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Ascencio — Interim / Quarterly Report 2017
Jun 19, 2017
3907_ir_2017-06-19_8b16b7c4-0706-43bc-b020-a324c4cc5a6a.pdf
Interim / Quarterly Report
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PRESS RELEASE
Regulated information
19 June 2017 Under embargo until 5.40 p.m.
F I N A N C I A L R E P O R T O F T H E S T A T U T O R Y MA N A G E R F O R T H E F I R S T H A L F O F F I N A N C I A L Y E A R 2016 – 2017
SOLID, GROWING OPERATIONAL RESULTS
- Rental income: €20.23 million, up by 7.1%
- Value of the portfolio up slightly (1.5%) on a like-for-like basis
EARNINGS PER SHARE
- Net result from key activities1: €2.04 per share, up by 4.6% on the six months to 31 March 2016 (€1.95) despite the 2% increase in the number of shares
- Net result €4.09 per share
INVESTMENTS DURING THE FIRST HALF-YEAR
- Acquisition of stores located in the Papeteries de Genval complex, 22 December 2016
- The value of the real estate portfolio has passed the €600 million mark
DEBT RATIO OF 43.7 % AS AT 31 MARCH 2017
Remaining investment capacity of €78 million before debt ratio reaches 50%.
1 Alternative Performance Measure (APM). See page 33.
1. Presentation
Ascencio SCA is a Public Regulated Real Estate Company (Société Immobilière Réglementée Publique or "SIRP", hereinafter referred to in the English translation as a "public B-REIT" (Belgian real estate investment trust)). It specialises in investment in out-of-town commercial property. Its portfolio currently comprises 104 properties in Belgium, France and Spain with a total area of 424,379 m² and a fair value of €610 million.
Some ten sectors of activity are represented, but with a predominance of the food sector with chains such as the Mestdagh group, Carrefour, Grand Frais (France), Delhaize, Aldi and Lidl. Other major tenants include Brico/Brico Plan It, Decathlon, Krëfel, Hubo, Orchestra and Conforama (France).
Ascencio SCA is listed on Euronext Brussels. Its stock market capitalisation amounted to €379 million as at 31 March 2017 (share price at that date: €58.30).
2. Half-yearly Management Report
2.1. Consolidated results
| CONSOLIDATED RESULTS - ANALYTICAL FORM (€000S) | 31/03/2017 | 31/03/2016 | ∆ |
|---|---|---|---|
| RENTAL INCOME | 20.235 | 18.890 | 7,1% |
| Charges linked to letting | -119 | -37 | |
| Taxes and charges not recovered | -201 | -113 | |
| PROPERTY RESULT | 19.915 | 18.740 | 6,3% |
| Other income and operating costs | - | 2 | |
| Property charges | -1.045 | -1.003 | |
| Corporate overheads | -1.634 | -1.569 | |
| OPERATING RESULT BEFORE RESULT ON PORTFOLIO | 17.236 | 16.170 | 6,6% |
| Operating margin (*) | 85,2% | 85,6% | |
| Financial income | 3 | - | |
| Net interest charges | -3.602 | -3.580 | |
| Other financial charges | -166 | -103 | |
| Taxes on result of key activities | -218 | -75 | |
| NET RESULT OF KEY ACTIVITIES (*) | 13.253 | 12.413 | 6,8% |
| Net gains and losses on sales of investment property | - | 229 | |
| Changes in the fair value of investement property | 8.918 | 16.477 | |
| Other portfolio result | - | - | |
| Portfolio result | 8.918 | 16.706 | |
| Changes in fair value of financial assets and liabilities | 4.562 | -172 | |
| Deferred tax | -162 | -261 | |
| Exit Tax | - | 50 | |
| NET RESULT | 26.571 | 28.737 |
(*)Alternative Performance Measure (APM). See pages 33 and 34.
| CONSOLIDATED RESULT PER SHARE (euros) | 31/03/2017 | 31/03/2016 | ∆ |
|---|---|---|---|
| Net result of key activities per share (euros) | 2,04 | 1,95 | 4,6% |
| Earnings per share (EPS) (euros) | 4,09 | 4,51 | -9,2% |
| NUMBER OF SHARES | 31/03/2017 | 31/03/2016 | ∆ |
|---|---|---|---|
| Weighted average number of shares in circulation | 6.497.594 | 6.364.686 | 2,1% |
| Total number of shares issued | 6.497.594 | 6.364.686 | 2,1% |
Rental income was up by 7.1% compared with the first six months of the financial year 2015/2016, amounting to €20.2 million.
This improvement was due to the investments made
- over the course of the previous financial year: acquisition of three Grand Frais stores in France on 22 December 2015, three commercial properties in Spain on 1 March 2016 and a BUT store near Nancy, France on 16 September 2016;
- in the current financial year: acquisition of stores located in the Papeteries de Genval complex in December 2016.
On a like-for-like basis, rental income was up by 1.9%.
The following table shows rental income by country:
| RENTAL INCOME (€000S) | 31/03/2017 | 31/03/2016 | ||
|---|---|---|---|---|
| Belgium | 12.347 | 61% | 12.414 | 66% |
| France | 7.003 | 35% | 6.328 | 33% |
| Spain | 885 | 4% | 148 | 1% |
| TOTAL | 20.235 | 100% | 18.890 | 100% |
Property result amounted to €19.9 million (up by 6.3% on the half-year to 31 March 2016).
After deduction of property charges and corporate overheads, the operating result before result on portfolio was €17.2 million (€16.2 million for H1 of the previous financial year), representing an increase of 6.6%. The operating margin came to 85.2%.
Net interest charges, including the cash flows generated by interest rate hedging instruments (described hereunder) amounted to €3.6 million for the half-year to 31 March 2017, unchanged from H1 2015/2016.
The average cost of borrowing(*) (2.99% including margins and the cost of hedging instruments) was down compared with the first six months of the 2015/2016 financial year (3.29%).
After deducting taxes on result from properties acquired in Spain in March 2016 and the French tax charge on the results from French assets, net result of key activities(*) amounted to €13.3 million for the six months to 31 March 2017, an increase of 6.8% compared with the first half of the previous financial year.
(*) Alternative Performance Measure (APM). See pages 33 and 34.
Net result of key activities expressed as EPS(*) amounted to €2.04, up on the €1.95 of the same period of the previous financial year in spite of the increased number of shares.
Non-monetary items in the income statement amounted to:
- +€8.9 million representing the change in fair value of investment properties (IAS 40) as a result of higher appraisal values associated with the adoption of lower capitalisation rates;
- +€4.6 million increase in the fair value of interest rate hedging instruments (IAS 39);
- -€0.2 million of deferred taxes relating to the deferred taxation (5% withheld at source) of unrealised capital gains on French assets.
Net result for the first half of the financial year reached €26.6 million, compared with €28.7 million for the six months to 31 March 2016.
2.2. Consolidated balance sheet
| CONSOLIDATES BALANCE SHEET (€000S) | 31/03/2017 | 30/09/2016 |
|---|---|---|
| ASSETS | 622.921 | 538.004 |
| Investment properties | 610.114 | 527.132 |
| Other non-current financial assets | 2.707 | 1.698 |
| Assets helf for sale | - | - |
| Trade receivables | 1.257 | 4.603 |
| Cash and cahd equivalents | 2.837 | 3.341 |
| Other current financial assets | 6.006 | 1.229 |
| EQUITY AND LIABILITIES | 622.921 | 583.004 |
| Equity | 331.708 | 318.032 |
| Non-current financial debts | 186.924 | 186.723 |
| Other non-current financial liabilities | 12.359 | 16.810 |
| Deferred taxes | 3.211 | 352 |
| Current financial debts | 78.877 | 48.772 |
| Other current liabilities | 9.842 | 12.315 |
As at 31 March 2017, 97.9% of the assets in the consolidated balance sheet were investment properties (30 September 2016: 98.0%).
On the liabilities side, financial liabilities amounted to €265.8 million, up by €30.3 million as a result of the financing of the acquisition of stores in the Papeteries de Genval complex in December 2016 and the partial cash payment of the dividend.
(*) Alternative Performance Measure (APM). See pages 33 and 34.
The financial liabilities are divided into four types of financing:
| (€000S) | 31/03/2017 | 30/09/2016 |
|---|---|---|
| Non-current financial debt | 186.924 | 186.723 |
| - Credit institutions | 184.778 | 184.577 |
| - Finance leases | 2.146 | 2.146 |
| Current financial debt | 78.877 | 48.772 |
| - Credit institutions | 35.583 | 27.204 |
| - Finance leases | 294 | 568 |
| - Other - Commercial paper | 43.000 | 21.000 |
| TOTAL | 265.801 | 235.495 |
As at 31 March 2017, Ascencio had roll-over bank credit facilities of €268.5 million available in the form of advances. The unutilised portion of these lines amounted to €58.7 million.
As at 31 March 2017 the maturity schedule of these bank credit facilities was as follows:
- 2016/2017: €45.0 million 2020/2021: -
- 2017/2018: €20.0 million 2021/2022: €25.0 million
- 2018/2019: €75.0 million 2022/2023: €50.0 million
- 2019/2020: €30.0 million 2023/2024: €23.5 million
In June 2016, in order to reduce its average cost of financing, Ascencio put a commercial paper program in place. As at 31 March 2017 this program was used for short-term issues amounting to €43 million.
Other non-current liabilities of €12.4 million (31 March 2016: €16.8 million) consisted mainly of the fair value of interest rate hedging instruments (€10.2 million, compared with €14.2 million as at 30 September 2016).
The Company's debt ratio stood at 43.7% as at 31 March 2017, as against 42.7% as at 30 September 2016.
As at 31 March 2017 Ascencio had remaining investment capacity of €78 million before its ratio would exceed the 50% threshold.
2.3. Net asset value per share
As at 31 March 2017, net asset value per share amounted to €51.05 (compared with €49.97 as at 30 September 2016 before appropriation of profit and before the increase in the number of shares resulting from the optional dividend).
Excluding the fair value of hedging instruments shown in assets and liabilities, the value of net asset per share as at 31 March 2017 stood at €52.52 compared with €52.20 as at 30 September 2016.
| 31/03/2017 | 31/03/2016 | 30/09/2016 | |
|---|---|---|---|
| Net asset value (NAV) (€000S) | 331.708 | 306.679 | 318.032 |
| NAV per share (euros) | 51,05 | 48,18 | 49,97 |
| Restatements: | |||
| Fair value of financial instruments (IRS & CAP) (€000S) | 9.555 | 14.626 | 14.231 |
| NAV excluding the fair value of IRS & CAP (€000S) | 341.263 | 321.305 | 332.263 |
| Number of shares | 6.497.594 | 6.364.686 | 6.364.686 |
| NAV per share excluding the fair value of IRS & CAP (€000S) | 52,52 | 50,48 | 52,20 |
2.4. The real estate portfolio
As at 31 March 2017 Ascencio held a real estate portfolio of 104 properties located in Belgium, France and Spain, the fair value of which stood at €610.1 million, up by €38.0 million compared with 30 September 2016 (€572.1 million).
| COUNTRY | Investment value (€000S) |
Fair value (€000S) |
(%) | Contractual rents (€000S) |
Occupancy rate (%) |
Gross yield (%) |
|---|---|---|---|---|---|---|
| Belgium | 387.461 | 378.897 | 62,1% | 25.943 | 97,7% | 6,70% |
| France | 214.626 | 202.294 | 33,2% | 13.949 | 98,7% | 6,50% |
| Spain | 29.646 | 28.923 | 4,7% | 1.823 | 100,0% | 6,15% |
| TOTAL | 631.733 | 610.114 | 100% | 41.715 | 98,10% | 6,60% |
Investments during the first half of the financial year:
The increase in the value of the portfolio posted in the first half is due mainly to the acquisition, on 22 December 2016, of a 99-year emphyteotic lease on the retail space in the Papeteries de Genval complex. This retail complex, with an area of 10,007 m², was opened in August 2015. It houses more than 30 brand names, including Carrefour Market, Espace Mode, Picard, Club, Planet Parfum and Boulangerie Louise.
The complex generates total annual rental income of €1.5 million (net of the annual emphyteotic rent). It has contributed to the results since 1 January 2017. This investment was financed by borrowing.
Divestments during the first half of the financial year:
There were no disposals of properties during the first half of the financial year.
Occupancy rate – Letting activity
During the first half-year 17 new leases were signed for a total area of 23,046 m² and rentals of €1,765,000, representing an increase of 0.6% on the last current rentals.
As at 31 March 2017, the occupancy rate of the portfolio stood at 98.1%, slightly down from its 30 September 2016 level (98.6%) due to the current rental vacancy on the Papeteries de Genval complex, where the occupancy rate stood at close to 90% as at 31 March 2017.
Composition of the portfolio as at 31 March 2017
| Breakdown by sector (1) | Geographical distribution (1) | ||
|---|---|---|---|
| Belgium | 62,0% | ||
| • Wallonia | 50,4% | ||
| • Flanders | 9,1% | ||
| Retail | 98,7% | • Brussels | 2,5% |
| Other | 1,3% | France | 33,2% |
| Total | 100,0% | Spain | 4,8% |
| Total | 100,0% |
(1) Distribution established on the basis of fair value
| Breakdown by business (2) | Breakdown of tenants (2) | ||
|---|---|---|---|
| Food | 34,0% | Grand Frais | 11,3% |
| Textiles / Fashion | 14,4% | Group Mestdagh | 9,7% |
| Leisure | 11,4% | Carrefour | 7,8% |
| DIY | 9,2% | Brico Plant It / Brico | 6,4% |
| Household appliances | 8,9% | Worten | 4,4% |
| Interior decorating | 8,6% | Top 6-10 | 11,5% |
| Horeca | 2,5% | Top 11-20 | 13,1% |
| Other | 11,0% | Others | 35,9% |
| Total | 100,0% | Total | 100,0% |
(2) Distribution established on the basis of rentals received
2.5. Events subsequent to 31 March 2017
There have been no significant events since 31 March 2017.
2.6. Main risks and uncertainties
The basic risks to which the company is exposed remain those described in the chapter headed "Risk factors" in the Annual Report for 2015-2016. Ascencio takes care to apply the measures and procedures it has established in order to anticipate and control them.
2.7. Related party transactions
Two related party transactions were carried out during the first half of the 2016-2017 financial year:
- The first such transaction was the acquisition from Equilis GST SA and Too'Gezer SPRL of 100% of the shares of Rix Retail, which holds the rights under a 99-year emphyteotic lease on Phase 1 of the Papeteries de Genval retail complex located at Avenue Franklin Roosevelt 100, Rixensart.
- The second one consisted in granting Mestdagh SA a twenty-year usufruct on the retail unit to be built on the "Nautilus" site at Boulevard de l'Industrie, Anderlecht, with a view to operating a Carrefour Market store there.
Apart from these, no other transaction referred to by Article 37 of the law of 12 May 2014 on SIRs (B-REITs) and not forming part of the normal framework of commercial relations between Ascencio, its statutory manager, its subsidiaries and its usual service providers was carried out during the first half of the current financial year.
2.8. Outlook
With a debt ratio of 43.7% as at 31 March 2017, Ascencio still has €78 million of investment capacity before the debt ratio passes the 50% threshold.
Ascencio continues to pursue its investment strategy focused on quality sites, generally located on the outskirts of major conurbations.
Based on current assumptions, and in the absence of any major unforeseen events, Ascencio is confident of being able to distribute a dividend for the current financial year at least comparable to that of the previous financial year.
3. Property experts' report
3.1. Property experts
Quarterly valuation of the portfolio has been entrusted to the following experts:
- Jones Lang LaSalle, Avenue Marnix 23, 1000 Brussels, represented by Rod Scrivener;
- Cushman & Wakefield Belgique, Avenue des Arts 56, 1000 Brussels, represented by Ardalan Azari;
- CBRE, Avenue Lloyd George 7, 1000 Brussels, represented by Pieter Paepen;
- Cushman & Wakefield France, 8 Rue de l'Hôtel de Ville, 92200 Neuilly-sur-Seine, represented by Valérie Parmentier;
- Jones Lang LaSalle Expertises, 40-42 Rue de la Boétie, 75008 Paris, represented by Christophe Adam;
- Cushman & Wakefield España, José Ortega y Gasset 29, 28006 Madrid, represented by Tony Loughran.
They will establish the fair value of the assets of Ascencio SCA each quarter until the end of the 2017/2018 financial year.
3.2. Experts' report
Brussels, 31 March 2017
Dear Sir, Dear Madam,
In accordance to the article 47 of the law of 12 May 2014 on the Belgian Real Estate Investment Trusts (SIR/GVV), you asked Jones Lang LaSalle, CBRE and Cushman & Wakefield to value the buildings situated in Belgium, France and Spain and belonging to the BE-REIT.
Our mission has been realized in complete independence.
In accordance with established practice, our mission has been realized based on the information communicated by Ascencio regarding rental condition, charges and taxes carried by the lessor, work to be realized, as well as all other elements that might influence the value of the buildings. We suppose this information to be exact and complete. As stated explicitly in our valuation reports, this does not include in any way the valuation of structural and technical quality of the building, nor an analysis of the presence of any harmful material. These elements are known by Ascencio, that manages its portfolio in a professional manner and carries a technical and juridical due diligence before the acquisition of each building.
Every building has been visited by the experts. The details of our calculations, our comments on the real estate market and the conditions of our engagement are put in attachment. The experts work with the software « Circle Investment Valuer » or Excel.
The investment value can be defined as the estimated amount for which a property should exchange on the date of valuation between a willing buyer and a willing seller in an arm's length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion.
The experts have adopted two different methods: the « Term and Reversion » method and the « Hardcore » method. Besides, they also did a control in terms of price per m².
According to the « Term and Reversion » method, the capitalization of the revenues takes into account the actual revenue until the end of the current contract, and then takes the estimated rental value in perpetuity. According to the « Hardcore » method, the estimated rental value is capitalized in perpetuity before looking at adjustments that take into account surfaces that are rented below or above their rental value, void, etc.
The yield, used for both methods, represents the expected yield for investors for this kind of properties. It reflects the intrinsic risks of the good and the sector (future void, credit risk, maintenance obligations, etc.). To determine this yield, experts based themselves on the most comparable transactions and current transactions in their investment department.
When there are unusual factors or specific factors applicable to a property, corrections will be applied (important renovations, non-recoverable costs…).
The sale of a property is in theory subjected to transaction costs. This amount depends among others on the method of transfer, the type of buyer and the geographic location of the property. This amount is known once the sale is closed. As independent real estate experts we can admit that based on a representative sample of transactions in the market between 2002 and 2005 (and recently revised for the period 2013-2016), the weighted average of the costs (average of the transaction costs) was 2,5% (for goods with a net value superior to 2.500.000 EUR).
The properties are considered as a portfolio.
The transaction costs for buildings located is France is 1,8% when the building is less than 5 years old and 6,9% otherwise.
Based on the remarks in previous paragraphs, we confirm that the investment value of the real estate portfolio of Ascencio on 31 March 2017 amounts to:
633.274.000 EUR (Six hundred thirty-three million two hundred seventy-four thousand euro)
This amount takes into account the value attributed to the buildings valuated by the companies CBRE, Jones Lang LaSalle and Cushman & Wakefield.
After deduction of respectively 2,5% for buildings located in Belgium (average rate of transaction costs defined by the experts of the BE-REITS), 1,8%/6,9% for building located in France and 2,5% for buildings located in Spain, as transaction cost on the investment value, we obtain a Fair Value of:
610.114.000 EUR (Six hundred and ten million one hundred fourteen thousand euro)
This amount takes into account the value attributed to the buildings valuated by the companies CBRE, Jones Lang LaSalle and Cushman & Wakefield.
We stay at your entire disposition if any questions about the report would remain. In the meantime we offer you our kind salutations.
Ardalan Azari Associate Valuation & Advisory
Cushman & Wakefield Belgique
Tony Loughran MRICS Partner – Head of Valuation & Advisory
Cushman & Wakefield Espagne
Rod Scrivener MRICS Director Valuations and Consulting
Jones Lang LaSalle
Valérie Parmentier MRICS Director – Valuation France
Cushman & Wakefield France
Pieter Paepen MRICS Senior Director Valuation Services
CBRE
Christophe Adam MRICS Directeur des Régions
Jones Lang LaSalle Expertises France
4. Ascencio on the stock exchange
4.1. Trends in closing price and net asset value2
First admitted to trading on 14 February 2007, Ascencio's shares are currently listed on the continuous market of Euronext Brussels.
Since 7 March 2017 Ascencio has integrated the BEL Mid Index3
On 31 March 2017 the closing price was €58.30. As at that date Ascencio stock was thus trading at a 14.2% premium relative to its net asset value.
4.2. Dividend paid
The General Meeting of Shareholders of 31 January 2017 approved the appropriation of profit as proposed by the Board of Directors. Consequently the Meeting resolved to declare a gross dividend of €3.20 per share.
This dividend consists on the one hand of the interim dividend of €3.00 gross per share, represented by coupon no. 13, and on the other of a gross dividend balance of €0.20 per share, represented by coupon no. 14.
2 Trends in closing price extend to 31 March 2017 inclusive. The net asset value covers the period between two announcements of results.
3 The BEL Mid index is made up of stocks not included in the BEL20 index1, having a higher free float market capitalisation than the level of the BEL 20 index multiplied by €55,000 and a free-float velocity of at least 15%.
These two coupons were detached on 1 December 2016.
- The interim dividend of €3.00 (coupon No. 13) was paid on 19 December 2016 in the form of an "optional" dividend (receivable in the form of cash or shares). 54% of Ascencio's shareholders opted to receive new shares instead of a cash interim dividend payment. Consequently Ascencio's capital was increased by €7.5 million by issuing 132,908 new shares, bringing the total number of shares to 6,497,594. The new shares, issued on 19 December 2016, are entitled to share in the results with effect from 1 October 2016.
- The balance of €0.20 (coupon No. 14) was paid in cash on 8 February 2017.
4.3. Shareholding of Ascencio SCA as at 31 March 2017
| AG Insurance and affiliated companies | 12,28% | 798.224 |
|---|---|---|
| Carl, Eric and John Mestdagh and Fidagh SA | 9,63% | 625.809 |
| Free float | 78,08% | 5.073.561 |
| TOTAL NUMBER OF SHARES | 100,00% | 6.497.594 |
5. Summary of consolidated financial statements
5.1. Summary of consolidated balance sheet as at 31 March 2017
| CONSOLIDATED BALANCE SHEET (€000S) | 31/03/2017 | 30/09/2016 |
|---|---|---|
| ASSETS | ||
| I NON-CURRENT ASSETS |
||
| A Goodwill |
- | - |
| B Intangible assets |
61 | 81 |
| C Investment porperties | 610.114 | 572.132 |
| D Other tangible assets |
1.595 | 1.224 |
| E Non-current financial assets |
1.051 | 393 |
| F Finance lease receivables |
- | - |
| G Trade receivables and other non-current assets | - | - |
| H Deferred tax assets |
- | - |
| TOTAL NON-CURRENT ASSETS | 612.821 | 573.830 |
| II CURRENT ASSETS |
||
| A Assets held for sale |
- | - |
| B Current financial assets |
- | - |
| C Finance lease receivables | - | - |
| D Trade receivables |
1.257 | 4.603 |
| E Tax receivables and other current assets |
1.793 | 881 |
| F Cash and cash equivalents |
2.837 | 3.341 |
| G Deferred charges and accrued income | 4.213 | 348 |
| TOTAL CURRENT ASSETS | 10.100 | 9.174 |
| TOTAL ASSETS | 622.921 | 583.004 |
| CONSOLIDATED BALANCE SHEET (€000S) | 31/03/2017 | 30/09/2016 | |
|---|---|---|---|
| EQUITY | |||
| I | EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT COMPANY | 331.708 | 318.032 |
| A Capital | 38.069 | 37.271 | |
| B | Share premium account | 248.975 | 242.240 |
| C Reserves | 18.093 | -1.716 | |
| b. Reserve for changes in fair value of properties | 27.400 | 10.337 | |
| c. Reserve for estimated transaction costs resulting from | -10.389 | -10.389 | |
| hypothetical disposal of investment properties | |||
| e. Reserve for changes in fair value of authorised hedging | -14.327 | -14.489 | |
| instruments to which IFRS hedge accounting is not applied | |||
| m. Other reserves | 15.409 | 12.825 | |
| D Net result for the financial year | 26.571 | 40.237 | |
| I | NON-CONTROLLING INTERESTS | 0 | 0 |
| TOTAL EQUITY | 331.708 | 318.032 | |
| LIABILITIES | |||
| I | NON-CURRENT LIABILITIES | 202.494 | 203.885 |
| A Provisions | 144 | 256 | |
| B | Non-current financial debts | 186.924 | 186.723 |
| a. Credit institutions | 184.778 | 184.577 | |
| b. Finance leases | 2.146 | 2.146 | |
| C Other non-current financial liabilities | 12.215 | 16.126 | |
| D Trade debts and other non-current debts | - | 428 | |
| F | Deferred tax liabilities | 3.211 | 352 |
| a. Exit tax | 2.696 | - | |
| b. Other | 515 | 352 | |
| II | CURRENT LIABILITIES | 88.719 | 61.087 |
| B | Current financial debts | 78.877 | 48.772 |
| a. Credit institutions | 35.583 | 27.204 | |
| b. Finance leases | 294 | 568 | |
| c. Other | 43.000 | 21.000 | |
| C Other current financial liabilities | - | - | |
| D Trade debts and other current debts | 4.379 | 11.035 | |
| a. Exit tax | 428 | 2.824 | |
| b. Other | 3.951 | 8.211 | |
| F | Accrued charges and deferred income | 5.463 | 1.280 |
| TOTAL LIABILITIES | 291.213 | 264.972 | |
| TOTAL EQUITY AND LIABILITIES | 622.921 | 583.004 |
5.2. Consolidated statement of comprehensive income to 31 March 2017
| CONSOLIDATED NET RESULT (€000S) | 31/03/2017 | 31/03/2016 | |
|---|---|---|---|
| I | Rental income | 20.235 | 18.890 |
| III | Charges linked to letting | -119 | -37 |
| NET RENTAL RESULT | 20.116 | 18.853 | |
| IV | Recovery of property charges | - | - |
| V | Recovery of rental charges and taxes normally paid by | 4.967 | 4.944 |
| tenants on let properties | |||
| VII | Rental charges and taxes normally paid by tenants on let | -5.162 | -5.070 |
| VIII | properties Other revenue and charges for letting |
-6 | 13 |
| PROPERTY RESULT | 19.915 | 18.740 | |
| IX | Technical costs | -360 | -287 |
| X | Commercial costs | -16 | -64 |
| XII | Property management costs | -538 | -524 |
| XIII | Other property charges | -131 | -128 |
| Property charges | -1.045 | -1.003 | |
| PROPERTY OPERATING RESULT | 18.870 | 17.737 | |
| XIV | Corporate overheads | -1.634 | -1.569 |
| X V |
Other operating income and charges | - | 2 |
| OPERATING RESULT BEFORE RESULT ON PORTFOLIO | 17.236 | 16.170 | |
| XVI | Net gains and losses on disposals of investment properties | - | 229 |
| XVIII | Changes in the fair value of investment properties | 8.918 | 16.477 |
| XIX | Other result on the portfolio | - | - |
| OPERATING RESULT | 26.154 | 32.876 | |
| X X |
Financial income | 3 | - |
| XXI | Net interest charges | -3.602 | -3.580 |
| XXII | Other financial charges | -166 | -103 |
| XXIII | Changes in fair value of financial assets and liabilities | 4.562 | -172 |
| FINANCIAL RESULT | 797 | -3.855 | |
| PRE-TAX RESULT | 26.951 | 29.021 | |
| XXV | Corporate tax | -380 | -335 |
| XXVI | Exit Tax | - | 50 |
| TAXES | -380 | -285 | |
| NET RESULT | 26.571 | 28.736 | |
| - Résultat net - Part du groupe | 26.571 | 28.736 | |
| - Net result - Non-controlling interests | - | - | |
| BASIC NET RESULT AND DILUTED (€/SHARE, GROUP SHARE) | 4,09 | 4,51 |
| STATEMENT OF COMPREHENSIVE INCOME (€000S) | 31/03/2017 | 31/03/2016 | |
|---|---|---|---|
| I | NET RESULT | 26.571 | 28.736 |
| II | OTHER COMPREHENSIVE INCOME RECYCLABLE UNDER THE INCOME STATEMENT |
-60 | -98 |
| A. | Impact on fair value of estimated transaction costs resulting from hypothetical disposal of investment properties |
- | -454 |
| B. | Other comprehensive income of the year, net of tax | -60 | 356 |
| TOTAL COMPREHENSIVE INCOME OF THE YEAR | 26.511 | 28.638 | |
| Attributable to - Group share | 26.511 | 28.638 | |
| - Non-controlling interests | - | - |
5.3. Consolidated statement of cash flows
| CONSOLIDATED STATEMENT OF CASH FLOW (€000S) | 31/03/2017 | 31/03/2016 | |
|---|---|---|---|
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE FINANCIAL YEAR | 3.341 | 3.153 | |
| Net result for the financial year | 26.571 | 28.736 | |
| Financial result | -797 | 3.855 | |
| Net capital gains or losses realised on disposal of assets | 0 | -229 | |
| Income tax expense (- tax income) | 380 | 285 | |
| Income statement items without treasury impact | -8.766 | -16.407 | |
| +/- Changes in the fair value of investement properties | -8.918 | -16.477 | |
| + Depreciation | 33 | 33 | |
| + Reductions in value | 119 | 37 | |
| Changes in working capital requirement | -1.078 | -51 | |
| +/- Changes in trade receivables | 3.227 | 2.926 | |
| +/- Changes in tax receivables and other current assets | -912 | 118 | |
| +/- Changes in deferred charges and accrued income | -3.865 | -3.959 | |
| +/- Changes in trade debts and other current debts | -3.711 | -3.216 | |
| +/- Changes in accrued charges and deferred income | 4.183 | 4.080 | |
| Changes in non-current operating assets and liabilities | 2.425 | 0 | |
| +/- Changes in non-current financial assets | -6 | 0 | |
| +/- Changes in trade debts and other non-current debts | -428 | 0 | |
| +/- Changes in non-current deferred tax liabilities | 2.859 | 0 | |
| Changes in provisions and other non-monetary items | -112 | -297 | |
| Taxes paid | -2.945 | -428 | |
| NET CASH FLOW FROM OPERATING ACTIVITIES | 15.678 | 15.464 | |
| - Acquisition of investment properties | 0 | -29.156 | |
| - Projects in course of development | -1.742 | 0 | |
| - Acquisition of real estate companies | -14.187 | -2.790 | |
| - Acquisition of intangible assets | 0 | 0 | |
| - Acquisition of tangible assets | -443 | 0 | |
| + Disposals of investment properties | 0 | 4.079 | |
| NET CASH FLOW FROM INVESTMENT ACTIVITIES | -16.372 | -27.867 | |
| Costs of capital increase | -36 | 0 | |
| Net change in financial liabilities | 30.306 | 38.555 | |
| - Reimbursement of financial debts and working capital of acquired companies |
-13.514 | -11.899 | |
| Other changes in financial assets and liabilities | -1 | -1.330 | |
| Gross dividend paid | -12.799 | -9.541 | |
| Finance charges paid | -3.765 | -3.683 | |
| NET CASH FLOW FROM FINANCING ACTIVITIES | 191 | 12.102 | |
| Cash and cash equivalents at the end of the financial year | 2.837 | 2.853 |
5.4. Condensed consolidated statement of changes in equity
| (€000S) | Reserves | |||||||
|---|---|---|---|---|---|---|---|---|
| Capital | Share | Net changes in | Impact of | Net changes in fair | Other | Résultats | Total | |
| premium | fair value of | transaction | value of non-IFRS | reserves | equity | |||
| account | properties | costs on fair | hedging instruments | |||||
| value | ||||||||
| BALANCE AT 30/09/2015 | 36.180 | 234.055 | 5.591 | -9.786 | -16.854 | 15.888 | 22.547 | 287.620 |
| Distribution of dividends | -9.541 | -9.541 | ||||||
| Appropriation to reserves | -2.518 | 2.365 | 3.842 | -3.690 | 0 | |||
| Capital increase | 1.091 | 8.185 | -9.316 | -40 | ||||
| Net result | 28.736 | 28.736 | ||||||
| Other elements recognised | ||||||||
| in the global result | 356 | -454 | -98 | |||||
| Adjustment to reserves | 2 | 2 | ||||||
| BALANCE AT 31/03/2016 | 37.271 | 242.240 | 3.429 | -10.240 | -14.489 | 19.732 | 28.736 | 306.679 |
| (€000S) | Reserves | |||||||
| Capital | Share | Net changes in | Impact of | Net changes in fair | Other | Résultats | Total | |
| premium | fair value of | transaction | value of non-IFRS | reserves | equity | |||
| account | properties | costs on fair | hedging instruments | |||||
| value | ||||||||
| BALANCE AT 30/09/2016 | 37.271 | 242.240 | 10.337 | -10.389 | -14.489 | 12.825 | 40.237 | 318.032 |
| Distribution of dividends | -12.799 | -12.799 | ||||||
| Appropriation to reserves | 15.005 | 162 | 4.703 | -19.870 | 0 | |||
| Capital increase | 797 | 6.735 | -7.568 | -36 | ||||
| Net result | 26.571 | 26.571 | ||||||
| Other elements recognised | ||||||||
| in the global result | -60 | -60 | ||||||
| Reclassification of reserves | 2.119 | -2.119 | 0 | |||||
| Adjustment to reserves | 0 |
Capital increase:
On 19 December 2016 Ascencio carried out a capital increase of €7,532,102.57 by capitalising dividend receivables and issuing 132,908 new shares.
BALANCE AT 31/03/2017 38.069 248.975 27.400 -10.389 -14.327 15.409 26.571 331.708
Based on the accounting par value of the shares (€6.00), the amount of the transaction broke down as follows:
- To share capital: €797.448.00
- To share premium: €6,734,654.75
5.5. Notes to the condensed consolidated financial statements
NOTE 1 General information and accounting methods
General information
Ascencio SCA (hereinafter also referred to as the "Company") is a SIRP (Société Immobilière Réglementée Publique or Public Regulated Property Company, hereinafter referred to in the English translation as a "B-REIT" (Belgian real estate investment trust) incorporated under Belgian law. Its financial year runs from 1 October to 30 September. The Company's condensed consolidated financial statements to 31 March 2017 cover the period from 1 October 2016 to 31 March 2017. They were approved by the Board of Directors of the Statutory Manager on 15 June 2017.
All amounts are expressed in thousands of euros unless otherwise stated.
Basis of preparation and accounting methods
The consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS) and the interpretations of the International Financial Reporting Interpretations Committee (IFRIC) as published and effective as at 31 March 2017 and adopted by the European Union.
The consolidated financial statements have also been prepared in accordance with the provisions of the Royal Decree of 13 July 2014 on regulated property companies.
Some new standards come into force in 2017 but they do not affect the accounting and valuation principles.
The bases of preparation and accounting methods are identical to those set out in the Annual Report for 2015/2016 (pages 77 to 81), available on the Company's website (www.ascencio.be), with the exception of rule G ("Investment Properties and Development Projects") which was amended as of 1 October 2016 with a view to (i) simplifying recognition of stamp duty and (ii) bringing accounting methods into line with those of other Belgian REITs and other comparable companies abroad. Until 30 September 2016, upon acquisition, the stamp duty that would be payable on a hypothetical subsequent sale was recognised directly in equity. Any change in the fair value of the properties during the financial year was recognised in the income statement. Since 1 October 2016 stamp duty on acquisition, as well as any change in the fair value of the properties during the financial year, has been recognised in the income statement.
If this rule had been amended and applied from 1 October 2015, consolidated net income for the first half of the 2015/2016 financial year would have been €28,282,000 (as opposed to €28,736,000). The overall result would have been unchanged, heading II.A. having become zero. This change has no effect on the level of equity.
Valuation method applied by the experts (Jones Lang LaSalle – Cushman & Wakefield - CBRE)
The valuation method applied by the property experts remains identical. It is explained in detail in the Annual Report for 2015/2016.
NOTE 2 Sector information
The breakdown of the operating result on the properties by country is as follows:
| CONSOLIDATED RESULTS | Belgium | France | Spain | TOTAL | ||||
|---|---|---|---|---|---|---|---|---|
| (€000S) | 31/03/2017 | 31/03/2016 | 31/03/2017 | 31/03/2016 | 31/03/2017 | 31/03/2016 | 31/03/2017 | 31/03/2016 |
| Property result | 12.229 | 12.304 | 6.801 | 6.288 | 885 | 148 | 19.915 | 18.740 |
| Property charges | -855 | -824 | -190 | -179 | 0 | 0 | -1.045 | -1.003 |
| PROPERTY OPERATING RESULT | 11.374 | 11.480 | 6.611 | 6.109 | 885 | 148 | 18.870 | 17.737 |
This segmentation is consistent with the group's organisation and the Company's internal reporting provided to the Management.
NOTE 3 Investment properties
| (€000S) | 30/09/2016 | 30/09/2016 |
|---|---|---|
| Properties available for lease | 608.611 | 572.132 |
| Development projects | 1.503 | 0 |
| Assets held for own use | 0 | 0 |
| Others | 0 | 0 |
| BALANCE AT THE END OF THE FINANCIAL YEAR | 610.114 | 572.132 |
Investment properties comprise
-
properties available for rental (point A hereunder);
-
development projects (see point B hereunder). Development projects are works in progress of an investment nature on various properties. Projects in course of development do not form part of the calculation of the occupancy rate.
A. Properties available for rental
| (€000S) | 31/03/2017 | 30/09/2016 |
|---|---|---|
| BALANCE AT THE BEGINNING OF THE FINANCIAL YEAR | 572.132 | 520.974 |
| Acquisitions | 27.322 | 57.413 |
| Transfer from development projects | 0 | 0 |
| Disposals | 0 | -21.261 |
| Transfer from assets held for sale | 0 | 0 |
| Change in fair value | 9.157 | 15.005 |
| BALANCE AT THE END OF THE FINANCIAL YEAR | 608.611 | 572.132 |
Changes in the fair value of investment properties available for rental reflect the investments and divestments made during the financial year as well as the change in fair value of the properties.
Investments and divestments during the current financial year are described above in point 2.4 of the half-yearly management report.
B. Development projects
| (€000S) | 31/03/2017 | 30/09/2016 |
|---|---|---|
| BALANCE AT THE BEGINNING OF THE FINANCIAL YEAR | 0 | 0 |
| Investments | 1.742 | 0 |
| Acquisitions | 0 | 0 |
| Transfer to investment properties | 0 | 0 |
| Disposales | 0 | 0 |
| Change in fair value | -239 | 0 |
| BALANCE AT THE END OF THE FINANCIAL YEAR | 1.503 | 0 |
Fair value measurement
The investment properties were valued as at 31 March 2017 by independent experts (CBRE, Jones Lang Lasalle and Cushman & Wakefield) at fair value. The fair value of a property corresponds to its investment value, i.e. its value including registration fees and other transaction costs, from which is deducted a provision for transfer costs.
All investment properties have been classified since the first adoption of IFRS 13 as level 3 in the fair value hierarchy defined in IFRS 13. This hierarchy has three levels:
- Level 1: observable prices quoted on active markets
- Level 2: observable inputs other than the quoted prices referred to in Level 1
- Level 3: unobservable inputs
During the financial year 20156/2017 there were no transfers among levels 1, 2 and 3.
Valuation methods used
Two valuation methods are used by Ascencio's independent experts to determine the fair value of the portfolio properties: the term and reversion method and the hardcore method. They also carry out a check in terms of price per square metre.
Under the term and reversion method, the capitalisation of revenues first takes account of current revenue until the end of the current lease agreement and then takes the estimated rental value (ERV) in perpetuity. Under the hardcore method, the estimated rental value is capitalised in perpetuity, after which adjustments are made to take account of the areas let above or below their rental value, future void periods, etc.
The yield used for both methods represents the yield expected by investors on this type of asset. It reflects the risks intrinsic to the asset and the sector (future void periods, credit risk, maintenance obligations, etc.) To determine this yield, the experts based their estimates on the most comparable transactions and on transactions currently under way in their investment departments.
When there are unusual factors specific to the asset, corrections are applied (major renovations, non-recoverable costs, etc.)
NOTE 4 Categories and designation of financial instruments
| 31/03/2017 | 30/09/2016 | ||||
|---|---|---|---|---|---|
| (€000S) | Carrying amount |
Fair value | Carrying amount |
Fair value | Classification of fair values |
| NON-CURRENT ASSETS | 1.051 | 1.051 | 393 | 393 | |
| Deposits in guarantee lodged | 372 | 372 | 366 | 366 | Level 2 |
| Derivative instruments (IRS) at fair value through profit and loss |
679 | 679 | 27 | 27 | Level 2 |
| CURRENT ASSETS | 5.887 | 5.887 | 8.825 | 8.825 | |
| Trade receivables | 1.257 | 1.257 | 4.603 | 4.603 | Level 2 |
| Tax receivables and other current assets |
1.793 | 1.793 | 881 | 881 | Level 2 |
| Cash and cash equivalents | 2.837 | 2.837 | 3.341 | 3.341 | Level 2 |
| TOTAL | 6.938 | 6.938 | 9.218 | 9.218 |
| 31/03/2017 | 30/09/2016 | ||||
|---|---|---|---|---|---|
| (€000S) | Carrying amount |
Fair value | Carrying amount |
Fair value | Classification of fair values |
| NON-CURRENT LIABILITIES | 199.139 | 200.357 | 202.849 | 205.047 | |
| Bank borrowings | 186.924 | 188.142 | 186.723 | 188.921 | Level 2 |
| Derivative instruments (IRS) at fair value through profit and loss |
10.234 | 10.234 | 14.231 | 14.231 | Level 2 |
| Guarantees received | 1.981 | 1.981 | 1.895 | 1.895 | Level 2 |
| CURRENT LIABILITIES | 82.828 | 82.828 | 56.983 | 56.983 | |
| Bank borrowings | 35.877 | 35.877 | 27.772 | 27.772 | Level 2 |
| Other current financial liabilities | 43.000 | 43.000 | 21.000 | 21.000 | |
| Trade payables | 2.204 | 2.204 | 6.453 | 6.453 | Level 2 |
| Other current liabilities | 1.747 | 1.747 | 1.758 | 1.758 | Level 2 |
| TOTAL | 281.967 | 283.185 | 259.832 | 262.030 |
The fair value of financial instruments can be ranked in a hierarchy of three levels (1, 2 and 3) each corresponding to a degree of observability of fair value:
- Level 1 fair value measurements are those established based on unadjusted prices quoted on active markets for identical assets or liabilities;
- Level 2 fair value measurements are those established on the basis of inputs other than quoted prices as per level 1 but which are observable for the asset or liability concerned, either directly (i.e. from prices) or indirectly (from data deriving from prices);
- Level 3 fair value measurements are those established on the basis of valuation techniques comprising data relating to the asset or liability which are not based on observable market data (unobservable inputs).
There have been no transfers between levels since the beginning of the financial year.
The fair value of financial instruments has been determined in accordance with the following methods:
- For short-term financial instruments such as trade receivables and payables, the fair value is considered not to be significantly different from the carrying amount as a function of the amortised cost;
- For floating rate borrowings, the fair value is considered not to be significantly different from the carrying amount as a function of the amortised cost;
- For fixed rate borrowings, the fair value corresponds to the net present value of the future flows of principal and interest;
- For derivatives, the fair value is determined by discounting the estimated future cash flows to their net present value based on interest rate curves.
NOTE 5 Financial liabilities
| (€000S) | 31/03/2017 | 30/09/2016 |
|---|---|---|
| Non-current financial debt | 186.924 | 186.723 |
| - Credit institutions | 184.778 | 184.577 |
| - Finance leases | 2.146 | 2.146 |
| Current financial debt | 78.877 | 48.772 |
| - Credit institutions | 35.583 | 27.204 |
| - Finance leases | 294 | 568 |
| - Other - Commercial paper | 43.000 | 21.000 |
| TOTAL | 265.801 | 235.495 |
The structure of the financial liabilities and the average cost of borrowing are described above in point 2.2 of the half-yearly management report.
NOTE 6 Financial instruments
As at 31 March 2017, 78% of the Company's borrowings were at variable rates. With a view to limiting the interest rate risk associated with this type of financing, the Company has put in place an interest rate risk hedging policy.
As at 31 March 2017, the hedging ratio was 74.4 %.
As at 31 March 2017, hedging consisted of:
- 20 IRS (interest rate swap) contracts, of which one callable IRS, on a total notional amount of €330 million, of which €120 million was effective as at 31 March 2017 and €210 million would be effective at a later date;
- six CAP option contracts on a notional amount of €95 million, of which €20 million was effective as at 31 March 2017 and €75 million would be effective at a later date.
The following table shows the hedges held by the Company as at 31 March 2017.
| Type | Notional amount |
Start date | End date | Interest rate at |
Floating reference |
Fair value (€000S) | |
|---|---|---|---|---|---|---|---|
| (€000S) | worst | rate | 31/03/2017 | 30/09/2016 | |||
| IRS callable | 50.000 | 30/06/2008 | 29/06/2018 | 4,35% | 3-mth. Euribor | -2.947 | -4.167 |
| IRS | 7.500 | 12/08/2011 | 12/08/2018 | 2,39% | 3-mth. Euribor | -305 | -418 |
| IRS | 10.000 | 29/02/2012 | 28/02/2019 | 1,80% | 3-mth. Euribor | -414 | -545 |
| IRS | 5.000 | 29/02/2012 | 28/02/2019 | 1,81% | 3-mth. Euribor | -208 | -274 |
| IRS | 10.000 | 30/06/2013 | 30/06/2020 | 1,50% | 3-mth. Euribor | -535 | -706 |
| IRS | 10.000 | 3/07/2013 | 30/06/2020 | 1,50% | 3-mth. Euribor | -534 | -750 |
| IRS | 7.500 | 12/08/2011 | 12/08/2021 | 2,76% | 3-mth. Euribor | -955 | -1.179 |
| IRS | 20.000 | 28/09/2007 | 30/09/2022 | 3,70% | 3-mth. Euribor | -3.998 | -4.823 |
| IRS | 20.000 | 29/06/2018 | 30/06/2020 | 0,38% | 3-mth. Euribor | -158 | -292 |
| IRS | 10.000 | 29/06/2018 | 30/06/2020 | 0,29% | 3-mth. Euribor | -61 | -129 |
| IRS | 20.000 | 29/06/2018 | 30/06/2019 | 0,19% | 3-mth. Euribor | -59 | -112 |
| IRS | 30.000 | 30/06/2019 | 30/06/2020 | 0,28% | 3-mth. Euribor | -60 | -184 |
| IRS | 15.000 | 31/12/2019 | 31/12/2022 | 0,34% | 3-mth. Euribor | 49 | -181 |
| IRS | 10.000 | 30/09/2019 | 31/12/2023 | 0,39% | 3-mth. Euribor | 63 | -163 |
| IRS | 10.000 | 30/09/2019 | 31/12/2023 | 0,40% | 3-mth. Euribor | 57 | -168 |
| IRS | 10.000 | 30/06/2020 | 30/06/2023 | 0,35% | 3-mth. Euribor | 67 | -92 |
| IRS | 15.000 | 30/06/2020 | 30/06/2023 | 0,15% | 3-mth. Euribor | 190 | -47 |
| IRS* | 30.000 | 30/06/2020 | 31/12/2021 | 0,18% | 3-mth. Euribor | 84 | 0 |
| IRS* | 20.000 | 30/06/2020 | 30/06/2021 | 0,26% | 3-mth. Euribor | 10 | 0 |
| IRS* | 20.000 | 30/06/2020 | 30/06/2022 | 0,41% | 3-mth. Euribor | 7 | 0 |
| CAP purchased | 20.000 | 31/12/2015 | 31/12/2017 | 0,25% | 3-mth. Euribor | 0 | 0 |
| CAP purchased | 20.000 | 31/12/2017 | 31/12/2018 | 0,45% | 3-mth. Euribor | 6 | 5 |
| CAP purchased | 15.000 | 30/06/2018 | 31/12/2019 | 0,45% | 3-mth. Euribor | 25 | 9 |
| CAP purchased | 10.000 | 31/12/2018 | 31/12/2019 | 0,25% | 3-mth. Euribor | 18 | 6 |
| CAP purchased | 10.000 | 31/12/2018 | 30/09/2019 | 0,25% | 3-mth. Euribor | 12 | 6 |
| CAP purchased* | 20.000 | 30/06/2017 | 30/06/2020 | 0,15% | 3-mth. Euribor | 89 | 0 |
(*) Contract concluded after the 30/09/2016
The callable IRS entered into with ING is composed of an IRS allowing the Company to obtain a fixed rate until 30 June 2018 subject to an option allowing ING to cancel the IRS at the end of each quarter starting from 30 June 2011.
Ascencio does not apply hedge accounting to the financial hedging instruments that it holds. Therefore these instruments are considered as instruments held for trading under IFRS, and changes in their market value are recognised directly and in full in the income statement.
The market value of derivative financial instruments is advised on each accounting closing date by the financial institutions from which these instruments were acquired.
NOTE 7 Other non-current financial liabilities
| (€000S) | 31/03/2017 | 30/09/2016 |
|---|---|---|
| Authorised hedging instruments | 10.234 | 14.231 |
| Other | 1.981 | 1.895 |
| TOTAL | 12.215 | 16.126 |
Other non-current financial liabilities mainly comprise the fair value of the interest rate swaps (IRS) entered into by the Company to hedge against a rise in interest rates, its borrowings being mainly at floating rates.
These hedging instruments are measured at their fair value at the end of each quarter as calculated by the issuing financial institutions.
NOTE 8 Earnings per share
| 31/03/2017 | 31/03/2016 | 31/03/2015 | |
|---|---|---|---|
| Net result of key activities per share (euros) | 2,04 | 1,95 | 1,72 |
| Earnings per share (EPS) (euros) | 4,09 | 4,51 | 1,59 |
| Weighted average number of shares during the period | 6.497.594 | 6.364.686 | 6.182.768 |
5.6. Report of the Statutory Auditor
Ascencio SCA
Report on review of the consolidated interim financial information for the six-month period ended 31 March 2017
In the context of our appointment as the company's statutory auditor, we report to you on the consolidated interim financial information. This consolidated interim financial information comprises the consolidated condensed statement of financial position, the consolidated condensed income statement, the consolidated condensed statement of comprehensive income, the consolidated condensed statement of cash flows and the consolidated condensed statement of changes in equity for the period of six months then ended as at 31 March 2017, as well as selective notes 1 to 8.
Report on the consolidated interim financial information
We have reviewed the consolidated interim financial information of Ascencio SCA ("the company") and its subsidiaries (jointly "the group"), prepared in accordance with International Financial Reporting Standard IAS 34 - Interim Financial Reporting as adopted by the European Union. The consolidated condensed statement of financial position shows total assets of 622.921 (000) EUR and the consolidated condensed income statement shows a consolidated profit for the period then ended of 26.571 (000) EUR.
The manager of the company is responsible for the preparation and fair presentation of the consolidated interim financial information in accordance with IAS 34 – Interim Financial Reporting as adopted by the European Union. Our responsibility is to express a conclusion on this consolidated interim financial information based on our review.
Scope of review
We conducted our review of the consolidated interim financial information in accordance with International Standard on Review Engagements (ISRE) 2410 – Review of interim financial information performed by the independent auditor of the entity. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit performed in accordance with the International Standards on Auditing (ISA) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on the consolidated interim financial information.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the consolidated interim financial information of Ascencio SCA has not been prepared, in all material respects, in accordance with International Financial Reporting Standard IAS 34 - Interim Financial Reporting as adopted by the European Union.
Antwerpen, 15 June 2017
The statutory auditor,
DELOITTE Bedrijfsrevisoren / Reviseurs d'Entreprises BV o.v.v.e. CVBA / SC s.f.d. SCRL Represented by Kathleen De Brabander
6. Declaration by persons responsible
The Statutory Manager4 of Ascencio SCA hereby declares that to the best of its knowledge:
- the summarized financial statements, prepared in accordance with applicable accounting standards, give a true and fair view of the assets, financial position and results of the Company and of the companies included in the consolidation;
- the half-yearly management report contains a true account of the significant events and main transactions between related parties that have taken place in the first six months of the financial year and their effect on the condensed statements, as well as a description of the main risks and uncertainties for the remaining months of the financial year.
7. Information on forward-looking statements
This half-yearly financial report contains forward-looking information based on the Company's plans, estimates and projections and its reasonable expectations in respect of external events and factors. By its very nature, such forward-looking information carries with it risks and uncertainties that could lead to results, the financial situation, performance and actual achievements diverging from it. Given these factors of uncertainty, statements about the future cannot be guaranteed.
8. Information to shareholders
8.1. Corporate governance
Renewal of the term of office of the Statutory Auditor
As a result of the entry into force on 17 June 2016 of Regulation (EU) No. 537/2014 applicable to public-interest entities and imposing the obligation to rotate statutory auditors, partly transposed in Belgium by the law of 29 June 2016 (published in the official Belgian state gazette of 6 July 2016), the former mandate of the Statutory Auditor, SCRL Deloitte, had expired.
In order to comply with the new nomination procedures, the company issued a call for tender and proposed to the General Meeting of Shareholders that it re-appoint SCRL Deloitte for a new term of three years.
The FSMA approved the Statutory Manager's proposal that SCRL Deloitte's mandate be renewed for a term of three years in the meeting of the Management Committee of 30 January 2017.
Consequently the Annual General Meeting of January 31, 2017 resolved to renew for a term of three years, i.e. until the adjournment of the Ordinary General Meeting of Shareholders of 2020, the mandate of SCRL Deloitte, Réviseurs d'Entreprises, with its registered office at Berkenlaan 8B, B-1831 Diegem, represented for the purposes of the performance of its mandate by Ms. Kathleen De Brabander, auditor.
The annual remuneration for performing this mandate is €42,000 excluding VAT.
4 Ascencio SA – Avenue Jean Mermoz 1, Building H, Box 4, 6041 Gosselies – Company number BE 0881.160.173
Board of Directors of the Statutory Manager
The Ordinary General Meeting of Shareholders of the Statutory Manager of the Company, Ascencio SA, has made or renewed the following appointments to its Board of Directors for a term of office of four years:
- Mr Carl Mestdagh as non-executive director
- Mr Serge Fautré as non-executive director
- Mr Benoît Godts as non-executive director
- Mr Patrick Tacq as non-executive independent director
- Ms Laurence Deklerck as non-executive independent director
- Mr Yves Klein as non-executive independent director
8.2. Financial calendar
| Interim statement for the period ended 30 June 2017 | 3 August 2017 |
|---|---|
| Press release on results for the financial year ended 30 September 2017 | 27 November 2017 |
| Ordinary general meeting of shareholders | 31 January 2018 |
9. Fact sheet
| COMPANY NAME | ASCENCIO S.C.A. |
|---|---|
| STATUS | Public Regulated Real Estate Company (SIRP) |
| ADDRESS | Avenue Jean Mermoz 1 Building H Box 4, 6041 Gosselies |
| TEL. | + 32 (71) 91 95 00 |
| FAX | + 32 (71) 34 48 96 |
| [email protected] | |
| WEBSITE | www.ascencio.be |
| REGISTERED | with the Charleroi Companies Registry |
| COMPANY NUMBER | BE 0881.334,476 |
| DATE OF INCORPORATION | 10 May 2006 |
| APPROVAL AS SIR (B-REIT) | 28 October 2014 |
| DURATION | Indefinite |
| AUDITOR | Deloitte Réviseurs d'Entreprises, represented by Kathleen De Brabander |
| PROPERTY EXPERTS | Jones Lang Lasalle Cushman & Wakefield CBRE |
| FINANCIAL YEAR END | 30 September |
| SHARE CAPITAL | €38.985.564 |
| NUMBER OF SHARES | 6,497,594 |
| LISTED ON | Euronext Brussels |
| FAIR VALUE OF REAL ESTATE PORTFOLIO | €610 million |
| NUMBER OF PROPERTIES | 104 |
| TYPE OF PROPERTIES | Out-of-town commercial properties and others |
For any additional information:
Marc Brisack5 Chief Executive Officer Tel. 071.91.95.00 [email protected]
Michèle Delvaux Chief Financial Officer Tel. 071.91.95.04 [email protected]
Stéphanie Vanden Broecke
Legal Director Tel. 071.91.95.18 [email protected]
This half-yearly financial report is also available in Dutch and English, but only the French version of the document has full force and effect. The Dutch and English versions are free translations prepared under the responsibility of Ascencio.
5 Manager of SPRL Somabri
Reconciliation of Alternative Performance Measures (APMs)
Following the coming into force of the ESMA (European Securities and Markets Authority) Guidelines on Alternative Performance Measures (APMs) the APMs used in this press release are identified by an asterisk (*).
The definition of the APMs and the use made of them can be found at the end of the 2015/2016 Annual Report, which is available on Ascencio's website (www.ascencio.be).
Operating margin
| 31/03/2017 | 31/03/2016 | ||
|---|---|---|---|
| Operating result before result on portfolio (€000S) | = A | 17.236 | 16.170 |
| Rental income (€000S) | = B | 20.235 | 18.890 |
| OPERATING MARGIN | = A / B | 85,2% | 85,6% |
Net income from key activities:
| 31/03/2017 | 31/03/2016 | |
|---|---|---|
| Operating result before result on portfolio (€000S) | 17.236 | 16.170 |
| Financial income (€000S) | 3 | 0 |
| Net interest charges (€000S) | -3.602 | -3.580 |
| Other financial charges (€000S) | -166 | -103 |
| Corporate tax (€000S) | -380 | -335 |
| Deferred tax (€000S) | 162 | 260 |
| NET CURRENT RESULT (€000S) | 13.253 | 12.413 |
| Number of shares in circulation entitled to the dividend | 6.497.594 | 6.364.686 |
| NET CURRENT RESULT PER SHARE (EUR) | 2,04 | 1,95 |
Net Asset Value (NAV) excluding value of IRS
| 31/03/2017 | 30/09/2016 | |
|---|---|---|
| Net asset value (NAV) (€000S) | 331.708 | 318.032 |
| Number of shares | 6.497.594 | 6.364.686 |
| NAV per share (euros) | 51,05 | 49,97 |
| Restatements: | ||
| Fair value of financial instruments (IRS & CAP) (€000S) | 9.555 | 14.231 |
| NAV excluding the fair value of IRS & CAP (€000S) | 341.263 | 332.263 |
| Number of shares | 6.497.594 | 6.364.686 |
| NAV per share excluding the fair value of IRS & CAP (€000S) | 52,52 | 52,20 |
Average cost of borrowing
| 31/03/2017 | 31/03/2016 | ||
|---|---|---|---|
| Net interest charges (heading XXI) (€000S) | 3.602 | 3.580 | |
| Commissions on undrawn balances under credit facilities | 129 | 68 | |
| Opening commission and charges for credit facilities | 17 | 16 | |
| TOTAL COST OF FINANCIAL DEBTS | = A | 3.748 | 3.664 |
| WEIGHTED AVERAGE DEBT FOR THE PERIOD | = B | 250.451 | 223.018 |
| AVERAGE COST OF BORROWING | = (Ax2)/B | 2,99% | 3,29% |
Hedging ratio
| (€000S) | 31/03/2017 | 30/09/2016 | |
|---|---|---|---|
| Fixed-rate financial debts | 57.646 | 58.489 | |
| Variable-rate financial debts converted into fixed-rate debts by means of IRS |
120.000 | 120.000 | |
| Variable-rate financial debts converted into fixed-rate debts by means of caps. |
20.000 | 20.000 | |
| TOTAL FIXED RATE OR CAPPED FINANCIAL DEBTS | = A | 197.646 | 198.489 |
| TOTAL VARIABLE RATE FINANCIAL DEBTS | 68.155 | 37.006 | |
| TOTAL FINANCIAL DEBTS | = B | 265.801 | 235.495 |
| HEDGING RATIO | = A / B | 74,4% | 84,3% |