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GPT GROUP — Interim / Quarterly Report 2007
Aug 14, 2007
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Interim / Quarterly Report
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GPT Management Level 52 T: +61 2 8239 3555 Holdings Limited MLC Centre F: +61 2 9225 9318 ABN 67 113 510 188 19 Martin Place E: [email protected] Sydney NSW 2000 www.gpt.com.au Australia
14 August 2007
The Manager Companies Section ASX Limited (Sydney) 20 Bridge Street SYDNEY NSW 2000
By electronic lodgement
Dear Sir
Re: GPT Group – Half Year Results
Dear Sir,
1. Half Year Results for period to 30 June 2007
Please find attached statement regarding GPT’s results for the 6 months to 30 June 2007. Also attached are:
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GPT Group audited Financial Statements;
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ASX Appendix 4D; and
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GPT Management Holdings Limited audited Financial Statements.
2. June Quarter Distribution
GPT advises the income distribution for the quarter ended 30 June 2007 will be 7.3 cents per stapled security. This comprises:
Trust Distribution 7.3 cents Company Dividend ` Nil Total Amount Distributed 7.3 cents
(a) Trust Distribution
A distribution for the three months ended 30 June 2007 of 7.3 cents per security will be paid on 21 September 2007 (the distribution for the three months ended 30 June 2006 was 6.9 cents per security and the distribution for the three months ended 31 March 2007 was 7.0 cents per security).
(b) Company Dividend
No dividend will be paid for this period.
(c) Distribution Reinvestment Plan
The GPT Group Distribution Reinvestment Plan will apply to the June quarter distribution . Please refer to the Plan Rules at www.gpt.com.au for more information about GPT’s Distribution Reinvestment Plan.
A discount of 1.5% will be applied in calculating the issue price for stapled securities in respect of this distribution.
(d) Books Closing Date
In accordance with Listing Rule 3A(5), we give formal notice that the register of security holders will close at 5.00 pm, 24 August 2007 for the purpose of determining those security holders entitled to participate in the distribution for the quarter ended 30 June 2007, payable on 21 September 2007.
Documents will be accepted for registration until 5.00 pm on the books closing date at the Sydney Register only:
Securities Registration Services Link Market Services Limited Level 12, 680 George Street SYDNEY NSW 2000
Yours faithfully,
James A Coyne Company Secretary
2
THE GPT GROUP ANNOUNCES
2007 Mid Year Results
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15 August 2007
The GPT Group announces 2007 Mid Year Results
- Significant progress in all business areas –
- Rewards from business transition demonstrated –
- Positive outlook –
The GPT Group (GPT) today reported a profit after tax of $737.1 million for the first half of 2007 and significant progress on major strategic initiatives which have transitioned the Group to a higher growth business model.
Securityholders will receive a distribution of 14.3 cents per security (cps) for the June 2007 half, an increase of 5.1% on the previous corresponding period.
GPT’s underlying performance, as reflected in realised operating income, increased by more than 7.9% (compared to the previous corresponding period), to $296.7 million. Underlying earnings per security also increased, by 6.6%, to 14.5 cps. These increases were driven by growth in income from the Group’s investment portfolio, the contributions from new business areas and increased returns from the Group’s joint venture with Babcock & Brown (JV).
Nic Lyons, GPT’s Chief Executive Officer, said the first half of 2007 had continued the momentum established in 2006 in building a business mix with a stronger growth profile, consistent with the strategic objectives established on GPT’s internalisation in June 2005. While remaining a major owner of property assets, GPT has expanded to a business with access to a broader range of income streams, capital sources and growth options in Australia and offshore.
“GPT Securityholders are beginning to see the initial rewards from the higher growth model we are quickly establishing. Our business mix, which has been expanded over the last two years, is now clearly focussed on property ownership, funds management and development with operations in Australia, the US and Europe.
“We are making good progress across all areas of the business. Our Australian real estate portfolio is performing well, our development pipeline has been expanded, our funds management activities are gaining great traction and our international platform is well established.
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“As a result, we expect to deliver distribution growth of 5% this year, the upper range of our previous expectations of 4-5% growth. The outlook for GPT is positive and we are confident the initiatives we have taken over the past two years will continue to reward Securityholders,” Mr Lyons said.
HIGHLIGHTS
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Distribution increased 5.1% on the previous corresponding period to 14.3 cents per security
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Underlying earnings per security increased 6.6% to 14.5 cents per security
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European funds management platform established
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Growth of Australian funds management platform (to $4.6 billion assets under management)
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Increased investment portfolio diversity, compatible income growth delivered
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Further investment into the US seniors housing sector
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Growth opportunities secured through expansion of the Australian development pipeline
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Further growth of the Joint Venture Fund.
Nic Lyons said GPT had continued to actively restructure the Group’s operations in the first half of 2007, building on all aspects of strategy to further develop established business platforms.
“In Australia our investment portfolio has performed well and remains a crucial element of our business model. We have expanded our exposure to development, progressing major projects and identifying new opportunities which can provide product for both GPT and our managed funds.
“We have rapidly grown our investment in the US seniors housing market – a new growth business for us. Our funds management platform is now well established in Australia and Europe, with future growth planned.
The Joint Venture with Babcock & Brown also continued to expand GPT’s access to investments in Europe and the US and in June 2007 revised return targets, fee structure and term were agreed. These changes provide an enhanced alignment of interests and greater certainty over the Joint Venture Fund’s contribution to GPT.
“It is satisfying to have transformed the Group’s business mix and to have established a range of additional earnings streams and platforms which deliver on our strategy and objectives in such a short timeframe. These activities give us access to income streams which leverage our experience and expertise and can deliver higher levels of growth from the Group overall.
“Underpinning the success of our business transition is the quality of the people who work at GPT. As we have built our business we have grown our team to add experienced people in new markets and business areas, such as corporate transactions, office and industrial development, funds management in Australia and Europe and US seniors housing. We believe our people are among the very best in the industry, and have helped foster a culture of excellence and a focus on delivery of performance for investors,” Mr Lyons said.
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FINANCIAL HIGHLIGHTS
| 6 months Jun 07 | 6 months Jun 06 | Change | |
|---|---|---|---|
| Realised operating income | $296.7m | $275.1m | 7.9% |
| Underlying earnings per security (cps)1 |
14.5 | 13.6 | 6.6% |
| Distribution per security (cps) | 14.3 | 13.6 | 5.1% |
| 30 Jun 07 | 31 Dec 06 | Change | |
| NTA | $3.81 | $3.60 | 5.8% |
| 1 Year Total Return | 13.7% | 45.2% |
1 Based on realised operating income.
Securityholders will receive 7.3 cents per security (cps) for the June 2007 quarter, taking the distribution for the six months to June 2007 to 14.3 cps, an increase of 5.1% on the first half of 2006.
STRATEGIC INITIATIVES
Investment portfolio
The Group’s ambitions to build on the US Seniors Housing Portfolio (acquired in December 2006) were realised with the acquisition of a 95% interest in a further 15 assets, announced in June and due to settle in September this year. The acquisition gives GPT additional scale and presence in the retirement and seniors living market, a sector expected to deliver growth and ongoing investment opportunities. On completion, GPT will own a portfolio of 34 assets, acquired at a cost of US$694 million, in a market which has strong demand fundamentals and limited supply risk.
GPT’s Australian investment portfolio, which now has a value of almost $9.3 billion (including GPT’s co-investment in the GPT Wholesale Office Fund and GPT Wholesale Shopping Centre Fund), has benefited from a focus on active management and prudent development as illustrated by an increase in comparable income. Growth in the Australian business and assets was achieved through a range of acquisitions and the completion of developments in the retail and industrial portfolios.
Strong increases in valuations were achieved across the investment portfolio, with an increase in revaluations reflected in the increase in NTA of 21 cents.
Changes to the Joint Venture, which included a revised fee structure, a defined term and greater clarity around return targets and capital commitments, were announced in June 2007. The Joint Venture Fund was expanded over the six months to June 2007, and now includes assets with a book cost of $6.8 billion (approximate AUD value) across Europe and the US.
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Funds management
The Group made significant progress on its stated intention to establish a funds management platform, with operations established and scale achieved in both Australia and Europe, growing assets under management to $7 billion[2] at 30 June 2007.
GPT acquired Halverton Real Estate Investment Management, and a 60% interest in Hamburg Trust in July 2007. Halverton (now known as GPT Halverton) is an established pan European investment and asset management company. At 30 June GPT Halverton had assets under management of $2.4 billion (€1.5 billion). Since acquisition the business has continued to grow and now employs over 125 people across 10 offices with assets under management of over $2.6 billion (€1.6 billion) at the end of July 2007.
Hamburg Trust expects to close its first closed-end fund, a €53 million fund owning two residential assets in Munich, in Germany, in August 2007.
These acquisitions provide GPT with exposure to the European real estate market and realise the Group’s ambition to create an operating platform in Europe, initially focused on the retail, office and industrial sectors, as part of a successful international platform.
In Australia, GPT has built assets under management to $4.6 billion through the growth of the GPT Wholesale Office Fund (launched in July 2006) and the launch in March 2007 of the GPT Wholesale Shopping Centre Fund. Fund performance for GWOF since inception has been strong, resulting in above benchmark returns to investors and the achievement of the full performance fee.
“The acquisitions we have made, combined with our established Australian platform, will allow us to capitalise on the increasingly global focus of real estate investors and the potential we have to facilitate capital flows across markets and provide attractive investment options for our own capital,” Mr Lyons said.
Development
Utilising the skills of an expanded in house team, the Group continued to progress a significant development program through a number of potential projects underway and planned through the Group’s owned assets and those managed on behalf of its Australian wholesale funds.
GPT’s pipeline was expanded with an opportunity to create a $500 million major retail destination in the heart of Newcastle’s CBD which will be the Group’s next major new retail development following the completion of the Rouse Hill Town Centre early next year.
2 Includes assets managed by GPT Halverton (acquired post 30 June 2007).
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This opportunity, identified through our research and understanding of the Hunter region, will take advantage of a strongly growing and increasingly affluent trade area undersupplied with retail floor space. GPT has now secured all the privately held land required for the development and have commenced extensive authority and community consultation.
The redevelopment of the 77 Eagle Street site in Brisbane was also progressed with steps to secure vacant possession of the existing building and the lodgement of a Development Application for the creation of a new 60,000 sqm office building on this prime site. These developments provide the potential for strong development returns for GPT and may, over time, also provide quality product for the Australian wholesale funds.
“We have continued to maximise the value of existing assets through development and have increased our focus on developing new product in the industrial, office and retail sectors as a means of improving returns, continuing to access quality investment product in the increasingly competitive Australian real estate market, and potentially providing product to our wholesale funds,” Mr Lyons said.
OUTLOOK
Mr Lyons said with the strength of the Group’s performance and the pace at which GPT had expanded and diversified the Group’s earnings mix positioned GPT to deliver increasing returns to Securityholders.
“Over the last two years we have made enormous progress in broadening our offshore exposure and evolving our business platform and resourcing. The expansion of our funds management business to Europe, our growing scale in the US seniors housing market and expanded opportunities in our Australian business, demonstrate our ability to secure growth opportunities and successfully execute our strategic plan,” Mr Lyons said.
“We have not only established a diverse business mix which gives us exposure to major international real estate markets but have substantially enhanced our management team and resources in newer markets. GPT is now an independent and vibrant business, focused on the ownership, management and development of real estate in a range of markets. We are well positioned to leverage cross border capital flows and global real estate markets, with an energetic and committed team, focused on delivering performance from all aspects of the business.
“We see 2007 as continuing the consolidation and expansion of our current operations and recent initiatives in line with our strategy and performance goals.
“We remain focused on building on the progress we have made to date and as a result are now targeting distribution growth of 5% for 2007,” Mr Lyons said.
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Attached:
The Group at a Glance
Additional Information
ENDS
For further information contact:
Nic Lyons Michael O’Brien Kieran Pryke Donna Byrne Chief Executive Officer Chief Operating Officer Chief Financial Officer Head of IR & Corporate 02 8239 3565 02 8239 3544 02 8239 3547 Affairs 0401 719 899 0417 691 028 0413 882 524 02 8239 3515 0401 711 542
Neil Tobin
General Manager, Joint Venture 02 8239 3552 0408 630 357
Page 6
The GPT GroupADDITIONAL ~~INFORMATION~~ As at June 2007
Financial Summary
| 6 months to Jun 06 |
6 months to Jun 07 |
|
|---|---|---|
| Distributions | ||
| Distribution (cents per security) | 13.6 | 14.3 |
| Earnings (cents per security)* | 13.6 | 14.5 |
| Assets | At 31 Dec 2006 |
At 30 Jun 2007 |
| Total assets | $12,001.9m | $11,953.2m |
| Borrowings | $4,291.7m | $3,786.2m |
| Debt to total tangible assets | 36% | 32% |
| Securities on issue (‘000) | 2,041,530 | 2,053,636 |
| NTA | $3.60 | $3.81 |
| Security price | $5.60 | $4.66 |
*Based on realised operating income.
Continuing a focus on retaining the Group’s balance sheet capacity to fund the Group’s development projects, recent acquisitions and future opportunities, the Group introduced a Distribution Reinvestment Plan (DRP) in the first half. The DRP raised $58.3 million in the six months to June 2007 through the issue of 12.1 million securities.
Balance sheet
The Group has access to a range of capital sources, which has been enhanced by the growth of the funds management platform, both domestically and in Europe, and the expansion of GPT’s range of capital partners. GPT’s total borrowings, of $3.8 billion, includes Australian, US and Euro denominated debt.
GPT’s gearing of 31.9% is within the policy range of 30-40% and below the sector average of 36%. On a ‘look through’ basis gearing is 43.8%. The current weighted average interest rate across GPT’s debt is 5.09% (after fees and margins) and the weighted average term is 2.1 years. GPT is substantially protected from interest rate and currency volatility over the near term.
Total assets at 30 June 2007 of $12 billion included the benefit of valuation increases across the Group’s asset base, recent acquisitions and further investment in the Group’s Australian development pipeline and Joint Venture with Babcock & Brown.
NTA increased by 5.8%, to $3.81 at June 2007, an increase of 21 cents on the 31 December 2006 figure. The allocation between the Trust Unit and GPT Management Holdings Limited Share is $3.66 and $0.15 respectively.
Registered Office: Level 52, MLC Centre, 19 Martin Place, Sydney NSW 2000 www.gpt.com.au
The GPT GroupADDITIONAL ~~INFORMATION~~ As at June 2007
INVESTMENT PORTFOLIO
AUSTRALIAN RETAIL
Recently completed developments
Following the successful launch of the GPT Wholesale Shopping Centre Fund (GWSCF) in March 2007, GPT’s retail investment totals $4.9 billion, consisting of $4.1 billion in assets on GPT’s balance sheet and GPT’s $794 million equity in GWSCF.
The GPT owned Portfolio benefited from recently completed developments, with income at Melbourne Central increasing substantially following a major redevelopment completed in September 2005.
Across the GPT owned Portfolio, comparable income growth was 6.1%. Valuation increases across the GPT owned assets and the Group’s equity in GWSCF resulted in revaluations of $120 million.
Building on these successful developments is a focus on growth of existing assets to meet trade area demand and the identification of new projects. The retail development pipeline across the GPT and GWSCF owned assets has now grown to over $2 billion with the addition of an opportunity to develop a regional shopping centre in the Newcastle CBD.
Consisting of interests in 17 quality Australian shopping centres and 8 Homemaker City Centres, the GPT managed portfolio provides diversity, scale and a range of development opportunities to both GPT and GWSCF investors.
“The GPT managed retail assets have benefited from intensive management and proactive ongoing development, and we are seeing the benefit of successful redevelopments in sales growth and increasing income. These, combined with active asset management to drive returns, will deliver further income growth in the medium term,” Mr Fookes said.
Head of Retail for GPT, Mark Fookes, said the GPT managed portfolio continued to perform well.
Across the GPT managed assets, comparable total centre sales grew solidly at 3.7% (1.2% at Dec ’06) and comparable specialty sales growth was also strong, at 3.9% (2.3% at Dec 06). Specialty occupancy costs were at 15.9% across the GPT managed portfolio at 30 June 2007.
Total Portfolio (excluding development) (includes GST)
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Moving Annual Turnover Occupancy Costs (%)
Centre Centre MAT Comparable Specialty MAT Comparable Centre (%) Specialty (%)
$PSM Centre MAT $PSM Specialty MAT
Growth (%) Growth (%)
GPT OWNED
Casuarina Square 6,716 4.6% 9,296 6.3% 9.3% 13.7%
Charlestown Square 7,568 6.2% 11,299 6.1% 9.3% 15.2%
Dandenong Plaza 3,745 1.1% 6,258 2.3% 10.5% 16.0%
Erina Fair 5,814 1.3% 6,864 (2.8%) 9.6% 18.9%
Floreat Forum 7,425 7.1% 5,746 10.2% 7.5% 14.0%
Melbourne Central 7,643 15.0% 8,450 13.9% 13.4% 14.8%
Sunshine Plaza 7,369 (0.4%) 9,930 (1.0%) 9.5% 16.1%
Westfield Penrith 6,585 7.7% 9,366 5.6% 11.1% 17.9%
Westfield Woden 6,839 1.0% 9,591 2.8% 9.0% 15.3%
GWSCF OWNED
Carlingford Court 6,568 (1.2%) 8,729 3.0% 8.3% 14.7%
Chirnside Park 7,248 5.8% 8,923 5.9% 6.1% 13.4%
Forestway 11,387 4.4% 8,617 0.7% 7.0% 14.0%
Wollongong Central 5,782 (1.2%) 9,082 (0.7%) 11.6% 15.6%
Total Managed Portfolio 6,502 3.7% 8,687 3.9% 9.7% 15.9%
Centres under development
GWSCF OWNED
Highpoint 6,280 6.3% 8,456 6.0% 10.6% 17.6%
Macarthur Square 5,485 20.8% 7,645 21.3% 10.9% 17.1%
Parkmore 5,538 (1.4%) 6,405 0.8% 7.5% 14.5%
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GPT reports in accordance with the Shopping Centre Council of Australia (SCCA) guidelines.
Page 2 – The GPT Group – Additional Information
The GPT GroupADDITIONAL ~~INFORMATION~~ As at June 2007
AUSTRALIAN OFFICE
GPT’s office investment totals $2.8 billion, consisting of $1.8 billion in assets held on the Group’s balance sheet and GPT’s $981 million equity in the GPT Wholesale Office Centre Fund (GWOF).
The GPT owned Office Portfolio performed well in the first half of 2007, increasing income (on a comparable basis) by 10.6%. Significant increases in valuations were achieved, with revaluations of $188 million across the GPT owned office assets and the Group’s equity in GWOF.
Across the $4.5 billion GPT managed Portfolio, 27,100 sqm was leased in the six months to June 2007 and terms agreed over 14,400 sqm in the June quarter, resulting in 98.1% of space being committed, well above market occupancy of 94.3%. Terms were agreed over a further 27,700 sqm post quarter end.
Tony Cope, GPT’s Head of Office, said GPT expected stronger income growth in the medium term from its office investments as a result of improved market conditions, particularly in Sydney. Across the GPT managed Portfolio, the average lease term is 5.6 years, with limited short-term expiry, providing long-term secure income with growth provided through leasing, fixed increases and market reviews.
Leasing
Over 27,100 sqm was leased or renewed across the GPT and GWOF assets over the first half of 2007 and terms were agreed for a further 14,400 sqm in the June quarter. Highlights in the GPT owned Portfolio include:
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Australia Square in Sydney, committed space is 99.7%, and over 5,500 sqm was leased in the six months to June. New leases were executed by Morningstar Research (2,060 sqm for 11 years) and Ninemsn (1,030 sqm for over 7 years);
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At the MLC Centre over 2,000 sqm was leased and terms agreed over a further 1,800 sqm;
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At Citigroup Centre less than 1% of space remains to be leased following leasing of over 1,400 sqm;
GPT Owned Office Assets – Lease expiry by area
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Since quarter end terms have been agreed over a significant 27,700 sqm of space, mostly in Sydney assets, demonstrating the positive turnaround of the Sydney market. With increasing demand and very limited supply, strong growth is forecast for the Sydney market where the majority of the GPT managed assets are located.
“We are continuing to focus on current vacancy and pending expiry to continually improve our expiry profile and have been pleased with the noticeable improvement in office leasing, particularly in the key Sydney CBD market, which has resulted in higher levels of enquiry and significant leasing post the June quarter end.
“Net absorption in the major CBD markets continues to be positive and with relatively constrained supply in most markets, we expect solid rental growth over the short to medium term.”
“The Portfolio has benefited from improving market conditions and in the medium term has future potential to improve returns as developments are completed,” Mr Cope said.
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Over 3,760 sqm of space was leased at Farrer Place which was 93.6% leased at the end of June and since quarter end committed space has increased to 100%;
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Melbourne Central remains fully leased.
Page 3 – The GPT Group – Additional Information
The GPT GroupADDITIONAL ~~INFORMATION~~ As at June 2007
AUSTRALIAN HOTEL/TOURISM
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Cradle Mountain Lodge, Tasmania
Bruce Morris, GPT’s Hotel/Tourism Portfolio Manager, said the first half had presented challenging resort market conditions at Ayers Rock Resort where demand weakness was evident. This weak demand and resulting lower room rates at Ayers Rock Resort directly contributed to income being down 3.4% on the comparable 2006 period, across the $859 million Portfolio.
Four Points by Sheraton increased revenue by 14.3% and continued to improve room rate. Four Points income was up 10% on a comparable basis. The Voyages Lodges portfolio demonstrated steady improvement, with occupancy growth resulting in a 4.3% increase in revenue on a comparable basis.
“Despite weakness at Ayers Rock Resort this half, our outlook for 2007 and 2008 remains positive for the Hotel/ Tourism Portfolio, in line with our expectations of a stronger second half at Ayers Rock Resort, improvements in inbound tourism and a stable but competitive domestic market.
“Australia is a fundamentally attractive tourist destination and is expected to continue to enjoy steady growth in tourist visitation,” Mr Morris said.
AUSTRALIAN INDUSTRIAL/BUSINESS PARK
GPT’s Industrial/Business Park Portfolio grew to over $700 million at 30 June 2007.
Victor Georos, Industrial/Business Park Portfolio Manager, said the Portfolio had delivered solid income growth (with comparable income growth of 3.5%) in addition to delivering additional scale as developments were completed.
During the first half of 2007, over 65,000 sqm of space was leased or renewed, contributing to occupancy of 93.6% by income (including land leases) and an average lease term of 6.1 years.
Industrial/Business Park Portfolio – Lease expiry by income
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With the completion of the 74,700 sqm Coles Myer facility at Somerton late in 2006 and the completion of Quad 4 at Sydney Olympic Park in June 2007, the quality and diversity of the Portfolio’s accommodation and tenant base has been further enhanced. New facilities for Linfox at Somerton and Freedom Furniture at Kings Park are also underway and due to be complete in the second half of 2007, and construction of a 6,000 sqm extension for Mitsubishi Motors at 19 Berry Street, Granville has also commenced. Yields of 7.5%-8% are anticipated on each of these developments.
“We now have considerable scale and diversity across our Portfolio, with assets in a range of industrial markets and the ability to meet a wide range of tenant accommodation needs. With approximately 600,000 sqm of development land available across the Portfolio, investors will benefit from income growth as new developments are brought on line in the short to medium term,” Mr Georos said.
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Quad 4, Sydney Olympic Park
Page 4 – The GPT Group – Additional Information
The GPT GroupADDITIONAL ~~INFORMATION~~ As at June 2007
U.S. SENIORS HOUSING
In December 2006, GPT entered the US seniors housing market, with the acquisition of a 95% interest in a portfolio of seniors housing assets and an interest in the manager of the Portfolio, Benchmark Assisted Living (BAL). The Portfolio provides access to a growth sector through an established portfolio and a joint venture relationship with a dominant operator in a growing market for this asset class and has already been expanded with the acquisition of a second portfolio of 15 assets, announced in June 2007.
The initial assets, located in the New England region of the United States (between Boston and Washington), were acquired for US$428 million, including acquisition costs and are on target to achieve an initial yield of 6.8% (post costs). Average occupancy across the Portfolio for the six months to June 2007 was 92% and forecast 2007 average rent per unit, of US$4,400 per month, reflected the benefit of rent reviews undertaken in January.
On completion of the Group’s second acquisition in September this year, the Portfolio, acquired at a total cost of US$694 million, will consist of interests in 34 assets located in the strong north-east corridor. The second portfolio, at a cost of US$265 million (including costs) is anticipated to deliver a 6.8% yield (post-costs).
Martin Janes, Communities Portfolio Manager for GPT, said “It is pleasing that we have been able to execute our strategy in this sector so quickly, with our initial acquisition being completed smoothly, our US based manager in place and our second portfolio due to settle in September this year.”
“The Portfolio and our interest in the manager gives us exposure to a market with strong demand fundamentals and the ability to deliver value through both active management and the growth of the Portfolio over time. We will see the Portfolio begin to make a meaningful contribution to income this year,” Mr Janes said.
JOINT VENTURE
Changes to the Group’s Joint Venture with Babcock & Brown (JV) were announced in June 2007. Neil Tobin, General Manager, JV for GPT said: “The JV has continued to move forward strategically, with further clarification of strategy, restructuring of fees and the establishment of a defined term. The evolution of the Joint Venture has also resulted in greater clarity in relation to performance targets and the return of capital to GPT.”
The JV Fund now has an agreed investment term of five years (from July 2007), with a divestment period of up to three years and GPT will begin to redeem its preferred capital from 1 January 2009. A revised fee structure, which incorporates lower acquisition fees, and introduces base fees and incentive fees linked to the achievement of GPT’s return on equity targets (of 9.7% to 12.6% to 2010) was introduced from 1 July 2007.
“The changes ensure the Joint Venture Fund delivers long term strategic value for both parties and provide the market with additional clarity over the returns being targeted from this venture,” Mr Tobin said.
The JV contributed $84.9 million to the 2007 interim result for GPT. This result reflected a provision for repayment of the 2006 top up and the benefit of a profit from the sale of a portion of the German residential assets which settled in the period.
The JV is well positioned to fully invest its capital by early 2008. The acquisition of a 51% interest in a portfolio of 7 retail assets in the United States was completed in August.
At 30 June 2007, the Joint Venture Fund had a book value of $6.8 billion (approximate AUD equivalent).
Investment by Sector (Book Value)
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Office Other
7% 3%
Light Industrial
21%
Residential
43%
Retail
26%
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Continued over
Page 5 – The GPT Group – Additional Information
The GPT GroupADDITIONAL ~~INFORMATION~~ As at June 2007
FUNDS MANAGEMENT
Over the last 12 months GPT has established a vibrant funds management business with significant scale, dedicated resources and significant growth potential.
Since the launch of the GPT Wholesale Office Fund in July 2006, the Group has established a second fund in Australia, and secured a platform in Europe, creating a business with over $7 billion in assets under management at 30 June 2007* and access to both real estate product and a range of capital partners in Australia and Europe.
The GPT Wholesale Office Fund (GWOF), established in July 2006 with a portfolio of $2.15 billion of quality office assets, has successfully been grown, with additional acquisitions in Brisbane, Melbourne and Chatswood, demonstrating the Fund’s competitiveness in securing assets.
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800-808 Bourke Street, Melbourne
At 30 June the Fund included 11 assets ($2.69 billion) and delivered outperformance for investors against the benchmark. GPT benefited from this performance through the Group’s 40% interest in the Fund and achievement of the full performance fee. With low gearing and an active distribution reinvestment plan, the Fund retains future growth potential and is actively seeking further expansion and diversification.
The establishment of the GPT Wholesale Shopping Centre Fund in March 2007 built on the success of GWOF. There was strong demand for the Fund, which raised $1.2 billion in equity from domestic and international investors.
The Fund’s initial portfolio consists of interests in 8 retail assets with a value of $1.9 billion. The Fund was launched with no gearing and, like GWOF, has capacity for further investment and the ability to fund the development potential identified across its existing assets. Nicholas Harris, Head of Wholesale for GPT, said GPT’s establishment of a growing funds management business in Australia was a significant achievement and positioned the Group well to build on relationships in this sector.
“We have strong relationships established in this market and an excellent base for growth. We remain committed to delivering performance for Fund investors and exploring the potential to leverage product and expertise across markets,” Mr Harris said.
GPT’s European Funds Management platform was established in July, with the acquisition of Halverton and a 60% interest in Hamburg Trust. Although these acquisitions have not contributed to the June 2007 result, both are anticipated to make initial contributions to earnings in the next 12 months.
Since the announcement of GPT’s acquisition on 7 June, GPT Halverton has continued to deliver on its ambitious growth targets, growing its operational platform and assets under management. Through this transaction, GPT has a highly regarded and experienced local team with established networks and excellent growth prospects. New offices have been established in Dusseldorf and Stockholm and the business now employs over 125 people across 10 offices in Europe and the UK.
Assets under management have also been grown, to $2.6 billion at the end of July (€1.7 billion). This growth reflected the launch of a new fund and the acquisition of assets across already established funds, including the Joint Venture Fund’s European light industrial portfolio. The launch of BIP, a partnership created for clients of CBRE Investors to invest primarily in multi-let industrial property in the Netherlands and Germany, raised €80 million and will make initial investments totalling approximately €250 million. Three acquisitions (€80 million) have already been made.
Hamburg Trust has also launched its first closed end fund. The €53 million Germany 1 – Munich Fund will own approximately 400 apartments located just outside Munich. Marketing for the fund has been well received and the Fund is expected to close in August 2007.
Jonathan Johnstone, Head of Europe for GPT, said it was an exciting time for the European business as rapid growth was being achieved.
“GPT Halverton has continued to execute its strategy to build assets under management and to launch additional funds, and Hamburg Trust also anticipates launching further funds in the next six months. Combined, these businesses give us a strong platform in Europe and position the Group to grow and capitalize on increasing cross border demand for real estate investment,” Mr Johnstone said.
*Includes assets managed by GPT Halverton (acquired post 30 June 2007).
Page 6 – The GPT Group – Additional Information
The GPT GroupADDITIONAL ~~INFORMATION~~ As at June 2007
DEVELOPMENT
Since GPT internalised in June 2005 the Group has been focused on extending the development pipeline available to GPT and its managed funds and has successfully built resourcing and acquired further exposure to development across the Group’s owned assets and those which are owned by the GPT Wholesale Office and GPT Wholesale Shopping Centre Funds.
The pipeline of projects has grown over 2007, with GWOF acquiring 545 Queen Street in Brisbane and more recently a 50% interest in Stage 2 of Freshwater Place in Melbourne. GPT has also aggregated a number of sites in the Newcastle CBD and is in the process of reviewing the opportunity to create a large scale retail asset.
Overall, potential projects have an estimated cost of approximately $4.2 billion in the medium term.
Retail Development
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2006 2007 2008 2009 2010 2011 2012 2013
Parkmore Shopping Centre Victoria $22m
Carlingford Court, NSW $15m
Rouse Hill Town Centre, NSW $470m
Charlestown Square, NSW $350m
Wollongong Central, NSW $300m
Chirnside Park, Victoria $120m
Highpoint Shopping Centre, Victoria $100m - $200m
Sunshine Plaza, Queensland $125m
Newcastle CBD, NSW $500m
GPT Owned GWSCF owned
Materplanning:
Casuarina Square • Forestway Shopping Centre • Rouse Hill Town Centre Future Stages • Melbourne Central
Erina Fair • Macarthur Square • Westfield Woden • Westfield Penrith
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Construction of a new $470 million retail asset, the Rouse Hill Town Centre, in Sydney’s north-west is progressing well. As one of the last major Greenfield regional retail opportunities within the Sydney metropolitan area this is a unique opportunity for the Group to develop a new retail precinct as part of a planned community. GPT will develop and own the $470 million Rouse Hill Town Centre and is in joint venture with Lend Lease to develop a number of commercial sites and the residential component of this large-scale project which is located on a 120 hectare site in Sydney’s fast-growing north-west.
-
The first stage, representing two supermarkets and approximately 80 specialties is on target to open on 25 September 2007 and has already been fully leased. Stage 2 is due to open in March 2008. The official launch of the residential will also commence in September this year, on completion of the sales and information centre and initial display homes.
-
At Charlestown Square, a major expansion which will increase the centre from 49,000 sqm to 89,000 sqm at a cost of approximately $350 million is planned. A Land and Works agreement with Council has been executed, securing the land required to facilitate the development.
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The rezoning and road closure process required is now well advanced and is being pursued concurrent with the
-
Development Application process. Subject to approvals, construction is anticipated to commence at the end of 2007.
-
At the GWSCF owned Wollongong Central a full submission for a major expansion has been lodged with the Department of Planning and adjacent land has been acquired and works have commenced on the relocation of AHM which will allow the Centre to be extended onto the existing AHM site. Subject to planning and GPT Funds Management Board approval, the development is anticipated to commence in the second half of 2008.
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GPT has announced plans for a $500 million retail, entertainment and commercial development in the heart of Newcastle’s city centre that will cover the majority of the four city blocks bounded by Hunter Street Mall, Perkins, Newcomen and King Streets. GPT has secured control of all of the privately held parcels required to complete the development. This project is an excellent opportunity to create a major retail destination in the heart of Newcastle’s CBD, strengthening and capitalizing on the significant urban regeneration that is occurring in and around the CBD and waterfront areas. The development will provide the potential for strong development returns for GPT and may over time also provide quality product for the GPT Wholesale Shopping Centre Fund.
Page 7 – The GPT Group – Additional Information
The GPT GroupADDITIONAL ~~INFORMATION~~ As at June 2007
Office Development
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2006 2007 2008 2009 2010 2011 2012 2013
818 Bourke Street, Melbourne $100m
workplace [6] , Sydney $130m
545 Queen Street, Brisbane $110m
77 Eagle Street, Brisbane $500m
Q Centre (Transit Centre), Brisbane
530 Collins Street, Melbourne
300 Lonsdale Street, Melbourne
Stage 2, Freshwater Place, Melbourne $115m
GPT Owned GWOF owned
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Key projects underway or planned across the GPT managed office assets include:
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The development of a new 21,700 sqm campus style office building on the waterfront at 818 Bourke Street Melbourne is underway and is due to be complete late this year. GPT will spend approximately $100 million developing the six-level office building, 56% of which will be occupied by Ericsson for a term of 10 years on completion.
-
Construction at workplace[6] commenced in April 2007. The six-level office building of approximately 18,000 sqm located on the waterfront at Darling Island in Sydney will be developed at a cost of approximately $130 million and is expected to be complete in the first half of 2009.
-
At 77 Eagle Street (Indigo House) in Brisbane a Development Application has been lodged for a 60,000 sqm Premium grade office tower in Brisbane’s prime commercial “Golden Triangle” precinct.
The development represents an opportunity to capitalize on the strength of the Brisbane market (with only 0.3% vacancy) through the provision of premium grade product in an exceptional location.
GPT has owned the site, which forms part of a Master Planned site that includes the Riverside Centre (now owned by GWOF), since 1984. The development will see the demolition of the existing Indigo House building and the construction of a new 44-level tower designed to take advantage of the location and Brisbane River views.
The proposed development offers tenants large unrestricted side core campus style floor plates of over 1,400 sqm, premium grade services, external glass lifts, and parking for over 120 cars, and is targeting a 6 Star Green Star Rating (world’s best practice for this measure).
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Artist’s Impression of 77 Eagle Street, Brisbane
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Artist’s Impression of workplace[6] , Sydney
Page 8 – The GPT Group – Additional Information
The GPT GroupADDITIONAL ~~INFORMATION~~ As at June 2007
Industrial/Business Park Development
Sydney Olympic Park, Homebush, NSW Austrak Business Park, Somerton, Victoria connect@erskine park, NSW 21 Talavera Road, Macquarie Park, NSW Abbott Road, Seven Hill, NSW Kings Park and Granville, NSW
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-
At Austrak Business Park in Somerton, a 43,300 sqm facility for Linfox is underway and due to complete in October 2007. On completion of the $19 million facility, 70% of the Park will have been developed.
-
At the Quad Business Park, Quad 4 was completed in June 2007. Over 60% of the space has been leased to Samsung for occupation from October 2007 and further space has been committed, taking the asset to approximately 90% committed.
-
Expansions for Freedom Furniture (10,000 sqm at Kings Park) and Mitsubishi (6,000 sqm at Granville) are also due to complete in October 2007 and January 2008 respectively. These facilities will deliver yields in excess of 7.5%, through long term leases to quality tenants.
-
Additional opportunities exist at Macquarie Park, Sydney Olympic Park and Austrak Business Park, Somerton and GPT also anticipates settlement of a 376,000 sqm site at Erskine Park in March next year. The site has the ability to be developed into a sizeable industrial estate with close to 190,000 sqm of gross building area.
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Michael O’Brien, Chief Operating Officer for GPT, said the expertise and commitment of GPT’s team as well as the exciting projects the Group has secured would provide not only quality product but enhanced returns for both GPT and its managed funds.
“Asset creation is a critical part of GPT’s business model. We now have, with the establishment of our managed funds, an opportunity to develop assets on GPT’s balance sheet, creating quality product for our funds, enabling us to crystallise development profits upon sale and generate ongoing returns through co-investment and fee streams for managing the funds and assets.
“We see this pipeline as important in giving us access to quality product and in ensuring that we are in a position to continue to deliver growth from the portfolios we manage on behalf of GPT and fund investors,” Mr O’Brien said.
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Artist’s Impression of 21 Talavera Road, Macquarie Park
Artist’s Impression of connect@erskine park
Page 9 – The GPT Group – Additional Information
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THE GROUP AT A GLANCE
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Ownership Management Development
WholesaleAustralian (GPT Halverton)Europe Hamburg Trust Australian Office
Australian Office CO-INVESTMENT GWOF HBI Munich FundGermany 1 - * Australian Retail
Australian Retail CO-INVESTMENT GWSCF EB8 New Funds Australian Industria l
A ustralian Industrial GOP
Australian Hotels BIP
U S Seniors Housing New Funds
JV Fund
ASSET MANAGEMENT
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Post 30 June 2007
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-
One of Australia’s largest diversified listed property groups, with total assets of $12 billion
-
Focused on property ownership, management and development
-
A broad diversified business base with sustainable income streams
-
Assets under management of $7 billion
-
Business operations in Australia, the US and Europe
-
Listed on an Australian Stock Exchange since April 1971
-
GPT Securities are owned by over 47,000 investors
The GPT Group Level 52. MLC Centre, 19 Martin Place SYDNEY NSW 2000 Telephone +61 2 8239 3555 | Facsimile +61 2 9225 9318 www.gpt.com.au
Information as at June 2007
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The GPT Group ABN: 58 071 755 609
Interim Financial Report 30 June 2007
The GPT Group (GPT) comprises General Property Trust (Trust) and its controlled entities and GPT Management Holdings Limited (Company) and its controlled entities. GPT RE Limited is the Responsible Entity of General Property Trust.
This interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 31 December 2006 and any public announcements made by the GPT Group during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001 .
Through our internet site, we have ensured that our corporate reporting is timely, complete and available globally at minimum cost to the Trust. All press releases, financial reports and other information are available on our website: www.gpt.com.au.
The GPT Group
Contents
| Contents | |
|---|---|
| Page | |
| Directors’ Report | 3 |
| Auditors’ Independence Declaration | 6 |
| Consolidated Income Statement | 7 |
| Consolidated Balance Sheet | 8 |
| Consolidated Statement of Changes in Equity | 9 |
| Consolidated Cash Flow Statement | 10 |
| Notes to the Financial Statements | |
| 1. Summary of significant accounting policies | 11 |
| 2. Distributions paid and payable to securityholders | 12 |
| 3. Earnings per stapled security | 12 |
| 4. Segment reporting (includes reconciliation of net profit after income tax to realised operating income) 13 | |
| 5. Non-current assets classified as held for sale | 16 |
| 6. Summary of property investments | 16 |
| 7. Investment properties | 16 |
| 8. Equity accounted investments | 19 |
| 9. Other financial assets | 22 |
| 10. Property, plant and equipment | 23 |
| 11. Intangibles | 23 |
| 12. Borrowings | 24 |
| 13. Contributed equity | 26 |
| 14. Commitments | 26 |
| 15. Contingencies | 27 |
| 16. Notes to the Statement of Cashflow | 27 |
| 17. Events subsequent to reporting date | 28 |
| Directors’ Declaration | 29 |
| Independent Auditors’ Review Report | 30 |
2
The GPT Group
DIRECTORS’ REPORT
for the half year ended 30 June 2007
The Directors of GPT RE Limited, the Responsible Entity of General Property Trust, present their report for the half year ended 30 June 2007.
Directors
The Directors of GPT Management Holdings Limited and GPT RE Limited at any time during or since the end of the half year are:
(i) Chairman (Non-executive director) Peter Joseph
(ii) Non-executive Directors
Eric Goodwin Malcolm Latham Ian Martin Anne McDonald Ken Moss Elizabeth Nosworthy
(iii) Executive Director
Nic Lyons
Principal Activities
The principal activities of the GPT Group remain unchanged from 31 December 2006 and are:
-
investment in income producing retail, commercial, industrial, office parks, residential and seniors housing properties
-
development of retail, commercial, industrial and business park properties
-
residential property development
-
property trust management
-
property management
-
funds management and
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hotel management.
The GPT Group continues to operate in Australia, Europe and the United States of America.
The GPT Group
The stapled securities of the GPT Group (the Group) are quoted on the Australian Securities Exchange under the code GPT and comprise one unit in the General Property Trust (Trust) and one share in GPT Management Holdings Limited (Company). Each entity forming part of the Group continues as a separate legal entity in its own right under the Corporations Act 2001 and is therefore required to comply with the reporting and disclosure requirements under the Corporations Act 2001 , Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board and Urgent Issues Group Interpretations.
Review and results of operations
| Review and results of operations | ||
|---|---|---|
| 30 Jun 2007 | 30 Jun 2006 | |
| $million | $million | |
| Net profit after income tax for the stapled entity | 737.1 | 696.5 |
| Distribution paid and payable | 292.8 | 276.0 |
| Distributions | ||
| 30 Jun 2007 | 30 Jun 2006 | |
| cents | cents | |
| Distribution per stapled security* | 14.3 | 13.6 |
- This includes the March 2007 quarterly distribution of 7 cents paid on 25 May 2007 ($142.9 million) and the June 2007 quarterly distribution of 7.3 cents ($149.9 million) which is expected to be paid on 21 September 2007.
No provision for the June quarterly distribution has been recognised in the balance sheet at 30 June 2007 as the distribution was not declared until 14 August 2007, which was after the end of the half year.
3
The GPT Group
DIRECTORS’ REPORT
for the half year ended 30 June 2007
Significant changes in the state of affairs
In the opinion of the directors, there were no significant changes in the state of affairs of the Group that occurred during the half year under review except for the following:
(a) Distribution Reinvestment Plan (DRP)
The Group introduced a Distribution Reinvestment Plan (DRP) in March 2007. The DRP first applied to the March 2007 quarterly distribution, which was paid on 25 May 2007 and will apply to the June 2007 quarterly distribution.
Under the terms of the DRP, eligible securityholders are able to elect to reinvest all or part of their quarterly distribution in additional securities, free of any brokerage or other transaction costs, rather than being paid in cash. Securities are issued and/or transferred at a predetermined price, less any discount that the directors may elect to apply from time to time. The DRP issue price is based on the arithmetic average of the daily volume weighted average price of GPT Group stapled securities traded on the Australian Securities Exchange for the ten business days preceding the relevant quarterly distribution record date, adjusted to an ex-dividend rate, less a 1.5% discount rounded to the nearest cent.
(b) Launch of GPT Wholesale Shopping Centre Fund
On 30 March 2007, the Group established its second wholesale fund - the GPT Wholesale Shopping Centre Fund (GWSCF). The Trust received cash proceeds of $1.2 billion on 30 March 2007 by way of a capital reduction in respect of its units in GWSCF upon entry of the new wholesale investors. These proceeds were initially used to retire existing debt. This has enhanced the Group’s capacity to fund its significant development pipeline, capital commitment to the Group’s joint venture arrangement with Babcock & Brown and to further invest in future opportunities across the Group’s investment portfolio. The Trust currently owns 40% of the GWSCF.
Events subsequent to the end of the half year
Except for the events listed below, the Directors are not aware of any matter or circumstance occurring since the end of the half year:
(a) Establishment of a European Funds Management Platform
In line with the Group’s strategy, the following acquisitions provide the Group with a highly scaleable platform in Europe to build both asset management and funds management opportunities:
(i) Acquisition of Halverton Real Estate Investment Management Limited
The Group has agreed to terms with the joint venture arrangement with Babcock & Brown and Halverton Real Estate Investment Management Limited (Halverton) to acquire 100% of Halverton for cash consideration of approximately AUD$94 million in two separate transactions, as detailed below:
-
In June 2007, Halverton management, who own 50% of Halverton’s share capital, agreed to sell their shares to GPT UK Limited. The acquisition was completed on 10 July 2007 and
-
BGP UK Investments Limited owns the remaining 50% of Halverton shares. BGP UK Investments Limited is currently 50% owned by GPT UK Limited, a wholly owned entity of the Group. GPT UK Limited has agreed to terms with Babcock and Brown to acquire their 50% interest in BGP UK Investments Limited within the next six months.
Halverton, which is being rebranded as GPT Halverton, is a pan European investment and asset management company employing 125 people and operating in the United Kingdom, France, The Netherlands, Germany, Sweden and Denmark. It has assets under management of over AUD$2.2 billion (Euro €1.3 billion).
(ii) Acquisition of Hamburg Trust
On 3 July 2007, the Group acquired a 60% interest in the ordinary shares of the Hamburg Trust Grundvermogen und Anlage GmbH (Hamburg Trust) from BGP Investments Sarl, an entity owned 50% by the Company through the joint venture arrangement with Babcock & Brown, for a cash consideration of Euro €0.3million (AUD$0.5 million).
The Group previously reported this acquisition was estimated to cost AUD$5.1 million on the assumption that a loan facility of the Hamburg Trust was fully drawn down. The loan facility is currently not drawn and this resulted in an AUD$4.6 million reduction of the purchase consideration.
The Hamburg Trust is a start up German closed-end funds management business which employs 15 people and undertakes property, asset and investment management activities.
(b) US Seniors Housing
The Group will acquire, via its interests in Benchmark GPT LLC and B-VII Operations Holding Co LLC, a 95% interest in 11 freehold and 4 leasehold communities in the New England region in the United States of America for USD$265 million (AUD $331 million), including acquisition costs. These properties will be managed by Benchmark Assisted Living LLC, the entity which currently manages the existing senior housing portfolio for the Group, in which the Group has a 20% interest. The acquisition is expected to complete in September 2007.
4
The GPT Group
DIRECTORS’ REPORT
for the half year ended 30 June 2007
Rounding of amounts
The Group is of a kind referred to in Class Order 98/0100, issued by the Australian Securities and Investments Commission, relating to the “rounding off” of amounts in the Directors’ Report. Amounts shown in the Directors’ report have been rounded off to the nearest tenth of a million dollars in accordance with that Class Order.
Auditor
PricewaterhouseCoopers continues in office in accordance with section 327 of the Corporations Act 2001 .
Auditors’ independence declaration
A copy of the auditors’ independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 6.
Signed in accordance with a resolution of the Directors.
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Peter Joseph Chairman
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Nic Lyons Executive Director
Sydney 14 August 2007
5
PricewaterhouseCoopers ABN 52 780 433 757
Auditor’s Independence Declaration
Darling Park Tower 2 201 Sussex Street GPO BOX 2650 SYDNEY NSW 1171 DX 77 Sydney Australia www.pwc.com/au Telephone +61 2 8266 0000 Facsimile +61 2 8266 9999
As lead auditor for the review of the GPT Group for the half year ended 30 June 2007, I declare that to the best of my knowledge and belief, there have been:
-
a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
-
b) no contraventions of any applicable code of professional conduct in relation to the review.
This declaration is in respect of General Property Trust and the entities it controlled during the period.
DH Armstrong Partner PricewaterhouseCoopers
Sydney 14 August 2007
Liability limited by a scheme approved under Professional Standards Legislation
The GPT Group
CONSOLIDATED INCOME STATEMENT
for the half year ended 30 June 2007
| 30 Jun 2007 | 30 Jun 2006 | ||
|---|---|---|---|
| Note | $million | $million | |
| Revenue | |||
| Rent from investment properties | 252.3 | 352.2 | |
| Revenue from hotel operations | 99.8 | 98.5 | |
| Propertyand fund management fees | 17.6 | 2.0 | |
| 369.7 | 452.7 | ||
| Other income | |||
| Fair value adjustments to investment properties | 224.0 | 408.5 | |
| Share of after tax profits of equity accounted investments | 194.7 | 136.0 | |
| Interest revenue - joint venture investment arrangements | 44.1 | 26.6 | |
| Interest revenue - cash and short term money market securities | 10.7 | 1.5 | |
| Net gain on fair value of derivatives | 93.7 | 55.5 | |
| Net foreign exchange gain on borrowings | 95.1 |
- | |
| Netgain on disposal of assets | - | 2.0 | |
| 662.3 | 630.1 | ||
| Total revenue and other income | 1,032.0 | 1,082.8 | |
| Expenses | |||
| Property expenses and outgoings | 64.1 | 89.0 | |
| Expenses from hotel operations | 85.2 | 81.9 | |
| Management and other administration costs | 21.0 | 17.0 | |
| Depreciation and amortisation expense | 11.0 | 11.7 | |
| Finance costs | 108.2 | 117.8 | |
| Impairment expense | 2.4 | 1.6 | |
| Net foreign exchange loss on borrowings | - | 58.4 | |
| Net loss on disposal of assets | 0.3 |
- | |
| Costs associated with internalisation/mergerproposals | 2.7 | 7.1 | |
| Total expenses | 294.9 | 384.5 | |
| Profit before income tax expense | 737.1 | 698.3 | |
| Income tax expense | - | 1.8 | |
| Netprofit for the halfyear | 737.1 | 696.5 | |
| Net profit attributable to: | |||
| - Unitholders of the Trust | 723.7 | 699.9 | |
| - Securityholders of other stapled entities (minority interest) | 13.4 | (3.4) | |
| **Earnings per unit (cents per unit) *** | |||
| Basic and diluted earnings per unitholder of the Trust | 3(a) | 35.4 | 34.5 |
- The basic and diluted earnings per stapled securityholder is shown in note 3(b).
A reconciliation of profit after income tax expense to realised operating income is included at note 4(b). The above Consolidated Income Statement should be read in conjunction with the accompanying notes.
7
The GPT Group
CONSOLIDATED BALANCE SHEET
as at 30 June 2007
| 30 Jun 2007 | 31 Dec 2006 | ||
|---|---|---|---|
| Note | $million | $million | |
| ASSETS | |||
| Current Assets | |||
| Cash and cash equivalents | 153.3 | 58.8 | |
| Receivables | 135.6 | 157.1 | |
| Inventories | 6.4 | 7.3 | |
| Derivative assets | 142.6 | 79.4 | |
| Other | 5.4 | 17.3 | |
| 443.3 | 319.9 | ||
| Non-current assets held for sale | 5 | - | 1,955.8 |
| Total Current Assets | 443.3 | 2,275.7 | |
| Non-Current Assets | |||
| Investment properties | 7 |
5,536.6 | 5,228.6 |
| Equity accounted investments | 8 |
3,190.9 | 2,199.2 |
| Other financial assets | 9 |
1,620.7 | 1,323.1 |
| Property, plant and equipment | 10 |
1,085.2 | 891.9 |
| Intangible assets | 11 |
68.7 | 74.1 |
| Deferred tax assets | 7.8 | 9.3 | |
| Total Non-Current Assets | 11,509.9 | 9,726.2 | |
| Total Assets | 11,953.2 | 12,001.9 | |
| LIABILITIES | |||
| Current Liabilities | |||
| Payables | 242.6 | 228.2 | |
| Borrowings | 12 |
2,370.1 | 1,630.0 |
| Derivative liabilities | 14.6 | 25.5 | |
| Provisions | 9.1 | 9.6 | |
| Total Current Liabilities | 2,636.4 | 1,893.3 | |
| Non-Current liabilities | |||
| Borrowings | 12 |
1,416.1 | 2,661.7 |
| Provisions | 4.7 | 4.1 | |
| Deferred tax liabilities | 0.7 | 0.7 | |
| Total Non-Current Liabilities | 1,421.5 | 2,666.5 | |
| Total Liabilities | 4,057.9 | 4,559.8 | |
| Net Assets | 7,895.3 | 7,442.1 | |
| EQUITY | |||
| Equity attributable to unitholders of the parent entity | |||
| Contributed equity | 13 |
4,447.4 | 4,391.5 |
| Reserves | (53.2) | 21.1 | |
| Retainedprofits | 3,162.1 | 2,724.1 | |
| GPT Trust unitholders' interest | 7,556.3 | 7,136.7 | |
| Equity attributable to securityholders of other entities stapled to the Trust | |||
| Contributed equity | 13 |
309.4 | 307.0 |
| Reserves | 17.0 | (0.8) | |
| Retainedprofits/(accumulated losses) | 12.6 | (0.8) | |
| Other stapled securityholders' interest | 339.0 | 305.4 | |
| Total Equity | 7,895.3 | 7,442.1 |
The above Consolidated Balance Sheet should be read in conjunction with the accompanying notes.
8
The GPT Group
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY as at 30 June 2007
| 30 Jun 2007 | 30 Jun 2006 | ||
|---|---|---|---|
| Note | $million | $million | |
| Total equity at the beginning of the year | 7,442.1 | 6,373.3 | |
| Movement in asset revaluation reserve | 16.3 | 0.8 | |
| Movement in cashflow hedge reserve | 1(c) |
28.7 |
- |
| Movement in foreign currencytranslation reserve | (100.9) | 61.8 | |
| Net income recognised directly in equity | (55.9) | 62.6 | |
| Netprofit for the halfyear | 737.1 | 696.5 | |
| Total recognised income and expense for the halfyear | 681.2 | 759.1 | |
| Transactions with Securityholders in their capacity as Securityholders: | |||
| Issue of share capital | 13(a) |
58.3 | 100.0 |
| Movement in treasury stock reserve | (0.7) | (3.8) | |
| Movement in employee incentive scheme reserve | 0.2 | 0.8 | |
| Distributionpaid orpayable | 2(a) |
(285.8) | (135.1) |
| Total equity at the end of the halfyear | 7,895.3 | 7,094.3 | |
| Total recognised income and expenditure for the half year attributable to: | |||
| Unitholders of the Trust | 651.3 | 752.2 | |
| Securityholders of other stapled entities(minorityinterest) | 29.9 | 6.9 | |
| 681.2 | 759.1 |
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
9
The GPT Group
CONSOLIDATED CASH FLOW STATEMENT
for the half year ended 30 June 2007
| 30 Jun 2007 | 30 Jun 2006 | ||
|---|---|---|---|
| Note | $million | $million | |
| Cashflow from operating activities | |||
| Cash receipts in the course of operations (inclusive of GST) | 399.4 | 527.3 | |
| Cash payments in the course of operations (inclusive of GST) | (203.6) | (261.3) | |
| Distributions received from associates and joint ventures | 75.7 | 76.1 | |
| Interest received | 76.1 | 10.6 | |
| Income taxes paid | (2.0) | (1.6) | |
| Net receipt from derivatives | 16.2 | 11.5 | |
| 361.8 | 362.6 | ||
| Finance costs | (121.4) | (107.7) | |
| Net cash inflows from operating activities | 16(a) |
240.4 | 254.9 |
| Cashflows from investing activities | |||
| Payment for investment properties | (18.4) | (894.1) | |
| Proceeds on disposal of GWSCF | 1,193.0 | - | |
| Proceeds on disposal of investment properties/non-current assets held for sale | 50.7 | 35.9 | |
| Payments for property, plant and equipment | (5.8) | (38.1) | |
| Payments for properties under construction | (232.3) | (26.6) | |
| Payments for intangibles | (0.4) | (51.2) | |
| Investments in joint ventures and associates | (127.0) | (44.6) | |
| Loan tojoint ventures and associates | (353.9) | (304.0) | |
| Net cash inflows/(outflows) from investing activities | 505.9 | (1,322.7) | |
| Cashflows from financing activities | |||
| Proceeds from net bank facilities | 129.9 | 462.2 | |
| Proceeds/(repayments) of net short and medium term notes | (540.0) | 743.6 | |
| Payment for employee incentive scheme loans, net of distributions | (14.2) | (25.6) | |
| Proceeds from issue of securities | 13(a) |
58.3 | 100.0 |
| Distributionspaid to Securityholders* | 2(a) |
(285.8) | (268.2) |
| Net cash (outflows)/inflows from financing activities | (651.8) | 1,012.0 | |
| Net increase/(decrease) in cash and cash equivalents | 94.5 | (55.8) | |
| Cash and cash equivalents at the beginningof theyear | 58.8 | 93.4 | |
| Cash and cash equivalents at the end of the halfyear | 16(b) |
153.3 | 37.6 |
- Non-cash financing activities
Under the terms of the DRP, $58.3 million (2006: nil) of dividends were settled via the issue of 12,105,370 stapled securities (2006: nil) (refer to note 13).
The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.
10
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
1. Summary of significant accounting policies
This general purpose financial report for the interim half year reporting period ended 30 June 2007 has been prepared in accordance with the General Property Trust’s Constitution, Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Act 2001 .
This interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual financial report for the year ended 31 December 2006 and any public announcements made by the Group during the interim period in accordance with the continuous disclosure requirements of the Corporations Act 2001 .
Other than as referred to in note 1(c) below, the accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period. These policies have been consistently applied to all of the periods presented.
The financial statements were approved by the Board of Directors on 14 August 2007.
(a) Significant accounting estimates and judgements
The Group is required in certain circumstances to make estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. In preparing this interim financial report, the key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are:
(i) Investments
Critical judgements are made by the Group in respect of the fair values of investments in associates and joint ventures, investment properties and hotel properties and property under construction (both of which are classified as property, plant and equipment in the financial report). These investments are reviewed regularly for impairment by reference to external independent property valuations and market conditions, using generally accepted market practices.
(ii) Share based payment transactions
The Group measures the cost of equity-settled securities allocated to employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by an external valuer using the Monte Carlo method, as discussed in note 26 of the 31 December 2006 financial report.
(iii) Income taxes
The Group is subject to income taxes in Australia and jurisdictions where it has foreign operations. Significant judgement is required in determining the worldwide provision for income taxes. There are transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain.
(b) New accounting standards and interpretations
Since 1 January 2007, the Group has adopted the following Standards and Interpretations, mandatory for annual periods beginning on or after 1 January 2007. Adoption of these Standards and Interpretations did not have any effect on the financial position or performance of the Group.
-
AASB 7 Financial Instruments: Disclosures
-
AASB 2005-10 Amendments to Australian Accounting Standards (AASB 132, 101, 114, 117, 133, 139, 1, 4, 1023 and 1038)
-
UIG Interpretation 8 Scope of AASB 2 Share-Based Payment
-
UIG Interpretation 9 Reassessment of Embedded Derivatives
-
UIG Interpretation 10 Interim Financial Reporting and Impairment
(c) New accounting policy
The Group enters into interest rate swap agreements that are used to convert certain variable interest rate borrowings to fixed interest rates. The swaps are entered into with the objective of hedging the risk of interest rate fluctuations in respect of underlying borrowings. Derivatives entered into to reduce exposures to fluctuations in floating interest rates may be accounted for as cash flow hedges provided the hedge designation, documentation and effectiveness tests can be met. If these tests are satisfied then the hedging derivative is measured at fair value and gains or losses are reflected directly in equity until the hedged transaction occurs, when they are released to the income statement. To the extent that the hedges do not qualify for hedge accounting then gains or losses arising from changes in fair value are reflected in the income statement immediately.
(d) Rounding of amounts
The Group is of a kind referred to in Class Order 98/0100, issued by the Australian Securities and Investments Commission, relating to the “rounding off” of amounts in the financial report. Amounts shown in the financial report have been rounded off to the nearest tenth of a million dollars in accordance with that Class Order.
11
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
| 30 Jun 2007 | 30 Jun 2006 | |
|---|---|---|
| $million | $million | |
| 2. Distributions paid and payable to securityholders | ||
| (a) Distributions paid | ||
December 2006 quarter: 7 cents per stapled security - paid 28 March 2007 (2006: nil*) |
142.9 |
- |
| March 2007 quarter: 7 cents per stapled security - paid 25 May 2007 |
142.9 | 135.1 |
| (2006: 6.7 cents per security-paid 25 May 2006) | ||
| Total distributionspaid |
285.8 | 135.1 |
Refer to note 13(a) for distributions settled by way of the issue of stapled securities issued under the Group’s distribution reinvestment plan for the March 2007 quarterly distribution.
(b) Distributions proposed and not recognised as a liability
The June 2007 quarterly distribution of 7.3 cents per stapled security was declared on 14 August 2007 (June 2006: 6.9 cents). The June 2007 quarterly distribution is expected to be paid on 21 September 2007 for approximately $149.9 million (2006: $140.9 million). No provision for the June quarterly distribution has been recognised in the balance sheet at 30 June 2007 as the distribution had not been declared by the end of the half year.
- The December 2005 quarterly distribution was provided for at 31 December 2005 as the distribution was declared prior to year end.
3. Earnings per stapled security
| Note | 30 Jun 2007 | 30 Jun 2006 | |
|---|---|---|---|
| cents | cents | ||
| (a) Attributable to securityholders of the Trust | |||
| Basic and diluted earnings per securityholder of the Trust | 35.4 | 34.5 | |
| (b) Attributable to stapled securityholders of the Group | |||
| Basic and diluted earnings per stapled security | 36.1 | 34.5 | |
| Basic and diluted earnings per stapled security using realised operating income | 14.5 | 13.6 | |
| The earnings and securities used in the calculations of basic and diluted earnings | per unit/ | stapled security are as follows: | |
| 30 Jun 2007 | 30 Jun 2006 | ||
| No. of | No. of | ||
| Weighted average number of units/ stapled securities | securities | securities | |
| millions | millions | ||
| Weighted average number of ordinary securities used in calculating: | |||
| Basic and diluted earnings of the Trust | 2,044.2 | 2,019.7 | |
| Basic and diluted earnings of the GPT Group | 2,044.2 | 2,019.7 | |
| Earnings reconciliation - basic and diluted | 30 Jun 2007 | 30 Jun 2006 | |
| $million | $million | ||
| Earnings used in calculating: | |||
| Basic and diluted earnings of the Trust | 723.7 | 699.9 | |
| Basic and diluted earnings of the GPT Group | 737.1 | 696.5 | |
| Basic and diluted earnings using realised operating income | 4(b) | 296.7 | 275.1 |
The earnings and securities used in the calculations of basic and diluted earnings per unit/ stapled security are as follows:
12
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS
for the half year ended 30 June 2007
4. Segment reporting (includes net profit after income tax to realised operating income reconciliation)
Primary reporting format – business segments
The Group is organised on a global basis into the following activities by business segment:
| Income Statement At 30 June 2007 Retail Office Industrial Hotel & Tourism Seniors Housing Funds Management Joint Venture Corporate Total $million $million $million $million $million $million $million $million $million (a) Revenue Rent from investment properties 174.0 43.3 26.4 8.6 - - - -252.3 Revenue from hotel operations - - - 99.8 - - - -99.8 Propertyand fund management fees 5.0 - - - - 12.6 - -17.6 179.0 43.3 26.4 108.4 - 12.6 - -369.7 Other income Fair value adjustments to investment properties 119.3 82.5 18.1 4.1 - - - -224.0 Share of after tax profits of equity accounted investments - net operating income 14.4 49.1 - 0.6 4.4 - 26.6 0.495.5 - clawback of income top-up - - - - - - (25.6) -(25.6) - fair value adjustments 1.0 105.1 - - - - 18.7 -124.8 Interest revenue - joint venture investment arrangements - - - 0.1 3.7 - 39.6 0.744.1 Interest revenue - cash and STMM securities - - - 0.1 - 0.5 - 10.110.7 Net foreign exchange gain on borrowings - - - - - - - 95.195.1 Netgain on fair value of derivatives - - - - - - - 93.793.7 134.7 236.7 18.1 4.9 8.1 0.5 59.3 200.0662.3 Total segment revenue 313.7 280.0 44.5 113.3 8.1 13.1 59.3 200.01,032.0 Expenses Property expenses and outgoings 44.9 15.4 3.8 - - - - -64.1 Expenses from hotel operations - - - 85.2 - - - -85.2 Management and other administration costs 2.4 - - - - 5.5 - 13.121.0 Depreciation and amortisation expense 3.4 - - 6.3 - - - 1.311.0 Finance costs - - - - - - - 108.2108.2 Impairment expense - - - 2.4 - - - -2.4 Net loss on disposal of assets 0.1 - - 0.2 - - - -0.3 Costs associated with internalisation/mergerproposals - - - - - - - 2.72.7 Total expenses 50.8 15.4 3.8 94.1 - 5.5 - 125.3294.9 Segment result for the halfyear 262.9 264.6 40.7 19.2 8.1 7.6 59.3 74.7 737.1 Income tax expense -- Net profit for the half year 737.1 (b) adjusted for: Fair value adjustments to investment properties (119.3) (82.5) (18.1) (4.1) - - - -(224.0) Fair value adjustments to equity accounted investments (1.0) (105.1) - - - - (18.7) -(124.8) JV adjustments - realised - - - - - - 38.5 -38.5 Fair value movements of derivatives - - - - - - - (75.2) (75.2) Net foreign exchange (gain)/loss on borrowings - - - - - - - (95.1) (95.1) Impairment expense - - - 2.4 - - - -2.4 Depreciation and amortisation expense 3.4 - - 6.3 - - - 1.311.0 Net loss on disposal of assets 0.1 - - 0.2 - - - -0.3 Costs associated with internalisation/merger proposals - - - - - - - 2.72.7 Non-cash revenue adjustments 7.2 4.0 0.2 - - - - -11.4 Other 0.2 0.6 - 0.3 3.3 - 5.8 2.212.4 Realised operating income for the halfyear 153.5 81.6 22.8 24.3 11.4 7.6 84.9(89.4) 296.7 |
Income Statement At 30 June 2007 Retail Office Industrial Hotel & Tourism Seniors Housing Funds Management Joint Venture Corporate Total $million $million $million $million $million $million $million $million $million |
Income Statement At 30 June 2007 Retail Office Industrial Hotel & Tourism Seniors Housing Funds Management Joint Venture Corporate Total $million $million $million $million $million $million $million $million $million |
|---|---|---|
| -252.3 -99.8 -17.6 |
||
| 179.0 43.3 26.4 108.4 - 12.6 - Other income Fair value adjustments to investment properties 119.3 82.5 18.1 4.1 - - - Share of after tax profits of equity accounted investments - net operating income 14.4 49.1 - 0.6 4.4 - 26.6 0.4 - clawback of income top-up - - - - - - (25.6) - fair value adjustments 1.0 105.1 - - - - 18.7 Interest revenue - joint venture investment arrangements - - - 0.1 3.7 - 39.6 0.7 Interest revenue - cash and STMM securities - - - 0.1 - 0.5 - 10.1 Net foreign exchange gain on borrowings - - - - - - - 95.1 Netgain on fair value of derivatives - - - - - - - 93.7 |
-369.7 -224.0 95.5 -(25.6) -124.8 44.1 10.7 95.1 93.7 |
|
| 134.7 236.7 18.1 4.9 8.1 0.5 59.3 200.0 | 662.3 | |
| Total segment revenue 313.7 280.0 44.5 113.3 8.1 13.1 59.3 200.0 |
1,032.0 | |
| Expenses Property expenses and outgoings 44.9 15.4 3.8 - - - - Expenses from hotel operations - - - 85.2 - - - Management and other administration costs 2.4 - - - - 5.5 - 13.1 Depreciation and amortisation expense 3.4 - - 6.3 - - - 1.3 Finance costs - - - - - - - 108.2 Impairment expense - - - 2.4 - - - Net loss on disposal of assets 0.1 - - 0.2 - - - Costs associated with internalisation/mergerproposals - - - - - - - 2.7 |
-64.1 -85.2 21.0 11.0 108.2 -2.4 -0.3 2.7 |
|
| Total expenses 50.8 15.4 3.8 94.1 - 5.5 - 125.3 |
294.9 | |
| Segment result for the halfyear 262.9 264.6 40.7 19.2 8.1 7.6 59.3 74.7 |
737.1 | |
| -- | ||
| Realised operating income for the halfyear 153.5 81.6 22.8 24.3 11.4 7.6 84.9(89.4) 296.7 |
13
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
4. Segment reporting (continued)
Income Statement At 30 June 2006
| Retail | Office | Industrial | Hotel & | Seniors | Funds | Joint | Corporate | Total | ||
|---|---|---|---|---|---|---|---|---|---|---|
| Tourism | Housing | Management | Venture | |||||||
| $million | $million | $million | $million | $million | $million | $million | $million | $million | ||
| (a) | Revenue | |||||||||
| Rent from investment properties | 211.7 | 112.0 | 20.3 | 8.2 | - | - | - | - | 352.2 | |
| Revenue from hotel operations | - | - | - | 98.5 | - | - | - | - | 98.5 | |
| Propertyand fund management fees | 2.0 | - | - | - | - | - | - | - | 2.0 | |
| 213.7 | 112.0 | 20.3 | 106.7 | - | - | - | - | 452.7 | ||
| Other income | ||||||||||
| Fair value adjustments to investment properties | 250.1 | 146.2 | 12.2 | - | - | - | - | - | 408.5 | |
| Share of after tax profits of equity accounted investments | ||||||||||
| - net operating income | 4.4 | 39.3 | - | 2.4 | - | - | 8.1 | 4.6 | 58.8 | |
| - clawback of income top-up | - | - | - | - | - | - | 13.7 | - | 13.7 | |
| - fair value adjustments | 11.7 | 31.7 | - | - | - | - | 20.1 | - | 63.5 | |
| Interest revenue - joint venture investment arrangements | - | - | - | - | - | - | 25.6 | 1.0 | 26.6 | |
| Interest revenue - cash and STMM securities | - | - | - | - | - | - | - | 1.5 | 1.5 | |
| Net gain on fair value of derivatives | - | - | - | - | - | - | - | 55.5 | 55.5 | |
| Netgain on disposal of assets | 2.0 | - | - | - | - | - | - | - | 2.0 | |
| 268.2 | 217.2 | 12.2 | 2.4 | - | - | 67.5 | 62.6 | 630.1 | ||
| Total segment revenue | 481.9 | 329.2 | 32.5 | 109.1 | - | - | 67.5 | 62.6 | 1,082.8 | |
| Expenses | ||||||||||
| Property expenses and outgoings | 58.9 | 26.9 | 2.9 | 0.3 | - | - | - | - | 89.0 | |
| Expenses from hotel operations | - | - | - | 81.9 | - | - | - | - | 81.9 | |
| Management and other administration costs | - | - | - | - | - | - | - | 17.0 | 17.0 | |
| Depreciation and amortisation expense | 1.7 | - | - | 9.7 | - | - | - | 0.3 | 11.7 | |
| Finance costs | - | - | - | - | - | - | - | 117.8 | 117.8 | |
| Impairment expense | - | - | - | - | - | - | 1.6 | - | 1.6 | |
| Net foreign exchange loss | - | - | - | - | - | - | - | 58.4 | 58.4 | |
| Costs associated with internalisation/mergerproposals | - | - | - | - | - | - | - | 7.1 | 7.1 | |
| Total expenses | 60.6 | 26.9 | 2.9 | 91.9 | - | - | 1.6 | 200.6 | 384.5 | |
| Segment result for the halfyear | 421.3 | 302.3 | 29.6 | 17.2 | - | - | 65.9 | (138.0) | 698.3 | |
| Income tax expense | 1.8 | 1.8 | ||||||||
| Net profit for the half year | 696.5 | |||||||||
| (b) | adjusted for: | |||||||||
| Fair value adjustments to investment properties | (250.1) | (146.2) | (12.2) | - | - | - | - | - | (408.5) | |
| Fair value adjustments of equity accounted investments | (11.7) | (31.7) | - | - | - | - | (20.1) | - | (63.5) | |
| Fair value movements of derivatives | - | - | - | - | - | - | - | (42.6) | (42.6) | |
| Net foreign exchange (gain)/loss on borrowings | - | - | - | - | - | - | - | 58.4 | 58.4 | |
| Impairment expense | - | - | - | - | - | - | 1.6 | - | 1.6 | |
| Depreciation and amortisation expense | 1.7 | - | - | 9.7 | - | - | - | 0.3 | 11.7 | |
| Net gain on disposal of assets | (2.0) | - | - | - | - | - | - | - | (2.0) | |
| Costs associated with internalisation/merger proposals | - | - | - | - | - | - | - | 7.1 | 7.1 | |
| Early completion of Darling Park 3 development | - | 5.3 | - | - | - | - | - | - | 5.3 | |
| Non-cash revenue adjustments | 2.6 | 6.0 | 0.2 | - | - | - | - | - | 8.8 | |
| Other | - | - | - | - | - | - | - | 2.3 | 2.3 | |
| Realised operating income for the halfyear | 161.8 | 135.7 | 17.6 | 26.9 | - | - | 47.4 | (114.3) | 275.1 |
14
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
4. Segment reporting (continued)
Primary reporting format – business segments
Balance Sheet At 30 June 2007
| Balance Sheet At 30 June 2007 |
|||||||||
|---|---|---|---|---|---|---|---|---|---|
| Retail | Office | Industrial | Hotel & | Seniors | Funds | Joint | Corporate | Total | |
| Tourism | Housing | Management | Venture | ||||||
| $million | $million | $million | $million | $million | $million | $million | $million | $million | |
| ASSETS | |||||||||
| Current Assets | - | - | - | - | - | - | - | 443.3 | 443.3 |
| Non-current assets held for sale | - | - | - | - | - | - | - | - | - |
| Total Current Assets | - | - | - | - | - | - | - | 443.3 | 443.3 |
| Non-Current Assets | |||||||||
| Investment properties | 3,651.6 | 1,022.2 | 661.4 | 201.4 | - | - | - | - | 5,536.6 |
| Equity accounted investments | 960.7 | 1,675.3 | - | 9.7 | 129.0 | - | 394.3 | 21.9 | 3,190.9 |
| Other financial assets | - | - | - | - | 77.3 | - | 1,478.1 | 65.3 | 1,620.7 |
| Property, plant and equipment | 282.0 | 121.2 | 46.7 | 621.8 | - | - | - | 13.5 | 1,085.2 |
| Intangible assets | 42.7 | - | - | 26.0 | - | - | - | - | 68.7 |
| Deferred tax assets | - | - | - | - | - | - | - | 7.8 | 7.8 |
| Total Non-Current Assets | 4,937.0 | 2,818.7 | 708.1 | 858.9 | 206.3 | - | 1,872.4 | 108.5 | 11,509.9 |
| Total Assets | 4,937.0 | 2,818.7 | 708.1 | 858.9 | 206.3 | - | 1,872.4 | 551.8 | 11,953.2 |
| Total Liabilities | 81.8 | 17.9 | 18.2 | 3.4 | - | - | 30.9 | 3,905.7 | 4,057.9 |
| Net Assets | 4,855.2 | 2,800.8 | 689.9 | 855.5 | 206.3 | - | 1,841.5 | (3,353.9) | 7,895.3 |
| At 31 December 2006 | |||||||||
| ASSETS | |||||||||
| Current Assets | - | - | - | - | - | - | - | 319.9 | 319.9 |
| Non-current assets held for sale | 1,955.8 | - | - | - | - | - | - | - | 1,955.8 |
| Total Current Assets | 1,955.8 | - | - | - | - | - | - | 319.9 | 2,275.7 |
| Non-Current Assets | |||||||||
| Investment properties | 3,491.7 | 935.7 | 604.1 | 197.1 | - | - | - | - | 5,228.6 |
| Equity accounted investments | 163.6 | 1,567.3 | - | 9.0 | 132.8 | - | 309.2 | 17.3 | 2,199.2 |
| Other financial assets | - | - | - | 2.6 | 83.7 | - | 1,198.4 | 38.4 | 1,323.1 |
| Property, plant and equipment | 149.3 | 64.3 | 58.2 | 607.1 | - | - | - | 13.0 | 891.9 |
| Intangible assets | 46.1 | - | - | 28.0 | - | - | - | - | 74.1 |
| Deferred tax assets | - | - | - | - | - | - | - | 9.3 | 9.3 |
| Total Non-Current Assets | 3,850.7 | 2,567.3 | 662.3 | 843.8 | 216.5 | - | 1,507.6 | 78.0 | 9,726.2 |
| Total Assets | 5,806.5 | 2,567.3 | 662.3 | 843.8 | 216.5 | - | 1,507.6 | 397.9 | 12,001.9 |
| Total Liabilities | 126.5 | 12.4 | 20.1 | 5.4 | - | - | - | 4,395.4 | 4,559.8 |
| Net Assets | 5,680.0 | 2,554.9 | 642.2 | 838.4 | 216.5 | - | 1,507.6 | (3,997.5) | 7,442.1 |
At 31 December 2006
Retail - segment includes regional, sub-regional and community shopping centres, Homemaker City (bulky goods) centres, retail re-developments and new retail developments as well as property management of retail assets.
Office - segment includes office space with associated retail space and office developments.
Industrial - segment includes quality traditional industrial and business park assets with capacity for organic growth through the expansion of vacant land as well as industrial re-developments.
Hotel & Tourism - segment includes nature-based resorts and hotel assets.
Seniors Housing - segment includes investments in a portfolio of established seniors housing assets in the United States of America as well as an interest in the manager of these assets. 2007 is the first year of revenue.
Funds Management - segment includes asset and funds management by GPT Funds Management Limited, the Responsible Entity for GPT Group’s wholesale fund business - GPT Wholesale Shopping Centre Fund and GPT Wholesale Office Fund. These fund vehicles were not established at 30 June 2006.
Joint Venture - segment includes investments in the Babcock & Brown joint venture which is invested in shopping centres and retail formats, light industrial assets, residential assets and office assets in Europe, the United States of America and Australia. Corporate - segment includes inter-segment revenue, group treasury (including foreign exchange gains and losses), Group operating costs and urban communities.
15
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
| Note | 30 Jun 2007 | 31 Dec 2006 | |
|---|---|---|---|
| $million | $million | ||
| 5. Non-current assets classified as held for sale | |||
| Investment properties: | |||
| Carlingford Court, NSW | - | 192.0 | |
| Chirnside Park, VIC | - | 200.0 | |
| Forestway, NSW | - | 78.1 | |
| Highpoint Shopping Centre, VIC | - | 622.5 | |
| Homemaker City, Maribyrnong, VIC | - | 59.0 | |
| Macarthur Square, NSW | - | 411.5 | |
| Parkmore, VIC | - | 175.0 | |
| WollongongCentral, NSW | - | 217.7 | |
| Total non-current assets classified as held for sale | - | 1,955.8 |
The GPT Wholesale Shopping Centre Fund (GWSCF) was established on 30 March 2007. GPT received cash proceeds of $1.2 billion by way of capital reduction in respect of its units in GWSCF upon entry of the new wholesale investors. The Trust currently owns 40% of the GWSCF at a value of $794.4 million at 30 June 2007. The Group’s investment in GWSCF is accounted for as an associate (refer note 8(b)) and remains in the retail segment in the Group’s segment information note (refer note 4).
6. Summary of property investments
The table below details properties the Group has investments in, either directly or indirectly through joint ventures and associates. The property investments are classified in the balance sheet as follows:
| Investment properties | 7 |
5,536.65,228.6 |
|---|---|---|
| Interests in hotel operations | 10(b) | 621.8607.1 |
| Property under construction | 10(a) | 449.9271.8 |
| Propertyinvestments held in equityaccounted investments | 8(d)(i) | 6,519.25,266.0 |
| Total ofproperty investments | 13,127.511,373.5 | |
| 7. Investment properties | ||
| Retail* | 7(a) | 3,651.63,491.7 |
| Office* | 7(b) | 1,022.2935.7 |
| Industrial | 7(c) | 661.4604.1 |
| Hotel & Tourism | 7(d) | 201.4197.1 |
| Total investmentproperties | 5,536.65,228.6 |
7. Investment properties
- Melbourne Central has been allocated 63% Retail and 37% Office (December 2006: 64% Retail and 36% Office).
16
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS
for the half year ended 30 June 2007
7. Investment properties (continued)
Reconciliation
A reconciliation of the carrying amount of investment properties at the beginning and end of the half year is as follows:
| For the 6 | For the 12 | ||
|---|---|---|---|
| months to | months to | ||
| Note | 30 Jun 2007 | 31 Dec 2006 | |
| $million | $million | ||
| Carrying amount at beginning of the year | 5,228.6 | 7,245.1 | |
| Additions | 29.9 | 99.3 | |
| Acquisitions | 25.1 | 766.6 | |
| Disposals | - | (1,040.6) | |
| Net gain from fair value adjustments | 224.0 | 670.9 | |
| Transfer from property plant and equipment | 10(a) |
30.2 | 60.9 |
| Transfer of properties to held-for-sale classification | - | (1,955.8) | |
| Transfer to equity accounted investments | - | (634.8) | |
| Lease incentives | 6.9 | 33.9 | |
| Amortisation of lease incentives | (8.7) | (19.0) | |
| Leasingcosts | 0.6 | 2.1 | |
| Carrying amount at end of theyear | 5,536.6 | 5,228.6 |
Details of the Group’s Investment Properties
| Ownership | Acquisition | Fair value | Fair value | Latest Valuer |
|
|---|---|---|---|---|---|
| Interest (1) | date | 30 Jun 2007 | 31 Dec 2006 | independent | |
| valuation | |||||
| % | $million | $million | date | ||
| (a) Retail | |||||
| Casuarina Square, NT | 100 | Oct 1973 | 386.5 | 384.6 | Mar 2006 CB Richard Ellis Pty Limited |
| Charlestown Square, NSW | 100 | Dec 1977 | 442.5 | 429.0 | Mar 2006 Knight Frank Valuations |
| Pacific Highway, Charlestown, NSW | 100 | Oct 2002/ | 15.2 | 15.2 | Mar 2006 Knight Frank Valuations |
| Jul 2003 | |||||
| Dandenong Plaza, VIC | 100 | Dec 1993/ | 230.0 | 215.6 | Sep 2006 Colliers International C&V Pty |
| Dec 1999 | Limited | ||||
| Erina Fair, NSW | 33 | Jun 1992 | 287.3 | 286.2 | Mar 2006 CB Richard Ellis Pty Limited |
| Westfield Penrith, NSW | 50 | Jun 1971 | 511.2 | 485.0 | Mar 2007 Knight Frank Valuations |
| Sunshine Plaza, QLD | 50 | Dec 1992/ | 330.3 | 313.9 | Mar 2007 Knight Frank Valuations |
| Sept 2004 | |||||
| Plaza Parade, QLD | 50 | Jun 1999 | 13.5 | 13.5 | Mar 2007 Knight Frank Valuations |
| Westfield Woden, ACT | *50 | Feb 1986 | 269.9 | 269.7 | Mar 2006 CB Richard Ellis Pty Limited |
| Floreat Forum, WA | 100 | Jul 1996 | 125.0 | 120.0 | Sep 2006 Knight Frank Valuations |
| Homemaker City Aspley, QLD | 100 | Nov 2001 | 65.9 | 65.9 | Jun 2005 Knight Frank Valuations |
| Homemaker City Bankstown, NSW | 100 | Nov 2001 | 51.7 | 51.7 | Sep 2006 CB Richard Ellis Pty Limited |
| Homemaker City Cannon Hill, QLD | 100 | Nov 2001 | 20.9 | 20.9 | Sep 2006 CB Richard Ellis Pty Limited |
| Homemaker City Fortitude Valley, QLD(2) | 100 | Dec 2001 | 132.8 | 132.3 | Sep 2006 CB Richard Ellis Pty Limited |
| Homemaker City Jindalee, QLD | 100 | Nov 2001 | 63.5 | 63.4 | Sep 2004 Jones Lang La Salle |
| Homemaker City Mt Gravatt, QLD | 100 | Nov 2001 | 25.3 | 25.3 | Mar 2005 Knight Frank Valuations |
| Homemaker City Windsor, QLD | 100 | Nov 2001 | 22.5 | 22.5 | Jun 2005 CB Richard Ellis Pty Limited |
| Melbourne Central, VIC - retail portion(3) | 100 | May 1999/ | 632.5 | 577.0 | Mar 2006 CB Richard Ellis Pty Limited |
| Mar 2001 | |||||
| Other | 25.1 | - | |||
| Total Retail | 3,651.6 | 3,491.7 |
17
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
7. Investment properties (continued)
Details of the Group’s Investment Properties
| Ownership Interest (1) Acquisition date Fair value 30 Jun 2007 Fair value 31 Dec 2006 Latest independent valuation Valuer % $million $million date |
|
|---|---|
| (b) Office Australia Square, NSW 50 Sept 1981 272.0 237.6 Jun 2007 Savills (NSW) Pty Limited MLC Centre, NSW 50 Apr 1987 345.1 339.5 Jun 2006 Jones Lang La Salle 77 Eagle Street, Brisbane QLD (Indigo House) 100 Apr 1984 27.6 27.4 Jun 2006 Jones Lang La Salle Melbourne Central, VIC - office portion(3) 100 May 1999/ Mar 2001 377.5 331.2 Mar 2006 CB Richard Ellis Pty Limited |
|
| Total Office 1,022.2 935.7 |
|
| (c) Industrial 2-4 Harvey Road, Kings Park, NSW 100 May 1999 40.0 32.2 Mar 2005 Savills (NSW) Pty Limited Quad 1, Sydney Olympic Park, NSW 100 Jun 2001 19.2 16.8 Jun 2007 CB Richard Ellis Pty Limited Quad 2, Sydney Olympic Park, NSW 100 Dec 2001 21.6 19.3 Jun 2007 CB Richard Ellis Pty Limited Quad 3, Sydney Olympic Park, NSW 100 Mar 2003 22.0 20.2 Mar 2006 Colliers Pty Limited Quad 4, Sydney Olympic Park, NSW(4) 100 June 2004 32.0 - 8 Herb Elliott, Homebush Bay, NSW 100 Aug 2004 9.0 8.5 Jun 2007 CB Richard Ellis Pty Limited 5 Figtree Drive, Homebush Bay, NSW 100 Jul 2005 20.4 20.3 7 Figtree Drive, Homebush Bay, NSW 100 Jul 2004 10.7 10.2 Jun 2007 CB Richard Ellis Pty Limited 7 Parkview Drive, Homebush Bay, NSW 100 May 2002 18.5 18.4 Jun 2007 CB Richard Ellis Pty Limited Rosehill Business Park, Camellia, NSW 100 May 1998 70.3 70.2 Sep 2006 CB Richard Ellis Pty Limited 15 Berry Street, Granville, NSW 100 Nov 2000 14.6 14.5 Sep 2006 CB Richard Ellis Pty Limited 19 Berry Street, Granville, NSW 100 Dec 2000 20.7 20.7 Sep 2006 CB Richard Ellis Pty Limited 4 Holker Street, Silverwater, NSW 100 Mar 2006 34.2 34.2 120 Miller Road, Villawood, NSW 100 Apr 2006 20.1 18.1 372-374 Victoria Street, 100 Jul 2006 22.1 22.1 Wetherill Park, NSW 18-24 Abbott Road, Seven Hills, NSW 100 Oct 2006 15.4 15.4 Austrak Business Park, Somerton, VIC 50 Oct 2003 125.1 124.1 Sep 2006 Knight Frank Valuations 31 Vision Drive, Burwood East, VIC 100 Mar 2006 10.5 10.5 Citi-West Industrial Estate, 100 Aug 1994 75.0 69.8 Mar 2006 Savills (NSW) Pty Limited Altona North, VIC 134-140 Fairbairn Road, 100 Mar 2006 14.0 13.5 Sunshine West, VIC 973 Fairfield Road, Yeerongpilly, QLD 100 Nov 2005 13.1 13.0 92-116 Holt Street, Pinkenba, QLD 100 Mar 2006 15.0 14.3 Block 1 & 4 Section 15 Sandford St, *100 Mar 2006 9.7 9.6 Mitchell ACT Lots 42&44 Ocean Steamers Road, 50 Jul 2006 8.2 8.2 Port Adelaide SA |
|
| Total Industrial 661.4 604.1 |
|
| (d) Hotel & Tourism Four Points by Sheraton, Sydney, NSW *100 May 2000 208.4 204.1 Mar 2005 Knight Frank Valuations Security(5) (7.0) (7.0) |
|
| Total Hotel & Tourism 201.4 197.1 |
(1) Freehold unless otherwise marked with a ‘*’ which denotes leasehold.
(2) Homemaker Fortitude Valley includes the redevelopment stages 2&3.
(3) Melbourne Central value has been allocated 63% Retail and 37% Office (December 2006: 64% Retail and 36% Office).
(4) Practical completion on Quad 4 was achieved in June 2007 and the property was reclassified from property, plant and equipment (note 10(a)) (5) Security deposit is held by GPT.
Investment properties held in equity accounted investments are included in note 8(d)(i). Properties under construction are classified as property, plant and equipment – refer note 10(a). Hotel investments which are owned and operated by the Group are classified as property, plant and equipment – refer note 10(b).
The basis of valuation of investment properties remains unchanged – being the amounts for which the assets could be exchanged between willing parties in an arm’s length transaction.
18
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS
for the half year ended 30 June 2007
| 8. Equity accounted investments |
||||||
|---|---|---|---|---|---|---|
| 30 Jun 2007 | 31 Dec 2006 | |||||
| $million | $million | |||||
| Investments in joint ventures | (a) |
1,380.2 | 1,266.0 | |||
| Investments in associates | (b) |
1,810.7 | 933.2 | |||
| Total equity accounted investments | 3,190.9 | 2,199.2 | ||||
| Details of equity accounted investments are as follows: | ||||||
| Name | Principal Activity | Ownership | Place of | **30 Jun 2007 ** | 31 Dec 2006 | |
| Interest | Incorporation | |||||
| 2007 | 2006 | |||||
| % | % | $million | $million | |||
| (a) Joint Ventures | ||||||
| 1 Farrer Place Trust | Investment property |
50 | 50 | Australia* | 337.5 | 321.1 |
| 2 Park Street Trust | Investment property |
50 | 50 | Australia* | 356.4 | 343.5 |
| DPT Operator Pty Limited | Managing property |
50 | 50 | Australia* | 0.7 | 0.3 |
| DPPT Operator Pty Limited | Managing property |
50 | 50 | Australia* | - | - |
| Erina Property Trust | Investment property |
50 | 50 | Australia* | 143.5 | 143.0 |
| Horton Trust | Investment property |
50 | 50 | Australia* | 22.8 | 20.6 |
| BGA Real Estate Finance Trust | Mezzanine loan |
50 | 50 | Australia* | - | 2.3 |
| Babcock & Brown GPT REIT Inc | Property investment |
50 | 50 | United States | 21.6 | 27.2 |
| B&B GPT Alliance 1 LLC | Property investment |
50 | 50 | United States | 1.2 | 1.0 |
| B&B GPT Alliance 2 LLC | Mezzanine loan |
50 | 50 | United States | 7.5 | 10.0 |
| BGP Investment Sarl | Property investment |
50 | 50 | Luxembourg | 362.4 | 265.9 |
| BGP UK Investments Limited | Managing investments | 50 | 50 | United Kingdom | 1.5 | 2.8 |
| Countrywide Commerical | Mezzanine loan |
50 | - | United States | 0.1 | - |
| Administration LCC | ||||||
| Benchmark GPT LLC | Property investment |
95 | 95 | United States | 113.2 | 115.5 |
| B-VII Operations HoldingCo LLC | Propertyinvestment |
95 | 95 | United States | 11.8 | 12.8 |
| Total investments injoint ventures | 1,380.2 | 1,266.0 | ||||
| (b) Associates | ||||||
| 161 Sussex St Pty Ltd | Property management | 40 | 40 | Australia | 3.3 | 2.7 |
| GPT Wholesale Office Fund | Property investment |
40 | 40 | Australia* | 981.4 | 902.7 |
| GPT Wholesale Shopping | Property investment |
40 | - | Australia* | 794.4 | - |
| Centre Fund | ||||||
| Kings Canyon (Watarrka) | Investment property |
46 | 46 | Australia* | 6.4 | 6.3 |
| Resort Trust | ||||||
| Lend Lease GPT (Rouse Hill) Pty Ltd | Property development | 49 | 49 | Australia* | 9.5 | 5.5 |
| Lend Lease (Twin Waters) Pty Ltd | Property development | 49 | 49 | Australia* | 11.7 | 11.5 |
| Benchmark Assisted LivingLLC | Propertymanagement | 20 | 20 | United States | 4.0 | 4.5 |
| Total investments in associates | 1,810.7 | 933.2 |
- The entity has a 30 June balance date.
19
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
8. Equity accounted investments (continued)
(c) Share of joint ventures and associates’ profits
| Australia | Australia | Europe | Europe | **United ** | States | Total | ||
|---|---|---|---|---|---|---|---|---|
| 30 Jun | 30 Jun | 30 Jun | 30 Jun | 30 Jun | 30 Jun |
30 Jun | 30 Jun | |
| 2007 | 2006 | 2007 | 2006 | 2007 | 2006 | 2007 | 2006 | |
| $million | $million | $million | $million | $million | $million | $million | $million | |
| Revenue | 207.6 |
102.6 | 155.4 | 119.0 | 101.8 | 15.3 | 464.8 | 236.9 |
| Expenses | 34.9 |
9.1 | 115.4 | 59.6 | 100.5 | 13.2 | 250.8 | 81.9 |
| Profit before income tax | 172.7 | 93.5 |
40.0 | 59.4 | 1.3 | 2.1 | 214.0 | 155.0 |
| Income tax expense | 0.8 | - | 18.5 | 19.0 | - | - | 19.3 | 19.0 |
| Share of net profits of joint venture | ||||||||
| and associate interests | 171.9 | 93.5 | 21.5 | 40.4 | 1.3 | 2.1 | 194.7 | 136.0 |
(d) Share of joint ventures and associates’ assets and liabilities
| Australia | Australia | Europe | Europe | **United ** | States | Total | ||
|---|---|---|---|---|---|---|---|---|
| 30 Jun | 31 Dec | 30 Jun | 31 Dec | 30 Jun | 31 Dec |
30 Jun | 31 Dec | |
| 2007 | 2006 | 2007 | 2006 | 2007 | 2006 | 2007 | 2006 | |
| $million | $million | $million | $million | $million | $million | $million | $million | |
| Cash and cash equivalents | 34.8 | 16.4 | 142.3 | 266.5 | 26.4 | 22.3 | 203.5 |
305.2 |
| Other assets | 45.5 | 24.7 | 342.4 | 161.0 | 12.3 | 76.9 | 400.2 |
262.6 |
| Property investments (note 8(d)(i)) | 2,783.6 | 1,821.5 | 2,742.0 | 2,660.6 | 993.6 | 783.9 | 6,519.2 |
5,266.0 |
| Total assets | 2,863.9 | 1,862.6 | 3,226.7 | 3,088.1 | 1,032.3 | 883.1 | 7,122.9 |
5,833.8 |
| - | ||||||||
| Other liabilities | 121.9 | 91.3 | 194.3 | 230.0 | 34.4 | 10.3 | 350.6 |
331.6 |
| Borrowings | ||||||||
| - GPT Group | 0.9 | 6.4 | 648.0 | 505.6 | 156.1 | 158.6 | 805.0 |
670.6 |
| - external | 73.5 | - | 2,026.0 | 2,095.6 | 682.4 | 547.8 | 2,781.9 |
2,643.4 |
| Total liabilities | 196.3 | 97.7 | 2,868.3 | 2,831.2 | 872.9 | 716.7 | 3,937.5 |
3,645.6 |
| Net assets | 2,667.6 | 1,764.9 | 358.4 | 256.9 | 159.4 | 166.4 | 3,185.4 |
2,188.2 |
20
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
8. Equity accounted investments (continued)
(d)(i) Share of joint ventures and associates’ assets and liabilities (continued)
Details of property investments held in the above equity accounted investments are:
| Equity accounted investment | Investment property/ portfolio | Fair value |
|---|---|---|
| 30 Jun 2007 | ||
| $million | ||
| Australia | ||
| Erina Property Trust | Erina Fair, NSW | 143.5 |
| Horton Trust | Horton Parade, QLD | 11.1 |
| Horton Trust | Maroochydore Superstore Plaza, QLD | 11.8 |
| GPT Wholesale ShoppingCentre Fund | Various retail assets(8) | 788.4 |
| Total Retail | 954.8 | |
| 2 Park Street Trust | Citigroup Centre, NSW | 360.0 |
| 1 Farrer Place Trust | 1 Farrer Place, NSW | 337.6 |
| GPT Wholesale OfficeFund | Office buildings (10) | 1,073.6 |
| Total Office | 1,771.2 | |
| Kings Canyon(Watarrka)Resort Trust | Kings Canyon(Watarrka)Resort,NT | 6.4 |
| Total Hotel & Tourism | 6.4 | |
| Lend Lease GPT (Rouse Hill) Pty Ltd | Residental land - Rouse Hill, NSW | 44.6 |
| LendLease (Twin Waters)PtyLtd | Land,Twin Waters, QLD | 6.6 |
| Total Other | 51.2 | |
| Total Australia | 2,783.6 | |
| Europe | ||
| BGP Investment Sarl | German Residential | 1,251.3 |
| European Office | 139.0 | |
| European Light Industrial | 716.7 | |
| European Retail | 635.0 | |
| Total Europe | 2,742.0 | |
| United States | ||
| Babcock & Brown GPT REIT Inc | Shopping Centres | 296.6 |
| B&B GPT Alliance I LLC | Multifamily | 10.5 |
| B&B GPT Alliance II LLC | Multifamily mezzanine loan | 35.7 |
| Countrywide Commerical Administration LLC | Commercial real estate loan portfolio | 121.9 |
| BenchmarkGPT LLC andB-VIIOperationsHolding CoLLC | SeniorsHousing | 528.9 |
| Total United States | 993.6 | |
| Total Property Investments in Associate and Joint Venture | Investments | 6,519.2 |
(e) Share of associates and joint ventures commitments
The Group’s share of its associates and joint ventures’ capital expenditure commitments for the purchase of property, plant and equipment which have been approved but not provided for at 30 June 2007 is as follows:
| Note | 30 Jun 2007 | 31 Dec 2006 | |
|---|---|---|---|
| $million | $million | ||
| Capital expenditure commitments* | 681.5 | 179.2 | |
| Operatinglease commitments | 195.8 | 51.0 | |
| Total share of associates andjoint ventures' commitments | 877.3 | 230.2 |
- Capital expenditure commitments include the Benchmark GPT LLC’s commitment to acquire an additional 95% investment in 11 freehold and 4 leasehold communities for USD$265 million (AUD $331 million) (refer note 17(b)).
21
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
| Note | 30 Jun 2007 31 Dec 2006 $million $million |
|---|---|
| 9. Other financial assets Loans to joint ventures and associates: Australian dollar denominated loans with associates and joint ventures 161 Sussex St Pty Limited BGA Real Estate Finance Trust Lend Lease GPT (Rouse Hill) Pty Limited Euro denominated loans with associates and joint ventures BGP Investment Sarl BGP UK Investments Limited GPT MaltaCo1 Limited US dollar denominated loans with associates and joint ventures Babcock & Brown GPT REIT Inc B&B GPT Alliance 1 LLC B&B GPT Alliance 2 LLC Countrywide Commercial Adminstration LLC Benchmark GPT LLC B-VII Operations Holding Co LLC Benchmark Assisted Living LLC Loans to employees (a) Deposit for acquisition of BGP UK Investments Limited 17(a) Unlisted shares in corporations - Roma Street Operations PtyLimited |
0.81.9 -12.8 26.614.5 |
| 27.429.2 1,278.0991.6 17.919.5 -0.1 |
|
| 1,295.91,011.2 87.895.6 17.115.2 59.263.7 2.2 - 74.981.1 1.71.8 0.70.8 |
|
| 243.6258.2 37.223.8 15.9 - 0.70.7 |
|
| Total other financial assets | 1,620.71,323.1 |
(a) Under the Long Term Incentive (LTI) Scheme, the Company has provided a recourse loan to senior executives for the purchase of GPT securities. The LTI is subject to performance hurdles that, when earned, will be used to paydown the recourse loan. The increase in the loan to employees relates to the issue of 2,735,376 GPT securities (2006: 5,710,332 securities) in May 2007 to employees with an entitlement under the Long Term Incentive Scheme (LTI) at a weighted average market price of $5.11. Further information on the LTI is discussed in note 26 of the 31 December 2006 financial report.
22
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
| Note | 30 Jun 2007 | 31 Dec 2006 | |
|---|---|---|---|
| $million | $million | ||
| 10. Property, plant and equipment | |||
| Property under construction | (a) | 449.9 | 271.8 |
| Hotel properties | (b) | 621.8 | 607.1 |
| Office,fixtures,fittings & operatingequipment | 13.5 | 13.0 | |
| Total property, plant and equipment | 1,085.2 | 891.9 |
(a) Details of property under construction – at cost
| Ownership | Acquisition | Cost | Cost | |
|---|---|---|---|---|
| Interest (1) | date | 30 Jun 2007 | 31 Dec 2006 | |
| % | $ million | $ million | ||
| Retail | ||||
| Rouse Hill Town Centre, NSW |
100 | Dec 2005 | 282.0 | 149.3 |
| Commercial | ||||
| 818 Bourke Street, Victoria Harbour, VIC |
100 | Jun 2006 | 76.7 | 32.3 |
| workplace6, Darling Island, NSW | *100 | Dec 2006 | 44.5 | 32.0 |
| Industrial | ||||
| 21 Talavera Road, Macquarie Park, NSW | 100 | Jun 2006 | 18.9 | 18.6 |
| Quad 4, Homebush Bay, NSW(2) | *100 | Jun 2004 | - | 21.1 |
| Austrak Business Park |
50 | Oct 2003 | 27.8 | 18.5 |
| Total Property under Construction | 449.9 | 271.8 |
(b) Details of hotel properties – at fair value
| Ownership | Acquisition | Fair value | Fair value | Latest | Valuer |
|
|---|---|---|---|---|---|---|
| Interest (1) | date | 30 Jun 2007 | 31 Dec 2006 | independent | ||
| valuation | ||||||
| % | $ million | $ million | date | |||
| Ayers Rock Resort, NT | 100 | Dec 1997 | 429.9 | 420.4 | Mar 2007 | Colliers Pty Limited |
| Bedarra Island Resort, QLD | 100 | Jul 2004 | 24.5 | 23.1 | Jun 2007 | Knight Frank Valuations |
| Brampton Island Resort, QLD | *100 | Mar 2005 | 17.5 | 19.6 | Jun 2007 | Jones Lang La Salle |
| Cradle Mountain Resort, TAS | *100 | Jul 2004 | 21.9 | 21.8 | Sep 2006 | Knight Frank Valuations |
| Dunk Island Resort, QLD | *100 | Jul 2004 | 51.2 | 47.1 | Jun 2007 | Knight Frank Valuations |
| El Questro Resort, WA | 100 | Jul 2005 | 17.7 | 17.5 | - | |
| Heron Island (includes Wilson Island),QLD | *100 | Jul 2004 | 38.0 | 35.4 | Jun 2007 | Knight Frank Valuations |
| Silky Oaks Lodge, QLD | 100 | Jul 2004 | 19.1 | 19.0 | Sep 2006 | Knight Frank Valuations |
| Wrotham Park, QLD | *100 | Jul2004 | 2.0 | 3.2 | Jun2007 | CB Richard Ellis Pty Limited |
| Total Hotel Properties | 621.8 | 607.1 |
(1) Freehold unless otherwise marked with a ‘*’ which denotes leasehold.
(2) Practical completion on Quad 4 was achieved in June 2007 and the property was reclassified to investment property (refer note 7(c)).
11. Intangibles
| 30 Jun 2007 | 31 Dec 2006 | |
|---|---|---|
| $million | $million | |
| Management rights | 42.7 | 46.1 |
| Lizard Island operatingrights | 26.0 | 28.0 |
| Total Intangibles | 68.7 | 74.1 |
23
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS
for the half year ended 30 June 2007
| for the half year ended 30 June 2007 | |||
|---|---|---|---|
| 30 Jun 2007 | 31 Dec 2006 | ||
| Note | $million | $million | |
| 12. Borrowings | |||
| Current - unsecured | |||
| Bank facilities | |||
| Multi option facility - US dollar | (a)(i) | 403.1 | 433.2 |
| Multi option facility - Euro | (a)(i) | 371.8 | 275.0 |
| Euro syndicated revolving credit | (a)(ii) | 955.8 | - |
| Short term notes | (b) | 30.0 | 566.5 |
| Medium term notes | (b) | 599.8 | 299.9 |
| Current - secured | |||
| Bank facilities | (a)(iii) | 9.6 | 55.4 |
| Total current borrowings | 2,370.1 | 1,630.0 | |
| Non-Current - unsecured | |||
| Bank facilities - Euro syndicated revolving credit | (a)(ii) | - | 1,003.7 |
| Medium term notes | (b) | 1,234.3 | 1,533.5 |
| CPI coupon indexed bonds | (c) | 124.5 | 124.5 |
| Non-Current - secured | |||
| Bank facilities | (a)(iii) | 57.3 | - |
| Total non-current borrowings | 1,416.1 | 2,661.7 | |
| Total borrowings | 3,786.2 | 4,291.7 |
(a) Bank facilities
Unsecured
(i) Multi-option facility
A multi-option facility of AUD $815million, which may be drawn in AUD, Euro, USD or NZD, is available to the Trust. As at 30 June 2007, this facility is currently drawn to Euro €233.2 million (AUD$371.8 million) (2006: AUD$275.0 million) and USD $342.4 million (AUD$403.1 million) (2006: AUD$433.2 million). Of the facility, AUD$315 million matures on 31 July 2007 and AUD $500 million matures on 30 April 2008. This facility is subject to negative pledge arrangements which require GPT to comply with certain minimum financial requirements.
(ii) Euro syndicated revolving facility
A Euro €600 million (AUD$956.5 million) (2006: AUD$1,003.7 million) syndicated bank facility is available to the Trust and at 30 June 2007 the facility is fully drawn. The facility matures on 30 June 2008 and accordingly has been reclassified as current bank borrowings. This facility is subject to negative pledge arrangements which require GPT to comply with certain minimum financial requirements.
Secured
(iii) Bill facility
A floating rate bill facility originally for $115 million was established in March 2004 for the GPT/Austrak Joint Venture to fund the capital expenditure requirements of the Austrak Business Park, Somerton, Victoria. In January 2007, the facility was increased by $40 million to $155 million (GPT 50% share: $77.5 million) and currently comprises 2 tranches: a $35 million facility (GPT 50% share: $17.5 million) and a $120 million facility (GPT 50% share: AUD$60 million) which matures on 30 September 2007 and 31 May 2009 respectively (2006: $115 million (GPT 50% share: $57.5 million). The facility is currently drawn to $133.9m (GPT 50% share: $66.9m drawn) and the interest rate for the facility is the applicable bank bill rate. The facility is secured by a mortgage over Austrak Business Park, Somerton.
(b) Short Term Notes / Medium Term Notes (MTNs)
The Short Term and Medium Term Note Programme is a revolving, non-underwritten, debt programme which was established in 1999 to provide flexible funding to enable the Group to fund short term and medium term commitments and act promptly on investment opportunities. The value of the Notes issued under the Programme is limited by the Trust Constitution, which also limits the amount of debt to no more than 40% of the total assets of the General Property Trust. At 30 June 2007, Short Term Notes are in the form of commercial paper that mature within one year. The commercial paper arrangements currently include a committed bank offer to subscribe for commercial paper under the terms of the Programme, up to a limit of AUD$500 million. This commitment has no maturity date but may be terminated at any time with six months notice.
At 30 June 2007, fixed rate MTNs have a principal value of AUD$1,085 million and floating rate MTNs have a principal value of AUD$752 million with maturities ranging from October 2007 to August 2013 and June 2008 to August 2013 respectively.
24
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS
for the half year ended 30 June 2007
12. Borrowings (continued)
(b) Short Term Notes / Medium Term Notes (continued)
As support to the Short Term / Medium Term Notes program, standby facilities of AUD$400 million are available to the Group. These facilities are available to be drawn to provide liquidity backup in the event of a commercial paper or MTN market disruption and are subject to semi-annual or annual review. Of the AUD$400 million, AUD$200 million matures on 30 April 2008 and a further AUD$200 million matures on 22 May 2008. At 30 June 2007, these facilities are undrawn.
(c) CPI coupon indexed bonds
The Trust issued a CPI coupon indexed bond in December 1999 with a principal value of $125 million and a current coupon of 7.63% p.a (2006: 7.44%) payable quarterly in arrears and is indexed by the maximum CPI since September 1999. The CPI coupon indexed bonds mature on 10 December 2029.
Financing Arrangements
A summary of the Group’s finance facilities is below:
| Note Short Term Notes / Medium Term Notes 12(b) Short Term Notes 12(b) Standby facilities on Short Term Notes / Medium Term Notes 12(b) Euro syndicated revolving facility 12(a)(ii) Multi-option facility 12(a)(i) Bill facility 12(a)(iii) CPI coupon indexed bond 12(c) |
30 Jun 2007 |
|---|---|
| Total facility Used facility Unused facility $million $million $million 1,837.0 1,837.0 - 500.0 30.0 470.0 400.0 - 400.0 956.5 956.5 - 815.0 774.9 40.1 77.5 66.9 10.6 125.0 125.0 - |
|
| Total financing facilities Cash and cash equivalents 16(b) |
4,711.0 3,790.3 920.7 - - 153.3 |
| Total financing resources available at end of halfyear | 1,074.0 |
The above facilities are stated at the face value of the facility and differ from the total borrowings at 30 June 2007 which include adjustments for amortisation.
In addition to the above facilities, the Trust entered into a second multi-currency facility with a limit of AUD$750 million in August 2007. This facility may be drawn in AUD, Euro, USD, GBP or Yen and matures in February 2008. At the date of this report, the facility was drawn down by Euro €261 million (AUD$418.5 million) and USD $72 million (AUD$83.8 million).
Maturity profile of financing facilities
| 30 Jun 2007 | 31 Dec 2006 | |
|---|---|---|
| $million | $million | |
| Due within one year | 1,577.5 | 2,497.5 |
| Due between one to five years | 2,796.5 | 2,329.7 |
| Due after fiveyears | 337.0 | 337.0 |
| Total financing facilities | 4,711.0 | 5,164.2 |
Gearing levels
At 30 June 2007, the percentage of debt to total tangible assets is 31.9% (December 2006: 35.8%).
GPT is committed to a maximum of 50% debt to total assets on a ‘look through basis’. In calculating the ‘look through’ gearing, GPT’s interest in the joint ventures and associates are proportionately consolidated based on GPT’s ownership interest. At 30 June 2007, the percentage of ‘look through’ debt to total assets is 43.8% (December 2006: 46.7%).
25
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS
for the half year ended 30 June 2007
13. Contributed Equity
| 13. Contributed Equity | |
|---|---|
| 30 Jun 2007 31 Dec 2006 $million $million |
|
| 2,053,635,876 Issued securities fully paid (December 2006: 2,041,530,506) 4,756.8 4,698.5 Reconciliation A reconciliation of contributed equity at the beginning and end of the half year is set out below: 30 Jun 2007 31 Dec 2006 30 Jun 2007 31 Dec 2006 Note $million $million No. of securities |
|
| Opening balance - 1 January 2007 2,041,530,5062,016,716,6104,698.54,598.5 Distribution reinvestment plan issue - 25 May 2007 (a) 12,105,370 -58.3 - Issue of securities - 8 June 2006 -24,813,896 -100.0 |
|
| Closingbalance - 30 June 2007 2,053,635,8762,041,530,5064,756.84,698.5 |
(a) Distribution Reinvestment Plan
The GPT Group introduced a Distribution Reinvestment Plan (DRP) to eligible securityholders in March 2007. The DRP first applied to the March 2007 quarterly distribution, which was paid on 25 May 2007 and will apply to the June 2007 quarterly distribution. The last date for the receipt of an election notice for participation in the DRP is 5pm (Sydney, Australia time) on the record date for the relevant distribution, which in the case of the June quarterly distribution, is 24 August 2007.
Under the terms of the DRP, eligible securityholders are able to elect to reinvest all or part of their quarterly distribution in additional securities, free of any brokerage or other transaction costs, rather than being paid in cash. Securities are issued and/or transferred at a predetermined price, less any discount that the directors may elect to apply from time to time. The DRP issue price is based on the arithmetic average of the daily volume weighted average price of GPT Group stapled securities traded on the Australian Securities Exchange for the ten business days preceding the relevant quarterly distribution record date, adjusted to an ex-dividend rate, less a 1.5% discount rounded to the nearest cent.
For the half year ended 30 June 2007, 12,105,370 stapled securities (2006: nil) were issued under the terms of the DRP at $4.82 per security.
14. Commitments
Capital expenditure
Capital expenditure for the purchase of property, plant and equipment and investment property which has been approved but not provided for in the balance sheet at 30 June 2007 is as follows:
| Due within 1 year | 341.9 | 433.1 |
|---|---|---|
| Due between 1 and 5years | 89.5 | 138.4 |
| Total capital expenditure commitments | 431.4 | 571.5 |
Operating leases
Estimated amount of operating lease expenditure agreed or contracted for but not provided for in the financial report:
| Due within 1 year | 6.08.4 |
|---|---|
| Due between 1 and 5 years | 20.725.3 |
| Due between 5years and expirydate of leases | 52.067.8 |
| Total operating lease commitments | 78.7101.5 |
Commitments relating to associate and joint venture investments
The above commitments exclude the Company’s share of commitments relating to associate and joint venture investments. Refer to note 8(e) for the share of associates and joint venture entities’ commitments.
Remuneration/retention commitments
The retention entitlements for certain GPT employees as a result of their transition from being Lend Lease employees to GPT employees were paid in full in July 2007 (30 June 2006: $12 million commitment).
26
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS
for the half year ended 30 June 2007
15. Contingencies
GPT Wholesale Shopping Centre Fund
No performance fee for the GWSCF has been recognised as GWSCF underperformed the benchmark. An underperformance of approximately $941,639 has been carried forward to future periods. In accordance with the GWSCF Constitution, GWSCF’s performance will need to exceed the benchmark by this amount before a performance fee is payable.
GPT Wholesale Office Fund
At 30 June 2007, the GWOF outperformed the benchmark however due to the fee cap, which limited the performance fee to $5,233,134 for the six months to 30 June 2007, the outperformance carried forward to future periods is $30,177,674. As the amount of the outperformance may fluctuate in future periods, the amount is contingent on future events not wholly within the control of the Group and as such has not been recognised as income / a receivable on the balance sheet at 30 June 2007.
At the date of this report, there are no other contingent assets or liabilities that are expected to result in a material impact.
16. Notes to the Statement of Cashflow
(a) Reconciliation of net profit after income tax expense to net cash inflows from operating activities
| 30 Jun 2007 | 30 Jun 2006 | |
|---|---|---|
| $million | $million | |
| Net profit for the half year | 737.1 | 696.5 |
| Fair value adjustments to investment properties | (224.0) | (408.5) |
| Fair value adjustment of equity accounted investments | (126.1) | (63.5) |
| Net gain on fair value of derivatives | (74.1) | (42.6) |
| Net foreign exchange (gain)/loss on borrowings | (95.1) | 58.4 |
| Impairment expense | 2.4 | 1.6 |
| Net (gain)/loss on disposal of investment properties | 0.3 | (2.0) |
| Depreciation and amortisation | 11.0 | 11.7 |
| Non-cash revenue adjustments | 12.3 | 9.8 |
| Non cash employee benefits - share based payments | 0.1 | 0.8 |
| Interest capitalised | (10.0) | (2.0) |
| Provision for doubtful debts | 0.1 | 0.2 |
| Changes in operating assets and liabilities: | ||
| (Increase)/decrease in receivables | 16.8 | (23.4) |
| Increase/(decrease)inpayables | (10.4) | 17.9 |
| Net cash inflow from operating activities | 240.4 | 254.9 |
(b) Reconciliation of cash
Reconciliation of cash at end of the half year (as shown in the Statement of Cashflow) to the related item in the financial statements as follows:
| statements as follows: | ||
|---|---|---|
| 30 Jun 2007 | 31 Dec 2006 | |
| $million | $million | |
| Cash at bank and on hand | 54.9 | 58.8 |
| Cash on deposit at call | 98.4 | - |
| Total cash at end of the halfyear | 153.3 | 58.8 |
27
The GPT Group
NOTES TO THE FINANCIAL STATEMENTS
for the half year ended 30 June 2007
17. Events subsequent to reporting date
Events subsequent to the end of the half year
Except for the events listed below, the Directors are not aware of any matter or circumstance occurring since the end of the half year:
(a) Establishment of a European Funds Management Platform
In line with the Group’s strategy, the following acquisitions provide the Group with a highly scaleable platform in Europe to build both asset management and funds management opportunities:
(i) Acquisition of Halverton Real Estate Investment Management Limited
The Group has agreed to terms with the joint venture arrangement with Babcock & Brown and Halverton Real Estate Investment Management Limited (Halverton) to acquire 100% of Halverton for cash consideration of approximately AUD$94 million in two separate transactions, as detailed below:
-
In June 2007, Halverton management, who own 50% of Halverton share capital, agreed to sell their shares to GPT UK Limited. The acquisition was completed on 10 July 2007 and
-
BGP UK Investments Limited owns the remaining 50% of Halverton shares. BGP UK Investments Limited is currently 50% owned by GPT UK Limited, a wholly owned entity of the Group. GPT UK Limited has agreed to terms with Babcock and Brown to acquire the remaining 50% interest in BGP UK Investments Limited within the next six months.
Halverton, which is being rebranded as GPT Halverton, is a pan European investment and asset management company employing 125 people and operating in the United Kingdom, France, The Netherlands, Germany, Sweden and Denmark. It has assets under management of over AUD$2.2 billion (Euro €1.3 billion).
(ii) Acquisition of Hamburg Trust
On 3 July 2007, the Group acquired a 60% interest in the ordinary shares of the Hamburg Trust Grundvermogen und Anlage GmbH (Hamburg Trust) from BGP Investments Sarl, an entity owned 50% by the Company through the joint venture arrangement with Babcock & Brown, for a cash consideration of Euro €0.3million (AUD$0.5 million).
The Group previously reported this acquisition was estimated to cost AUD$5.1 million on the assumption that a loan facility of the Hamburg Trust was fully drawn down. The loan facility is currently not drawn and this resulted in an AUD$4.6 million reduction of the purchase consideration.
The Hamburg Trust is a start up German closed-end funds management business which employs 15 people and undertakes property, asset and investment management activities.
(b) US Seniors Housing
The Group will acquire, via its interests in Benchmark GPT LLC and B-VII Operations Holding Co LLC, a 95% interest in 11 freehold and 4 leasehold communities in the New England region in the United States of America for USD$265 million (AUD $331 million), including acquisition costs. These properties will be managed by Benchmark Assisted Living LLC, the entity which currently manages the existing senior housing portfolio for the Group, in which GPT has a 20% interest. The acquisition is expected to complete in September 2007.
28
The GPT Group
Directors’ Declaration
In the Directors of the Responsible Entity’s opinion for the half year ended 30 June 2007:
-
(a) the interim financial statements and notes set out on pages 7 to 28 are in accordance with the Corporations Act 2001 , including:
-
(i) complying with the Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and
-
(ii) giving a true and fair view of the General Property Trust’s and GPT Group’s financial position as at 30 June 2007 and of its performance, as represented by the results of their operations, changes in equity and their cashflows, for the half year ended on that date; and
-
(b) there are reasonable grounds to believe that the General Property Trust will be able to pay its debts as and when they become due and payable.
The Directors have been given the declarations by the Chief Executive Officer and Chief Financial Officer required by Section 295A of the Corporations Act 2001 .
This declaration is made in accordance with the resolution of the Directors.
==> picture [133 x 84] intentionally omitted <==
Peter Joseph Chairman
==> picture [57 x 109] intentionally omitted <==
Nic Lyons Executive Director
GPT RE Limited Sydney 14 August 2007
29
PricewaterhouseCoopers ABN 52 780 433 757
Independent Auditor’s Review Report to the unitholders of General Property Trust
Darling Park Tower 2 201 Sussex Street GPO BOX 2650 SYDNEY NSW 1171 DX 77 Sydney Australia www.pwc.com/au Telephone +61 2 8266 0000 Facsimile +61 2 8266 9999
Report on the Half-Year Financial Report
We have reviewed the accompanying half-year financial report of the GPT Group, which comprises the balance sheet as at 30 June 2007, and the income statement, statement of changes in equity and cash flow statement for the half-year ended on that date, other selected explanatory notes and the directors’ declaration for the GPT Group (the consolidated entity). The consolidated entity comprises General Property Trust (the trust) and the entities it controlled during that half-year, including GPT Management Holdings Limited and the entities it controlled during that half-year.
Directors’ Responsibility for the Half-Year Financial Report
The directors of GPT RE Limited (the Responsible Entity) are responsible for the preparation and fair presentation of the half-year financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001 . This responsibility includes establishing and maintaining internal controls relevant to the preparation and fair presentation of a half-year financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
Auditor’s Responsibility
Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of an Interim Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity ’s financial position as at 30 June 2007 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of the GPT Group, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.
A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. It also includes reading the other information included with the financial report to
Liability limited by a scheme approved under Professional Standards Legislation
determine whether it contains any material inconsistencies with the financial report. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards 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.
For further explanation of a review, visit our website http:/www.pwc.com/au/financialstatementaudit.
While we considered the effectiveness of management’s internal controls over financial reporting when determining the nature and extent of our procedures, our review was not designed to provide assurance on internal controls.
Our review did not involve an analysis of the prudence of business decisions made by directors or management.
Independence
In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 .
Conclusion
Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of the GPT Group is not in accordance with the Corporations Act 2001 including:
(a) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2007 and of its performance for the half-year ended on that date; and
(b) complying with Accounting Standard AASB 134 Interim Financial Reporting and Corporations Regulations 2001.
PricewaterhouseCoopers
DH Armstrong Partner
Sydney 14 August 2007
GPT Group Appendix 4D
Appendix 4D
GPT Group
(comprising GPT Management Holdings Limited and its controlled entities and General Property Trust and its controlled entities)
ABN 67 113 510 188
Interim financial report
for the half year ended 30 June 2007
Results for announcement to the market
(all comparisons to half year ended 30 June 2006)
| AUD $million |
up/down |
% movement | |
|---|---|---|---|
| Total revenues and other income | 1,032.0 |
- 4.7% | down |
| Net profit before income tax expense | 737.1 |
5.6% | up |
| Net profit after income tax expense | |||
| attributable to members of the Company | 737.1 |
5.8% | up |
Refer to the attached announcement for a detailed discussion on the performance of the GPT Group’s results for the half year ended 30 June 2007.
Distributions
The Group paid the following distributions during the half year ended 30 June 2007:
| $million | |
|---|---|
| December 2006 quarter: 7 cents per stapled security – paid 28 March 2007 | $142.9 |
| March 2007 quarter: 7 cents per stapled security – paid 25 May 2007 | $142.9 |
| Total distributions paid | $285.8 |
The June 2007 quarterly distribution of 7.3 cents per stapled security was declared on 14 August 2007 (June 2006: 6.9 cents). The June 2007 quarterly distribution is expected to be paid on 21 September 2007 for approximately $149.9 million (2006: $140.9 million).
Distribution/Dividend Reinvestment Plan
The GPT Group introduced a Distribution Reinvestment Plan (DRP) to eligible securityholders in March 2007. The DRP first applied to the March 2007 quarterly distribution, which was paid on 25 May 2007 and will apply to the June 2007 quarterly distribution. The last date for the receipt of an election notice for participation in the DRP is 5pm (Sydney, Australia time) on the record date for the relevant distribution, which in the case of the June quarterly distribution, is 24 August 2007.
Under the terms of the DRP, eligible securityholders are able to elect to reinvest all or part of their quarterly distribution in additional securities, free of any brokerage or other transaction costs, rather than being paid in cash. Securities are issued and/or transferred at a predetermined price, less any discount that the directors may elect to apply from time to time.
1
GPT Group Appendix 4D
Distributions (continued)
The DRP issue price is based on the arithmetic average of the daily volume weighted average price of GPT Group stapled securities traded on the Australian Securities Exchange for the ten business days preceding the relevant quarterly distribution record date, adjusted to an ex-dividend rate, less a 1.5% discount rounded to the nearest cent.
For the half year ended 30 June 2007, 12,105,370 stapled securities (2006: nil) were issued under the terms of the DRP at $4.82 per security.
Net tangible assets
| June | 2007 | Dec | 2006 | |
|---|---|---|---|---|
| $ | $ | |||
| Net tangible asset backing per stapled security | 3.81 | 3.60 |
Control gained over entities during the half year
The consolidated entity did not gain or lose control over any entities during the half year ended 30 June 2007, however subsequent to the half year, the consolidated entity announced the following acquisitions which provide GPT with a highly scaleable platform in Europe to build both asset management and funds management opportunities:
(i) Acquisition of Halverton Real Estate Investment Management Limited
The Group has agreed to terms with the joint venture arrangement with Babcock & Brown and Halverton Real Estate Investment Management Limited (Halverton) to acquire 100% of Halverton for cash consideration of approximately AUD$94 million in two separate transactions, as detailed below:
-
In June 2007, Halverton management, who own 50% of Halverton share capital, agreed to sell their shares to GPT UK Limited. The acquisition was completed on 10 July 2007 and
-
BGP UK Investments Limited owns the remaining 50% of Halverton shares. BGP UK Investments Limited is currently 50% owned by GPT UK Limited, a wholly owned entity of the Group. GPT UK Limited has agreed to terms with Babcock and Brown to acquire the remaining 50% interest in BGP UK Investments Limited within the next six months.
Halverton, which is being rebranded as GPT Halverton, is a pan European investment and asset management company employing 125 people and operating in the United Kingdom, France, The Netherlands, Germany, Sweden and Denmark. It has assets under management of over AUD$2.2 billion (Euro €1.3 billion).
(ii) Acquisition of Hamburg Trust
On 3 July 2007, the Group acquired a 60% interest in the ordinary shares of the Hamburg Trust Grundvermogen und Anlage GmbH (Hamburg Trust) from BGP Investments Sarl, an entity owned 50% by the Company through the joint venture arrangement with Babcock & Brown, for a cash consideration of Euro €0.3million (AUD$0.5 million).
The Group previously reported this acquisition was estimated to cost AUD$5.1 million on the assumption that a loan facility of the Hamburg Trust was fully drawn down. The loan facility is currently not drawn and this resulted in an AUD$4.6 million reduction of the purchase consideration.
The Hamburg Trust is a start up German closed-end funds management business which employs 15 people and undertakes property, asset and investment management activities.
2
GPT Group Appendix 4D
Control gained over entities during the half year (continued)
(b) US Seniors Housing
The Group will acquire, via its interests in Benchmark GPT LLC and B-VII Operations Holding Co LLC, a 95% interest in 11 freehold and 4 leasehold communities in the New England region in the United States of America for USD$265 million (AUD $331 million), including acquisition costs. These properties will be managed by Benchmark Assisted Living LLC, the entity which currently manages the existing senior housing portfolio for the Group, in which GPT has a 20% interest. The acquisition is expected to complete in September 2007.
The Appendix 4D should be read in conjunction with the interim financial report and the most recent annual financial report.
3
==> picture [238 x 65] intentionally omitted <==
==> picture [238 x 65] intentionally omitted <==
GPT Management Holdings Limited ABN: 67 113 510 188
Interim Financial Report 30 June 2007
This interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 31 December 2006 and any public announcements made by GPT Management Holdings Limited during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001 .
GPT Management Holdings Limited and its controlled entities
Contents
| Page | |
|---|---|
| Directors’ Report | 3 |
| Auditors’ Independence Declaration | 5 |
| Consolidated Income Statement | 6 |
| Consolidated Balance Sheet | 7 |
| Consolidated Statement of Changes in Equity | 8 |
| Consolidated Cash Flow Statement | 9 |
| Notes to the Financial Statements | |
| 1. Summary of significant accounting policies |
10 |
| 2. Dividends paid and payable |
11 |
| 3. Earnings per share |
11 |
| 4. Segment reporting |
11 |
| 5. Equity accounted investments |
13 |
| 6. Other financial assets |
13 |
| 7. Property, plant and equipment |
14 |
| 8. Intangibles |
14 |
| 9. Payables |
14 |
| 10. Contributed equity |
15 |
| 11. Commitments |
15 |
| 12. Contingencies |
16 |
| 13. Notes to the Statement of Cashflow |
16 |
| 14. Events subsequent to reporting date |
17 |
| Directors’ Declaration | 18 |
| Independent Auditors’ Review Report | 19 |
2
GPT Management Holdings Limited and its controlled entities
DIRECTORS’ REPORT
for the half year ended 30 June 2007
The Directors of GPT Management Holdings Limited (the Company) present their report on the consolidated entity consisting of GPT Management Holdings Limited and its controlled entities for the half year ended 30 June 2007.
Directors
The Directors of GPT Management Holdings Limited at any time during or since the end of the half year are:
(i) Chairman (Non-executive director)
Peter Joseph
(ii) Non-executive Directors
Eric Goodwin Malcolm Latham Ian Martin Anne McDonald Ken Moss Elizabeth Nosworthy
- (iii) Executive Director
Nic Lyons
Principal Activities
The principal activities of GPT Management Holdings Limited remain unchanged from 31 December 2006 and are:
-
investment in income producing retail, commercial, industrial, office parks, residential and senior housing properties
-
development of commercial properties
-
management and administration of the General Property Trust
-
property management
-
funds management and
-
hotel management.
The Company continues to operate in Australia, Europe and the United States of America.
The GPT Group
The stapled securities of the GPT Group (Group) are quoted on the Australian Securities Exchange under the code GPT and comprise one unit in the General Property Trust (Trust) and one share in GPT Management Holdings Limited (Company). Each entity forming part of the GPT Group continues as a separate legal entity in its own right under the Corporations Act 2001 and is therefore required to comply with the reporting and disclosure requirements under the Corporations Act 2001 , Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board and Urgent Issues Group Interpretations.
Review and results of operations
| 30 Jun 2007 | 30 Jun 2006 | |
|---|---|---|
| $'000 | $'000 | |
| Profit/(loss) before income tax expense | 12,603 | (1,588) |
| Income tax expense/(benefit) | (820) | 1,846 |
| Profit/(loss)for the halfyear | 13,423 | (3,434) |
Launch of GPT Wholesale Shopping Centre Fund
On 30 March 2007, the Group established its second wholesale fund - the GPT Wholesale Shopping Centre Fund (GWSCF). This has enhanced the Group’s capacity to fund its significant development pipeline, additional capital commitment to the Group’s joint venture with Babcock & Brown and to further invest in future opportunities across the Group’s investment portfolio.
Dividends
The Directors have not declared any dividends for the half year ended 30 June 2007 (2006: nil).
Significant changes in the state of affairs
In the opinion of the directors, there were no significant changes in the state of affairs of the Company that occurred during the half year under review.
3
GPT Management Holdings Limited and its controlled entities
DIRECTORS’ REPORT
for the half year ended 30 June 2007
Events subsequent to the end of the half year
Except for the events listed below, the Directors are not aware of any matter or circumstance occurring since the end of the half year:
Establishment of a European Funds Management Platform
In line with the Company’s strategy, the following acquisitions provide a highly scaleable platform in Europe to build both asset management and funds management opportunities:
(i) Acquisition of Halverton Real Estate Investment Management
The Company has agreed terms with the joint venture arrangement with Babcock & Brown and Halverton Real Estate Investment Management Limited (Halverton) to acquire 100% of Halverton for cash consideration of approximately AUD$94 million in two separate transactions, as detailed below:
-
In June 2007, Halverton management, who own 50% of Halverton share capital, agreed to sell their shares to GPT UK Limited. The acquisition was completed on 10 July 2007 and
-
BGP UK Investments Limited owns the remaining 50% of Halverton shares. BGP UK Investments Limited is currently 50% owned by GPT UK Limited, a wholly owned entity of the Company. GPT UK Limited has agreed to terms with Babcock and Brown to acquire their 50% interest in BGP UK Investments Limited within the next six months.
Halverton, which is being rebranded as GPT Halverton, is a pan European investment and asset management company employing 125 people and operating in the United Kingdom, France, The Netherlands, Germany, Sweden and Denmark. It has assets under management of over AUD$2.2 billion (Euro €1.3 billion)
(ii) Acquisition of Hamburg Trust
On 3 July 2007, the Company acquired a 60% interest in the ordinary shares of the Hamburg Trust Grundvermogen und Anlage GmbH from BGP Investments Sarl, an entity owned 50% by the Company through the joint venture arrangement with Babcock & Brown, for a cash consideration of Euro €0.3million (AUD$0.5 million).
The Company previously reported this acquisition was estimated to cost AUD$5.1 million on the assumption that a loan facility of the Hamburg Trust was fully drawn down. The loan facility is currently not drawn and this resulted in an AUD$4.6 million reduction of the purchase consideration.
The Hamburg Trust is a start up German closed-end funds management business which employs 15 people and undertakes property, asset and investment management activities.
Rounding of amounts
The Company is of a kind referred to in Class Order 98/0100, issued by the Australian Securities and Investments Commission, relating to the “rounding off” of amounts in the Directors’ Report and financial report. Amounts in the directors’ report have been rounded off to the nearest thousand dollars in accordance with that Class Order.
Auditor
PricewaterhouseCoopers continues in office in accordance with section 327 of the Corporations Act 2001 .
Auditors’ independence declaration
A copy of the auditors’ independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 5.
Signed in accordance with a resolution of the Directors.
==> picture [133 x 83] intentionally omitted <==
Peter Joseph Chairman
==> picture [58 x 108] intentionally omitted <==
Nic Lyons Executive Director
Sydney 14 August 2007
4
PricewaterhouseCoopers ABN 52 780 433 757
Auditor’s Independence Declaration
Darling Park Tower 2 201 Sussex Street GPO BOX 2650 SYDNEY NSW 1171 DX 77 Sydney Australia www.pwc.com/au Telephone +61 2 8266 0000 Facsimile +61 2 8266 9999
As lead auditor for the review of GPT Management Holdings Limited for the half year ended 30 June 2007, I declare that to the best of my knowledge and belief, there have been:
-
a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
-
b) no contraventions of any applicable code of professional conduct in relation to the review .
This declaration is in respect of GPT Management Holdings Limited and the entities it controlled during the period.
DH Armstrong Partner PricewaterhouseCoopers
Sydney 14 August 2007
Liability limited by a scheme approved under Professional Standards Legislation
GPT Management Holdings Limited and its controlled entities
CONSOLIDATED INCOME STATEMENT
for the half year ended 30 June 2007
| 30 Jun 2007 | 30 Jun 2006 | ||
|---|---|---|---|
| Note | $'000 | $'000 | |
| Revenue | |||
| Revenue from hotel operations | 99,827 | 98,468 | |
| Funds management fees | 25,193 | 12,293 | |
| Property management fees | 9,829 | 6,733 | |
| Development management fees | 7,609 | 6,597 | |
| 142,458 | 124,091 | ||
| Other income | |||
| Share of after tax profits of equity accounted investments | 22,632 | 40,293 | |
| Interest revenue | 2,377 | 2,788 | |
| Management costs recharged | 4,291 | 2,591 | |
| Other | - | 3,185 | |
| 29,300 | 48,857 | ||
| Total revenue and other income | 171,758 | 172,948 | |
| Expenses | |||
| Remuneration expenses | 73,975 | 63,196 | |
| Rental expense attributable to hotel operations | 27,664 | 27,110 | |
| Cost of sales attributable to hotel operations | 19,673 | 17,368 | |
| Rent and outgoings | 18,182 | 17,159 | |
| Repairs and maintenance | 5,367 | 5,784 | |
| Depreciation and amortisation expense | 3,258 | 2,565 | |
| Advertising and promotion | 2,746 | 3,676 | |
| Finance costs | 4,155 | 1,325 | |
| Professional fees | 538 | 4,364 | |
| Costs associated with internalisation | 191 | 399 | |
| Other expenses | 3,406 | 3,324 | |
| Impairment expense | - | 28,266 | |
| Total expenses | 159,155 | 174,536 | |
| Profit/(loss) before income tax expense | 12,603 | (1,588) | |
| Income tax expense/(benefit) | **(820) ** | 1,846 | |
| Profit/(loss) attributable to members of the Company | 13,423 | (3,434) | |
| Earnings/(loss) per share (cents per share) | |||
| Basic and diluted earnings/(loss) per share | 3 |
0.66 | (0.17) |
The above Consolidated Income Statement should be read in conjunction with the accompanying notes.
6
GPT Management Holdings Limited and its controlled entities
CONSOLIDATED BALANCE SHEET
as at 30 June 2007
| 30 Jun 2007 | 31 Dec 2006 | ||
|---|---|---|---|
| Note | $'000 | $'000 | |
| ASSETS | |||
| Current Assets | |||
| Cash and cash equivalents | 13(b) |
18,093 | 24,354 |
| Receivables | 55,774 | 51,828 | |
| Inventories | 6,430 | 7,290 | |
| Total Current Assets | 80,297 | 83,472 | |
| Non-Current Assets | |||
| Equity accounted investments | 5 |
387,942 | 293,696 |
| Other financial assets | 6 |
55,307 | 26,225 |
| Property, plant and equipment | 7 |
58,023 | 45,105 |
| Intangible assets | 8 |
25,046 | 27,028 |
| Investment in General Property Trust | 5,808 | 3,750 | |
| Deferred tax assets | 7,834 | 9,332 | |
| Total Non-Current Assets | 539,960 | 405,136 | |
| Total Assets | 620,257 | 488,608 | |
| LIABILITIES | |||
| Current Liabilities | |||
| Payables | 9 |
212,142 | 120,768 |
| Provisions | 9,081 | 9,658 | |
| Total Current Liabilities | 221,223 | 130,426 | |
| Non-Current liabilities | |||
| Payables | 9 |
54,538 | 48,000 |
| Provisions | 4,735 | 4,107 | |
| Deferred tax liabilities | 715 | 715 | |
| Total Non-Current liabilities | 59,988 | 52,822 | |
| Total Liabilities | 281,211 | 183,248 | |
| Net Assets | 339,046 | 305,360 | |
| EQUITY | |||
| Contributed equity | 10 |
309,392 | 306,995 |
| Reserves | 17,031 | (835) | |
| Retainedprofits/(accumulated losses) | 12,623 | (800) | |
| Total Equity | 339,046 | 305,360 |
The above Consolidated Balance Sheet should be read in conjunction with the accompanying notes.
7
GPT Management Holdings Limited and its controlled entities
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
as at 30 June 2007
| 30 Jun 2007 | 30 Jun 2006 | ||
|---|---|---|---|
| Note | $'000 | $'000 | |
| Total equity at the beginning of the year | 305,360 | 282,645 | |
| Movement in asset revaluation reserve | - | (631) | |
| Movement in cashflow hedge reserve | 1(b) |
28,678 |
- |
| Movement in foreign currencytranslation reserve | (12,187) | 10,959 | |
| Net income recognised directly in equity | 16,491 | 10,328 | |
| Netprofit/(loss)for the halfyear | 13,423 | (3,434) | |
| Total recognised income and expense for the halfyear | 29,914 | 6,894 | |
| Transactions with equityholders in their capacity as equityholders: | |||
| Movement in treasury stock reserve | 5 | (170) | |
| Movement in employee incentive scheme reserve | 1,370 | 39 | |
| Issue of shares under dividend reinvestment plan | 10(a) |
2,397 | - |
| Proceeds from issue of units | - | 4,487 | |
| Total equity at the end of the halfyear | 339,046 | 293,895 |
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
8
GPT Management Holdings Limited and its controlled entities
CONSOLIDATED CASH FLOW STATEMENT
for the half year ended 30 June 2007
| 30 Jun 2007 | 30 Jun 2006 | ||
|---|---|---|---|
| Note | $'000 | $'000 | |
| Cashflow from operating activities | |||
| Cash receipts in the course of operations (inclusive of GST) | 164,986 | 129,358 | |
| Cash payments in the course of operations (inclusive of GST) | (180,730) | (129,062) | |
| Interest received | 972 | 537 | |
| Interest paid | (2,000) | 2,251 | |
| Income taxespaid | (3,089) | (1,596) | |
| Net cash(outflows)/inflows from operating activities | 13(a) |
(19,861) | 1,488 |
| Cashflows from investing activities | |||
| Payments for property, plant and equipment | (9,041) | (21) | |
| Payments for intangibles | - | (51,200) | |
| Investments injoint ventures and associates | (83,064) | (30,639) | |
| Net cash outflows from investing activities | (92,105) | (81,860) | |
| Cashflows from financing activities | |||
| Payment for employee incentive scheme, net of distributions | 13,583 | (25,501) | |
| Proceeds from shares under dividend reinvestment plan | 10(a) |
2,397 | - |
| Proceeds from issue of shares | - | 4,487 | |
| Proceeds from relatedpartyborrowings | 89,725 | 80,611 | |
| Net cash inflows from financing activities | 105,705 | 59,597 | |
| Net decrease in cash and cash equivalents | (6,261) | (20,775) | |
| Cash and cash equivalents at the beginningof the halfyear | 24,354 | 33,992 | |
| Cash and cash equivalents at the end of the halfyear | 13(b) |
18,093 | 13,217 |
The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.
9
GPT Management Holdings Limited and its controlled entities
NOTES TO THE FINANCIAL STATEMENTS
for the half year ended 30 June 2007
1. Summary of significant accounting policies
- This general purpose financial report for the interim half year reporting period ended 30 June 2007 has been prepared in accordance with the GPT Management Holdings Limited’s Constitution, Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Act 2001 .
This interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual financial report for the year ended 31 December 2006 and any public announcements made by GPT Management Holdings Limited during the half year period in accordance with the continuous disclosure requirements of the Corporations Act 2001 .
Other than as referred to in note 1(b) below, the accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period. These policies have been consistently applied to all of the periods presented.
The financial statements were approved by the Board of Directors on 14 August 2007.
- (a) Significant accounting estimates and judgements
The Group is required in certain circumstances to make estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. In preparing this interim financial report, the key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are:
(i) Investments
Critical judgements are made by the Group in respect of the fair values of investments in associates and joint ventures and property under construction (which is classified as property, plant and equipment in this financial report). These investments are reviewed regularly for impairment by reference to market conditions and using generally accepted market practices.
(ii) Share based payment transactions
The Group measures the cost of equity-settled securities allocated to employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by an external valuer using the Monte Carlo method, as discussed in note 19 of the 31 December 2006 financial report.
(iii) Income taxes
The Group is subject to income taxes in Australia and jurisdictions where it has foreign operations. Significant judgement is sometimes required in determining the worldwide provision for income taxes. There are transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain.
(b) New accounting policy
The Group enters into interest rate swap agreements that are used to convert certain variable interest rate borrowings to fixed interest rates. The swaps are entered into with the objective of hedging the risk of interest rate fluctuations in respect of underlying borrowings. Derivatives entered into to reduce exposures to fluctuations in floating interest rates may be accounted for as cash flow hedges provided the hedge designation, documentation and effectiveness tests can be met. If these tests are satisfied then the hedging derivative is measured at fair value and gains or losses are reflected directly in equity until the hedged transaction occurs, when they are released to the income statement. To the extent that the hedges do not qualify for hedge accounting then gains or losses arising from changes in fair value are reflected in the income statement immediately.
(c) New accounting standards and interpretations
Since 1 January 2007, the Company has adopted the following Standards and Interpretations, mandatory for annual periods beginning on or after 1 January 2007. Adoption of these Standards and Interpretations did not have any effect on the financial position or performance of the Company.
-
AASB 7 Financial Instruments: Disclosures
-
AASB 2005-10 Amendments to Australian Accounting Standards (AASB 132, 101, 114, 117, 133, 139, 1,4, 1023 and 1038)
-
UIG Interpretation 8 Scope of AASB 2 Share-Based Payment
-
UIG Interpretation 9 Reassessment of Embedded Derivatives
-
UIG Interpretation 10 Interim Financial Reporting and Impairment
(d) Rounding of amounts
The Company is of a kind referred to in Class Order 98/0100, issued by the Australian Securities and Investments Commission, relating to the “rounding off” of amounts in the Directors’ Report and financial report. Amounts in the financial report have been rounded off to the nearest thousand dollars in accordance with that Class Order.
10
GPT Management Holdings Limited and its controlled entities
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
| NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007 |
|
|---|---|
| Note 30 Jun 2007 30 Jun 2006 cents cents |
|
| 2. Dividends paid and payable No dividends have been paid or declared for the half year (2006: nil). 3. Earnings/(loss) per share Basic earnings/(loss) per share 0.66(0.17) Diluted earnings/(loss) per share 0.66(0.17) |
The following earnings and shares used in the calculations of basic and diluted earnings per share are as follows:
| Number of | Number of | ||
|---|---|---|---|
| Weighted average number of shares | securities | securities | |
| Weighted average number of ordinary shares used in calculating basic | 10 | 2,044,275,364 | 2,041,530,506 |
| and diluted earnings/(loss) per share | |||
| 30 Jun 2007 | 30 Jun 2006 | ||
| Earnings reconciliation - basic and diluted | $'000 | $'000 | |
| Earnings/(loss)attributable to members of the Company | 13,423 | (3,434) | |
| Earnings/(loss)used in calculatingbasic and diluted earningsper share | 13,423 | (3,434) |
4. Segment reporting
Primary reporting format – business segments
The Group is organised on a global basis into the following activities by business segment:
At 30 June 2007
| Funds | Property | Hotel & | Joint | Corporate | Total | |
|---|---|---|---|---|---|---|
| Management | Management | Tourism | Venture | |||
| $'000 | $'000 | $'000 | $'000 | $'000 | $'000 | |
| Revenue | ||||||
| Revenue from hotel operations | - | - | 99,827 |
- | - | 99,827 |
| Fund management fees | 12,627 | - | - | - | 12,566 | 25,193 |
| Property management fees | - | 9,829 |
- | - | - | 9,829 |
| Development management fees | - | 7,609 |
- | - | - | 7,609 |
| 12,627 | 17,438 | 99,827 |
- | 12,566 | 142,458 | |
| Other income | ||||||
| Share of after tax profits of equity accounted investments | - | - | 82 | 21,968 | 582 | 22,632 |
| Interest revenue | 546 | 1 | 321 |
- | 1,509 | 2,377 |
| Management costs recharged | - | 1,785 |
- | - | 2,506 | 4,291 |
| 546 | 1,786 | 403 | 21,968 | 4,597 | 29,300 | |
| Total segment revenue | 13,173 | 19,224 | 100,230 | 21,968 | 17,163 | 171,758 |
| Expenses | ||||||
| Remuneration expenses | 1,404 | 15,462 | 40,196 |
- | 16,913 | 73,975 |
| Rental expense attributable to hotel operations | - | - | 27,664 |
- | - | 27,664 |
| Cost of sales attributable to hotel operations | - | - | 19,673 |
- | - | 19,673 |
| Rent and outgoings | 19 | 598 | 17,087 |
- | 478 | 18,182 |
| Repairs and maintenance | 45 | 917 | 4,043 |
- | 362 | 5,367 |
| Depreciation and amortisation expense | - | 1,984 | 660 |
- | 614 | 3,258 |
| Advertising and promotion | - | - | 2,746 |
- | - | 2,746 |
| Professional fees | (214) | (169) | 681 |
- | 240 | 538 |
| Other expenses - internal recharges | 3,686 | (1,085) |
- | - | (2,601) | - |
| Other expenses | 566 | 903 | 114 |
- | 1,823 | 3,406 |
| Costs associated with internalisation | - | - | - | - | 191 | 191 |
| Finance costs | - | - | 2,155 |
- | 2,000 | 4,155 |
| Total segment expenses | 5,506 | 18,610 | 115,019 |
- | 20,020 | 159,155 |
| Segment result for the halfyear | 7,667 | 614 | **(14,789) ** | 21,968 | (2,037) |
12,603 |
| Income tax expense/(benefit) | (820) | (820) | ||||
| Net profit for the half year | 13,423 |
11
GPT Management Holdings Limited and its controlled entities NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
4. Segment reporting (continued)
Primary reporting format – business segments
At 30 June 2006
| At 30 June 2006 | ||||||
|---|---|---|---|---|---|---|
| Funds | Property | Hotel & | Joint | Corporate | Total | |
| Management | Management | Tourism | Venture | |||
| $'000 | $'000 | $'000 | $'000 | $'000 | $'000 | |
| Revenue | ||||||
| Revenue from hotel operations | - | - | 98,468 |
- | - | 98,468 |
| Fund management fees | - | - | - | - | 12,293 | 12,293 |
| Property management fees | - | 6,733 |
- | - | - | 6,733 |
| Development management fees | - | 6,597 |
- | - | - | 6,597 |
| - | 13,330 | 98,468 |
- | 12,293 | 124,091 | |
| Other income | ||||||
| Share of after tax profits of equity accounted investments | - | - | (122) | 40,453 | (38) |
40,293 |
| Interest revenue | - | - | 247 | 2,541 | 2,788 | |
| Management costs recharged | - | - | - | - | 2,591 | 2,591 |
| Other | - | - | - | - | 3,185 | 3,185 |
| - | - | 125 | 40,453 | 8,279 | 48,857 | |
| Total segment revenue | - | 13,330 | 98,593 | 40,453 | 20,572 | 172,948 |
| Expenses | ||||||
| Remuneration expenses | - | 11,196 | 40,311 |
- | 11,689 | 63,196 |
| Rental expense attributable to hotel operations | - | - | 27,110 |
- | - | 27,110 |
| Cost of sales attributable to hotel operations | - | - | 17,368 |
- | - | 17,368 |
| Rent and outgoings | - | - | 17,159 |
- | - | 17,159 |
| Repairs and maintenance | - | 863 | 4,353 |
- | 568 | 5,784 |
| Depreciation and amortisation expense | - | 1,691 | 626 |
- | 248 | 2,565 |
| Advertising and promotion | - | - | 4,364 |
- | - | 4,364 |
| Professional fees | - | 845 | 884 |
- | 1,947 | 3,676 |
| Other expenses | - | 2,454 | (75) |
- | 945 | 3,324 |
| Costs associated with internalisation | - | - | - | - | 399 | 399 |
| Impairment expense | - | 19,509 | 7,278 | 1,479 | - | 28,266 |
| Finance costs | - | - | 1,325 |
- | - | 1,325 |
| Total segment expenses | - | 36,558 | 120,703 | 1,479 | 15,796 | 174,536 |
| Segment result for the halfyear | - | (23,228) | (22,110) | 38,974 | 4,776 | (1,588) |
| Income tax expense/(benefit) | (1,846) | (1,846) | ||||
| Net profit for the half year | (3,434) |
Funds Management - segment includes asset and funds management of Australian wholesale fund vehicles, GPT Wholesale Shopping Centre Fund and GPT Wholesale Office Fund. These fund vehicles were not established at 30 June 2006.
Property Management - segment includes property management of Australian retail assets, including the retail assets in the GPT Wholesale Shopping Centre Fund.
Hotel & Tourism - segment includes nature-based resorts and hotel assets.
Joint Venture - segment includes investments in the Babcock & Brown joint venture which is invested in shopping centres and retail formats, light industrial assets, residential assets and office assets in Europe, the United States of America and Australia.
Corporate - segment includes costs associated with the funds management of the General Property Trust, foreign exchange gains and losses, finance costs, company operating costs and seniors housing.
12
GPT Management Holdings Limited and its controlled entities
NOTES TO THE FINANCIAL STATEMENTS
for the half year ended 30 June 2007
| Note | 30 Jun 2007 | 30 Jun 2006 | ||||
|---|---|---|---|---|---|---|
| cents | cents | |||||
| 5. Equity accounted investments | ||||||
| Investments in associates | (a) |
10,373 | 10,788 | |||
| Investments injoint ventures | (b) |
377,569 | 282,908 | |||
| Total equity accounted investments | 387,942 | 293,696 | ||||
| Details of equity accounted investments are as follows: | ||||||
| Name | Principal Activity | Ownership | Place of | 30 Jun 2007 | 31 Dec 2006 | |
| Interest | Incorporation | |||||
| 2007 | 2006 | |||||
| % | % | $'000 | $'000 | |||
| (a) Associates | ||||||
| Kings Canyon (Watarrka) | Investment property |
46 | 46 | Australia* | 6,365 | 6,283 |
| Resort Trust | ||||||
| Benchmark Assisted LivingLLC | Propertymanagement | 20 | 20 | United States | 4,008 | 4,505 |
| Total investments in associates | 10,373 | 10,788 | ||||
| (b) Joint Ventures | ||||||
| DPT Operator Pty Limited | Managing property |
50 | 50 | Australia* | 747 | 321 |
| DPPT Operator Pty Limited | Managing property |
50 | 50 | Australia* | - | - |
| BGP Investment Sarl | Property investment |
50 | 50 | Luxembourg | 362,384 | 265,938 |
| BGP UK Investments Limited | Managing investments | 50 | 50 | United Kingdom | 1,524 | 2,845 |
| B&B GPT Alliance 1 LLC | Property investment |
50 | 50 | United States | 1,202 | 970 |
| B-VII Operations HoldingCo LLC | Propertyinvestment |
95 | 95 | United States | 11,712 | 12,834 |
| Total investments injoint ventures | 377,569 | 282,908 |
- The entity has a 30 June balance date.
(c) Share of associates and joint ventures
The Company’s share of capital expenditure for the purchase of property, plant and equipment of its associates and joint ventures which have been approved but not provided for at 30 June 2007 is as follows:
| Capital expenditure commitments | 239,513 | 52,673 | |
|---|---|---|---|
| Operatinglease commitments | 195,838 | 166,448 | |
| Total share of associates andjoint ventures' commitments | 435,351 | 219,121 | |
| 6. Other financial assets | |||
| Loan to employees | (a) |
37,171 | 23,848 |
| Deposit for acquisition of BGP UK Investment Limited | 14(i) |
15,931 |
- |
| Loan to Benchmark Assisted Living, LLC | 730 | 790 | |
| Lease incentives | 396 | 508 | |
| Unlisted shares in corporations - Roma Street Operations PtyLimited | 1,079 | 1,079 | |
| Total other financial assets | 55,307 | 26,225 |
(a) Under the Long Term Incentive (LTI) Scheme, the Company has provided a recourse loan to senior executives for the purchase of GPT securities. The LTI is subject to performance hurdles that, when earned, will be used to paydown the recourse loan. The increase in the loan to employees relates to the issue of 2,735,376 GPT securities (2006: 5,710,332 securities) in May 2007 to employees with an entitlement under the Long Term Incentive Scheme (LTI) at a weighted average market price of $5.11. Further information on the LTI is discussed in note 19 of the 31 December 2006 financial report.
13
GPT Management Holdings Limited and its controlled entities
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
| for the half year ended 30 June 2007 | |||||
|---|---|---|---|---|---|
| 30 | Jun 2007 | 31 Dec 2006 | |||
| $'000 | $'000 | ||||
| 7. Property, Plant and Equipment | |||||
| Property under construction* | 44,506 | 31,977 | |||
| Buildings | 671 | 671 | |||
| Computers | 4,537 | 3,468 | |||
| Office, fixtures and fittings | 8,309 | 8,989 | |||
| Totalproperty, plant and equipment | 58,023 | 45,105 | |||
| *Details of the property under construction | are: | ||||
| Name | Ownership | Acquisition | Acquisition | Cost | Cost |
| date | price | 30 Jun 2007 | 31 Dec 2006 | ||
| % | $'000 | $'000 | $'000 | ||
| COMMERCIAL | |||||
| workplace6, Darling Island, NSW | 100 | Dec 2006 |
3,200 | 44,506 | 31,977 |
| Leasehold | |||||
| 8. Intangibles | |||||
| 30 | Jun 2007 | 31 Dec 2006 | |||
| $'000 | $'000 | ||||
| Management Rights | 25,046 | 27,028 | |||
| Total Intangibles | 25,046 | 27,028 | |||
| 9. Payables | |||||
| Current | |||||
| Trade payables | 24,470 | 34,775 | |||
| Accruals | 31,818 | 35,975 | |||
| Capital expenditure payables | 33,401 | 28,360 | |||
| Payable to Babcock & Brown joint venture | 21,716 | 5,800 | |||
| Loan from GPT | 100,252 | 14,910 | |||
| Other | 485 | 948 | |||
| Total Currentpayables | 212,142 | 120,768 | |||
| Non-Current | |||||
| Loan from GPT | 54,538 | 48,000 | |||
| Total Non-Currentpayables | 54,538 | 48,000 |
14
GPT Management Holdings Limited and its controlled entities
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
| 30 Jun 2007 31 Dec 2006 $'000 $'000 |
30 Jun 2007 31 Dec 2006 $'000 $'000 |
|---|---|
| 10. Contributed equity 2,053,635,876 Ordinary shares fully paid (December 2006: 2,041,530,506) 309,392 306,995 Reconciliation A reconciliation of contributed equity at the beginning and end of the half year is set out below: Note 30 Jun 2007 31 Dec 2006 30 Jun 2007 31 Dec 2006 No. of shares No. of shares $'000 $'000 |
|
| Balance at beginning of year Distribution reinvestment plan issue - 25 May 2007 (a) Issue of securities - 8 June 2006 Balance at end of year |
2,041,530,5062,016,716,610306,995302,508 12,105,370 -2,397 - -24,813,896 -4,487 |
| 2,053,635,8762,041,530,506309,392306,995 |
(a) Dividend/Distribution Reinvestment Plan
The Group introduced a Dividend/Distribution Reinvestment Plan (DRP) to eligible securityholders in March 2007. The DRP first applied to the March 2007 quarterly distribution, which was paid on 25 May 2007.
Under the terms of the DRP, eligible securityholders are able to elect to reinvest all or part of their quarterly distribution in additional securities, free of any brokerage or other transaction costs, rather than being paid in cash. Securities are issued and/or transferred at a predetermined price, less any discount that the directors may elect to apply from time to time. The DRP issue price is based on the arithmetic average of the daily volume weighted average price of GPT Group stapled securities traded on the Australian Securities Exchange for the ten business days preceding the relevant quarterly distribution record date, adjusted to an ex-dividend rate, less a 1.5% discount rounded to the nearest cent.
For the half year ended 30 June 2007, 12,105,370 stapled securities (2006: nil) at a cost of $58.3 million were issued by the GPT Group under the terms of the DRP. Of this amount, $2.4 million was attributed to the issue of shares in the Company based on apportioning the total value of the securities issued on the relative net tangible assets of the Trust and the Company at 31 December 2006.
11. Commitments
Capital expenditure
Capital expenditure for the purchase of property, plant and equipment and investment property which has been approved but not provided for at 30 June 2007 is as follows:
| Due within 1 year | 45,710171,435 |
|---|---|
| Due between 1 and 5years | 40,01793,277 |
| Total capital expenditure commitments | 85,727264,712 |
Operating leases
Estimated amount of operating lease expenditure agreed or contracted for but not provided for in the financial report:
| Due within 1 year | 20,48141,119 |
|---|---|
| Due between 1 and 5 years | 65,53075,249 |
| Due between 5years and expirydate of leases | 46,42687,056 |
| Total operating lease commitments | 132,437203,424 |
Commitments relating to associate and joint venture investments
The above commitments exclude the Company’s share of commitments relating to associate and joint venture investments. Refer to note 5(c) for the share of associates and joint venture entities’ commitments.
Remuneration/retention commitments
The retention entitlements for certain GPT employees as a result of their transition from being Lend Lease employees to GPT employees were paid in full in July 2007 (30 June 2006: $12 million commitment).
15
GPT Management Holdings Limited and its controlled entities
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
12. Contingencies
GPT Wholesale Shopping Centre Fund
No performance fee for the GWSCF has been recognised as GWSCF underperformed the benchmark. An underperformance of approximately $941,639 has been carried forward to future periods. In accordance with the GWSCF Constitution, GWSCF’s performance will need to exceed the benchmark by this amount before a performance fee is payable.
GPT Wholesale Office Fund
At 30 June 2007, the GWOF outperformed the benchmark however due to the fee cap, which limited the performance fee to $5,233,134 for the six months to 30 June 2007, the outperformance carried forward to future periods is $30,177,674. As the amount of the outperformance may fluctuate in future periods, the amount is contingent on future events not wholly within the control of the Company and as such has not been recognised as a receivable on the balance sheet at 30 June 2007.
At the date of this report, there are no other contingent assets or liabilities that are expected to result in a material impact.
13. Notes to the Statement of Cashflow
(a) Reconciliation of net loss after income tax expense to net cash outflows from operating activities
| 30 Jun 2007 | 30 Jun 2006 | |
|---|---|---|
| $'000 | $'000 | |
| Net profit/(loss) for the half year | 13,423 | (3,434) |
| Share of after tax profits of equity accounted investments not received as | ||
| dividends/distributions | (22,265) | (40,293) |
| Non-cash employee benefits - share based payments | (1,203) | 861 |
| Depreciation and amortisation | 3,258 | 2,565 |
| Interest on related party loan | - | |
| Non-cash revenue adjustments | 1,999 |
- |
| Costs associated with internalisation | 191 | 399 |
| Net exchange differences | (44) | (3,180) |
| Impairment expense | - | 28,266 |
| Changes in operating assets and liabilities: | ||
| (Increase)/decrease in receivables | (167) | 5,262 |
| Increase/(decrease)inpayables | (15,053) | 11,042 |
| Net cash(outflows)/inflows from operating activities | (19,861) | 1,488 |
(b) Reconciliation of cash
Reconciliation of cash at end of the half year (as shown in the Statement of Cashflow) to the related item in the financial statements as follows:
| 30 Jun 2007 | 31 Dec 2006 | |
|---|---|---|
| $'000 | $'000 | |
| Cash on hand and at bank | 18,093 | 24,354 |
| Total cash at the end of the halfyear | 18,093 | 24,354 |
16
GPT Management Holdings Limited and its controlled entities
NOTES TO THE FINANCIAL STATEMENTS for the half year ended 30 June 2007
14. Events subsequent to reporting date
Except for the events listed below, the Directors are not aware of any matter or circumstance occurring since the end of the half year:
Establishment of a European Funds Management Platform
In line with the Group’s strategy, the following acquisitions provide GPT with a highly scaleable platform in Europe to build both asset management and funds management opportunities:
(i) Acquisition of Halverton Real Estate Investment Management
The Company has agreed terms with the joint venture arrangement with Babcock & Brown and Halverton Real Estate Investment Management Limited (Halverton) to acquire 100% of Halverton for cash consideration of approximately AUD$94 million in two separate transactions, as detailed below:
-
In June 2007, Halverton management, who own 50% of Halverton share capital, agreed to sell their shares to GPT UK Limited. The acquisition was completed on 10 July 2007 and
-
BGP UK Investments Limited owns the remaining 50% of Halverton shares. BGP UK Investments Limited is currently 50% owned by GPT UK Limited, a wholly owned entity of GPT. GPT UK Limited has agreed to terms with Babcock and Brown to acquire the remaining 50% interest in BGP UK Investments Limited within the next six months.
Halverton, which is being rebranded as GPT Halverton, is a pan European investment and asset management company employing 125 people and operating in the United Kingdom, France, The Netherlands, Germany, Sweden and Denmark. It has assets under management of over AUD$2.2 billion (Euro €1.3 billion)
(ii) Acquisition of Hamburg Trust
On 3 July 2007, the Company acquired a 60% interest in the ordinary shares of the Hamburg Trust Grundvermogen und Anlage GmbH from BGP Investments Sarl, an entity owned 50% by the Company through the joint venture arrangement with Babcock & Brown, for a cash consideration of Euro €0.3million (AUD$0.5 million).
The Company previously reported this acquisition was estimated to cost AUD$5.1 million on the assumption that a loan facility of the Hamburg Trust was fully drawn down. The loan facility is currently not drawn and this resulted in an AUD$4.6 million reduction of the purchase consideration.
The Hamburg Trust is a start up German closed-end funds management business which employs 15 people and undertakes property, asset and investment management activities.
17
GPT Management Holdings Limited and its controlled entities
Directors’ Declaration
In the Directors of the Responsible Entity’s opinion for the half year ended 30 June 2007:
-
(a) the interim financial statements and notes set out on pages 6 to 17 are in accordance with the Corporations Act 2001 , including:
-
(i) complying with the Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and
-
(ii) giving a true and fair view of GPT Management Holdings Limited’s financial position as at 30 June 2007 and of its performance, as represented by the results of their operations, changes in equity and their cashflows, for the half year ended on that date; and
-
(b) there are reasonable grounds to believe that GPT Management Holdings Limited will be able to pay its debts as and when they become due and payable.
The Directors have been given the declarations by the Chief Executive Officer and Chief Financial Officer required by Section 295A of the Corporations Act 2001 .
This declaration is made in accordance with the resolution of the Directors.
==> picture [133 x 83] intentionally omitted <==
==> picture [58 x 108] intentionally omitted <==
Peter Joseph Chairman
Nic Lyons Executive Director
GPT RE Limited Sydney 14 August 2007
18
PricewaterhouseCoopers ABN 52 780 433 757
Independent Auditor’s Review Report to the members of GPT Management Holdings Limited
Darling Park Tower 2 201 Sussex Street GPO BOX 2650 SYDNEY NSW 1171 DX 77 Sydney Australia www.pwc.com/au Telephone +61 2 8266 0000 Facsimile +61 2 8266 9999
Report on the Half-Year Financial Report
We have reviewed the accompanying half-year financial report of GPT Management Holdings Limited, which comprises the balance sheet as at 30 June 2007, and the income statement, statement of changes in equity and cash flow statement for the half-year ended on that date, other selected explanatory notes and the directors’ declaration for the GPT Management Holdings Limited Group (the consolidated entity). The consolidated entity comprises both GPT Management Holdings Limited (the company) and the entities it controlled during that half-year.
Directors’ Responsibility for the Half-Year Financial Report
The directors of the company are responsible for the preparation and fair presentation of the half-year financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001 . This responsibility includes establishing and maintaining internal controls relevant to the preparation and fair presentation of a half-year financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
Auditor’s Responsibility
Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of an Interim Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity’s financial position as at 30 June 2007 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of GPT Management Holdings Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.
A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. It also includes reading the other information included with the financial report to
Liability limited by a scheme approved under Professional Standards Legislation
determine whether it contains any material inconsistencies with the financial report. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards 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.
For further explanation of a review, visit our website http:/www.pwc.com/au/financialstatementaudit.
While we considered the effectiveness of management’s internal controls over financial reporting when determining the nature and extent of our procedures, our review was not designed to provide assurance on internal controls.
Our review did not involve an analysis of the prudence of business decisions made by directors or management.
Independence
In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 .
Conclusion
Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of GPT Management Holdings Limited is not in accordance with the Corporations Act 2001 including:
(a) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2007 and of its performance for the half-year ended on that date; and
(b) complying with Accounting Standard AASB 134 Interim Financial Reporting and Corporations Regulations 2001 .
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PricewaterhouseCoopers
DH Armstrong Partner
Sydney 14 August 2007
GPT Management Holdings Limited and its controlled entities Appendix 4D
Appendix 4D
GPT Management Holdings Limited and its controlled entities ABN 67 113 510 188
Interim financial report
for the half year ended 30 June 2007
Results for announcement to the market
(all comparisons to half year ended 30 June 2006)
| AUD$’000 | up/down |
% movement | |
|---|---|---|---|
| Revenues from ordinary activities | 171,758 | down | 0.6% |
| Net profit before income tax expense | 12,603 | up | 893.6% |
| Net profit after income tax expense | |||
| attributable to members of the Company | 13,423 | up | 490.9% |
Given the stapled structure of the GPT Group, refer to the GPT Group’s ASX announcement for discussion on the performance of GPT Management Holdings Limited and its controlled entities.
Dividends
No dividends were paid or declared for the half year ended 30 June 2007 (30 June 2006: nil)
Dividend Reinvestment Plan
The GPT Group introduced a Distribution Reinvestment Plan (DRP) to eligible securityholders in March 2007. The DRP first applied to the March 2007 quarterly distribution, which was paid on 25 May 2007.
Under the terms of the DRP, eligible securityholders are able to elect to reinvest all or part of their quarterly distribution in additional securities, free of any brokerage or other transaction costs, rather than being paid in cash. Securities are issued and/or transferred at a predetermined price, less any discount that the directors may elect to apply from time to time. The DRP issue price is based on the arithmetic average of the daily volume weighted average price of GPT Group stapled securities traded on the Australian Securities Exchange for the ten business days preceding the relevant quarterly distribution record date, adjusted to an ex-dividend rate, less a 1.5% discount rounded to the nearest cent.
For the half year ended 30 June 2007, 12,105,370 stapled securities (2006: nil) at a cost of $58.3 million were issued by the GPT Group under the terms of the DRP. Due to the stapled structure, $2.4 million of the above amount was attributed to the issue of shares in GPT Management Holdings Limited based on apportioning the total value of the securities issued on the relative net tangible assets of the Trust and the Company at 31 December 2006.
| June | 2007 | June | 2006 |
|---|---|---|---|
| $ | $ |
Net tangible assets
Net tangible asset backing per ordinary share
0.15
0.14
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GPT Management Holdings Limited and its controlled entities Appendix 4D
Control gained over entities during the half year
The consolidated entity did not gain or lose control over any entities during the half year ended 30 June 2007, however subsequent to the half year, the consolidated entity announced the following acquisitions which provide GPT with a highly scaleable platform in Europe to build both asset management and funds management opportunities:
(i) Acquisition of Halverton Real Estate Investment Management
The Company has agreed terms with the joint venture arrangement with Babcock & Brown and Halverton Real Estate Investment Management Limited (Halverton) to acquire 100% of Halverton for cash consideration of approximately AUD$94 million in two separate transactions, as detailed below:
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In June 2007, Halverton management, who own 50% of Halverton share capital, agreed to sell their shares to GPT UK Limited. The acquisition was completed on 10 July 2007 and
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BGP UK Investments Limited owns the remaining 50% of Halverton shares. BGP UK Investments Limited is currently 50% owned by GPT UK Limited, a wholly owned entity of GPT. GPT UK Limited has agreed to terms with Babcock and Brown to acquire the remaining 50% interest in BGP UK Investments Limited within the next six months.
Halverton, which is being rebranded as GPT Halverton, is a pan European investment and asset management company employing 125 people and operating in the United Kingdom, France, The Netherlands, Germany, Sweden and Denmark. It has assets under management of over AUD$2.2 billion (Euro €1.3 billion)
(ii) Acquisition of Hamburg Trust
On 3 July 2007, the Company acquired a 60% interest in the ordinary shares of the Hamburg Trust Grundvermogen und Anlage GmbH from BGP Investments Sarl, an entity owned 50% by the Company through the joint venture arrangement with Babcock & Brown, for a cash consideration of Euro €0.3million (AUD$0.5 million).
The Company previously reported this acquisition was estimated to cost AUD$5.1 million on the assumption that a loan facility of the Trust was fully drawn down. The loan facility is currently not drawn and this resulted in an AUD$4.6 million reduction of the purchase consideration.
The Hamburg Trust is a start up German closed-end funds management business which employs 15 people and undertakes property, asset and investment management activities.
The Appendix 4D should be read in conjunction with the interim financial report and the most recent annual financial report.
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