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Vastned Belgium NV

Earnings Release Feb 14, 2012

4021_er_2012-02-14_f04a404c-5082-4913-a0c4-6477de173dd7.pdf

Earnings Release

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Press release Annual result 2011

Antwerp, 14 February 2012

Gross dividend per share: € 2,53 (+ 1 %) Increase in fair value of real estate portfolio of 6,6 %1 Limited debt ratio: 36 %

1. Operating activities of 2011

Despite the strong decline of the consumer confidence since mid 2011, Intervest Retail has managed to show good results for financial year 2011. Retailers are also in 2011 still willing to pay higher rents when renewing rental contracts for locations that proven their quality. For renewals of lease contracts of the property investment fund, rents for innner-city shops have increased on average by 14 % in 2011. For renewals of lease contracts of shops located in the periphery, rents have increased on average by 10 % in 2011.

In 2011, the fair value of the investment properties has considerably increased by 6,6 % compared to 31 December 2010 (based on an unchanged composition of the real estate portfolio). This evolution is to a great extent supported by the very strong interest from the investment market. For the best shops in inner-city prime locations investors are currently willing to acquire buildings at yields of approximately 4 %. The fair value of the real estate portfolio of the property investment fund amounts to € 362 million on 31 December 2011.

Since its foundation Intervest Retail has managed to compose a unique portfolio on inner-city locations. The property investment fund aims to strengthen considerably this position. In 2011, Intervest Retail has acquired the commercial complex Galerie Jardin d'Harscamp at the place de l'Ange in Namur. In the commercial centre of Namur, larger commercial surface areas are very scarce. Through the regrouping of several units at the place de l'Ange units of more than 500 m² can be created, giving herewith an answer to the demand of shops with larger surface areas.

Evolution of fair value of real estate properties

Given the good quality of the real estate portfolio of Intervest Retail the occupancy rate2 of 96,6 % remains at a high level on 31 December 2011.

Occupancy rate

1 Based on an unchanged composition of the real estate portfolio.

2 The occupancy rate is calculated as the ratio of the rental income to the same rental income plus the estimated rental value of the vacant locations for rent.

In 2011, the operating distributable result of Intervest Retail increases to € 12,8 million (€ 12,7 million in 2010). Consequently, for financial year 2011 the property investment fund can distribute to its shareholders a gross dividend3 of € 2,53 per share compared to € 2,50 per share for financial year 2010, which represents an increase of 1 %. As a result, the gross dividend yield per share amounts to 5,6 % based on the share price on 31 December 2011.

On 31 December 2011, Intervest Retail has a stable balance sheet position with 73 % of long-term financings with well-spread expiry dates between 2012 and 2016. For more than 70 % of the credit facilities the interest rates are fixed by interest rate swaps with an average remaining duration of 4,9 years. This along with the relatively low debt ratio of 36 % enables the property investment fund to face 2012 with confidence in spite of the uncertain economic circumstances.

Gross dividend

In 2011, the gross dividend of Intervest Retail increases to

3 As legally speaking only the operating distributable result of the statutory annual accounts can be distributed and not of the consolidated annual accounts, the present profit distribution is based on the statutory figures.

Evolution of the real estate portfolio in 2011

The property investment fund Intervest Retail focuses on an investment policy based on commercial real estate, with respect for criteria of risk spread in the real estate portfolio, relating to the type of building as well as to the geographic spread and to the sector of the tenants.

On 31 December 2011 the risk spread is as follows:

Type of commercial building

REAL ESTATE PATRIMONY 31.12.2011 31.12.2010
Fair value of the portfolio (€ 000) 362.213 329.142
Total leasable space (m²) 161.573 159.581
Occupancy rate (%) 96,6 % 98,8 %

On 31 December 2011, the fair value of the investment properties of Intervest Retail amounts to € 362 (€ 329 million). This increase of € 33 million compared to 31 December 2010 comes from:

  • ୭ the shortage of commercial real estate on the investment market resulting in an increase in value of the real estate portfolio of € 22 million or 6,6 %
  • ୭ the acquisition of the commercial complex "Jardin d'Harscamp" in Namur for an amount of € 10 million
  • ୭ investments in the existing real estate portfolio of the property investment fund for € 2 million
  • ୭ the sale of a non-strategic building in the Carnotstraat in Anwerp for € 2 million

In 2011, the fair value of the real estate portfolio increases by 6,6 % as a result of the demand of qualitative commercial real estate on the investment market. {

Rental activity in 2011

Because of the shortage of good commercial locations, rental renewals at the end of a nine-year rental period result, also in 2011, in considerable rental increases.

In financial year 2011, 28 rental renewals have been signed with an average rental increase of 11 %. Intervest Retail has concluded an agreement for the renewal of 16 lease contracts with tenant Décor Heytens, who represents 5 % of the total rental income of the property investment fund and is herewith the 4th largest tenant. The new commercial lease contracts with Décor Heytens have a duration of 9 years and have started on the 1st of January 2012. The rental level of all rental renewals and new lease contracts concluded in 2011 by Intervest Retail, is approximately 4 % higher compared to the previous leases. These newly concluded lease contracts have just started or take effect in 2012.

Since mid 2011 increasing economic uncertainties have an impact on new lettings. Retailers are obviously more critical upon renting premises. Most of the time, shops on good locations can still be re-let at higher rents compared to the terminating lease contracts. In Chênée a new lease contract has been concluded at a 16 % higher rental level than the previous rental level.

On the primary inner-city locations of Intervest Retail, such as the chaussée d'Ixelles in Brussels and the Meir in Antwerp, significant rental increases can still be realized. Also on good peripheral locations rental levels can still considerably increase upon renewal of lease contracts.

Yields of retail warehouses as well as of inner-city shops have slightly decreased through the positive evolution of rental values and through lowering of yields, resulting from the favourable developments on the Belgian investment market for commercial real estate. The average yield of the portfolio of the property investment fund reaches 6,9 % for retail warehouses on 31 December 2011 (7,4 % on 31 December 2010) and 5,5 % for inner-city shops (5,8 % on 31 December 2010). The top yield is reserved to a shop located in the Huidevettersstraat in Antwerp with 4,1 %.

At the end of October 2011, Smatch has opened its store in Julianus Shopping in Tongres. Intervest Retail will be able to evaluate the effect of this opening on the number of visitors in the course of next year. Five smaller commercial units of a total of 512 m² are still to be let in Julianus Shopping. On 31 December 2011, the occupancy rate of the shopping center amounts to approximately 90 %. At the Luikersteenweg in Tongres, a new commercial area will open in 2012, allowing Tongres to become an important commercial city.

Investments in 2011

Commercial complex "Jardin d'Harscamp" in Namur Intervest Retail has acquired in 2011 the commercial complex Jardin d'Harscamp, with a total built-on surface area of 2.596 m², located place de l'Ange 4 on the prime commercial location of Namur. Namur has a very dynamic and young shopping environment with a limited offer of larger commercial surface areas on primary locations.

The recently redeveloped place de l'Ange forms with the rue de l'Ange and the rue de Fer the main commercial area of Namur. The commercial complex is located in the direct vicinity of Mango, Massimo Dutti and Zara. The building has a total commercial surface area of 2.288 m² and 23 private underground parking spaces. The commercial complex comprises 17 smaller shops with tenants such as Club, Belgique Loisirs, etc. The commercial units can easily be transformed into larger parts.

Meanwhile Intervest Retail has started the repositioning of the commercial complex, whereby the first aim is to attract the most suitable tenant for the regrouped commercial units at the place de l'Ange.

The rental income at purchase of the center amounts to approximately € 534.000 on an annual basis, which is considerably lower than the current market rental value. The acquisition value of this real estate property amounts to approximately € 10 million and provides the property investment fund a gross initial yield4 of 5,2 %. The acquisition value is in line with the valuation made by the independent property expert of the property investment fund. The investment is funded from the existing credit lines of the property investment fund.

Jardin d'Harscamp - Namur - space 2.228 m2

4 The gross initial yield is calculated as the relation between the current rental income on an annual basis and the investment value of the investment property.

2 Financial results5

Consolidated income statement

in thousands € 2011 2010
Rental income 21.300 21.050
Rental-related expenses -54 -50
Property management costs and income 13 -14
Property result 21.259 20.986
Property charges -2.066 -2.047
General costs and other operating costs and income -1.013 -1.016
Operating result before result on the portfolio 18.180 17.923
Result on sales of investment properties 1.526 167
Changes in fair value of investment properties 22.043 4.831
Other portfolio result -56 28
Operating result 41.693 22.949
Financial result (excl. changes in fair value - IAS 39) -5.260 -5.032
Changes in fair value of financial assets and liabilities (ineffective hedges - IAS 39) -92 -126
Taxes -33 -159
Net result 36.308 17.632
Operating distributable result 12.848 12.710
Result on portfolio 23.513 5.026
Changes in fair value of financial assets and liabilities (ineffective hedges - IAS 39) and
other non-distributable elements
-53 -104
Result per share 2011 2010
Number of shares entitled to dividend 5.078.525 5.078.525
Net result (€) 7,15 3,47
Gross dividend (€) 2,53 2,50
Net dividend6 (€) 2,00 2,13

5 Between brackets comparable figures of financial year 2010.

6 As a result of the Law of 28 December 2011 containing various provisions (Belgian Official Gazette 30 December 2011 - taking effect as from 1 January 2012), the withholding tax on dividends of public property investments funds goes from 15 % to 21 % (except certain exemptions or increases).

The property result of Intervest Retail increases in 2011 by € 0,3 million to € 21,3 million (€ 21,0 million). This rise results from the increase of rental income through rental renewals and indexations in the existing real estate portfolio.

In 2011, the property charges of the property investment fund amount to € 2,1 million (€ 2,0 million) and remain stable compared to the previous financial year. On the one hand the technical costs have slightly increased as a result of an elaborated maintenance program and on the other hand the vacancy costs have decreased because of lower vacancy charges in Julianus Shopping in Tongres.

The general costs and other operating costs and income amount to € 1,0 million and remain at the same level as previous year (€ 1,0 million).

Through stable general costs and property charges and due to the increase of the property result, the operating result before result on portfolio increases in 2011 by € 0,3 million to € 18,2 million (€ 17,9 million).

The result on disposals of investment properties comprises mainly an additional compensation of € 0,9 million received from the buyer of "Shopping Park Olen" for earlier made project costs, according the agreement of December 2009 on the sale of the project7 . Further more, the property investment fund has concluded a sales agreement for the sale of a non-strategic inner-city shop in the Carnotstraat in Antwerp for a sales price of € 1,7 million and a gain of € 0,4 million. {

For financial year 2011, the positive changes in fair value of the investments properties amount to € 22,0 million (€ 4,8 million) or 6,6 % on the fair value of the real estate portfolio8. This is due to the increase in fair value of the commercial portfolio as valuated by the independent property experts. This increase in value is caused by the growing demand for qualitative commercial real estate on the investment market and the rental renewals and indexations in 2011.

properties amount to 6,6 % in 2011 compared {to 1,5 % in 2010.

The financial result (excl. changes in fair value - IAS 39) of financial year 2011 amounts to - € 5,3 million (- € 5,0 million). The interest charges have increased in financial year 2011 as a result of the financing of the acquisition of the commercial complex "Jardin d'Harscamp" in Namur for an amount of € 10,3 million since mid October 2011.

For financial year 2011, the average interest rate of the current credit facilities of the property investment fund amounts to 4,3 % including bankmargins (4,1 %).

In 2011, the changes in fair value of financial assets and liabilities (ineffective hedges - IAS 39) comprise the change of the market value of the interest rate swaps which in accordance with IAS 39 cannot be classified as cash flow hedge instrument, for an amount of - € 0,1 million (- € 0,1 million).

7 See press release dd. 8 December 2009: Property investment fund Intervest Retail, listed on NYSE Euronext Brussels, disinvests its site "Shopping Park Olen".

8 Based on an unchanged composition of the real estate portfolio.

The net result of Intervest Retail amounts to € 36,3 million for financial year 2011 (€ 17,6 million) and can be divided in:

  • ୭ the operating distributable result of € 12,8 million compared to € 12,7 million in 2010. This increase of 1 % results mainly from the improvement of the operating result (before result on portfolio) partly compensated by higher financial charges
  • ୭ the result on portfolio of € 23,5 million compared to € 5,0 million the previous year mainly due to the positive changes in fair value of the investments properties of the property investment fund
  • ୭ the changes in fair value of financial assets and liabilities (ineffective hedges - IAS 39) and other non-distributable elements for an amount of - € 0,1 million (- € 0,1 million).

For financial year 2011, the operating distributable result of Intervest Retail increases to € 12,8 million (€ 12,7 million).

With 5.078.525 shares being issued, this represents a gross dividend of € 2,53 per share for financial year 2011 compared to € 2,50 for 2010. This means an increase of the dividend by 1 % per share.

Consolidated balance sheet

in thousands € 31.12.2011 31.12.2010
Non-current assets 362.406 329.341
Current assets 1.866 3.915
ASSETS 364.272 333.256
Shareholders' equity 228.739 205.206
Share capital 97.213 97.213
Share premium 4.183 4.183
Reserves 91.035 86.178
Net result of financial year 36.308 17.632
Liabilities 135.533 128.050
Non-current liabilities 94.244 75.544
Current liabilities 41.289 52.506
TOTAL
SHARE
HOLDERS
' EQUITY AND LIABILITIES
364.272 333.256
Debt ratio (max. 65 %) (%) 36 % 37 %

In 2011, non-current assets increase by € 33 million. This rise is mainly the effect of, on the one hand, an increase in fair value of the investment properties, due to the revaluations of the independent property experts for € 22 million or 6,6 % and on the other hand, through the acquisition of the commercial complex "Jardin d'Harscamp" in Namur for an amount of € 10 million.

Current assets amount to € 2 million (€ 4 million) and consist mainly of € 0,4 million in cash on bank accounts and of € 0,7 million in deferred charges and accrued income.

On 31 December 2011, estate portfolio amounts {to € 362 million.

Thanks to a strict credit control the number of days of outstanding customers' {credit is only 5 days..

The shareholders' equity of the property investment fund amounts to € 229 million. The share capital (€ 97 million) and the share premium (€ 4 million) remain unchanged. The number of shares entitled to dividend amounts to 5.078.525 on 31 December 2011.

The reserves of the company amount to € 91 million (€ 86 million) and consist mainly of a reserve for the balance of the changes in fair value of the investment properties for € 95 million (€ 90 million) and a reserve for the negative balance of the changes in fair value of hedging instruments for - € 5 million (- € 5 million).

Compared to 2010, non-current liabilities increase to € 94 million (€ 76 million) and consist mainly of long-term bank financings as well as the negative market value of the hedging instruments. The increase is due to the refinancing of two long-term credit facilities for a period of 5 years as well as the higher credit withdrawal resulting from the acquisition of the commercial complex Jardin d'Harscamp in Namur.

Current liabilities amount to € 41 million (€ 53 million) and consist mainly of € 38 million of bank loans which expire within the year and have to be repaid or prolonged. Further, the current liabilities consist of € 2 million in trade debts and of € 1 million in accrued charges and deferred income.

DATA
PER
SHARE
31.12.2011 31.12.2010
Number of shares entitled to dividend 5.078.525 5.078.525
Net asset value (fair value) (€) 45,04 40,41
Net asset value (investment value) (€) 46,66 42,00
Share price on closing date (€) 44,98 43,00
Premium to net asset value (fair value) (%) 0 % 6 %

On 31 December 2011, the net asset value (fair value) of the share is € 45,04 (€ 40,41). Given that the share price on 31 December 2011 is € 44,98, the share of Intervest Retail is quoted without premium compared to this net asset value (fair value).

{

A relatively low debt ratio of 36 % on 31 December 2011 (37 % on 31 December 2010) and financings with well-spread expiry dates offer Intervest Retail a stable balance-sheet position.

Financial structure

On 31 December 2011, Intervest Retail has a conservative financial structure allowing it to continue to carry out its activities in 2012.

The most important characteristics of the financial structure on 31 December 2011 are:

  • ୭ amount of financial debts: € 127 million
  • ୭ 73 % of the credit lines are long-term financings with an average remaining duration of 3,6 years
  • ୭ well-spread expiry dates of the credit facilities between 2012 and 2016
  • ୭ spread of credit facilities over 5 European financial institutions
  • ୭ € 11 million of available non-withdrawn credit lines
  • ୭ 71 % of the withdrawn credit facilities have a fixed interest rate, 29 % have a variable interest rate
  • ୭ fixed interest rates are fixed for a remaining period of 4,9 years in average
  • ୭ average interest rate for 2011: 4,3 % including bank margins (2010: 4,1 %)
  • ୭ value of financial derivatives: € 5,1 million in negative (recorded under other non-current financial liabilities)
  • ୭ limited debt ratio of 36 % (legal maximum: 65 %) (31 December 2010: 37 %)

On 31 December 2011, 73 % of the credit lines of Intervest Retail are long-term financings. 27 % of the credit lines are short-term financings, of which 13 % consists of finances with an unlimited duration (progressing each time for 364 days) and 14 % of one credit facility, expiring in 2012 which has to be renegotiated.

For the further protection of its operating results against future interest rate fluctuations, Intervest Retail has purchased in the fourth quarter of 2011 four forward interest rate swaps for a notional amount of € 45 million. The interest rate swaps take effect in 2013 and have subsequently a duration of 5 years. The average interest rate of these interest rate swaps is 2,5 % which is substantially lower than the average interest rate of the current interest rate swaps being 3,8 %. Through this interest rate hedging the interest rate of approximately 70 % of the credit facilities on 31 December 2011 is fixed for a remaining period of 4,9 years in average.

364 2012 2013 2014 2015

17 20 10 50

15 25

2016

Duration of the financings

days

3 Forecast

Intervest Retail beliefs that its real estate portfolio is in a good position to meet the challenges of 2012. Intervest Retail expects retailers and consumers to be more critical in the future. The expansion drift of retailers will decrease and they will focus mainly on qualitative locations in and near larger cities. An ageing population linked to pressure on the pension allowances, a growing interest for ecommerce and the structural effects of the crisis will put pressure on the consumer spending for a long period of time.

It is however very important to get a clear insight into the tenants' strategy (clients) on the long term in order to be able to anticipate. In 2012, Intervest Retail will make some efforts to develop the relationship and the communication with its clients so that it can analyse where and how management has to be adjusted.

The fact is that Intervest Retail as a long-term investor depends to a large extent on the performances of its tenants. Regarding the level of rental income as well as the stability of rental income, the performances of the property investment fund depend on the operational and financial quality of its tenants. In the current economic climate it becomes more important to have a good insight into the performances of tenants. It is necessary to intensify contacts with the tenants so that a thorough knowledge of the retail market can be obtained.

A stronger relationship with the tenants will lead in some cases to a rental model where, besides the basic rent, a variable rent can be added in function of the performances of the tenant. Such concepts are not new and have already been used earlier by Intervest Retail.

The property investment fund wants to materialize the baseline "Feel Real Estate" through a better understanding and feeling of the needs of the tenants (clients) so that it can anticipate the changing trends regarding retail.

Just like in 2011, Intervest Retail will pay attention to sustainable aspects. During renovations additional investments often lead to better energy performances. Generally, Intervest Retail as well as the client benefit from a sustainable approach and Intervest Retail will try to get a win-win situation with the tenants.

Regarding new investments Intervest Retail will focus on top locations in the centre of larger cities. On the long term, the property investment fund wants to situate mainly its investment properties on prime locations in inner cities. Intervest Retail will consider to sell premises which don't fit into this strategy.

The annual report for financial year 2011 will be available as from 23 March 2012 on the website of the company (www.intervestretail.be).

Note to the editors: for more information, please contact:

INTERVEST RETAIL SA, public property investment fund under Belgian law, Jean-Paul Sols - CEO or Inge Tas - CFO, T + 32 3 287 67 87, www.intervestretail.be

Financial statements9

Consolidated income statement

in thousands € 2011 2010
Rental income 21.300 21.050
Rental-related expenses -54 -50
NET
RENTAL
INCOME
21.246 21.000
Recovery of rental charges and taxes normally payable by tenants on let properties 1.467 1.339
Rental charges and taxes normally payable by tenants on let properties -1.467 -1.339
Other rental-related income and expenses 13 -14
PROPERT
Y RESULT
21.259 20.986
Technical costs -717 -620
Commercial costs -182 -185
Charges and taxes on unlet properties 29 -135
Property management costs -1.149 -1.104
Other property charges -47 -3
PROPERT
Y CHARGES
-2.066 -2.047
OPERAT
ING PROPERT
Y RESULT
19.193 18.939
General costs -1.063 -1.044
Other operating income and costs 50 28
OPERAT
ING RESULT
BEFORE
RESULT
ON PORTFOLIO
18.180 17.923
Result on sales of investment properties 1.526 167
Changes in fair value of investment properties 22.043 4.831
Other portfolio result -56 28
OPERAT
ING RESULT
41.693 22.949

9 The statutory auditor has confirmed that his full audit, which has been substantially completed, has not revealed material adjustments which would have to be made to the accounting information disclosed in this press release and that an unqualified auditor's report will be issued.

Consolidated income statement (continued)

in thousands € 2011 2010
OPERAT
ING RESULT
41.693 22.949
Financial income 15 10
Net interest charges -5.252 -5.028
Other financial charges -23 -14
Changes in fair value of financial assets and liabilities (ineffective hedges - IAS 39) -92 -126
FINANCIAL
RESULT
-5.352 -5.158
RESULT
BEFORE
TAXES
36.341 17.791
Corporate tax -33 -159
Taxes -33 -159
NET
RESULT
36.308 17.632
Note:
Operating distributable result 12.848 12.710
Result on portfolio 23.513 5.026
Changes in fair value of financial assets and liabilities (ineffective hedges - IAS 39)
and other non-distributable elements -53 -104
Attributable to:
Equity holders of the parent company 36.308 17.632
Minority interests 0 0
RESULT
PER
SHARE
2011 2010
Number of shares entitled to dividend 5.078.525 5.078.525
Net result (€) 7,15 3,47
Diluted net result (€) 7,15 3,47
Operating distributable result (€) 2,53 2,50

Consolidated statement of comprehensive income

in thousands € 2011 2010
NET
RESULT
36.308 17.632
Changes in the effective part of the fair value of the authorized hedging instruments for
cash flow hedges
-78 378
COMPREHENSIVE INCOME
Attributable to:
36.230 18.010
Equity holders of the parent company 36.230 18.010
Minority interests 0 0

Gonsolidated balance sheet

ASSETS
in thousands €
31.12.2011 31.12.2010
Non-current assets 362.406 329.341
Intangible assets 13 16
Investment properties 362.213 329.142
Other tangible assets 162 165
Trade receivables and other non-current assets 18 18
Current assets 1.866 3.915
Assets held for sale 333 287
Trade receivables 275 376
Tax receivables and other current assets 218 2.249
Cash and cash equivalents 379 766
Deferred charges and accrued income 661 237

Consolidated balance sheet (continued)

SHARE
HOLDERS
' EQUITY AND LIABILITIES in thousands €
31.12.2011 31.12.2010
Shareholders' equity 228.739 205.206
Shareholders' equity attributable to the shareholders of the parent company 228.739 205.206
Share capital 97.213 97.213
Share premium 4.183 4.183
Reserves 91.035 86.178
Net result of financial year 36.308 17.632
Minority interests 0 0
Liabilities 135.533 128.050
Non-current liabilities 94.244 75.544
Provisions 0 195
Non-current financial debts 89.022 70.234
Credit institutions 89.000 70.220
Financial lease 22 14
Other non-current financial liabilities 5.129 4.959
Other non-current liabilities 51 48
Accrued charges and deferred income 42 108
Current liabilities 41.289 52.506
Provisions 0 56
Current financial debts 37.619 46.548
Credit institutions 37.614 46.545
Financial lease 5 3
Trade debts and other current debts 2.573 4.079
Other current liabilities 211 632
Accrued charges and deferred income 886 1.191
TOTAL
SHARE
HOLDERS
' EQUITY AND LIABILITIES
364.272 333.256

Statement of changes in consolidated equity

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Press release2011

A split of the reserves is shown on the next page.

19

Split of reserves

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6

Press release2011

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