised.
The actual figures may diverge from the estimated figures and the amounts resulting from assumptions.
IFRS 8 requires the "management approach", which stipulates that external reporting for single segments must be prepared on the same basis that is used for internal reporting.
GSW's business activities are generally focused on renting residential units in the Berlin area. Sales of portfolio properties to tenants, owner-occupiers and private investors are carried out when the market conditions are favourable and are recognised within the internal reporting on renting residential units. GSW did not generate more than 10% of its consolidated revenue with any single customer.
As a result, only one reportable segment according to IFRS 8 was identified. This segment comprises all operating activities of the Group. The reporting of this segment is in line with the internal reporting to the chief operating decision maker. The chief operating decision maker is represented by the Management Board.
| EUR thousand | 01.01.–31.03.2012 | 01.01.–31.03.2011 |
|---|---|---|
| Income from rents | 50,431 | 45,030 |
| Income from management activities | 1,101 | 1,029 |
| Other income | 1,579 | 1,612 |
| Gross rental income | 53,112 | 47,671 |
| Income from direct government grants | 2,076 | 2,715 |
| Total rental income | 55,188 | 50,386 |
| Cost of materials | (9,260) | (8,933) |
| Personnel expenses | (4,602) | (4,024) |
| Depreciation and amortisation | (79) | (94) |
| Other operating expenses | (3,421) | (3,635) |
| Other cost of sales | (17,362) | (16,686) |
| Other operating income | 1,858 | 1,084 |
| Cost of property rental | (15,503) | (15,602) |
| Net rental income | 39,684 | 34,784 |
Net rental income is composed of the following:
| EUR thousand | 01.01.–31.03.2012 | 01.01.–31.03.2011 |
|---|---|---|
| Personnel expenses | (3,146) | (2,918) |
| Long term incentive plan (LTIP ) |
(890) | (2,894) |
| Depreciation and amortisation | (148) | (191) |
| Legal and consulting expenses | (1,021) | (309) |
| Costs for annual financial statements, bookkeeping and audit | (326) | (645) |
| Expenses for postage, telecommunications and IT | (1,195) | (1,154) |
| Rent and leasing costs | (863) | (807) |
| Costs for the IPO / capital increase |
(1,168) | (2,490) |
| Other expenses | (1,872) | (2,006) |
| Other operating income | 559 | 174 |
| General administrative expenses | (10,070) | (13,240) |
General administrative expenses include expenses for the planned capital increase amounting to EUR 1,168 thousand. In the same period of the previous year, costs were incurred in the amount of EUR 2,490 thousand for ensuring the company's capital market viability.
Non-recurring project costs totalling EUR 227 thousand (prior-year period: EUR 1,423 thousand) were also incurred in the reporting period. The non-recurring project costs comprise expenses for third parties, which mainly relate to reorganisation projects and refinancing projects. Project costs amounting to EUR 158 thousand (prior-year period: EUR 822 thousand) relate to general administrative expenses.
In addition to the project costs, costs for acquisitions of EUR 1,121 thousand (prior-year period: EUR 0 thousand) were also incurred.
| EUR thousand | 01.01.–31.03.2012 | 01.01.–31.03.2011 |
|---|---|---|
| Interest income from valuation of interest derivates | 12 | 3,546 |
| Interest income from interest derivates | 3,829 | 1,547 |
| Interest income from bank deposit | 111 | 41 |
| Interest income from receivables | 2 | 2 |
| Interest income from amortisation of loan* | 3,387 | 2,938 |
| Other interest income | 1 | 19 |
| Interest income | 7,341 | 8,094 |
| Interest expenses from financing of investment properties | (13,216) | (10,150) |
| Interest expenses from amortisation of loan* | (6,539) | (8,867) |
| Prepayment fees | (3) | 0 |
| Expenses from valuation of interest derivates | (604) | (97) |
| Interest expenses from interest derivates | (8,303) | (5,038) |
| Interest expenses from finance leases | (46) | (49) |
| Interest expenses from accumulation of provisions and liabilities | (207) | (550) |
| Interest expenses for other financial liabilities | (117) | (15) |
| Other interest expenses | (61) | (21) |
| Interest expenses | (29,094) | (24,787) |
| Interest result | (21,753) | (16,693) |
* These P&L amounts include – besides the loan amortisation effects according to IAS 39.9 – P&L effects from changes in estimated cash flows according to IAS 39 AG 62 due to new conditions which were agreed upon or became evident only after the conclusion of the agreement as well as changes in the fair value affecting the profit and loss statement according to IAS 39 AG 8 due to modified estimates of cash outflow or inflow.
The expenses /income from income taxes break down as follows according to their source:
| EUR thousand | 01.01.–31.03.2012 | 01.01.–31.03.2011 |
|---|---|---|
| Current tax expense /income | (837) | (4) |
| Deferred tax expense /income | (487) | 1,505 |
| Income taxes | (1,324) | 1,501 |
The current tax expense of EUR 837 thousand chiefly results from GSW's provisions for corporation tax and trade tax.
As of the reporting date for the interim consolidated financial statements, investment property in accordance with IAS 40 including properties held for sale in accordance with IFRS 5 broke down as follows:
| 31.03.2012 | 31.12.2011 | |||
|---|---|---|---|---|
| Residential property |
Commercial property |
Residential property |
Commercial property |
|
| Units | 52,583 | 912 | 52,790 | 913 |
| Area (in sqm) | 3,230,631 | 101,515 | 3,244,039 | 101,672 |
In addition, the GSW Group's portfolio includes 8,767 (31 December 2011: 8,943) garages and parking spaces. One commercial unit is reported in accordance with IAS 16.
The fair values of investment property and property held for sale accounted for in accordance with IFRS 5 can be broken down as follows:
| EUR thousand | 31.03.2012 | 31.12.2011 | ||
|---|---|---|---|---|
| Investment property |
Property held for sale |
Investment property |
Property held for sale |
|
| Built plots | 2,896,523 | 18,571 | 2,907,699 | 15,518 |
| Unbuilt plots | 22,206 | 358 | 22,550 | 74 |
| Total | 2,918,729 | 18,929 | 2,930,249 | 15,592 |
The decrease in property assets as against 31 December 2011 by a total of EUR 8,183 thousand is firstly due to ongoing sales and is offset by capitalised maintenance expenses of EUR 3.6 million.
Actual maintenance expenses and capitalised expenses are shown in the table below:
| EUR thousand | 01.01.–31.03.2012 | 01.01.–31.03.2011 |
|---|---|---|
| Maintenance expenses | 4,524 | 5,076 |
| Capitalisation | 3,621 | 1,614 |
| Total | 8,145 | 6,690 |
Cash and cash equivalents comprise cash in bank accounts and cash on hand with an original term of not more than three months and are stated at their nominal value.
The GSW Group deploys derivative financial instruments to hedge against interest-rate risk arising from property financing. The derivative financial instruments are recognised at fair value.
The existing swap agreements for two interest rate swaps were terminated early. The term for one further interest rate swap ended as of 30 March 2012.
As of 31 March 2012, the following derivative financial instruments were held:
| Number | Nominal values EUR thousand |
Strike rates | Values as per 31.03.2012 EUR thousand |
|---|---|---|---|
| 12 interest rate swaps | 994,493 | 1.7 % bis 4.80 % | (61,579) |
Two of the interest rate swaps held do not meet the IAS 39 criteria for recognition as a hedging instrument. Changes in the fair value of the interest rate swaps that do not meet the criteria of IAS 39 for recognition as a hedging instrument, irrespective of their financial hedging effect, are recognised through profit or loss.
In the interim consolidated financial statements, losses from changes in the fair value of the derivatives totalling EUR 8,048 thousand (previous year: gains of EUR 9,947 thousand) were recognised directly in equity in the reporting period, and a further EUR 493 thousand (previous year: gains of EUR 2,153 thousand) was recognised through profit or loss. In addition, a release from equity of EUR 99 thousand (previous year: EUR 1,296 thousand) was recognised through profit or loss.
In the reporting period, there were no instances of ineffectiveness that were reported in the income statement as part of hedge accounting.
The change in the components of equity is shown in the statement of changes in Group equity.
GSW's issued capital amounted to EUR 41,053 thousand (previous year: EUR 35,000 thousand). As of 31 March 2012, the number of ordinary shares issued amounted to 41,052,630 with a nominal proportion of the share capital of EUR 1.00 per share. The shares are fully issued and fully paid.
GSW's capital reserves increased in the reporting period by EUR 890 thousand to EUR 129,690 thousand as of 31 March 2012 as a result of share-based payment for the Management Board members.
Revenue reserves include the earnings of the companies included in the consolidated financial statements in past periods and in the current period in as far as they were not distributed.
Other comprehensive income includes the adjustments in fair value for owner-occupied properties measured according to the revaluation method and adjustments in fair value for derivatives in cash flow hedges and for securities classified as available for sale and other financial investments. The change in other comprehensive income is shown in the statement of changes in Group equity.
The share of comprehensive income attributable to non-controlling interests amounts to EUR 5.1 thousand as of 31 March 2012.
| EUR thousand | 31.03.2012 | 31.12.2011 |
|---|---|---|
| Liabilities due to banks from financing investment properties | 1,754,539 | 1,769,020 |
| Liabilities from finance leases | 1,813 | 1,869 |
| Financial liabilities | 1,756,352 | 1,770,889 |
The liabilities due to banks are predominantly the result of financing for investment properties. They decreased as against 31 December 2011, due in particular to scheduled and non-scheduled repayments. No new loans were taken on during the reporting period.
This was offset by amortisation effects from the effective interest method in accordance with IAS 39.9 and by present value changes in accordance with IAS 39 AG 62 due to new contractual conditions.
For the GSW Group, related parties within the meaning of IAS 24 are such persons or companies that control the Group or exercise a significant influence and, conversely, parties that are controlled or significantly influenced by the Group.
Accordingly, the members of the Management Board and Supervisory Board of GSW and the subsidiaries, associates and joint ventures of the GSW Group are defined as related parties.
With respect to the exchange of goods and services, the Group had no material relations with associates and consolidated companies or non-consolidated related companies.
The former shareholders W2001 Capitol B.V. and Lekkum Holding B.V. shall bear the costs for a supplementary payment component offering a long term incentive (long term incentive plan, LTIP) within the framework of bilateral agreements with the Management Board members. For details, please refer to the information as of 31 December 2011 under note 36 (b) to the consolidated financial statements. In the first quarter of 2012, the company reported expense and a contribution to the capital reserves of EUR 890 thousand in accordance with IFRS 2. Further expenses are anticipated in subsequent years, which are to be paid by the former shareholders in shares and are linked to the precondition of Management Board members remaining with GSW. These agreements do not give rise to any charge on GSW's liquidity or (re)payment obligations vis-à-vis the former shareholders.
In the first quarter of 2011, Dr. Scharpe reached an agreement in principle with the original shareholders that, in the event of a successful IPO, he would receive 10,000 shares in the company from the original shareholders as consideration for his role as Chairman of the Supervisory Board in the period from 2004 to 2010. As of the date on which these interim financial statements were prepared, however, there had been no contractual implementation of this agreement and no shares had been allocated.
Herr Dr. Eckart John von Freyend Chairman of the Supervisory Board, Management Consultant, Bonn Herr Dr. Jochen Scharpe Deputy Chairman of the Supervisory Board, Managing Partner of AMCI GmbH, Munich Herr Thomas Wiegand Managing Director at Cerberus Global Investments B.V., Baarn, NL (until March 2012) Herr Dr. Reinhard Baumgarten Head of Assets Department in the Berlin Senate Finance Administration, retired Frau Veronique Frede Chairperson of the Works Council (exempt) at GSW Immobilien AG, Berlin Herr Geert-Jan Schipper Managing Director at Cerberus Global Investments B.V., Baarn, NL (until March 2012) Herr Claus Wisser Founder and owner of WISAG Service Holding GmbH & Co. KG, now Chairman of the Supervisory Board of AVECO Holding AG, Frankfurt am Main
The members of the Supervisory Board of GSW Immobilien AG are as follows:
No changes have occurred in the composition of the management since 31 December 2011.
Following the exit resolution of its limited partner, GSW Verwaltungs- und Betriebsgesellschaft mbH & Co. Erste Beteiligungs KG, Berlin, was merged with GSW Immobilien AG, Berlin, as of the end of 30 April 2012, together with all its assets and liabilities.
Effective 17 April 2012, the Management Board of GSW resolved – with the approval of the Supervisory Board – to carry out a capital increase against cash contributions with indirect subscription rights for the shareholders. Using the existing authorised capital, the company's share capital of EUR 41.1 million was increased by EUR 9.5 million to EUR 50.5 million against cash contributions by issuing 9,473,684 new ordinary bearer shares.
To the best of our knowledge and in accordance with the applicable accounting principles for interim financial reporting, the interim consolidated financial statements of GSW Immobilien AG for the first quarter of 2012 give a true and fair view of the Group's net assets, financial position and results of operations, and the interim consolidated management report includes a fair view of the business development including the results and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group in the remainder of the financial year.
Berlin, 21 May 2012
GSW Immobilien AG Management Board
Thomas Zinnöcker Jörg Schwagenscheidt Andreas Segal Chief Executive Officer Member of the Management Board Chief Financial Officer
This report contains forward-looking statements. These statements are based on current experience, estimates and projections of the management and currently available information. They are not guarantees of future performance, but rather involve certain risks and uncertainties that are difficult to predict, and are based upon assumptions as to future events that may not be accurate. Many factors could cause the actual results, performance or achievements to be materially different from those that may be expressed or implied by such statements. Such factors include those discussed in the Risks and Opportunities Report on pages 14 and 15. We do not assume any obligation to update the forward-looking statements contained in this report. This report does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy any security, nor shall there be any sale, issuance or transfer of the securities referred to in this report in any jurisdiction in contravention of applicable law.
Rounding differences may occur in the tables.
Phone: +49 (0) 30 68 99 99 – 0 Fax: +49 (0) 30 68 99 99 99 – 9 E-Mail: [email protected] www.gsw.de
Unter den Eichen 7 65195 Wiesbaden Germany
Phone: +49 (0) 611 20 58 55 – 0 Fax: +49 (0) 611 20 58 55 – 66 E-Mail: [email protected] www.cometis.de
Phone: +49 (0) 30 2534 – 1882 Fax: +49 (0) 30 2534 233 – 1960 E-Mail: [email protected]
Phone: +49 (0) 30 2534 – 1332 Fax: +49 (0) 30 2534 – 1934 E-Mail: [email protected]
www.gsw.de
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