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INGENIA COMMUNITIES GROUP — Annual Report 2014
Aug 25, 2014
65125_rns_2014-08-25_00fb0302-e3f5-402d-821f-485b11b761bd.pdf
Annual Report
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Page 1 Appendix 4E Preliminary Final Report Year ended 30 June 2014
APPENDIX 4E
Preliminary Final Report Year ended 30 June 2014
Name of Entity: Ingenia Communities Group (“INA”), a stapled entity comprising Ingenia Communities Holdings Limited ACN 154 444 925, Ingenia Communities Fund ARSN 107 459 576, and Ingenia Communities Management Trust ARSN 122 928 410.
| Current period: Previous corresponding period: |
1 July 2013 - 30 June 2014 1 July 2012 - 30 June 2013 |
|---|---|
Results for announcement to the market
| Results for announcement to the market | |||
|---|---|---|---|
| 2014 | 2013 | change | |
| $'000 | $'000 | % | |
| Revenues from Continuing operations | 45,784 | 28,593 | 60% |
| Profit/(loss) from ordinary activities after tax attributable to members | 11,518 | (10,290) | Refer note 1 |
| Net profit/(loss) for the period attributable to members | 11,518 | (10,290) | Refer note 1 |
| Underlying profit from continuing operations | 10,963 | 3,341 | 228% |
| Underlying profit | 11,568 | 5,867 | 97% |
| Net asset value per security (cents) | 35.5 | 34.4 | 3.1% |
| Distributions - current period (cents) Final Distribution Interim Distribution(paid) |
0.65 0.50 |
na na |
|
| Distributions - previous period (cents) Final Distribution (paid) Interim Distribution(paid) |
na na |
0.50 0.50 |
|
| Record date for determining entitlement to the Final Distribution | 5 pm, 2 September 2014 | ||
| The Dividend and Distribution Reinvestment Plan is operational for this distribution |
Note:
- The variances that would otherwise be shown are not meaningful because the prior year number is negative.
Page 2
Appendix 4E Preliminary Final Report Year ended 30 June 2014
Details of entities over which control has been gained or lost during the year: None
Details of any associates and joint venture entities required to be disclosed: None
Audit status
The Preliminary Final Report is based on accounts which are in the process of being audited.
Other significant information and commentary on results
See attached ASX announcement and materials referred to below.
For all other information required by Appendix 4E, including a results commentary, please refer to the following documents:
-
Operating and financial review
-
Preliminary Final Report (“financial report”)
-
Results presentation and media release
==> picture [142 x 56] intentionally omitted <==
Tania Betts Company Secretary
26 August 2014
==> picture [184 x 178] intentionally omitted <==
INGENIA COMMUNITIES HOLDINGS LIMITED A.C.N. 154 444 925
PRELIMINARY FINAL REPORT
YEAR ENDED 30 JUNE 2014
www.ingeniacommunities.com.au
Registered Office: Level 5, 151 Castlereagh Street, Sydney NSW 2000
Ingenia Communities Holdings Limited Financial & Associated Reports Year ended 30 June 2014
Contents
Page Financial report Operating and financial review Consolidated statement of comprehensive income Consolidated balance sheet 11 Consolidated cash flow statement 12 Consolidated statement of changes in equity 13 Note 1 Summary of significant accounting policies 14 Note 2 Accounting estimates and judgements 25 Note 3 Segment information 26 Note 4 Earnings per security 29 Note 5 Revenue 29 Note 6 Finance expense 30 Note 7 Income tax benefit 30 Note 8 Discontinued operations and assets held for sale 31 Note 9 Cash and cash equivalents 32 Note 10 Trade and other receivables 33 Note 11 Inventories 33 Note 12 Investment properties 33 Note 13 Plant and equipment 40 Note 14 Trade and other payables 40 Note 15 Borrowings 41 Note 16 Retirement village resident loans 42 Note 17 Provisions 42 Note 18 Derivatives 42 Note 19 Deferred tax liabilities 43 Note 20 Issued securities 43 Note 21 Reserves 44 Note 22 Accumulated losses 44 Note 23 Commitments 44 Note 24 Contingent liabilities 45 Note 25 Share-based payment transactions 45 Note 26 Capital management 47 Note 27 Financial instruments 48 Note 28 Fair value measurement 55 Note 29 Auditor's remuneration 56 Note 30 Related parties 56 Note 31 Company financial information 56 Note 32 Subsidiaries 57 Note 33 Notes to the cash flow statements 58 Note 34 Subsequent events 59
Page 2
Ingenia Communities Holdings Limited Preliminary final report Year ended 30 June 2014
1. OPERATING AND FINANCIAL REVIEW
(a) Ingenia Communities Overview
The Group owns, manages and develops a diversified portfolio of seniors living communities across Australia. Its real estate assets are valued at $355 million and include lifestyle parks, rental villages, deferred management fee villages, and three non-core New Zealand Student accommodation buildings.
The Group is a triple stapled structure, being a combination of a unit in Ingenia Communities Management Trust, a unit in Ingenia Communities Fund and a share in Ingenia Communities Holdings Limited, which are traded together on the ASX. The Group is in the ASX 300 with a market capitalisation of approximately $315 million.
The Group’s vision is to be a leading Australian provider of affordable seniors living accommodation whilst delivering value to all stakeholders, including delivering strong earnings growth to securityholders and providing an affordable community environment for residents.
(b) Strategy
The Group’s strategy is to grow its Australian seniors living portfolio with a strong focus on the lifestyle parks sector. Using a disciplined investment framework, the Group is continuing to increase its exposure to lifestyle parks through targeted acquisitions and building out its development pipeline. The Group remains focused on divestment of its non-core New Zealand Students portfolio and reducing its investment in DMF assets. It is the Group’s intention to grow its investment in lifestyle parks through capital recycling, efficient inventory management and monetisation of stock.
A key element to achieving growth is efficient operational and capital management. The Group is committed to maintaining loan to value ratio (“LVR”) within a target range of 30-35% and considering diversified sources of funding. In August 2014, indicative terms were agreed for a new multilateral Australian debt facility of $175 million, which replaces the existing facility and facilitates continued growth.
The key immediate business priorities of the Group are:
-
increase rate of new home delivery within the Active Lifestyle Estates development pipeline;
-
grow occupancy of the Garden Villages portfolio towards the mid-term target of 92%;
-
sell recently completed homes and explore opportunities to reduce exposure to the Settlers portfolio; and
-
invest available capital into further accretive lifestyle parks.
(c) FY14 financial results
FY14 has been a year of strong acquisitive growth resulting in an underlying profit of $11.6m and a statutory profit of $11.5m, which respectively represent an increase of $5.7m and $21.8m on prior year. The results are underpinned by a significantly increased contribution from the Active Lifestyle Estates and Garden Villages portfolios following the acquisition of a further thirteen lifestyle parks and five rental villages during the year. Furthermore, Ingenia Communities Management Trust and its subsidiaries formed a tax consolidation group, which has allowed unrecognised carried forward and current year tax losses to be recognised, which is the primary driver for the $7.3m income tax benefit recorded.
During the year, the Group funded the acquisition of numerous properties using a mix of debt and equity raised from a June 2013 institutional placement of $21.2m and a September 2013 rights issue of $61.7m. The total purchase value of assets acquired during the year was $116.9m, being thirteen lifestyle parks for $106.3m and five rental villages for $10.6m.
Page 3
Ingenia Communities Holdings Limited Preliminary final report Year ended 30 June 2014
1. OPERATING AND FINANCIAL REVIEW (continued)
Operating cash flow for the Group was strong at $14.2m, up $3.0m from prior year. The improvement in operating cash flow reflects increasing contribution from the recurring rental income streams of both the Active Lifestyle Estates and Garden Villages portfolios offset by cessation of US distributions following divestment in the prior year.
The Group has continued to adopt a conservative capital management approach with LVR at 33.9%, which is comfortably within the 30-35% target range and the all in cost of Australian debt has reduced by 126 basis points to 5.10%.
The Group has today announced a full year distribution of 1.15 cents which is a 15% increase on prior year, which reflects the Board’s commitment to increasing securityholder returns. The Board announced in May 2014 the reinstatement of the dividend reinvestment plan which will help fund lifestyle park acquisitions and their development.
(d) Key metrics
-
Full year distribution of 1.15 cent per security, with final distribution up 30%.
-
Underlying profit was $11.6m, up 97% from FY13.
-
Underlying profit per security was 1.8 cents, up 50% from FY13.
-
Net asset value grew by 1.1 cents per security to 35.5 cents.
-
Total Securityholder Return (TSR) of 55% for the twelve months.[(1)]
-
Statutory profit was $11.5m, up $21.8m from FY13.
-
Statutory profit per security was 1.8 cents, up 3.8 cents from FY13.
-
(1) TSR is the percentage gain from investment in the Group’s securities over the twelve months to 30 June 2014 assuming distributions are reinvested into the Group’s securities.
(e) Group results summary
Underlying profit for the financial year has been calculated as follows:
| 2014 | 2013 | |
|---|---|---|
| $’000 | $’000 | |
| EBIT - continuing operations | 12,144 | 8,933 |
| Net interest expense | (4,077) | (5,549) |
| Tax benefit associated to underlying profit | 2,896 | (43) |
| Underlying profit - continuing operations | 10,963 | 3,341 |
| Underlying profit–discontinued operations | 605 | 2,526 |
| Underlying profit | 11,568 | 5,867 |
| Net foreign exchange gain/(loss) | (147) | 37 |
| Net loss on disposal of investment properties | - | (107) |
| Net gain/(loss) on change in fair value of: | ||
| Investment properties | (341) | 3,457 |
| Derivatives | 41 | 752 |
| Retirement village resident loans | (616) | 327 |
| Gain on revaluation of newly constructed retirement villages | (3,320) | (4,619) |
| Amortisation of intangible assets | - | (585) |
| Other | - | (185) |
| Discontinued operations (below underlying profit), net of tax | (35) | (15,644) |
| Tax benefit associated with items below underlying profit | 4,368 | 410 |
| Statutory profit | 11,518 | (10,290) |
Page 4
Ingenia Communities Holdings Limited Preliminary final report Year ended 30 June 2014
1. OPERATING AND FINANCIAL REVIEW (continued)
Underlying Profit is a non-IFRS measure designed to present, in the opinion of the Directors, the results from the on-going operating activities in a way that appropriately reflects underlying performance. Underlying profit excludes items such as unrealised fair value gains/(losses) and adjustments arising from the effect of revaluing assets/liabilities (such as derivatives and investment properties). These items are required to be included in Statutory Profit in accordance with Australian Accounting Standards.
(f) Segment performance and priorities
Active Lifestyle Estates
Active Lifestyle Estates launched in March 2013 and the Group now owns fifteen lifestyle parks and is the largest owner and operator in New South Wales. This business is the key focus of growth for the Group as it provides an affordable yield focused housing alternative for seniors and short-term residents with a capital light, low risk development cycle. The carrying value of these assets at 30 June 2014 is $119.3m.
| (i) Performance |
|||
|---|---|---|---|
| Active Lifestyle Estates | FY14 | FY13 | Variance |
| New settlements # | 15 | 2 | 13 |
| Development income $m | $1.3m | $0.1m | $1.2m |
| Residential rental income $m | $4.2m | $0.4m | $3.8m |
| Short-term rental income $m | $5.4m | $0.1m | $5.3m |
| EBIT $m | $3.9m | $0.4m | $3.5m |
Active Lifestyle Estates delivered a contribution of $3.9m in FY14, of which $1.3m was attributable to development of new manufactured homes. The lead time from property acquisition to achieving set up for delivery of the first new homes has taken longer than anticipated. Supply agreements have been negotiated with two key manufactured home builders to construct homes and further council approvals have been achieved in recent months. As delivery and settlement of homes continue to build each half, the business is forecast to produce a stronger result in FY15.
(ii) Strategic priorities
The key strategic priorities for this business over the coming year are securing any approvals required to deliver FY16 settlements, repositioning parks to grow both short-term and permanent rental returns and leveraging scale efficiencies across a larger portfolio. The Group expects to deploy funds into the sector with expansion into the Southeast Queensland market likely in the near future.
Garden Villages
Garden Villages is comprised of 34 rental villages located across the eastern seaboard and Western Australia. These villages accommodate more than 1800 residents, and generate $21.0 million in gross rental income per annum. The carrying value of these assets at 30 June 2014 is $114.3m.
| (i) Performance metrics |
|||
|---|---|---|---|
| Garden Villages | FY14 | FY13 | Variance |
| Occupancy % | 84.6% | 85.1% | (0.5%) |
| Like for like occupancy % | 90.1% | 85.1% | 5.0% |
| Rental income $m | $21.0m | $17.4m | $3.6m |
| Catering income $m | $3.2m | $2.6m | $0.6m |
| EBIT $m | $9.9m | $7.7m | $2.2m |
Page 5
Ingenia Communities Holdings Limited Preliminary final report Year ended 30 June 2014
1. OPERATING AND FINANCIAL REVIEW (continued)
Garden Villages delivers a consistent stream of recurring cash income for the Group. The results are up $2.2m on prior year due to growing occupancy levels which are up 5% on a like for like basis. In January 2014, the Group acquired five low occupancy rental villages with the intention of repositioning them to grow occupancy and be accretive to the results. Since acquisition, the occupancy level for these five villages has increased by 7% with repositioning efforts continuing to further enhance the performance of these assets.
The Ingenia Care Assist program launched in October 2013 has also been a strong contributor to the growing occupancy levels across this portfolio. This program enables residents to live independently for longer in the villages. Since this program was launched, it has achieved 58 move-out preventions and 45 new move-ins.
(ii) Strategic priorities
The key strategic priorities of this business over the coming year continue to be growing village occupancy, in particular within the five recently acquired villages, improving cash operating margins, ensuring residents are actively engaged and maintaining affordability whilst leveraging scale efficiencies across the portfolio. Beyond continuing reinvestment in existing villages it is unlikely that any capital will be deployed in the Garden Villages portfolio.
Settlers Lifestyle
Settlers Lifestyle is comprised of nine deferred management fee villages, including those in the process of being converted from the rental to deferred management fee model. These villages are located in Queensland, New South Wales and Western Australia and accommodate more than 800 residents generating income from accrued deferred management fees, rental income where villages are not yet fully converted and development income from unit conversions and village expansion. The carrying value of these assets at 30 June 2014, net of resident loans and lease liabilities is $76.2m. The Group is exploring opportunities of reducing its exposure to this portfolio with the first divestment settling on 31 July 2014, when the Settlers Lifestyle Noyea Park village settled for an adjusted sales price of $5.4m.
| (i) Performance |
|||
|---|---|---|---|
| Settlers Lifestyle | FY14 | FY13 | Variance |
| Occupancy % | 92.1% | 89.9% | 2.2% |
| New settlements $m | 57 | 65 | (8) |
| Development income $m | $3.3m | $4.6m | ($1.3m) |
| Accrued Deferred Management Fee income $m | $5.3m | $4.7m | $0.6m |
| EBIT $m | $4.5m | $5.6m | ($1.1m) |
The Settlers Lifestyle business delivered a lower result than the prior year due to reduced settlement volumes with some development projects nearing completion and new product being under construction at Cessnock and Ridge Estate Villages. There has also been a weakening in the Hunter Valley residential market, where the Cessnock and Ridge Estate villages are located, which means incoming residents are requiring longer to sell their existing home in order to settle their new unit within our village. The Gladstone and Rockhampton Villages are both nearly sold out.
(ii) Strategic priorities
The key strategic priorities of this business over the coming year are completing the construction and sell down of the final stage at Ridge Estate and the sell down of remaining conversion units at Cessnock Gardens, Forest Lake, Rockhampton and Gladstone. There will also be a continued focus on exploring opportunities to reduce the investment in these assets.
Page 6
Ingenia Communities Holdings Limited Preliminary final report Year ended 30 June 2014
1. OPERATING AND FINANCIAL REVIEW (continued)
Discontinued operations
A sales campaign was undertaken for the sale of the New Zealand Students portfolio and terms have been agreed with a global real estate investment firm. The carrying value of these assets at 30 June 2014 is $45.9m.
(g) Tax consolidation
During the year ICMT and its Australian domiciled subsidiaries formed a tax consolidation group. The impact of entering into this tax consolidated group was that tax cost bases for certain assets were reset resulting in income tax benefits being recorded. Additionally, unrecognised tax losses incurred by entities within this tax consolidated group are now available for utilisation resulting in an additional income tax benefit being recorded.
(h) Capital management
The Group adopts a prudent and considered approach to capital management. During the period, the Group strengthened its capital position by undertaking a capital raising and renegotiating its core debt facility. The Group has maintained a strong focus on prudent balance sheet management with an LVR at 33.9%, well within its target range of 30-35%.
On 23 August 2013, the Group refinanced its Bank of New Zealand debt facility, which funds the New Zealand Students portfolio with a NZ$32.7m core debt facility expiring 31 July 2018.
On 17 October 2013, the Group completed a non-renounceable rights issue to raise $61.7m (excluding transaction costs) to fund the expansion of lifestyle parks. A total of 169.1m securities were issued at 36.5 cents each.
The Group has increased its full year distributions to 1.15 cents, in line with its commitment to grow distributions over the medium term. The final distribution represents a 30% increase over the previous period.
(i) Financial position
The following table provides a summary of the Group’s financial position as at 30 June 2014:
| $000 | 30 June 2014 | 30 Jun 2013 | Change % |
|---|---|---|---|
| Cash and cash equivalents | 12,894 | 38,531 | (67%) |
| Inventories | 2,208 | 285 | 675% |
| Investment properties | 498,863 | 370,931 | 34% |
| Assets held for sale | 5,439 | - | 100% |
| Assets of discontinued operations | 47,657 | 36,576 | 30% |
| Otherassets | 7,863 | 13,251 | (41%) |
| Total assets | 574,924 | 459,574 | 25% |
| Borrowings | 98,356 | 70,806 | 39% |
| Retirement village resident loans | 190,122 | 175,703 | 8% |
| Liabilities from discontinued operations | 30,449 | 21,528 | 41% |
| Other liabilities | 15,820 | 16,885 | (6%) |
| Total liabilities | 334,747 | 284,922 | 17% |
| Net assets/equity | 240,177 | **174,652 ** | 38% |
Inventories increased by $1.9m reflecting the Group’s growing investment in the lifestyle sector. A key element of the Group’s strategy is development of new manufactured homes, which are classified as inventory until they are sold to new residents. This element of the Group’s balance sheet will continue to grow as the number of active development projects increases.
Page 7
Ingenia Communities Holdings Limited Preliminary final report Year ended 30 June 2014
1. OPERATING AND FINANCIAL REVIEW (continued)
Investment properties increased by $127.9m largely from the acquisition of thirteen lifestyle parks and five rental villages during the year.
Assets and liabilities of discontinued operations grew by $11.1m and $8.9m respectively which reflects completion of capital refurbishment works on the New Zealand Students portfolio in line with the divestment strategy.
Borrowings increased by $27.6m due to the lifestyle park acquisitions being funded with a mix of debt
and equity.
Movements in other assets and liabilities mainly reflects the collection of US$6.8m of escrows from the divestment of US operations in prior periods together with movements in deferred tax balances following the tax consolidation of the ICMT group.
(j) Cashflow
| (j) Cashflow |
|||
|---|---|---|---|
| $’000 | 30 JUNE 2014 | 30 JUN 2013 | Change % |
| Operating cashflows | 14,240 | 11,240 | 27% |
| Investing cashflow | (126,084) | 17,314 | (828%) |
| Financing cashflow | 89,012 | (23,804) | (474%) |
| Net change in cash and cash equivalents | (22,832) | 4,750 | (581%) |
| Effects ofexchangeratefluctuationoncash held | (167) | (12) | n/m |
| Cash at the end of the period | **14,551 ** | 37,550 | (61%) |
Operating cash flow for the Group was strong at $14.2m, up $3.0m from prior year. The improvement in operating cash flow reflects increasing contribution from the recurring rental income streams of both the Active Lifestyle Estates and Garden Villages portfolios offset by a decrease in US distributions the Group no longer receives subsequent to divestment.
Investing cash flows reflect the acquisition of thirteen lifestyle parks and five rental villages for $113.3m, along with capital refurbishment works of $18.7m, including $9.1m on the New Zealand Students portfolio. US sale proceeds account for $7.0m of the Investing cash flows, being $1.2m proceeds from sale of investment properties and $5.8m proceeds from sale of equity accounted investments. Financing cash flows include net proceeds of $58.9m from the September rights issue offset by net borrowings proceeds of $36.3m to partly fund the acquisition of lifestyle parks.
(k) Distributions
The following distributions were made during or in respect of the period:
-
On 25 February 2014 the directors declared an interim distribution of 0.5 cps (2012: 0.5cps) amounting to $3,381,201, which was paid on 21 March 2014.
-
On 26 August 2014, the directors resolved to declare a final distribution of 0.65 cps (2013: 0.5 cps) amounting to $4,407,379, to be paid on 17 September 2014.
The distributions are 100% tax deferred and the dividend reinvestment plan will apply to the final distribution.
The Group is committed to continuing to grow distributions in the near term.
(l) Outlook
The Group is well positioned to continue growing its lifestyle parks business and has agreed indicative terms for a new multilateral Australian debt facility of $175m. Whilst delays were encountered during FY14 delivering new manufactured homes, Ingenia is confident these issues have been largely resolved and the rate of delivery and sale of new manufactured homes will significantly increase during FY15.
Page 8
Ingenia Communities Holdings Limited Preliminary final report Year ended 30 June 2014
1. OPERATING AND FINANCIAL REVIEW (continued)
There will be a strong focus on finalising divestment of the New Zealand Students portfolio and exploring opportunities for recycling capital from the Settlers Lifestyle portfolio. At the same time, the Group will continue to regularly assess the performance of its existing assets and where appropriate to recycle that capital into other opportunities delivering superior returns.
Ingenia is confident of delivering further improved financial returns for securityholders during FY15 assuming no material decline in market conditions. Consistent with prior years, these returns will likely be skewed to the second half of the financial year.
2. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
Changes in the state of affairs during the financial year are set out in the various reports in this financial report. Refer to note 8 of the accompanying financial statements for discontinued operations and assets held for sale, note 12 for Australian investment properties acquired or disposed of during the year, note 15 for details of Australian debt refinanced and note 20 for issued securities.
3. EVENTS SUBSEQUENT TO REPORTING DATE
(a) Retention Quantum Rights vesting
On 1 July 2014, 1,818,000 Retention Quantum Rights (“RQRs”) granted to key management personnel (“KMP”) in 2012 vested. As a result, 1,818,000 fully paid stapled securities have been issued to the following KMP:
Simon Owen 1,070,000 Tania Betts 374,000 Nicole Fisher 374,000
(b) Sale of Noyea
Settlement on the sale of Settlers Lifestyle Noyea Riverside Village (“Noyea”) was completed on 31 July 2014 at an adjusted sales price of $5.4 million resulting in $nil gain or loss recognised upon completion.
(c) Bank guarantee
On 1 July 2014, the Group obtained a bank guarantee of $10 million from the bank facility in relation to cash requirements under the Australian Financial Services Licence.
4. ROUNDING OF AMOUNTS
Ingenia Communities Group is an entity of the kind referred to in ASIC Class Order 98/100, and in accordance with that Class Order, amounts in the financial report have been rounded to the nearest thousand dollars, unless otherwise stated.
Page 9
Ingenia Communities Holdings Limited Consolidated statement of comprehensive income Year ended 30 June 2014
| 2014 | 2013 | ||
|---|---|---|---|
| Note | $’000 | $’000 | |
| Continuing Operations | |||
| Revenue | |||
| Rental income | 5(a) | 31,643 | 19,287 |
| Accrued deferred management fee income | 16(b) | 5,333 | 4,850 |
| Manufactured home sales | 3,442 | 405 | |
| Catering income | 3,178 | 2,616 | |
| Other property income | 5(b) | 1,819 | 872 |
| Interestincome | 369 | 563 | |
| 45,784 | 28,593 | ||
| Property expenses | (11,613) | (7,650) | |
| Employee expenses | (15,341) | (10,239) | |
| Administration expenses | (4,371) | (3,172) | |
| Operational, marketing and selling expenses | (3,136) | (2,358) | |
| Cost of manufactured homes sold | (2,130) | (297) | |
| Finance expenses | 6 | (4,446) | (6,112) |
| Net foreign exchange gain/(loss) | (147) | 37 | |
| Net loss on disposal of investment properties | - | (107) | |
| Net gain/(loss) on change in fair value of: | |||
| Investment properties | (341) | 3,457 | |
| Derivatives | 41 | 752 | |
| Retirement village resident loans | 16(b) | (616) | 327 |
| Amortisation of intangible assets | - | (585) | |
| Other expenses | - | (185) | |
| Profit from continuing operations before income tax | 3,684 | 2,461 | |
| Income tax benefit | 7 | **7,264 ** | 367 |
| Profit from continuing operations | 10,948 | 2,828 | |
| Profit/(loss) from discontinued operations | 8(b) | 570 | (13,118) |
| Netprofit/(loss) for theyear | 11,518 | (10,290) | |
| Other comprehensive income, net of income tax | |||
| Items that may be reclassified subsequently to profit or loss: | |||
| Foreign currency translation differences arising during the | 21 | 269 | 327 |
| year | |||
| Release of foreign currency translation reserve on | 21 | - | 17,463 |
| disposal of foreign operations | |||
| Total comprehensive income for theyear, net of tax | 11,787 | 7,500 |
Page 10
Ingenia Communities Holdings Limited Consolidated statement of comprehensive income (continued) Year ended 30 June 2014
| 2014 | 2013 | ||
|---|---|---|---|
| $’000 | $’000 | ||
| Profit/(loss) attributable to securityholders of: | |||
| Ingenia Communities Holdings Limited | (2,736) | (1,245) | |
| Ingenia Communities Fund | 15,313 | (644) | |
| Ingenia Communities Management Trust | (1,059) | (8,401) | |
| 11,518 | (10,290) | ||
| Total comprehensive income attributable to securityholders of: | |||
| Ingenia Communities Holdings Limited | (2,736) | (1,731) | |
| Ingenia Communities Fund | 15,533 | 16,898 | |
| Ingenia Communities Management Trust | (1,010) | (7,667) | |
| 11,787 | 7,500 | ||
| Note | 2014 | 2013 | |
| Cents | Cents | ||
| Distributions per security | 1.0(2) | 1.0 | |
| **Earnings per security(1): ** | |||
| Basic earnings from continuing operations | |||
| Per security | 4 | 1.7 | 0.6 |
| Per security attributable to parent | 4 | (0.4) | (0.2) |
| Basic earnings | |||
| Per security | 4 | 1.8 | (2.0) |
| Per security attributable to parent | 4 | (0.4) | (0.2) |
| Diluted earnings from continuing operations | |||
| Per security | 4 | 1.7 | 0.5 |
| Per security attributable to parent | 4 | (0.4) | (0.2) |
| Diluted earnings | |||
| Per security | 4 | 1.8 | (2.0) |
| Persecurity attributable to parent | 4 | (0.4) | (0.2) |
(1) Prior period weighted average number of securities and EPS have been adjusted in accordance with AASB 133 “Earnings per Share” (“AASB 133”). The weighted average number of securities on issue for the current period, prior to the rights issue in September 2013, has also been adjusted as required by AASB 133.
(2) Distributions relate to the amount paid during FY14. Subsequent to the end of the year, a final distribution was declared for 0.65 cents for a total full year distribution of 1.15 cents.
Page 11
Ingenia Communities Holdings Limited Consolidated balance sheet As at 30 June 2014
| 2014 | 2013 | ||
|---|---|---|---|
| Note | $’000 | $’000 | |
| Current assets | |||
| Cash and cash equivalents | 9 | 12,894 | 38,531 |
| Trade and other receivables | 10 | 3,745 | 8,789 |
| Inventories | 11 | 2,208 | 285 |
| Income tax receivable | 960 | 757 | |
| Assets held for sale | 8(a) | 5,439 | - |
| Assets of discontinued operations | 8(b) | **47,657 ** | 36,576 |
| Total current assets | 72,903 | 84,938 | |
| Non-current assets | |||
| Trade and other receivables | 10 | 2,168 | 2,671 |
| Investment properties | 12 | 498,863 | 370,931 |
| Plant and equipment | 13 | 990 | 1,034 |
| Total non-current assets | 502,021 | 374,636 | |
| Total assets | 574,924 | 459,574 | |
| Current liabilities | |||
| Trade and other payables | 14 | 10,409 | 8,559 |
| Borrowings | 15 | 283 | 267 |
| Retirement village resident loans | 16 | 190,122 | 175,703 |
| Provisions | 17 | 718 | 507 |
| Derivatives | 18 | 84 | - |
| Liabilities of discontinued operations | 8(b) | 30,449 | 21,528 |
| Total current liabilities | 232,065 | 206,564 | |
| Non-current liabilities | |||
| Trade and other payables | 14 | 4,000 | - |
| Borrowings | 15 | 98,073 | 70,539 |
| Provisions | 17 | 249 | 140 |
| Derivatives | 18 | 84 | 209 |
| Deferred tax liabilities | 19 | 276 | 7,470 |
| Total non-current liabilities | **102,682 ** | 78,358 | |
| Total liabilities | 334,747 | 284,922 | |
| Net assets | 240,177 | 174,652 | |
| Equity | |||
| Issued securities | 20 | 569,116 | 510,141 |
| Reserves | 21 | 2,023 | 1,074 |
| Accumulated losses | 22 | (330,962) | (336,563) |
| Total equity | 240,177 | 174,652 | |
| Attributable to securityholders of: | |||
| Ingenia Communities Holdings Limited | |||
| Issued securities | 20 | 7,377 | 6,078 |
| Reserves | 21 | 988 | 308 |
| Retained earnings/(accumulatedlosses) | 22 | (2,659) | 77 |
| 5,706 | 6,463 | ||
| Ingenia Communities Fund | 224,254 | 164,953 | |
| Ingenia Communities Management Trust | 10,217 | 3,236 | |
| 240,177 | 174,652 | ||
| Net asset valueper security (cents) | 35.5 | 34.4 |
Page 12
Ingenia Communities Holdings Limited Consolidated cash flow statement Year ended 30 June 2014
| 2014 | 2013 | ||
|---|---|---|---|
| Note | $’000 | $’000 | |
| Cash flows from operating activities | |||
| Rental and other property income | 43,274 | 29,514 | |
| Payment of management fees | (29) | (166) | |
| Property and other expenses | (34,847) | (26,270) | |
| Proceeds from resident loans | 16(b) | 22,021 | 19,338 |
| Repayment of resident loans | 16(b) | (10,361) | (7,118) |
| Proceeds from sale of manufactured homes | 3,511 | 450 | |
| Purchase of manufactured homes | (4,035) | (275) | |
| Distributions received from formerly equity accounted | 301 | 2,350 | |
| investments | |||
| Interest received | 358 | 578 | |
| Borrowing costs paid | (5,811) | (7,085) | |
| Income tax paid | (142) | (76) | |
| 33 | 14,240 | 11,240 | |
| Cash flows from investing activities | |||
| Purchase and additions of plant and equipment | (443) | (626) | |
| Payments for investment properties | (113,255) | (31,023) | |
| Additions to investment properties | (18,724) | (16,890) | |
| Proceeds from sale of investment properties | 1,200 | 29,322 | |
| Proceeds from sale of equity accounted investments | 5,811 | 37,560 | |
| Amounts received from/(advanced to) villages | 72 | (330) | |
| Payments for lease arrangements | (745) | (699) | |
| (126,084) | 17,314 | ||
| Cash flows from financing activities | |||
| Proceeds from issue of stapled securities | 61,707 | 21,168 | |
| Payments for security issue costs | (2,771) | (1,056) | |
| Receipts from derivatives | - | 1,650 | |
| Payments for derivatives | - | (150) | |
| Finance lease payments | (81) | (13) | |
| Payments for internalisation | - | (600) | |
| Distributions to securityholders | (5,885) | (4,235) | |
| Payments for debt issue costs | (216) | (587) | |
| Proceeds from borrowings | 104,258 | 16,261 | |
| Repayment of borrowings | (68,000) | (56,242) | |
| 89,012 | (23,804) | ||
| Net increase/(decrease) in cash and cash equivalents | (22,832) | 4,750 | |
| Cash and cash equivalents at the beginning of the year | 37,550 | 32,812 | |
| Effects of exchange rate fluctuation on cash held | (167) | (12) | |
| Cash and cash equivalents at the end of theyear | 9 | 14,551 | 37,550 |
Page 13
Ingenia Communities Holdings Limited Statement of changes in equity Year ended 30 June 2014
| Note | ATTRIBUTABLE TO SECURITY HOLDERS |
|---|---|
| INGENIACOMMUNITIES HOLDINGS LIMITED ICF & ICMT Total equity |
|
| Issued capital Reserves Retained earnings Total $’000 $’000 $’000 $’000 $’000 $’000 |
|
| Carrying amount at 1 July 2012 Net loss for the year Other comprehensive income |
6,000 15 1,808 7,823 143,349 151,172 - - (1,245) (1,245) (9,045) (10,290) - - (486) (486) 18,276 17,790 |
| Total comprehensive income for the year | - - (1,731) (1,731) 9,231 7,500 |
| Transactions with securityholders in their capacity as securityholders: Issue of securities 20 78 - - 78 20,019 20,097 Share-based payment transactions 21 - 293 - 293 - 293 Payment of distributions to securityholders 22 - - - - (4,410) (4,410) |
|
| Carrying amount at 30 June 2013 6,078 308 77 6,463 168,189 **174,652 ** |
|
| Net profit/(loss) for the year - - (2,736) (2,736) 14,254 11,518 Other comprehensive income - - - - 269 269 |
|
| Total comprehensive income for the year - - (2,736) (2,736) 14,523 **11,787 ** |
|
| Transactions with securityholders in their capacity as securityholders: Issue of securities 20 1,299 - - 1,299 57,676 58,975 Share-based payment transactions 21 - 680 - 680 - 680 Payment of distributions to securityholders 22 - - - - (5,917) (5,917) |
|
| Carrying amount at 30 June 2014 7,377 988 (2,659) 5,706 234,471 240,177 |
Page 14
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies
(a) The Group
The financial report of Ingenia Communities Holdings Limited (the “Company”) comprises the consolidated financial report of the Company and its controlled entities, including Ingenia Communities Fund (“ICF” or the “Fund”) and Ingenia Communities Management Trust (“ICMT”) (collectively, the “Trusts”). The shares of the Company are “stapled” with the units of the Trusts and trade on the Australian Securities Exchange (“ASX”) effectively as one security. Ingenia Communities RE Limited (“ICRE”), a wholly owned subsidiary of the Company, is the Responsible Entity of the Trusts. In this report, the Company and the Trusts are referred to collectively as the Group.
The constitutions of the Company and the Trusts require that, for as long as they remain jointly quoted on the ASX, the number of shares in the Company and of units in each trust shall remain equal and those securityholders in the Company and unitholders in each trust shall be identical.
The stapling structure will cease to operate on the first to occur of:
-
the Company or either of the Trusts resolving by special resolution in accordance with its constitution to terminate the stapling provisions; or
-
the commencement of the winding up of the Company or either of the Trusts.
The financial report as at and for the year ended 30 June 2014 was authorised for issue by the directors on 26 August 2014.
(b) Basis of preparation
The financial report is a general purpose financial report which has been prepared in accordance with Australian Accounting Standards, Australian Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board ("AASBs") and the Corporations Act 2001 .
The financial report complies with Australian Accounting Standards as issued by the Australian Accounting Standards Board and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board.
As permitted by Class Order 05/642, issued by the Australian Securities and Investments Commission, the financial statements and accompanying notes of the Group have been presented in the attached combined financial report.
The financial report is presented in Australian dollars and all values are rounded to the nearest thousand dollars ($’000) unless otherwise stated.
The financial report is prepared on an historical cost basis, except for investment properties, retirement village resident loans and derivative financial instruments, which are measured at fair value.
At 30 June 2014, the Group recorded a net current asset deficiency of $159,162,000. This deficiency includes retirement village resident loans of $190,122,000 and liabilities from discontinued operations of $30,449,000. Resident loans obligations of the Group are classified as current liabilities due to the demand feature of these obligations despite the unlikely possibility that the majority of the loans will be settled within the next twelve months. Furthermore, if required, the proceeds from new resident loans could be used by the Group to settle its existing loan obligations should those incumbent residents vacate their units. The liabilities of the discontinued operations consist mainly of borrowings of $30,081,000 related to a facility with the Bank of New Zealand and will be repaid upon disposal of the corresponding assets. Accordingly, there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable; and the financial report of the Group has been prepared on a going concern basis.
Page 15
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
(c) Adoption of new and revised accounting standards
The Group has adopted all of the new and revised standards and interpretations issued by the Australian Accounting Standards Board that are relevant to its operations and effective for the current period. The following standards were most relevant to the Group:
-
AASB 10 ”Consolidated Financial Statements” and AASB 2011-7 “Amendments to Australian Accounting Standards arising from consolidation and Joint Arrangements standards”;
-
AASB 13 “Fair Value Measurement” and AASB 2011-8 “Amendments to Australian Accounting Standards arising from AASB 13”;
-
AASB 119 “Employee Benefits” (2011) and AASB 2011-10 “Amendments to Australian Accounting Standards arising from AASB 119 (2011)”;
-
AASB 2012-2 “Amendments to Australian Accounting Standards-Disclosures-Offsetting Financial Assets and Financial Liabilities”; and
-
AASB 2011-4 “Amendments to Australian Accounting Standards to Remove Individual Key Management Personnel Disclosure Requirements”.
The impact of application of each Standard is as follows:
| Accounting Standard |
Impact on the Group |
|---|---|
| AASB 10 and AASB 2011-7 |
AASB 10 amends the definition of control such that an investor controls an investee when a) it has power over an investee; b) it is exposed, or has rights, to variable returns from its involvement with the investee and c) has the ability to use its power to affect its returns. All three conditions have to be met for an investor to have control. The application of the standard did not have any impact on the Group. |
| AASB 13 and AASB 2011-8 |
AASB 13 establishes a single source of guidance for fair value measurements and disclosures about fair value. The standard is broad in scope and applies to both financial instrument and non-financial instrument items with the exception of a few items like share-based payments and leases, which are covered by other standards. AASB 13 defines fair value as the price that would be received to sell an asset or liability in an orderly transaction in the principal (or the most advantageous) market at the measurement date under current market conditions. Valuations made are categorised into three levels based on the inputs used. However, regardless of the valuation methodology applied, fair value represents the exit price in relation to the asset or liability. The standard applies prospectively from 1 January 2013. The Group has applied requirements of the Standard in all its valuations, in particular of investment properties. Additionally, the disclosure requirements of the standard, which include information about assumptions made and the qualitative impact of those assumptions on fair value, have been complied with. |
| AASB 119 and AASB 2011-10 |
AASB 119 amends the definition of short-term employee benefits, with the distinction now being based on whether the benefits are expected to be settled within 12 months after reporting date (short-term benefit). Long term employee benefits are required to be measured using the actuarial valuation method. The method involves projecting future cash flows and discounting back to present value. This requirement applies to the annual leave balance for the Group. The application of the standard’s requirement for both current and previous periods did not result in amendment to the figures disclosed, as the changes were not material. |
Page 16
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
The standard provides application and presentation guidance to AASB 132 ‘Financial Instruments: Presentation’ for applying some offsetting criteria. The Group has applied the requirements of the Standard, which necessitates AASB 2012-2 disclosure of information about rights of offset and related arrangements for financial instruments under an enforceable master netting arrangement or similar arrangement. This has resulted in changes to disclosure principally for retirement village resident loans for the Group. The standard amends AASB 124 ‘Related Party Disclosures’ to remove individual key management personnel disclosures required by Australian AASB 2011-4 specific paragraphs. The application of the standard did not have any financial impact on the Group, though there have been some changes to disclosures as mandated by the standard.
(d) Principles of consolidation
The Group’s consolidated financial statements comprise the Company and its subsidiaries (including the Trusts). Subsidiaries are all those entities (including special purpose entities) over which the Company or the Trusts have the power to govern the financial and operating policies so as to obtain benefits from their activities.
The financial statements of the subsidiaries are prepared for the same reporting period as the parent, using consistent accounting policies. Inter-company balances and transactions including dividends and unrealised gains and losses from intra-group transactions have been eliminated.
Subsidiaries are consolidated from the date on which the parent obtains control. They are deconsolidated from the date that control ceases.
Investments in subsidiaries are carried at cost in the parent’s financial statements.
The Company was incorporated on 24 November 2011. In accordance with Accounting Standard AASB 3 Business Combinations , the stapling of the Company and the Trusts was regarded as a business combination. Under AASB 3, the stapling was accounted for as a reverse acquisition with ICF “acquiring” the Company and the Company subsequently being identified as the ongoing parent for preparing consolidated financial reports. Consequently, the consolidated financial statements are a continuation of the financial statements of the Trusts, and include the results of the Company from the date of incorporation.
(e) Business combinations and goodwill
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, measured at acquisition date fair value and the amount of any non-controlling interest in the acquiree. For each business combination, the Group elects whether it measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition costs incurred are expensed and included in other expenses.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date.
If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date through profit or loss.
Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interest over the net identifiable assets acquired and liabilities assumed. If this consideration is lower than the fair value of the net assets of the subsidiary acquired, the difference is recognised in profit or loss.
Page 17
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
(f) Discontinued operations and assets held for sale
The Group has classified certain components as discontinued operations. A discontinued operation is a component of the entity that has been disposed of, or is classified as held for sale, and that represents a separate major line of business or geographical area of operations, or is part of a single co-ordinated plan to dispose of such a line of business or area of operations. The results of discontinued operations are presented separately on the face of the income statement.
Components of the entity are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use. They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets such as investment property, which are carried at fair value.
An impairment loss is recognised for any initial or subsequent write-down of the asset (or disposal group) to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset (or disposal group), but not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the noncurrent asset (or disposal group) is recognised at the date of derecognition.
Non-current assets classified as held for sale, and the assets of a disposal group classified as held for sale, are presented separately from the other assets on the face of the balance sheet. The liabilities of a disposal group classified as held for sale are presented separately from other liabilities on the face of the balance sheet.
Details of discontinued operations and assets held for sale are given at note 8.
(g) Dividends and distributions
A liability for any dividend or distribution declared on or before the end of the reporting period is recognised on the balance sheet in the reporting period to which the dividend or distribution pertains.
(h) Foreign currency
(i) Functional and presentation currencies
The presentation currency of the Group, and functional currency of the Company, is the Australian dollar.
(ii) Translation of foreign currency transactions
Transactions in foreign currency are initially recorded in the functional currency at the exchange rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currency are retranslated at the rate of exchange prevailing at the balance date. All differences in the consolidated financial report are taken to the income statement with the exception of differences on foreign currency borrowings designated as a hedge against a net investment in a foreign entity. These are taken directly to equity until the disposal of the net investment at which time they are recognised in the income statement.
A non-monetary item that is measured at fair value in a foreign currency is translated using the exchange rates at the date when the fair value was determined.
(iii) Translation of financial statements of foreign subsidiaries
The functional currency of certain subsidiaries is not the Australian dollar. At reporting date, the assets and liabilities of these entities are translated into the presentation currency of the Group at the rate of exchange prevailing at balance date. Financial performance is translated at the average exchange rate prevailing during the reporting period. The exchange differences arising on translation are taken directly to the foreign currency translation reserve in equity.
On disposal of a foreign entity, the deferred cumulative amount recognised in equity relating to that foreign operation is recognised in the income statement.
Page 18
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
(i) Leases
Finance leases, which transfer to the Group substantially all the risks and benefits incidental to ownership of the leased item, are capitalised at the inception of the lease at the fair value of the leased asset or, if lower, at the present value of the minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognised as an expense in the income statement.
Finance leases, which transfer away from the Group substantially all the risks and benefits incidental to ownership of the leased item, are recognised at the inception of the lease. A finance lease receivable is recognised on inception at the present value of the minimum lease receipts. Finance lease receipts are apportioned between the interest income and reduction in the lease receivable to achieve a constant rate of interest on the remaining balance of the receivable. Interest is recognised as income in the income statement.
Leases of properties that are classified as investment properties, are classified as finance leases under AASB 140 Investment Properties .
Leases where the lessor retains substantially all the risks and benefits of ownership are classified as operating leases. Operating lease payments are recognised as an expense in the income statement on a straight-line basis over the term of the lease.
(j) Plant and Equipment
Plant and equipment is stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Such cost includes the cost of replacing part of the property, plant and equipment and borrowing costs for long-term construction projects if the recognition criteria are met. When significant parts of property, plant and equipment are required to be replaced at intervals, the Group recognises such parts as individual assets with specific useful lives and depreciates them accordingly. Likewise, when a major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in profit or loss as incurred. The present value of the expected cost for the decommissioning of an asset after its use is included in the cost of the respective asset if the recognition criteria for a provision are met.
(k) Financial assets and liabilities
Current and non-current financial assets and liabilities within the scope of AASB 139 Financial Instruments: Recognition and Measurement are classified as fair value through profit or loss; loans and receivables; held-to-maturity investments or as available-for-sale. The Group determines the classification of its financial assets and liabilities at initial recognition with the classification depending on the purpose for which the asset or liability was acquired or issued. Financial assets and liabilities are initially recognised at fair value, plus directly attributable transaction costs unless their classification is at fair value through profit or loss. They are subsequently measured at fair value or amortised cost using the effective interest method. Changes in fair value of available-for-sale financial assets are recorded directly in equity. Changes in fair values of any other financial assets and liabilities classified as at fair value through profit or loss are recorded in the income statement.
The fair values of financial instruments that are actively traded in organised financial markets are determined by reference to quoted market bid prices at the close of business on the balance sheet date. For those with no active market, fair values are determined using valuation techniques. Such techniques include: using recent arm's length market transactions; reference to the current market value of another instrument that is substantially the same; discounted cash flow analysis and option pricing models, making as much use of available and supportable market data as possible and keeping judgemental inputs to a minimum.
Page 19
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
(l) Impairment of non-financial assets
Assets other than investment property and financial assets carried at fair value, are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows that are largely independent of the cash inflows from other assets or groups of assets. Non-financial assets excluding goodwill which have suffered impairment are reviewed for possible reversal of the impairment at each reporting date.
(m) Cash and cash equivalents
Cash and cash equivalents in the balance sheet and cash flow statements comprise cash at bank and in hand and short-term deposits that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value.
(n) Trade and other receivables
Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less any provision for impairment. An allowance for impairment is made when there is objective evidence that collection of the full amount is no longer probable.
(o) Inventories
The Group holds inventory in relation to the acquisition and development of manufactured homes within its Active Lifestyle Estates segment.
Inventories are held at the lower of cost and net realisable value.
Costs of inventories comprise all acquisition costs, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. Inventory includes work in progress and raw materials used in the production of manufactured home units.
Net realisable value is determined on the basis of an estimated selling price in the ordinary course of business less estimated costs of completion and the estimated costs necessary to make the sale.
(p) Derivative financial instruments
The Group uses derivative financial instruments such as foreign currency contracts and interest rate swaps to hedge its risks associated with foreign currency and interest rate fluctuations. Such derivative financial instruments are initially recognised at fair value on the date in which the derivative contract is entered into and are subsequently remeasured to fair value.
(q)
Investment property
Land and buildings have the function of an investment and are regarded as composite assets. In accordance with applicable accounting standards, the buildings, including plant and equipment, are not depreciated.
Investment property includes property under construction and tourism cabins.
Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are stated at fair value, which reflects market conditions at the reporting date. Gains or losses arising from changes in the fair values of investment properties are included in the income statement in the period in which they arise, including corresponding tax effect.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal market for the asset or liability or in its absence, the most advantageous market.
Page 20
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
It is the Group’s policy to have all investment properties externally valued at intervals of not more than two years and that such valuation be reflected in the financial reports of the Group. It is the policy of the Responsible Entity to review the fair value of each investment property every six months and to cause investment properties to be revalued to fair values whenever their carrying value materially differs to their fair values.
Changes in the fair value of the an investment property are recorded in the statement of comprehensive income.
In determining fair values, expected net cash flows are discounted to their present value using a market determined risk adjusted discount rate. The assessment of fair value of investment properties does not take into account potential capital gains tax assessable.
(r) Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination are their fair values as at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated impairment losses.
Internally generated intangible assets are not capitalised and expenditure is reflected in the income statement in the year in which the expenditure is incurred.
The useful lives of intangible assets have been assessed as finite. Consequently, intangible assets are amortised on a straight-line basis over their useful economic lives and assessed for impairment whenever there is an indication that the intangible asset may be impaired. Amortisation expense is recognised in the income statement in the expense category consistent with the function of the intangible assets.
(s) Payables
Trade and other payables are carried at amortised cost and due to their short-term nature are not discounted. They represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and are recognised when the Group becomes obliged to make future payments in respect of the purchase of these goods and services.
(t) Provisions, including employee benefits
(i) General
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When the Group expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the statement of profit or loss net of any reimbursement.
(ii) Wages, salaries, annual leave and sick leave
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within twelve months of the reporting date are recognised in respect of employees' services up to the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled. Expenses for non-accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.
Page 21
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
(iii) Long service leave
The liability for long service leave is recognised and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures, and periods of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows.
(u) Retirement village resident loans
These loans, which are repayable on the departure of the resident, are classified as financial liabilities at fair value through profit and loss with resulting fair value adjustments recognised in the income statement. The fair value of the obligation is measured as the ingoing contribution plus the resident's share of capital appreciation to reporting date. Although the expected average residency term is more than ten years, these obligations are classified as current liabilities, as required by Accounting Standards, because the Group does not have an unconditional right to defer settlement to more than twelve months after reporting date.
This liability is stated net of accrued deferred management fees at reporting date, because the Group’s contracts with residents require net settlement of those obligations.
Refer to notes 27(k) and 1(aa) for information regarding the valuation of retirement village resident loans.
(v) Borrowings
Borrowings are initially recorded at the fair value of the consideration received less directly attributable transaction costs associated with the borrowings. After initial recognition, borrowings are subsequently measured at amortised cost using the effective interest rate method. Under this method fees, costs, discounts and premiums that are yield related are included as part of the carrying amount of the borrowing and amortised over its expected life.
Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement to more than twelve months after reporting date.
Borrowing costs are expensed as incurred except where they are directly attributable to the acquisition, construction or production of a qualifying asset. When this is the case, they are capitalised as part of the acquisition cost of that asset.
(w) Issued equity
Issued and paid up securities are recognised at the fair value of the consideration received by the Group. Any transaction costs arising on issue of ordinary securities are recognised directly in equity as a reduction of the security proceeds received.
(x) Revenue
Revenue from rents, interest and distributions is recognised to the extent that it is probable that the economic benefits will flow to the entity and the revenue can be reliably measured. Revenue brought to account but not received at balance date is recognised as a receivable.
Rental income from operating leases is recognised on a straight-line basis over the lease term. Contingent rentals are recognised as income in the financial year that they are earned. Fixed rental increases that do not represent direct compensation for underlying cost increases or capital expenditures are recognised on a straight-line basis until the next market review date. Rent paid in advance is recognised as unearned income.
Deferred management fee income is calculated as the expected fee to be earned on a resident’s ingoing loan, allocated pro-rata over the resident’s expected tenure, together with any share of capital appreciation that has occurred at reporting date.
Page 22
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
Revenue from the sale of manufactured homes within the Active Lifestyle Estate segment is recognised when the significant risks, rewards of ownership and effective control has been transferred to the buyer.
Government incentives are recognised where there is reasonable assurance the incentive will be received and all attached conditions will be complied with. When the incentive relates to an expense item, it is recognised as income on a systematic basis over the periods that the incentive is intended to compensate.
Interest income is recognised as the interest accrues using the effective interest rate method.
(y) Share-based payment transactions
Certain senior executives of the Group receive remuneration in the form of share-based payment transactions, whereby employees render services as consideration for equity instruments (equitysettled transactions). The Group does not have any cash-settled share-based payment transactions in the financial year.
The cost of equity-settled transactions is recognised, together with a corresponding increase in reserves in equity, over the period in which the performance and service conditions are fulfilled. The cumulative expense recognised for these transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate of the number of equity instruments that will ultimately vest. The income statement expense or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period and is recognised in employee expenses.
No expense is recognised for awards that do not ultimately vest, except for equity-settled transactions for which vesting is conditional upon a market or non-vesting condition. These are treated as vesting irrespective of whether or not the market or non-vesting condition is satisfied, provided that all other performance and service conditions are satisfied.
When the terms of an equity-settled transaction are modified, the minimum expense recognised is the expense as if the terms had not been modified, if the original terms of the award are met. An additional expense is recognised for any modification that increases the total fair value of the transaction, or is otherwise beneficial to the employee as measured at the date of modification.
When an equity-settled award is cancelled, it is treated as if it vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. This includes any award where non-vesting conditions within the control of either the Group or the employee are not met. However, if a new award is substituted for the cancelled award, and designated as a replacement award on the date that it is granted, the cancelled and new awards are treated as if they were a modification of the original award, as described in the previous paragraph.
The dilutive effect of outstanding rights is reflected as additional share dilution in the computation of diluted earnings per share.
(z) Income tax
(i) Current income tax
Under the current tax legislation, ICF and its subsidiaries are not liable to pay Australian income tax provided that its taxable income (including any assessable capital gains) is fully distributed to securityholders each year. Tax allowances for building and fixtures depreciation are distributed to securityholders in the form of the tax-deferred component of distributions.
However, the Company, ICMT and their subsidiaries are subject to Australian income tax.
Current tax assets and liabilities for the current period are measured at the amount expected to be recovered from, or paid to, the taxation authorities based on the current period's taxable income. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date.
Page 23
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
The subsidiaries that hold the Group’s foreign properties may be subject to corporate income tax and withholding tax in the countries in which they operate. Under current Australian income tax legislation, securityholders may be entitled to receive a foreign tax credit for this withholding tax.
(ii) Deferred income tax
Deferred income tax represents tax (including withholding tax) expected to be payable or recoverable by taxable entities on the differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised through continuing use or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at reporting date. Income taxes related to items recognised directly in equity are recognised in equity and not against income.
(iii) Tax Consolidation
Each of the Company and ICMT and their respective subsidiaries have formed a tax consolidation group with the Company or ICMT being the head entity. The head entity and the controlled entities in the tax consolidation group continue to account for their own current and deferred tax amounts. Each tax consolidated group has applied a group allocation approach in determining the appropriate amount of current taxes and deferred taxes to allocate to the members therein.
In addition to its own current and deferred tax amounts, each tax consolidated group also recognises the current tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits assumed from entities in their respective tax consolidated group.
Assets of liabilities arising under tax funding agreements with the tax consolidated entities are recognised as amounts receivable from or payable to other entities in the group.
(aa) Fair value measurement
The Group measures financial instruments, such as, derivatives, and non-financial assets such as investment properties, at fair value at each balance sheet date. Also, fair values of financial instruments measured at amortised cost are disclosed in note 27.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
-
In the principal market for the asset or liability, or
-
In the absence of a principal market, in the most advantageous market for the asset or liability.
The principal or the most advantageous market must be accessible to the Group.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group determines whether transfers have occurred between Levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of the reporting period.
Page 24
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
The Group’s Audit and Risk Committee determines the policies and procedures for both recurring fair value measurement, such as investment properties and resident loans and for non-recurring measurement.
External valuers are involved for valuation of significant assets, such as properties and significant liabilities. Selection criteria include market knowledge, experience and qualifications, reputation, independence and whether professional standards are maintained.
On a six monthly basis management presents valuation results to the Audit and Risk Committee and the Group’s auditors. This includes a discussion of the major assumptions used in the valuations.
For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
(bb) Goods and services tax (“GST”)
Revenue, expenses and assets (with the exception of receivables) are recognised net of the amount of GST to the extent that the GST is recoverable from the taxation authority. Where GST is not recoverable, it is recognised as part of the cost of the acquisition, or as an expense.
Receivables and payables are stated inclusive of GST. The net amount of GST recoverable from or payable to the tax authority is included in the balance sheet as an asset or liability.
Cash flows are included in the cash flow statement on a gross basis. The GST components of cash flows arising from investing and financing activities, which are recoverable from or payable to the tax authorities, are classified as operating cash flows.
(cc) Earnings Per Share (“EPS”)
Basic EPS is calculated as net profit attributable to members of the Group, divided by the weighted average number of ordinary shares, adjusted for any bonus element.
Diluted EPS is calculated as net profit attributable to the Group divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.
(dd) Pending accounting standards
AASB 9 Financial Instruments is applicable to reporting periods beginning on or after 1 January 2018. The Group has not early adopted this standard. This standard provides requirements for the classification and measurement of financial assets and accounting for financial liabilities. These requirements seek to improve and simplify the requirements listed in AASB 139 Financial Instruments: Recognition and Measurement . The Group is currently evaluating the impact of this standard.
AASB 2012-3 Amendments to Australian Accounting Standards-Offsetting Financial Assets and Liabilities is applicable for annual financial periods beginning on or after 1 January 2014. The standard makes amendments to AASB 132 Financial Instruments-Presentation as a result of the issuance of International Financial Reporting Standard Offsetting Financial Assets and Financial Liabilities and provides application guidance to certain criteria mentioned in AASB 132. The application of the Standard does not have any impact on the results of the Group as retirement village resident loans are already offset as there is a current legally enforceable right and there is an intention to settle on a net basis.
AASB 2014-1 Amendments to Australian Accounting Standards is applicable for periods beginning on or after 1 July 2014. This standard clarifies that judgement is needed to determine whether an acquisition of investment property is solely the acquisition of an investment property or whether it is an acquisition of a group of assets or a business combination within the scope of AASB 3 Business Combinations that includes an investment property. The Group currently makes an assessment about this classification for each investment property acquired, therefore no impact is expected from this change except for additional disclosures regarding judgements and estimates.
Page 25
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
Other new accounting standards, amendments to accounting standards and interpretations have been published that are not mandatory for the current reporting period. These are not expected to have any material impact on the Group’s financial reporting future reporting periods.
(ee) Current versus non-current classification
The Group presents assets and liabilities in the balance sheet based on current/non-current classification. An asset is current when it is:
-
Expected to be realised or intended to be sold or consumed in the normal operating cycle
-
Held primarily for the purpose of trading
-
Expected to be realised within twelve months after the reporting period, or
-
Cash or cash equivalents unless restricted from being exchanged or used to settle a liability for at least twelve months after reporting period.
All other assets are classified as non-current.
A liability is current when:
-
It is expected to be settled in the normal operating cycle
-
It is held primarily for the purpose of trading
-
It is due to be settled within twelve months after the reporting period, or
-
There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.
The Group classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
2. Accounting estimates and judgements
The preparation of financial statements requires the use of certain critical accounting estimates. It also requires the Group to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed below.
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
(a) Critical accounting estimates and assumptions
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates, by definition, will seldom equal the related actual results. The 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 discussed below.
(i) Valuation of investment property
The Group has investment properties with a carrying amount of $498,863,000 (2013: $370,931,000) (refer note 12), and retirement village residents’ loans with a carrying amount of $190,122,000 (2013: $175,703,000) (refer note 16), which together represent the estimated fair value of the Group’s interest in seniors living properties. In addition, the Group holds investment properties with carrying amounts of $45,902,000 (2013: $35,343,000) which are included in assets of discontinued operations (refer note 8(b)).
These carrying amounts reflect certain assumptions about expected future rentals, rent-free periods, operating costs and appropriate discount and capitalisation rates. The valuation assumptions for deferred management fee villages reflect assumptions relating to average length of stay, unit market values, estimates of capital expenditure, contract terms with residents, discount rates and projected property growth rates.
Page 26
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
2. Accounting estimates and judgements (continued)
In forming these assumptions, the Responsible Entity considered information about current and recent sales activity, current market rents, and discount and capitalisation rates, for properties similar to those owned by the Group, as well as independent valuations of the Group’s property.
(ii) Valuation of inventories
The Group has inventory in the form of manufactured homes, which it carries at the lower of cost or net realisable value. Estimates of net realisable value are based on the most reliable evidence available at the time the estimates are made, of the amount the inventories are expected to realise and the estimate of costs to complete. Key assumptions require the use of management judgement, which are continually reviewed.
(iii) Fair value of derivatives
The fair value of derivative assets and liabilities is based on assumptions of future events and involves significant estimates. Given the complex nature of these instruments and various assumptions that are used in calculating mark-to-market values, the Group relies on counterparty valuations for derivative values. The counterparty valuations are usually based on mid-market rates and calculated using the main variables including the forward market curve, time and volatility.
(iv) Valuation of share-based payments
Valuation of share-based payment transactions is performed using judgements around the fair value of equity instruments on the date at which they are granted. The fair value is determined using a Monte Carlo based simulation method. Refer to note 25 for assumptions used in determining the fair value.
(v) Valuation of assets acquired in business combinations
Upon recognising the acquisition, management uses estimations and assumptions of the fair value of assets and liabilities assumed at the date of acquisition, including judgements related to valuation of investment property as discussed above.
(vi) Valuation of retirement village resident loans
The fair value of the retirement village resident loans is calculated by reference to the initial loan amount plus the resident’s share of any capital gains in accordance with their contracts less any deferred management fee income accrued to date by the Group as operator. The key assumption for calculating the capital gain and deferred management fee income components is the value of the dwelling being occupied by the resident. This value is determined by reference to the valuation of investment property as referred to above.
(vii) Calculation of deferred management fee (“DMF”)
Deferred management fees are recognised by the Group over the estimated period of time the property will be leased by the resident and the accrued DMF is realised upon exit of the resident. The accrued DMF is based on various inputs including the initial price of the property, estimated length of stay of the resident, various contract terms and projected price of property at time of re-leasing.
(b) Critical judgements in applying the entity’s accounting policies
There were no judgements, apart from those involving estimations, that management has made in the process of applying the entity’s accounting policies that had a significant effect on the amounts recognised in the financial report.
3. Segment information
(a) Description of segments
The Group invests in seniors living properties located in Australia with three reportable segments:
-
Garden Villages – rental villages;
-
Settlers Lifestyle – deferred management fee villages; and
-
Active Lifestyle Estates – comprising permanent and short stay rentals within lifestyle parks and the sale of manufactured homes.
Page 27
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
3. Segment information (continued)
The Group has identified its operating segments based on the internal reports that are reviewed and used by the chief operating decision maker in assessing performance and in determining the allocation of resources. Other parts of the Group are neither an operating segment nor part of an operating segment. Assets that do not belong to an operating segment are described below as “unallocated”.
(b) 30 June 2014
| (b) 30 June 2014 |
|||||
|---|---|---|---|---|---|
| Active | Settlers | Garden | Corporate/ |
Total | |
| Lifestyle | Villages | Unallocated |
|||
| Estates | |||||
| $’000 | $’000 | $’000 | $’000 | $’000 | |
| (i) Segment revenue |
|||||
| External segment revenue | 13,589 | 10,575 | 24,571 | - | 48,735 |
| Interest income | - | - | - | 369 | 369 |
| Reclassification of gain on revaluation | - | (3,320) | - | - | (3,320) |
| of newly constructedvillages | |||||
| Total revenue | 13,589 | 7,255 | 24,571 | 369 | **45,784 ** |
| (ii) Segment underlying profit |
|||||
| External segment revenue | 13,589 | 10,575 | 24,571 | - | 48,735 |
| Interest income | - | - | - | 369 | 369 |
| Property expenses | (2,640) | (1,900) | (6,798) | (275) | (11,613) |
| Employee expenses | (4,096) | (2,173) | (6,365) | (2,707) | (15,341) |
| Administration expenses | (384) | (226) | (996) | (2,765) | (4,371) |
| Operational, marketing and selling | (421) | (1,801) | (512) | (402) | (3,136) |
| expenses | |||||
| Manufactured home cost of sales | (2,130) | - | - | - | (2,130) |
| Finance expense | - | - | - | (4,446) | (4,446) |
| Income tax benefit | - | - | - | 2,896 | 2,896 |
| Underlying profit/(loss) – continuing operations |
3,918 | 4,475 | 9,900 | (7,330) | 10,963 |
| Reconciliation of underlying profit to profit from | continuing | operations: | |||
| Net foreign exchange loss | - | - | - | (147) | (147) |
| Net gain/(loss) on change in fair value of: | |||||
| Investment properties | (2,124) | (599) | 2,382 | - | (341) |
| Derivatives | - | - | - | 41 | 41 |
| Retirement village resident loans | - | (616) | - | - | (616) |
| Gain on revaluation of newly | - | (3,320) | - | - | (3,320) |
| constructed villages | |||||
| Income tax benefit associated with | - | - | - | 4,368 | 4,368 |
| reconciliation items | |||||
| Profit from continuing operations | |||||
| per the Consolidated Statement of | 1,794 | (60) | 12,282 | (3,068) | 10,948 |
| Comprehensive Income | |||||
| (iii) Segment assets |
|||||
| Segment assets | 130,243 | 262,498 | 115,293 | 13,794 | 521,828 |
| Assets held for sale | 5,439 | ||||
| Discontinued operations | 47,657 | ||||
| Total assets | 574,924 |
Page 28
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
3. Segment information (continued)
(c) 30 June 2013
| (c) 30 June 2013 |
|||||
|---|---|---|---|---|---|
| Active | Settlers | Garden |
Corporate/ | Total | |
| Lifestyle | Villages | Unallocated | |||
| Estates | |||||
| $’000 | $’000 | $’000 | $’000 | $’000 | |
| (i) Segment revenue |
|||||
| External segment revenue | 879 | 11,443 | 20,327 | - | 32,649 |
| Interest income | - | - | - | 563 | 563 |
| Reclassification of gain on revaluation | - | (4,619) | - | - | (4,619) |
| of newly constructedvillages | |||||
| Total revenue | 879 | 6,824 | 20,327 | 563 | 28,593 |
| (ii) Segment underlying profit |
|||||
| External segment revenue | 879 | 11,443 | 20,327 | - | 32,649 |
| Interest income | - | - | - | 563 | 563 |
| Property expenses | (37) | (2,390) | (5,312) | 89 | (7,650) |
| Employee expenses | (59) | (2,045) | (5,349) | (2,786) | (10,239) |
| Administration expenses | (51) | (218) | (991) | (1,912) | (3,172) |
| Operational, marketing and selling | (80) | (1,125) | (984) | (169) | (2,358) |
| expenses | |||||
| Manufactured home cost of sales | (297) | - | - | - | (297) |
| Finance expense | - | - | - | (6,112) | (6,112) |
| Income taxexpense | - | - | - | (43) | (43) |
| Underlying profit/(loss) – | 355 | 5,665 | 7,691 | (10,370) | 3,341 |
| continuing operations | |||||
| Reconciliation of underlying profit to | profit from | continuing | operations: | ||
| Net foreign exchange gain | - | - | - | 37 | 37 |
| Net loss on disposal of investment | - | - | (107) | - | (107) |
| property | |||||
| Net gain/(loss) on change in fair value | |||||
| of: | |||||
| Investment properties | (15) | (1,512) | 4,984 | - | 3,457 |
| Derivatives | - | - | - | 752 | 752 |
| Retirement village resident loans | - | 327 | - | - | 327 |
| Gain on revaluation of newly | - | (4,619) | - | - | (4,619) |
| constructed villages | |||||
| Amortisation of intangibles | - | - | - | (585) | (585) |
| Other | - | - | - | (185) | (185) |
| Income tax benefit associated with | - | - | - | 410 | 410 |
| reconciliation items | |||||
| Profit from continuing operations | 340 | (139) | 12,568 | (9,941) | 2,828 |
| per the Consolidated Statement of | |||||
| Comprehensive Income | |||||
| (iii) Segment assets |
|||||
| Segment assets | 18,559 | 255,006 | 101,108 | 48,325 | 422,998 |
| Discontinued operations | 36,576 | ||||
| Total assets | 459,574 |
Page 29
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
4. Earnings per security[(1)]
| 4. Earnings per security(1) |
|||
|---|---|---|---|
| Note | 2014 | 2013 | |
| (a) Per security |
|||
| Profit/(loss) attributable to securityholders ($’000) | 11,518 | (10,290) | |
| Profit from continuing operations ($’000) | 10,948 | 2,828 | |
| Profit/(loss) from discontinued operations ($’000) | 570 | (13,118) | |
| Weighted average number of securities outstanding (thousands): | |||
| Issued securities | 646,603 | 509,716 | |
| Dilutive securities | |||
| Performance quantum rights | 2,310 | 3,842 | |
| Retention quantum rights | 25 | 1,818 | 1,818 |
| Weighted average number of issued and dilutive potential | 650,731 | 515,376 | |
| securities outstanding (thousands) | |||
| Basic earnings per security from continuing operations (cents) | 1.7 | 0.6 | |
| Basic earnings per security from discontinued operations (cents) | 0.1 | (2.6) | |
| Basic earnings per security (cents) | 1.8 | (2.0) | |
| Dilutive earnings per security from continuing operations (cents) | 1.7 | 0.5 | |
| Dilutive earnings per security from discontinued operations (cents) | 0.1 | (2.5) | |
| Dilutive earnings per security (cents) | 1.8 | (2.0) | |
| (b) Per security attributable to parent |
|||
| Loss attributable to securityholders ($’000) | (2,734) | (1,245) | |
| Weighted average number of securities outstanding (thousands): | |||
| Issued securities | 646,603 | 509,716 | |
| Dilutive securities | |||
| Performance quantum rights | 2,310 | 3,842 | |
| Retention quantum rights | 25 | 1,818 | 1,818 |
| Weighted average number of issued and dilutive potential | 650,731 | 515,376 | |
| securities outstanding (thousands) | |||
| Basic earnings per security (cents) | (0.4) | (0.2) | |
| Dilutive earnings per security (cents) | (0.4) | (0.2) |
(1) Prior year weighted average number of securities and EPS have been adjusted in accordance with AASB 133 “Earnings per Share (“AASB 133”). The weighted average number of securities on issue for the current year, prior to the rights issue in September 2013, has also been adjusted as required by AASB 133.
5. Revenue
| 5. Revenue |
||
|---|---|---|
| 2014 | 2013 | |
| $’000 | $’000 | |
| (a) Rental income |
||
| Residential rental income - Garden Villages | 21,032 | 17,432 |
| Residential rental income – Settlers Lifestyle | 1,025 | 1,362 |
| Residential rental income - Active Lifestyle Estates | 4,231 | 437 |
| Short-term rental income-Active Lifestyle Estates | 5,355 | 56 |
| Total rental income | 31,643 | 19,287 |
| (b) Other property income |
||
| Government incentives | 219 | 127 |
| Commissions and administrative fees | 239 | 426 |
| Linen fees | 170 | 138 |
| Land transfer duty refund | 622 | - |
| Sundry income | 263 | 181 |
| Utility recoveries | 306 | - |
| Total other property income | 1,819 | 872 |
Page 30
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
6. Finance expense
| 6. Finance expense |
||
|---|---|---|
| 2014 | 2013 | |
| $’000 | $’000 | |
| Interest paid or payable | 4,189 | 6,076 |
| Finance lease interest paid or payable(1) | **257 ** | 36 |
| Total finance expense | 4,446 | 6,112 |
(1) Finance lease interest relates to a long term lease with Gosford City Council for the land and facilities of Ettalong Holiday Village and long term Crown leases in relation to One Mile Beach Holiday Park. Refer to note 15(b).
7. Income tax benefit
| 2014 | 2013 | |
|---|---|---|
| $’000 | $’000 | |
| (a) Income tax benefit |
||
| Current tax | 84 | (84) |
| Decrease in deferred tax liabilities | 7,180 | 451 |
| Income tax benefit | **7,264 ** | 367 |
| (b) Reconciliation between tax expense and pre-tax profit |
||
| Profit before income tax | 3,684 | 2,461 |
| Less amounts not subject to Australian income tax | (14,741) | (7,365) |
| (11,057) | (4,904) | |
| Income tax at the Australian tax rate of 30% (2013: 30%) | 3,317 | 1,471 |
| ICMT tax consolidation impact | 2,823 | - |
| Tax effect of amounts which are not deductible/(taxable) in calculating | ||
| taxable income: | ||
| Prior period income tax return true-ups | 613 | (52) |
| Movements in carrying value and tax cost base of investment properties | 1,163 | (80) |
| Movements in carrying value and tax cost base of DMF receivables | (1,232) | (907) |
| Other timing differences | 580 | 289 |
| Non-recognition of Australian tax losses | - | (354) |
| Income tax benefit | **7,264 ** | 367 |
(c) Tax consolidation
Effective from 1 July 2011, ICH and its Australian domiciled wholly owned subsidiaries formed a tax consolidation group with ICH being the head entity. Under the tax funding agreement the funding of tax within the tax group is based on taxable income as if that entity was not a member of the tax group.
Effective from 1 July 2012, ICMT and its Australian domiciled owned subsidiaries formed a tax consolidation group with ICMT being the head entity. Under the tax funding agreement the funding of tax within the tax group is based on taxable income as if that entity was not a member of the tax group.
Upon entering into the ICMT tax consolidated group, the tax cost bases for certain assets were reset resulting in income tax benefits being recorded. In addition, unrecognised losses incurred by entities within the ICMT tax consolidated group are now available for utilisation by the ICMT tax consolidated group resulting in an additional income tax benefit being recorded.
Page 31
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
8. Discontinued operations and assets held for sale
(a) Assets held for sale
(i) Details of assets held for sale
Prior to 30 June 2014, the Group entered into discussions with a third party regarding the sale of Noyea Riverside Village (“Noyea”). Noyea was included within the Settlers Lifestyle segment. Settlement on the sale of Settlers Lifestyle Noyea was completed on 31 July 2014 at an adjusted sales price of $5.4 million resulting in $nil gain or loss recognised upon completion.
(ii) Assets held for sale
The following is the breakdown of the assets held for sale at Noyea:
| 2014 | ||
|---|---|---|
| Note | $’000 | |
| Investment property | 12(b) | - |
| Deferred management fee receivable | 16(b) | 5,439 |
| 5,439 |
(b) Discontinued operations
(i) Details of discontinued operations
The Group’s investment in the New Zealand Students business has been classified as a discontinued operation since 30 June 2011, which is consistent with the previously announced strategy to focus on transitioning to an actively managed Australian seniors living business. The Group holds a 100% interest in three facilities in Wellington, New Zealand that are primarily leased for 15 years to Victoria University of Wellington and Wellington Institute of Technology.
The Group has completed a sales campaign and terms have been agreed with a global real estate investment firm. Following divestment of these operations the proceeds will be reinvested into its Australian lifestyle parks business.
The comparative figures include results from certain properties held is the United States, which had been classified as discontinued operations since November 2009. The Group completely exited US operations in February 2013 with some funds remaining in escrow. During the current year, the Group received US$6.8 million of escrows and based on an assessment of remaining amounts due an additional gain of $0.3 million has been booked.
(ii) Financial performance
The financial performance of components of the Group disposed of or classified as discontinued operations was:
| operations was: | ||
|---|---|---|
| 2014 | 2013 | |
| $’000 | $’000 | |
| Revenue | 3,210 | 5,295 |
| Net loss on change in fair value of Investment properties | (1,630) | (2,783) |
| Unrealised net foreign exchange gain/(loss) | 1,557 | (718) |
| Other income | - | 31 |
| Expenses | (2,864) | (4,746) |
| Distributions from formerly equity accounted investments | 274 | 2,350 |
| Disposal costs associated with overseas investments | (290) | (672) |
| Profit/(loss) from operating activities before income tax | 257 | (1,243) |
| Income taxexpense | (14) | (1,002) |
| Profit/(loss) from operating activities | 243 | (2,245) |
| Gain on sale of discontinued operations | 327 | 6,590 |
| Release of foreign currency translation reserve on disposal of foreign | - | (17,463) |
| operations | ||
| **Profit/(loss) from discontinued operations for the year ** | 570 | (13,118) |
Profit/(loss) from discontinued operations attributable to the Company for periods ending 30 June 2014 and 30 June 2013 is $nil.
Page 32
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
8. Discontinued operations and assets held for sale (continued)
(iii) Cash flows
The cash flows of components of the Group disposed of or classified as discontinued operations were:
| 2014 | 2013 | |
|---|---|---|
| $’000 | $’000 | |
| Net cash flow from operating activities | 1,135 | 1,156 |
| Net cash flows from investing activities: | ||
| (Payments)/proceeds on sale of discontinued operations | (120) | 64,349 |
| Additions to investment properties | (9,081) | (13,665) |
| Payments for lease arrangements | (745) | - |
| Net cash flow from financing activities | 11,449 | (26,285) |
| Transfer to continuing operations | - | (29,786) |
| Net cash flows from discontinued operations | 2,638 | (4,231) |
(iv) Assets and liabilities
The assets and liabilities of components of the Group classified as disposal groups at each reporting date were:
| date were: | |||
|---|---|---|---|
| 2014 | 2013 | ||
| Note | $’000 | $’000 | |
| Assets | |||
| Cash and cash equivalents | 9 | 1,657 | 974 |
| Trade and other receivables | 98 | 259 | |
| Investment properties | **45,902 ** | 35,343 | |
| Total assets | **47,657 ** | 36,576 | |
| Liabilities | |||
| Bank overdraft | - | 1,955 | |
| Payables | 368 | 2,051 | |
| Borrowings | **30,081 ** | 17,522 | |
| Total liabilities | 30,449 | 21,528 | |
| Net assets of disposal groups | 17,208 | 15,048 |
The change in investment properties increased for the year due to capitalised expenditure of $7.8 million, lease incentive payments of $0.4 million and foreign exchange gain of $4.0 million offset by a fair value loss of $1.6 million.
(v) Capital commitments
There were no capital commitments under construction contracts for the New Zealand Students business for the year ended 30 June 2014 (2013: A$9,208,234).
(vi) Capitalisation rate
The weighted average capitalisation rate of the New Zealand Students internal valuation within discontinued operations is 8.6% (2013: 7.75%).
9. Cash and cash equivalents
| 2014 | 2013 | |
|---|---|---|
| $’000 | $’000 | |
| Cash at bank and in hand | 12,894 | 38,531 |
| Reconciliation to statements of cash flows | ||
| Cash and cash equivalents attributable to: | ||
| Continuing operations - cash at bank | 12,894 | 38,531 |
| Discontinued operations - cash at bank | 1,657 | 974 |
| Discontinued operations-bank overdraft | - | (1,955) |
| Cash at the end of the year as per cash flow statement | 14,551 | 37,550 |
Page 33
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
10. Trade and other receivables
| 10. Trade and other receivables | ||
|---|---|---|
| 2014 | 2013 | |
| $’000 | $’000 | |
| Current | ||
| Other receivables | 291 | 278 |
| Prepayments and deposits | **3,454 ** | 8,511 |
| Total current trade and other receivables | 3,745 | 8,789 |
| Non-current | ||
| Accrued income, prepayments and deposits | 2,168 | 2,671 |
Rental amounts due are typically paid in advance and other amounts due are receivable within 30 days. There are no receivables which are neither past due nor impaired.
11. Inventories
| 11. | Inventories | ||
|---|---|---|---|
| 2014 | 2013 | ||
| $’000 | $’000 | ||
| Current assets | |||
| Manufactured homes | 2,208 | 285 | |
| 12. | Investment properties | ||
| (a) | Summary of carrying amounts | ||
| 2014 | 2013 | ||
| $’000 | $’000 | ||
| Completed properties | 495,048 | 367,116 | |
| Land | not yet under construction | 3,815 | 3,815 |
| 498,863 | 370,931 |
Page 34
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
12. Investment properties (continued)
(b) Individual valuations and carrying amounts
| Property | Location | Date of | Cost to |
Latest external |
Valuation | Carrying |
amount | Capitalisation rate | Capitalisation rate |
|---|---|---|---|---|---|---|---|---|---|
| purchase | date | valuation date | |||||||
| 2014 | 2013 | 2014 |
2013 | ||||||
| $’000 | $’000 | $’000 | $’000 | % | % | ||||
| Completed properties | |||||||||
| Garden Villages | |||||||||
| Yakamia Gardens | Yakamia, WA | Jun 04 | 5,459 | Dec 12 |
2,900 | 2,730 | 2,500 | 10.0% |
7.5% |
| Mardross Gardens | Albury, NSW | Jun 04 | 5,610 | Jun 14 |
2,400 | 2,400 | 2,320 | 10.0% |
5.5%(2) |
| Seville Grove Gardens | Seville Grove, WA | Jun 04 | 4,559 | Dec 12 |
3,400 | 3,390 | 3,240 | 10.5% |
9.8% |
| Hertford Gardens | Sebastopol, VIC | Jun 04 | 4,119 | Jun 14 |
3,770 | 3,770 | 3,780 | 10.8% |
10.5% |
| Carey Park Gardens | Bunbury, WA | Jun 04 | 4,944 | Dec 12 |
2,600 | 3,520 | 2,840 | 11.0% |
10.0% |
| Jefferis Gardens | Bundaberg North, QLD | Jun 04 | 4,992 | Dec 13 |
2,600 | 3,480 | 2,720 | 11.0% |
10.0% |
| Claremont Gardens | Claremont, TAS | Jun 04 | 4,293 | Dec 13 |
3,320 | 3,230 | 2,900 | 10.5% |
9.5% |
| Taloumbi Gardens | Coffs Harbour, NSW | Jun 04 | 5,072 | Dec 12 |
4,200 | 4,170 | 4,020 | 10.5% |
10.3% |
| Devonport Gardens | Devonport, TAS | Jun 04 | 4,028 | Dec 12 |
2,500 | 2,100 | 2,120 | 9.0% |
5.3%(2) |
| Wheelers Gardens | Dubbo, NSW | Jun 04 | 4,362 | Dec 13 |
3,800 | 4,300 | 3,950 | 10.0% |
10.5% |
| Elphinwood Gardens | Launceston, TAS | Jun 04 | 4,464 | Dec 12 |
2,750 | 2,910 | 2,740 | 10.5% |
10.0% |
| Glenorchy Gardens | Glenorchy, TAS | Jun 05 | 4,164 | Dec 13 |
3,250 | 3,370 | 3,010 | 10.5% |
10.0% |
| Chatsbury Gardens | Goulburn, NSW | Jun 04 | 4,828 | Dec 13 |
2,940 | 3,430 | 3,340 | 10.5% |
10.0% |
| Grovedale Gardens | Grovedale, VIC | Jun 05 | 4,960 | Dec 12 |
3,600 | 4,010 | 4,090 | 10.5% |
10.5% |
| Horsham Gardens | Horsham, VIC | Jun 04 | 4,467 | Jun 14 |
3,300 | 3,300 | 3,170 | 10.8% |
10.0% |
| Sea Scape Gardens | Erskine, WA | Jun 04 | 4,577 | Dec 12 |
4,200 | 4,170 | 4,180 | 11.0% |
10.3% |
| Marsden Gardens | Marsden, QLD | Jun 05 | 10,375 | Dec 12 |
8,150 | 8,380 | 7,900 | 12.5% |
10.5% |
| Coburns Gardens | Brookfield, VIC | Jun 04 | 4,355 | Dec 12 |
3,000 | 3,290 | 3,260 | 10.5% |
9.5% |
| Brooklyn Gardens | Brookfield, VIC | Jun 04 | 4,186 | Dec 12 |
2,400 | 3,270 | 2,790 | 10.5% |
9.5% |
| Oxley Gardens | Port Macquarie, NSW | Jun 04 | 4,416 | Dec 12 |
2,600 | 3,120 | 2,320 | 10.5% |
10.0% |
| Townsend Gardens | St Albans Park, VIC | Jun 04 | 4,811 | Jun 14 |
3,800 | 3,800 | 3,390 | 11.0% |
9.8% |
| St Albans Park Gardens | St Albans Park, VIC | Jun 04 | 5,099 | Jun 14 |
4,140 | 4,140 | 4,030 | 11.0% |
10.5% |
| Swan ViewGardens | Swan View,WA | Jan06 | 7,888 | Dec12 | 5,650 | 5,990 | 5,780 | 11.5% | 10.3% |
Page 35
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
12. Investment properties (continued)
| 12. Investment properties (continued) | |
|---|---|
| Property Location Date of purchase Cost to date Latest external valuation date Valuation Carrying amount |
Capitalisation rate |
| 2014 2013 $’000 $’000 $’000 $’000 |
2014 2013 % % |
| Completed properties (continued) Garden Villages (continued) Taree Gardens Taree, NSW Dec 04 4,635 Dec 12 2,400 2,320 2,950 Dubbo Gardens Dubbo, NSW Dec 12 2,700 Dec 13 3,290 2,670 2,652 Ocean Grove Gardens Mandurah, WA Feb 13 3,161 Dec 13 3,280 3,100 3,015 Peel River Gardens Tamworth, NSW Mar 13 3,642 Dec 13 2,970 2,040 3,464 Sovereign Gardens Ballarat, VIC Jun 13 3,321 Jun 14 3,100 3,100 3,265 Wagga Gardens Wagga Wagga, NSW Jun 13 4,010 Jun 14 3,930 3,930 3,953 Bathurst Gardens Bathurst, NSW Jan 14 2,405 Jun 14 2,580 2,580 - Launceston Gardens Launceston, TAS Jan 14 2,462 Jun 14 2,510 2,510 - Shepparton Gardens Shepparton, VIC Jan 14 1,668 Jun 14 1,780 1,780 - Murray River Gardens Mildura, VIC Jan 14 2,316 Jun 14 2,170 2,170 - Warrnambool Gardens Warrnambool, VIC Jan 14 1,933 Jun 14 1,800 1,800 - |
9.0% 10.0% 10.3% 5.3%(2) 10.8% 11.0% 9.0% 7.3%(2) 10.5% 5.3%(2) 12.0% 11.8% 9.0% - 9.0% - 8.0% - 7.5% - 8.0% - |
| 148,281 114,270 99,689 |
|
| Settlers Lifestyle Forest Lake Forest Lake, QLD Nov 05 14,324 Jun 13 12,662 14,194 12,663 South Gladstone South Gladstone, QLD Nov 05 8,212 Jun 13 12,093 12,534 12,093 Rockhampton Rockhampton, QLD Nov-05 10,785 Dec 13 13,900 14,314 13,768 Cessnock Cessnock, NSW Jun-04 7,476 Dec 12 3,190 6,009 4,871 Lakeside Ravenswood, WA Apr 07 71,167 Dec 12 77,584 77,242 78,673 Noyea Riverside Mt Warren Park, QLD Apr 07 2,521 Dec 12 549 -(3) 324 Meadow Springs Mandurah, WA Apr 07 18,430 Jun 13 17,066 16,510 17,066 Ridgewood Ridgewood, WA Apr 07 85,378 Jun 13 105,104 103,552 105,104 Ridge Estate Gillieston Heights, NSW Jul 12 10,174 - - 11,765 5,471 |
Discount rate |
| 16.7% 15.0% 15.0% 15.0% 17.9% 14.7% 19.0% 16.1% 14.2% 13.5% 13.8% 14.5% 14.0% 14.5% 14.3% 13.5% 20.0% 15.0% |
|
| 228,467 256,120 250,033 |
Page 36
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
12. Investment properties (continued)
| Property | Date of | Cost to | Latest external | Valuation | Carrying | amount | Capitalisation rate | Capitalisation rate | |
|---|---|---|---|---|---|---|---|---|---|
| purchase | date | valuation date | |||||||
| 2014 | 2013 | 2014 | 2013 | ||||||
| $’000 | $’000 | $’000 | $’000 | % | % | ||||
| Active Lifestyle Estates | |||||||||
| The Grange | Morisset, NSW | Mar 13 | 12,895 | Dec 13 | 12,129 | 11,848 | 12,293 | 9.1% | -(5) |
| Ettalong Beach Holiday Village(1) |
Ettalong Beach, NSW | Apr 13 | 5,581 | Dec 13 | 5,850 | 5,811 | 5,101 | 21.0% | -(5) |
| Albury Citygate Caravan and | Albury, NSW | Aug 13 | 2,697 | Jun 14 | 2,000 | 2,000 | - | 10.5% | - |
| Tourist Park | |||||||||
| Nepean River Holiday Village | Penrith, NSW | Aug 13 | 10,932 | Jun 14 | 11,000 | 11,000 | - | 10.4% | - |
| Mudgee Valley Tourist Park | Mudgee, NSW | Sep 13 | 4,519 | Jun 14 | 4,250 | 4,250 | - | 10.5% | - |
| Mudgee Tourist and Van | Mudgee, NSW | Oct 13 | 7,911 | Jun 14 | 7,200 | 7,200 | - | 8.8% | - |
| Resort | |||||||||
| Drifters Holiday Village | Kingscliff, NSW | Nov 13 | 11,511 | - | - | 11,511 | - | -(5) | - |
| Lake Macquarie Holiday | Morisset, NSW | Nov 13 | 7,683 | - | - | 7,683 | - | -(5) | - |
| Village | |||||||||
| Macquarie Lakeside Holiday | Chain Valley Bay, NSW | Dec 13 | 4,045 | - | - | 4,045 | - | -(5) | - |
| Village | |||||||||
| One Mile Beach Holiday Park(4) |
Anna Bay, NSW | Dec 13 | 11,975 | - | - | 13,349 | - | -(5) | - |
| Big4 Valley Vineyard Tourist | Cessnock, NSW | Feb 14 | 9,782 | - | - | 9,782 | - | -(5) | - |
| Park | |||||||||
| Wine Country Caravan Park | Cessnock, NSW | Feb 14 | 1,665 | - | - | 1,665 | - | -(5) | - |
| Sun Country Holiday Village | Mulwala, NSW | Apr 14 | 7,708 | - | - | 7,708 | - | -(5) | - |
| Town and Country Estate | Marsden Park, NSW | May 14 | 19,444 | - | - | 19,444 | - | -(5) | - |
| Rouse Hill Lifestyle | Rouse Hill, NSW | Jun 14 | 7,362 | - | - | 7,362 | - | -(5) | - |
| Residential Park | |||||||||
| 125,710 | 124,658 | **17,394 ** | |||||||
| Total completed properties | 502,458 | 495,048 | 367,116 |
Page 37
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
12. Investment properties (continued)
| Property | Date of | Cost to | Latest external | Valuation | Carrying | amount | |
|---|---|---|---|---|---|---|---|
| purchase | date | valuation date | |||||
| 2014 | 2013 | ||||||
| $’000 | $’000 | $’000 | $’000 | ||||
| Land not yet under construction | |||||||
| Settlers | |||||||
| South Gladstone Gardens | South Gladstone, QLD | Nov 05 | 199 | Jun 13 | 750 | 750 | 750 |
| – land | |||||||
| Meadow Springs | Mandurah, WA | Apr 07 | 2,470 | Jun 13 | 2,455 | 2,455 | 2,455 |
| Active Lifestyle Estates | |||||||
| The Grange | Morisset, NSW | Mar 13 | 300 | - | - | 300 | 300 |
| Ettalong Beach Holiday | Ettalong Beach, NSW | Apr 13 | 310 | - | - | 310 | 310 |
| Village (1) | |||||||
| Total properties under construction | 3,279 | 3,815 | 3,815 | ||||
| Total Investment Properties | **505,737 ** | 498,863 | **370,931 ** |
- (1) Ettalong Beach Holiday Village land component is leased from the Gosford City Council and is recognised as investment property with an associated finance lease.
(2) The replacement value exceeds the value implied by the capitalisation rate valuation approach resulting in implied capitalisation rates below market.
(3) Noyea Park was classified as held for sale at 30 June 2014. Refer to note 8(a) for additional information.
-
(4) One Mile Beach land component is leased from the Crown under 40 year and perpetual leases and is recognised as investment property with an associated finance lease.
-
(5) Acquired during the year and carried at cost at balance date. Cost to date is deemed to represent fair value at the end of the year.
Page 38
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
12. Investment properties (continued)
Investment property that has not been valued by external valuers at reporting date is carried at the Responsible Entity’s estimate of fair value in accordance with the accounting policy detailed at note 1 (q). Properties acquired during the year are held at cost, which is reflective of the estimate of fair value.
Valuations made in a foreign currency have been converted at the rate of exchange ruling at valuation date which are subsequently translated at exchange rates prevailing at reporting date.
Valuations of retirement villages are provided net of residents’ loans (after deducting any accrued deferred management fees). For presentation in this note, the external valuations shown are stated before deducting this liability to reflect its separate balance sheet presentation. The carrying amounts include the fair value of units completed since the date of the external valuation.
Select Settlers Lifestyle villages continue to be in the process of converting from a rental to a deferred management fee model. The discount rate reflects a combination of development risk on vacant units and DMF from both occupied and vacant units. Over time, these properties’ discount rates will likely revert downwards as project risk diminishes.
(c) Movements in carrying amounts
| (c) Movements in carrying amounts |
||
|---|---|---|
| 2014 | 2013 | |
| $’000 | $’000 | |
| Carrying amount at beginning of year | 370,931 | 327,632 |
| Acquisitions | 118,303 | 39,313 |
| Expenditure capitalised | 10,336 | 4,076 |
| Disposals | - | (3,140) |
| Sale of units – Strata title | (492) | - |
| Transferred from plant and equipment | 320 | - |
| Transfer to inventory | (194) | (195) |
| Transferred to discontinued operations | - | (212) |
| Net gain/(loss) on change in fair value | (341) | 3,457 |
| Carrying amount at end of year | 498,863 | 370,931 |
The net change in fair value are recognised in profit or loss as net gain/(loss) on change in fair value of investment properties.
Fair value hierarchy disclosures for investment properties have been provided in note 28.
(d) Reconciliation of fair value
| (d) Reconciliation of fair value |
||||
|---|---|---|---|---|
| Garden | Settlers | Active | Total | |
| Villages | Lifestyle | Lifestyle | ||
| Estates | ||||
| $’000 | $’000 | $’000 | $’000 | |
| Carrying amount at 1 July 2013 | 99,689 | 253,238 | 18,004 | 370,931 |
| Acquisitions | 10,617 | - | 107,686 | 118,303 |
| Expenditure capitalised | 1,588 | 7,182 | 1,566 | 10,336 |
| Sale of units - Strata title | - | (492) | - | (492) |
| Transferred from plant and equipment | - | - | 320 | 320 |
| Transferred to inventory | - | - | (194) | (194) |
| Net gain/(loss) onchangein fair value | 2,376 | (603) | (2,114) | (341) |
| Carrying amount at 30 June 2014 | 114,270 | 259,325 | 125,268 | 498,863 |
Page 39
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
12. Investment properties (continued)
- (e) Description of valuations techniques used and key inputs to valuation on investment properties
| Valuation technique |
Significant unobservable inputs |
Range (weighted average) |
Relationship of unobservable input to fair value |
|
|---|---|---|---|---|
| Garden | Capitalisation | Stabilised | 62-98% (87%) | As costs are fixed in nature, |
| Villages | method | occupancy | occupancy has a direct correlation | |
| to valuation (ie. the higher the | ||||
| occupancy, the greater the value). | ||||
| Capitalisation | 8-13% (11%) | Capitalisation has an inverse | ||
| rate | relationship to valuation. | |||
| Settlers | Discounted | Current market | $115,000-$470,000 | Market value and growth in value |
| Lifestyle | cash flow | value per unit | ($307,000) | have a direct correlation to |
| valuation, while length of stay and | ||||
| Growth in value | 0-4% | discount rate have an inverse | ||
| Average length of | 11.4 years | relationship to valuation. | ||
| stay – future | ||||
| residents | ||||
| Average length of | 14.6 years | |||
| stay – current | ||||
| residents | ||||
| Discount rate | 14-20% (15%) | |||
| Active | Capitalisation | Short-term | 15-70% based on | Higher the occupancy, the greater |
| Lifestyle | method (for | occupancy | seasonality and | the value. |
| Estates | existing rental | accommodation | ||
| streams) | categories | |||
| Residential | 90-100% | |||
| occupancy | ||||
| Operating profit | 50-70% | Higher the profit margin, the | ||
| margin | dependent upon | greater the value. | ||
| short-term and | ||||
| residential | ||||
| accommodation | ||||
| mix | ||||
| Capitalisation | 9-12% | Capitalisation has an inverse | ||
| rate | relationship to valuation. | |||
| Discounted | Discount rate | 15-25% | Discount rate has an inverse | |
| cash flow (for | relationship to valuation. | |||
| future | ||||
| development) |
Page 40
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
12. Investment properties (continued)
Capitalisation method
Under the capitalisation method, fair value is estimated using assumptions regarding the expectation of future benefits. The capitalisation method involves estimating the expected income projections of the property into perpetuity and applying a capitalisation rate. The capitalisation rate is based on current market evidence. Future income projections take into account occupancy, rental income and operating expenses.
Discounted cash flow method
Under the discounted cash flow method, fair value is estimated using assumptions regarding the benefits and liabilities of ownership over the asset’s life including an exit or terminal value. This method involves the projection of a series of cash flows on a real property interest. To this projected cash flow series, a market-derived discount rate is applied to establish the present value of the income stream associated with the asset. The exit yield normally reflects the exit value expected to be achieved upon selling the asset and is a function of the risk adjusted returns of the asset and expected capitalisation growth rate.
The duration of the cash flows and the specific timing of inflows and outflows are determined by events such as rent reviews, lease renewal and related re-letting, redevelopment, or refurbishment as well as the development of new units. The appropriate duration is typically driven by market behaviour that is a characteristic of the class of real property. Periodic cash flow is typically estimated as gross income less vacancy, non-recoverable expenses, collection losses, lease incentives, maintenance cost, agent and commission costs and other operating and management expenses. The series of periodic net underlying cash flows, along with an estimate of the terminal value anticipated at the end of the projection period, is then discounted.
13. Plant and equipment
| 13. Plant and equipment | ||
|---|---|---|
| 2014 | 2013 | |
| $’000 | $’000 | |
| (a) Summary of carrying amounts |
||
| Plant and equipment | 1,880 | 1,774 |
| Less: accumulated depreciation | (890) | (740) |
| Total plant and equipment | 990 | 1,034 |
| (b) Movements in carrying amount |
||
| Carrying amount at beginning of year | 1,034 | 769 |
| Acquired through acquisitions | - | 320 |
| Assets written off | (82) | - |
| Transferred to investment property | (320) | (173) |
| Additions | 569 | 296 |
| Depreciation | (211) | (178) |
| Carrying amount at end of year | 990 | 1,034 |
| 14. Trade and other payables | ||
| 2014 | 2013 | |
| $’000 | $’000 | |
| Current liabilities | ||
| Trade and other payables | 8,814 | 8,175 |
| Deposits and other unearned income | 1,595 | 384 |
| Total current liabilities | 10,409 | 8,559 |
| Non-current liabilities | ||
| Deferred land payment | 4,000 | - |
Page 41
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
15. Borrowings
| 15. Borrowings | |||
|---|---|---|---|
| 2014 | 2013 | ||
| Note | $’000 | $’000 | |
| Current liabilities | |||
| Finance leases | (c) | 283 | 267 |
| Non-current liabilities | |||
| Bank debt | (a) | 94,000 | 68,000 |
| Prepaid borrowing costs | (312) | (578) | |
| Finance leases | (c) | 4,385 | 3,117 |
| Total non-current borrowings | 98,073 | 70,539 |
(a) Bank debt
On 21 February 2014, the Group refinanced its Australian dollar denominated bank debt facility to $129,500,000. The facility expires on 30 September 2015 and has the following principal financial covenants:
-
Loan to value ratio (“LVR”) is less than or equal to 50%;
-
Total leverage ratio does not exceed 50%; and
-
Interest cover ratio (as defined) of at least 1.50x in financial year ending 2014 increasing to at least 1.75x in FY2015.
As at 30 June 2014, the facility has been drawn to $94,000,000 (2013: $68,000,000). The carrying value of investment property net of resident liabilities at reporting date for the Group’s Australian properties pledged as security is $290,375,000 (2013: $179,320,000).
(b) Bank guarantees
The Group has the ability to utilise a portion of its $129.5 million bank facility to provide bank guarantees. Bank guarantees at 30 June 2014 were $4.4 million. Refer to note 24.
(c) Finance leases
On 23 April 2013, the Group was assigned a commercial lease with 16.5 years remaining with the Gosford City Council for land and facilities as part of its Ettalong Beach Holiday Village acquisition. The lease is for an initial three years commencing September 2012 with two renewal options of seven years each. The below table is based on the expectation that the lease options will be exercised.
In December 2013, the Group acquired One Mile Beach Holiday Park, accounted for as investment property. Two Crown leases are attached to the land, one for 40 years expiring on 19 September 2031 and one for perpetuity.
(i) Minimum lease payments – excluding perpetual lease
| 2014 | 2013 | |
|---|---|---|
| $’000 | $’000 | |
| Minimum lease payments: | ||
| Within one year | 292 | 267 |
| Later than one year but not later than five years | 1,242 | 1,135 |
| Later than five years | **3,761 ** | 3,766 |
| Total minimum lease payments | 5,295 | 5,168 |
| Future finance charges | (1,765) | (1,784) |
| Present value of minimum lease payments | 3,530 | 3,384 |
| Present value of minimum lease payments: | ||
| Within one year | 283 | 258 |
| Later than one year but not later than five years | 1,056 | 962 |
| Later than five years | **2,191 ** | 2,164 |
| 3,530 | 3,384 |
Page 42
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
15. Borrowings (continued)
(ii) Minimum lease payments – perpetual lease
The perpetual lease is recognised as investment property and non-current liability at a value of $1.1 million based on a capitalisation rate of 10.6% applied to the current lease payment. Payments each period in relation to the lease are recognised as finance expenses in the statement of comprehensive income, therefore, there is no subsequent change to the originally determined present value of the minimum lease payments as calculated above.
As this is a perpetual lease, the lease liability will not amortise and no fair value adjustments in relation to the lease will be recognised unless circumstances of the lease change. Under the terms of the lease, lease payments will continue into perpetuity. The current annual lease payment is $121,000.
16. Retirement village resident loans
| 2014 | 2013 | |
|---|---|---|
| $’000 | $’000 | |
| (a) Summary of carrying amounts |
||
| Gross resident loans | 218,639 | 206,629 |
| Accrued deferred management fee | (28,517) | (30,926) |
| Net resident loans | 190,122 | 175,703 |
| (b) Movements in carrying amounts |
||
| Carrying amount at beginning of year | 175,703 | 162,603 |
| Net (gain)/loss on change in fair value of resident loans | 616 | (327) |
| Accrued deferred management fee income | (5,333) | (4,850) |
| Deferred management fee cash collected | 1,811 | 1,368 |
| Acquired resident loans | - | 4,473 |
| Proceeds from resident loans | 22,021 | 19,338 |
| Repayment of resident loans | (10,361) | (7,118) |
| Transfer to assets held for sale | 5,439 | - |
| Other | 226 | 216 |
| **Carrying amount at end of year ** | 190,122 | 175,703 |
Fair value hierarchy disclosures for retirement village resident loans have been provided in note 28.
17. Provisions
| 2014 | 2013 | |
|---|---|---|
| $’000 | $’000 | |
| Current liabilities | ||
| Employee liabilities | 718 | 507 |
| Non-current liabilities | ||
| Employee liabilities | 249 | 140 |
18. Derivatives
| 18. Derivatives | |||
|---|---|---|---|
| 2014 | 2013 | ||
| Note | $’000 | $’000 | |
| Current liabilities | |||
| Interest rate swap contracts | 27 | 84 | - |
| Non-current liabilities | |||
| Interest rate swap contracts | 27 | **84 ** | 209 |
Page 43
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
19. Deferred tax liabilities
| 2014 | 2013 | |
|---|---|---|
| $’000 | $’000 | |
| Deferred tax assets | ||
| Tax losses | 14,228 | 8,317 |
| Other | 1,081 | 430 |
| Deferred tax liabilities | ||
| DMF receivable | 8,176 | 6,756 |
| Investment properties | 7,409 | 9,461 |
| Net deferred tax liabilities | **276 ** | 7,470 |
| Deductible temporary differences and carried forward losses tax | 7,488 | 4,220 |
| effected for which no deferred tax asset has been recognised |
The availability of carried forward tax losses of $7.5 million to the ICMT tax consolidated group is subject to recoupment rules at the time of recoupment. Further, the rate at which these losses can be utilised is determined by reference to market values at the time of tax consolidation and subsequent events. Accordingly, a portion of these carried forward tax losses may not be available in the future.
The Group offsets tax assets and liabilities, if and only if, it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.
20. Issued securities
| 2014 | 2013 | |
|---|---|---|
| $’000 | $’000 | |
| (a) Carrying values |
||
| At beginning of year | 510,141 | 490,044 |
| Issued during the year: | ||
| Institutional placement securities | - | 21,168 |
| Transaction costs of institutional placement securities | - | (1,071) |
| Rights issue | 61,707 | - |
| Rights issue costs | (2,732) | - |
| **At end of year ** | 569,116 | 510,141 |
| The closing balance is attributable to the security holders of: | ||
| Ingenia Communities Holding Limited | 7,377 | 6,078 |
| Ingenia Communities Fund | 547,642 | 497,957 |
| Ingenia Communities Management Trust | **14,097 ** | 6,106 |
| 569,116 | 510,141 | |
| 2014 | 2013 | |
| Thousands | Thousands | |
| (b) Number of issued securities |
||
| At beginning of year | 507,179 | 441,029 |
| Issued during the year | **169,061 ** | 66,150 |
| At end of year | 676,240 | 507,179 |
(c) Terms of securities
All securities are fully paid and rank equally with each other for all purposes. Each security entitles the holder to one vote, in person or by proxy, at a meeting of securityholders.
Page 44
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
21. Reserves
| 21. Reserves | ||
|---|---|---|
| 2014 | 2013 | |
| $’000 | $’000 | |
| Foreign currency translation reserve | ||
| Balance at beginning of year | 766 | (17,024) |
| Translation differences arising during the year | 269 | 327 |
| Amounts transferred to profit and loss on disposal of foreign operations | - | 17,463 |
| **Balance at end of year ** | 1,035 | 766 |
| Share-based payment reserve | ||
| Balance at beginning of year | 308 | 15 |
| Share-based payment transactions | 680 | 293 |
| **Balance at end of year ** | 988 | 308 |
| **Total reserves at end of year ** | 2,023 | 1,074 |
| The closing balance is attributable to the security holders of: | ||
| Ingenia Communities Holding Limited | 988 | 308 |
| Ingenia Communities Fund | 866 | 646 |
| Ingenia Communities Management Trust | 169 | 120 |
| 2,023 | 1,074 |
The foreign currency translation reserve records exchange differences arising from the translation of the financial statements of foreign subsidiaries.
The share-based payment reserve records the value of equity-settled share-based payment transactions provided to employees, including key management personnel, as part of their remuneration. Refer note 25.
22. Accumulated losses
| 22. Accumulated losses | ||
|---|---|---|
| 2014 | 2013 | |
| $’000 | $’000 | |
| Balance at beginning of year | (336,563) | (321,863) |
| Net profit/(loss) for the year | 11,518 | (10,290) |
| Distributions | (5,917) | (4,410) |
| Balance at end of year | (330,962) | (336,563) |
| The closing balance is attributable to the security holders of: | ||
| Ingenia Communities Holding Limited | (2,659) | 77 |
| Ingenia Communities Fund | (324,254) | (333,650) |
| Ingenia Communities Management Trust | (4,049) | (2,990) |
| (330,962) | (336,563) |
23. Commitments
(a) Capital commitments
There were commitments for capital expenditure on investment property contracted but not provided for at reporting date of $3,266,000 (2013: $nil).
For commitments for capital expenditure on discontinued operations, refer to note 8(b)(v).
(b) Operating lease commitments
The Group has two non-cancellable operating leases for its Sydney and Brisbane offices. These leases have remaining lives of 1.5 years and five years respectively.
Page 45
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
23. Commitments (continued)
Future minimum rentals payable under these leases as at reporting date were:
| 2014 | 2013 | |
|---|---|---|
| $’000 | $’000 | |
| Within one year | 482 | 346 |
| Later than one year but not later than five years | 1,106 | 395 |
| 1,588 | 741 |
(c) Finance lease commitments
The Group was assigned a commercial lease with 16.5 years remaining with the Gosford City Council for land and facilities as part of its Ettalong Holiday Village acquisition. The lease is for an initial three years commencing September 2012 with two renewal options of seven years each.
In December 2013, the Group acquired One Mile Beach Holiday Park, accounted for as investment property. Two Crown leases are attached to the land, one for 40 years expiring on 19 September 2031 and one for perpetuity.
Refer to note 15 for future minimum lease payments payable and the present value of minimum lease payments payable at reporting date for the finance leases at Ettalong Holiday Village and One Mile Beach Holiday Park.
24. Contingent liabilities
There are no known contingent liabilities other than the bank guarantees of $4.4 million provided for under the $129.5 million bank facility (note 15). Bank guarantees of $4.0 million are in relation to deferred land payments recognised as non-current payables (refer to note 14). These guarantees will not be called by the counterparty unless the payable is not paid per the terms of the agreement.
25. Share-based payment transactions
The Group has established a long-term incentive scheme (“Scheme”), which provides for the grant of conditional rights to receive securities in the Group. The intention of the Scheme is to align long-term securityholder returns with the ‘at-risk’ compensation potentially payable to executive level employees and to reward managers who remain in employment and perform at the required levels of performance.
The Scheme encompasses two types of security rights: performance quantum rights (“PQRs”) and retention quantum rights (“RQRs”). PQRs vest on completion of a period of service, with the number of rights vesting based on the Group’s performance, as measured by total securityholder returns, and RQRs vest on completion of a period of service. On vesting, each right entitles the employee to receive one security of the Group for no consideration.
Page 46
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
25. Share-based payment transactions (continued)
Movements in rights during the year were:
| Movements in rights during the year were: | ||
|---|---|---|
| 2014 | 2013 | |
| Thousands | Thousands | |
| PQRs | ||
| Outstanding at beginning of year | 3,842 | 3,842 |
| Granted during the year | 3,716 | - |
| **Outstanding at end of year ** | 7,558 | 3,842 |
| Exerciseable at end of year | - | - |
| Weighted average remaining contractual life of outstanding rights | 1.5 | 2.0 |
| (years) | ||
| RQRs | ||
| Outstanding at beginning of year | 1,818 | 1,818 |
| Granted during the year | - | - |
| **Outstanding at end of year ** | 1,818 | 1,818 |
| Exerciseable at end of year(1) | - | - |
| Weighted average remaining contractual life of outstanding rights | - | 0.9 |
| (years) |
(1) The RQRs vested on 1 July 2014 and 1,818,000 fully paid stapled securities were issued at that time.
On 19 November 2013, 3,716,000 Performance Quantum Rights (“PQR”) were granted to senior executives of the Group under the long-term incentive scheme (“Scheme”). The number of PQRs that will vest under the Scheme depends on Total Securityholder Return (“TSR”) achieved and is also conditional on the individual being in employment of the Group on the vesting date (30 June 2016). The measurement period for the PQRs is 1 July 2013 to 30 June 2016 and full rights vest if a TSR above 40% is achieved during the measurement period. A sliding scale applies for lower TSRs with the number of PQRs vesting being nil for a TSR below 26%. One PQR equates to one security in the Group.
| The fair value of the PQRs issued during the | year was estimated using a Monte Carlo Simulation |
|---|---|
| model. Assumptions made in determining these fair value, and the results of these assumptions, are: | |
| Price of stapled securities at grant date | $0.495 |
| Volatility of security price | 30.0% |
| Distribution yield | 3.93% |
| Risk-free rate at grant date | 2.96% |
| Expected remaining life at grant date | 2.6 years |
| Fair value of each right | $0.325 |
The fair value of the rights is recognised as an employee benefit expense with a corresponding increase in reserves. The fair value is expensed on a straight-line basis over the vesting period. The expense recognised for the financial year was $680,600 (2013: $293,113).
Page 47
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
26. Capital management
The Group aims to meet its strategic objectives and operational needs and to maximise returns to securityholders through the appropriate use of debt and equity, while taking account of the additional financial risks of higher debt levels.
In determining the optimal capital structure, the Group takes into account a number of factors, including the views of investors and the market in general, the capital needs of its portfolio, the relative cost of debt versus equity, the execution risk of raising equity or debt, and the additional financial risks of debt including increased volatility of earnings due to exposure to interest rate movements, the liquidity risk of maturing debt facilities and the potential for acceleration prior to maturity.
In assessing this risk, the Group takes into account the relative security of its income flows, the predictability of its expenses, its debt profile, the degree of hedging and the overall level of debt as measured by gearing.
The actual capital structure at a point in time is the product of a number of factors, many of which are market driven and to various degrees outside of the control of the Group, particularly the impact of revaluations on gearing levels, the availability of new equity and the liquidity in real estate markets. While the Group periodically determines the optimal capital structure, the ability to achieve the optimal structure may be impacted by market conditions and the actual position may often differ from the optimal position.
The Group’s capital position is primarily monitored through its ratio of total liabilities to total assets (“Leverage Ratio”), calculated on a look-through basis. The Group’s medium term strategy is to maintain the Leverage Ratio in the range of 45% - 55%. At 30 June 2014, the Leverage Ratio was 58.2%, compared to 62.0% at 30 June 2013, calculated as follows:
| 2014 | 2013 | |
|---|---|---|
| $’000 | $’000 | |
| Total look-through liabilities | 334,747 | 284,922 |
| Total look-through assets | 574,924 | 459,574 |
| Leverage ratio | 58.2% | 62.0% |
In addition, the Group monitors the ratio of debt to total assets (“Gearing Ratio”), calculated on a lookthrough basis. At 30 June 2014, the Gearing Ratio was 30.7%, compared to 20.6% at 30 June 2013, calculated as follows:
| calculated as follows: | ||
|---|---|---|
| 2014 | 2013 | |
| $’000 | $’000 | |
| Total consolidated borrowings | 128,437 | 88,328 |
| Less cash & cash equivalents (including associates) | (14,551) | (37,550) |
| Total look-through debt | 113,886 | 50,778 |
| Total consolidated assets | 575,924 | 459,574 |
| Less cash & cash equivalents | (14,551) | (37,550) |
| Less retirements village residents loans | (190,122) | (175,703) |
| Total look-through assets | 371,251 | 246,321 |
| Gearing ratio | 30.7% | 20.6% |
Page 48
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
27. Financial instruments
(a) Introduction
The Group's principal financial instruments comprise cash and short-term deposits, receivables, payables, interest bearing liabilities, other financial liabilities, and derivative financial instruments.
The main risks arising from the Group's financial instruments are interest rate risk, foreign exchange risk, credit risk and liquidity risk. The Group manages its exposure to these risks primarily through its treasury policy. The policy sets out various targets aimed at restricting the financial risk taken by the Group. Management reviews actual positions of the Group against these targets on a regular basis. If the target is not achieved, or forecast not to be achieved, a plan of action is, where appropriate, put in place with the aim of meeting the target within an agreed timeframe. Depending on the circumstances of the Group at a point in time, it may be that positions outside of the treasury policy are accepted and no plan of action is put in place to meet the treasury targets, because, for example, the risks associated with bringing the Group into compliance outweigh the benefits. The adequacy of the treasury policy in addressing the risks arising from the Group’s financial instruments is reviewed on a regular basis.
While the Group aims to meet its treasury policy targets, many factors influence its performance, and it is probable that at any one time it will not meet all its targets. For example, the Group may be unable to negotiate the extension of bank facilities sufficiently ahead of time, so that it fails to achieve its liquidity target. When refinancing loans it may be unable to achieve the desired maturity profile or the desired level of flexibility of financial covenants, because of the cost of such terms or their unavailability. Hedging instruments may not be available, or their cost may outweigh the benefit of risk reduction or they may introduce other risks such as mark to market valuation risk. Changes in market conditions may limit the Group’s ability to raise capital through the issue of new securities or sale of properties.
(b) Interest rate risk
The Group’s exposure to the risk of changes in market interest rates arises primarily from its use of borrowings. The main consequence of adverse changes in market interest rates is higher interest costs, reducing the Group’s profit. In addition, one or more of the Group’s loan agreements may include minimum interest cover covenants. Higher interest costs resulting from increases in market interest rates may result in these covenants being breached, providing the lender the right to call in the loan or to increase the interest rate applied to the loan.
The Group manages the risk of changes in market interest rates by maintaining an appropriate mix of fixed and floating rate borrowings. Fixed rate debt is achieved either through fixed rate debt funding or through derivative financial instruments permitted under the treasury policy. The policy sets minimum and maximum levels of fixed rate exposure over a ten-year time horizon.
At 30 June 2014, after taking into account the effect of interest rate swaps, approximately 47% of the Group's borrowings are at a fixed rate of interest (2013: 26%).
Exposure to changes in market interest rates also arises from financial assets such as cash deposits and loan receivables subject to floating interest rate terms. Changes in market interest rates will also change the fair value of any interest rate hedges.
Page 49
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
27. Financial instruments (continued)
(c) Interest rate risk exposure
The Group’s exposure to interest rate risk and the effective interest rates on financial instruments at reporting date was:
| 30 June 2014 | Floating | Fixed interest maturing in: |
Fixed interest maturing in: |
Fixed interest maturing in: |
|
|---|---|---|---|---|---|
| interest | Less |
1 to 5 | More | Total |
|
| Principal amounts | rate | than |
than | ||
| $’000 | **1year ** | Years | 5 years | ||
| Financial assets | |||||
| Cash at bank | 12,894 | - |
- | - | 12,894 |
| Financial liabilities | |||||
| Bank debt denominated in AUD | 94,000 | - |
- | - | 94,001 |
| Finance leases (excluding perpetual lease) | - | 283 |
1,056 | 2,191 | 3,530 |
| Interest rate swaps: | |||||
| denominatedin AUD; Group paysfixedrate | (45,000) | 45,000 | - | - | - |
The Group’s exposure to interest rate risk and the effective interest rates on financial instruments at the end of the previous financial year was:
| 30 June 2013 | Floating | Fixed interest maturing in: |
Fixed interest maturing in: |
Fixed interest maturing in: |
|
|---|---|---|---|---|---|
| interest | Less |
1 to 5 | More | Total |
|
| Principal amounts | rate | than |
than | ||
| $’000 | **1year ** | Years | 5 years | ||
| Financial assets | |||||
| Cash at bank | 38,531 | - |
- | - | 38,531 |
| Financial liabilities | |||||
| Bank debt denominated in AUD | 68,000 | - |
- | - | 68,000 |
| Finance leases | - | 258 |
962 | 2,164 | 3,384 |
| Interest rate swaps: | |||||
| denominatedin AUD; Group paysfixedrate | (45,000) | 45,000 | - | - | - |
Other financial instruments of the Group not included in the above tables are non-interest bearing and are therefore not subject to interest rate risk.
(d) Interest rate sensitivity analysis
The impact of an increase or decrease in average interest rates of 1% (100 basis points) at reporting date, with all other variables held constant, is illustrated in the tables below. This analysis is based on the interest rate risk exposures in existence at balance sheet date. As the Group has no derivatives that meet the documentation requirements to qualify for hedge accounting, there would be no impact on securityholders interest (apart from the effect on profit).
(i) Increase in average interest rates of 1%
The effect on net interest expense for one year would have been:
| Effect on profit after tax higher/(lower) |
|
|---|---|
| 2014 2013 $’000 $’000 |
|
| Variable interest rate instruments denominated in: Australian dollars |
(940) (680) |
Page 50
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
27. Financial instruments (continued)
The effect on change in fair value of derivatives would have been:
| The effect on change in fair value of derivatives would have been: | |
|---|---|
| Effect on profit after tax higher/(lower) |
|
| 2014 2013 $’000 $’000 |
|
| Interest rate swaps denominated in: Australian dollars |
417 793 |
(ii) Decrease in average interest rates of 1%
The effect on net interest expense for one year would have been:
| (ii) Decrease in average interest rates of 1% The effect on net interest expense for one year would have been: |
|
|---|---|
| Effect on profit after tax higher/(lower) |
|
| 2014 2013 $’000 $’000 |
|
| Variable interest rate instruments denominated in: Australian dollars |
940 680 |
The effect on change in fair value of derivatives would have been:
| Effect on profit after tax higher/(lower) |
|
|---|---|
| 2014 2013 $’000 $’000 |
|
| Interest rate swaps denominated in: Australian dollars |
(297) (810) |
(e) Foreign exchange risk
By holding properties in offshore markets, the Group is exposed to the risk of movements in foreign exchange rates. Foreign exchange rate movements may reduce the Australian dollar equivalent of the carrying value of the Group’s offshore properties, and may result in lower Australian dollar equivalent proceeds when an offshore property is sold. In addition, foreign exchange rate movements may reduce the Australian dollar equivalent of the earnings from the offshore properties while they are owned by the Group.
The Group reduces its exposure to the foreign exchange risk inherent in the carrying value of its offshore properties and interests in offshore investments by partly or wholly funding their acquisition using borrowings denominated in the particular offshore currency, and by using derivatives. The treasury policy sets a target for minimum and maximum hedging of the carrying value of its offshore properties.
The Group’s exposure to the impact of exchange rate movements on its earnings from its offshore properties is partly mitigated by the foreign denominated interest expense of its foreign denominated borrowings and any derivative hedges. The Group aims to reduce any residual exposure to its earnings arising because of its investment in offshore markets by using forward exchange contracts. The Treasury Policy sets out targets of minimum and maximum hedging of its earnings from offshore properties over a five-year time horizon.
Page 51
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
27. Financial instruments (continued)
(f) Net foreign currency exposure
The Group’s net foreign currency monetary exposure, after taking into account the effect of foreign exchange derivatives, as at reporting date is shown in the following table. The net foreign currency exposure reported is of foreign currencies held by entities whose functional currency is the Australian dollar. It excludes assets and liabilities of entities, including equity accounted investments, whose functional currency is not the Australian dollar.
| Net foreign currency assets/(liability) |
|
|---|---|
| 2014 2013 $’000 $’000 |
|
| Net foreign currency exposure: United States dollars |
157 1,282 |
(g) Foreign exchange sensitivity analysis
The impact of an increase or decrease in average foreign exchange rates of 10% at reporting date, with all other variables held constant, is illustrated in the tables below. This analysis is based on the foreign exchange risk exposures in existence at balance sheet date. In these tables, the effect on securityholders interest excludes the effect on profit after tax.
(i) Effect of appreciation in Australian dollar of 10%:
| (i) Effect of appreciation in Australian dollar of 10%: |
|
|---|---|
| Effect on profit after tax higher/(lower) |
|
| 2014 2013 $’000 $’000 |
|
| Foreign exchange risk exposures denominated in: United States dollars |
(16) (128) |
(ii) Effect of depreciation in Australian dollar of 10%:
| Effect on profit after tax higher/(lower) |
|
|---|---|
| 2014 2013 $’000 $’000 |
|
| Foreign exchange risk exposures denominated in: United States dollars |
16 128 |
The Group believes that the reporting date risk exposures are representative of the risk exposure inherent in its financial instruments.
These tables do not show the effect on equity that would occur from the translation of the financial statements of foreign operations with a change in exchange rates.
(h) Foreign exchange derivatives held
Forward exchange contracts, options and foreign exchange swaps outstanding at reporting date are taken out to mitigate the effect of foreign exchange movements on the financial statements.
At balance sheet date, the Group did not hold any foreign exchange derivatives. There was no impact to the consolidated result for the year for the change in fair value for foreign exchange derivatives ended 30 June 2014 (2013: loss $9,000).
Page 52
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
27. Financial instruments (continued)
(i) Credit risk
Credit risk refers to the risk that a counterparty defaults on its contractual obligations resulting in a financial loss to the Group.
The major credit risk for the Group is default by tenants, resulting in a loss of rental income while a replacement tenant is secured and further loss if the rent level agreed with the replacement tenant is below that previously paid by the defaulting tenant.
The Group assesses the credit risk of prospective tenants, the credit risk of in-place tenants when acquiring properties and the credit risk of existing tenants renewing upon expiry of their leases. Factors taken into account when assessing credit risk include the financial strength of the prospective tenant and any form of security, for example a rental bond, to be provided.
The decision to accept the credit risk associated with leasing space to a particular tenant is balanced against the risk of the potential financial loss of not leasing up vacant space.
Rent receivable balances are monitored on an ongoing basis and arrears actively followed up in order to reduce, where possible, the extent of any losses should the tenant subsequently default.
The Group believes that its receivables that are neither past due nor impaired do not give rise to any significant credit risk.
Credit risk also arises from deposits placed with financial institutions and derivatives contracts that may have a positive value to the Group. The Group’s treasury policy sets target limits for credit risk exposure with financial institutions and minimum counterparty credit ratings. Counterparty exposure is measured as the aggregate of all obligations of any single legal entity or economic entity to the Group, after allowing for appropriate set offs which are legally enforceable.
The Group’s maximum exposure to credit risk at reporting date in relation to each class of financial instrument is its carrying amount as reported in the balance sheet.
(j) Liquidity risk
The main objective of liquidity risk management is to reduce the risk that the Group does not have the resources available to meet its financial obligations and working capital and committed capital expenditure requirements. The Group’s treasury policy sets a target for the level of cash and available undrawn debt facilities to cover future committed capital expenditure in the next year, 75% of forecast net operating cash flow in the next year, six months estimated distributions and 5% of the value of resident loan liabilities.
The Group may also be exposed to contingent liquidity risk under its term loan facilities, where term loan facilities include covenants which if breached give the lender the right to call in the loan, thereby accelerating a cash flow which otherwise was scheduled for the loan maturity. The Group monitors adherence to loan covenants on a regular basis, and the treasury policy sets targets based on the ability to withstand adverse market movements and remain within loan covenant limits.
In addition, the Group targets the following benchmarks to ensure resilience to breaking covenants on its primary debt facilities:
-
10% reduction in value of assets and 15% fall in the exchange rate for LVR covenants; and
-
2% nominal increase in interest rates combined with a 5% fall in income for ICR covenants.
The contractual maturities of the Group's non-derivative financial liabilities at reporting date are reflected in the following table. It shows the undiscounted contractual cash flows required to discharge the liabilities at market rates. Foreign currencies have been converted at rates of exchange ruling at reporting date.
Page 53
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
27. Financial instruments (continued)
Although the expected average residency term is more than ten years, retirement village residents’ loans are classified as current liabilities, as required by Accounting Standards, because the Group does not have an unconditional right to defer settlement to more than twelve months after reporting date.
| Less than | 1 to 5 | More than | Total | |
|---|---|---|---|---|
| 1 year | Years | 5 years | ||
| 2014 | $’000 | $’000 | $’000 | $’000 |
| Trade and other payables | 10,624 | 4,398 | - | 15,022 |
| Retirement village residents loans | 190,122 | - | - | 190,122 |
| Borrowings | 4,521 | 99,653 | - | 104,174 |
| Provisions | 718 | 249 | - | 967 |
| Finance leases (excluding perpetual lease) | 292 | 1,242 | 3,761 | 5,295 |
| Finance lease (perpetual lease) | 121 | 483 | -(1) | **604 ** |
| 206,398 | 106,025 | **3,761 ** | **316,184 ** | |
| 2013 | ||||
| Trade and other payables | 8,559 | - | - | 8,559 |
| Retirement village residents loans | 175,703 | - | - | 175,703 |
| Borrowings | 3,271 | 72,089 | - | 75,360 |
| Provisions | 507 | 140 | - | 647 |
| Finance leases | 267 | 1,135 | 3,766 | 5,168 |
| **188,307 ** | **73,364 ** | 3,766 | **265,437 ** |
(1) For purposes of the table above, the lease payments are included for five years for the perpetual lease. Refer to note 15(c)(ii).
The contractual maturities of the Group's derivative financial liabilities at reporting date are reflected in the following table. It shows the undiscounted contractual cash flows required to discharge the instruments at market rates. Foreign currencies have been converted at rates of exchange ruling at reporting date.
| Less than | 1 to 5 | More than | Total | |
|---|---|---|---|---|
| 1 year | Years | 5 years | ||
| 2014 | $’000 | $’000 | $’000 | $’000 |
| Liabilities | ||||
| Derivative liabilities–net settled | **84 ** | **84 ** | - | 168 |
| 2013 | ||||
| Liabilities | ||||
| Derivative liabilities–net settled | - | 209 | - | 209 |
Page 54
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
27. Financial instruments (continued)
(k) Other financial instrument risk
The Group carries retirement village residents’ loans at fair value with resulting fair value adjustments recognised in the income statement. The fair value of these loans is dependent on market prices for the related retirement village units. The impact of an increase or decrease in these market prices of 10% at reporting date, with all other variables held constant, is shown in the table below. This analysis is based on the retirement village residents’ loans in existence at reporting date.
| Effect on profit after tax higher/(lower) |
|
|---|---|
| 2014 2013 $’000 $’000 |
|
| Increase in market prices of investment properties of 10% Decrease in market prices of investment properties of 10% |
(21,864) (20,700) 21,864 20,700 |
These effects are largely offset by corresponding changes in the fair value of the Group’s investment properties. The effect on equity would be the same as the effect on profit.
(l) Fair value
The Group uses the following fair value measurement hierarchy:
Level 1: fair value is calculated using quoted prices in active markets for identical assets or liabilities;
Level 2: fair value is calculated using inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices); and
- Level 3: fair value is calculated using inputs for the asset or liability that are not based on observable market data.
Quoted market price represents the fair value determined based on quoted prices on active markets as at the reporting date without any deduction for transaction costs.
The following table presents the Group’s financial instruments that were measured and recognised at fair value at reporting date:
| Financial | Valuation technique(s) | Significant | Relationship of |
|---|---|---|---|
| assets/ | and key inputs | unobservable inputs | unobservable inputs to |
| financial | fair value | ||
| liabilities | |||
| Retirement | Loans measured as the | Long-term capital | The higher the |
| village | ingoing resident's | appreciation rates for | appreciation, the higher |
| resident | contribution plus the | residential property | the value of resident loans. |
| loans | resident's share of capital | between 0-4%. | The longer the length of |
| appreciation to reporting | Estimated length of stay of | stay, the lower the value of | |
| date, less DMF accrued to | residents based on life | resident loans. | |
| reportingdate | tables | ||
| Deferred | DMF measured using the | Estimated length of stay of | The longer the length of |
| management | initial property price, | residents based on life | stay, the higher the DMF |
| fee accrued | estimated length of stay, | tables | accrued, capped at a |
| various contract terms and | predetermined period of | ||
| projected property price at | time. | ||
| time of re-leasing | |||
| Derivative | Net present value of future | N/A | N/A |
| interest rate | cash flows discounted at | ||
| swaps | market rates adjusted for | ||
| the Group's creditrisk |
Page 55
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
27. Financial instruments (continued)
There has been no movement from Level 3 to Level 2 during the current period.
Changes in the Group’s retirement village resident loans which are Level 3 instruments are presented in note 16.
The carrying amounts of the Group’s other financial instruments approximate their fair values.
28. Fair value measurement
The following table provides the fair value measurement hierarchy of the Group’s assets and liabilities:
(a) Assets measured at fair value
| (a) Assets measured at fair value |
|
|---|---|
| Date of valuation Total $’000 30 June 2014 |
Fair value measurement using |
| Quoted prices in active markets (Level 1) $’000 Significant observable inputs (Level 2) $’000 Significant unobservable inputs (Level 3) $’000 |
|
| Investment properties 30 June 2014 Refer to note 12 498,863 Discontinued operations- investment property 30 June 2014 Refer to note 8(b) 45,902 Assets held for sale – investment property 30 June 2014 Refer to note 8(a) - Assets held for sale – deferred management fee receivable 30 June 2014 Refer to notes 8(a) and 16 5,439 |
- - 498,863 - - 45,902 - - - - - 5,439 |
(b) Liabilities measured at fair value
| (b) Liabilities measured at fair value |
|
|---|---|
| 30 June 2014 Date of valuation Total $’000 |
Fair value measurement using |
| Quoted prices in active markets (Level 1) $’000 Significant observable inputs (Level 2) $’000 Significant unobservable inputs (Level 3) $’000 |
|
| Retirement village resident loans 30 June 2014 Refer to note16 190,122 Derivatives 30 June 2014 168 |
- - 190,122 - 168 - |
There have been no transfers between Level 1 and Level 2 during the year.
| (c) | Fair value hierarchy for financial |
instruments | measured at fair | value as at | 30 | June 2013: |
|---|---|---|---|---|---|---|
| Total | Level 1 |
Level 2 | Level 3 | |||
| **30 ** | June 2013 | $’000 | $’000 | $’000 | $’000 | |
| Retirement village resident loans | 175,703 | - |
- | 175,703 | ||
| Derivatives | 209 | - |
209 | - | ||
| 175,912 | - |
209 | 175,703 |
Page 56
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
29. Auditor's remuneration
| 29. Auditor's remuneration | ||
|---|---|---|
| 2014 | 2013 | |
| $ | $ | |
| Amounts received or receivable by Ernst & Young for: | ||
| Audit or review of the financial reports | 333,355 | 277,423 |
| Other audit related services | 34,450 | 32,683 |
| Non-audit related services | 27,295 | - |
| 395,100 | 310,106 |
30. Related parties
(a) Key management personnel
The aggregate compensation paid to Key Management Personnel (“KMP”) of the Group is as follows:
| Note | 2014 | 2013 | |
|---|---|---|---|
| $ | $ | ||
| Directors fees | 462,500 | 319,167 | |
| Salaries and other short-term benefits | 1,094,684 | 756,735 | |
| Short-term incentives | 332,235 | 182,382 | |
| Superannuation benefits | 59,084 | 48,957 | |
| Share-based payment | 25 | 680,600 | 293,113 |
| 2,629,103 | 1,600,354 |
The amounts disclosed in the table are the amounts recognised as an expense during the reporting period related to key management personnel.
The aggregate PQRs and RQRs (refer to note 25) of the Group held directly, by KMP, are as follows:
| Issue date Rights Expiry date |
Number outstanding |
|---|---|
| 2014 2013 |
|
| 2012 RQR 2014 2012 PQR 2015 2013 PQR 2016 |
1,818,000 1,818,000 3,842,000 3,842,000 3,716,000 - |
31. Company financial information
Summary financial information about the Company is:
| Summary financial information about the Company is: | ||
|---|---|---|
| 2014 | 2013 | |
| $’000 | $’000 | |
| Current assets | - | 190 |
| Total assets | 7,870 | 6,459 |
| Current liabilities | 7,320 | 3,494 |
| Total liabilities | 7,320 | 3,117 |
| Net assets | 550 | 3,342 |
| Securityholders’ equity | ||
| Issued securities | 7,377 | 6,078 |
| Reserves | 988 | 308 |
| Accumulated losses | (7,815) | (3,044) |
| Total securityholders’ equity | 550 | 3,342 |
| Profit from continuing operations | (4,771) | (3,636) |
| Net profit attributable to securityholders | (4,771) | (3,636) |
| Total comprehensive income | (4,771) | (3,636) |
The Company is a joint guarantor of the Commonwealth Bank of Australia debt facility, which has an outstanding balance of $94,000,000 at 30 June 2014 (2013: $68,000,000).
Page 57
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
32. Subsidiaries
(a) Names of subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the accounting policy described in note 1(d):
| Name | Country | Ownership | interest |
|---|---|---|---|
| of residence | 2014 | 2013 | |
| % | % | ||
| Bridge Street Trust | Australia | 100 | 100 |
| Browns Plains Road Trust | Australia | 100 | 100 |
| Casuarina Road Trust | Australia | 100 | 100 |
| Edinburgh Drive Trust | Australia | 100 | 100 |
| Garden Villages Management Trust | Australia | 100 | 100 |
| INA CC Holdings Pty Ltd | Australia | 100 | 100 |
| INA CC Pty Ltd | Australia | 100 | 100 |
| INA Community Living Lynbrook Trust | Australia | 100 | 100 |
| INA Community Living Subsidiary Trust | Australia | 100 | 100 |
| INA Community Living Subsidiary Trust No. 2 | Australia | 100 | 100 |
| INA Garden Villages Pty Ltd | Australia | 100 | 100 |
| INA Kiwi Communities Pty Ltd | Australia | 100 | 100 |
| INA Kiwi Communities Subsidiary Trust No. 1 | Australia | 100 | 100 |
| INA Management Pty Ltd | Australia | 100 | 100 |
| INA CC Trust | Australia | 100 | 100 |
| INA Regency Co Pty Ltd | Australia | 100 | 100 |
| INA Settlers Co Pty Ltd | Australia | 100 | 100 |
| INA Sunny Communities Pty Ltd | Australia | 100 | 100 |
| INA Sunny Trust | Australia | 100 | 100 |
| Ingenia Communities RE Limited | Australia | 100 | 100 |
| Jefferis Street Trust | Australia | 100 | 100 |
| Lovett Street Trust | Australia | 100 | 100 |
| ILF Regency Operations Trust | Australia | 100 | 100 |
| ILF Regency Subsidiary Trust | Australia | 100 | 100 |
| Settlers Operations Trust | Australia | 100 | 100 |
| Settlers Subsidiary Trust | Australia | 100 | 100 |
| SunnyCove Gladstone Unit Trust | Australia | 100 | 100 |
| SunnyCove Rockhampton Unit Trust | Australia | 100 | 100 |
| Ridge Estate Trust | Australia | 100 | 100 |
| Taylor Street (2) Trust | Australia | 100 | 100 |
| INA Subsidiary Trust No.1 | Australia | 100 | 100 |
| INA Subsidiary Trust No.2 | Australia | 100 | 100 |
| INA Subsidiary Trust No.3 | Australia | 100 | 100 |
| INA Operations Pty Ltd | Australia | 100 | 100 |
| INA Operations Trust No.1 | Australia | 100 | 100 |
| INA Operations Trust No.2 | Australia | 100 | 100 |
| INA Operations Trust No.3 | Australia | 100 | 100 |
| Noyea Pty Ltd | Australia | 100 | - |
| Noyea Operations Pty Ltd | Australia | 100 | - |
| IGC NZ Student Holdings Ltd | New Zealand | 100 | 100 |
| INA NZ Subsidiary Trust No 1 | New Zealand | 100 | 100 |
Page 58
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
32. Subsidiaries (continued)
| 32. Subsidiaries (continued) | |||
|---|---|---|---|
| Name | Country | Ownership | interest |
| of residence | 2014 | 2013 | |
| % | % | ||
| CSH Lynbrook GP LLC | United States of America | 100 | 100 |
| CSH Lynbrook LP | United States of America | 100 | 100 |
| Lynbrook Freer Street Member LLC | United States of America | 100 | 100 |
| Lynbrook Management, LLC | United States of America | 100 | 100 |
| INA Community Living LLC (formerly ING | United States of America | 100 | 100 |
| Community Living LLC) | |||
| INA Community Living II (formerly ING | United States of America | 100 | 100 |
| Community Living II) | |||
| INA US Community Living Fund LLC (formerly | United States of America | 100 | 100 |
| ING US CommunityLivingFundLLC) |
The Group’s voting interest in its subsidiaries is the same as its ownership interest.
33. Notes to the cash flow statement
Reconciliation of profit to net cash flow from operating activities
| Reconciliation of profit to net cash flow from operating activities | ||
|---|---|---|
| 2014 | 2013 | |
| $’000 | $’000 | |
| Net profit for the year | 11,518 | (10,290) |
| Adjustments for: | ||
| Net foreign exchange (gain)/loss | (1,410) | 718 |
| Release of FCTR on disposal of foreign operations | - | 17,463 |
| Net loss on disposal of investment properties - continuing | - | 107 |
| Net loss on disposal of investment properties - discontinuing | - | 994 |
| Disposal costs associated with overseas investments - continuing | - | 150 |
| Disposal costs associated with overseas investments - discontinued | 290 | 672 |
| Gain on disposal of equity accounted investments | (327) | (7,584) |
| Net (gain)/loss on change in fair value of: | ||
| Investment properties – continuing | 341 | (3,457) |
| Investment properties – discontinued | 1,630 | 2,783 |
| Derivatives | (41) | (752) |
| Retirement village residents’ loan | 616 | (327) |
| Income tax expense/(benefit): | ||
| Continuing | (7,264) | (367) |
| Discontinued | 14 | 1,002 |
| Amortisation of intangibles | - | 585 |
| Share-based payments expense | 681 | 293 |
| Other non-cash items | 211 | 35 |
| Operating profit for the year before changes in working capital | 6,259 | 2,025 |
| Changes in working capital: | ||
| (Increase)/decrease in receivables | 5,237 | (3,309) |
| Increase in inventory | (1,923) | - |
| Increase in retirement village residents’ loans | 6,327 | 12,220 |
| Increase/(decrease) in other payables and provisions | (1,660) | 304 |
| Net cash provided by operating activities | 14,240 | 11,240 |
Page 59
Ingenia Communities Holdings Limited Notes to the financial statements Year ended 30 June 2014
34. Subsequent events
(a) RQR vesting
On 1 July 2014, 1,818,000 Retention Quantum Rights (“RQRs”) granted to KMP in 2012 vested. As a result, 1,818,000 fully paid stapled securities have been issued to the following KMP:
Simon Owen 1,070,000 Tania Betts 374,000 Nicole Fisher 374,000
(b) Sale of Noyea
Settlement on the sale of Settlers Lifestyle Noyea was completed on 31 July 2014 at an adjusted sales price of $5.4 million resulting in $nil gain or loss recognised upon completion.
(c) Bank guarantee
On 1 July 2014, the Group obtained a bank guarantee of $10 million from the bank facility in relation to cash requirements under the Australian Financial Services Licence.
==> picture [166 x 151] intentionally omitted <==
INGENIA COMMUNITIES FUND AND INGENIA COMMUNITIES MANAGEMENT TRUST
PRELIMINARY FINAL REPORTS YEAR ENDED 30 JUNE 2014
www.ingeniacommunities.com.au
Registered Office: Level 5, 151 Castlereagh Street, Sydney NSW 2000
Page 2
Ingenia Communities Fund & Ingenia Communities Management Trust Management Trust Preliminary Final Reports Year ended 30 June 2014
Contents
| Contents | |
|---|---|
| Page | |
| Financial report | |
| Consolidated statements of comprehensive income | 7 |
| Consolidated balance sheets | 9 |
| Consolidated cash flow statements | 10 |
| Statements of changes in unitholders’ interest | 11 |
| Note 1 Summary of significant accounting policies | 13 |
| Note 2 Accounting estimates and judgements | 23 |
| Note 3 Segment information | 25 |
| Note 4 Earnings per unit | 29 |
| Note 5 Finance expense | 29 |
| Note 6 Income tax benefit | 29 |
| Note 7 Discontinued operations and assets held for sale | 30 |
| Note 8 Cash and cash equivalents | 33 |
| Note 9 Trade and other receivables | 33 |
| Note 10 Inventories | 34 |
| Note 11 Investment properties | 34 |
| Note 12 Plant and equipment | 37 |
| Note 13 Trade and other payables | 37 |
| Note 14 Borrowings | 38 |
| Note 15 Retirement village resident loans | 40 |
| Note 16 Provisions | 40 |
| Note 17 Derivatives | 40 |
| Note 18 Deferred tax liabilities | 41 |
| Note 19 Issued units | 41 |
| Note 20 Reserves | 42 |
| Note 21 Accumulated losses | 43 |
| Note 22 Commitments | 43 |
| Note 23 Contingencies | 44 |
| Note 24 Capital management | 44 |
| Note 25 Financial instruments | 44 |
| Note 26 Fair value measurement | 52 |
| Note 27 Auditor's remuneration | 54 |
| Note 28 Related parties | 54 |
| Note 29 Parent financial information | 56 |
| Note 30 Subsidiaries | 57 |
| Note 31 Notes to the cash flow statements | 58 |
| Note 32 Subsequent events | 58 |
Page 3
Ingenia Communities Fund & Ingenia Communities Management Trust Preliminary final reports (continued) Year ended 30 June 2014
The Ingenia Communities Fund (ARSN 107 459 576) and the Ingenia Communities Management Trust (ARSN 122 928 410) are Australian registered schemes. Ingenia Communities RE Limited (ACN 154 464 990; Australian Financial Services Licence number 415862), the Responsible Entity of both Trusts, is incorporated and domiciled in Australia.
The parent company of Ingenia Communities RE Limited is Ingenia Communities Holdings Limited (the “Company”). The shares of the Company and the units of the Trusts are “stapled” and trade on the Australian Securities Exchange (“ASX”) as a single security. The Company and the Trusts along with their subsidiaries are collectively referred to as the Group in this report.
The preliminary final report is a combined preliminary final report that covers both Trusts.
Directors
The directors of the Ingenia Communities RE Limited at any time during or since the end of the financial year were:
Jim Hazel (Chairman) Appointed 27 March 2012 Philip Clark AM Appointed 4 June 2012 Amanda Heyworth Appointed 16 April 2012 Robert Morrison Appointed 8 February 2013 Norah Barlow Appointed 31 March 2014 Simon Owen (Managing Director) Appointed 25 November 2011
Principal activity
The principal activity of ICF is investment in seniors living communities in Australia. The principal activities of ICMT are the development, management and operation of seniors living communities in Australia. There was no significant change in the nature of either Trust’s activities during the financial year.
Operating and financial review
(a) ICF and ICMT Overview
ICF and ICMT are two of the entities forming part of Ingenia Communities Group which is a triple stapled structure traded on the ASX.
The Group’s vision is to be a leading Australian provider of affordable seniors living accommodation whilst delivering value to all its stakeholders, including strong earnings growth for securityholders and providing an affordable community environment for residents.
(b) Strategy
The strategies of ICF and ICMT are aligned with the Group’s strategy of growing its Australian seniors living portfolio with a focus on the lifestyle parks sector. Using a disciplined investment framework, the Group is continuing to increase its exposure to lifestyle parks through targeted acquisitions and building out its development pipeline. The Group remains focused on divestment of its non-core New Zealand Students portfolio and reducing its investment in DMF assets. It is the Group’s intention to grow its investment in lifestyle parks through capital recycling, efficient inventory management and monetisation of stock
(c) FY14 financial results
FY14 has been a year of strong acquisitive growth. The results are underpinned by a significantly increased contribution from the Active Lifestyle Estates and Garden Villages portfolios following the acquisition of a further thirteen lifestyle parks and five rental villages during the year. Furthermore, ICMT and its subsidiaries formed a tax consolidation group which has allowed unrecognised carried forward and current year tax losses to be recognised, which is the primary driver for the $6.5m income tax benefit recorded in ICMT.
Page 4
Ingenia Communities Fund & Ingenia Communities Management Trust Preliminary final reports (continued) Year ended 30 June 2014
Operating and financial review (continued)
During the year, the acquisition of numerous properties were funded using a mix of debt and equity raised from a June 2013 institutional placement of $21.2m and a September 2013 rights issue of $61.7m.
(d) Key Metrics
-
Net profit for the year of $15.4 million for ICF and a loss of $1.2 million for ICMT
-
Full year distribution of 1.15 cent per security by ICF, nil for ICMT
These results are reflective of execution of the strategy to divest overseas operations, which is now largely complete, and redeploy that capital into the Australian market to generate strong returns for securityholders.
(e) Continuing Operations
The key strategic priorities of the continuing operations are:
-
increase rate of new home delivery within the Active Lifestyle Estates development pipeline;
-
grow occupancy of the Garden Villages portfolio towards the mid-term target of 92%;
-
sell recently completed homes and explore opportunities to reduce exposure to the Settlers portfolio; and
-
invest available capital into further accretive lifestyle parks.
(f) Discontinued operations
A sales campaign was undertaken for the sale of the New Zealand Students portfolio and terms have been agreed with a global real estate investment firm. The carrying value of these assets at 30 June 2014 is $45.9m.
(g) Capital Management
ICF strengthened its capital position by undertaking a capital raising and renegotiating its core debt facility.
On 23 August 2013, ICF refinanced its Bank of New Zealand debt facility, which funds the New Zealand Students portfolio with a NZ$32.7m core debt facility in place expiring 31 July 2018.
On 17 October 2013, ICF completed a non-renounceable rights issue to raise $61.7m (excluding transaction costs) to fund the expansion of lifestyle parks. A total of 169.1m securities were issued at 36.5 cents each.
ICF has increased its full year distributions to 1.15 cents, in line with its commitment to grow distributions over the medium term. The final distribution represents a 30% increase over the previous period.
(h) Outlook
The Trusts are well positioned to continue growing their lifestyle parks business and ICF has agreed indicative terms for a new multilateral Australian debt facility of $175m, which replaces the existing facility. Whilst the lead time from property acquisition to achieving set up for delivery of the first new homes has taken longer than anticipated, Ingenia is confident the rate of delivery and settlement of new homes will continue to slowly build each half and deliver a much stronger result in FY15.
There will be a strong focus on finalising divestment of the New Zealand Students portfolio and exploring opportunities for recycling capital from the Settlers Lifestyle portfolio. At the same time, the Trusts will continue to regularly assess the performance of its existing assets and where appropriate to recycle that capital into other opportunities delivering superior returns.
Page 5
Ingenia Communities Fund & Ingenia Communities Management Trust Preliminary final reports (continued) Year ended 30 June 2014
Significant changes in the state of affairs
Changes in the state of affairs during the financial year are set out in the various reports in this Preliminary Final Report. Refer to note 7 of the accompanying financial statements for discontinued operations, note 11 for Australian investment properties acquired or disposed of during the year, note 14 for details of Australian debt refinanced and note 19 for units issued.
Events subsequent to reporting date
(a) Retention Quantum Rights vesting
On 1 July 2014, 1,818,000 Retention Quantum Rights (“RQRs”) granted to KMP in 2012 vested. As a result 1,818,000 fully paid stapled securities have been issued to the following KMP:
Simon Owen 1,070,000 Tania Betts 374,000 Nicole Fisher 374,000
(b) Sale of Noyea
Settlement on the sale of Settlers Lifestyle Noyea was completed on 31 July 2014 at an adjusted sales price of $5.4 million resulting in $nil gain or loss recognised upon completion.
(c) Bank guarantee
On 1 July 2014, ICF obtained a bank guarantee of $10 million from the bank facility in relation to cash requirements under the Australian Financial Services Licence.
Likely developments
The Trusts will continue to pursue strategies aimed at improving cash earnings, profitability and market share within the seniors living industry during the next financial year, with a strong focus on the development and acquisition of manufactured home estates.
Other information about certain likely developments in the operations of the Trusts and the expected results of those operations in future financial years is included in the various reports in the Ingenia Communities Annual Report.
Environmental regulation
The Trusts’ operations are not subject to any particular and significant environmental regulation under a law of the Commonwealth or of a State or Territory.
Indemnities
The Trusts have not indemnified, nor paid any insurance premiums for, a person who is or has been an officer of the Responsible Entity or an auditor of either Trust.
Page 6
Ingenia Communities Fund & Ingenia Communities Management Trust Preliminary final reports (continued) Year ended 30 June 2014
Interests of directors of the Responsible Entity
Units in each Trust held by directors of the Responsible Entity as at 30 June 2014 were:
| Number of | Performance | Retention | |
|---|---|---|---|
| units | quantum |
quantum | |
| rights | rights | ||
| Jim Hazel | 1,333,334 | - | - |
| Philip Clark AM | 208,334 | - | - |
| Amanda Heyworth | 561,334 | - | - |
| Robert Morrison | 221,667 | - | - |
| Norah Barlow | 178,000 | - | - |
| Simon Richard Owen | 2,179,667 | 4,720,000 | 1,070,000 |
Other information
Fees paid to the Responsible Entity and its associates, and the number of units in each Trust held by the Responsible Entity and its associates as at the end of the financial year; are set out in note 28 in the financial report.
Rounding of amounts
The Trusts are of a kind referred to in Class Order 98/100, issued by the Australian Securities and Investments Commission, relating to the ''rounding off'' of amounts in this report and in the financial report. Amounts in these reports have been rounded off in accordance with that Class Order to the nearest thousand dollars, unless otherwise stated.
Page 7
Ingenia Communities Fund & Ingenia Communities Management Trust Consolidated statements of comprehensive income Year ended 30 June 2014
| Note | Ingenia Communities Fund Ingenia Communities Management Trust |
|---|---|
2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Revenue Rental income Accrued deferred management fee income Manufactured home sales Catering income Other property income Interest income |
9,354 8,439 31,643 19,287 - - 5,333 4,850 - - 3,442 405 - - 3,178 2,617 - 142 1,819 871 10,339 3,524 16 14 |
| Property expenses Employee expenses Administration expenses Operational, marketing and selling expenses Manufactured home cost of sales Finance expense 5 Net foreign exchange gain/(loss) Net loss on disposal of investment properties Net gain/(loss) on change in fair value of: Investment properties Derivatives Retirement village resident loans Responsible Entity’s fees and expenses 28 Other expenses |
19,693 12,105 45,431 28,044 (274) - (20,693) (16,198) - - (11,131) (7,226) (682) (797) (2,050) (1,439) (295) (96) (2,734) (2,189) - - (2,130) (297) (3,955) (3,841) (10,145) (5,212) (147) 37 - - - (107) - 1,530 1,618 (1,871) 1,839 41 752 - - - - (616) 327 (1,170) (1,101) (1,626) (1,456) - (185) - - |
| Profit/(loss) from continuing operations before income tax Income tax benefit/(expense) 6 |
14,741 8,385 (7,565) (3,807) - - 6,506 (17) |
| Profit/(loss) from continuing operations Profit/(loss) from discontinued operations 7 |
14,741 8,385 (1,059) (3,824) 681 (5,715) (111) (7,891) |
| **Net profit/(loss) for the year ** | 15,422 2,670 (1,170) (11,715) |
| Attributable to unitholders of: Ingenia Communities Fund Ingenia Communities Management Trust |
15,422 2,670 (111) (3,314) - - (1,059) (8,401) |
| 15,422 2,670 (1,170) (11,715) |
Page 8
Ingenia Communities Fund & Ingenia Communities Management Trust Consolidated statements of comprehensive income (continued) Year ended 30 June 2014
| Note | Ingenia Communities Fund Ingenia Communities Management Trust |
|---|---|
2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Net profit/(loss) for the year Other comprehensive income, net of income tax: Items that may be reclassified subsequently to profit or loss: Foreign currency translation differences arising during the year 20 Release of foreign currency translation reserve ondisposalof foreignoperations 20 |
15,422 2,670 (1,170) (11,715) (226) 1,389 495 (1,064) - 15,507 - 2,444 |
| Total comprehensive income for the year, **net of tax ** |
15,196 19,566 (675) (10,335) |
| Total comprehensive income/(loss) for the year is attributable to: Ingenia Communities Fund Ingenia Communities Management Trust |
15,196 19,566 335 (2,668) - - (1,010) (7,667) |
| 15,196 19,566 (675) (10,335) |
|
| 2014 2013 2014 2013 Cents Cents Cents Cents |
|
| Distributions per unit Earnings per unit(1): Basic earnings from continuing operations 4 Basic earnings 4 Diluted earnings from continuing Operations 4 Diluted earnings 4 |
1.0(2) 1.0 - - 2.3 1.6 (0.2) (0.8) 2.4 0.5 (0.2) (2.3) 2.3 1.6 (0.2) (0.7) 2.4 0.5 (0.2) (2.3) |
(1) Prior period weighted average number of units and earnings per unit have been adjusted in accordance with AASB 133 “Earnings per Share” (“AASB 133”). The weighted average number of units on issue for the current period, prior to the rights issue in September 2013, has also been adjusted as required by AASB 133.
(2) Distributions relate to the amount paid during FY14. Subsequent to the end of the year, a final distribution was declared for 0.65 cents for a total full year distribution of 1.15 cents.
Page 9
Ingenia Communities Fund & Ingenia Communities Management Trust Consolidated balance sheets As at 30 June 2014
| Note | Ingenia Communities Fund Ingenia Communities Management Trust |
|---|---|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Current assets Cash and cash equivalents 8 Trade and other receivables 9 Inventories 10 Income tax receivable Assets held for sale Assets of discontinued operations 7 |
2,658 31,014 3,893 1,229 4,280 9,204 3,131 2,819 - - 2,208 285 975 882 - - - - 5,439 - 3,874 3,874 47,657 36,576 |
| Total current assets | 11,787 44,974 62,328 40,909 |
| Non-current assets Trade and other receivables 9 Receivable from related party 28 Investment properties 11 Plant and equipment 12 |
39,334 39,472 40 438 135,805 31,870 - - 134,488 120,167 364,375 250,764 239 339 180 547 |
| Total non-current assets | 309,866 191,848 364,595 251,749 |
| Total assets | 321,653 236,822 426,923 292,658 |
| Current liabilities Trade and other payables 13 Borrowings 14 Retirement village resident loans 15 Provisions 16 Derivatives 17 Provision for income tax Payable to related party 28 Liabilities of discontinued operations 7 |
1,210 1,569 8,480 6,305 - - 3,461 3,589 - - 190,122 175,703 - - 590 507 84 - - - - - 29 126 - - 133,249 30,769 - - 30,449 21,527 |
| Total current liabilities | 1,294 1,569 366,380 238,526 |
| Non-current liabilities Trade and other payables 13 Borrowings 14 Provisions 16 Derivatives 17 Deferred tax liabilities 18 |
- - 4,000 - 93,688 67,422 41,883 40,475 - - 249 140 84 209 - - - - 1,433 7,855 |
| Total non-current liabilities | 93,772 67,631 47,565 48,470 |
| Total liabilities | 95,066 69,200 413,945 286,996 |
| Net assets | 226,587 167,622 12,978 5,662 |
| Equity Issued units 19 Reserves 20 Accumulated losses 21 |
547,642 497,956 14,097 6,106 (226) - 169 120 (320,829) (330,334) (4,049) (2,990) |
| Unitholders’ interest Non-controlling interest |
226,587 167,622 10,217 3,236 - - 2,761 2,426 |
| Total equity | 226,587 167,622 12,978 5,662 |
| Attributable to unitholders of: Ingenia Communities Fund Ingenia Communities Management Trust |
226,587 167,662 2,761 2,426 - - 10,217 3,236 |
| 226,587 167,622 12,978 5,662 |
Page 10
Ingenia Communities Fund & Ingenia Communities Management Trust Consolidated cash flow statements Year ended 30 June 2014
| Note | Ingenia Communities Fund Ingenia Communities Management Trust |
|---|---|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Cash flows from operating activities Rental and other property income Payment of management fees (including arrears) Property and other expenses Proceeds from resident loans Repayment of resident loans Proceeds from manufactured home sales Payments for manufactured homes Distributions received from equity accounted investments Interest received Borrowing costs paid Income taxesreceived/(paid) |
- 33 43,274 29,478 - - (29) (167) (51) (210) (30,286) (21,487) - - 22,021 19,338 - - (10,361) (7,118) - - 3,511 450 - - (4,035) (275) 295 2,353 6 - 205 243 12 54 (4,123) (5,249) (1,689) (1,836) (125) (76) 4 - |
| 31 | (3,799) (2,906) 22,428 18,437 |
| Cash flows from investing activities Payments for plant and equipment Additions to investment properties Proceeds/(costs) from sale of investment properties Payments for investment properties Amounts received from/(advanced to) villages Payments for lease arrangements Proceeds of equity accounted investments |
- (81) (150) (329) (2) (474) (18,723) (16,416) 1,321 3,030 (120) 26,292 (10,452) (23,315) (102,803) (7,708) - - 72 (330) - - (745) (699) 5,695 37,560 116 - |
| (3,438) 16,720 (122,353) 810 |
|
| Cash flows from financing activities Proceeds from the issue units Payment for issue costs Internalisation costs Distributions to unitholders Receipts from derivatives Payments for derivatives Finance lease payments (Repayment of)/proceeds from borrowings with related parties Proceeds from borrowings Repayment of borrowings Payment ofborrowing costs |
61,707 18,170 - 2,900 (2,528) (907) (243) (145) - (600) - - (5,885) (4,235) - - - 1,650 - - - (150) - - - - (81) (13) (100,124) - 108,231 - 94,000 16,261 - - (68,000) (33,195) (2,581) (27,749) (142) (586) (75) - |
| (20,972) (3,592) 105,251 (25,007) |
|
| Net increase/(decrease) in cash Cash at beginning of the year Effects ofexchangerate changes oncash |
(28,209) 10,222 5,326 (5,760) 31,014 20,777 248 6,029 (147) 15 (24) (21) |
| Cash at the end of the year 8 |
2,658 31,014 5,550 248 |
Page 11
Ingenia Communities Fund & Ingenia Communities Management Trust Statements of changes in unitholders’ interest Year ended 30 June 2014
| Note | Ingenia Communities Fund |
|---|---|
| Attributable to unitholders Non- controlling interest Total equity Issued capital Reserves Retained earnings Total $’000 $’000 $’000 $’000 $’000 $’000 |
|
| Carrying amounts at 1 July 2012 Net profit for the year Othercomprehensiveincome |
480,693 (16,896) (328,594) 135,203 - 135,203 - - 2,670 2,670 - 2,670 - 16,896 - 16,896 - 16,896 |
| **Total comprehensive income for the year ** | - 16,896 2,670 19,566 - 19,566 |
| Transactions with unitholders in their capacity as unitholders: Placement securities 19 Distributions paid orpayable 21 |
17,263 - 17,263 - 17,263 - - (4,410) (4,410) - (4,410) |
| Carrying amounts at 30 June 2013 | 497,956 - (330,334) 167,622 - 167,622 |
| Net profit for the year Other comprehensive income 20 |
- - 15,422 15,422 - 15,422 - (226) - (226) - (226) |
| **Total comprehensive income for the year ** | - (226) 15,422 15,196 - 15,196 |
| Transactions with unitholders in their capacity as unitholders: Placement securities 19 Distributions paid or payable 21 |
49,686 - - 49,686 - 49,686 - - (5,917) (5,917) - (5,917) |
| Carrying amounts at 30 June 2014 | 547,642 (226) (320,829) 226,587 - **226,587 ** |
Page 12
Ingenia Communities Fund & Ingenia Communities Management Trust Statements of changes in unitholders’ interest (continued) Year ended 30 June 2014
| Note | Ingenia Communities Management Trust |
|---|---|
| Attributable to unitholders Non- controlling interest(1) Total equity Issued capital Reserves Retained earnings Total $’000 $’000 $’000 $’000 $’000 $’000 |
|
| Carrying amounts at 1 July 2012 Net loss for the year Other comprehensive income |
3,351 (614) 5,411 8,148 5,094 13,242 - - (8,401) (8,401) (3,314) (11,715) - 734 - 734 646 1,380 |
| **Total comprehensive income for the year ** | - 734 (8,401) (7,667) (2,668) (10,335) |
| Transactions with unitholders in their capacity as unitholders: Placement securities 19 |
2,755 - - 2,755 - 2,755 |
| Carrying amounts at 30 June 2013 | 6,106 120 (2,990) 3,236 2,426 **5,662 ** |
| Net loss for the year Othercomprehensiveincome |
- - (1,059) (1,059) (111) (1,170) - 49 - 49 446 495 |
| **Total comprehensive income for the year ** | - 49 (1,059) (1,010) 335 (675) |
| Transactions with unitholders in their capacity as unitholders: Placement securities 19 |
7,991 - - 7,991 - 7,991 |
| Carrying amounts at 30 June 2014 | 14,097 169 (4,049) 10,217 2,761 12,978 |
(1) Non-controlling interest relates to the portion in which ICF owns subsidiaries consolidated within ICMT.
Page 13
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies
(a) The Trusts
The Ingenia Communities Fund (“ICF” or the “Fund”) (ARSN 107 459 576) and the Ingenia Communities Management Trust (“ICMT”) (ARSN 122 928 410) (together the “Trusts”) are Australian registered schemes. Ingenia Communities RE Limited (ACN 154 464 990; Australian Financial Services Licence number 415862), the Responsible Entity of the Trusts, is incorporated and domiciled in Australia.
The parent company of Ingenia Communities RE Limited is Ingenia Communities Holdings Limited (the “Company”). The shares of the Company and the units of the Trust are “stapled” and trade on the Australian Securities Exchange (“ASX”) as a single security. The Company and the Trust along with their subsidiaries are collectively referred to as the Group in this report.
The stapling structure will cease to operate on the first to occur of:
-
the Company or either of the Trusts resolving by special resolution in accordance with its constitution to terminate the stapling provisions; or
-
the commencement of the winding up of the Company or either of the Trusts.
(b) Basis of preparation
The financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards ("AASB"), Australian Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board (the “Board”) and the Corporations Act 2001 .
As permitted by Class Order 05/642, issued by the Australian Securities and Investments Commission, this financial report is a combined financial report that presents the financial statements and accompanying notes of both the Ingenia Communities Fund and Ingenia Communities Management Trust. The financial statements and accompanying notes of the Trusts have been presented in the attached associated financial report.
The financial report complies with Australian Accounting Standards as issued by the Australian Accounting Standards Board and International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board.
The financial report is presented in Australian dollars and all values are rounded to the nearest thousand dollars ($’000) unless otherwise stated.
The financial report is prepared on an historical cost basis, except for investment properties, retirement village residents’ loans and derivative financial instruments, which are measured at fair value.
As at 30 June 2014, ICMT recorded a net current asset deficiency of $304,052,000. This deficiency includes retirement village resident loans of $190,122,000, liabilities from discontinued operations of $30,449,000 and payables to other entities within the Group of $133,249,000. Resident loan obligations of the Trusts are classified as current liabilities due to the demand feature of these obligations despite the unlikely possibility that the majority of the loans will be settled within the next twelve months. Furthermore, if required, the proceeds from new resident loans could be used by the Group to settle its existing loan obligations should those incumbent residents vacate their units. Intercompany loan balances are payable on demand, however ICF has undertaken not to call its loan receivable from ICMT within twelve months of the date of this report, if calling the loan would result in ICMT being unable to pay its debts as and when they are due and payable.The liabilities of the discontinued operations consist mainly of borrowings of $30,081,000 related to a facility with the Bank of New Zealand, which has been refinanced recently for a five year period and will be repaid upon disposal of the corresponding assets. Accordingly, there are reasonable grounds to believe that ICMT will be able to pay its debts as and when they become due and payable; and the financial report of ICMT has been prepared on a going concern basis.
Page 14
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
(c) Adoption of new and revised accounting standards
The Group has adopted all of the new and revised standards and interpretations issued by the Australian Accounting Standards Board that are relevant to its operations and effective for the current period. The following standards were most relevant to the Group:
-
AASB 10 ”Consolidated Financial Statements” and AASB 2011-7 “Amendments to Australian Accounting Standards arising from consolidation and Joint Arrangements standards”;
-
AASB 13 ‘Fair Value Measurement’ and AASB 2011-8 ‘Amendments to Australian Accounting Standards arising from AASB 13’;
-
AASB 119 ‘Employee Benefits’ (2011) and AASB 2011-10 ‘Amendments to Australian Accounting Standards arising from AASB 119 (2011) ;
-
AASB 2012-2 ‘Amendments to Australian Accounting Standards-Disclosures-Offsetting Financial Assets and Financial Liabilities’
-
AASB 2011-4 ‘Amendments to Australian Accounting Standards to Remove Individual Key Management Personnel Disclosure Requirements’
The impact of application of each Standard is as follows:
| Accounting Standard |
Impact on the Group |
|---|---|
| AASB 10 and AASB 2011-7 |
AASB 10 amends the definition of control such that an investor controls an investee when a) it has power over an investee; b) it is exposed, or has rights, to variable returns from its involvement with the investee and c) has the ability to use its power to affect its returns. All three conditions have to be met for an investor to have control. The application of the standard did not have any impact on the Group. |
| AASB 13 and AASB 2011-8 |
AASB 13 establishes a single source of guidance for fair value measurements and disclosures about fair value. The standard is broad in scope and applies to both financial instrument and non-financial instrument items with the exception of a few items like share-based payments and leases, which are covered by other standards. AASB 13 defines fair value as the price that would be received to sell an asset or liability in an orderly transaction in the principal (or the most advantageous) market at the measurement date under current market conditions. Valuations made are categorised into three levels based on the inputs used. However, regardless of the valuation methodology applied, fair value represents the exit price in relation to the asset or liability. The standard applies prospectively from 1 January 2013. The Group has applied requirements of the Standard in all its valuations in particular of investment properties. Additionally, the disclosure requirements of the standard, which includes information about assumptions made and the qualitative impact of those assumptions on fair value, have been complied with. |
| AASB 119 and AASB 2011-10 |
AASB 119 amends the definition of short-term employee benefits, with the distinction now being based on whether the benefits are expected to be settled within 12 months after reporting date (short-term benefit). Long term employee benefits are required to be measured using the actuarial valuation method. The method involves projecting future cash flows and discounting back to present value. This requirement applies to the annual leave balance for the Group. The application of the standard’s requirement for both current and previous periods did not result in amendment to the figures disclosed, as the changes were not material. |
Page 15
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
| Accounting Standard |
Impact on the Group |
|---|---|
| AASB 2012-2 | The standard provides application and presentation guidance to AASB 132 ‘Financial Instruments: Presentation’ for applying some offsetting criteria. The Group has applied the requirements of the Standard, which necessitates disclosure of information about rights of offset and related arrangements for financial instruments under an enforceable master netting arrangement or similar arrangement. This has resulted in changes to disclosure principally for retirement village resident loans for the Group. |
| AASB 2011-4 | The standard amends AASB 124 ‘Related Party Disclosures’ to remove individual key management personnel disclosures required by Australian specific paragraphs. The application of the standard did not have any financial impact on the Group. |
(d) Principles of consolidation
ICF’s consolidated financial statements comprise the parent and its subsidiaries. ICMT’s consolidated financial statements comprise ICMT and its subsidiaries. Subsidiaries are all those entities (including special purpose entities) whose financial and operating policies a trust has the power to govern, so as to obtain benefits from their activities.
The financial statements of the subsidiaries are prepared for the same reporting period as the parent, using consistent accounting policies. Adjustments are made to bring into line dissimilar accounting policies. Inter-company balances and transactions including unrealised profits have been eliminated.
Subsidiaries are consolidated from the date on which the parent obtains control. They are deconsolidated from the date that control ceases.
Investments in subsidiaries are carried at cost in the parent’s financial statements.
(e) Business combinations and goodwill
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, measured at acquisition date fair value and the amount of any non-controlling interest in the acquiree. For each business combination, the Trusts elect whether it measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition costs incurred are expensed and included in other expenses.
When the Trusts acquire a business, they assess the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date.
If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date through profit or loss.
Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interest over the net identifiable assets acquired and liabilities assumed. If this consideration is lower than the fair value of the net assets of the subsidiary acquired, the difference is recognised in profit or loss.
Page 16
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
(f) Discontinued operations and assets held for sale
The Trusts have classified certain components as discontinued operations. A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and that represents a separate major line of business or geographical area of operations, or is part of a single co-ordinated plan to dispose of such a line of business or area of operations. The results of discontinued operations are presented separately on the face of the income statement.
Components of the entity are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use. They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets such as investment property, which are carried at fair value.
An impairment loss is recognised for any initial or subsequent write-down of the asset (or disposal group) to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset (or disposal group), but not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the noncurrent asset (or disposal group) is recognised at the date of derecognition.
Non-current assets classified as held for sale, and the assets of a disposal group classified as held for sale are presented separately from the other assets on the face of the balance sheet. The liabilities of a disposal group classified as held for sale are presented separately from other liabilities on the face of the balance sheet.
Details of discontinued operations and assets held for sale are given at note 7.
(g) Distributions
A liability for any distribution declared on or before the end of the reporting period is recognised on the balance sheet in the reporting period to which the distribution pertains.
(h) Foreign currency
(i) Functional and presentation currencies
The functional currency and presentation currency of the Trusts and their subsidiaries, other than foreign subsidiaries, is the Australian dollar.
(ii) Translation of foreign currency transactions
Transactions in foreign currency are initially recorded in the functional currency at the exchange rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currency are retranslated at the rate of exchange prevailing at the balance date. All differences in the consolidated financial report are taken to the income statement with the exception of differences on foreign currency borrowings designated as a hedge against a net investment in a foreign entity. These are taken directly to equity until the disposal of the net investment at which time they are recognised in the income statement.
A non-monetary item that is measured at fair value in a foreign currency is translated using the exchange rates at the date when the fair value was determined.
Page 17
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
(iii) Translation of financial statements of foreign subsidiaries
The functional currency of certain subsidiaries is not the Australian dollar. At reporting date, the assets and liabilities of these entities are translated into the presentation currency of the Trusts at the rate of exchange prevailing at balance date. Financial performance is translated at the average exchange rate prevailing during the reporting period. The exchange differences arising on translation are taken directly to the foreign currency translation reserve in equity.
On disposal of a foreign entity, the deferred cumulative amount recognised in equity relating to that foreign operation is recognised in the income statement.
(i) Leases
Finance leases, which transfer to the Trusts substantially all the risks and benefits incidental to ownership of the leased item, are capitalised at the inception of the lease at the fair value of the leased asset or, if lower, at the present value of the minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognised as an expense in the income statement.
Finance leases, which transfer away from the Trusts substantially all the risks and benefits incidental to ownership of the leased item, are recognised at the inception of the lease. A finance lease receivable is recognised on inception at the present value of the minimum lease receipts. Finance lease receipts are apportioned between the interest income and reduction in the lease receivable to achieve a constant rate of interest on the remaining balance of the receivable. Interest is recognised as income in the income statement.
Leases of properties that are classified as investment properties, are classified as finance leases under AASB 140 Investment Properties .
Leases where the lessor retains substantially all the risks and benefits of ownership are classified as operating leases. Operating lease payments are recognised as an expense in the income statement on a straight-line basis over the term of the lease.
(j) Financial assets and liabilities
Current and non-current financial assets and liabilities within the scope of AASB 139 Financial Instruments: Recognition and Measurement are classified as at fair value through profit or loss; loans and receivables; held-to-maturity investments; or as available-for-sale. The Trusts determine the classification of their financial assets and liabilities at initial recognition with the classification depending on the purpose for which the asset or liability was acquired or issued. Financial assets and liabilities are initially recognised at fair value, plus directly attributable transaction costs unless their classification is at fair value through profit or loss. They are subsequently measured at fair value or amortised cost using the effective interest method. Changes in fair value of available-for-sale financial assets are recorded directly in equity. Changes in fair values of financial assets and liabilities classified as at fair value through profit or loss are recorded in the income statement.
The fair values of financial instruments that are actively traded in organised financial markets are determined by reference to quoted market bid prices at the close of business on the balance sheet date. For those with no active market, fair values are determined using valuation techniques. Such techniques include: using recent arm's length market transactions; reference to the current market value of another instrument that is substantially the same; discounted cash flow analysis and option pricing models, making as much use of available and supportable market data as possible and keeping judgemental inputs to a minimum.
Page 18
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
(k) Impairment of non-financial assets
Assets other than investment property and financial assets carried at fair value are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows that are largely independent of the cash inflows from other assets or groups of assets. Non-financial assets excluding goodwill which have suffered impairment are reviewed for possible reversal of the impairment at each reporting date.
(l) Cash and cash equivalents
Cash and cash equivalents in the balance sheet and cash flow statement comprise cash at bank and in hand and short-term deposits that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value.
(m) Trade and other receivables
Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less any provision for impairment. An allowance for impairment is made when there is objective evidence that collection of the full amount is no longer probable.
(n) Inventories
The Trusts hold inventory in relation to the acquisition and development of manufactured homes within their Active Lifestyle Estates segment.
Inventories are held at the lower of cost and net realisable value.
Costs of inventories comprise all acquisition costs, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. Inventory includes work in progress and raw materials used in the production of manufactured home units.
Net realisable value is determined on the basis of an estimated selling price in the ordinary course of business less estimated costs of completion and the estimated costs necessary to make the sale.
(o) Derivative financial instruments
The Trusts use derivative financial instruments such as foreign currency contracts and interest rate swaps to hedge its risks associated with foreign currency and interest rate fluctuations. Such derivative financial instruments are initially recognised at fair value on the date in which the derivative contract is entered into and are subsequently remeasured to fair value.
(p) Investment property
Land and buildings have the function of an investment and are regarded as composite assets. In accordance with applicable accounting standards, the buildings, including plant and equipment, are not depreciated.
Investment property includes property under construction and tourism cabins.
Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are stated at fair value, which reflects market conditions at the reporting date. Gains or losses arising from changes in the fair values of investment properties are included in the income statement in the period in which they arise, including corresponding tax effect.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal market for the asset or liability or in its absence, the most advantageous market.
Page 19
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
It is the Trusts’ policy to have all investment properties externally valued at intervals of not more than two years and that such valuation be reflected in the financial reports of the Trusts. It is the policy of the responsible trust to review the fair value of each investment property every six months and to cause investment properties to be revalued to fair values whenever their carrying value materially differs to their fair values.
In determining fair values, expected net cash flows are discounted to their present value using a market determined risk adjusted discount rate. The assessment of fair value of investment properties does not take into account potential capital gains tax assessable.
(q) Payables
Trade and other payables are carried at amortised cost and due to their short-term nature are not discounted. They represent liabilities for goods and services provided to the Trusts prior to the end of the financial year that are unpaid and are recognised when the Trusts become obliged to make future payments in respect of the purchase of these goods and services. The amounts are unsecured and are usually paid within 60 days of recognition.
(r) Retirement village resident loans
These loans, which are non-interest bearing and repayable on the departure of the resident, are classified as financial liabilities at fair value through profit and loss with resulting fair value adjustments recognised in the income statement. The fair value of the obligation is measured as the ingoing contribution plus the resident's share of capital appreciation to reporting date. Although the expected average residency term is more than ten years, these obligations are classified as current liabilities, as required by Accounting Standards, because the Trusts do not have an unconditional right to defer settlement to more than twelve months after reporting date.
This liability is stated net of deferred management fee accrued to reporting date, because the Trusts contracts with residents require net settlement of those obligations.
Refer to notes 25(k) and 1(y) for information regarding the valuation of retirement village resident loans.
(s) Borrowings
Borrowings are initially recorded at the fair value of the consideration received less directly attributable transaction costs associated with the borrowings. After initial recognition, borrowings are subsequently measured at amortised cost using the effective interest rate method. Under this method fees, costs, discounts and premiums that are yield related are included as part of the carrying amount of the borrowing and amortised over its expected life.
Borrowings are classified as current liabilities unless the Trusts do not have an unconditional right to defer settlement to more than twelve months after reporting date.
Borrowing costs are expensed as incurred except where they are directly attributable to the acquisition, construction or production of a qualifying asset. When this is the case, they are capitalised as part of the acquisition cost of that asset.
(t) Issued units
Issued and paid up units are recognised at the fair value of the consideration received by the Trusts. Any transaction costs arising on issue of ordinary units are recognised directly in unitholders’ interest as a reduction of the units proceeds received.
(u) Revenue
Revenue from rents, interest and distributions is recognised to the extent that it is probable that the economic benefits will flow to the entity and the revenue can be reliably measured. Revenue brought to account but not received at balance date is recognised as a receivable.
Page 20
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
Rental income from operating leases is recognised on a straight-line basis over the lease term. Contingent rentals are recognised as income in the financial year that they are earned. Fixed rental increases that do not represent direct compensation for underlying cost increases or capital expenditures are recognised on a straight-line basis until the next market review date. Rent paid in advance is recognised as unearned income.
Deferred management fee income is calculated as the expected fee to be earned on a residents ingoing loan, allocated pro-rata over the resident’s expected tenure, together with any share of capital appreciation that has occurred at reporting date.
Revenue from the sale of manufactured homes within the Active Lifestyle Estate segment is recognised when the significant risks, rewards of ownership and effective control has been transferred to the buyer.
Interest income is recognised as the interest accrues using the effective interest rate method.
(v) Provisions, including for employee benefits
(i) General
Provisions are recognised when the Trusts have a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When the Trusts expect some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the statement of profit or loss net of any reimbursement.
(ii) Wages, salaries, annual leave and sick leave
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within twelve months of the reporting date are recognised in respect of employees' services up to the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled. Expenses for non-accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.
(iii) Long service leave
The liability for long service leave is recognised and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures, and periods of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows.
(w) Income tax
(i) Current income tax
Under the current tax legislation, the Fund is not liable to pay Australian income tax provided that its taxable income (including any assessable capital gains) is fully distributed to unitholders each year. Tax allowances for building and fixtures depreciation are distributed to unitholders in the form of the tax-deferred component of distributions.
However, ICMT and its subsidiaries are subject to Australian income tax.
Current tax assets and liabilities for the current period are measured at the amount expected to be recovered from, or paid to, the taxation authorities based on the current period's taxable income. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date.
Page 21
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
The subsidiaries that hold the Trusts foreign properties may be subject to corporate income tax and withholding tax in the countries in which they operate. Under current Australian income tax legislation, unitholders may be entitled to receive a foreign tax credit for this withholding tax.
(ii) Deferred income tax
Deferred income tax represents tax (including withholding tax) expected to be payable or recoverable by taxable entities on the differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised through continuing use or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at reporting date. Income taxes related to items recognised directly in equity are recognised in equity and not against income.
(x) Goods and services tax (“GST”)
Revenue, expenses and assets (with the exception of receivables) are recognised net of the amount of GST to the extent that the GST is recoverable from the taxation authority. Where GST is not recoverable, it is recognised as part of the cost of the acquisition, or as an expense.
Receivables and payables are stated inclusive of GST. The net amount of GST recoverable from or payable to the tax authority is included in the balance sheet as an asset or liability.
Cash flows are included in the cash flow statement on a gross basis. The GST components of cash flows arising from investing and financing activities, which are recoverable from or payable to the tax authorities, are classified as operating cash flows.
(y) Fair value measurement
The Trusts measure financial instruments, such as, derivatives, and non-financial assets such as investment properties, at fair value at each balance sheet date. Also, fair values of financial instruments measured at amortised cost are disclosed in note 26.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
-
In the principal market for the asset or liability, or
-
In the absence of a principal market, in the most advantageous market for the asset or liability.
The principal or the most advantageous market must be accessible to the Trusts.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
The Trusts use valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
Page 22
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
-
Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities
-
Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable
-
Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable
For assets and liabilities that are recognised in the financial statements on a recurring basis, the Trusts determine whether transfers have occurred between Levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of the reporting period.
The Trusts’ Audit and Risk Committee determines the policies and procedures for both recurring fair value measurement, such as investment properties and resident loans and for non-recurring measurement.
External valuers are involved for valuation of significant assets, such as properties and significant liabilities. Selection criteria include market knowledge, experience and qualifications, reputation, independence and whether professional standards are maintained.
On a six monthly basis management presents valuation results to the Audit and Risk Committee and the Trusts’ auditors. This includes a discussion of the major assumptions used in the valuations.
For the purpose of fair value disclosures, the Trusts have determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
(z) Pending Accounting Standards
AASB 9 Financial Instruments is applicable to reporting periods beginning on or after 1 January 2018. The Group has not early adopted this standard. This standard provides requirements for the classification and measurement of financial assets and accounting for financial liabilities. These requirements seek to improve and simplify the requirements listed in AASB 139 Financial Instruments: Recognition and Measurement. The Group is currently evaluating the impact of this standard.
AASB 2012-3 “Amendments to Australian Accounting Standards- Offsetting Financial Assets and Liabilities” is applicable for annual financial periods beginning on or after 1 January 2014. The standard makes amendments to AASB 132 “Financial Instruments- Presentation” as a result of the issuance of International Financial Reporting Standard “Offsetting Financial Assets and Financial Liabilities” and provides application guidance to certain criteria mentioned in AASB 132. The application of the Standard does not have any impact on the results of the Group as retirement village resident loans are already offset as there is a current legally enforceable right and there is an intention to settle on a net basis.
AASB 2014-1 Amendments to Australian Accounting Standards is applicable for periods beginning on or after 1 July 2014. This standard clarifies that judgement is needed to determine whether an acquisition of investment property is solely the acquisition of an investment property or whether it is an acquisition of a group of assets or a business combination within the scope of AASB 3 Business Combinations that includes an investment property. The Trusts are currently making an assessment about this classification for each investment property acquired, therefore no impact is expected from this change except for additional disclosures regarding judgements and estimates.
Page 23
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
1. Summary of significant accounting policies (continued)
Other new accounting standards, amendments to accounting standards and interpretations have been published that are not mandatory for the current reporting period. These are not expected to have any material impact on the Group’s financial reporting future reporting periods.
(aa) Current versus non-current classification
The Trusts present assets and liabilities in the balance sheet based on current/non-current classification. An asset is current when it is:
-
Expected to be realised or intended to be sold or consumed in the normal operating cycle
-
Held primarily for the purpose of trading
-
Expected to be realised within twelve months after the reporting period, or
-
Cash or cash equivalents unless restricted from being exchanged or used to settle a liability for at least twelve months after reporting period.
All other assets are classified as non-current.
A liability is current when:
-
It is expected to be settled in the normal operating cycle
-
It is held primarily for the purpose of trading
-
It is due to be settled within twelve months after the reporting period, or
-
There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.
The Group classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
2. Accounting estimates and judgements
The preparation of financial statements requires the use of certain critical accounting estimates. It also requires the Responsible Entity to exercise its judgement in the process of applying the Trusts accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed below.
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
(a) Critical accounting estimates and assumptions
The Trusts make estimates and assumptions concerning the future. The resulting accounting estimates, by definition, will seldom equal the related actual results. The 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 discussed below.
Page 24
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
2. Accounting estimates and judgements (continued)
(i) Valuation of investment property
The Trusts have investment properties with a combined carrying amount of $498,863,000 (2013: $370,931,000) (refer note 11), and combined retirement village residents’ loans with a carrying amount of $190,122,000 (2013: $175,703,000) which together represent the estimated fair value of the Trusts interest in retirement villages. In addition, the Trusts hold investment properties with carrying amounts of $45,902,000 (2013: $35,343,000) which are included in assets of discontinued operations. These carrying amounts reflect certain assumptions about expected future rentals, rentfree periods, operating costs and appropriate discount and capitalisation rates. The valuation assumptions for deferred management fee villages reflect assumptions relating to average length of stay, unit market values, estimates of capital expenditure, contract terms with residents, discount rates and projected property growth rates. In forming these assumptions, the Responsible Entity considered information about current and recent sales activity, current market rents, and discount and capitalisation rates, for properties similar to those owned by the Trusts, as well as independent valuations of the Trusts’ property.
(ii) Fair value of derivatives
The fair value of derivative assets and liabilities is based on assumptions of future events and involves significant estimates. Given the complex nature of these instruments and various assumptions that are used in calculating mark-to-market values, the Trusts rely on counterparty valuations for derivative values. The counterparty valuations are usually based on mid-market rates and calculated using the main variables including the forward market curve, time and volatility.
(iii) Valuation of assets acquired in business combinations
Upon recognising the acquisition, management uses estimations and assumptions of the fair value of assets and liabilities assumed at the date of acquisition, including judgements related to valuation of investment property as discussed above.
(iv) Valuation of retirement village resident loans
The fair value of the retirement village resident loans is calculated by reference to the initial loan amount plus the resident’s share of any capital gains in accordance with their contracts less any deferred management fee income accrued to date by the operator. The key assumption for calculating the capital gain and deferred management fee income components is the value of the dwelling being occupied by the resident. This value is determined by reference to the valuation of investment property as referred to above.
(v) Calculation of deferred management fee (“DMF”)
Deferred management fees are recognised by the Trusts over the estimated period of time the property will be leased by the resident and the accrued DMF is realised upon exit of the resident. The accrued DMF is based on various inputs including the initial price of the property, estimated length of stay of the resident, various contract terms and projected price of property at time of re-leasing.
(b) Critical judgements in applying the entity’s accounting policies
There were no judgements, apart from those involving estimations, that management has made in the process of applying the entity’s accounting policies that had a significant effect on the amounts recognised in the financial report.
Page 25
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
3. Segment information
(a) Description of segments
The Trusts invest in seniors living properties located in Australia with three reportable segments:
-
Garden Villages – rental villages;
-
Settlers Lifestyle – deferred management fee villages; and
-
Active Lifestyle Estates – comprising permanent and short stay rentals within lifestyle parks and the sale of manufactured homes.
The Trusts have identified their operating segments based on the internal reports that are reviewed and used by the chief operating decision maker in assessing performance and in determining the allocation of resources. Other parts of the Trusts are neither operating segments nor part of an operating segment. Assets that do not belong to an operating segment are described below as “unallocated”.
(b) Ingenia Communities Fund - 30 June 2014
| Active | Settlers | Garden | Corporate/ |
Total | |
|---|---|---|---|---|---|
| Lifestyle | Villages | Unallocated |
|||
| Estates | |||||
| $’000 | $’000 | $’000 | $’000 | $’000 | |
| (i) Segment revenue |
|||||
| External segment revenue | - | - | 9,354 | - | 9,354 |
| Interestincome | - | - | - | 10,339 | 10,339 |
| Total revenue | - | - | **9,354 ** | 10,339 | 19,693 |
| (ii) Segment underlying profit |
|||||
| External segment revenue | - | - | 9,354 | - | 9,354 |
| Interest income | - | - | - | 10,339 | 10,339 |
| Property expenses | - | - | - | (274) | (274) |
| Administration expenses | - | - | - | (682) | (682) |
| Operational, marketing and selling | - | - | - | (295) | (295) |
| expenses | |||||
| Finance expense | - | - | - | (3,955) | (3,955) |
| Underlying profit – continuing | - | - | 9,354 | 5,133 | 14,487 |
| operations | |||||
| Reconciliation of underlying profit to profit from | continuing | operations: | |||
| Net foreign exchange gain | - | - | - | (147) | (147) |
| Net gain/(loss) on change in fair | |||||
| value of: | |||||
| Investment properties | (852) | - | 2,382 | - | 1,530 |
| Derivatives | - | - | - | 41 | 41 |
| Responsible Entity fees | - | - | - | (1,170) | (1,170) |
| Profit from continuing operations | (852) | - | 11,736 | 3,857 | 14,741 |
| per the Consolidated Statement | |||||
| of Comprehensive Income | |||||
| (iii) Segment assets |
|||||
| Segment assets | 6,904 | 53,992 | 114,286 | 142,597 | 317,779 |
| Discontinued operations | 3,874 | ||||
| Total assets | 321,653 |
Page 26
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
3. Segment information (continued)
(c) Ingenia Communities Fund - 30 June 2013
| Active | Settlers | Garden | Corporate/ |
Total | |
|---|---|---|---|---|---|
| Lifestyle | Villages | Unallocated |
|||
| Estates | |||||
| $’000 | $’000 | $’000 | $’000 | $’000 | |
| (i) Segment revenue |
|||||
| External segment revenue | 118 | - | 8,341 | 122 | 8,581 |
| Interest income | - | - | - | 3,524 | 3,524 |
| Total revenue | 118 | - | 8,341 | 3,646 | 12,105 |
| (ii) Segment underlying profit |
|||||
| External segment revenue | 118 | - | 8,341 | 122 | 8,581 |
| Interest income | - | - | - | 3,524 | 3,524 |
| Administration expenses | - | - | - | (797) | (797) |
| Operational, marketing and selling | - | - | - | (96) | (96) |
| expenses | |||||
| Finance expense | - | - | - | (3,841) | (3,841) |
| Underlying profit/(loss) – | 118 | - | 8,341 | (1,088) | 7,371 |
| continuing operations | |||||
| Reconciliation of underlying profit to profit from | continuing | operations: | |||
| Net foreign exchange gain | - | - | - | 37 | 37 |
| Net gain/(loss) on disposal of | - | - | (107) | - | (107) |
| investment property | |||||
| Net gain/(loss) on change in fair | |||||
| value of: | |||||
| Investment properties | - | - | 1,618 | - | 1,618 |
| Derivatives | - | - | - | 752 | 752 |
| Responsible Entity fees | - | - | - | (1,101) | (1,101) |
| Other | - | - | - | (185) | (185) |
| Profit from continuing operations | 118 | - | 9,852 | (1,585) | 8,385 |
| per the Consolidated Statement | |||||
| of Comprehensive Income | |||||
| (iii) Segment assets |
|||||
| Segment assets | 7,154 | 54,009 | 99,704 | 72,081 | 232,948 |
| Discontinued operations | 3,874 | ||||
| Total assets | 236,822 |
Page 27
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
3. Segment information (continued)
(d) Ingenia Communities Management Trust - 30 June 2014
| Active | Settlers | Garden | Corporate/ |
Total | |
|---|---|---|---|---|---|
| Lifestyle | Villages | Unallocated |
|||
| Estates | |||||
| $’000 | $’000 | $’000 | $’000 | $’000 | |
| (i) Segment revenue |
|||||
| External segment revenue | 13,589 | 10,576 | 24,570 | - | 48,735 |
| Interest income | - | - | - | 16 | 16 |
| Reclassification of gain on | - | (3,320) | - | - | (3,320) |
| revaluation of newly constructed | |||||
| villages | |||||
| Total revenue | 13,589 | 7,256 | 24,570 | 16 | **45,431 ** |
| (ii) Segment underlying profit |
|||||
| External segment revenue | 13,589 | 10,576 | 24,570 | - | 48,735 |
| Interest income | - | - | - | 16 | 16 |
| Property expenses | (2,570) | (1,738) | (16,385) | - | (20,693) |
| Employee expenses | (2,367) | (851) | (7,913) | - | (11,131) |
| Administration expenses | (320) | (157) | (1,129) | (444) | (2,050) |
| Operational, marketing and selling | (377) | (3) | (2,354) | - | (2,734) |
| expenses | |||||
| Manufactured home cost of sales | (2,130) | - | - | - | (2,130) |
| Finance expense | - | - | - | (10,145) | (10,145) |
| Income taxbenefit | - | - | - | 2,137 | **2,137 ** |
| Underlying profit/(loss) – | 5,825 | 7,827 | (3,211) | (8,436) | 2,005 |
| continuing operations | |||||
| Reconciliation of underlying profit to profit from | continuing | operations: | |||
| Net loss on change in fair value of: | |||||
| Investment properties | (1,273) | (598) | - | - | (1,871) |
| Retirement village resident loans | - | (616) | - | - | (616) |
| Gain on revaluation of newly | - | (3,320) | - | - | (3,320) |
| constructed villages | |||||
| Responsible Entity fees | - | - | - | (1,626) | (1,626) |
| Income tax benefit associated with | - | - | - | 4,369 | 4,369 |
| reconciliation items | |||||
| Profit from continuing operations | 4,552 | 3,293 | (3,211) | (5,693) | (1,059) |
| per the Consolidated Statement | |||||
| of Comprehensive Income | |||||
| (iii) Segment assets |
|||||
| Segment assets | 122,955 | 249,183 | 1,420 | 269 | 373,827 |
| Assets held for sale | 5,439 | ||||
| Discontinued operations | 47,657 | ||||
| Total assets | 426,923 |
Page 28
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
3. Segment information (continued)
(e) Ingenia Communities Management Trust - 30 June 2013
| Active | Settlers | Garden | Corporate/ |
Total | |
|---|---|---|---|---|---|
| Lifestyle | Villages | Unallocated |
|||
| Estates | |||||
| $’000 | $’000 | $’000 | $’000 | $’000 | |
| (i) Segment revenue |
|||||
| External segment revenue | 940 | 11,444 | 20,265 | - | 32,649 |
| Interest income | - | - | - | 14 | 14 |
| Reclassification of gain on | - | (4,619) | - | - | (4,619) |
| revaluation of newly constructed | |||||
| villages | |||||
| Total revenue | 940 | 6,825 | 20,265 | 14 | 28,044 |
| (ii) Segment underlying profit |
|||||
| External segment revenue | 940 | 11,444 | 20,265 | - | 32,649 |
| Interest income | - | - | - | 14 | 14 |
| Property expenses | (216) | (3,577) | (12,405) | - | (16,198) |
| Employee expenses | (59) | (939) | (6,228) | - | (7,226) |
| Administration expenses | (15) | (132) | (1,058) | (234) | (1,439) |
| Operational, marketing and selling | (80) | (1,087) | (1,022) | - | (2,189) |
| expenses | |||||
| Manufactured home cost of sales | (297) | - | - | - | (297) |
| Finance expense | - | - | - | (5,212) | (5,212) |
| Income tax expense | - | - | - | (427) | (427) |
| Underlying profit – continuing | 273 | 5,709 | (448) | (5,859) | (325) |
| operations | |||||
| Reconciliation of underlying profit to profit from | continuing | operations: | |||
| Net gain/(loss) on change in fair | |||||
| value of: | |||||
| Investment properties | (15) | (1,513) | 3,367 | - | 1,839 |
| Retirement village resident loans | - | 327 | - | - | 327 |
| Gain on revaluation of newly | - | (4,619) | - | - | (4,619) |
| constructed villages | |||||
| Responsible Entity fees | - | - | - | (1,456) | (1,456) |
| Income tax benefit associated with | - | - | - | 410 | 410 |
| reconciliation items | |||||
| Profit from continuing operations | 258 | (96) | 2,919 | (6,905) | (3,824) |
| per the Consolidated Statement | |||||
| of Comprehensive Income | |||||
| (iii) Segment assets |
|||||
| Segment assets | 11,489 | 241,674 | 1,390 | 1,529 | 256,082 |
| Discontinued operations | 36,576 | ||||
| Total assets | 292,658 |
Page 29
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
4. Earnings per unit
| 4. Earnings per unit |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 |
|
| Earnings per unit Profit/(loss) from continuing operations ($’000) Profit/(loss) from discontinued operations ($’000) Net profit/(loss)forthe year($’000) |
14,741 8,385 (1,059) (3,824) 681 (5,715) (111) (7,891) 15,422 2,670 (1,170) (11,715) |
| Weighted average number of units outstanding (thousands) Dilutive securities: Performance quantum rights (thousands) Retention quantum rights (thousands) |
646,603 509,716 646,603 509,716 2,310 3,842 2,310 3,842 1,818 1,818 1,818 1,818 |
| Weighted average number of issued and dilutive potential securities outstanding (thousands) |
650,731 515,376 650,731 515,376 |
| Basic earnings per unit from continuing operations (cents)(1) Basic earnings per unit from discontinued operations (cents)(1) Basic earnings per unit (cents)(1) Diluted earnings per unit from continuing operations (cents)(1) Diluted earnings per unit from discontinued operations (cents)(1) Diluted earnings per unit (cents)(1) |
2.3 1.6 (0.2) (0.8) 0.1 (1.1) - (1.5) 2.4 0.5 (0.2) (2.3) 2.3 1.6 (0.2) (0.7) 0.1 (1.1) - (1.5) 2.4 0.5 (0.2) (2.3) |
(1) Prior period weighted average number of units and earnings per unit have been adjusted in accordance with AASB 133 “Earnings per Share” (“AASB 133”). The weighted average number of units on issue for the current period, prior to the rights issue in September 2013, has also been adjusted as required by AASB 133.
5. Finance expense
| 5. Finance expense |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Interest paid or payable | 3,955 3,841 10,145 5,212 |
6. Income tax benefit
| 6. Income tax benefit |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| (a) Income tax benefit/(expense) Current tax Decrease in deferred tax liabilities |
- - 83 (83) - - 6,423 66 |
| Income tax benefit/(expense) | - - 6,506 (17) |
Page 30
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
6. Income tax benefit (continued)
| 6. Income tax benefit (continued) |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| (b) Reconciliation between tax expense and pre-tax net profit Profit/(loss) before income tax 14,741 8,385 (7,565) (3,807) Less amountsnot subject toAustralian income tax (14,741) (8,385) - - |
|
| - - (7,565) (3,807) Income tax at the Australian tax rate of 30% (2013: 30%) - - 2,270 1,142 ICMT tax consolidation impact - - 2,823 - Tax effect of amounts which are not deductible/ (taxable) in calculating taxable income Prior period income tax return true-ups - - 588 (92) Movement in carrying value and tax cost base of investment properties - - 1,163 (80) Movements in carrying value and tax cost base of DMF receivables - - (1,232) (907) Other timing differences - - 406 101 Non-recognition of Australian tax losses - - - (181) Recognition of Australian tax losses 488 |
|
| Income tax benefit/(expense) - - 6,506 (17) |
(c) Tax consolidation
Effective from 1 July 2012, ICMT and its Australian domiciled owned subsidiaries formed a tax consolidation group with the ICMT being the head entity. Under the tax funding agreement the funding of tax within the tax group is based on taxable income as if that entity was not a member of the tax group.
Upon entering into the ICMT tax consolidated group, the tax cost bases for certain assets were reset resulting in income tax benefits being recorded. In addition, unrecognised losses incurred by entities within the ICMT tax consolidated group are now available for utilisation by the ICMT tax consolidated group resulting in an additional income tax benefit being recorded.
7. Discontinued operations and assets held for sale
(a) Assets held for sale
(i) Details of assets held for sale
Prior to 30 June 2014, a subsidiary of ICMT entered into discussions with a third party regarding the sale of Noyea Riverside Village (“Noyea”). Noyea was included within the Settlers Lifestyle segment.
Settlement on the sale of Settlers Lifestyle Noyea was completed on 31 July 2014 at an adjusted sales price of $5.4 million resulting in $nil gain or loss recognised upon completion.
Page 31
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
7. Discontinued operations and assets held for sale (continued)
(ii) Assets held for sale
The following is the breakdown of the assets held for sale at Noyea:
| 2014 | ||
|---|---|---|
| Note | $’000 | |
| Investment property | - | |
| Deferred management fee receivable | 15 | 5,439 |
| 5,439 |
(b) Discontinued operations
(i) Details of discontinued operations
The Trusts’ investment in the New Zealand Students business has been classified as a discontinued operation since 30 June 2011, consistent with the previously announced strategy to focus on transitioning to an actively managed Australian seniors living business. The Trusts holds a 100% interest in three facilities in Wellington, New Zealand that are primarily leased for 15 years to Victoria University of Wellington and Wellington Institute of Technology.
The Trusts have completed a sales campaign and terms have been agreed with a global real estate investment firm. Following divestment of these operations the proceeds will be reinvested into its Australian lifestyle parks business.
(ii) Financial performance
The financial performance of components of the Trusts disposed of or classified as discontinued operations at each reporting date were:
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
|---|---|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Revenue Net loss on change in fair value of investment properties Unrealised net foreign exchange gain/(loss) Other income (Expenses)/income Gain on disposal of equity investments Distributions from formerly equity accounted investments Disposal costs associated with overseas investments |
- 40 3,211 5,256 - (43) (1,630) (2,740) 104 - 1,453 (718) - 31 - - (5) 759 (2,859) (5,505) 320 - 7 - 268 2,262 5 24 - - (290) (672) |
| Profit/(loss) from operating activities before income tax Income taxbenefit/(expense) |
687 3,049 (103) (4,355) (6) (747) (8) (255) |
| Profit/(loss) from operating activities Gain/(loss) on sale of discontinued operations Release of foreign currency translation reserve on disposalof foreignoperations |
681 2,302 (111) (4,610) - 7,490 - (837) - (15,507) - (2,444) |
| **Net profit/(loss) for the year ** | 681 (5,715) (111) (7,891) |
Net profit attributable to the parent of ICF is $681,000 (2013: loss of $5,715,000), and net loss attributable to the parent of ICMT is $nil (2013: $4,577,000).
Page 32
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
7. Discontinued operations and assets held for sale (continued)
(iii) Cash flows
The cash flows of components of the Trusts disposed of or classified as discontinued operations at each reporting date were:
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
|---|---|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Net cash flow from operating activities Net cash flow from investing activities: Proceeds/(payments) on sale of discontinued operations Additions to investment properties Payments for lease arrangements Net cash flow from financing activities |
- 1,155 1,135 - - 28,531 (120) 35,818 - - (9,081) (13,666) - - (745) - - (29,786) 11,448 (26,283) |
| Net cash flows from discontinued operations | - (100) 2,637 (4,131) |
(iv) Assets and liabilities
The assets and liabilities of components of the Trusts classified as disposal groups at each reporting date were:
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
|---|---|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Assets Cash and cash equivalents Trade and other receivables Investment properties Plant and equipment Equity accounted investments |
- - 1,657 974 - - 98 259 - - 45,902 35,343 - - - - 3,874 3,874 - - |
| Total assets | 3,874 3,874 47,657 36,576 |
| Liabilities Bank overdraft Payables Borrowings Deferred tax liabilities |
- - - 1,955 - - 368 2,050 - - 30,081 17,522 - - - - |
| Total liabilities | - - 30,449 21,527 |
| Net assets of disposal groups | 3,874 3,874 17,208 15,049 |
The change in investment properties increased for the year due to capitalised expenditure of $7.8 million, lease incentive payments of $0.4 million and foreign exchange gain of $4.0 million offset by a fair value loss of $1.6 million.
(v) Capital commitments
There were no capital commitments under construction contracts for the New Zealand Students business for the year ended 30 June 2014 (2013: A$9,208,234).
Page 33
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
7. Discontinued operations and assets held for sale (continued)
(vi) Capitalisation rate
The weighted average capitalisation rate of the New Zealand Students properties within discontinued operations is 8.6% (2013: 7.75%).
8. Cash and cash equivalents
| 8. Cash and cash equivalents |
|
|---|---|
| Note | Ingenia Communities Fund Ingenia Communities Management Trust |
2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Cash at bank and in hand 25 |
2,658 31,014 3,893 1,229 |
| Reconciliation to statements of cash flows Cash and cash equivalents attributable to: Continuing operations - cash at bank Discontinued operations - cash at bank Discontinued operations-bank overdraft |
2,658 31,014 3,893 1,229 - - 1,657 974 - - - (1,955) |
| Cash at end of the year as per cash flow statement |
2,658 31,014 5,550 248 |
9. Trade and other receivables
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
|---|---|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Current Rental and other amounts due Finance lease receivable from stapled entity Accrued income, prepayments and deposits |
866 4,822 1,648 1,336 3,322 3,322 - - 92 1,060 1,483 1,483 |
| Total current trade and other receivables | 4,280 9,204 3,131 2,819 |
| Non-current Finance lease receivable from stapled entity Accrued income, prepayments and deposits |
37,356 37,358 - - 1,978 2,114 40 438 |
| Total non-current trade and other receivables | 39,334 39,472 40 438 |
Rental amounts due are typically paid in advance and other amounts due are receivable within 30 days. There are no receivables which are neither past due nor impaired.
Page 34
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
9. Trade and other receivables (continued)
ICF has leased a number of its properties to ICMT under leases that are classified as finance leases. The remaining term of each agreement varies between 92 and 115 years. There are no purchase options. Minimum payments under the agreements and their present values are:
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
|---|---|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Minimum lease payments receivable: Not later than one year Later than one year and not later than five years Later than five years |
3,322 3,322 - - 13,287 13,287 - - 301,540 304,862 - - |
| Unearned finance income | 318,149 321,471 - - (277,471) (280,791) - - |
| Net present value of minimum lease payments | 40,678 40,680 - - |
| Net present value of minimum lease payments receivable: Not later than one year 3,178 3,178 - - Later than one year and not later than five years 10,399 10,400 - - Later than five years 27,101 27,102 - - |
|
| 40,678 40,680 - - |
|
| Finance income recognised and included in interest income inthe income statement 3,320 3,160 - - |
Information about the related finance lease payable by ICMT is given in note 14.
10. Inventories
| 10. Inventories | |
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Current assets Manufactured homes |
- - 2,208 285 |
11. Investment properties
(a) Summary of carrying amounts
| (a) Summary of carrying amounts |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Completed properties Land not yet under construction |
134,188 119,867 360,860 247,249 300 300 3,515 3,515 |
| Total investment properties | 134,488 120,167 364,375 250,764 |
Page 35
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
11. Investment properties (continued)
(b) Movements in carrying amounts
| (b) Movements in carrying amounts |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Completed investment property Carrying amount at beginning of year Acquisitions Expenditure capitalised Transferred from plant and equipment Disposals Sale of units – Strata title Transfer (to)/from finance lease Transfer to inventory Net gain/(loss) onchangein fair value |
119,867 100,357 247,249 225,005 10,616 23,317 108,300 16,006 2,175 474 7,551 3,070 - - 320 - - (2,830) - - - - (495) - - (3,069) - 3,069 - - (194) (195) 1,530 1,618 (1,871) 294 |
| **Carrying amount at end of year ** | 134,188 119,867 360,860 247,249 |
| Land not yet under construction Carrying amount at beginning of year Expenditure capitalised Net gain/(loss) on change in fair value Disposals |
300 310 3,515 1,660 - 300 - 310 - - - 1,545 - (310) - - |
| **Carrying amount at end of year ** | 300 300 3,515 3,515 |
The net change in fair value is recognised in profit or loss as net gain/(loss) on change in fair value of investment properties.
Fair value hierarchy disclosures for investment properties have been provided in note 26.
Page 36
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
11. Investment properties (continued)
- (c) Description of valuation techniques used and key inputs to valuation of investment properties:
| Valuation technique |
Significant unobservable inputs |
Range (weighted average) |
Relationship of unobservable input to fair value |
|
|---|---|---|---|---|
| Garden | Capitalisation | Stabilised occupancy | 62-98% (87%) | As costs are fixed in nature, |
| Villages | method | occupancy has a direct | ||
| correlation to valuation (ie. the | ||||
| higher the occupancy, the | ||||
| greater the value). | ||||
| Capitalisation rate | 8-13% (11%) | Capitalisation has an inverse | ||
| relationship to valuation. | ||||
| Settlers | Discounted | Current market value of | $115,000-$470,000 | Market value and growth in |
| Lifestyle | cash flow | property | ($307,000) | value have a direct correlation |
| to valuation, while length of | ||||
| Growth in value | 0-4% | stay and discount rate have an | ||
| inverse relationship to | ||||
| Average length of stay | 11.4 years | valuation. | ||
| – future residents | ||||
| Average length of stay | 14.6 years | |||
| – current residents | ||||
| Discount rate | 14-20%(15%) | |||
| Active | Capitalisation | Short-term occupancy | 15-70% based on | Higher the occupancy, the |
| Lifestyle | method (for | seasonality and | greater the value. | |
| Estates | existing rental | accommodation | ||
| streams) | categories | |||
| Residential occupancy | 90-100% | |||
| Operating profit margin | 50-70% dependent | Higher the profit margin, the | ||
| upon short-term | greater the value. | |||
| and residential | ||||
| accommodation | ||||
| mix | ||||
| Capitalisation rate | 9-12% | Capitalisation has an inverse | ||
| relationship to valuation. | ||||
| Discounted | Discount rate | 15-25% | Discount rate has an inverse | |
| cash flow (for | relationship to valuation. | |||
| future | ||||
| development) |
Capitalisation method
Under the capitalisation method, fair value is estimated using assumptions regarding the expectation of future benefits. The capitalisation method involves estimating the expected income projections of the property into perpetuity and applying a capitalisation rate. The capitalisation rate is based on current market evidence. Future income projections take into account occupancy, rental income and operating expenses.
Page 37
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
11. Investment properties (continued)
Discounted cash flow method
Under the discounted cash flow method, fair value is estimated using assumptions regarding the benefits and liabilities of ownership over the asset’s life including an exit or terminal value. This method involves the projection of a series of cash flows on a real property interest. To this projected cash flow series, a market-derived discount rate is applied to establish the present value of the income stream associated with the asset. The exit yield normally reflects the exit value expected to be achieved upon selling the asset and is a function of the risk adjusted returns of the asset and expected capitalisation growth rate. The duration of the cash flows and the specific timing of inflows and outflows are determined by events such as rent reviews, lease renewal and related re-letting, redevelopment, or refurbishment as well as the development of new units. The appropriate duration is typically driven by market behaviour that is a characteristic of the class of real property. Periodic cash flow is typically estimated as gross income less vacancy, non-recoverable expenses, collection losses, lease incentives, maintenance cost, agent and commission costs and other operating and management expenses. The series of periodic net underlying cash flows, along with an estimate of the terminal value anticipated at the end of the projection period, is then discounted.
12. Plant and equipment
| 12. Plant and equipment |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| (a) Summary of carrying amounts Plant and equipment Less: accumulated depreciation |
423 423 824 1,185 (184) (84) (644) (638) |
| Total plant and equipment | 239 339 180 547 |
| (b) Movements in carrying amount Carrying amount at beginning of year Acquired through acquisitions Assets written off Transferred to investment property Additions Depreciation |
339 342 547 427 - - - 320 - - (82) - - - (320) (173) - 81 102 49 (100) (84) (67) (76) |
| **Carrying amount at end of year ** | 239 339 180 547 |
13. Trade and other payables
| 13. Trade and other payables |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Current liabilities Trade and other payables |
1,210 1,569 8,480 6,305 |
| Non-current liabilities Otherpayables |
- - 4,000 - |
Page 38
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
14. Borrowings
| 14. Borrowings |
|
|---|---|
| Note | Ingenia Communities Fund Ingenia Communities Management Trust |
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Current liabilities Finance leases (c) |
- - 3,461 3,589 |
| - - 3,461 3,589 |
|
| Non-current liabilities Bank debt (a) Prepaid borrowing costs Finance leases (c) |
94,000 68,000 - - (312) (578) - - - - 41,883 40,475 |
| 93,688 67,422 41,883 40,475 |
(a) Bank debt
On 21 February 2014, ICF refinanced its Australian dollar denominated bank debt facility to $129,500,000. The facility expires on 30 September 2015 and has the following principal financial covenants:
-
Loan to value ratio (“LVR”) is less than or equal to 50%;
-
Total leverage ratio does not exceed 50%; and
-
Interest cover ratio (as defined) of at least 1.50x in financial year ending 2014 increasing to at least 1.75x in FY2015.
As at 30 June 2014, the facility has been drawn to $94,000,000 (2013: $68,000,000).
The carrying value of investment property net of resident liabilities at reporting date for the Group’s Australian properties pledged as security is $290,375,000 (2013: $179,320,000).
(b) Bank guarantees
ICF has the ability to utilise a portion of its $129.5 million bank facility to provide bank guarantees. Bank guarantees at 30 June 2014 were $4.4 million. Refer to note 23.
(c) Finance leases
Subsidiaries of ICMT have entered into agreements with subsidiaries of ICF. The subject of each agreement is to lease a retirement village. The remaining term of each agreement varies between 92 and 115 years. There are no purchase options.
On 23 of April 2013, ICMT was assigned a commercial lease with 16.5 years remaining with the Gosford City Council for land and facilities as part of its Ettalong Holiday Beach acquisition. The lease is for an initial three years commencing September 2012 with two renewal options of seven years each. The below table is based on the expectation that the lease options will be exercised.
In December 2013, ICMT acquired One Mile Beach Holiday Park, accounted for as investment property. Two Crown leases are attached to the land, one for 40 years expiring on 19 September 2031 and one for perpetuity.
Page 39
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
14. Borrowings (continued)
(i) Minimum lease payments – excluding perpetual lease
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
|---|---|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Minimum lease payments: Within one year Later than one year but not later than five years Later than five years |
- - 3,613 3,589 - - 14,530 14,422 - - 305,301 308,628 |
| Total minimum lease payments Future finance charges |
- - 323,444 326,639 - - (279,237) (282,575) |
| Present value of minimum lease payments | - - 44,207 44,064 |
| Present value of minimum lease payments: Within one year Later than one year but not later than five years Later than five years |
- - 3,461 3,436 - - 11,456 11,362 - - 29,290 29,266 |
| - - 44,207 44,064 |
(ii) Minimum lease payments – perpetual lease
The perpetual lease is recognised as investment property and non-current liability at a value of $1.1 million based on a capitalisation rate of 10.6% applied to the current lease payment. Payments each period in relation to the lease are recognised as finance expenses in the statement of comprehensive income therefore there is no subsequent change to the originally determined present value of the minimum lease payments as calculated above.
As this is a perpetual lease, the lease liability will not amortise and no fair value adjustments in relation to the lease will be recognised unless circumstances of the lease change. Under the terms of the lease, lease payments will continue into perpetuity. The current annual lease payment is $121,000.
Page 40
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
15. Retirement village resident loans
| 15. Retirement village resident loans | |
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| (a) Summary of carrying amounts Gross resident loans Accrued deferred management fee |
- - 218,639 206,629 - - (28,517) (30,926) |
| Net resident loans | - - 190,122 175,703 |
| (b) Movements in carrying amounts Carrying amount at beginning of year Net (gain)/loss on change in fair value of resident loans Accrued deferred management fee income Deferred management fee cash collected Acquired resident loans Proceeds from resident loans Repayment of resident loans Transfer to assets held for sale Other |
- - 175,703 162,603 - - 616 (327) - - (5,333) (4,850) - - 1,811 1,368 - - - 4,473 - - 22,021 19,338 - - (10,361) (7,118) - - 5,439 - - - 226 216 |
| **Carrying amount at end of year ** | - - 190,122 175,703 |
Fair value hierarchy disclosures for retirement village resident loans have been provided in note 26.
16. Provisions
| 16. Provisions |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Current liabilities Employee liabilities |
- - 590 507 |
| Non-current liabilities Employeeliabilities |
- - 249 140 |
17. Derivatives
| 17. Derivatives | |
|---|---|
| Note | Ingenia Communities Fund Ingenia Communities Management Trust |
2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Current liabilities Interest rate swap contracts 25 |
84 - - - |
| Non-current liabilities Interest rate swap contracts 25 |
84 209 - - |
Page 41
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
18. Deferred tax liabilities
| 18. Deferred tax liabilities |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Deferred tax assets Tax losses Other Deferred tax liabilities DMF receivable Investment properties |
- - 13,269 8,120 - - 883 242 - - 8,176 6,756 - - 7,409 9,461 |
| Net deferred tax liabilities | - - 1,433 7,855 |
| Deductible temporary differences and carried forward losses tax effected for which no deferred tax asset has been recognised |
- - 7,488 4,220 |
The availability of carried forward tax losses of $7.5 million to the ICMT tax consolidated group is subject to recoupment rules at the time of recoupment. Further, the rate at which these losses can be utilised is determined by reference to market values at the time of tax consolidation and subsequent events. Accordingly, a portion of these carried forward tax losses may not be available in the future.
The Group offsets tax assets and liabilities, if and only if, it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.
19. Issued units
(a) Carrying amounts
| (a) Carrying amounts |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| At beginning of year 497,956 480,693 6,106 3,351 Placement securities - 18,179 - 2,908 Transaction costs of institutional placement securities - (916) - (153) Rights issue 51,985 - 8,364 - Rights issue costs (2,299) - (373) - |
|
| At end of year 547,642 497,956 14,097 6,106 |
|
| The closing balance is attributable to the unitholders of: Ingenia Communities Fund 547,642 497,956 - - Ingenia Communities Management Trust - - 14,097 6,106 |
|
| 547,642 497,956 14,097 6,106 |
Page 42
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
19. Issued units (continued)
(b) Number of issued units
| (b) Number of issued units |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 Thousands Thousands Thousands Thousands |
|
| At beginning and end of year Placement securities |
507,179 441,029 507,179 441,029 169,061 66,150 169,061 66,150 |
| **At end of year ** | 676,240 507,179 676,240 507,179 |
(c) Terms of units
All units are fully paid and rank equally with each other for all purposes. Each unit entitles the holder to one vote, in person or by proxy, at a meeting of unitholders.
20. Reserves
| 20. Reserves |
|
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Foreign currency translation reserve Balance at beginning of year Translation differences arising during the year Amounts transferred to profit and loss on disposal of foreign operations Deconsolidation of ICMT |
- (16,896) 766 (614) (226) 1,389 495 (1,064) - 15,507 - 2,444 - - - - |
| **Balance at end of a year ** | (226) - 1,261 766 |
| The closing balance is attributable to the unitholders of: Ingenia Communities Fund (226) - 1,092 646 Ingenia Communities Management Trust - - 169 120 |
|
| (226) - 1,261 766 |
The foreign currency translation reserve records exchange differences arising from the translation of the financial statements of foreign subsidiaries.
Page 43
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
21. Accumulated losses
| 21. Accumulated losses |
||
|---|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
||
| 2014 2013 2014 $’000 $’000 $’000 |
2013 $’000 |
|
| Balance at beginning of year Net profit/(loss) for the year Distributions |
(330,334) (328,594) (6,304) 15,422 2,670 (1,170) (5,917) (4,410) - |
5,411 (11,715) - |
| **Balance at end of year ** | (320,829) (330,334) (7,474) |
(6,304) |
| The closing balance is attributable to the unitholders of: Ingenia Communities Fund (320,829) (330,334) (3,425) Ingenia Communities Management Trust - - (4,049) |
(3,314) (2,990) |
|
| (320,829) (330,334) (7,474) |
(6,304) |
22. Commitments
(a) Capital commitments
ICMT had commitments for capital expenditure on investment property contracted but not provided for at reporting date amounting to $3,266,000 (2013: $nil), all payable within one year.
(b) Operating lease commitments
A subsidiary of ICMT has entered into a non-cancellable operating lease for its Brisbane office. The lease has a remaining life of five years.
Future minimum rentals payable under this lease as at reporting date were:
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
|---|---|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Within one year Later than one year but not later than five years Later than five years |
- - 220 95 - - 973 - - - - - |
| - - 1,193 95 |
(c) Finance lease commitments
A subsidiary of ICMT was assigned a commercial lease with 16.5 years remaining with the Gosford City Council for land and facilities as part of its Ettalong Holiday Beach acquisition. The lease is for an initial three years commencing September 2012 with two renewal options of seven years each.
In December 2013, a subsidiary of ICMT acquired One Mile Beach Holiday Park, accounted for as investment property. Two Crown leases are attached to the land, one for 40 years expiring on 19 September 2031 and one for perpetuity.
Refer to note 14 for future minimum lease payments payable and the present value of minimum lease payments payable at reporting date for the finance leases at Ettalong Holiday Village and One Mile Beach Holiday Park.
For commitments for inter-staple related party finance leases refer to notes 9, 14 and 25.
Page 44
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
23. Contingencies
There are no known contingent liabilities other than the bank guarantees of $4.4 million provided for under the ICF $129.5 million bank facility (note 14). Bank guarantees of $4.0 million are in relation to deferred land payments within ICMT recognised as non-current payables (refer to note 13). These guarantees will not be called by the counterparty unless the payable is not paid per the terms of the agreement.
24. Capital management
The capital management of ICF and ICMT is not managed separately, but rather, is managed at a consolidated Group level (ICH and subsidiaries).
At the Group level, the aim is to meet strategic objectives and operational needs and to maximise returns to security holders through the appropriate use of debt and equity, while taking account of the additional financial risks of higher debt levels.
In determining the optimal capital structure, the Group takes into account a number of factors, including the views of investors and the market in general, the capital needs of its portfolio, the relative cost of debt versus equity, the execution risk of raising equity or debt, and the additional financial risks of debt including increased volatility of earnings due to exposure to interest rate movements, the liquidity risk of maturing debt facilities and the potential for acceleration prior to maturity.
In assessing this risk, the Group takes into account the relative security of income flows, the predictability of expenses, debt profile, the degree of hedging and the overall level of debt as measured by gearing.
The actual capital structure at a point in time is the product of a number of factors, many of which are market driven and to various degrees outside of the control of the Group, particularly the impact of revaluations on gearing levels, the availability of new equity and the liquidity in real estate markets. While the Group periodically determines the optimal capital structure, the ability to achieve the optimal structure may be impacted by market conditions and the actual position may often differ from the optimal position.
The Group’s capital position is primarily monitored through the ratio of total liabilities to total assets (“Leverage Ratio”), calculated on a look-through basis.
In addition, the Trusts monitor the ratio of debt to total assets (“Gearing Ratio”), calculated on a lookthrough basis.
25. Financial instruments
(a) Introduction
The Trusts principal financial instruments comprise receivables, payables, interest bearing liabilities, other financial liabilities, cash and short-term deposits and derivative financial instruments.
The main risks arising from the Trusts’ financial instruments are interest rate risk, foreign exchange risk, credit risk and liquidity risk. The Trusts manage the exposure to these risks primarily through the Treasury Policy. The policy sets out various targets aimed at restricting the financial risk taken by the Trusts. Management reviews actual positions of the Trusts against these targets on a regular basis. If the target is not achieved, or forecast not to be achieved, a plan of action is, where appropriate, put in place with the aim of meeting the target within an agreed timeframe. Depending on the circumstances of the Trusts at a point in time, it may be that positions outside of the Treasury Policy are accepted and no plan of action is put in place to meet the treasury targets, because, for example, the risks associated with bringing the Trusts into compliance outweigh the benefits. The adequacy of the Treasury Policy in addressing the risks arising from the Trust’s financial instruments is reviewed on a regular basis.
Page 45
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
25. Financial instruments (continued)
While the Trusts aim to meet the Treasury Policy targets, many factors influence the performance, and it is probable that at any one time, not all targets will be met. For example, the Trusts may be unable to negotiate the extension of bank facilities sufficiently ahead of time, so that they fail to achieve their liquidity target. When refinancing loans they may be unable to achieve the desired maturity profile or the desired level of flexibility of financial covenants, because of the cost of such terms or their unavailability. Hedging instruments may not be available, or their cost may outweigh the benefit of risk reduction or they may introduce other risks such as mark to market valuation risk. Changes in market conditions may limit the Trusts ability to raise capital through the issue of units or sale of properties.
The main risks arising from ICMT's financial instruments are interest rate risk, foreign exchange risk, credit risk and liquidity risk. These risks are not separately managed. Management of these risks for the ICF may result in consequential changes for ICMT.
(b) Interest rate risk
The Trusts exposure to the risk of changes in market interest rates arises primarily from its use of borrowings. The main consequence of adverse changes in market interest rates is higher interest costs, reducing the Trust’s profit. In addition, one or more of the Trust’s loan agreements may include minimum interest cover covenants. Higher interest costs resulting from increases in market interest rates may result in these covenants being breached, providing the lender the right to call in the loan or to increase the interest rate applied to the loan.
The Trusts manage the risk of changes in market interest rates by maintaining an appropriate mix of fixed and floating rate borrowings. Fixed rate debt is achieved either through fixed rate debt funding or through derivative financial instruments permitted under the Treasury Policy. The policy sets minimum and maximum levels of fixed rate exposure over a ten-year time horizon.
At 30 June 2014, after taking into account the effect of interest rate swaps, approximately 47% of ICF’s borrowings are at a fixed rate of interest (30 June 2013: 26%).
Exposure to changes in market interest rates also arises from financial assets such as cash deposits and loan receivables subject to floating interest rate terms. Changes in market interest rates will also change the fair value of any interest rate hedges.
(c) Interest rate risk exposure
ICF’s exposure to interest rate risk and the effective interest rates on financial instruments at reporting date were:
| date were: | |
|---|---|
| Ingenia Communities Fund | |
| Floating interest rate 30 June 2014 Principal amounts $’000 |
Fixed interest maturing in: Total |
| Less than One to five More than 1year Years 5 years |
|
| Financial assets Cash at bank 2,658 Financial liabilities Bank debt denominated in AUD 94,000 Interest rate swaps: denominatedin AUD;Fund paysfixedrate (45,000) |
- - - 2,658 - - - 94,000 45,000 - - - |
Page 46
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
25. Financial instruments (continued)
ICMT’s exposure to interest rate risk and the effective interest rates on financial instruments at reporting date were:
| Ingenia Communities Management Trust | Ingenia Communities Management Trust |
|---|---|
| Floating interest rate 30 June 2014 Principal amounts $’000 |
Fixed interest maturing in: Total |
| Less than One to five More than 1year Years 5 years |
|
| Financial assets Cash at bank 3,893 Financial liabilities Finance leases (excluding perpetual lease) - |
- - - 3,893 3,461 11,456 29,290 **44,207 ** |
ICMT’s exposure to interest rate risk and the effective interest rates on financial instruments at the end of the previous financial year were:
| of the previous financial year were: | of the previous financial year were: |
|---|---|
| Ingenia Communities Management Trust | |
| Floating interest rate 30 June 2013 Principal amounts $’000 |
Fixed interest maturing in: Total Less than One to five More than 1year Years 5 years |
| Financial assets Cash at bank 1,229 Financial liabilities Finance leases - |
- - - 1,229 3,436 11,362 29,266 **44,064 ** |
Other financial instruments of the Trusts not included in the above tables are non-interest bearing and are therefore not subject to interest rate risk.
(d) Interest rate sensitivity analysis
The impact of an increase or decrease in average interest rates of 1% (100 basis points) at reporting date, with all other variables held constant, is illustrated in the tables below. This analysis is based on the interest rate risk exposures in existence at balance sheet date. As the Trusts have no derivatives that meet the documentation requirements to qualify for hedge accounting, there would be no impact on unitholders’ interest (apart from the effect on profit).
(i) Increase in average interest rates of 1%
The effect on net interest expense for one year would have been:
| **Effect on profit after tax ** | |
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| Higher/(lower) Higher/(lower) 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Variable interest rate instruments denominated in: Australian dollars |
(940) (680) - - |
Page 47
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
25. Financial instruments (continued)
The effect on change in fair value of derivatives would have been:
| **Effect on profit after tax ** | |
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| Higher/(lower) Higher/(lower) 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Interest rate swaps denominated in: Australian dollars |
417 793 - - |
(ii) Decrease in average interest rates of 1%
The effect on net interest expense for one year would have been:
| **Effect on profit after tax ** | |
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| Higher/(lower) Higher/(lower) 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Variable interest rate instruments denominated in: Australiandollars |
940 680 - - |
The effect on change in fair value of derivatives would have been:
| **Effect on profit after tax ** | |
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| Higher/(lower) Higher/(lower) 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Interest rate swaps denominated in: Australian dollars |
(297) (810) - - |
(e) Foreign exchange risk
By holding properties in offshore markets, the Trusts are exposed to the risk of movements in foreign exchange rates. Foreign exchange rate movements may reduce the Australian dollar equivalent of the carrying value of the Trusts offshore properties, and may result in lower Australian dollar equivalent proceeds when an offshore property is sold. In addition, foreign exchange rate movements may reduce the Australian dollar equivalent of the earnings from the offshore properties while they are owned by the Trusts.
The Trusts reduce exposure to the foreign exchange risk inherent in the carrying value of its offshore properties and interests in offshore investments by partly or wholly funding their acquisition using borrowings denominated in the particular offshore currency, and by using derivatives. The Treasury Policy sets a target for minimum and maximum hedging of the carrying value of its offshore properties.
Page 48
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
25. Financial instruments (continued)
The Trusts exposure to the impact of exchange rate movements on earnings from offshore properties is partly mitigated by the foreign denominated interest expense of its foreign denominated borrowings and any derivative hedges. The Trusts aim to reduce any residual exposure to earnings arising because of investment in offshore markets by using forward exchange contracts. The Treasury Policy sets out targets of minimum and maximum hedging of earnings from offshore properties over a fiveyear time horizon.
The Trusts net foreign currency monetary exposure, after taking into account the effect of foreign exchange derivatives, as at reporting date is shown in the following table. The net foreign currency exposure reported is of foreign currencies held by entities whose functional currency is the Australian dollar. It excludes assets and liabilities of entities, including the Trusts’ United States subsidiaries and equity accounted investments, whose functional currency is not the Australian dollar.
| Net foreign currency asset/(liability) | |
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2013 2013 2013 2013 $’000 $’000 $’000 $’000 |
|
| Net foreign currency exposure: United States dollars |
157 1,282 - - |
(f) Foreign exchange sensitivity analysis
The impact of an increase or decrease in average foreign exchange rates of 10% at reporting date, with all other variables held constant, is illustrated in the tables below. This analysis is based on the foreign exchange risk exposures in existence at balance sheet date. In these tables, the effect on unitholders’ interest excludes the effect on profit after tax.
(i) Effect of appreciation in Australian dollar of 10%:
| (i) Effect of appreciation in Australian dollar |
of 10%: |
|---|---|
| **Effect on profit after tax ** | |
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| Higher/(lower) Higher/(lower) 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Foreign exchange risk exposures denominated in: United States dollars |
(16) (128) - - |
(ii) Effect of depreciation in Australian dollar of 10%:
| (ii) Effect of depreciation in Australian dollar |
of 10%: |
|---|---|
| **Effect on profit after tax ** | |
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| Higher/(lower) Higher/(lower) 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Foreign exchange risk exposures denominated in: United States dollars |
16 128 - - |
Page 49
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
25. Financial instruments (continued)
(g) Foreign exchange derivatives held
Forward exchange contracts, options and foreign exchange swaps are taken out to mitigate the effect of foreign exchange movements on the financial statements.
At balance sheet date, the Trusts did not hold any foreign exchange derivatives. There was no impact to the consolidated result for the year for the change in fair value for foreign exchange derivatives ended 30 June 2014 (2013: loss $9,000).
(h) Credit risk
Credit risk refers to the risk that a counterparty defaults on its contractual obligations resulting in a financial loss to the Trusts.
The major credit risk for the Trusts is default by tenants, resulting in a loss of rental income while a replacement tenant is secured and further loss if the rent level agreed with the replacement tenant is below that previously paid by the defaulting tenant.
The Trusts assess the credit risk of prospective tenants, the credit risk of in-place tenants when acquiring properties and the credit risk of existing tenants renewing upon expiry of their leases. Factors taken into account when assessing credit risk include the financial strength of the prospective tenant and any form of security, for example a rental bond, to be provided.
The decision to accept the credit risk associated with leasing space to a particular tenant is balanced against the risk of the potential financial loss of not leasing up vacant space.
Rent receivable balances are monitored on an ongoing basis and arrears actively followed up in order to reduce, where possible, the extent of any losses should the tenant subsequently default.
The Responsible Entity believes that the Trust’s receivables that are neither past due nor impaired do not give rise to any significant credit risk.
Credit risk also arises from deposits placed with financial institutions and derivatives contracts that may have a positive value to the Trusts. The Trust’s Treasury Policy sets target limits for credit risk exposure with financial institutions and minimum counterparty credit ratings. Counterparty exposure is measured as the aggregate of all obligations of any single legal entity or economic entity to the Trusts, after allowing for appropriate set offs which are legally enforceable.
The Trust’s maximum exposure to credit risk at reporting date in relation to each class of financial instrument is the carrying amount as reported in the balance sheet.
(i) Liquidity risk
The main objective of liquidity risk management is to reduce the risk that the Trusts do not have the resources available to meet their financial obligations and working capital and committed capital expenditure requirements. The Trust’s Treasury Policy sets a target for the level of cash and available undrawn debt facilities to cover future committed expenditure in the next year, loan maturities within the next year and an allowance for unforeseen events such as tenant default.
The Trusts may also be exposed to contingent liquidity risk under term loan facilities, where term loan facilities include covenants which if breached give the lender the right to call in the loan, thereby accelerating a cash flow which otherwise was scheduled for the loan maturity. The Trusts monitor adherence to loan covenants on a regular basis, and the Treasury Policy sets targets based on the ability to withstand adverse market movements and remain within loan covenant limits.
The Trusts monitor the debt expiry profile and aims to achieve debt maturities below a target level of total committed debt facilities, where possible, to reduce refinance risk in any one year.
Page 50
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
25. Financial instruments (continued)
The contractual maturities of the Trust's non-derivative financial liabilities at reporting date are reflected in the following table. It shows the undiscounted contractual cash flows required to discharge the liabilities including interest at market rates. Foreign currencies have been converted at rates of exchange ruling at reporting date.
Although the expected average residency term is more than ten years, retirement village residents’ loans are classified as current liabilities, as required by Accounting Standards, because the Trusts do not have an unconditional right to defer settlement to more than twelve months after reporting date.
| Ingenia Communities Fund | |
|---|---|
| Less than 1 year 1 to 5 years More than 5 years Total $’000 $’000 $’000 $’000 |
|
| 2014 Trade and other payables Borrowings |
1,210 - - 1,210 4,521 99,653 - 104,174 |
| 5,731 99,653 - **105,384 ** |
|
| 2013 Trade and other payables Borrowings |
1,569 - - 1,569 3,271 72,089 - 75,360 |
| 4,840 72,089 76,929 |
|
| Ingenia Communities Management Trust | |
| Less than 1 year 1 to 5 years More than 5 years Total $’000 $’000 $’000 $’000 |
|
| 2014 Trade and other payables Retirement village resident loans Borrowings (excluding perpetual lease) Finance lease (perpetual lease) Provisions |
8,480 4,000 - 12,480 190,122 - - 190,122 3,613 14,530 305,301 323,444 121 483 - 604 590 249 - 839 |
| 202,926 19,262 305,301 527,489 |
|
| 2013 Trade and other payables Retirement village resident loans Borrowings Provisions |
6,305 - - 6,305 175,703 - - 175,703 3,589 14,422 308,628 326,639 507 140 - 647 |
| 186,104 14,562 308,628 **509,294 ** |
Page 51
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
25. Financial instruments (continued)
The contractual maturities of ICF's derivative financial liabilities at reporting date are reflected in the following table. It shows the undiscounted contractual cash flows required to discharge the instruments including interest at market rates. Foreign currencies have been converted at rates of exchange ruling at reporting date.
| Ingenia Communities Fund | |
|---|---|
| Less than 1 year 1 to 5 years More than 5 years Total $’000 $’000 $’000 $’000 |
|
| 2014 Liabilities Derivative liabilities–net settled |
84 84 - 168 |
| 2013 Liabilities Derivative liabilities–net settled |
- 209 - 209 |
ICMT did not have any derivative financial liabilities at either 30 June 2014 or 30 June 2013.
(j) Other financial instrument risk
The Trusts carry retirement village residents’ loans at fair value with resulting fair value adjustments recognised in the income statement. The fair value of these loans is dependent on market prices for the related retirement village units. The impact of an increase or decrease in these market prices of 10% at reporting date, with all other variables held constant, is shown in the table below. This analysis is based on the retirement village residents’ loans in existence at reporting date.
| **Effect on profit after tax ** | |
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| Higher/(lower) Higher/(lower) 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Increase in market prices of investment properties of 10% Decrease in market prices of investment properties of 10% |
- - (21,864) (20,700) - - 21,864 20,700 |
However, these effects are largely offset by corresponding changes in the fair value of the Trusts investment properties.
The effect on unitholders’ interest would have been the same as the effect on profit.
(k) Fair value
The Trusts use the following fair value measurement hierarchy:
Level 1: fair value is calculated using quoted prices in active markets for identical assets or liabilities;
-
Level 2: fair value is calculated using inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices); and
-
Level 3: fair value is calculated using inputs for the asset or liability that are not based on observable market data.
Page 52
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
25. Financial instruments (continued)
Quoted market price represents the fair value determined based on quoted prices on active markets as at the reporting date without any deduction for transaction costs.
The following table presents the Trusts’ financial instruments that were measured and recognised at fair value at reporting date:
| Financial | Valuation | Significant | Relationship of | Sensitivity to the |
|---|---|---|---|---|
| assets/ | technique(s) and | Unobservable | unobservable | input to fair value |
| financial | key inputs | Inputs | inputs to fair value | |
| liabilities | ||||
| Retirement | Loans measured as | Long-term capital | The higher the | The higher the |
| village | the ingoing | appreciation rates | appreciation, the | appreciation, the |
| resident | resident's | for residential | higher the value of | higher the value of |
| loans | contribution plus the | property between 0- | resident loans. The | resident loans. The |
| resident's share of | 4%. | longer the length of | longer the length of | |
| capital appreciation | Estimated length of | stay, the lower the | stay, the lower the | |
| to reporting date, | stay of residents | value of resident | value of resident | |
| less DMF accrued to | based on life tables | loans. | loans. | |
| reportingdate | ||||
| Derivative | Net present value of | N/A | N/A | The longer the |
| interest | future cash flows | length of stay, the | ||
| rate swaps | discounted at market | higher the DMF | ||
| rates adjusted for | accrued, capped at a | |||
| the Group's credit | predetermined | |||
| risk | period of time. |
There has been no movement from Level 3 to Level 2 during the current period. Changes in ICMT’s retirement village resident loans which are level 3 instruments are presented in note 26.
The carrying amounts of the Trusts’ other financial instruments approximate their fair values.
26. Fair value measurement
(a) Ingenia Communities Fund
The following table provides the fair value measurement hierarchy of Ingenia Communities Fund assets and liabilities:
- (i) Assets measured at fair value
| (i) Assets measured at fair value |
|
|---|---|
| Date of valuation Total 30 June 2014 |
Fair value measurement using |
| Quoted prices in active markets (Level 1) Significant observable inputs (Level 2) Significant unobservable inputs (Level 3) |
|
| Investment properties 30 June 2014 Refer to note 11 134,488 |
- - 134,488 |
(ii) Liabilities measured at fair value
| 30 June 2014 Date of valuation Total |
Fair value measurement using |
|---|---|
| Quoted prices in active markets (Level 1) Significant observable inputs (Level 2) Significant unobservable inputs (Level 3) |
|
| Derivatives 30 June2014 168 |
- 168 - |
There have been no transfers between Level 1 and Level 2 during the year.
Page 53
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
26. Fair value measurement (continued)
(b) Ingenia Communities Management Trust
The following table provides the fair value measurement hierarchy of Ingenia Communities Management Trust assets and liabilities:
(i) Assets measured at fair value
| (i) Assets measured at fair value |
|
|---|---|
| Date of valuation Total 30 June 2014 |
Fair value measurement using |
| Quoted prices in active markets (Level 1) Significant observable inputs (Level 2) Significant unobservable inputs (Level 3) |
|
| Investment properties 30 June 2014 Refer to note 11 364,375 Discontinued operations- investment property 30 June 2014 Refer to note 7(b) 45,902 Assets held for sale – investment property 30 June 2014 Refer to note 7(a) - Assets held for sale – deferred management fee receivable 30 June 2014 Refer to notes 7(a) and15 5,439 |
- - 364,375 - - 45,902 - - - - 5,439 - |
| (ii) Liabilities measured at fair value 30 June 2014 Date of valuation Total |
Fair value measurement using |
| Quoted prices in active markets (Level 1) Significant observable inputs (Level 2) Significant unobservable inputs (Level 3) |
|
| Retirement village resident loans 30 June 2014 Refer to note 15 190,122 |
- - 190,122 |
There have been no transfers between Level 1 and Level 2 during the year.
(c) Fair value hierarchy for financial instruments measured at fair value as at 30 June 2013:
| (c) Fair value hierarchy for financial |
instruments measured at fair value as at 30 June 2013: |
|---|---|
| 30 June 2013 | Ingenia Communities Fund |
| Total $’000 Level 1 $’000 Level 2 $’000 Level 3 $’000 |
|
| Financial liabilities-derivatives | 209 - 209 - |
| 30 June 2013 | Ingenia Communities Management Trust |
| Total $’000 Level 1 $’000 Level 2 $’000 Level 3 $’000 |
|
| Financial liabilities – retirement village residentloans |
175,703 - - 175,703 |
Page 54
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
27. Auditor's remuneration
| 27. Auditor's remuneration | |
|---|---|
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
| 2014 2013 2014 2013 $ $ $ $ |
|
| Amounts received or receivable by Ernst & Young for: Audit or review of financial reports 146,025 120,339 146,025 122,364 Other audit related services 9,350 9,183 9,350 - |
|
| 155,375 129,522 155,375 122,364 |
28. Related parties
(a) Responsible Entity
The Responsible Entity for both trusts from 4 June 2012 is Ingenia Communities RE Limited (“ICRE”). ICRE is an Australian domiciled company and is a wholly owned subsidiary of ICH.
(b) Fees of the Responsible Entity and its related parties
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
|---|---|
| 2014 2013 2014 2013 $ $ $ $ |
|
| Ingenia Communities RE Limited: Asset management fees |
1,170,374 1,101,265 1,625,516 1,456,230 |
The Responsible Entity is entitled to a fee of 0.5% of total assets. In addition, it is entitled to recover certain expenses.
The amount accrued and recognised but unpaid at reporting date was:
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
|---|---|
| 2014 2013 2014 2013 $ $ $ $ |
|
| Current trade payables | 2,340,175 1,169,801 3,167,572 1,542,056 |
These are included in current trade payables in the balance sheet.
(c) Holdings of the Responsible Entity and its related parties
There were no holdings of the Responsible Entity and its related parties (including managed investment schemes for which a related party is the Responsible Entity) as at 30 June 2014 and 30 June 2013.
(d) Other related party transactions
Subsidiaries of ICMT have entered into agreements with subsidiaries of ICF for the leases of land that retirement villages are operated on. The remaining term of each agreement varies between 92 and 115 years. There are no purchase options. Rental villages have been classified as operating leases and DMF villages have been classified as finance leases.
Page 55
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
28. Related parties (continued)
Intercompany loans are subject to a loan deed dated 29 June 2012 encompassing ICH, ICF and ICMT and their respective subsidiaries. The deed stipulates that on the last business day of each month intercompany balances are set off within each of the ICH, ICF and ICMT sub-groups and the balances between ICH, ICF and ICMT incur interest at 8.5%pa. Intercompany loan balances are payable on demand, however ICF has undertaken not to call its loan receivable from ICMT within twelve months of the date of this report, if calling the loan would result in ICMT being unable to pay its debts as and when they are due and payable.
There are a number of other transactions and balances that occur between the Trusts, which are detailed below:
| detailed below: | |
|---|---|
| Note | Ingenia Communities Fund Ingenia Communities Management Trust |
2014 2013 2014 2013 $ $ $ $ |
|
| Finance lease fees received or accrued/(paid or payable) for the year between ICF and ICMT Finance lease balance receivable/(payable) between ICF and ICMT 9 Finance lease commitments Operating lease fees received or accrued/(paid or payable) for the year between ICF and ICMT Interest on intercompany loans received or accrued/(paid or payable) between stapled entities Intercompany loan balances betweenstapled entities |
3,319,833 3,321,780 (3,319,833) (3,321,780) 40,677,551 40,679,518 (40,677,551) (40,679,518) 318,149,045321,470,845(318,149,045) (321,470,845) 9,354,036 8,467,260 (9,354,036) (8,467,260) 6,807,133 2,039,631 6,335,522 1,820,680 135,805,451 31,870,000(133,249,024) (30,769,000) |
(e) Key management personnel
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any director of the Responsible Entity.
The names of the directors of ICRE, and their dates of appointment or resignation if they were not directors for all of the financial year, are:
Jim Hazel (Chairman) Philip Clark AM Amanda Heyworth Robert Morrison Norah Barlow Appointed 31 March 2014 Simon Owen (Managing Director)
The names of other key management personnel, and their dates of appointment or resignation if they did not occupy their position for all of the financial year, are:
Simon Owen Managing Director Nicole Fisher Chief Operating Officer Tania Betts Chief Financial Officer
Page 56
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
28. Related parties (continued)
Key management personnel do not receive any remuneration directly from the Trusts. They receive remuneration from ICH in their capacity as Directors or employees of ICH. Consequently, the Trusts do not pay any compensation as defined in Accounting Standard AASB 124 Related Parties to its key management personnel.
The aggregate compensation paid to Key Management Personnel (“KMP”) of the Group is as follows:
| 2014 | 2013 | |
|---|---|---|
| $ | $ | |
| Directors fees | 462,500 | 319,167 |
| Salaries and other short-term benefits | 1,094,684 | 756,735 |
| Short-term incentives | 332,235 | 182,382 |
| Superannuation benefits | 59,084 | 48,957 |
| Share-based payment | 680,600 | 293,113 |
| 2,629,103 | 1,600,354 |
The amounts disclosed in the table are the amounts recognised as an expense during the reporting period related to key management personnel.
The aggregate PQRs and RQRs of the Group held directly, by KMP, are as follows:
| Issue date Rights Expiry date |
Number outstanding |
|---|---|
| 2014 2013 |
|
| 2012 RQR 2014 2012 PQR 2015 2013 PQR 2016 |
1,818,000 1,818,000 3,842,000 3,842,000 3,716,000 - |
29. Parent financial information
Summary financial information about the parent of each Trust is:
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
|---|---|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Current assets Total assets Current liabilities Total liabilities |
134,675 57,833 178 3 253,843 183,749 3,165 2,991 1,379 1,779 8,108 9,332 95,067 69,202 5,772 9,332 |
| Net assets/(liabilities) Unitholders equity: Issued units Accumulated losses |
158,776 114,547 (2,607) (6,341) 547,643 497,957 14,092 6,106 (388,867) (383,410) (16,699) (12,447) |
| Total unitholders’ equity | 158,776 114,547 (2,607) (6,341) |
| Profit/(loss)fromcontinuing operations | 460 (4,744) (4,252) (3,511) |
| Net profit/(loss) attributable to unitholders of each Trust 460 19,704 (4,252) (9,088) Total comprehensive income/(loss) 460 19,703 (4,252) (9,055) |
Page 57
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
30. Subsidiaries
(a) Names of subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the accounting policy described in note 1(d):
| Name | Country of residence | Ownership | interest |
|---|---|---|---|
| 2014 | 2013 | ||
| % | % | ||
| Subsidiaries of Ingenia Communities Fund | |||
| Bridge Street Trust | Australia | 100 | 100 |
| Browns Plains Road Trust | Australia | 100 | 100 |
| Casuarina Road Trust | Australia | 100 | 100 |
| Edinburgh Drive Trust | Australia | 100 | 100 |
| INA CC Trust | Australia | 100 | 100 |
| INA Community Living Subsidiary Trust No. 2 | Australia | 100 | 100 |
| INA Community Living Subsidiary Trust | Australia | 100 | 100 |
| INA Kiwi Communities Subsidiary Trust No. 1 | Australia | 100 | 100 |
| INA Sunny Trust | Australia | 100 | 100 |
| Jefferis Street Trust | Australia | 100 | 100 |
| Lovett Street Trust | Australia | 100 | 100 |
| ILF Regency Subsidiary Trust | Australia | 100 | 100 |
| Settlers Subsidiary Trust | Australia | 100 | 100 |
| SunnyCove Gladstone Unit Trust | Australia | 100 | 100 |
| SunnyCove Rockhampton Unit Trust | Australia | 100 | 100 |
| Taylor Street (2) Trust | Australia | 100 | 100 |
| INA Subsidiary Trust No.1 | Australia | 100 | 100 |
| INA Subsidiary Trust No.2 | Australia | 100 | 100 |
| Noyea Pty Ltd | Australia | 100 | - |
| INA Community Living LLC (formerly ING | United States of America | 100 | 100 |
| Community Living LLC) | |||
| INA US Community Living Fund LLC (formerly ING | United States of America | 100 | 100 |
| US CommunityLivingFundLLC) | |||
| Subsidiaries of Ingenia Communities Management Trust | |||
| Garden Villages Management Trust | Australia | 100 | 100 |
| INA Community Living Lynbrook Trust | Australia | 100 | 100 |
| ILF Regency Operations Trust | Australia | 100 | 100 |
| Settlers Operations Trust | Australia | 100 | 100 |
| INA Operations Trust No.1 | Australia | 100 | 100 |
| INA Operations Trust No.2 | Australia | 100 | 100 |
| INA Operations Trust No.3 | Australia | 100 | 100 |
| Noyea Operations Pty Ltd | Australia | 100 | - |
| Ridge Estate Trust | Australia | 100 | 100 |
| INA Subsidiary Trust No.3 | Australia | 100 | 100 |
| INA NZ Subsidiary Trust No. 1 | New Zealand | 100 | 100 |
| CSH Lynbrook GP LLC | United States of America | 100 | 100 |
| CSH Lynbrook LP | United States of America | 100 | 100 |
| INA Community Living II (formerly ING Community | United States of America | 100 | 100 |
| Living II) | |||
| Lynbrook Freer Street Member LLC | United States of America | 100 | 100 |
| Lynbrook Management,LLC | United States of America | 100 | 100 |
The Trusts voting interest in all other subsidiaries is the same as the ownership interest.
Page 58
Ingenia Communities Fund & Ingenia Communities Management Trust Notes to the financial statements Year ended 30 June 2014
31. Notes to the cash flow statements
(a) Reconciliation of profit to net cash flows from operations
| Ingenia Communities Fund Ingenia Communities Management Trust |
|
|---|---|
| 2014 2013 2014 2013 $’000 $’000 $’000 $’000 |
|
| Net profit for the year Adjustments for: Net foreign exchange (gain)/loss Release of FCTR on disposal of foreign operations Net (gain)/loss on disposal of equity accounted investment Net loss on disposal of investment properties Net (gain)/loss on change in fair value of: Investment properties - continuing Investment properties - discontinued Derivatives Retirement village resident loans Disposal costs associated with overseas investments Income tax expense/(benefit) Other non-cash items |
15,422 2,670 (1,170) (11,715) 42 - (1,453) 718 - 15,507 - 2,444 320 (7,584) - - - 107 - 994 (1,530) (1,618) 1,871 (1,839) - 43 1,630 2,740 (41) (752) - - - - 616 (327) - 150 290 672 6 748 (6,498) 273 - 35 - - |
| Operating profit/(loss) for the year before changes in working capital Changes in working capital: (Increase)/decrease in receivables (Increase)/decrease in other assets Increase in retirement village resident loans Increase/(decrease) in other payables and provisions |
14,219 9,306 (4,714) (6,040) (18,310) (12,676) 20,710 12,060 - - (1,923) - - - 6,327 12,220 292 464 2,028 197 |
| Net cash provided by operating activities | (3,799) (2,906) 22,428 18,437 |
32. Subsequent events
(a) RQR vesting
On 1 July 2014, 1,818,000 Retention Quantum Rights (“RQRs”) granted to KMP in 2012 vested. As a result 1,818,000 fully paid stapled securities have been issued to the following KMP:
| Simon Owen | 1,070,000 |
|---|---|
| Tania Betts | 374,000 |
| Nicole Fisher | 374,000 |
(b) Sale of Noyea
Settlement on the sale of Settlers Lifestyle Noyea was completed on 31 July 2014 at an adjusted sales price of $5.4 million resulting in $nil gain or loss recognised upon completion.
(c) Bank guarantee
On 1 July 2014, ICF obtained a bank guarantee of $10 million from the bank facility in relation to cash requirements under the Australian Financial Services Licence.