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MIRVAC GROUP — Interim / Quarterly Report 2024
Feb 7, 2024
65328_rns_2024-02-07_af04ea2e-1563-43f0-b2ca-7e8b08ffb1ea.pdf
Interim / Quarterly Report
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MIRVAC PROPERTY TRUST | 8 FEBRUARY 2024 1H24 Interim Report
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MIRVAC PROPERTY TRUST AND ITS CONTROLLED ENTITIES
Interim Report For the half year ended 31 December 2023
The consolidated entity comprises Mirvac Property Trust ARSN 086 780 645 and its controlled entities.
| CONTENTS | Page |
|---|---|
| Directors' report | 2 |
| Auditor’s independence declaration | 5 |
| Consolidated financial statements | 6 |
| Consolidated statement of comprehensive income | 7 |
| Consolidated statement of financial position | 8 |
| Consolidated statement of changes in equity | 9 |
| Consolidated statement of cash flows | 10 |
| Notes to the consolidated financial report | 11 |
| Directors' declaration | 22 |
| Independent auditor’s review report to the unitholders of Mirvac Property Trust | 23 |
This Interim Report does not include all the information and disclosures usually included in an annual financial report. Accordingly, this report should be read in conjunction with the Annual Report 2023 and any public announcements made by Mirvac Property Trust during the interim reporting period.
Mirvac Property Trust and its controlled entities Directors’ report For the half year ended 31 December 2023
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DIRECTORS’ REPORT
The Directors of Mirvac Funds Limited ABN 70 002 561 640, AFSL 233121, the Responsible Entity of Mirvac Property Trust (MPT or Trust) present their report, together with the consolidated report of MPT and its controlled entities (consolidated entity) for the half year ended 31 December 2023.
MPT and its controlled entities together with Mirvac Limited and its controlled entities form the stapled entity, Mirvac Group (Mirvac or Group).
Responsible Entity
The Responsible Entity of the Trust is Mirvac Funds Limited, an entity incorporated in New South Wales. The immediate parent entity of the Responsible Entity is Mirvac Woolloomooloo Pty Limited ABN 44 001 162 205, incorporated in New South Wales, and its ultimate parent entity is Mirvac Limited ABN 92 003 280 699, incorporated in New South Wales.
Directors
The following persons were Directors of Mirvac Funds Limited during the half year and up to the date of this report, unless otherwise stated:
-
Robert Sindel
-
Campbell Hanan
-
Christine Bartlett
-
Damien Frawley
-
James Cain[1]
-
Jane Hewitt
-
Samantha Mostyn AO
-
Peter Nash
-
James M. Millar AM[2]
-
James Cain was appointed as a Director effective 1 December 2023.
-
James M. Millar AM resigned as a Director effective 31 December 2023.
Principal activities
The principal continuing activities of the consolidated entity consist of property investment for the purpose of deriving rental income and investments in unlisted funds. There has been no significant change in the principal activities of the consolidated entity during the half year.
REVIEW OF OPERATIONS AND ACTIVITIES
FINANCIAL, CAPITAL MANAGEMENT AND OPERATIONAL HIGHLIGHTS
The consolidated entity reported a loss attributable to stapled unitholders of $193m (December 2022: $219m profit) for the six months to 31 December 2023. Our diversified and integrated model continued to underpin our resilience to deliver strong, visible cash flows, sustainable distribution growth, and attractive returns for our securityholders.
Key financial highlights for the half year ended 31 December 2023:
-
Total assets of $11,068m and net assets of $8,619m;
-
Half year distribution of $178m, representing 4.5 cents per stapled unit.
Key capital management highlights for the half year ended 31 December 2023:
The Trust’s capital structure is monitored at the Group level. Key capital management highlights relating to the Group for the half year ended 31 December 2023 include:
-
A well-diversified maturity profile and a weighted average debt maturity of 4.7 years, with only $136m of debt facilities due for repayment in the next 12 months;
-
$1bn of cash and undrawn debt facilities at 31 December 2023;
-
All new or refinanced debt facilities in the period certified as green loans, in line with our sustainability philosophy. Our total debt portfolio now comprises 43 per cent of green loans;
-
Gearing at the midpoint of our target range of 20-30 per cent;
-
A- and A3 credit ratings with stable outlooks from Fitch Ratings and Moody’s Investor Services maintained.
2
Mirvac Property Trust and its controlled entities Directors’ report For the half year ended 31 December 2023
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REVIEW OF OPERATIONS AND ACTIVITIES (continued)
FINANCIAL, CAPITAL MANAGEMENT AND OPERATIONAL HIGHLIGHTS (continued)
Key operational highlights for the half year ended 31 December 2023:
-
progressed our non-core asset sales program, with the sale of 60 Margaret Street and MetCentre, Sydney, in line with June book value, and the unconditional exchange of 383 La Trobe Street, Melbourne;
-
maintained high occupancy of 96.9 per cent across the Investment property portfolio and leased approximately 90,000sqm of net lettable area across Office, Industrial and Retail;
-
secured further pre-commitments at 55 Pitt Street, Sydney.
Outlook[1 ]
Office
The rising cost of debt has impacted office markets both domestically and globally, resulting in a slowdown in capital market activity and decreased asset valuations. There have been limited transactions over the past 18 months, with assets that have transacted taking longer to settle. In CBD markets, face rental growth is apparent, as vacancy appears to be stabilising, albeit incentives have increased. There continues to be a pronounced bifurcation of tenant and capital demand for new, Premium-grade, core-CBD, sustainable assets, reflected in lower vacancy, stronger rent growth, and tighter capitalisation rates. Our office portfolio, which is 100 per cent weighted to Prime-grade assets and has an average age of 9.3 years, is well placed to benefit from this trend.
Industrial
Fundamental drivers of the logistics sector remain broadly positive, with persistent strong structural tailwinds in the form of population and e-commerce growth, tempered by inflationary pressures and monetary policy. Over the past six months, demand for institutional-grade warehouse space has moderated, with consumer demand for goods stabilising and supply chains exhibiting signs of normalisation. Our industrial portfolio, which is 99 per cent occupied and 100 per cent weighted to Sydney, is expected to benefit from improvements in market rental growth and continued capital demand for high-quality and well-located industrial assets. Upcoming development completions are also expected to bolster our recurring income stream.
Retail
Retail fundamentals remain positive and sales activity remains resilient across most categories, although a gradual moderation in spending has been evidenced. We expect the higher inflationary and interest rate environment to persist in the short term, placing downward pressure on spending, particularly discretionary spending. Momentum in the investment market has also moderated, with the gap in pricing expectation between buyers and owners contributing to yield expansion. While economic headwinds remain, our urban-based retail portfolio is well placed to benefit from strong population growth and low unemployment.
- These statements are future looking and based on our reasonable belief at the time they were made. They include possible outlooks for our operating environments, but are subject to external factors outside of Mirvac’s control.
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Mirvac Property Trust and its controlled entities Directors’ report For the half year ended 31 December 2023
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REVIEW OF OPERATIONS AND ACTIVITIES (continued)
FINANCIAL, CAPITAL MANAGEMENT AND OPERATIONAL HIGHLIGHTS (continued)
Significant changes in the state of affairs
Details of the state of affairs of the consolidated entity are disclosed within the operating and financial review section above. Other than those matters disclosed, there were no significant changes to the state of affairs during the half year that are not otherwise disclosed in this Interim Report.
Matters subsequent to the end of the half year
The consolidated entity acquired 44.26% ownership in LIV Mirvac Property Trust and 51% ownership in MIV Aspect North Trust from Mirvac Limited and Mirvac Holdings Limited respectively on 31 January 2024.
No other events have occurred since the end of the half year which have significantly affected or may significantly affect the Trust's operations, the results of those operations, or the state of affairs in future years.
Auditor’s independence declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 5 and forms part of the Directors’ report.
Rounding of amounts
The amounts in the financial statements have been rounded off to the nearest million (m) dollars in accordance with the ASIC Corporations Instrument 2016/191 .
This report is made in accordance with a resolution of the Directors.
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Campbell Hanan Director
Sydney 8 February 2024
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Auditor’s Independence Declaration
As lead auditor for the review of Mirvac Property Trust for the half-year ended 31 December 2023, I declare that to the best of my knowledge and belief, there have been:
-
(a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
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(b) no contraventions of any applicable code of professional conduct in relation to the review.
This declaration is in respect of Mirvac Property Trust and the entities it controlled during the period.
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Voula Papageorgiou Partner PricewaterhouseCoopers
Sydney 8 February 2024
PricewaterhouseCoopers, ABN 52 780 433 757
One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001 T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au
Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124 T: +61 2 9659 2476, F: +61 2 8266 9999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
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Mirvac Property Trust and its controlled entities Consolidated financial statements For the half year ended 31 December 2023
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CONTENTS
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated statement of comprehensive income 7 Consolidated statement of financial position 8 Consolidated statement of changes in equity 9 Consolidated statement of cash flows 10
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| A | BASIS OF PREPARATION | 11 | D | CAPITAL STRUCTURE AND RISKS | |
|---|---|---|---|---|---|
| D1 Borrowings and liquidity | 17 | ||||
| D2 Fair value measurement of financial | 18 | ||||
| instruments | |||||
| B | RESULTS FOR THE HALF YEAR | ||||
| B1 Segment information | 12 | E EQUITY | |||
| B2 Expenses | 12 | E1 Distributions | 19 | ||
| B3 Events occurring after the end of the half | E2 Contributed equity | 19 | |||
| year | 12 | ||||
| F OTHER DISCLOSURES | |||||
| C | PROPERTY AND INVESTMENT ASSETS | F1 Receivables | 20 | ||
| C1 Investment properties | 13 | F2 Earnings per stapled unit | 21 | ||
| C2 Investments in joint ventures and associates | 16 |
These financial statements cover the financial statements for the consolidated entity consisting of Mirvac Property Trust (MPT or Trust) and its controlled entities. The financial statements are presented in Australian currency.
The Responsible Entity of Mirvac Property Trust is Mirvac Funds Limited ABN 70 002 561 640, AFSL 233121, a company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business are:
Mirvac Funds Limited
Level 28 200 George Street Sydney NSW 2000
A description of the nature of the consolidated entity’s operations and its principal activities is included in the Directors’ report on pages 2 to 4, all of which are not part of these financial statements.
The financial statements were authorised for issue by the Directors on 8 February 2024. The Directors have the power to amend and reissue the financial statements.
The Trust ensures that its corporate reporting is timely and complete by publishing all press releases, financial reports and other information in the Investor Relations section on Mirvac Group’s website.
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Mirvac Property Trust and its controlled entities Consolidated statement of comprehensive income For the half year ended 31 December 2023
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31 December 31 December
Note 2023 2022
$m $m
Revenue 342 364
Other income
Revaluation gain on investment properties C1 - 43
Share of net profit of joint ventures and associates C2 - 18
Total revenue and other income 342 425
Revaluation loss on investment properties C1 252 -
Share of net losses of joint ventures and associates C2 81 -
Loss on disposal of assets 2 20
Investment property expenses and outgoings B2 92 98
Amortisation expenses 29 29
Finance costs B2 61 45
Loss on financial instruments D2 4 -
Other expenses 14 14
(Loss)/profit before income tax (193) 219
(Loss)/profit for the half year attributable to stapled unitholders (193) 219
Other comprehensive income that may be reclassified to profit or loss
Other comprehensive income for the half year - -
Total comprehensive (loss)/income for the half year attributable to
(193) 219
stapled unitholders
Earnings per stapled unit (EPU) for the half year attributable to
stapled unitholders
Basic EPU F2 (4.9) 5.6
Diluted EPU F2 (4.9) 5.6
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The above consolidated statement of comprehensive income (SoCI) should be read in conjunction with the accompanying notes.
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Mirvac Property Trust and its controlled entities Consolidated statement of financial position As at 31 December 2023
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31 December 30 June
Note 2023 2023
$m $m
Current assets
Cash and cash equivalents 44 37
Receivables F1 29 24
Other assets 35 18
Assets classified as held for sale 384 759
Total current assets 492 838
Non-current assets
Investment properties C1 8,715 8,929
Investments in joint ventures and associates C2 1,763 1,884
Other financial assets D2 55 59
Intangible assets 43 43
Total non-current assets 10,576 10,915
Total assets 11,068 11,753
Current liabilities
Payables 226 278
Provisions 178 209
Total current liabilities 404 487
Non-current liabilities
Borrowings D1 2,038 2,269
Lease liabilities D1 7 7
Total non-current liabilities 2,045 2,276
Total liabilities 2,449 2,763
Net assets 8,619 8,990
Equity
Contributed equity E2 5,394 5,394
Reserves 5 5
Retained earnings 3,220 3,591
Total equity attributable to stapled unitholders 8,619 8,990
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The above consolidated statement of financial position (SoFP) should be read in conjunction with the accompanying notes.
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Mirvac Property Trust and its controlled entities Consolidated statement of changes in equity For the half year ended 31 December 2023
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Attributable to stapled unitholders
Contributed Retained Total
Note
equity Reserves earnings equity
$m $m $m $m
Balance 1 July 2022 5,388 5 4,109 9,502
Profit for the half year - - 219 219
Total comprehensive income for the half year - - 219 219
Transactions with owners in their capacity as
owners
Stapled unit-based payments
LTI vested E2 6 - - 6
Legacy schemes vested E2 - - - -
Distributions E1 - - (205) (205)
Balance 31 December 2022 5,394 5 4,123 9,522
Balance 1 July 2023 5,394 5 3,591 8,990
Loss for the half year - - (193) (193)
Total comprehensive loss for the half year - - (193) (193)
Transactions with owners in their capacity as
owners
Stapled unit-based payments
LTI vested E2 - - - -
Legacy schemes vested E2 - - - -
Distributions E1 - - (178) (178)
Balance 31 December 2023 5,394 5 3,220 8,619
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The above consolidated statement of changes in equity (SoCE) should be read in conjunction with the accompanying notes.
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Mirvac Property Trust and its controlled entities Consolidated statement of cash flows For the half year ended 31 December 2023
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31 December 31 December
2023 2022
$m $m
Cash flows from operating activities
Receipts from customers (inclusive of GST) 327 360
Payments to suppliers and employees (inclusive of GST) (114) (102)
Net receipts in the course of operations 213 258
Distributions received - 1
Distributions received from joint ventures and associates 34 26
Interest paid (62) (45)
Net cash inflows from operating activities 185 240
Cash flows from investing activities
Payments for investment properties (128) (90)
Proceeds from sale of investment properties 384 288
-
Contributions to joint ventures and associates (153)
Return of capital from joint ventures and associates 6 -
Proceeds from investments - 1
Net cash inflows from investing activities 262 46
Cash flows from financing activities
Proceeds from loans from entities related to Responsible Entity 328 378
Repayments of loans to entities related to Responsible Entity (559) (475)
Proceeds from issue of stapled units - 5
Distributions paid (209) (201)
Net cash outflows from financing activities (440) (293)
Net increase/(decrease) in cash and cash equivalents 7 (7)
Cash and cash equivalents at the beginning of the half year 37 34
Cash and cash equivalents at the end of the half year 44 27
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The above consolidated statement of cash flows (SoCF) should be read in conjunction with the accompanying notes.
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Mirvac Property Trust and its controlled entities Notes to the consolidated financial statements For the half year ended 31 December 2023
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A BASIS OF PREPARATION
Mirvac Group – stapled securities
A Mirvac Group stapled security comprises one Mirvac Limited share ‘stapled’ to one unit in MPT to create a single listed security traded on the ASX. The stapled securities cannot be traded or dealt with separately.
Mirvac Limited and MPT remain separate legal entities in accordance with the Corporations Act 2001. For accounting purposes, Mirvac Limited has been deemed the parent entity of Mirvac Group.
Statement of compliance
This interim financial report for the half year ended 31 December 2023 has been prepared in accordance with AASB 134 Interim Financial Reporting and the Corporations Act 2001 .
This interim financial report does not include all the information and disclosures normally included in an annual financial report. Accordingly, this report should be read in conjunction with the Annual Report for the year ended 30 June 2023 and any public announcements made by MPT during the interim reporting period.
Basis of preparation
The accounting policies adopted are consistent with those adopted in the financial statements for the year ended 30 June 2023 except for the adoption of new accounting standards. Refer to the section below on new and amended standards adopted by the consolidated entity.
These financial statements have been prepared on a going concern basis, using historical cost conventions except for investment properties, investment properties under construction, assets classified as held for sale, derivative financial instruments and other financial assets and financial liabilities which have been measured at fair value.
All figures in the financial statements are presented in Australian dollars and have been rounded off to the nearest million (m) dollars in accordance with ASIC Corporations Instrument 2016/191 , unless otherwise indicated.
Comparative information
Where necessary, comparative information has been restated to conform to the current period’s disclosures.
New and amended standards adopted by the consolidated entity
Amended standards adopted by the consolidated entity for the half year ended 31 December 2023 have not had a significant impact on the current period or prior periods and are not likely to have a significant impact on future periods. These are listed below:
- AASB 2021-2 Amendments to Australian Accounting Standards - Disclosure of Accounting Policies and Definition of Accounting Estimates [AASB 7, AASB 101, AASB 108, AASB 134 & AASB Practice Statement 2]
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Mirvac Property Trust and its controlled entities Notes to the consolidated financial statements For the half year ended 31 December 2023
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B RESULTS FOR THE HALF YEAR
…………………………………………………………………………………………………
This section explains the results and performance of the consolidated entity.
B1 SEGMENT INFORMATION
The consolidated entity is a single segment for reporting to the Executive Leadership Team (ELT). The ELT are the chief operating decision makers of the consolidated entity.
The consolidated entity operates predominantly in Australia. No single customer in the current or prior half year provided more than 10 per cent of the consolidated entity’s revenue.
B2 EXPENSES
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31 December 2023 31 December 2022
$m $m
Profit before income tax includes the following specific
expenses:
Statutory levies 21 20
Insurance 2 2
Power and gas 11 10
Property maintenance 21 25
Other 37 41
Total investment property expenses and outgoings 92 98
Interest paid 61 45
Borrowing costs capitalised - -
Total finance costs 61 45
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B3 EVENTS OCCURRING AFTER THE END OF THE HALF YEAR
The consolidated entity acquired 44.26% ownership in LIV Mirvac Property Trust and 51% ownership in MIV Aspect North Trust from Mirvac Limited and Mirvac Holdings Limited respectively on 31 January 2024.
No other events have occurred since the end of the half year which have significantly affected or may significantly affect the Trust's operations, the results of those operations, or the state of affairs in future years.
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Mirvac Property Trust and its controlled entities Notes to the consolidated financial statements For the half year ended 31 December 2023
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C PROPERTY AND INVESTMENT ASSETS
…………………………………………………………………………………………………
This section includes investment properties and investments in joint ventures and associates (JVA). These represent the core assets of the business and drives the value of the consolidated entity.
C1 INVESTMENT PROPERTIES
The consolidated entity holds a property portfolio for long-term rental yields and capital appreciation. Depending on the specific arrangements for each property, they are classified as investment properties or properties held through joint ventures and associates.
Judgements in fair value estimation
Fair value is the price that would be received on selling an asset in an orderly transaction between market participants.
For all investment property that is measured at fair value, the existing use of the property is considered the highest and best use.
The consolidated entity assesses its property portfolio for environmental risks and incorporates sustainability initiatives where appropriate in determining the fair value of investment properties.
The fair values of properties are calculated using a combination of market sales comparisons, discounted cash flows and capitalisation rates.
To assist with calculating reliable estimates, the consolidated entity uses independent valuers on a rotational basis. Approximately 25 per cent of the portfolio is independently valued every six months, with management internally estimating the fair value of the remaining properties using estimation techniques by suitably qualified personnel. As at 31 December 2023, the consolidated entity undertook independent valuations covering 36 per cent of its investment property portfolio, by value, excluding investment properties under construction (IPUC).
The fair values are a best estimate but may differ to the actual sales price if the properties were to be sold. The key judgements for each valuation method are explained below:
Discounted cash flow (DCF): Projects a series of cash flows over the property’s life and a terminal value, discounted using a discount rate to give the present value. The projected cash flows incorporate expected rental income (based on contracts or market rates), operating costs, lease incentives, lease fees, capital expenditure, and a terminal value from selling the property. The terminal value is calculated by applying the terminal yield to the net market income. The discount rate is a market rate reflecting the risk associated with the cash flows, the nature, location and tenancy profile of the property relative to comparable investment properties and other asset classes.
Capitalisation rate: The rate or yield at which the annual net income from an investment is capitalised to ascertain its capital value at a given date. The annual net income is based on contracted rents, market rents, operating costs and future income on vacant space. The capitalisation rate reflects the nature, location and tenancy profile of the property together with current market evidence and sales of comparable properties.
Direct comparison approach: Utilises recent sales of comparable properties, adjusted for any differences, including the nature, location, town planning/zoning, flooding and environmental impediments.
Investment properties under construction: There generally is not an active market for investment properties under construction (IPUC). Due to the inherent difficulty in valuing IPUC, fair value will typically be capitalised costs to date. Where a valuation is performed, fair value is measured using either the capitalisation rate, DCF or residual valuations. Capitalisation rate and DCF valuations for investment properties under construction are as described above, but also consider the costs and risks of completing construction and letting the property.
Residual: Estimates the value of the completed project, less the remaining development costs, which include construction, finance costs and an allowance for the developer’s risk and profit. This valuation is then discounted back to the present value.
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Mirvac Property Trust and its controlled entities Notes to the consolidated financial statements For the half year ended 31 December 2023
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C1 INVESTMENT PROPERTIES (continued)
Movements in investment properties
| 31 December 2023 $m |
30 June 2023 $m |
|
|---|---|---|
| Balance 1 July | 8,929 | 10,341 |
| Expenditure capitalised | 96 | 231 |
| Acquisitions | - | 71 |
| Disposals | - | (459) |
| Transfer to assets classified as held for sale | (44) | (759) |
| Net revaluation loss from fair value adjustments1 | (223) | (396) |
| Amortisation expenses | (43) | (100) |
| Closing balance | 8,715 | 8,929 |
| Total investmentproperties | 8,423 | 8,741 |
| Total investmentproperties under construction | 292 | 188 |
| 1. Excludes revaluation loss of $29m (June 2023: nil) for assets classfied as held for sale. |
Fair value measurement and valuation basis
Investment properties are measured as Level 3 financial instruments. Refer to note D2 for explanation of the levels of fair value measurement.
The discounted cash flow, capitalisation rate and residual valuation methods all use unobservable inputs in determining fair value; ranges of the inputs are included below per asset class:
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Inputs used to measure fair value
10-year
Level compound
3 fair Net market annual Capitalisation Terminal Discount
Segment value income growth rate rate yield rate
$m $/sqm % % % %
31 December
2023
Office 5,048 350.0 – 1,367.0 3.40 – 3.95 5.00 – 7.38 5.25 – 7.63 6.25 – 7.88
Industrial 1,279 165.0 – 470.7 3.35 – 3.52 4.88 – 5.88 5.13 – 6.13 6.25 – 7.00
Retail 2,388 344.0 – 708.0 2.78 – 4.28 5.00 – 8.75 5.25 – 9.00 6.25 – 10.00
Total 8,715 - - - - -
30 June 2023
Office 5,253 350.0 –1,367.0 3.30 – 4.10 4.88 – 5.88 5.13 – 6.38 6.13 – 6.50
Industrial 1,324 150.0 – 448.6 3.47 – 3.62 4.25 – 5.25 4.50 – 5.50 5.75 – 6.63
Retail 2,352 327.0 – 880.0 2.21 – 4.02 5.00 – 8.75 5.25 – 9.00 6.25 – 10.00
Total 8,929 - - - - -
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Mirvac Property Trust and its controlled entities Notes to the consolidated financial statements For the half year ended 31 December 2023
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C1 INVESTMENT PROPERTIES (continued)
Sensitivity analysis
Due to the uncertain economic climate and the judgement required to assess the fair value of the consolidated entity’s investment properties, a sensitivity analysis was undertaken to further stress test the assessment of fair value as at 31 December 2023.
The following sensitivity analysis is based on upward and downward movement scenarios of 25 bps and 50 bps on the movement of capitalisation rates, discount rates, and terminal yields per asset class compared to the capitalisation rates, discount rates, and terminal yields adopted by the consolidated entity as at 31 December 2023. These are considered to be the key unobservable inputs that would be expected to have the most material impact on the fair values adopted if they moved. Valuations use a blended capitalisation rate and DCF approach whereby the current market income and the cash flow of the investment property are considered to determine the final fair value. Varying the capitalisation rates alone will only impact the valuation derived through capitalisation method and has no impact on the DCF analysis. A change in discount rate and terminal capitalisation rate will only impact the DCF valuation. Accordingly, all three metrics need to be moved proportionately to ensure a consistent methodology when performing the sensitivity analysis.
Presented below is the outcome of the sensitivity analysis as the decrement or increment to the fair value of each asset class of the consolidated entity’s investment property portfolio (including assets classified as held for sale and Office JV but excluding all other JVAs and IPUC) should the unobservable inputs increase or decrease by 25 bps or 50 bps. For example, an increase of 25 bps of the capitalisation rate, discount rate and terminal yield in the consolidated entity’s Office portfolio would have resulted in a decrement of $305m in addition to the fair value presented as at 31 December 2023.
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Investment properties at fair Capitalisation rate, discount rate and terminal yield
value assessed using DCF, movement by
market capitalisation and
capitalisation rate
25 bps 25 bps 50 bps 50 bps
$m $m $m $m
Office (305) 334 (601) 744
Industrial (74) 80 (141) 170
Retail (102) 112 (196) 235
Total (481) 526 (938) 1,149
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For investment properties at fair value assessed using the direct comparison approach, a sensitivity analysis was performed. Using an increase of 5 per cent in the rate per square metre and a decrease of 5 per cent in the rate per square metre, the impact to the fair value presented as at 31 December 2023 was not material.
Ground leases
As at 31 December 2023, $7m of lease liabilities for ground leases has been recognised in the consolidated SoFP (June 2023: $7m).
Commitment
As at 31 December 2023, capital commitments on the consolidated entity’s investment property portfolio were $140 million (June 2023: $89 million). There were no investment properties pledged as security by the consolidated entity (June 2023: nil).
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Mirvac Property Trust and its controlled entities Notes to the consolidated financial statements For the half year ended 31 December 2023
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C1 INVESTMENT PROPERTIES (continued)
Future committed operating lease receipts
Lease revenue from investment properties is accounted for as operating leases. The revenue from leases is recognised in the consolidated statement of comprehensive income on a straight line basis over the lease term.
The future receipts are shown as undiscounted contractual cash flows.
| 31 December 2023 | 30 June 2023 | |||
|---|---|---|---|---|
| $m | $m | |||
| Future operating lease receipts as a lessor due: | ||||
| Within one year | 382 | 461 | ||
| Between one and five years | 1,420 | 1,449 | ||
| Later than five years | 1,172 | 1,150 | ||
| Total future operating lease receipts as a lessor | 2,974 | 3,060 |
C2 INVESTMENTS IN JOINT VENTURES AND ASSOCIATES
A joint venture is an arrangement where the Trust has joint control over the activities and joint rights to the net assets. An associate is an entity over which the Trust has significant influence, and that is neither a subsidiary nor an interest in a joint venture.
All JVAs are established or incorporated in Australia. The movements in the carrying amount of JVAs are as follows:
| Movements in the carrying amount of JVAs 31 December 2023 Total 30 June 2023 Total |
Movements in the carrying amount of JVAs 31 December 2023 Total 30 June 2023 Total |
|---|---|
| $m $m |
|
| Balance 1 July 1,884 1,299 Share of losses (81) (42) Equity acquired - 694 Return of capital (6) - Distributions received/receivable (34) (67) |
|
| Closing balance | 1,763 1,884 |
The table below provides summarised financial information for the JVAs of the consolidated entity:
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31 December 2023 30 June 2023
Interest Carrying value Interest Carrying value
Joint venture and associates Principal activities % $m % $m
The George Street Trust Property investment 50 480 50 544
Mirvac Wholesale Office Fund Property investment 8 425 8 459
Mirvac (Old Treasury) Trust Property investment 50 251 50 255
Mirvac Locomotive Trust Property investment 51 225 51 226
Mirvac 8 Chifley Trust Property investment 50 215 50 222
MIV Switchyard Trust Property investment 49 167 49 178
Total 1,763 1,884
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Capital expenditure commitment
As at 31 December 2023, the consolidated entity’s share of its JVA capital commitment approved but not yet provided for was $14m (June 2023: $2m).
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Mirvac Property Trust and its controlled entities Notes to the consolidated financial statements For the half year ended 31 December 2023
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CAPITAL STRUCTURE AND RISKS
This section outlines the market, credit and liquidity risks that the consolidated entity is exposed to and how it manages these risks. Capital comprises unitholders’ equity and net debt.
D1 BORROWINGS AND LIQUIDITY
The consolidated entity borrows using loans from related parties.
The consolidated entity has one loan facility from a related party with a total facility limit as at 31 December 2023 of $3,000m (June 2023: $3,000m). This facility can be drawn and expires on 15 December 2029. Interest accrues at the related party’s cost of financing from their borrowing facilities, calculated including associated derivative financial instruments. At 31 December 2023, the consolidated entity had $962m (June 2023: $731m) of undrawn facilities available.
| 31 December 2023 | 31 December 2023 | 30 June 2023 | 30 June 2023 | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Current $m |
Non- current $m |
Total carrying amount $m |
Total fair value $m |
Current $m |
Non- current $m |
Total carrying amount $m |
Total fair value $m |
||
| Unsecured facilities | |||||||||
| Loan from related | - | 2,038 | 2,038 | 2,038 | - | 2,269 | 2,269 | 2,269 | |
| party | |||||||||
| Other | |||||||||
| Leaseliabilities | - | 7 | 7 | 7 | - | 7 | 7 | 7 |
Borrowings are initially recognised at fair value, net of transaction costs and are subsequently measured at amortised cost using the effective interest rate method. The fair value of borrowings is considered to approximate their carrying amount as the interest rates are variable.
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Mirvac Property Trust and its controlled entities Notes to the consolidated financial statements For the half year ended 31 December 2023
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D2 FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS
-
The consolidated entity measures various financial assets and liabilities at fair value which, in some cases, may be subjective and depend on the inputs used in the calculations. The different levels of measurement are described below: - Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
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- Level 2: not traded in an active market but calculated with significant inputs coming from observable market data; and
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Level 3: significant inputs to the calculation that are not based on observable market data (unobservable inputs).
The consolidated entity holds no Level 1 or Level 2 financial instruments.
The methods and assumptions used to estimate the fair value of financial instruments are as follows:
Other financial assets
At 31 December 2023, other financial assets were represented by units held in unlisted funds. The carrying value of other financial assets is equal to the fair value. Other financial assets are classified as Level 3 as the fair values are not based on observable market data.
Investments in unlisted entities are traded in inactive markets and the fair value is determined by the unit or share price as advised by the trustee of the unlisted entity, based on the value of the underlying assets. The unlisted entity’s assets are subject to regular external valuations using the valuation methods explained in note C1.
The following table presents a reconciliation of the carrying value of Level 3 instruments (excluding investment properties which are shown in note C1):
| 31 December 2023 30 June 2023 |
|
|---|---|
| Units in unlisted funds $m Units in unlisted funds $m |
|
| Balance 1 July Net loss recognised on financial instruments Return of capital |
59 62 (4) (2) - (1) |
| Closing balance | 55 59 |
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Mirvac Property Trust and its controlled entities Notes to the consolidated financial statements For the half year ended 31 December 2023
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E EQUITY
This section includes details of distributions and stapled unitholders’ equity. It represents how the Trust raises equity from its stapled unitholders in order to finance the Trust’s activities both now and in the future.
E1 DISTRIBUTIONS
| Half yearly ordinary distribution | Distribution cents per unit |
Amount payable/paid $m |
Date payable/paid | ||
|---|---|---|---|---|---|
| 31 December 2023 | 4.5 | 178 | 29 February 2024 | ||
| 31 December 2022 | 5.2 | 205 | 28 February2023 |
E2 CONTRIBUTED EQUITY
Ordinary units are classified as equity. Each ordinary unit entitles the holder to receive distributions when declared, to one vote per unit at securityholders’ meetings on polls and to a proportional share of proceeds on winding up of the Trust.
When new units or options are issued, the directly attributable incremental costs are deducted from equity.
Movements in paid up equity
| 31 December 2023 | 31 December 2023 | 30 June 2023 | 30 June 2023 | |
|---|---|---|---|---|
| No. units | Units $m |
No. units | Units $m |
|
| Balance 1 July | 3,944,597,806 | 5,394 | 3,941,722,042 | 5,388 |
| LTI vested1 | - | - | 2,790,895 | 6 |
| Legacyschemes vested | 131,861 | - | 84,869 | - |
| Closing balance | 3,944,729,667 | 5,394 | 3,944,597,806 | 5,394 |
- Stapled securities issued for LTIs during the prior year relate to LTIs granted in prior years.
The number of stapled units issued as listed on the ASX at 31 December 2023 was 3,946m (June 2023: 3,946m) which includes 1m of stapled units issued under the Employee Incentive Scheme (EIS) (June 2023: 1m). Stapled units issued to employees under the Mirvac LTI plan and EIS are accounted for as options and are recognised, by the Mirvac Group in the security-based payments reserve, not in contributed equity.
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Mirvac Property Trust and its controlled entities Notes to the consolidated financial statements For the half year ended 31 December 2023
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F OTHER DISCLOSURES
This section provides additional required disclosures that are not covered in the previous sections.
F1 RECEIVABLES
| 31 December 2023 30 June 2023 |
|
|---|---|
| Gross Loss allowance Net Gross Loss allowance Net |
|
| $m $m $m $m $m $m |
|
| Trade receivables Accrued income |
9 (3) 6 11 (9) 2 23 - 23 22 - 22 |
| Total receivables | 32 (3) 29 33 (9) 24 |
Loss allowance
| 31 December | 30 June | ||
|---|---|---|---|
| 2023 | 2023 | ||
| $m | $m | ||
| Balance 1 July | (9) | (17) | |
| Loss allowance recognised | (2) | - | |
| Loss allowance released | 5 | - | |
| Amounts utilised for write-off of receivables | 3 | 8 | |
| Closing balance | (3) | (9) |
Ageing
| Days past due | |
|---|---|
| Not past due 1 - 30 31 - 60 61 - 90 91 - 120 Over 120 Total |
|
| Total receivables Loss allowance |
23 4 1 1 1 2 32 |
| - - - - (1) (2) (3) |
|
| Balance 31 December 2023 |
23 4 1 1 - - 29 |
| Total receivables Loss allowance |
22 3 1 1 1 5 33 - (1) (1) (1) (1) (5) (9) |
| Balance 30 June 2023 | 22 2 - - - - 24 |
The consolidated entity does not have any significant credit risk exposure to a single customer. The consolidated entity holds $122 million of tenant collateral (June 2023: $133 million), primarily in the form of bank guarantees. The terms and conditions of the collateral are outlined in the lease agreements, however generally as a lessor, the consolidated entity has the right to call upon the collateral if a lessee breaches their lease. For further details regarding the consolidated entity’s exposure to, and management of, credit risk, refer to the 30 June 2023 Annual Report.
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Mirvac Property Trust and its controlled entities Notes to the consolidated financial statements For the half year ended 31 December 2023
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F2 EARNINGS PER STAPLED UNIT
Basic earnings per stapled unit (EPU) is calculated by dividing:
-
the profit for the half year attributable to stapled unitholders; by
-
the weighted average number of ordinary units (WANOU) outstanding during the half year.
Diluted EPU adjusts the WANOU to take into account dilutive potential ordinary securities from security-based payments.
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31 December 31 December
2023 2022
(Loss)/profit for the half year attributable to stapled unitholders used to
(193) 219
calculate basic and diluted EPU ($m)
WANOU used in calculating basic EPU (m) 3,945 3,945
WANOU used in calculating diluted EPU (m) 3,946 3,946
Basic and diluted EPU (cents) (4.9) 5.6
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Mirvac Property Trust and its controlled entities Directors’ declaration For the half year ended 31 December 2023
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In the Directors’ opinion:
-
(a) the financial statements and notes set out on pages 6 to 21 are in accordance with the Corporations Act 2001 , including:
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(i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and
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(ii) giving a true and fair view of the consolidated entity's financial position as at 31 December 2023 and of its performance for the financial half year ended on that date; and
-
(b) there are reasonable grounds to believe that the Trust will be able to pay its debts as and when they become due and payable.
The Directors have been given the declarations by the Chief Executive Officer/Managing Director and the Chief Financial Officer required by section 295A of the Corporations Act 2001 .
This declaration is made in accordance with a resolution of the Directors.
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Campbell Hanan Director
Sydney 8 February 2024
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Independent auditor's review report to the stapled securityholders of Mirvac Property Trust
Report on the half-year financial report
Conclusion
We have reviewed the half-year financial report of Mirvac Property Trust (the Registered Scheme) and the entities it controlled during the half-year (together the Group), which comprises the consolidated statement of financial position as at 31 December 2023, the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half-year ended on that date, selected explanatory notes and the directors' declaration.
Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the accompanying half-year financial report of Mirvac Property Trust does not comply with the Corporations Act 2001 including:
-
giving a true and fair view of the Group's financial position as at 31 December 2023 and of its performance for the half-year ended on that date
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complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .
Basis for conclusion
We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity (ASRE 2410). Our responsibilities are further described in the Auditor's responsibilities for the review of the half-year financial report section of our report.
We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to the audit of the annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
Responsibilities of the directors of the Responsible Entity for the half-year financial report
The directors of the Responsible Entity are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors of the Responsible Entity determine is necessary to enable the preparation of the half-year financial report that gives a true and fair view and is free from material misstatement whether due to fraud or error.
PricewaterhouseCoopers, ABN 52 780 433 757
One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001 T: +61 2 8266 0000, F: +61 2 8266 9999
Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124 T: +61 2 9659 2476, F: +61 2 8266 9999
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Liability limited by a scheme approved under Professional Standards Legislation.
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Auditor's responsibilities for the review of the half-year financial report
Our responsibility is to express a conclusion on the half-year financial report based on our review. ASRE 2410 requires us to conclude whether we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including giving a true and fair view of the Group's financial position as at 31 December 2023 and of its performance for the half-year ended on that date, and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .
A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
PricewaterhouseCoopers PricewaterhouseCoopers
Voula Papageorgiou Partner Voula Papageorgiou Partner
Joe Sheeran Sydney Partner 8 February 2024 Joe Sheeran Sydney Partner 8 February 2024
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