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CROMWELL PROPERTY GROUP — Annual Report 2008
Aug 18, 2008
64673_rns_2008-08-18_cfc3723e-02ee-45be-8af0-d1444be98040.pdf
Annual Report
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Cromwell Group (CMW) Cromwell Corporation Limited ABN 44 001 056 980 Cromwell Diversified Property Trust ARSN 102 982 598
Appendix 4E Preliminary final report Year ended 30 June 2008
Rule 4.3A
Appendix 4E Preliminary final report CROMWELL GROUP
CROMWELL GROUP STRUCTURE
This report is for the Cromwell Group, consisting of Cromwell Corporation Limited (ABN 44 001 056 980) (“the Company”), Cromwell Diversified Property Trust (ABN 30 074 537 051) (“the Trust”) and their respective controlled entities.
The responsible entity of the Trust is Cromwell Property Securities Limited (ABN 11 079 147 809) a subsidiary of Cromwell Corporation Limited.
REPORTING PERIOD
The financial information contained in this Report is for the year ended 30 June 2008.
Comparative amounts, unless otherwise indicated, are for the year ended 30 June 2007.
Cromwell Group was formed in December 2006 by the Stapling of shares in the Company to units in the Trust. Comparative information reflects the results of the Trust only from the Stapling date of 19 December 2006. The 2008 financial information reflects a full years earnings of the Trust.
RESULTS FOR ANNOUNCEMENT TO THE MARKET
| 30-Jun-08 $A’000 |
30 Jun-07 $A’000 |
% Change | |
|---|---|---|---|
| Revenue and other income from ordinary activities Profit from operations attributable to stapled security holders as assessed by the directors(1) Profit/(loss) after tax attributable to stapled security holders Basic/Diluted profit from operations per stapled security as assessed by the directors(1)(2) Basic/Diluted earnings per stapled security(2) Distributions per stapled security |
212,171 70,791 107,997 10.1 cents 15.3 cents 10.0 cents |
176,446 36,644 113,957 5.3 cents 16.4 cents 5.4 cents |
+20% +93% -5% +91% -7% +85% |
(1) Profit from operations calculated after adjusting for significant and non-cash items including fair value adjustments, realised gains on sale and other items as set out in the review of operations
(2) Earnings per stapled security calculated using weighted average number of securities on issue during the relevant period
DIVIDENDS AND DISTRIBUTIONS
| 2008 Dividends/distributions for Interim distribution Interim distribution Interim distribution Final dividend/distribution 2007 Dividends/distributions for Interim dividend – stapling Interim distribution Interim distribution Final dividend/distribution |
Dividend per Security Distribution per Security Total per Security Total $’000 Franked amt per Security Record Date Payment Date the year ended 30 June 2008 - 2.50¢ 2.50¢ 17,574 - 02/10/07 15/11/07 - 2.50¢ 2.50¢ 17,651 - 31/12/07 15/02/08 - 2.50¢ 2.50¢ 17,628 - 31/03/08 15/05/08 1.00¢ 1.50¢ 2.50¢ 17,583 0.50¢ 30/06/08 29/08/08* 1.00¢ 9.00¢ 10.00¢ 70,436 0.50¢ the year ended 30 June 2007 0.10¢ - 0.10¢ 139 0.10¢ 18/12/06 18/12/06 - 1.50¢ 1.50¢ 10,458 - 12/02/07 20/03/07 - 1.50¢ 1.50¢ 10,470 - 03/04/07 21/05/07 0.80¢ 1.45¢ 2.25¢ 15,740 0.27¢ 29/06/07 31/08/07 0.90¢ 4.45¢ 5.35¢ 36,807 0.37¢ |
Dividend per Security Distribution per Security Total per Security Total $’000 Franked amt per Security Record Date Payment Date the year ended 30 June 2008 - 2.50¢ 2.50¢ 17,574 - 02/10/07 15/11/07 - 2.50¢ 2.50¢ 17,651 - 31/12/07 15/02/08 - 2.50¢ 2.50¢ 17,628 - 31/03/08 15/05/08 1.00¢ 1.50¢ 2.50¢ 17,583 0.50¢ 30/06/08 29/08/08* 1.00¢ 9.00¢ 10.00¢ 70,436 0.50¢ the year ended 30 June 2007 0.10¢ - 0.10¢ 139 0.10¢ 18/12/06 18/12/06 - 1.50¢ 1.50¢ 10,458 - 12/02/07 20/03/07 - 1.50¢ 1.50¢ 10,470 - 03/04/07 21/05/07 0.80¢ 1.45¢ 2.25¢ 15,740 0.27¢ 29/06/07 31/08/07 0.90¢ 4.45¢ 5.35¢ 36,807 0.37¢ |
|---|---|---|
| 0.10¢ - - 1.50¢ - 1.50¢ 0.80¢ 1.45¢ |
0.10¢ 139 0.10¢ 1.50¢ 10,458 - 1.50¢ 10,470 - 2.25¢ 15,740 0.27¢ |
|
| 0.90¢ 4.45¢ |
5.35¢ 36,807 0.37¢ |
- Expected payment date
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Cromwell Group (CMW) Cromwell Corporation Limited ABN 44 001 056 980 Cromwell Diversified Property Trust ARSN 102 982 598
Appendix 4E Preliminary final report Year ended 30 June 2008
COMMENTARY ON THE RESULTS FOR THE PERIOD
Financial performance
The financial performance for the year reflects the first full year since the significant increase in the assets of the Group following the Stapling transaction, and reflects the resulting increase in income. Basic earnings attributable to stapled securityholders were 15.3 cents per stapled security.
Net income from investment properties recognised in the income statement for the period was $73,161,000 (2007:$48,779,000). The financial results have also been positively impacted by net increases in the fair value of investment properties of $34,649,000 (2007: $69,779,000).
A gain on sale of $7,470,000 (2007: $4,963,000) was derived during the year, primarily from the sale of the Bird Cameron (Perth) and Heidelberg (Brisbane) properties. The Group also recognised small adjustments on the sale of the Bundall (Gold Coast) and Goulburn Street (Sydney) properties during the year. These properties had previously been revalued at 30 June 2007 to fair value based on anticipated sales value.
One-off costs of $7,049,000 associated with the stapling transaction were incurred during the previous financial year.
The Trust previously had a limited term (80 years), and in accordance with AASB 132, net assets attributable to unitholders were recognised as debt, rather than equity. This also led to the recognition of the finance cost attributable to unitholders in the income statement. The responsible entity amended the constitution of the Trust on 1 June 2007 to remove the limitation on the Trust term. The net assets attributable to unitholders have therefore been reclassified as equity since that date.
Profit from operations
The Board excludes certain items from the net profit after tax but before unitholders’ finance costs to arrive at an operating profit before significant and non-cash items, when considering amounts available for distribution by the Group, as follows:
| Profit from operations Other items: Gain on sale of investment properties Net gain/(loss) on fair value adjustments: • Investment properties(1) • Interest rate derivatives(1) Decrease to receivable amount • Available for sale financial assets Straight-line lease income(1) Lease incentives and lease costs amortised(1) Amortisation of finance costs(1) Employee options expense Amortisation and depreciation Share of profit of equity accounted entities(1) Gain on dilution of interest in associate Stapling transaction costs Share of net profit attributed to external minority interests Income tax adjustments(2) Net profit/(loss) for the year Attributable to: Company shareholders Trust unitholders – minority interest Net profit/(loss) attributable to stapled securityholders External minority interests |
Consolidated 2008 2007 $’000 $’000 70,791 36,644 7,470 4,963 34,649 69,779 4,479 4,610 (9,011) - 735 1,374 (4,182) (2,221) (890) (1,089) (73) (282) (470) (414) 4,618 - 826 6,341 - (7,049) 11,904 - (945) 1,301 |
|---|---|
| 119,901 113,957 |
|
| 19,440 8,620 88,557 105,337 |
|
| 107,997 113,957 11,904 - |
|
| 119,901 113,957 |
(1) Includes share of equity accounted profits relating to significant and non-cash items.
(2) Includes change in value of deferred tax asset due to recognition of future tax benefit of tax losses.
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Cromwell Group (CMW) Cromwell Corporation Limited ABN 44 001 056 980 Cromwell Diversified Property Trust ARSN 102 982 598
Appendix 4E Preliminary final report Year ended 30 June 2008
Profit from operations for the year was $70,791,000 (2007: $36,644,000). Basic operating earnings attributable to stapled securityholders were 10.1 cents (2007: 5.3 cents) per stapled security a record for the Group. The increase reflected a significantly higher contribution from the property portfolio in the current financial year, coupled with higher recurring funds management and development contributions.
The performance of the investment property portfolio was strong during the year, and reflects Cromwell Group’s commitment to an in-sourced management model, with significant benefits attached to the integrated property management and tenant relationship management activities. High renewal rates with tenants continue to be achieved, and the portfolio was 99% leased at year-end, with a 5.9 year weighted average lease term.
Significant leasing activity was undertaken during the year, including a new 10-year lease to the South Australian Government over 11,621 square metres at 101 Grenfell Street, Adelaide.
Earnings per share
| Basic/diluted operating earnings per stapled security_(1) (2) Basic/diluted earnings per stapled security(2)_ |
Consolidated 2008 2007 Cents Cents 10.1 5.3 15.3 16.4 |
|---|---|
(1) Based on profits from operations disclosed above.
(2) Excludes external minority interests.
Financial position
| Total assets ($’000) Net assets ($’000) Net tangible assets(1) ($’000) Net debt ($’000)(2) Gearing (%)(3) Securities issued ($’000) NTA per security |
Consolidated 2008 2007 1,368,523 1,295,154 715,236 673,064 710,938 667,691 589,465 569,121 44% 44% 702,810 698,784 $1.01 $0.96 |
|---|---|
(1) Net assets less deferred tax asset and intangible assets.
(2) Borrowings less cash and cash equivalents and restricted cash.
(3) Net debt divided by (total tangible assets less cash and cash equivalents and restricted cash).
NTA per security has increased by 5% during the year, from $0.96 cents to $1.01, primarily as a result of the increases in value of the investment property.
The Group acquired the Tuggeranong Office Park for $166,025,000 in June 2008. The Group also sold several properties valued at $181,055,000 between July 2007 and October 2007, realising a gain on sale of $7,470,000.
Construction of the Synergy office building is Brisbane is over 50% complete, with construction expected to be finalised in November 2008.
Cromwell Group announced an on-market buy-back of up to 69 million stapled securities in January 2008. To 30 June 2008, approximately 5,565,000 securities have been repurchased under the buy-back.
At balance date the Group held borrowings of $589,465,000, net of available cash (including $25,700,000 cash held as security against borrowings). This represents gearing of approximately 44%.
The Group’s major borrowings, a $429,000,000 Commercial Mortgage Backed Security (“CMBS”) issue is due for repayment in April 2009. Since balance date offers have been received from 3 banks to provide a syndicated loan facility totalling $452,000,000, which would enable the repayment of the CMBS issue. The offers of finance have been approved by the banks credit committees, but are still subject to documentation and satisfaction of relevant pre-conditions before the funding is able to be drawn. The Directors expect that the facility will be finalised on satisfactory terms, and that it will be available to the Group prior to the scheduled repayment date of the CMBS issue.
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Cromwell Group (CMW) Cromwell Corporation Limited ABN 44 001 056 980 Cromwell Diversified Property Trust ARSN 102 982 598
Appendix 4E Preliminary final report Year ended 30 June 2008
Outlook
The outlook remains very positive for the Group, despite the recent market volatility. The proportion of earnings from recurring sources of property investment and funds management is expected to be higher in the coming year with the Group having less reliance on transactional earnings.
The Group remains very well placed, with a strong Australian core property portfolio. This portfolio is expected to continue to deliver average increases in property rental income of at least 4% per annum. Continuing growth in funds under management via the Group’s expansive retail distribution network will also underpin future growth in operating profits, although more subdued growth is expected in FY09.
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Cromwell Group (CMW) Cromwell Corporation Limited ABN 44 001 056 980 Cromwell Diversified Property Trust ARSN 102 982 598
Appendix 4E Preliminary final report Year ended 30 June 2008
INCOME STATEMENTS FOR THE YEAR ENDED 30 JUNE 2008
| Revenue and other income Funds management fees Property development sales Rental income and recoverable outgoings Distributions Dividends from controlled entities Interest Other revenue Gain on sale of investment properties Net gain from fair value adjustment to: • Interest rate derivatives • Investment properties Share of profits of equity accounted entities Gain on dilution of interest in associate Total revenue and other income Expenses Cost of property development sold Amortisation/depreciation • Property, plant and equipment • Intangibles Commissions Employee benefits expense Premises rental – minimum lease payments Property expenses and outgoings Property administration costs Stapling transaction costs Finance costs (excluding unitholders) Management fees – controlled entity Decrease to recoverable amount: • Available-for-sale financial asset • Property development inventories Other expenses Profit before income tax and unitholders’ finance costs Income tax expense/(credit) Profit for the year before unitholders’ finance costs Unitholders’ finance costs_(1,2)_ Profit for the year Attributable to: Company shareholders Trust unitholders – minority interest External minority interests Profit for the year Basic earnings per company share (cents) Diluted earnings per company share (cents) |
Consolidated 2008 2007 $’000 $’000 14,747 14,361 38,000 10,400 89,658 60,702 1,348 77 - - 10,553 2,795 84 - 7,470 4,963 4,479 4,610 34,649 69,779 10,357 2,418 826 6,341 |
|---|---|
| 212,171 176,446 |
|
| 13,594 5,252 291 260 179 154 2,502 2,637 9,011 7,890 104 163 16,497 11,923 1,156 857 - 7,049 31,815 24,515 - - 9,011 - 1,200 - 3,568 2,512 |
|
| 88,928 63,212 |
|
| 123,243 113,234 3,342 (723) |
|
| 119,901 113,957 - 98,265 |
|
| 119,901 15,692 |
|
| 19,440 8,620 88,557 7,072 11,904 - |
|
| 119,901 15,692 |
|
| Cents Cents 2.8¢ 1.2¢ 2.8¢ 1.2¢ |
1. AIFRS required the Trust’s issued units to be treated as a liability and Trust distributions/changes in net assets attributable to unitholders to be treated as a finance cost in the income statement while the Trust had a limited life. Accordingly, for the period from acquisition/stapling of the Trust to 31 May 2007, $98,265,000 of the Trust’s result (including unrealised gains on fair value adjustments to investment properties) for the year ended 30 June 2007 has been classified as finance costs. The Trust’s constitution was altered on 1June 2007 such that Trust units on issue are now classified as equity. As such, the Trust’s result is not recorded as finance costs from that date.
2. There is no effect on the income tax expense/credit associated with unitholders’ finance costs.
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Cromwell Group (CMW) Cromwell Corporation Limited ABN 44 001 056 980 Cromwell Diversified Property Trust ARSN 102 982 598
Appendix 4E Preliminary final report Year ended 30 June 2008
BALANCE SHEETS AS AT 30 JUNE 2008
| Current Assets Cash and cash equivalents Trade and other receivables Other financial assets Derivative financial instruments Inventories Other current assets Investment properties classified as held for sale Total current assets Non-Current Assets Investment properties Available-for-sale financial assets Investments in jointly controlled entity and associate Investments in controlled entities Other financial assets Property, plant and equipment Deferred tax assets Intangible assets Total non-current assets Total assets Current Liabilities Trade and other payables Borrowings Dividends/distributions payable Current tax liabilities Provisions Other current liabilities Total current liabilities Non-Current Liabilities Borrowings Provisions Total non-current liabilities Total liabilities Net assets Equity attributable to shareholders Contributed equity Reserves Accumulated losses Total equity attributable to shareholders Minority Interests Equity attributable to unitholders Contributed equity Reserves Undistributed income Total equity attributable to unitholders External minority interest Total equity attributable to securityholders |
Consolidated 2008 2007 $’000 $’000 8,283 17,845 48,473 24,342 25,700 121 19,367 13,498 4,030 12,013 2,027 1,108 |
|---|---|
| 107,880 68,927 - 156,452 |
|
| 107,880 225,379 |
|
| 1,120,716 927,113 11,457 - 80,593 66,245 - - - 61,250 43,579 9,794 3,846 5,005 452 368 |
|
| 1,260,643 1,069,775 |
|
| 1,368,523 1,295,154 |
|
| 5,731 13,920 475,316 153,993 17,583 15,740 2,196 882 738 526 3,314 3,862 |
|
| 504,878 188,923 |
|
| 148,132 432,973 277 194 |
|
| 148,409 433,167 |
|
| 653,287 622,090 |
|
| 715,236 673,064 |
|
| 43,644 43,347 3,023 2,950 (18,800) (31,212) |
|
| 27,867 15,085 |
|
| 531,853 526,145 130,966 131,834 25,150 - |
|
| 687,969 657,979 |
|
| (600) - |
|
| 715,236 673,064 |
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Cromwell Group (CMW) Cromwell Corporation Limited ABN 44 001 056 980 Cromwell Diversified Property Trust ARSN 102 982 598
Appendix 4E Preliminary final report Year ended 30 June 2008
NOTES TO THE BALANCE SHEET AS AT 30 JUNE 2008
| Investment Properties Investment properties – at fair value Movement in investment properties Balance at 1 July Balances assumed at stapling (refer note 33) Additions at cost • Acquisition price • Transaction costs • Improvements Disposal - property held by the Trust Deconsolidation of CAF (refer note 34) Deconsolidation of CPF (refer note 34) Transfer to assets held for sale Straight-lining rentals Lease incentives Leasing costs Net gain from fair value adjustments Balance at 30 June Amounts recognised in profit and loss for investment properties Rental and outgoings from investment properties Direct operating expense from properties that generated rental income Borrowings Current Secured Commercial mortgage backed security notes Loans – financial institutions Debentures Lease liabilities Non-Current Secured Commercial mortgage backed security notes Loans – financial institutions Debentures Lease liabilities Unsecured Property preference shares Maturity profile of the principal amounts of current and non-current borrowings together with estimated interest thereon: Due within one year Due between one and five years Due after five years |
Consolidated 2008 $’000 2007 $’000 1,120,716 927,113 |
|---|---|
| 927,113 - - 1,388,280 166,025 22,725 13,259 1,356 3,215 1,224 (24,603) (27,283) - (23,968) - (350,985) - (156,452) 735 1,374 (369) 493 692 570 34,649 69,779 |
|
| 1,120,716 927,113 |
|
| 89,658 60,702 (16,497) (11,923) |
|
| 73,161 48,779 |
|
| 428,265 - 43,566 144,106 3,429 9,812 56 75 |
|
| 475,316 153,993 |
|
| - 427,993 147,615 - 497 4,692 20 77 |
|
| 148,132 432,762 - 211 |
|
| 148,132 432,973 |
|
| 520,233 186,056 83,634 455,379 126,758 - |
|
| 730,625 641,435 |
Commercial Mortgage Backed Security (“CMBS”) Note Issue
The CMBS facility, repayable in April 2009, is secured by first registered mortgages over all investment properties held by the Group and a registered floating charge over the assets of the Trust. Interest is payable to the note holders monthly in arrears at variable rates based on a margin over the 30 day BBSW rate which was 7.55% (2007: 6.33%) at balance date.
The CMBS issue comprises five tranches rated by a recognised rating agency, comprising 266 million Class A notes (AAA), 42 million Class B notes (AA), 43 million Class C notes (A), 56 million Class D notes (BBB) and 22 million Class E notes (BBB-). All $429,000,000 raised through the CMBS issue (2007: $288,000,000) is effectively at fixed interest rates through interest rate swap arrangements.
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Cromwell Group (CMW) Cromwell Corporation Limited ABN 44 001 056 980 Cromwell Diversified Property Trust ARSN 102 982 598
Appendix 4E Preliminary final report Year ended 30 June 2008
STATEMENTS OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2008
| Cash Flows From Operating Activities Cash receipts in the course of operations Cash payments in the course of operations Dividends received Distributions received Interest received Finance costs paid Income tax paid Reimbursements received from tax consolidated entities Net cash provided by operating activities Cash Flows From Investing Activities Payments for property, plant and equipment Payments for investment properties Proceeds from sale of investment property Payment for investment in associate Payments for other financial assets Proceeds from other financial assets Payments for available-for-sale financial assets Payments for software and other assets Loans to schemes Loans to related entities Repayment of loans by related entities Loans to other persons Repayment of loans by other persons Repayments from director related entity Proceeds from sale of subsidiary (net of cash disposed) Deconsolidation of subsidiary Acquisition of Trust (net of cash acquired) Net cash provided by/(used in) investing activities Cash Flows From Financing Activities Proceeds from borrowings Repayment of borrowings Payment of loan establishment costs Proceeds from issue of shares Proceeds from issue of treasury shares/securities Payments for buy-back of stapled securities Buy-back transaction costs Payment of dividends/distributions Repayment of loans to controlled entities Payment for derivative financial instruments Payment of distributions to external minority interests Other payments Net cash provided by/(used in) financing activities Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at 1 July Cash and cash equivalents at 30 June |
Consolidated 2008 2007 $’000 $’000 162,392 95,142 (63,639) (49,012) - - 7,808 2,590 10,450 2,417 (30,804) (22,567) (868) (956) - - |
|---|---|
| 85,339 27,614 |
|
| (34,101) (9,021) (184,360) (25,968) 190,064 32,745 (10,000) - (25,700) - 61,371 - (21,337) - (263) (183) - (6,000) (45,052) (900) 16,972 2,500 (1,606) - - 736 - 3,500 - (22) - (6,060) - 11,761 |
|
| (54,012) 3,088 |
|
| 164,780 138,699 (128,475) (145,320) (713) - - 139 234 775 (4,658) - (23) - (58,140) (24,232) - - (1,390) - (12,504) - - (318) |
|
| (40,889) (30,257) |
|
| (9,562) 445 17,845 17,400 |
|
| 8,283 17,845 |
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Cromwell Group (CMW) Cromwell Corporation Limited ABN 44 001 056 980 Cromwell Diversified Property Trust ARSN 102 982 598
Appendix 4E Preliminary final report Year ended 30 June 2008
NOTES TO STATEMENT OF CASH FLOWS
| (a) Reconciliation of Profit for the Year to Net Cash Provided by Operating Activities Profit for the year Tax expense/(credit) Tax paid Reimbursements received from tax consolidated entities Finance costs - unitholders Amortisation and depreciation Amortisation (loan establishment costs) Share of profits of jointly controlled entity/associate (net of distributions) Gain on sale of investment properties Share based payments Net gain on fair value adjustments of: Investment properties Interest rate derivatives Gain on dilution of interest in associate Decrease to recoverable amount: Available-for-sale financial assets Property development inventories Straight-line rentals Other Changes in operating assets and liabilities: (Increase)/decrease: Trade and other debtors Prepayments Inventories Increase/(decrease): Trade and other payables Provisions Unearned revenue Net cash provided by operating activities Net of effects of acquisition/disposal of subsidiaries. (b) Non-Cash Activities • Securities issued on reinvestment of distributions_(1) • Securities issued as payment to advisor(1)_ • Acquisition of plant and equipment by means of finance lease |
Consolidated 2008 2007 $’000 $’000 119,901 15,692 3,342 (723) (868) (956) - - - 98,265 470 414 890 1,089 (3,522) 228 (7,470) (4,963) 73 282 (34,649) (69,779) (4,479) (4,610) (826) (6,341) 9,011 - 1,200 - (735) - 25 286 5,555 (6,449) (919) (799) 6,783 (1,965) (8,190) 7,483 295 172 (548) 288 |
|---|---|
| 85,339 27,614 |
|
| 10,453 3,690 - 500 - 2 |
- (1) Recognised in part by both the Company and the Trust (the Trust’s share is included in minority interest while the Company’s share is included in share capital).
(c) Finance Facilities
As at 30 June 2008, the Group had secured finance facilities totalling $51,239,000 (2007: nil). This facility is restricted to the property under construction.
(d) Cash held by Cromwell Property Securities Limited (“CPSL”)
At 30 June 2008 cash was held by CPSL, a controlled entity, of $2,432,000 (2007: $3,306,000). Of this amount, approximately $500,000 (2007: $500,000) was held as part of the net tangible assets (NTA) required to be maintained by CPSL under its Australian Financial Services Licence (AFSL). As such, the cash is effectively restricted in its use as it cannot readily be used to meet expenses and obligations of other Group entities without consideration of the AFSL requirements. Other assets are also required to be maintained to meet CPSL’s minimum NTA requirements.
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Cromwell Group (CMW) Cromwell Corporation Limited ABN 44 001 056 980 Cromwell Diversified Property Trust ARSN 102 982 598
Appendix 4E Preliminary final report Year ended 30 June 2008
DIVIDEND/DISTRIBUTION REINVESTMENT PLAN
The Cromwell Group Dividend/Distribution Reinvestment Plan has been suspended for the period of the on-market share buy-back, or until reinstated by the Directors.
NET TANGIBLE ASSETS PER STAPLED SECURITY
| ET TANGIBLE ASSETS PER STAPLED SECURITY | |||
|---|---|---|---|
| Jun 2008 | Dec 2007 | June 2007 | |
| Net tangible assets per stapled security | $1.01 | $1.02 | $0.96 |
ASSOCIATES AND JOINT VENTURE ENTITIES
The Group has an investment in a jointly controlled entity, Cromwell TGA Planned Investment (“TGA”), and an associate, Cromwell Property Fund (“CPF”). The CPF was originally a controlled entity. Control was lost in February 2007 following the issue of units, by the CPF, to external unitholders. These entities were formed in Australia and their principal activity is property investment.
The Group holds a two-thirds interest in TGA which is held by the Trust. The remaining one-third interest was acquired by CPF during the year from an external investor. The Group exercises joint control over TGA, but neither the Group nor the CPF has control in its own right, irrespective of their ownership interest, as both the Group and the CPF must consent to the strategic, financial and operating decisions relating to TGA.
At 30 June 2008 the Group held 18% of the issued units of CPF. The Group is considered to have significant influence over the CPF due to its investment being the single largest investment in the CPF, with the next largest representing less than 1% of the issued units of CPF.
The investments are accounted for in the consolidated financial statements using the equity method of accounting. Information relating to the investments is detailed below:
Information relating to the investments is detailed below: |
|
|---|---|
| Ownership Interest 30 Jun-08 % 30 Jun-07 % |
Share of net profits 30 Jun-08 $’000 30 Jun-07 $’000 |
| Cromwell TGA Planned Investment 67% 67% Cromwell Property Fund 18% 22% |
10,987 2,174 (630) 244 |
| 10,357 2,418 |
CHANGES IN CONTROL OVER GROUP ENTITIES
There were no changes in control over group entities during the year.
RETAINED EARNINGS/(ACCUMULATED LOSSES)
Movement in retained earnings/(accumulated losses) of the Company during the year were as follows:
| Movements in accumulated losses Accumulated losses at 1 July Net profit for the year Dividends paid/payable Accumulated losses at 30 June Movements in undistributed income of the Trust during the year were as follows: Movement in undistributed income - unitholders Undistributed income at 1 July Profit for the year Distributions paid/payable Transfer from general reserve Undistributed income at 30 June |
Consolidated 2008 2007 $’000 $’000 (31,212) (27,248) 19,440 8,620 (7,028) (12,584) |
|---|---|
| (18,800) (31,212) |
|
| - - 88,557 7,072 (63,407) (10,150) - 3,078 |
|
| 25,150 - |
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Cromwell Group (CMW) Cromwell Corporation Limited ABN 44 001 056 980 Cromwell Diversified Property Trust ARSN 102 982 598
Appendix 4E Preliminary final report Year ended 30 June 2008
STATUS OF ACCOUNTS
This Report has been prepared in accordance with AASB Standards (including Australian Interpretations) and other standards acceptable to ASX. This Report, and the financial reports upon which the report is based, use the same accounting policies.
The information contained in this Report is unaudited. The financial report for the year ended 30 June 2008 is in the process of being audited, and is expected to be lodged with ASX by 20 August 2008.
The Group is not aware of any matters associated with the financial report for the year ended 30 June 2008, that are likely to be subject to dispute or qualification by the Group’s auditors.
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Daryl Wilson Finance Director 19 August 2008
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