Quarterly Report • May 16, 2018
Quarterly Report
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16 May 2018 – After closing of markets Under embargo until 17:40 CET
Public limited liability company Public regulated real estate company under Belgian law Registered office: avenue Louise 331-333, 1050 Brussels Enterprise number: 0877.248.501 (RLE Brussels) (the "Company")
* Alternative Performance Measure (APM) in accordance with ESMA (European Securities and Market Authority) guidelines published on 5 October 2015. For many years, Aedifica has used Alternative Performance Measures according to the guidelines issued by the ESMA in its communication. Some of these APM are recommended by the European Public Real Estate Association (EPRA) and others have been defined by the industry or by Aedifica in order to provide readers with a better understanding of its results and performance. The APM used in this interim statement are identified with an asterisk (*). The performance measures which are defined by IFRS standards or by Law are not considered as APM, neither are those which are not based on the consolidated income statement or the balance sheet. The APM are defined, annotated and connected with the most relevant line, total or subtotal of the financial statements, in Appendix 3 below.
During the quarter under review, the Group announced a series of new investments, exclusively in the healthcare real estate segment, in Germany (acquisition of a site in the State of Saxony) and in The Netherlands (agreements for the construction of five care residences in the Provinces of North Brabant, Overijssel and Utrecht). In addition, extensions of two rest homes in Belgium (in the Province of Liège) were completed during the quarter under review.
Since the beginning of the 2017/2018 financial year, the fair value of marketable investment properties including assets classified as held for sale* increased by €132 million (i.e. +9 %), reaching €1,660 million by 31 March 2018 (€1,528 million at the beginning of the period), while the acquisitions carried out or announced by the Group since the €219 million capital increase of 28 March 2017 have surpassed the €500 million mark (they are listed in Appendix 1 below).
After 31 March 2018, Aedifica announced the completion of two care residences in The Netherlands (in the Provinces of North Holland and Utrecht) and signed two agreements for the acquisition of two healthcare sites in Germany (in the States of Hesse and Schleswig-Holstein; subject to outstanding conditions).
In addition to its investment activities, Aedifica strives to maintain optimal management of its real estate portfolio. The Company's portfolio provides for excellent rental incomes (supported by the Company's occupancy rates: 98.8 % occupancy, excluding the furnished apartments, which stand at 81.3 % occupancy), which amount to €67.7 million (an increase of 17 %) for the three quarters ended 31 March 2018 (€57.8 million one year earlier).
At the end of the third quarter, Aedifica is slightly ahead of the quarterly budget (in terms of both rental income and EPRA Earnings*) as derived from the annual outlook for the 2017/2018 financial year presented in the 2016/2017 Annual Financial Report (section 11.2 of the Consolidated Board of Directors' Report).
Aedifica's consolidated debt-to-assets ratio has increased and amounts to 44.6 % as of 31 March 2018 (44.7 % as of 31 December 2017 and 40.8 % as of 30 June 2017), lower than expected in the abovementioned quarterly budget.
Before even considering new opportunities in Belgium, Germany and The Netherlands, the Company's future growth is ensured given its existing commitments to acquire, renovate, extend, and/or redevelop multiple sites. These projects fit perfectly with Aedifica's strategy which, in the senior housing segment, aims to improve existing sites and to develop new projects in partnership with tenants/operators. The pipeline as of 31 March 2018 for these types of projects represents a total committed budget of approx. €375 million, to be invested over a three-year period (see Appendix 2). This strategy allows Aedifica to maintain a portfolio of high-quality buildings that generate attractive net yields.
Finally, note that new investment opportunities are currently under consideration. These potential investments are fully aligned with the Company's investment strategy, which is highly favoured by the market.
16 May 2018 – After closing of markets Under embargo until 17:40 CET
On 15 February 2018, Aedifica announced the signing of an agreement for the acquisition of a senior housing site in Germany. This agreement was subject to outstanding conditions, which were fulfilled as of 17 April 2018. The purchase price has been paid and Aedifica SA/NV has acquired the property of the site. The advita Haus Zur Alten Berufsschule senior housing site benefits from an excellent location in a residential area of Zschopau (10,000 inhabitants, State of Saxony), approx. 15 km from Chemnitz. The site is a former school building (a protected monument) which was entirely redeveloped into a modern residential care facility in 2016. The site comprises 67 housing units for independent living (senior apartments) with care services available on demand, 24 housing units offering continuous residential care ("Pflege-Wohngemeinschaften"), 36 day centre units and a home care office. The contractual value amounts to approx. €9 million. The operation was financed using Aedifica's credit facilities. The site is rented out to Zusammen Zuhause GmbH, and operated in cooperation with advita Pflegedienst GmbH, a private German player in the senior care market. advita is first of all a daily home care organisation, but provides housing for seniors requiring care services as well. Sites operated by advita combine housing units oriented toward seniors opting to live independently and other types of housing and services (housing units oriented toward seniors requiring continuous care, day centres and daily home care offices). The site is rented out on the basis of an irrevocable 30-year long lease and benefits from a triple net warranty of limited duration. The initial gross yield amounts to approx. 5 %.
On 3 May 2018, Aedifica announced the signing of an agreement for the acquisition of a residential care facility intended for people with severe neurological damage in Germany. Pflegeteam Odenwald is located in a green area near the centre of Wald-Michelbach (11,000 inhabitants, State of Hesse), approx. 70 km from Frankfurt am Main. The site, a former hotel that was redeveloped into a residential care facility in 1995, has been completely renovated in 2012. The building has a capacity of 32 units intended for people with severe neurological damage. The agreement for the acquisition of this site by Aedifica SA/NV is subject to the usual outstanding conditions in Germany, which are mainly of administrative nature and which should be fulfilled during the coming weeks. The purchase price will be paid and the property and full use of the building will automatically be acquired at that time. The contractual value amounts to approx. €3 million. The operation will be financed using Aedifica's credit facilities. The site is operated by Cosiq GmbH, a private German player on the care market. The lease established for the site is an irrevocable 25-year double net long lease. The initial gross yield amounts to approx. 7 %.
On 3 May 2018, Aedifica announced the signing of an agreement for the acquisition of a senior apartment complex in Germany. The Park Residenz senior apartment complex, which is situated in a private park, benefits from an excellent location in a residential area in the centre of Neumünster (78,000 inhabitants, State of Schleswig-Holstein). The site is a former barracks (a protected monument)
which was entirely redeveloped into a modern residential care facility in 2001. The site, which includes four buildings, comprises 79 housing units (apartments) for independent living with care services available on demand, a day centre and a home care office. The agreement for the acquisition of this site by Aedifica SA/NV is subject to the usual outstanding conditions in Germany, which are mainly of administrative nature and which should be fulfilled during the coming weeks. The purchase price will be paid and the property and full use of the building will automatically be acquired at that time. The contractual value amounts to approx. €11 million. The operation will be financed using Aedifica's credit facilities. The site is operated by the Convivo group, a private German player with more than 20 years of experience in the senior care market. The site will be rented out on the basis of an irrevocable 25 year double net long lease. The initial gross yield amounts to approx. 5.5 %.
On 9 January 2018, Aedifica announced the signing of an agreement for the construction of a care residence in The Netherlands. Huize Roosdael will be located in the centre of Roosendaal (77,000 inhabitants, Province of North Brabant) on the site of a former school building which will be entirely redeveloped. A portion of this site will be renovated into a modern residential care facility for seniors requiring continuous care. The care residence is expected to be completed during the first quarter of 2019 and will have a capacity of 26 residents. Aedifica Nederland BV, a 100 % subsidiary of Aedifica SA/NV, acquired the full property of the plot of land (and of the buildings located thereon). The contractual value amounts to approx. €1 million. The site already generates a limited rental income. The construction will be carried out by IDBB Vastgoed BV and delivered turnkey to Aedifica. Aedifica has budgeted approx. €5 million for works. Aedifica's total investment (including the works) will amount to approx. €6 million. The operation will be financed using Aedifica's credit facilities. The care residence will be operated by an entity of the Compartijn group. The lease established for the site is an irrevocable 20-year triple net long lease. Upon completion of the works, the gross yield will amount to approx. 6.5 %.
On 24 January 2018, Aedifica announced the signing of an agreement for the construction of a care residence in The Netherlands. The care residence will be located in a residential area of the centre of Leusden (30,000 inhabitants, Province of Utrecht), approx. 25 km from the city of Utrecht. A modern residential care facility for seniors requiring continuous care will be constructed on the site. The care residence is expected to be completed during the third quarter of 2019 and will have a capacity of 21 residents. The building is part of a larger housing project. In addition to the care residence, the developer will also build apartments and family homes on the site, which will not be acquired by Aedifica. The full property of the plot of land was acquired by Aedifica Nederland BV, a 100 % subsidiary of Aedifica SA/NV. The contractual value amounts to approx. €1 million. The site already generates a limited rental income. The construction will be carried out by Heilijgers Projectontwikkeling BV and delivered turnkey to Aedifica. Aedifica has budgeted approx. €3 million for construction works. Aedifica's total investment (including the works) will amount to approx. €4 million. The operation will be financed using Aedifica's credit facilities. The care residence will be operated by an entity of the Stepping Stones
Home & Care group. The lease established for the site is an irrevocable 25-year triple net long lease. Upon completion of the works, the gross yield will amount to approx. 6.5 %.
On 1 February 2018, Aedifica acquired a care residence in The Netherlands. The Martha Flora Hoorn care residence (locally known as "Villa Wilgaerden") is located in a residential area of Hoorn (73,000 inhabitants, Province of North Holland), approx. 35 km from Amsterdam. The site comprises a historic villa (dating from the 17th century) which was redeveloped into a modern residential care facility in 2012, and a new building that was completed in the same year. The care residence has a capacity of 12 units intended for seniors requiring continuous care. Aedifica Nederland BV, a 100 % subsidiary of Aedifica SA/NV, acquired the full property of the site. The contractual value amounts to approx. €1 million. The operation was financed using Aedifica's credit facilities. The care residence is operated by the Martha Flora group. The lease established for the site is an irrevocable 25-year triple net long lease. The initial gross yield amounts to approx. 7 %.
On 16 February 2018, Aedifica announced the signing of an agreement for the construction of a care residence in The Netherlands. The September Nijverdal care residence will be located in a green, residential area near the centre of Nijverdal (28,500 inhabitants, Province of Overijssel). A modern residential care facility intended for seniors requiring continuous care will be constructed on the site. The building is expected to be completed in late 2018 or early 2019 and will have a capacity of 20 residents. Aedifica Nederland BV, a 100 % subsidiary of Aedifica SA/NV, acquired the full property of the plot of land. The contractual value amounts to approx. €1 million. The construction will be carried out by Thuismakers Nijverdal BV and delivered turnkey to Aedifica, which has budgeted approx. €3 million for construction works. Aedifica's total investment (including the works) will amount to approx. €4 million. The operation will be financed using Aedifica's credit facilities. The care residence will be operated by an entity of the Wonen bij September group, a private player on the Dutch senior care market. The residential care facilities of Wonen bij September provide small-scale housing and private care services, serving the middle market segment. The lease established for the site is an irrevocable 20-year triple net long lease. Upon completion of the works, the gross yield will amount to approx. 6.5 %.
On 27 February 2018, Aedifica announced the signing of an agreement for the construction of a care residence in The Netherlands. The Huize Groot Waardijn care residence will be located in a residential area near the centre of Tilburg (214,000 inhabitants, Province of North Brabant), where a modern residential care facility intended for seniors requiring continuous care will be constructed. The building is expected to be completed in the first quarter of 2019 and will have a capacity of 26 residents. Aedifica Nederland BV, a 100 % subsidiary of Aedifica SA/NV, acquired the full property of the plot of land. The contractual value amounts to approx. €1 million. The construction will be carried out by IDBB Vastgoed BV and delivered turnkey to Aedifica, which has budgeted approx. €5 million for construction works. Aedifica's total investment (including the works) will amount to approx. €6 million. The operation will be financed using Aedifica's credit facilities. The care residence will be operated by an entity of the
Compartijn group. The lease established for the site is an irrevocable 20-year triple net long lease. Upon completion of the works, the gross yield will amount to approx. 6.5 %.
On 16 March 2018, Aedifica announced the signing of an agreement for the construction of a care residence in The Netherlands. The Huize Eresloo care residence will be located near the centre of Eersel (19,000 inhabitants, Province of North Brabant), approx. 20 km from the city of Eindhoven, where a modern residential care facility intended for seniors requiring continuous care will be constructed within a private park. The building is expected to be completed in the second quarter of 2019 and will have a capacity of 26 residents. Aedifica Nederland BV, a 100 % subsidiary of Aedifica SA/NV, acquired the full property of the plot of land. The contractual value amounts to approx. €1 million. The construction will be carried out by IDBB Vastgoed BV and delivered turnkey to Aedifica, which has budgeted approx. €5 million for construction works. Aedifica's total investment (including the works) will amount to approx. €6 million. The operation will be financed using Aedifica's credit facilities. The care residence will be operated by an entity of the Compartijn group. The lease established for the site is an irrevocable 20-year triple net long lease. Upon completion of the works, the gross yield will amount to approx. 6.5 %.
The renovation works of the Genderstate and Petruspark rest homes in Eindhoven and the Parc Imstenrade rest home in Heerlen were completed during the third quarter of 2017/2018. The sites are operated by an entity of the Vitalis group.
On 30 March 2018, Aedifica announced the completion of the extension works on the Résidence l'Air du Temps rest home located in Chênée, part of Liège (198,000 inhabitants, Province of Liège, Belgium). Works included the construction of a new wing to bring the site's total capacity to 137 units (88 units before the works). The Résidence l'Air du Temps rest home, which was acquired in 2008, is located in a green area of Chênée. The site is rented out to an entity of Senior Living Group on the basis of a long lease which was renewed for a period of 27 years and which generates a triple net yield of approx. 6 %. The contractual value of the site after works amounts to approx. €14 million (i.e. a contractual value of approx. €7 million for the initial building and plot of land, and approx. €7 million for the works).
On 30 March 2018, Aedifica announced the completion of the extension works on the Résidence Les Cheveux d'Argent rest home located in Sart-lez-Spa (9,000 inhabitants, Province of Liège, Belgium). Works included the construction of a new wing to bring the total capacity of the site to 99 units (80 units before the works). The Résidence Les Cheveux d'Argent rest home, which was acquired in 2012, is located in a green area on the hillside of Spa. The site is rented out to an entity of Senior Living Group on the basis of a long lease which was renewed for a period of 27 years and which generates a triple
net yield of approx. 5.5 %. The contractual value of the site after works amounts to approx. €7 million (i.e. a contractual value of approx. €4 million for the initial building and plot of land, and approx. €3 million for the works).
On 16 April 2018, the Het Gouden Hart van Leersum care residence in Leersum (8,000 inhabitants, Province of Utrecht) was completed. The care residence is a former town hall which has been entirely redeveloped into a modern residential care facility with a capacity of 26 units intended for seniors requiring continuous care. The construction (announced in May 2017) was carried out by Legemaat van Elst BV according to a design by Arcom Partners. The site is operated by an entity of the Het Gouden Hart group. Aedifica's total investment amounts to approx. €6 million (i.e. approx. €2 million for the initial building and plot of land, and approx. €4 million for the works) and was financed using Aedifica's credit facilities. The lease established for this site is an irrevocable 20-year triple net long lease.
On 23 April 2018, the Martha Flora Hilversum care residence in Hilversum (88,000 inhabitants, Province of North Holland) was completed. The care residence is a former office building which has been entirely redeveloped into a modern residential care facility with a capacity for 31 residents requiring continuous care. The construction (announced in March 2017) was carried out by Aalberts Bouw BV. The site is operated by the Martha Flora group. Aedifica's total investment amounts to approx. €8 million (i.e. approx. €2 million for the initial building and plot of land, and approx. €6 million for the works) and was financed using Aedifica's credit facilities. The lease established for this site is an irrevocable 25-year triple net long lease.
The remaining assisted-living apartments to be sold located at the Residentie Poortvelden site in Aarschot amount to approx. €4 million. A selling process for the Ring building located in Antwerp (included in the "hotels and others" segment) has recently been started for an amount of €12 million. Thus, the assets classified as held for sale amount to €16 million as of 31 March 2018.
As of 31 March 2018, the following development projects are in progress:
Meanwhile, the following projects have been completed:
In terms of financing, the following transactions took place since the beginning of the quarter under review:
Taking into account the abovementioned financing arrangements, the timetable showing maturity of Aedifica's current credit facilities is as follows (in € million):
| Lines | Utilisation | |
|---|---|---|
| - 2017/2018 : |
5 | 5 |
| 2018/2019 : - |
38 | 18 |
| - 2019/2020 : |
80 | 80 |
| - 2020/2021 : |
90 | 90 |
| - 2021/2022 : |
166 | 117 |
| - 2022/2023 : |
190 | 102 |
| 2023/2024 : - |
155 | 105 |
| - > 2024/2025 : |
337 | 230 |
| Total as of 15 May 2018 | 1,062 | 747 |
| Weighted Average Maturity (years) | 4.9 | 4.6 |
Establishment of these credit facilities demonstrates once again the strong and durable relationship Aedifica maintains with its credit providers.
On 2 March 2018, the Group announced that Aedifica SA/NV acquired 100 % of the shares of Schloss Bensberg Management GmbH ("SBM"). Recall that in 2015, Aedifica SA/NV acquired the "Service-Residenz Schloss Bensberg" apartment complex in North Rhine-Westphalia (Germany). Aedifica SA/NV leased most of the apartments in this complex to SBM, which operates them as apartments for seniors ("independent living"). Aedifica acquired all of the shares representing the capital of SBM, for an amount of approx. €0.2 million. This takeover will have no significant recurring net impact on Aedifica's consolidated financial statements, given that SBM's operational costs (staff-related costs, among others) are covered by its rental income.
As of 2 March 2018, Aedifica holds a new German subsidiary: Aedifica Project Management GmbH1 . This subsidiary will advise and support Aedifica in the growth and management of its real estate portfolio in Germany by ensuring, in particular, the project management of the German construction sites (including the 17 construction projects of the co-operation agreement with Specht Gruppe2 ).
Recall3 that Aedifica is preparing to set-up a subsidiary to which the apartment buildings segment will be transferred. In principle, this subsidiary will assume an institutional regulated real estate company status ("IRREC"), after approval by the supervisory authority. The set-up of this subsidiary and the transfer are expected to take several months. In addition, Aedifica is studying the feasibility of opening the new subsidiary's capital to a strategic partner.
The set-up of this subsidiary and the selection of a strategic partner are proceeding well, in accordance with Aedifica's initial planning.
1 Situated Mainzer Landstrasse 46 in D-60325 Frankfurt am Main, Germany.
2 See press release of 17 August 2017.
3 See Half Year Financial Report 2017/2018, published on 21 February 2018.
The Group's consolidated turnover (consolidated rental income) for the third quarter of the current financial year (1 January 2018 – 31 March 2018) amounts to €23.2 million. This marks an increase of 13 % as compared to the same period during the prior year (€20.5 million).
The consolidated turnover for the first three quarters of the current financial year (1 July 2017 – 31 March 2018) amounts to €67.7 million, i.e. +17 % as compared to the same period of the previous financial year. This is above the quarterly budget (as derived from the annual outlook for the 2017/2018 financial year presented in the 2016/2017 Annual Financial Report), owing to the timing of the senior housing acquisitions as compared to what was budgeted, as well as to the good performance of the apartment buildings on a like-for-like basis*.
| Consolidated rental income (x €1,000) |
Q1 | Q2 | Q3 | 31 March 2018 |
Q1 | Q2 | Q3 | 31 March 2017 |
Var. (%) on a like for-like basis* |
Var. (%) |
|---|---|---|---|---|---|---|---|---|---|---|
| Senior housing | 18,177 | 18,845 | 19,370 | 56,392 | 13,579 | 16,147 | 16,769 | 46,495 | +1.6% | +21.3% |
| Apartment buildings | 2,485 | 2,600 | 2,687 | 7,772 | 2,746 | 2,729 | 2,740 | 8,215 | +6.1% | -5.4% |
| Hotels and other | 1,235 | 1,235 | 1,231 | 3,701 | 1,075 | 1,076 | 1,049 | 3,200 | -0.1% | +15.7% |
| Inter-segment | -49 | -50 | -49 | -148 | -49 | -50 | -49 | -148 | ||
| Total | 21,848 | 22,630 | 23,239 | 67,717 | 17,351 | 19,902 | 20,509 | 57,762 | +2.1% | +17.2% |
Changes in consolidated rental income are presented by segment in the table below:
The change in rental income in the senior housing segment (+ €9.9 million; +21.3 % as compared to the same period of the previous financial year overall or +1.6 % on a like-for-like basis*) demonstrates the relevance of Aedifica's investment strategy in this segment, which generates more than 83 % of the Company's turnover.
Rental income of apartment buildings has decreased due to the disposal of a building (Tervueren 13 in June 2017, having an effect of -€0.3 million) and the transfer (on 1 July 2017) of the Ring building to the "hotels and others" segment (having an effect of -€0.6 million). On a like-for-like basis*, rental income of apartment buildings has increased and is above budget.
Rental income of hotels and other building types is analysed as follows:
At the end of the first three quarters of the current financial year, Aedifica increased its portfolio of marketable investment properties including assets classified as held for sale* by €132 million, from a fair value of €1,528 million to €1,660 million (€1,693 million for the investment properties including assets classified as held for sale*). This 9 % growth comes mainly from net acquisitions during the first three quarters of the financial year (see sections 2.1 and 2.2 above), completion of development projects (see sections 2.3 above) and changes in the fair value of marketable investment properties recognised in income (+ €18.3 million, or +1.1 % over the first three quarters). The fair value of marketable investment properties, as assessed by independent valuation experts, is broken down as follows:
On 31 March 2018, Aedifica has 210 marketable investment properties including assets classified as held for sale*, with a total surface area of approx. 860,000 m2 , consisting mainly of:
The breakdown by sector is as follows (in terms of fair value):
The geographical breakdown is as follows (in terms of fair value):
The occupancy rate4 of the total unfurnished portion of the portfolio (representing 96 % of the fair value of marketable investment properties including assets classified as held for sale*) amounts to 98.8 % as of 31 March 2018, which is even higher than the record level reached at 30 June 2017 (98.7 %).
4 The occupancy rate is calculated as follows:
- For the total portfolio (excluding the furnished apartments): (contractual rents + guaranteed income) / (contractual rents + estimated rental value (ERV) on vacant areas of the property portfolio). We note that this occupancy rate includes the investment properties for which units are in renovation and hence temporarily not rentable.
- For the furnished apartments: % rented days during the financial year. This occupancy rate can thus not be compared to the one calculated on the rest of the portfolio, as the methodology is specific to this segment.
The occupancy rate of the furnished portion of the portfolio (representing only 4 % of the fair value of marketable investment properties) reached 81.3 % over the first three quarters of the current financial year. This is an increase compared to the occupancy rate realised over the first three quarters of the previous financial year (72.0 %) and over the full 2016/2017 financial year (73.5 %). Please note that the occupancy rate of the quarter under review reached 90 %, a level which has not been recorded since 2011.
The overall occupancy rate5 of the total portfolio reached 99 % as of 31 March 2018.
The weighted average lease term for all buildings in the Company's portfolio is 20 years; this is unchanged as compared to 30 June 2017. This impressive aggregate performance is explained by the large proportion of long-term contracts (such as long leases) in the Company's portfolio.
5 Rate calculated according to the EPRA methodology.
The table below presents the portfolio's gross yield by segment, compared to the fair value of the marketable investment properties, increased (for furnished apartments) by the goodwill and the carrying amount of the furniture.
In general, the gross yield amounts to 5.6 %, this is unchanged as compared to 31 December 2017.
| 31 March 2018 | |||||||
|---|---|---|---|---|---|---|---|
| (x €1,000) | Senior housing | Apartment buildings |
Hotels and other |
Marketable investment properties incl. assets classified as held for sale* |
Development projects |
Investment properties incl. assets classified as held for sale* |
|
| Fair value | 1,374,270 | 206,258 | 79,434 | 1,659,962 | 32,823 | 1,692,785 | |
| Annual contractual rents | 78,190 | 10,452 | ° | 4,908 | 93,550 | - | - |
| Gross yield (%) °° | 5.7% | 5.0% | 6.2% | 5.6% | - | - | |
| 31 December 2017 | |||||||
|---|---|---|---|---|---|---|---|
| (x €1,000) | Senior housing | Apartment buildings |
Hotels and other |
Marketable investment properties incl. assets classified as held for sale* |
Development projects |
Investment properties incl. assets classified as held for sale* |
|
| Fair value | 1,348,558 | 203,045 | 79,597 | 1,631,200 | 29,850 | 1,661,050 | |
| Annual contractual rents | 76,802 | 10,325 | ° | 5,157 | 92,284 | - | - |
| Gross yield (%) °° | 5.7% | 5.0% | 6.5% | 5.6% | - | - |
| 30 June 2017 | |||||||
|---|---|---|---|---|---|---|---|
| (x €1,000) | Senior housing | Apartment buildings |
Hotels and other |
Marketable investment properties incl. assets classified as held for sale* |
Development projects |
Investment properties incl. assets classified as held for sale* |
|
| Fair value | 1,244,461 | 215,205 | 68,009 | 1,527,675 | 17,174 | 1,544,849 | |
| Annual contractual rents | 71,372 | 10,702 | ° | 4,451 | 86,525 | - | - |
| Gross yield (%) °° | 5.7% | 4.9% | 6.5% | 5.7% | - | - |
| 31 March 2017 | |||||||
|---|---|---|---|---|---|---|---|
| (x €1,000) | Senior housing | Apartment | Hotels and | Marketable | Development | Investment | |
| buildings | other | investment | projects | properties | |||
| properties incl. | incl. assets | ||||||
| assets classified | classified as | ||||||
| as held for sale* | held for sale* | ||||||
| Fair value | 1,176,003 | 221,582 | 66,676 | 1,464,261 | 16,453 | 1,480,714 | |
| Annual contractual rents | 67,674 | 10,973 | ° | 4,358 | 83,005 | - | - |
| Gross yield (%) °° | 5.8% | 4.9% | 6.5% | 5.7% | - | - |
° The amounts related to the furnished apartments correspond to the annualised rental income (incl. services charges and lump sum for charges such as water, gas, electricity, TV and internet,etc.) excl. VAT.
°° Based on the fair value (re-assessed every 3 months, increased with the goodwill and the furniture for the furnished apartments). In the senior housing segment, the gross yield and the net yield are generally equal ("triple net" contracts), with the operating charges, the maintenance costs and the rents on empty spaces related to the operations generally being, in Belgium and in The Netherlands, supported by the operator (the same applies for hotel lease contracts). In Germany, the net yield is generally lower than the gross yield, with certain charges remaining at the responsibility of the owner, such as the repair and maintenance of the roof, structure and facades of the building ("double net" contacts).
The table below presents the growth of the net asset value per share.
Excluding the non-monetary effects (that is to say, non-cash) of the changes in fair value of hedging instruments6 and after accounting for the distribution of the 2016/2017 dividend in November 2017 7 , the net asset value per share based on the fair value of investment properties is €50.59 as of 31 March 2018 (30 June 2017: €47.78 per share).
| Net asset value per share (in €) | 31 March 2018 | 30 June 2017 |
|---|---|---|
| Net asset value excl. changes in fair value of hedging instruments* | 52.40 | 49.38 |
| Effect of the changes in fair value of hedging instruments | -1.81 | -1.89 |
| Net asset value | 50.59 | 47.48 |
| Number of share outstanding (excl. treasury shares) | 17,975,820 | 17,975,820 |
| Number of shares | 31 March 2018 | 30 June 2017 |
|---|---|---|
| Number of shares outstanding° | 17,975,820 | 17,975,820 |
| Total number of shares | 17,975,820 | 17,975,820 |
| Total number of shares on the stock market | 17,975,820 | 17,975,820 |
| Weighted average number of shares outstanding (IAS 33) | 17,975,810 | 15,235,696 |
| Number of dividend rights°° | 17,975,820 | 15,323,388 |
° After deduction of the treasury shares.
°° Based on the rights to the dividend for the shares issued during the year.
6 The effect of the changes in fair value of hedging instruments of -€1.81 per share as of 31 March 2018 is the impact in equity of the fair value of hedging instruments, which is negative for €32 million, mainly booked in the liabilities on the balance sheet.
7 Recall that IFRS requires the presentation of the annual accounts before appropriation. Net assets in the amount of €51.30 per share as of 30 June 2017 thus included the dividend distributed in November 2017, and should be adjusted by €1.92 per share in order to compare with the value as of 31 March 2018. This amount corresponds to the amount of the total dividend (€34 million) divided by the total number of shares outstanding as of 30 June 2017 (17,975,820).
16 May 2018 – After closing of markets Under embargo until 17:40 CET
The Board of Directors continues to pay close attention to the evolution of the economic and financial conditions and the associated effects on the Group's activities.
In the current economic climate, Aedifica's key strengths include the following:
The dividend expectation for the current financial year, as published in the 2016/2017 Annual Financial Report, remains unchanged at €2.50 gross per share, this represents an increase of 11 % compared to the dividend distributed for the 2016/2017 financial year.
According to the "Weekly table value", published on 11 May 2018 by Bank Degroof Petercam, Aedifica is currently the 3 th Belgian REIT in terms of market capitalisation.
Moreover, Aedifica was the largest investor in Dutch healthcare real estate in 2017 (according to the "Trends Nederlands Zorgvastgoed" report, published on 31 January 2018 by CBRE).
16 May 2018 – After closing of markets Under embargo until 17:40 CET
The Board of Directors considers that the key risk factors summarised in pages 2 to 11 of the 2016/2017 Annual Financial Report are relevant for the remaining months of the 2017/2018 financial year.
In accordance with the requirements of the Act of 12 May 2014 on Regulated Real Estate Companies, the Company has designated Ms. Patricia Lanoije as representative of the independent valuation expert Deloitte Consulting & Advisory SCRL, for the assessment of a part of Aedifica's Belgian healthcare real estate portfolio and hotels portfolio, replacing Mr. Wim Ottevaere and Care 4 Value Real Estate Experts. Deloitte Consulting & Advisory SCRL has started its mission as from the quarterly valuation of 31 March 2018.
During its meeting of 29 March 2018, the Board of Directors of Aedifica NV/SA was informed that Mr. Jean Kotarakos, CFO and Director, resigns from all his functions within the Aedifica group. Mr. Kotarakos joined Aedifica in May 2007 as Chief Financial Officer. He has decided to leave Aedifica to pursue another professional opportunity. Mr. Kotarakos will leave Aedifica as of 31 May 2018. The Board of Directors wishes to thank Mr. Kotarakos for his contribution to the success story of Aedifica.
The Board of Directors will provide for his replacement as soon as possible.
| Financial calendar | |
|---|---|
| Annual press release 30.06.2018 | 5/09/2018 |
| 2017/2018 Annual Financial Report | September 2018 |
| Annual General Meeting 2018 | 23/10/2018 |
| Dividend - coupon related to the 2017/2018 financial year ("ex-date") | 1/11/2018 |
| Interim statement 30.09.2018 | 14/11/2018 |
| Half year results 31.12.2018 | February 2019 |
| Interim statement 31.03.2019 | May 2019 |
8 These dates are subject to change.
16 May 2018 – After closing of markets Under embargo until 17:40 CET
*****
The English version of this press release constitutes a free translation of the French language text and is made for information purposes only. In case of inconsistency with the French version or inaccuracy of the English translation, the French text shall prevail.
Aedifica is a Regulated Real Estate Company under Belgian law specialised in healthcare real estate, particularly in senior housing. Aedifica has developed a portfolio worth approx. €1.7 billion in Belgium, Germany and in The Netherlands.
Aedifica has been quoted on the Euronext Brussels (continuous market) since 2006 and is identified by the following ticker symbols: AED; AED:BB (Bloomberg); AOO.BR (Reuters).
The Company's market capitalisation was €1.4 billion as of 30 April 2017.
Aedifica is included in the EPRA indices.
This document contains forward-looking information that involves risks and uncertainties, including statements about Aedifica's plans, objectives, expectations and intentions. Readers are cautioned that forward-looking statements include known and unknown risks and are subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the control of Aedifica. Should one or more of these risks, uncertainties or contingencies materialise, or should any underlying assumptions prove incorrect, actual results could vary materially from those anticipated, expected, estimated or projected. As a result, Aedifica does not assume any responsibility for the accuracy of these forward-looking statements.
16 May 2018 – After closing of markets Under embargo until 17:40 CET
| (in € million) | Marketable investment properties |
Development projects |
Total | ||
|---|---|---|---|---|---|
| carried out | subject to outstanding conditions |
||||
| Martha Flora Hilversum | The Netherlands | 8 | - | - | 8 |
| Villa Walgaerde1 | The Netherlands | 4 | - | - | 4 |
| La Ferme Blanche1 | Belgium | 6 | - | - | 6 |
| Het Gouden Hart | The Netherlands | 7 | - | - | 7 |
| Huize Dennehof | The Netherlands | 1 | - | - | 1 |
| Prinsenhof1 | Belgium | 4 | - | - | 4 |
| Op Haanven1 | Belgium | 2 | - | - | 2 |
| LTS | The Netherlands | 2 | - | 10 | 12 |
| Het Gouden Hart van Leersum | The Netherlands | 6 | - | - | 6 |
| Residentie Blaret | Belgium | 21 | - | - | 21 |
| Oeverlanden | The Netherlands | 12 | - | - | 12 |
| Sr. Laurentiusplatz | Germany | 5 | - | 3 | 8 |
| Seniorenheim am Dom | Germany | 9 | - | - | 9 |
| Huize De Compagnie | The Netherlands | 2 | - | 6 | 9 |
| Rendant (portfolio) | The Netherlands | - | - | 40 | 40 |
| Specht Gruppe (portfolio) | Germany | - | - | 200 | 200 |
| Huize Hoog Kerckebosch | The Netherlands | 8 | - | - | 8 |
| Villa Temporis (phase II)1 | Belgium | 2 | - | - | 2 |
| Molenenk1 | The Netherlands | 11 | - | - | 11 |
| De Duinpieper1 | Belgium | 10 | - | 2 | 12 |
| Sr. an den Kienfichten | Germany | 6 | - | - | 6 |
| Martha Flora Den Haag | The Netherlands | 9 | - | - | 9 |
| Huize Ter Beegden | The Netherlands | 0 | - | 4 | 5 |
| Martha Flora Rotterdam1 | The Netherlands | 2 | - | 6 | 8 |
| Martha Flora Bosch en Duin | The Netherlands | 2 | - | 5 | 7 |
| Ambulanter Pflegedienst Weser (portfolio) |
Germany | 28 | - | - | 28 |
| De Merenhoef | The Netherlands | 2 | - | 7 | 9 |
| Huize Roosdael | The Netherlands | 1 | - | 5 | 6 |
| Leusden | The Netherlands | 1 | - | 3 | 4 |
| Martha Flora Hoorn | The Netherlands | 1 | - | - | 1 |
| advita Haus Zur Alten Berufsschule | Germany | 9 | - | - | 9 |
| September Nijverdal | The Netherlands | 1 | - | 3 | 4 |
| Huize Groot Waardijn | The Netherlands | 1 | - | 5 | 6 |
| Huize Eresloo | The Netherlands | 1 | - | 5 | 6 |
| Subtotal as of 31 March 2018 | 187 | 0 | 304 | 491 | |
| Park Residenz | Germany | - | 11 | - | 11 |
| Pflegeteam Odenwald | Germany | - | 3 | - | 3 |
| Total as of 16 May 2018 | 187 | 14 | 304 | 505 |
1 Realisations of previously concluded agreements.
9 The figures in this table are rounded amounts. Subsequently, the sum of certain figures might not correspond to the stated total.
16 May 2018 – After closing of markets Under embargo until 17:40 CET
| Projects or renovations (in € million) |
Estimated inv. |
Inv. as of 31/03/2018 |
Future inv. |
Date of completion |
Comments | |
|---|---|---|---|---|---|---|
| I. Projects in progress | ||||||
| Het Gouden Hart van Leersum2 | Leersum (NL) | 4 | 4 | 0 | 2017/2018 | Construction of a care residence |
| Martha Flora Hilversum3 | Hilversum (NL) | 7 | 6 | 1 | 2017/2018 | Construction of a care residence |
| Martha Flora Bosch en Duin1 | Bosch en Duin (NL) | 5 | 1 | 4 | 2018/2019 | Construction of a care residence |
| Heydeveld | Opwijk (BE) | 4 | 2 | 2 | 2018/2019 | Extension of a rest home |
| Huize Lieve Moenssens | Dilsen-Stokkem (BE) | 4 | 2 | 2 | 2018/2019 | Extension and renovation of a rest home |
| Huize Roosdael1 | Roosendaal (NL) | 5 | 1 | 4 | 2018/2019 | Construction of a care residence |
| Huize Ter Beegden1 | Beegden (NL) | 4 | 1 | 4 | 2018/2019 | Construction of a care residence |
| Huize de Compagnie1 | Ede (NL) | 7 | 3 | 4 | 2018/2019 | Construction of a care residence |
| September Nijverdal1 | Nijverdal (NL) | 3 | 0 | 2 | 2018/2019 | Construction of a care residence |
| LTS Winschoten1 | Winschoten (NL) | 11 | 5 | 6 | 2018/2019 | Construction of a care residence |
| Seniorenresidenz Laurentiusplatz | Wuppertal (DE) | 3 | 0 | 3 | 2018/2019 | Renovation of a rest home |
| De Stichel I & II | Vilvoorde (BE) | 4 | 2 | 2 | 2018/2019 | Extension of a rest home |
| Plantijn II | Kapellen (BE) | 4 | 1 | 4 | 2018/2019 | Extension and renovation of a rest home |
| Vinkenbosch II | Hasselt (BE) | 2 | 0 | 2 | 2018/2019 | Renovation of a rest home |
| Martha Flora Rotterdam1 | Rotterdam (NL) | 6 | 1 | 5 | 2018/2019 | Construction of a care residence |
| 't Hoge III | Kortrijk (BE) | 2 | 0 | 2 | 2018/2019 | Extension of a rest home |
| Huize Groot Waardijn1 | Tilburg (NL) | 5 | 1 | 5 | 2018/2019 | Construction of a care residence |
| De Merenhoef | Maarssen (NL) | 7 | 0 | 7 | 2018/2019 | Construction of a care residence |
| Huize Eresloo1 | Eersel (NL) | 5 | 1 | 5 | 2018/2019 | Construction of a care residence |
| Bonn | Bonn (DE) | 1 | 0 | 1 | 2019/2020 | Renovation of a rest home |
| Plantijn III | Kapellen (BE) | 1 | 0 | 1 | 2019/2020 | Extension and renovation of a rest home |
| De Duinpieper | Ostend (BE) | 2 | 0 | 2 | 2019/2020 | Extension and renovation of a rest home |
| Leusden1 | Leusden (NL) | 3 | 0 | 3 | 2019/2020 | Construction of a care residence |
| Frohnau | Berlin (DE) | 1 | 0 | 1 | 2019/2020 | Renovation of a rest home |
| Residenz Zehlendorf | Berlin (DE) | 5 | 1 | 4 | 2019/2020 | Renovation of a rest home |
| Résidence Aux Deux Parcs | Jette (BE) | 3 | 0 | 2 | 2019/2020 | Extension of a rest home |
| II. Projects subject to outstanding conditions | ||||||
| - | - | - | - | - | - | - |
| III. Land reserves | ||||||
| Plot of land Bois de la Pierre | Wavre (BE) | 2 | 2 | 0 | - | Land reserve |
| IV. Acquisitions subject to outstanding conditions | ||||||
| advita Haus Zur Alten Berufsschule | Zschopau (NL) | 9 | 0 | 9 | 2017/2018 | Acquisition of a rest home |
| Mechelen | Mechelen (BE) | 15 | 0 | 15 | 2019/2020 | Acquisition of a new rest home |
| Rendant (portfolio) | Leeuwarden (NL)/ Heerenveen (NL) |
40 | 0 | 40 | 2019/2020 | Construction of two senior housing sites |
| Specht Gruppe (portfolio) | Germany | 200 | 0 | 200 | 2019/2020 | Construction of seventeen rest homes |
| Total | 375 | 34 | 340 | |||
| Changes in fair value | - | -3 | - | |||
| Roundings | - | 2 | - | |||
| On balance sheet | 33 |
1 Although still under construction, these sites already generate limited rental incomes, in particular for the plots of land that have already been acquired. Their values are therefore no longer mentioned in the table above. This explains why the estimated investment values differ from those mentioned earlier, in particular in section 2.2.
2 Het Gouden Hart van Leersum was completed on 16 April 2018 (see section 2.3.4).
3 Martha Flora Hilversum was completed on 23 April 2018 (see section 2.3.5).
Of these projects, 100 % are already pre-let. It is expected that the total investment budget of €375 million will be paid in cash. €14 million need to be added to the total investment budget due to acquisitions announced on 3 May (see sections 2.1.2 and 2.1.3 above).
For many years, Aedifica has used Alternative Performance Measures in accordance with ESMA (European Securities and Market Authority) guidelines published on 5 October 2015 in its financial communication. Some of these APM are recommended by the European Public Real Estate Association (EPRA) and others have been defined by the industry or by Aedifica in order to provide readers with a better understanding of its results and performance. The APM used in this interim statement are identified with an asterisk (*). The performance measures which are defined by IFRS standards or by Law are not considered as APM, neither are those which are not based on the consolidated income statement or the balance sheet. In this appendix, the APM are defined, annotated and connected with the most relevant line, total or subtotal of the financial statements.
Aedifica uses the following performance measures to determine the value of its investment properties; however, these measures are not defined under IFRS. They represent investment properties clustered in different ways to provide the reader with the most relevant information. The definition of these concepts as applied to the Aedifica financial statements may differ from those used in the financial statements of other companies. They are calculated as follows:
| (x €1,000) | 31/03/2018 | 30/06/2017 |
|---|---|---|
| Marketable investment properties | 1,643,671 | 1,523,235 |
| + Development projects | 32,823 | 17,174 |
| Investment properties | 1,676,494 | 1,540,409 |
| + Assets classified as held for sale | 16,291 | 4,440 |
| Investment properties including assets classified as held for sale, or real estate portfolio | 1,692,785 | 1,544,849 |
| - Development projects | -32,823 | -17,174 |
| Marketable investment properties including assets classified as held for sale* | 1,659,962 | 1,527,675 |
Aedifica uses the net rental income on a like-for-like basis* to reflect the performance of the investment properties excluding the effect of scope changes; however, this performance measure is not defined under IFRS. It represents rental income excluding the effect of scope changes. The definition of this concept as applied to the Aedifica financial statements may differ from that used in the financial statements of other companies. It is calculated as follows:
| (x €1,000) | 31/03/2018 | 31/03/2017 |
|---|---|---|
| Rental income | 67,717 | 57,762 |
| - Scope changes | -18,779 | -9,849 |
| = Rental income on a like-for-like basis* | 48,938 | 47,913 |
Aedifica uses equity excl. changes in fair value of hedging instruments* to reflect equity before non-cash effects of the revaluation of hedging instruments; however, this performance measure is not defined under IFRS. It represents the line "equity attributable to owners of the parent" without cumulated noncash effects of the revaluation of hedging instruments. The definition of this concept as applied to the Aedifica financial statements may differ from that used in the financial statements of other companies. It is calculated as follows:
| (x €1,000) | 31/03/2018 | 30/06/2017 |
|---|---|---|
| Equity attributable to owners of the parent | 909,417 | 888,039 |
| - Effect of the distribution of the dividend 2016/2017 | 0 | -34,478 |
| Sub-total excl. effect of the distribution of the dividend 2016/2017 | 909,417 | 853,561 |
| - Effect of the changes in fair value of hedging instruments | 32,458 | 34,055 |
| Equity excl. changes in fair value of hedging instruments* | 941,875 | 887,616 |
Aedifica uses net asset value per share excl. changes in fair value of hedging instruments* to reflect equity per share before the non-cash effect of the revaluation of hedging instruments; however, this performance measure is not defined under IFRS. It represents the line "equity attributable to owners of the parent" without cumulated non-cash effects of the revaluation of hedging instruments, divided by the number of shares outstanding (after deduction of treasury shares) at the closing date. The definition of this concept as applied to the Aedifica financial statements may differ from that used in the financial statements of other companies. It is calculated by dividing equity excl. changes in fair value of hedging instruments* by the number of shares outstanding (after deduction of treasury shares).
Aedifica supports reporting standardisation, which has been designed to improve the quality and comparability of information. The Company supplies its investors with most of the information recommended by EPRA. The following indicators are considered as APM:
Aedifica uses EPRA NAV* to comply with the EPRA's recommendations; however, this performance measure is not defined under IFRS. It represents the line "equity attributable to owners of the parent" after corrections recommended by the EPRA. It is calculated as follows:
| EPRA Net Asset Value* (NAV) | 30 maart 2018 | 30 June 2017 |
|---|---|---|
| x €1,000 | ||
| NAV per the financial statements (owners of the parent) | 909,417 | 853,561 |
| NAV per the financial statements (in €/share) (owners of the parent) | 50.59 | 47.48 |
| Effect of exercise of options, convertibles and other equity interests (diluted basis) |
0 | 0 |
| Diluted NAV, after the exercise of options, convertibles and other equity | 909,417 | 853,561 |
| interests | ||
| Include: | ||
| (i.a) Revaluation of investment properties (if IAS 40 cost option is used) | 0 | 0 |
| (i.b) Revaluation of investment properties under construction (IPUC) (if IAS 40 cost option is used) |
0 | 0 |
| (i.c) Revaluation of other non-current investments | 0 | 0 |
| (ii) Revaluation of tenant leases held as finance leases | 0 | 0 |
| (iii) Revaluation of trading properties | 0 | 0 |
| Exclude: | ||
| (iv) Fair value of financial instruments | 32,458 | 34,055 |
| (v.a) Deferred tax | 4,557 | 3,098 |
| (v.b) Goodwill as a result of deferred tax | 0 | 0 |
| Include/exclude: | ||
| Adjustments (i) to (v) in respect of joint venture interests | 0 | 0 |
| EPRA NAV* (owners of the parent) | 946,432 | 890,714 |
| Number of shares (Denominator IAS 33) | 17,975,820 | 17,975,820 |
| EPRA NAV* (in €/share) (owners of the parent) | 52.65 | 49.55 |
The EPRA NAV* values in euro and euro per share as of 30 June 2017 (presented in the table above) were adjusted by €34,478 thousand (or €1.92 per share) in comparison to the figures published in the 2016/2017 Annual Financial Report, so that they can be compared with the values as of 31 March 2018 (see footnote 7 in section 6 above). This amount represents the gross dividend 2016/2017, which was distributed in November 2017 (see Appendix 3.3).
Aedifica uses EPRA NNNAV* to comply with the EPRA's recommendations; however, this performance measure is not defined under IFRS. It represents the line "equity attributable to owners of the parent" after corrections recommended by the EPRA. It is calculated as follows:
| EPRA Triple Net Asset Value* (NNNAV) | 31 maart 2018 | 30 June 2017 |
|---|---|---|
| x €1,000 | ||
| EPRA NAV* (owners of the parent) | 946,432 | 890,714 |
| Include: | ||
| (i) Fair value of financial instruments | -32,458 | -34,055 |
| (ii) Fair value of debt | -8,484 | -8,523 |
| (iii) Deferred tax | -4,557 | -3,098 |
| EPRA NNNAV* (owners of the parent) | 900,933 | 845,038 |
| Number of shares (Denominator IAS 33) | 17,975,820 | 17,975,820 |
| EPRA NNNAV* (in €/share) (owners of the parent) | 50.12 | 47.01 |
The EPRA NNNAV* values in euro and euro per share as of 30 June 2017 (presented in the table above) were adjusted by €34,478 thousand (or €1.92 per share) in comparison to the figures published in the 2016/2017 Annual Financial Report, so that they can be compared with the values as of 31 March 2018 (see footnote 7 in section 6 above). This amount represents the gross dividend 2016/2017, which was distributed in November 2017 (see Appendix 3.3).
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