Annual Report • Feb 9, 2018
Annual Report
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ANNUAL REPORT 2017
"We are here to stay and take responsibility for the properties we design." Mobimo's credo shapes every stage in the planning and implementation of a real estate project. Those who come with the intention of staying carry out an in-depth evaluation of the location, familiarise themselves with the local conditions and select the best architects for the job. Those who come with the intention of staying assign the same level of care to the design of the free space as they do to the area being developed. This is the only way to develop areas in which people feel comfortable. The popular Le Flon district in the heart of Lausanne is one such area. In addition to this, two districts are currently undergoing development – the Aeschbachquartier in Aarau and the Mattenhof in Kriens – that will soon play a key role in our portfolio as lively and mixed residential and commercial areas. In this Annual Report, we will focus on some of the aspects of our multifaceted district development.
Architect Kees Christiaanse developed the urban development guidelines for the Aeschbachquartier. Page 10
Feyza Ciritoglu, Head of Sales and First-Time Letting, on the hunt for new residents for the Aeschbachquartier. Page 18
In the newest gallery to open in the arty Flon district, children are also welcome. Page 30
Transport planner Guido Gisler discusses everything that will be going on in and around Mattenhof in the future. Page 54
A breath of fresh air in the Flon district – Les Garages. Further information on page 30.
Mobimo posted a pleasing operational performance in 2017. The profit generated on the sale of trading properties and development services increased, rental income was stable despite individual sales and the vacancy rate remained at a low level. Net income from revaluation was positive once again.
Profit attributable to the shareholders of MOH CHF million 2016: 158.7
¢¢ Investment properties
Profit attributable to the shareholders of MOH including and excluding revaluation
CHF million
¢¢ Net rental income
Vacancy rate
¢¢ Earnings per share excl. revaluation
CHF million
| Result | Unit | 2017 | 2016 | Change in % |
|---|---|---|---|---|
| Net rental income | CHF million | 94.1 | 96.2 | –2.2 |
| Profit on sale of trading properties and development services | CHF million | 24.7 | 23.9 | 3.5 |
| Profit on disposal of investment properties | CHF million | 27.5 | 34.9 | –21.4 |
| Net income from revaluation | CHF million | 27.3 | 80.7 | –66.2 |
| Operating result (EBIT) | CHF million | 142.3 | 200.3 | –29.0 |
| Operating result (EBIT) excluding revaluation | CHF million | 115.0 | 119.6 | –3.8 |
| Profit | CHF million | 91.5 | 159.4 | –42.6 |
| Profit attributable to the shareholders of MOH | CHF million | 91.6 | 158.7 | –42.2 |
| Profit attributable to the shareholders of MOH excluding revaluation | CHF million | 71.9 | 99.4 | –27.7 |
| Balance sheet | Unit | 2017 | 2016 | Change in % |
| Assets | CHF million | 3,195.7 | 3,031.7 | 5.4 |
| Equity | CHF million | 1,399.1 | 1,366.3 | 2.4 |
| Equity ratio | % | 43.8 | 45.1 | –2.9 |
| Return on equity | % | 7.0 | 13.1 | –46.6 |
| Return on equity excluding revaluation | % | 5.5 | 8.2 | –32.9 |
| Interest-bearing liabilities | CHF million | 1,512.8 | 1,349.4 | 12.1 |
| Ø Rate of interest on financial liabilities (for the period) | % | 2.17 | 2.38 | –8.8 |
| Ø Residual maturity of financial liabilities | years | 6.5 | 6.9 | –5.8 |
| Net gearing | % | 91.2 | 86.0 | 6.0 |
| Portfolio | Unit | 2017 | 2016 | Change in % |
| Overall portfolio | CHF million | 2,799 | 2,766 | 1.2 |
| Investment properties | CHF million | 2,112 | 2,112 | 0.0 |
| Development properties | CHF million | 687 | 654 | 5.1 |
| Gross yield from investment properties | % | 5.1 | 5.3 | –3.8 |
| Net yield from investment properties | % | 4.0 | 4.1 | –2.4 |
| Investment property vacancy rate | % | 4.9 | 4.8 | 2.1 |
| Ø Discount rate for revaluation (nominal)1 | % | 4.1 | n/a | n/a |
| Ø Capitalisation rate (real)1 | % | 3.6 | n/a | n/a |
| EPRA | Unit | 2017 | 2016 | Change in % |
| EPRA profit | CHF million | 50.0 | 51.4 | –2.6 |
| EPRA NAV per share | CHF | 259.94 | 258.53 | 0.5 |
| EPRA rental increase like for like | % | –0.4 | 0.4 | nmf |
| EPRA vacancy rate | % | 4.9 | 4.8 | 2.1 |
| Headcount | Unit | 2017 | 2016 | Change in % |
| Ø Headcount (full-time basis for the period) | Number | 137.3 | 126.2 | 8.8 |
| Headcount (full-time basis) | Number | 141.4 | 135.7 | 4.2 |
| Share | Unit | 2017 | 2016 | Change in % |
| Shares outstanding2 | Number | 6,217,669 | 6,216,126 | 0.0 |
| Nominal value per share | CHF | 29.00 | 29.00 | 0.0 |
| NAV per share (diluted) | CHF | 222.58 | 217.33 | 2.4 |
| Earnings per share | CHF | 14.74 | 25.52 | –42.2 |
| Earnings per share excluding revaluation | CHF | 11.56 | 15.99 | –27.7 |
| Distribution per share3 | CHF | 10.00 | 10.00 | 0.0 |
| Distribution yield | % | 3.8 | 3.9 | –2.6 |
| Share price at 31.12. | CHF | 261.50 | 254.75 | 2.6 |
1 The average capital-weighted nominal discount rate for the properties valued by Jones Lang LaSalle AG stood at 4.06% as at 31 December 2016 and the average capital-weighted real capitalisation rate at 3.56%. The average capital-weighted nominal discount rate for the properties valued by Wüest Partner AG as at 31 December 2016 was 3.78%.
2 No. of shares issued 6,218,170 less treasury shares 501 = no. of outstanding shares 6,217,669.
3 Distribution of CHF 10.00, of which CHF 4.40 as a distribution from the capital contribution reserves and CHF 5.60 in the form of a nominal value reduction, for the 2017 financial year in accordance with the proposal to the General Meeting of 27 March 2018. Some CHF 27.5 million was available for distribution from the capital contribution reserves as at 31 December 2017.
Details on the long-term trends in Mobimo's key figures can be found on page 144 of the Annual Report (Five-year overview).
| OVERVIEW OF MOBIMO | 2 |
|---|---|
| Our profile | 2 |
| Highlights 2017 | 3 |
| Letter to shareholders | 4 |
| Mobimo on the capital market | 6 |
| REAL ESTATE PORTFOLIO | 10 |
| Aeschbachquartier | 12 |
| Overview of the portfolio | 14 |
|---|---|
| GROUP MANAGEMENT REPORT | 18 |
| Strategy and business model | 20 |
|---|---|
| Group business performance | 22 |
| Sustainability and corporate responsibility | 26 |
| Risk report | 28 |
| Corporate governance report | 32 |
|---|---|
| Compensation report | 48 |
| Report of the statutory auditor on the compensation report | 53 |
| Consolidated annual financial statements | 56 |
|---|---|
| Property details | 108 |
| Report of the statutory auditor on the consolidated annual financial statements | 118 |
| Report of the independent valuation experts | 124 |
| Annual financial statements of Mobimo Holding AG | 130 |
| Report of the statutory auditor on the financial statements | 137 |
| 140 | |
| EPRA key performance measures |
Mobimo Annual Report 2017 20171
Mobimo Holding AG was established in Lucerne in 1999 and has been listed on the SIX Swiss Exchange since 2005. With a real estate portfolio with a total value of CHF 2.8 billion, the Group is one of the leading real estate companies in Switzerland. The Mobimo portfolio comprises residential and commercial properties in first-class locations in German-speaking and French-speaking Switzerland.
The investment properties are characterised by a balanced portfolio mix and diligent management, thus guaranteeing stable revenues. The company uses its development projects to create potential for capital appreciation and gains for the entire portfolio and for third parties. The development and expansion of entire sites into lively, mixed-use districts is one of Mobimo's core competences.
The ongoing development of the market position creates added value for shareholders, customers and partners over the long term. Mobimo pursues a sustainable strategy, has a stable business model and employs highly qualified and motivated people.
The Salzturm project in Bad Zurzach, Aargau, comprises 97 rental apartments and 21 condominiums. The five apartment buildings fit harmoniously into the local environment, characterised by the historic salt drilling towers. The project, for which project developer BSS&M (in which Mobimo holds a majority interest) was responsible and which was carried out on behalf of an institutional investor, generated a great deal of interest. All of the apartments have been sold and all of the rental apartments from the first building stage have been leased and occupied. The second building stage will be completed in April 2018. Progress in renting out these apartments is encouraging.
Once the head office of a textile machines factory, the Grob site will soon open its gates to an extraordinary 15,000 m2 industrial and service centre – the Seehallen Horgen. New tenants from the insurance, catering, service, retail and fitness sectors are breathing life back into what used to be large production halls that exhibit a great deal of industrial character overlooking Lake Zurich. We have already arranged tenancy agreements for around 60% of the units. The unostentatious conversion work will be completed during the first quarter of 2018.
The new place to meet in the centre of Lausanne is the Esplanade du Flon. The official opening ceremony for the new square took place at the beginning of October and featured music, dancing and a breathtaking acrobatic display high above the many guests. In two years' time, the Esplanade will play host to sports enthusiasts from all over the world, as the medal ceremonies for the Youth Olympic Games Lausanne 2020 will be held here.
Profit CHF million 2016: 159.4 Return on equity % 2016: 13.1 Rental income CHF million 2016: 114.7 111.0 91.5 7.0
Mobimo can once again look back on a good financial year. The 2017 result was again strongly shaped by operational performance, whereas in the record-breaking years of 2015 and 2016 income from the sale of investment properties, high market-related upward valuations and a special item relating to deferred taxes had been prominent. Mobimo achieved profit attributable to the shareholders of Mobimo Holding AG of CHF 91.6 million including revaluation and CHF 71.9 million excluding revaluation (prior year: CHF 158.7 million and CHF 99.4 million respectively). The corresponding earnings per share stood at CHF 14.74 and CHF 11.56 (prior year: CHF 25.52 and CHF 15.99). The Board of Directors will propose a distribution of CHF 10.00 per share once again to the 2018 Annual General Meeting.
In 2017, Mobimo acquired a plot of land in Meggen on the shores of Lake Lucerne as well as a commercial property situated next to the station square Lausanne. The company is planning to use the plot in Meggen to build 30 condominiums in the mid-price segment, which continue to be in high demand. Construction is scheduled to begin in 2019. The huge potential of the fully let building in Lausanne is to be unlocked through the development of the property. The profit generated by the sale of four investment properties, including three office and commercial properties, stands at CHF 27.5 million (prior year: CHF 34.9 million). As part of its property strategy, Mobimo will continue to take advantage of attractive transaction opportunities in the future with the aim of optimising its portfolio.
Despite the aforementioned sales, Mobimo recorded stable rental income of CHF 111.0 million, remaining at a similar level to the previous year (prior year: CHF 114.7 million). The vacancy rate remained at a low level of 4.9% (prior year: 4.8%), while the cost/income ratio arising from direct expenses for rented properties fell from 16% to 15% year-on-year. There were and still are slightly higher contract maturities than usual in 2017 and 2018. In light of this and in view of the increasingly competitive environment of the commercial space market, Mobimo considers its in-house management and facility management as well as its many years of development experience as valuable prerequisites for investment in long-term tenant retention and for maintaining a high level of occupancy.
The profit generated on the sale of trading properties and development services totalled CHF 24.7 million (prior year: CHF 23.9 million), with the transfers of condominium ownership in Aarau's Aeschbachquartier contributing to this. The projects in Lucerne (Am Meggerwald) and Feldmeilen (Flair) were completed in 2017 with the sale of the final apartments. The Development for Third Parties business area played a significant role in achieving this pleasing result, with the sale of a building on the Labitzke site in Zurich and the successful completion of the first stage of the project being carried out in Bad Zurzach.
In the development business, Mobimo is on track to realise the major projects Mattenhof, Labitzke and Aeschbachquartier. With the Labitzke development, Mobimo is clearly addressing the high demand for affordable residential space in an urban environment. Four months prior to tenants moving in, all of the apartments and 75% of the commercial spaces have been let. It will, however, be more challenging to market the spaces in the Aeschbachquartier and Mattenhof projects, despite the good product and price-performance ratio.
Mobimo enters the new financial year with a slight change in its organisational structure. The appointment of Vinzenz Manser and Marco Tondel has seen the Executive Board strengthened and rejuvenated with the addition of two longstanding members of management. In his role as Head of Realisation, Vinzenz Manser is responsible for ensuring that construction projects are realised within budget and on schedule, as well as for the quality assurance process and the smooth handover of units to tenants and buyers. Marco Tondel is in charge of the company's development activities. Andreas Hämmerli, previously Head of Development, stepped down from the Executive Board as at 1 January 2018. We would like to take this opportunity to thank him for his successful service to Mobimo in almost ten years with the company.
The Board of Directors and the Executive Board expect the Swiss real estate market to once again deliver a robust performance in 2018. The key indicators for the market, namely consumer sentiment, the Purchasing Manager Index and the KOF Economic Barometer, are looking positive. In 2017, the Swiss franc also weakened, and the mortgage interest rate remained at a record-low level, which resulted in the reference interest rate falling to 1.5%. The forecast economic growth could culminate in interest rate adjustments in the OECD area, which would also provide the Swiss National Bank with greater leeway in its monetary policy. Nevertheless, we expect interest rates to remain low in 2018. Real estate prices are therefore likely to remain stable. The pleasing economic outlook looks set to have a positive impact on the office space market, where location and product remain the factors for success. This also holds true for the rental apartment market. The high amount of residential construction activity is leading to a higher vacancy rate in peripheral areas, while demand for residential space in city centres and commuter towns close to centres remains consistently high. This is also the case, in a slightly adapted form, for the demand for condominiums. Thanks to our high-quality portfolio featuring real estate in excellent locations as well as the attractive pipeline, Mobimo is optimally prepared to overcome the future challenges it will face on the market. The company will adhere to its proven strategy and business model, thus ensuring attractive dividends are paid to shareholders, and is looking to the future with great confidence.
Thank you for the trust you have placed in Mobimo.
Chairman of the Board of Directors CEO
Georges Theiler Dr. Christoph Caviezel
The Board of Directors will once again propose to the Annual General Meeting a distribution of CHF 10.00 per share for the 2017 financial year. The Mobimo share price closed the year at CHF 261.50. Earnings per share were CHF 14.74.
The registered shares of Mobimo Holding AG are traded on the SIX Swiss Exchange in Zurich and are listed in accordance with the Standard for Real Estate Companies.
| Ticker symbol | MOBN |
|---|---|
| Swiss security no.: | 1110887 |
| ISIN code | CH0011108872 |
| Bloomberg | MOBN SW Equity |
| Reuters | MOBN.S |
• The dividend-adjusted share price increased by some 41%
¢¢ Earnings per share incl. revaluation
¢¢ Earnings per share excl. revaluation
Distribution per share
15.2
¢ Individuals ¢ Pension funds, insurers, banks ¢ Foundations, funds ¢ Other companies ¢ Shares pending registration 29.3 15.0 5.0 35.5 %
As at 31 December 2017, the following shareholders held 3% or more of the share capital:
According to the SIX Swiss Exchange definition, the free float stood at 100% as at 31 December 2017.
Market capitalisation in a sector comparison as at 31.12.2017 CHF million
| Unit | 2013 | 2014 | 2015 | 2016 | 2017 | |
|---|---|---|---|---|---|---|
| Ratios at 31.12. | ||||||
| Share capital | CHF million | 180.2 | 180.3 | 180.3 | 180.3 | 180.3 |
| No. of registered shares issued | Number | 6,214,478 | 6,216,606 | 6,218,170 | 6,218,170 | 6,218,170 |
| Of which treasury shares | Number | 2,148 | 1,623 | 1,247 | 2,044 | 501 |
| No. of registered shares outstanding |
Number | 6,212,330 | 6,214,983 | 6,216,923 | 6,216,126 | 6,217,669 |
| Nominal value per registered | ||||||
| share | CHF | 29.00 | 29.00 | 29.00 | 29.00 | 29.00 |
| Share data at 31.12. | ||||||
| Earnings per share | CHF | 13.14 | 10.00 | 16.72 | 25.52 | 14.74 |
| Earnings per share excluding | ||||||
| revaluation | CHF | 10.09 | 9.69 | 12.65 | 15.99 | 11.56 |
| NAV per share (diluted) | CHF | 200.01 | 195.93 | 202.45 | 217.33 | 222.58 |
| Distribution per share1 | CHF | 9.50 | 9.50 | 10.00 | 10.00 | 10.00 |
| Distribution yield | % | 5.1 | 4.8 | 4.5 | 3.9 | 3.8 |
| Payout ratio | % | 72.3 | 95.0 | 59.8 | 39.2 | 67.8 |
| Share price | ||||||
| Share price – High | CHF | 221.10 | 200.70 | 229.40 | 254.75 | 279.25 |
| Share price – Low | CHF | 182.80 | 182.00 | 190.50 | 206.10 | 250.25 |
| Share price at 31.12. | CHF | 186.10 | 199.20 | 222.70 | 254.75 | 261.50 |
| Average no. of shares traded per day |
Number | 11,132 | 8,672 | 11,638 | 10,035 | 7,516 |
| Market capitalisation at year-end | CHF million | 1,156.5 | 1,238.3 | 1,384.8 | 1,584.1 | 1,626.1 |
1 Intended distribution of CHF 10.00, of which CHF 4.40 as a distribution from the capital contribution reserves and CHF 5.60 in the form of a nominal value reduction, for the 2017 financial year in accordance with the proposal to the General Meeting of 27 March 2018.
| Issue date | 29.10.2013 | 19.05.2014 | 16.09.2014 | 20.03.2017 |
|---|---|---|---|---|
| Ticker symbol | MOB13 | MOB14 | MOB141 | MOB17 |
| Swiss security no. | 22492349 | 24298406 | 25237980 | 35483611 |
| ISIN code | CH0224923497 | CH0242984067 | CH0252379802 | CH0354836113 |
| Issue volume | CHF 165 million | CHF 200 million | CHF 150 million | CHF 225 million |
| Bloomberg | MOBN SW | MOBN SW | MOBN SW | MOBN SW |
| Reuters | 785VD6 | 792ZMZ | 797G6K | 844KJX |
| Interest rate | 1.500% | 1.625% | 1.875% | 0.750% |
| Term | 5 years | 7 years | 10 years | 9 years |
| Maturity | 29.10.2018 | 19.05.2021 | 16.09.2024 | 20.03.2026 |
| Price as at 31.12.2017 | CHF 101.46 | CHF 104.85 | CHF 108.95 | CHF 100.65 |
| Yield to maturity | -0.256% | 0.188% | 0.518% | 0.669% |
Complete integration of FM Service &Dienstleistungs AG Majority shareholding in BSS&M Real Estate AG is acquired
Bond issued in September: CHF 150 million
Bond issued in May: CHF 200 million
Capital increase of approximately CHF 193 million, new registered shares are issued
Acquisition of LO Holding Lausanne-Ouchy SA; share capital is increased by CHF 27 million
Capital increase of CHF 143 million
Private placement, the share capital is CHF 181 million
Bond with a volume of CHF 225 million is issued
Majority shareholding in Dual Real Estate Investment SA is acquired
October: bond with a volume of CHF 165 million is issued
Convertible bond with a volume of CHF 175 million is placed
Capital increase of CHF 149 million
Mobimo Holding AG is floated on the stock exchange; the issue volume is CHF 112 million
Mobimo Holding AG is established with share capital of CHF 73 million
The renowned architecture office KCAP Architects&Planners run by Dutch architect and ETH professor Kees Christiaanse is drawing up the urban development guidelines for the Aeschbachquartier.
Professor Christiaanse, one of the aspects of your study contract-winning project that impressed the jury was its openness to its surroundings. Why did you opt for such an open development?
If a district hopes to be an integral part of a city, then it has to be penetrable. Noise protection is ensured through the positioning and design of the buildings; however, it is the openness of the buildings to the surrounding structures already in place that is the key to the success of a new district.
We drafted the urban development guidelines for the Aeschbachquartier from which the rules for materials, colourings and building foundations, for example, were derived. It's all about finding the right balance between architectural individuality and urban cohesion.
Townhouses have a long tradition in urban environments in the Netherlands and England. The relationship between price and living quality in townhouses is impressive. Residents of townhouses do not have any neighbours upstairs or downstairs and have direct access to the ground floor and a great deal of flexibility. View of the resi-
dential units in the condominiums. Further information on page 12.
There are 92 condominiums in the Aeschbachquartier, with a varied selection of homes available. The new inhabitants of the district live in elegant apartments bordering the park, in Dutch-style townhouses with their own gardens, in spacious duplex apartments and in bright city apartments.
| Sales volume | CHF 16 million |
|---|---|
| Types of homes | Townhouses with a garden and 5.5 or 7.5 rooms |
| Number of houses | 12 |
| Architect | KCAP |
| Sales volume | CHF 49 million |
|---|---|
| Types of homes | City villas as well as loft apartments with 1.5 to 4.5 rooms |
| Number of homes | 63 |
| Architect | Schneider & Schneider |
| Sales volume | CHF 7 million |
|---|---|
| Types of | 2.5 to 5.5-room |
| homes | apartments |
| Number of | 9 |
| homes | |
| Architect | KCAP |
| Sales volume | CHF 8 million |
|---|---|
| Types of homes | Maisonette apartments with 4.5 or 6.5 rooms |
| Number of homes | 8 |
| Architect | KCAP |
Mobimo's portfolio is focused on the economic areas of Zurich and Lausanne/Geneva. The quality of the portfolio is improved on an ongoing basis through the addition of properties developed by the company and focused optimisations of existing holdings.
As at 31 December 2017, Mobimo's real estate portfolio comprised 142 properties. It can be broken down into investment properties with a value of CHF 2,112 million and development properties with a value of CHF 687 million.
Portfolio figures
%
1 Breakdown of fair values/ carrying amounts of properties by economic area (overall portfolio).
Properties Number 2016: 148
Proportion of investment properties in real estate portfolio % 2016: 76
| CHF million | 2017 | % | 2016 | % |
|---|---|---|---|---|
| Total portfolio value | 2,799 | 100 | 2,766 | 100 |
| Investment properties | 2,112 | 75 | 2,112 | 76 |
| Commercial investment properties1 |
1,381 | 49 | 1,388 | 50 |
| Residential investment properties |
731 | 26 | 724 | 26 |
| Development properties | 687 | 25 | 654 | 24 |
| Commercial properties (investment) |
268 | 10 | 209 | 8 |
| Residential properties (investment) |
217 | 8 | 140 | 5 |
| Commercial properties (trading) |
55 | 2 | 59 | 2 |
| Residential properties (trading) |
147 | 5 | 246 | 9 |
1 Incl. owner-occupied properties.
75% of the real estate portfolio comprises investment properties. These are broadly diversified in terms of both their location in Switzerland's major economic areas and type of use. The annual potential rental income generated by the rentable area of 436,000 m² as at 31 December 2017 was CHF 109 million, producing stable and predictable income.
| 31.12.2017 | |
|---|---|
| French-speaking Switzerland | |
| Fair value TCHF | 1,016,918 |
| Target rental income TCHF | 48,962 |
| Vacancy rate | 3.2% |
| Rentable area in m² | 175,897 |
| Zurich area | |
| Fair value TCHF | 767,376 |
| Target rental income TCHF | 41,158 |
| Vacancy rate | 6.1% |
| Rentable area in m² | 158,014 |
| Eastern Switzerland Fair value TCHF |
146,700 |
| Target rental income TCHF | 8,666 |
| Vacancy rate | 5.5% |
| Rentable area in m² | 43,266 |
| North-western Switzerland | |
| Fair value TCHF | 136,380 |
| Target rental income TCHF | 7,076 |
| Vacancy rate | 9.0% |
| Rentable area in m² | 45,731 |
| Central Switzerland | |
| Fair value TCHF | 44,220 |
Target rental income TCHF 2,723 Vacancy rate 14.3% Rentable area in m² 13,320
Mobimo manages the portfolio through its own in-house management team, which gives it proximity to the market and to its tenants. Close attention is paid to cultivating relationships with tenants. Mobimo ensures a high level of occupancy, imposes lean cost management and implements appropriate marketing strategies. The portfolio management team also helps preserve and enhance value through the portfolio strategy.
The five biggest tenants generate 21.0% of rental income. The existing fixed-term rental agreements primarily have a medium to long-term maturity profile. The average residual term is 6.4 years.
1 Breakdown of fair values/ carrying amounts of properties by economic area (overall portfolio).
The investment portfolio is fed on an ongoing basis through the development of residential and commercial properties for Mobimo's own portfolio. The newly constructed properties further enhance the portfolio's quality.
Mobimo is currently planning and realising properties with a total investment volume of around CHF 990 million from its own developments, broken down into CHF 840 million for investment properties for its own portfolio and CHF 150 million for condominiums to be sold.
In addition to developments for its own portfolio and for the sale of condominiums, Mobimo is also active in the area of development services for third parties. Its offering ranges from area, site and project developments to turn-key real estate investments for institutional and private investors. The form taken by each cooperation with a partner depends on the specific requirements and on the project phase reached. The volume of investment properties under construction or planned for third parties is CHF 850 million.
| 31.12.2017 | |
|---|---|
| French-speaking Switzerland | |
| Own-portfolio development | 34% |
| Development of condominiums for sale | 0% |
| Planned investment volume | CHF 330 million |
| Zurich area | |
| Own-portfolio development | 22% |
| Development of condominiums for sale | 1% |
| Planned investment volume | CHF 220 million |
| North-western Switzerland | |
| Own-portfolio development | 12% |
| Development of condominiums for sale | 0% |
| Planned investment volume | CHF 120 million |
| Central Switzerland | |
| Own-portfolio development | 17% |
| Development of condominiums for sale | 14% |
| Planned investment volume | CHF 320 million |
1 Share of total investment volume of CHF 990 million (under construction and in planning).
Mobimo develops sites in first-class locations in Switzerland into modern, mixed districts with high-quality architecture and urban design. The map below shows the most important sites and their surrounding areas.
"It's always a very special experience to see a building filled with life. A building full of residents projects an entirely different image than a brand new, empty one does. This was true for the Aeschbachquartier, too. As soon as the first buyers moved into their new condominiums, the district came to life. Suddenly there were children, bikes, outdoor furniture and lit-up windows. That's when we knew for certain that the Aeschbachquartier was going to be a district people truly wanted to live in.
And we will be repeating that experience here in Aarau when the tenants of the 167 rental apartments move into their new homes. The marketing phase is in full swing, and feedback has been positive, with potential tenants particularly enamoured with the district's unique character. What's on offer here is more than just a rental apartment in a new build; it's a home in a pedestrianised area with a public park. People don't just live here; they work, play, shop, and wine and dine here. The Aeschbachquartier will also have its own childcare facility, which is another strong selling point for rental apartments in this district.
As we want to attract a wide range of target groups, we are offering an interesting mix of accommodation, ranging from a 1.5-room apartment for single households of any age to an 8.5-room apartment ideal for sharing. All apartments offer outdoor space in the form of a balcony, terrace or access balcony. The rental apartments are currently still under construction and should be ready for people to move in by autumn 2018. Then, the former unoccupied industrial site will have been fully transformed into a living, breathing part of the city."
View over the Oehlerpark, a public park at the centre of the Aeschbachquartier.
Mobimo's long-term strategy is geared towards qualitative growth based on a balanced portfolio mix and active portfolio management. The company ensures that its activities are solidly financed and sustainable.
Mobimo buys, plans, builds, maintains and sells high-yield investment properties. The investment portfolio comprises commercial, industrial and residential properties with broad-based rental income and correspondingly steady returns. Through its development properties, Mobimo generates considerable upside potential and capital gains. This area of activity includes the sale of condominiums. Development for Third Parties offers planning and implementation services for institutional and private investors. This covers all areas of planning, including the handover of turn-key properties.
Mobimo is solidly financed. In addition to long-term guaranteed financing, the expansion of the company is based on Mobimo's core competences: buying/selling, development and portfolio management.
The company uses the Mobimo brand in its communication with investors, the media, analysts and tenants. The Group brand is sometimes linked with targeted sponsorship and marketing measures. Communication and marketing at project level are generally tied to an image developed by Mobimo and a given project name that correspond to the objective, location and target audience. Although creative freedom is ensured, the Mobimo brand is positioned in all project marketing so that the creator and the responsibilities are always clear.
Mobimo strives to gradually grow its real estate portfolio. This growth takes place primarily through the construction of investment properties for the company's own portfolio as well as through the acquisition of individual properties and portfolios. Growth may also be achieved via company takeovers.
The decision to grow is taken when the elements of price, location and future prospects come together in such a way as to create value for shareholders. Mobimo invests in promising locations in Switzerland. It sees these primarily as the economic areas of Zurich
and Lausanne/Geneva, together with those of Basel, Lucerne/Zug, Aarau and St. Gallen. Investments are only made in sustainably good locations.
Generally, the strategic investment portfolio comprises approximately one-third residential usage, one-third office usage and onethird other commercial usage.
The real estate portfolio is optimised on an ongoing basis. Value is rigorously maintained and increased by cultivating relationships with tenants, ensuring a high level of occupancy, optimising costs and implementing effective marketing strategies.
Real estate development focuses on the following areas:
For Mobimo, sustainability means striking a balance between generating profits today and preserving and enhancing value over the long term. Quality of life is reflected in the design of our living, leisure and working spaces. In addition to economic considerations, Mobimo also incorporates environmental and socio-cultural factors into its activities. This results in added value for both shareholders and the users of Mobimo properties.
Mobimo can borrow on both a short and long-term basis. Equity should represent at least 40% of total assets.
Mobimo shares are characterised by steady value growth and regular, attractive payouts.
| Capital gains | Appreciation in value | Rental income |
|---|---|---|
| • Profit on trading properties and development services • Profit on sale of investment properties |
• Increasing total value of the portfolio • Quality optimisation of the portfolio • High level of customer satisfaction • Net income from revaluation |
• Stable and growing rental income • Net rental income • Return on equity including/ excluding revaluation • Gross yield from investment properties • Net yield from investment properties • Vacancy rate |
| Development for | Development | Investment |
|---|---|---|
| Third Parties | properties | properties |
| Buying/selling | Development | Portfolio management | Solid financing |
|---|---|---|---|
| • Successful acquisitions • Good regional and user specific diversification |
• Many aspects to site • Planning and realising residential and commer cial properties • Planning and realising condo miniums for third parties • Considering the needs of the environment |
• Strategic development • Portfolio optimisation • Considering environmental, economic and social aspects • Reacting quickly and flexibly to changes in the market |
• Appropriate equity ratio for further qualitative growth • Long-term guaranteed financing at excellent conditions |
After the record result of 2016, Mobimo recorded a strong result in the 2017 financial year. The main contributors to this pleasing result were stable rental income, the demand for development services, the sale of condominiums and the positive net income from revaluation, which was mainly the result of the successful realisation of development properties for the company's own portfolio.
The profit attributable to the shareholders of Mobimo totalled CHF 91.6 million (prior year: CHF 158.7 million) or CHF 71.9 million excluding revaluation (prior year: CHF 99.4 million). EBIT was CHF 142.3 million (prior year: CHF 200.3 million), the third-highest EBIT result recorded in the history of the company. The Company also achieved EBIT excluding revaluation of CHF 115.0 million (prior year: CHF 119.6 million), which was practically on a par with the previous year, reflecting the excellent performance of all operational areas. This operating result meant earnings per share of CHF 14.74 (prior year: CHF 25.52) and earnings per share excluding revaluation of CHF 11.56 (prior year: CHF 15.99). The Board of Directors will once again propose a distribution of CHF 10.00 per share at the forthcoming Annual General Meeting.
Despite individual sales, the rental business posted stable income of CHF 111.0 million (prior year: CHF 114.7 million). The vacancy rate stood at 4.9% (prior year: 4.8%) as at 31 December 2017, thus remaining at a low level. This was mainly attributable to successful marketing as well as efficient and customer-oriented management and active portfolio management. Like-for-like growth of –0.4% (prior year: 0.4%) was recorded in rental income.
In the 2017 financial year, the following four investment properties with combined target rental revenue of CHF 6.3 million were sold as part of focused portfolio optimisation:
The sales generated income of CHF 128.0 million (prior year: CHF 158.5 million) and net income of CHF 27.5 million (prior year: CHF 34.9 million). Mobimo will reinvest the cash inflow from these sales in the realisation of projects in the pipeline.
| Unit | 2017 | 2016 | Change in % | |
|---|---|---|---|---|
| Net rental income | CHF million | 94.1 | 96.2 | –2.2 |
| Profit on sale of trading properties and development services |
CHF million | 24.7 | 23.9 | 3.5 |
| Net income from revaluation |
CHF million | 27.3 | 80.7 | –66.2 |
| Profit on sale of investment properties |
CHF million | 27.5 | 34.9 | –21.4 |
| Operating result (EBIT) including revaluation |
CHF million | 142.3 | 200.3 | –29.0 |
| Operating result (EBIT) excluding revaluation |
CHF million | 115.0 | 119.6 | –3.8 |
| Financial result | CHF million | –28.6 | –28.5 | 0.3 |
| Tax expense | CHF million | –24.4 | –15.1 | 61.5 |
| Profit | CHF million | 91.5 | 159.4 | –42.6 |
| Profit attributable to the shareholders of MOH |
CHF million | 91.6 | 158.7 | –42.2 |
| Profit attributable to the shareholders of MOH excluding revaluation |
CHF million | 71.9 | 99.4 | –27.7 |
The following investment properties with combined target rental revenue of CHF 4.9 million were completed and transferred to the portfolio or acquired in the same period of time:
The project pipeline also currently holds further investment properties under construction for the company's own portfolio. These properties represent a total investment volume of some CHF 470 million. The realisation of these projects will produce a further increase in potential target rental income of over CHF 25 million.
The cost/income ratio arising from direct expenses for rented properties was lower than in the previous year, coming in at 15% (prior year: 16%), which resulted in stable net rental income of CHF 94.1 million (prior year: CHF 96.2 million). Based on the market values as at 31 December 2017, a net yield of 4.0% (prior year: 4.1%) was achieved with investment properties in the 2017 financial year.
The share of rental income from residential usage as at 31 December 2017 was 30% (prior year: 29%). Mobimo maintains a balanced usage mix thanks to targeted portfolio diversification and aims at having an investment portfolio mix of approximately one-third residential use, one-third office use and one-third other commercial use.
Income from the sale of trading properties and provision of development services totalled CHF 199.7 million (prior year: CHF 151.8 million), which resulted in a profit from trading properties and development services of CHF 24.7 million (prior year: CHF 23.9 million). This result includes valuation allowances totalling CHF 5.9 million, which are mainly due to the lower valuation of the St. Moritz, Vai Maistra project. In total, 82 condominiums and two plots of land were transferred to new owners. The Aarau, Site 4 (Torfeld Süd) project recorded the largest number of condominiums transferred, with 66. Two plots of land were transferred:
After a transitional phase with two appraisers, and more than ten years of successful collaboration with Wüest Partner AG, Mobimo has decided on a change and appointed Jones Lang LaSalle AG (JLL) for reasons of good governance. Since the 2017 financial year, JLL has been the appraiser for the entire real estate portfolio, performing all investment property revaluations for the first time.
The revaluation of investment properties and of investment properties under construction resulted in net income from revaluation of CHF 27.3 million (prior year: CHF 80.7 million). The highest contribution to revaluation income came from investment properties under construction for the company's own portfolio, totalling CHF 36.3 million. The valuation of the other investment properties resulted in depreciation of CHF –9.0 million, which corresponds to a drop in value of –0.4%.
In 2016, Mobimo increased its earning power by expanding its service offering for customers through the acquisition of FM Service & Dienstleistungs AG and by increasing its range of services in Development for Third Parties through the acquisition of a majority shareholding in BSS&M Real Estate AG. As a result of this strategic expansion of our range of services, operating and administrative expenses were greater than in the prior year, totalling CHF 13.8 million (prior year: CHF 12.0 million). Due to the two acquisitions and individual operational reinforcements, the average number of FTEs increased to 137.3 in 2017 (prior year: 126.2). As at the reporting date of 31 December 2017, there were 141.4 FTEs (prior year: 135.7).
| Unit | 2017 | 2016 | Change in % | |
|---|---|---|---|---|
| CHF | ||||
| Assets | million | 3,195.7 | 3,031.7 | 5.4 |
| CHF | ||||
| Non-current assets | million | 2,642.8 | 2,502.7 | 5.6 |
| CHF | ||||
| Current assets | million | 552.9 | 529.0 | 4.5 |
| CHF | ||||
| Equity | million | 1,399.1 | 1,366.3 | 2.4 |
| Return on equity including |
||||
| revaluation | % | 7.0 | 13.1 | –46.6 |
| Return on equity excluding |
||||
| revaluation | % | 5.5 | 8.2 | –32.9 |
| Liabilities | 1,796.6 | 1,665.4 | 7.9 | |
| • Current liabilities | 288.5 | 203.2 | 42.0 | |
| • Non-current | CHF | |||
| liabilities | million | 1,508.1 | 1,462.2 | 3.1 |
| Equity ratio | % | 43.8 | 45.1 | –2.9 |
As at the end of the 2017 financial year, total assets had increased by 5.4% (prior year: 2.7%) to CHF 3,195.7 million. This was mainly attributable to the growth of the real estate portfolio to CHF 2,799.1 million (prior year: CHF 2,765.6 million) and the increase in shortterm liquidity to CHF 237.1 million (prior year: CHF 173.9 million) as at the reporting date. The share of non-current assets in total assets was 82.7% as at the end of the financial year and was thus on a par with the previous year's figures (prior year: 82.6%).
With an equity ratio of 43.8% as at 31 December 2017 (prior year: 45.1%), Mobimo continues to have a very solid capital base. According to the corporate strategy, the equity ratio should not fall below 40%. The gross loan to value (LTV) was 54.0% as at 31 December 2017 (prior year: 48.8%) and the net LTV 45.6% (prior year: 42.5%). At 3.8, the interest coverage ratio is clearly above the targeted 2.0. This means that Mobimo is readily able to finance its financial obligations from its operating activities. With regard to its capital
structure, Mobimo aims to achieve long-term net gearing of a maximum of 150%. On 31 December 2017, Mobimo recorded net gearing of 91.2% (prior year: 86.0%).
Financial liabilities currently consist of listed bonds and mortgagesecured bank loans. The average interest rate for financial liabilities was 2.17% during the 2017 financial year, compared with 2.38% in the previous year. As at the reporting date of 31 December 2017, the average interest rate had fallen considerably and stood at 2.06% (prior year: 2.32%). Mobimo will continue to use the attractive interest rate environment to keep interest rates low in the long term. The average residual maturity of financial liabilities as at the reporting date was 6.5 years (prior year: 6.9 years), and therefore still in the targeted range. The long-term financing and solid capital base form an excellent foundation for the company's further qualitative growth and for investment in the projects in the pipeline.
Investment activities at Mobimo focus on the realisation of the project pipeline. As at 31 December 2017, the pipeline contained projects for the company's own portfolio with a total investment volume (incl. building plots) of some CHF 840 million, which included:
The pipeline for Development for Third Parties and condominium projects has a total investment volume of CHF 1 billion and can be broken down as follows:
There is further medium-term investment potential from current site developments of approximately CHF 1 billion.
As it enters 2018, Mobimo is full of optimism that the year, and likewise 2019, will be shaped by the completion of important major projects. Accordingly, the company will focus on successfully completing projects and adding these to the portfolio. The growth of the company and the significant new additions to the portfolio call for strict cost management and more efficient marketing – while continuing to maintain a low vacancy rate. As usual, Mobimo will avail itself of opportunities in the Development for Third Parties business area after carrying out diligent risk assessments. The same is true for the production of condominiums, which will only take place selectively in the segments and locations where demand is high. The focus of our portfolio activities will be on continuously increasing rental income by means of focused optimisations as well as on customer satisfaction. Mobimo intends to remain a security with an attractive distribution.
Manuel Itten CFO
Mobimo continues to pursue its sustainability strategy and again achieved excellent results in the internationally recognised sustainability ratings in 2017. The results in relation to the environment were particularly pleasing.
For more than six years, Mobimo has incorporated sustainability targets into its strategy, issued reports in accordance with the newest GRI standard and invited external assessors to review its sustainability performance. There are three dimensions to Mobimo's strategy: the economy, the environment and society. The Real Estate Committee of the Board of Directors is the top body responsible for reviewing sustainability targets and results. The sustainability team is responsible for operational implementation. EY compiles the assurance report for energy and emissions data.
Zurich, Labitzke (development) Rheinfelden (renovation)
| Increased noise insulation requirements (SIA – Swiss Society of Engineers and Architects), large-scale glazing to ensure excellent natural lighting Brine/water heat pumps |
|---|
| Panels bearing pieces by artist Annelies Štrba serve the residents as moveable screens. |
| 1,350 m2 of green areas and extensive terrace gardens |
| 50% of the flooring is bamboo parquet and 50% polished concrete. The exterior façades feature ribbon windows and a ventilated curtain façade made from a titanium-zinc alloy. |
| Elegant residential building with three courtyards, walkways on each level of the building, 72 loft-style apartments with loggias and plenty of natural light |
| % | ||
|---|---|---|
| Development properties1 | 90.7 | |
| Investment properties2 | 93.2 |
1 Buyers. 2 Tenants residential properties.
| Concept | Densification and urban development of the former Expo grounds, expansion of Biel/Bienne and Nidau towards the lake and the taking of an exemplary role in terms of being a sustainable living area More: www.agglolac.ch |
|---|---|
| Plot | Approx. 5.8 ha |
| Usage | Mixed use |
| Energy standard | SIA-Effizienzpfad-compatible ("SIA efficiency path") |
| Heat generation | Lake water heat pump 95%, condensing gas heating 5% |
| Electricity | Swiss consumer mix 37%, own production from photovoltaics 13%, hydropower 50% |
Mobimo produces its sustainability report in line with the GRI Standard, Comprehensive guidelines. The report is available at www.mobimo.ch.
Based on the 2017 results, the Mobimo portfolio has once again been awarded Green Star certification (best quadrant) (2017: 68 points; 2016: 72 points). Mobimo ranks second in Switzerland and fifth in Europe (in a peer group comparison). It is once again outperforming both its peer group and GRESB participants on average.
As in the previous year, Mobimo received a score of B (on a scale of A to F) and ranked third in the Real Estate sector in the DACH region. This places Mobimo among the best companies in the industry.
Mobimo reports its key performance and cost metrics in accordance with the Best Practices of the EPRA Reporting and Accounting Committee. More information on page 140.
• 156 employees (141.4 full-time equivalents (FTE)): +6.1%.
| 2011 (baseline) |
2016 | 2017 (actual) |
Change in %1 |
Change in %2 |
|||
|---|---|---|---|---|---|---|---|
| Energy-consuming space (m²) |
401,392 | 597,732 | 530,879 | 49 | –11 | ||
| Energy consump tion for electricity and heating (MWh) |
85,947 | 89,887 | 80,389 | 5 | –11 | ||
| Energy intensity (kWh/m²) |
214 | 150 | 151 | –30 | 1 | ||
| Emissions (tCO2eq) | 13,931 | 14,390 | 12,413 | 3 | –14 | ||
| Emissions intensity (kgCO2eq/m²) |
35 | 24 | 23 | –31 | –4 |
Verification: Independent Assurance Report, available at www.mobimo.ch.
1 Between 2011 (baseline year) and 2016 (end of the first five-year stage).
2 Between 2016 and 2017 (actual).
Development properties Certified (in %) 2016: 100 100%
Investment properties Certified (in %) 2016: 20 Represents an improvement of 5 percentage points
Mobimo's risk management must identify risks as soon as possible, evaluate them and achieve a sensible balance between risks and returns using appropriate measures.
The overarching risks are based on the corporate strategy. Mobimo defines risk as any event that could negatively impact the achievement of its objectives and existing business.
The processes applied are subject to regular review based on risk management principles in order to take account of changes in market conditions and in the activities of the Group. The aim is to use existing training and management guidelines and optimal
management processes to maintain a disciplined and constructive control environment in which all staff can fulfil their function and exercise their duties in the best way possible. Risk management is part of the processes of the integral management system.
The risk management process covers all activities for handling risks in the company on an ongoing and systematic basis. The following graphic illustrates the key steps of this process: identification, description, management, monitoring and controlling various risk types.
Further information on the risks to which Mobimo is exposed can be found in the Notes to the Consolidated Financial Statements.
Internal control and risk management are performed by Finance. As the most senior management body, the Board of Directors is responsible for risk management. The Audit and Risk Committee (AC) supports the Board of Directors by means of preparatory work, audits and clarification in respect of risk assessment.
The AC also monitors Internal Controlling, which operates in accordance with the principles of Mobimo's risk management concept. The Executive Board is responsible for implementing risk management, particularly the transparent, timely and active management of risks. A formal internal audit is not appropriate due to the size of the company.
Management prepares an annual risk inventory for the AC, setting out significant risks by risk category. A risk owner is assigned to each risk. The impact and measures implemented are analysed and then evaluated on the basis of their likelihood of occurring and impact (financial and reputational damage). Where necessary, measures are defined for the ongoing management of the identified risks. Further information on responsibilities and the organisation of risk management can be found in the Corporate Governance report.
The Club d'Art Contemporain owned by Agnieszka Pieta in the newly opened building on Les Garages adds a new dimension to the varied artistic attractions in the Flon district. The key message of the Club is that everyone is welcome.
When the weather allows it, Agnieszka Pieta leaves the doors to the Club d'Art Contemporain open. "I want no one to be scared of coming into the Club. Everyone should feel welcome and be able to enjoy contemporary art," explains the owner, who attended art school in France. "I therefore consciously refrained from naming my place a gallery, as a club sounds much more inviting and welcoming." Agnieszka Pieta is the tenant in the garage building that was opened in September 2017 as a modular sales and exhibition space in the Flon district. Here, she exhibits pieces of art produced by contemporary artists living in Switzerland. In addition to this, she organises workshops, seminars and film evenings. Agnieszka Pieta's main focus is interaction. In her events, she encourages the nine artists who are currently exhibiting their work to mix and engage with those interested in art. She also puts on events for children, with a small handprint on the wall of the Club's basement already attesting to this. Agnieszka Pieta has lived in Switzerland for more than ten years and has always found the Flon district to be extremely appealing: "Art has always played a special role in Flon; just think of the renowned Alice Pauli Gallery which has called the district its home for many years." She, too, has played a part in maintaining the Flon district's flair for art thanks to the exhibitions she has put on over the past two years. It was therefore an easy decision to open her Club in the new garage building. "All of the tenants are new to these buildings. We're all still settling in and finding our feet. Soon, though, you won't be able to imagine the district without the garage buildings," she said.
Adding new flair to the district – Les Garages.
For Mobimo, good corporate governance is a key element of business management. The company sees good corporate governance as being the responsible management and control of the company with a focus on sustainable value creation.
The Corporate Governance report contains the information required under the SIX Swiss Exchange Directive Corporate Governance (DCG) and is largely based on the structure of the Annex to this directive. Cross-references are made to other sections of the Annual Report in order to avoid repetitions.
Group structure
| Mobimo Holding AG |
|---|
| Lucerne |
| SIX Swiss Exchange |
| CHF 1,626 million |
| 1110887 |
| CH0011108872 |
Mobimo Holding AG is the parent company of the Mobimo Group and is listed on the SIX Swiss Exchange. An overview of all Group companies and shareholdings can be found in Note 34 to the consolidated annual financial statements on page 106.
The Board of Directors of Mobimo Holding AG has delegated the management of day-to-day business activities to the Executive Board. The Executive Board comprises the CEO, the CFO, the Heads of the Real Estate and Development business areas and the Head of Mobimo Suisse romande.
As per 31.12.2017 the two operational areas can be broken down as follows:
Real Estate: The Real Estate business area encompasses the tasks and services that come under portfolio management, site management, management and facility management as well as the marketing of the existing investment properties.
Development: The business area's activities include developing and realising construction projects on sites and building plots for thirdparty investors, for the company's own portfolio and as condominium projects for sale, monitoring construction activity during the construction phase and supporting buyers with condominium projects as well as selling condominiums.
As of 1 January 2018, Realisation (previously Project Management) will be headed by Vinzenz Manser as an independent area in the Executive Board. Thus, the main role in this area in terms of organisation will be ensuring that construction projects are realised within budget and on schedule, the quality assurance process is performed and the handover of units to tenants and buyers is carried out smoothly.
For the segment reporting with its clear market and investor focus, Development and Realisation will continue to be consolidated in the Development segment. Dividing project income into separate components for Development and Realisation would often be less informative and is also not intended for internal purposes. Segment reporting including further Notes on the segments can be found in Note 3 to the consolidated annual financial statements on page 65 of this annual report.
An overview of significant shareholders and other shareholder details can be found in the Mobimo on the capital market section on page 6 of this Annual Report.
The disclosure reports drawn up in the reporting year within the meaning of Article 120 of the Swiss Federal Act on Stock Exchanges and Securities Trading (SESTA) and the provisions of the Ordinance on Financial Market Infrastructures and Market Conduct in Securities and Derivatives Trading (FMIO) can be found on the SIX Exchange Regulation website (www.six-exchange-regulation.com) under Publications > Significant shareholders.
There are no cross-shareholdings.
Capital
| Capital as at 31 December 2017 |
Total (TCHF) |
Number of registered shares |
Nominal value per share (CHF) |
|---|---|---|---|
| Share capital | 180,327 | 6,218,170 | 29.00 |
| Authorised capital |
max. 34,800 | 1,200,000 | 29.00 |
| Conditional capital |
max. 941 | 32,446 | 29.00 |
Authorised and conditional capital are defined in Articles 3a and 3b of the Articles of Association. The exact wording of the provisions of the Articles of Association of Mobimo Holding AG regarding approved and conditional capital can be found under Investors > Corporate Governance > Articles of Association on www.mobimo.ch.
The Board of Directors is authorised until 2 April 2018 to increase the company's share capital by issuing a maximum of 1,200,000 fully paid-up registered shares. Increases may take place all in one go or in stages. The issue price, type of contributions, conditions governing the exercise of subscription rights, allocation of the excluded subscription rights and timing of the dividend entitlement are determined by the Board of Directors. The Board of Directors decides on unexercised subscription rights in the best interests of the company. Once acquired, the new registered shares are subject to restrictions on transfer. Shareholders' subscription rights may be excluded by the Board of Directors for the purpose of an acquisition (e.g. in the case of a share placement) or the financing of the acquisition of land by the company or a subsidiary or for the purpose of taking over or financing the takeover of companies, parts of companies or participations by the company or a subsidiary. Acquisitions or takeovers are permitted only in keeping with the purpose stipulated by the company.
The share capital may be increased through the issue of up to 32,446 fully paid-up registered shares, subject to the exclusion of subscription rights. Use thereof is restricted as follows:
• up to 32,446 fully paid-up registered shares can be issued through the exercise of subscription rights in connection with subscription rights for employees created after 5 May 2010.
The acquisition of registered shares through the exercise of option rights and the subsequent transfer of these registered shares are subject to the following statutory restrictions on transfer.
As at the reporting date, there were no options to create registered shares from conditional capital.
Share capital stood at CHF 180,326,930 as at 31 December 2017 and comprised 6,218,170 fully paid-up registered shares with a nominal value of CHF 29.00. With the exception of the treasury shares held by Mobimo, every share entered with voting rights in the company's share register has one vote and every share (regardless of whether it is entered in the share register) is entitled to dividends. There are no preference shares or voting shares. Mobimo Holding AG has not issued any participation certificates.
Mobimo Holding AG has not issued any dividend-right certificates.
Article 6 of the Articles of Association defines the restrictions on transferability. The exact wording of Article 6 of the Articles of Association can be found under Investors > Corporate Governance > Articles of Association at www.mobimo.ch.
The Board of Directors may deny authorisation to transfer shares for the following reasons:
In order to ensure compliance with the thresholds indicated, prior to being entered in the share register new shareholders are scrutinised as regards their status as Swiss citizens pursuant to ANRA. If they cannot be verified as Swiss citizens, then provided all other conditions are met they are entered in the category of restricted persons without voting rights, as long as the threshold of one-third of all shareholders is not exceeded and provided there is no other risk, such as tighter practices on the part of the licensing authority, that the entry of the non-Swiss shareholder will result in the company no longer being able to furnish evidence of Swiss control.
As at 31 December 2017, 12.8% of the shares were held by shareholders (of which 9.62 percentage points have voting rights and 3.18 percentage points do not) who are classified in the share register as non-Swiss or restricted persons (entered but without voting rights) according to the above definition.
The Articles of Association do not contain any provisions pertaining to the registration of nominees. The Board of Directors has laid down the following nominee registration principles in the regulations governing the administration of the share register and the recognition and registration of shareholders of Mobimo AG:
reached, the company may not register any further nominees. As at the reporting date, nominee registrations accounted for 3.99% of registered shares (3.99% with voting rights). The restrictions mentioned above also apply (5% clause and maximum proportion of non-Swiss shares without voting right restrictions).
No registrations were rejected during the year under review. The Articles of Association do not contain any provisions pertaining to the revocation of statutory privileges (and none have been granted) or the revocation of restrictions on transferability. As a result, the provisions of the Swiss Code of Obligations apply.
As at 31 December 2017, Mobimo had no outstanding convertible bonds or options.
| Total | Number of | Nominal value per | |
|---|---|---|---|
| Change | (TCHF) | registered shares | share (CHF) |
| Share capital as at 31.12.2008 | 204,230 | 4,345,323 | 47.00 |
| Share capital as at 31.12.2009 | 192,035 | 5,053,552 | 38.00 |
| Share capital as at 31.12.2010 | 148,804 | 5,131,170 | 29.00 |
| Share capital as at 31.12.2011 | 178,933 | 6,170,098 | 29.00 |
| Share capital as at 31.12.2012 | 180,058 | 6,208,913 | 29.00 |
| Share capital as at 31.12.2013 | 180,220 | 6,214,478 | 29.00 |
| Share capital as at 31.12.2014 | 180,282 | 6,216,606 | 29.00 |
| Share capital as at 31.12.2015 | 180,327 | 6,218,170 | 29.00 |
| Share capital as at 31.12.2016 | 180,327 | 6,218,170 | 29.00 |
| Share capital as at 31.12.2017 | 180,327 | 6,218,170 | 29.00 |
| Authorised capital as at 31.12.2008 | 16,920 | 360,000 | 47.00 |
| Authorised capital as at 31.12.2009 | 18,687 | 491,771 | 38.00 |
| Authorised capital as at 31.12.2010 | 34,800 | 1,200,000 | 29.00 |
| Authorised capital as at 31.12.2011 | 33,978 | 1,171,650 | 29.00 |
| Authorised capital as at 31.12.2012 | 33,093 | 1,141,150 | 29.00 |
| Authorised capital as at 31.12.2013 | 33,093 | 1,141,150 | 29.00 |
| Authorised capital as at 31.12.2014 | 33,093 | 1,141,150 | 29.00 |
| Authorised capital as at 31.12.2015 | 33,093 | 1,141,150 | 29.00 |
| Authorised capital as at 31.12.2016 | 34,800 | 1,200,000 | 29.00 |
| Authorised capital as at 31.12.2017 | 34,800 | 1,200,000 | 29.00 |
| Conditional capital as at 31.12.2008 | 6,498 | 138,252 | 47.00 |
| Conditional capital as at 31.12.2009 | 5,254 | 138,252 | 38.00 |
| Conditional capital as at 31.12.2010 | 36,558 | 1,260,634 | 29.00 |
| Conditional capital as at 31.12.2011 | 36,252 | 1,250,056 | 29.00 |
| Conditional capital as at 31.12.2012 | 34,304 | 1,182,891 | 29.00 |
| Conditional capital as at 31.12.2013 | 34,142 | 1,177,326 | 29.00 |
| Conditional capital as at 31.12.2014 | 34,081 | 1,175,198 | 29.00 |
| Conditional capital as at 31.12.2015 | 34,035 | 1,173,634 | 29.00 |
| Conditional capital as at 31.12.2016 | 941 | 32,446 | 29.00 |
| Conditional capital as at 31.12.2017 | 941 | 32,446 | 29.00 |
In 2017, a distribution of CHF 10.00 per share was paid out from capital contribution reserves. Further information on changes in capital can be found in Note 15 to the consolidated annual financial statements (see page 85 of this Annual Report).
The Board of Directors of Mobimo Holding AG consists of seven members as at the reporting date. All members are non-executive members of the Board of Directors pursuant to the Swiss Code of
Certified Operating Engineer ETH, Entrepreneur Born in: 1949
Georges Theiler has been a member of the Board of Directors since 2000 and Chairman of the Board of Directors of Mobimo Holding AG since September 2013.
Since 1997 Owner of GT-Consulting (specialised in
consulting and directorship mandates), Lucerne 1978 – 1997 Chairman of the Executive Board and member of the Board of Directors of construction company and general contractor Theiler und Kalbermatter T+K Bau AG (building construction, tunnel construction, general contracting, real estate development and real estate management), Lucerne
1976 Certified Operating Engineer, Swiss Federal Institute of Technology
Best Practice for Corporate Governance. None of the members of the Board of Directors have any significant business relationships with Mobimo Holding AG or with a Mobimo Group company.
Peter Schaub, (CH) Vice Chairman Attorney at law Born in: 1960
Peter Schaub has been a member of the Board of Directors of Mobimo Holding AG since 2008 and Vice Chairman since 2015.
| Since 1994 | Partner in tax and law firm Weber |
|---|---|
| Schaub & Partner, Zurich | |
| 1990 – 1993 | Tax commissioner, Canton of Zurich |
| 1987 – 1988 | Legal advisor in law firm Schellenberg |
| Wittmer, Zurich | |
| 1990 | Licence to practise law in the Canton of Zurich |
|---|---|
| 1987 | Law degree (lic. iur.), University of Zurich |
Born in: 1964
Peter Barandun was elected to the Board of Directors of Mobimo Holding AG on 26 March 2015.
| Since 2002 | CEO and Chairman of the Board of Directors, |
|---|---|
| Electrolux AG, Zurich | |
| 1996 – 2002 | Head of the divisions of Electrolux and Zanussi, |
| Electrolux AG, Zurich | |
| 1990 – 1995 | Head of Sales, Bauknecht AG, Lenzburg |
| 1985 – 1990 | Deputy Head of Sales, Grossenbacher, St. Gallen |
| 2008 | Executive MBA, University of St. Gallen (HSG) | ||
|---|---|---|---|
| ------ | -- | -- | ----------------------------------------------- |
Daniel Crausaz (CH) Engineer EPFL, MBA Born in: 1957
Daniel Crausaz was a member of the Board of Directors of LO Holding Lausanne-Ouchy SA from 1999 to 2014 and has been a member of the Board of Directors of Mobimo Holding AG since 17 December 2009.
| Since 2003 | Independent consultant and since 2016 owner of daniel crausaz conseils Sàrl |
|---|---|
| 1997 – 2003 | Managing Director, Banque Cantonale Vaudoise |
| (BCV), Lausanne | |
| 1990 – 1997 | BCV, Lausanne |
| 1985 – 1989 | Engineer, Bonnard &Gardel Ingénieurs Conseils |
| Lausanne SA, Lausanne | |
| 1983 – 1985 | Engineer, Felix Constructions SA, Bussigny |
| Education | |
| 1990 | MBA, Faculty of Business and Economics at the |
| University of Lausanne (HEC) | |
| 1982 | Engineer, Swiss Federal Institute of Technology |
| Lausanne (EPFL) |
Brian Fischer (CH) Attorney at law, Swiss-certified tax expert
Born in: 1971
Brian Fischer has been a member of the Board of Directors of Mobimo Holding AG in an independent capacity since 2008.
| Since 2001 | Head of External Asset Managers, |
|---|---|
| Bank Vontobel AG, Zurich | |
| 1997 – 2000 | Tax and legal advisor, |
| PricewaterhouseCoopers AG, Zurich |
| 2000 | Swiss-certified tax expert, Zurich |
|---|---|
| 1996 | Licence to practise law in the Canton of Berne |
Bernard Guillelmon (CH/F) Engineer EPFL, Masters in Energy, MBA Born in: 1966
Bernard Guillelmon was a member of the Board of Directors of LO Holding Lausanne-Ouchy SA from 2005 to 2009 and has been a member of the Board of Directors of Mobimo Holding AG since 17 December 2009.
| Since 2008 | CEO, BLS AG, Berne |
|---|---|
| 2001 – 2008 | Key positions (Energy, Infrastructure, Business |
| Management) at SBB, Berne | |
| 1999 – 2000 | Independent consultant, Les Giettes |
| 1990 – 1998 | Engineer, Department Head, BKW AG, Berne |
| 1999 | MBA, INSEAD, Fontainebleau |
|---|---|
| 1992 | Masters in Energy, Lausanne |
| 1990 | Engineer, Swiss Federal Institute of Technology |
| Lausanne (EPFL) |
lic. rer. pol., management consultant Born in: 1953
Wilhelm Hansen has been a member of the Board of Directors of Mobimo Holding AG since 2008.
| Since 2002 | Independent management consultant for |
|---|---|
| organisational and strategy development and | |
| corporate governance, Basel | |
| 1995 – 2002 | Co-owner of private bank Baumann & Cie., Basel |
| 1982 – 1994 | Head of Securities and Group Life Insurance, |
| Baloise Versicherungen, Basel | |
| 1977 – 1982 | Investment advisor, SBG, Basel |
| 1977 | Political Sciences degree (lic. rer. pol.), |
|---|---|
| University of St. Gallen (HSG)/University of Basel |
Alfred Meili is the Honorary Chairman of Mobimo Holding AG. He was the driving force behind the creation of the Mobimo Group and was Chairman of the Board of Directors until 2008. Laurent Rivier is the Honorary Chairman of LO Holding Lausanne-Ouchy SA, having previously served as Chairman of the Board of Directors from 2000 to 2009.
Alfred Meili and Laurent Rivier were appointed Honorary Chairmen in recognition of their services to their respective companies. This office confers neither the right to sit on the Board of Directors, nor any other rights and obligations of a member of the Board of Directors, nor any entitlement to directors compensation or other compensation.
Mobimo Holding AG has concluded special agreements with all members of the Board of Directors and Executive Board in order to avoid conflicts of interest. In these agreements, the members of the Board of Directors and Executive Board undertake:
Besides those listed above, the members of the Board of Directors of Mobimo Holding AG do not occupy any further positions in the management and supervisory bodies of major Swiss and foreign entities or in institutions and foundations under public or private law, and also do not carry out any further long-term management or advisory functions for key Swiss or foreign interest groups. Furthermore, they do not perform any official functions or hold any political offices.
The members of the Board of Directors may exercise the following additional activities in senior executive or administrative bodies of legal entities that are required to be entered in the Commercial Register or a corresponding foreign register and are neither controlled by the company nor in control of the company:
Corporate governance report
There are no restrictions on mandates for legal entities that are not required to be entered in the Commercial Register or a corresponding foreign register, or on honorary directorships at organisations recognised for tax purposes as not-for-profit.
The Board of Directors of Mobimo Holding AG consists of at least three members and is elected for a period of one year at the General Meeting. The Board of Directors currently has seven members. The term of office of the members ends at the end of the next Annual General Meeting. The members of the Board of Directors may be immediately re-elected upon expiry of their term of office.
The General Meeting elects the Chairman of the Board of Directors. Re-election is permitted. The term of office of the Chairman ends at the end of the next Annual General Meeting. If the office of Chairman becomes vacant, the Board of Directors appoints a Chairman for the remaining term of office.
The Articles of Association do not contain any rules that differ from the statutory legal provisions with regard to the appointment of the independent shareholder representative.
In 2017, the General Meeting confirmed Georges Theiler as the Chairman of the Board of Directors. The Board of Directors appointed Peter Schaub as Vice Chairman of the Board of Directors.
The Board of Directors is quorate if the majority of its members are present and passes resolutions by a majority of the votes cast.
In general, three meetings of the Board of Directors are held in the first quarter of each year, two in the third quarter and three in the fourth quarter. The ordinary meetings are usually half-day. Besides a two-day strategy conference and a project inspection day, a total of ten meetings were held in 2017. The Board of Directors was present in full at every meeting.
The CEO, CFO and other members of the Executive Board occasionally take part in the meetings of the Board of Directors, although the Board of Directors always meets first without these persons present. The Chairman decides whether employees or other external advisors are to be included in the meeting in order to deal with specific issues.
The Board of Directors has three committees: the Real Estate Committee (IC), the Audit and Risk Committee (AC) and the Nomination and Compensation Committee (NCC). The purpose, tasks, duties and competences of the committees are summarised below.
The Real Estate Committee ensures that the strategic investment and divestment targets it sets each year are implemented successfully. It is also the body with primary responsibility for the sustainability strategy. The competences of the Board of Directors, Real Estate Committee and Executive Board with respect to purchases and sales are summarised under the definition of approval authority regulations on page 40. The
Real Estate Committee aims to provide the Board of Directors with real estate expertise that is as comprehensive as possible by:
The Real Estate Committee fulfils three functions, namely:
The Real Estate Committee normally meets every two months. The Chairman of the Real Estate Committee may convene additional meetings at any time. A total of seven meetings were held in 2017. The meetings lasted an average of three hours. Minutes must be taken at every meeting and subsequently distributed to all members of the Board of Directors.
The Audit and Risk Committee fulfils a supervisory function. It may request any measures it deems necessary in order to perform its duties and has direct access to all documentation, employees and the auditors. The main duty of this Committee is to support the Board of Directors by means of preparatory work, audits and clarification. The four areas in which the Audit and Risk Committee is active are as follows:
The Board of Directors addresses its risk management responsibilities via the Audit and Risk Committee. Management prepares an annual risk inventory for the Audit and Risk Committee, setting out significant risks by risk category. For each risk, the risk owner, impact and measures implemented are analysed and then evaluated on the basis of likelihood, financial impact and damage to reputation and image. Where necessary, further measures are defined for the ongoing management of the assessed risks.
The Audit and Risk Committee meets on a quarterly basis and before the publication of the semi-annual and annual results. The Chairman of the Audit and Risk Committee may convene additional meetings at any time. A total of six meetings were held in 2017. The meetings lasted an average of three hours. If necessary, the Audit and Risk Committee may invite members of the Executive Board, other employees, external advisors or auditors to its meetings, or request that they meet with members of or advisors to the Audit and Risk Committee. Minutes are taken at every meeting and subsequently distributed to all members of the Board of Directors.
The Nomination and Compensation Committee is a preparatory committee for the Board of Directors and has no decision-making powers. It has the following duties and responsibilities with regard to compensation:
Furthermore, the Board of Directors has transferred responsibility for succession planning, performance appraisals, training and further development, and dealing with general questions on staff policy to the Nomination and Compensation Committee in its capacity as an advisory and preparatory committee to members of the Board of Directors and the Executive Board in the area of Human Resources.
The Nomination and Compensation Committee comprises at least three members, who are elected individually by the Annual General Meeting. Only members of the Board of Directors may be elected to the committee. The Chairman of the Nomination and Compensation Committee is proposed by the Board of Directors. The term of office of members of the Nomination and Compensation Committee ends at the end of the next Annual General Meeting. Re-election is permitted. If the Nomination and Compensation Committee is no longer complete or falls below the minimum number of three members, the Board of Directors appoints the necessary members for the remaining term of office.
The Nomination and Compensation Committee may also request the assistance of independent third parties in performing its tasks and compensate them accordingly.
The Nomination and Compensation Committee meets at least twice per year in connection with the tasks, duties and responsibilities for which it is responsible in accordance with the OaEC and the Articles of Association. These meetings usually take place in the first and last quarter of the year. The Chairman of the Nomination and Compensation Committee may convene additional meetings at any time. A total of six meetings were held in 2017. The meetings lasted an average of three hours. Minutes are taken at every meeting and subsequently distributed to all members of the Board of Directors.
The Board of Directors is responsible for managing the company and supervising the Executive Board. It represents the company externally and makes decisions on all matters that do not fall under the remit of another body within the company by law or pursuant to the Articles of Association or other regulations. In addition to its non-transferable duties in accordance with Article 716a of the Swiss Code of Obligations, the Board of Directors also has the following duties and competences:
defining the corporate identity,
defining the accounting principles, including the consolidation of all financial statements,
In accordance with the delegation norm of Article 20 of the Articles of Association (cf. www.mobimo.ch under Investors > Corporate Governance > Articles of Association) and to the extent permitted by law and the Articles of Association, the Board of Directors has transferred the operational management of the Mobimo Group to the Executive Board under the direction of the CEO. The Executive Board implements the Group and business policies in line with the guidelines set by the Board of Directors.
The management has the following main tasks and competencies:
The competencies of the Board of Directors, Real Estate Committee and the Executive Committee for the purchase and sale of properties at Mobimo Holding AG are regulated as follows: The Board of Directors has delegated the operational decisions on property transactions up to an investment volume of CHF 10 million to the Executive Board. The Board of Directors of Mobimo Holding AG exercises the right to make decisions on real estate transactions with a total value of over CHF 30 million, while the Real Estate Committee is responsible for decisions on real estate transactions between CHF 10 million and CHF 30 million.
The Chairman of the Board of Directors holds regular coordination and information meetings with the CEO. The CEO also usually takes part in the committee meetings. The CFO also usually takes part in the Audit and Risk Committee meetings.
The entire Board of Directors receives a monthly report on current business performance and a quarterly report from the Executive Board informing them about the following areas: financial situation/budget achievement, risk situation, progress and planned activities of the operating and administrative areas, and personnel situation. The information relates to developments and events since the last management report, together with expected developments and planned activities. The Executive Board attends the meetings of the Board of Directors and reports on items on the agenda and/or is available for questions and information.
A formal internal audit is not appropriate due to the size of the company. Internal control and risk management are performed by Finance. The implementation of regulatory and accounting changes is worked out at an early stage in cooperation with the statutory auditors.
Dr. Christoph Caviezel (CH) CEO Dr. iur., attorney at law Born in: 1957
Christoph Caviezel has been CEO of the Mobimo Group since 1 October 2008 and directly manages the Corporate Center and Purchase and Divestment division.
Mobimo AG, Mobimo Management AG, O4Real SA, Immobilien Invest Holding AG, Petit Mont-Riond SA, LO Holding Lausanne-Ouchy SA, LO Immeubles SA, Flonplex SA, Parking du Centre SA, Promisa SA, CC Management SA, Mobimo Zürich Nord AG
| 2001 – 2008 | CEO, Intershop Holding AG, Zurich |
|---|---|
| (member of the Board of Directors from 2003) | |
| 1995 – 2001 | Intershop Holding AG, Zurich |
| (member of the Executive Board from 1999) | |
| 1986 – 1995 | Head of Real Estate, SBB, Lucerne |
| 1980 – 1986 | Attorney at law |
| 1988 | Doctor of law (Dr. iur.), University of Fribourg |
|---|---|
| 1983 | Admitted to the bar in the Canton of Grisons |
| 1980 | Law degree (lic. iur.), University of Fribourg |
Business Administration FH Born in: 1965
Manuel Itten joined Mobimo in 2004, working as Head of Controlling until February 2009 and CFO since March 2009.
Chairman of Boards of Directors within the Mobimo Group BSS&M Real Estate AG, FM Service &Dienstleistungs AG
Mobimo AG, Mobimo Management AG, LO Holding Lausanne-Ouchy SA, LO Immeubles SA, O4Real SA, Parking du Centre SA, Flonplex SA, Promisa SA, CC Management SA, Mobimo Zürich Nord AG
| 2004 – 2009 | Head of Controlling, Mobimo, Küsnacht |
|---|---|
| 2000 – 2004 | Head of Controlling, Livit AG, Zurich |
| 1999 – 2000 | Auditor and consultant, Zurich |
| 1988 – 1996 | Various management positions in |
| sales promotion (marketing) | |
1999 Business Administration degree
(Business Economist HWV), FH Winterthur
1988 Completion of basic commercial and
design studies
Andreas Hämmerli (CH) Head of Development until 31 December 2017 Certified Architect HTL Born in: 1957
Andreas Hämmerli headed the Development division of Mobimo from October 2008 to December 2017 and was thus responsible for all aspects of real estate development, construction and sales.
| 2003 – 2008 | Managing Director, D4 Business Center Lucerne, |
|---|---|
| Suva Asset Management (from 2007 member of | |
| the Executive Board of Suva Immobilien) | |
| 2000 – 2002 | Head of Real Estate Consulting Switzerland |
| (development,real estate trading/real | |
| estate trusts and first-time letting), Livit AG, | |
| Zurich (as member of the Executive Board) | |
| 1997 – 1999 | Head of Real Estate Trading, |
| Göhner Merkur AG, Zurich | |
| 1982 – 1997 | Various roles in the architecture sector |
| (development, project management, marketing, | |
| head of an architecture firm) | |
1982 Certified architect HTL, Burgdorf
Marc Pointet (CH) Head of Mobimo Suisse romande Certified architect ETH, Executive MBA HSG Born in: 1974
Marc Pointet joined Mobimo in November 2006 and has been Head of Mobimo Suisse romande since March 2013. He has been a member of the Executive Board since April 2015.
| 2006 – 2013 | Head of Project Management team, Mobimo, |
|---|---|
| Küsnacht | |
| 2004 – 2006 | Branch Head, Karl Steiner AG, St. Moritz |
| 2003 – 2004 | Assistant to the CEO, Karl Steiner AG, Zurich |
| 2002 – 2003 | Project team member, Credit Suisse, Zurich |
| 2012 | Executive MBA, University of St. Gallen (HSG) |
|---|---|
| 2001 | Architecture degree (Cert. Architect), ETH Zurich |
Thomas Stauber (CH) Head of Real Estate, Deputy CEO Certified civil engineer ETH/SIA, NDS BWI Born in: 1964
Thomas Stauber joined Mobimo in November 2011 and set up the Development for Third Parties business area. He has headed the Real Estate division since July 2014.
BSS&M Real Estate AG, FM Service &Dienstleistungs AG
| 2011 – 2014 | Head of Development for Third Parties, Mobimo, |
|---|---|
| Küsnacht | |
| 2004 – 2011 | Head of Acquisitions and Project Development, |
| Allreal Generalunternehmung AG, Zurich (as a | |
| member of the Executive Board) | |
| 2002 – 2004 | Managing Director, Bauengineering AG, Zurich |
| 2000 – 2002 | Head of Project Development, tk3 AG, Basel |
| (as a member of the Executive Board) | |
| 1995 – 2000 | Head of Technical Planning and Realisation of the |
| Sony Center on Potsdamer Platz, | |
| Sony Berlin GmbH, Berlin | |
| 1989 – 1994 | Project Managing Civil Engineer |
| Education | |
| 1994 | Postgraduate studies in industrial management |
| and manufacturing, ETH Zurich | |
| 1989 | Cert. Civil Engineer, ETH Zurich |
Head of Development effective 1 January 2018 Certified Architect ETH, Executive MBA ZHAW Born in: 1974
Marco Tondel joined Mobimo in January 2012, working as Head of Development for Third Parties from 2014. In this function, he was responsible for the acquisition, development and sale of investment properties for third-party investors. He has been a member of the Executive Board since 1 January 2018 and heads up all of Mobimo's development activities.
Vinzenz Manser (CH) Head of Realisation effective 1 January 2018 Certified Architect HTL; MAS in Real Estate HWZ Born in: 1967
Vinzenz Manser joined Mobimo in March 2002 and has been Head of Realisation since 2008. He is responsible for the realisation of construction projects, quality assurance and the handover of units to tenants and buyers. Vinzenz Manser has been a member of the Executive Board of Mobimo since 1 January 2018.
| Professional background | 2002 – 2008 | Project Manager, Mobimo, Küsnacht | |
|---|---|---|---|
| 2014 – 2017 | Head of Development for Third Parties, | 1999 – 2002 | Overall Project Head, Mobag AG, Zurich |
| Mobimo, Küsnacht | 1994 – 1999 | Construction manager, project lead, overall | |
| 2012 – 2014 | Project Manager, Development for Third Parties, | project head for various major construction | |
| Mobimo, Küsnacht | projects, Caretta und Weidmann AG, Zurich | ||
| 2005 – 2011 | Vice Director for Project Development for the | 1993 – 1994 | Planning manager and construction manager, |
| Allreal portfolio and for third parties | Conarenco AG, Zurich | ||
| 2002 – 2005 | Project Manager, Project Development and | 1990 – 1992 | Construction manager and construction cost |
| Design, BSS Architekten, Schwyz/Zurich | controller, Emch und Berger Zürich AG, Zurich | ||
| 2000 – 2002 | Project Manager, Design and | ||
| Implementation, Architekturbüro Alioth | |||
| Langlotz Stalder Buol, Zurich | Education | ||
| 2008 | Master of Advanced Studies in | ||
| Education | Real Estate Management HWZ, Zurich | ||
| 2008 | Degree in Real Estate Investment Banking, | 1997 | Certified Architect HTL, Zurich |
| European Business School, Wiesbaden | 1990 | Training as an underground engineering | |
| 2005 | Executive MBA, Zurich University of Applied | draughtsman, St. Gallen | |
| Sciences, Winterthur | 1987 | Training as a bricklayer, St. Gallen | |
| 2000 | Architecture degree (Cert. Architect), ETH Zurich |
Corporate governance report
| CEO | CFO | Head of Real Estate |
Head of Mobimo Suisse romande |
Head of Development |
Head of Realisation (new as of 1.1.2018) |
|---|---|---|---|---|---|
| Dr. Christoph Caviezel | Manuel Itten | Thomas Stauber | Marc Pointet | Andreas Hämmerli (until 31.12.2017) Marco Tondel (effective 1.1.2018) |
Vinzenz Manser |
The members of the Executive Board perform no long-term management or advisory functions for key Swiss or foreign interest groups, nor do they perform any official functions or hold any political offices.
In accordance with Article 12 paragraph 1 item 1 OaEC, the members of the Executive Board may exercise the following additional activities in senior executive or administrative bodies of legal entities that are required to be entered in the Commercial Register or a corresponding foreign register and are neither controlled by the company nor in control of the company:
There are no restrictions on mandates for legal entities that are not required to be entered in the Commercial Register or a corresponding foreign register, or on honorary directorships at organisations recognised for tax purposes as not-for-profit. The prior approval of the Board of Directors is required for such mandates and appointments.
No management agreements have been concluded with third parties. There are service agreements between the Group companies and Mobimo Management AG and between the Group companies and FM Service & Dienstleistungs AG.
All information on the compensation of Mobimo's Board of Directors and Executive Board is provided in the separate compensation report from page 48 of this Annual Report.
In connection with the shareholders' rights of participation, the relevant statutory provisions of Mobimo Holding AG are referred to below. The company's current Articles of Association are available at www.mobimo.ch under Investors > Corporate Governance > Articles of Association.
Only those persons entered in the share register are entitled to exercise their voting rights at General Meetings.
The Board of Directors may refuse to approve the transfer of registered shares, insofar as recognising a transferee as a shareholder may, according to the information available to it, hinder the company from providing proof of Swiss control as stipulated under federal law (in particular the Swiss Federal Act on the Acquisition of Immovable Property in Switzerland by Foreign Non-Residents, ANRA). The Board of Directors did not reject any entries in the share register in the year under review, insofar as shareholders provided the information required for entry (see above).
In accordance with Article 12 of the Articles of Association, any shareholder may be represented at the General Meeting by their legal representative, by a third party who has been granted written authorisation (and who does not need to be a shareholder), or by the independent proxy. The Board of Directors specifies the process and conditions for issuing authorisations and instructions to the independent proxy. Shareholders may issue general instructions both for proposals relating to agenda items set out in the invitation to the General Meeting and for undisclosed or new proposals. In particular, general instructions to vote in favour of the Board of Directors on proposals that are set out in the invitation or have not yet been disclosed are considered to be valid instructions on the exercise of voting rights. Shareholders have the option to receive their documents for the General Meeting or issue proxies and instructions to the independent proxy representative electronically via the Sherpany online shareholder platform.
The independent proxy is elected by the General Meeting. Natural persons and legal entities or partnerships are eligible for election. The term of office of the independent proxy ends at the end of the next Annual General Meeting. Reelection is permitted. If Mobimo does not have an independent proxy or the independent proxy is withdrawn due to a lack of independence or for any other reasons, an independent proxy is appointed by the Board of Directors for the current General Meeting or the next. Authorisations and instructions that have already been issued will remain valid for the new independent proxy, unless other authorisations and instructions have been explicitly issued by shareholders.
There is no quorum prescribed by the Articles of Association that goes beyond the statutory provisions on passing resolutions (Articles 703 and 704 of the Swiss Code of Obligations).
The convocation of General Meetings, the form of convocation and the right of shareholders to convene a General Meeting are governed by Articles 9 and 10 of the Articles of Association.
The Annual General Meeting is convened by the Board of Directors or, if necessary, by the external auditor and is held once a year within six months of the end of the financial year. The Board of Directors may convene Extraordinary General Meetings at any time. Extraordinary General Meetings are to be convened by the Board of Directors on the basis of a resolution of the General Meeting, at the request of the auditor or if one or more shareholders who together represent at least 5% of the share capital request one in writing and submit the items for the agenda. Shareholders who represent shares with a nominal value totalling CHF 1 million may request that an item be placed on the agenda.
The liquidators also have the right to convene a General Meeting. The invitation to the General Meeting is issued at least 20 days prior to the date of the meeting via publication of a single notice in the Swiss Official Gazette of Commerce. Personal invitations are also sent to the shareholders entered in the share register giving the same notice. The invitation must set out all the items on the agenda together with the proposals of the Board of Directors and any shareholders who have requested that a General Meeting be convened. The annual report and auditor's report must be made available for inspection by shareholders at the company's registered office no later than 20 days prior to the Annual General Meeting. The availability of these reports and the right of shareholders to request that copies be sent to them must be indicated in the notice of convocation of the Annual General Meeting.
The statutory provisions set out in Article 699a of the Swiss Code of Obligations apply to the right of shareholders to propose agenda items referred to in Article 9 of the Articles of Association.
Under Article 6 of the Articles of Association, anyone entered in the share register is recognised as a shareholder or usufructuary. Entry is conditional on the provision of evidence that the transfer meets formal requirements and is subject to the approval of the Board of Directors. The Board of Directors has transferred this approval authority to the Audit and Risk Committee. The Audit and Risk Committee has subsequently delegated all decisions that have no impact on stock exchange reporting thresholds or concern members of the Board of Directors or Executive Board to the CFO. No entries shall be made in the share register during a period ranging from a maximum of 20 days before the General Meeting up to the day after the General Meeting. Prior to the Annual General Meeting held in Lucerne on 27 March 2018, the share register will be closed for entries from 19 March 2018 onwards.
The Board of Directors has decided to provide the shareholders with a compensation report each year and hold an annual consultative vote on it irrespective of whether or not there have been significant changes compared with the previous year. The compensation report can be found on pages 48 to 52 of this Annual Report.
Following a consultative vote, the 2017 General Meeting approved the contributions made to social and political organisations in 2016 and authorised a budget of up to CHF 50,000 for contribtions to social and political organisations in 2017. The budget was respected.
In view of the Swiss Federal Act on the Acquisition of Immovable Property in Switzerland by Foreign Non-Residents (ANRA), the company has chosen not to make use of the opportunity to include an opting-out or opting-up clause in its Articles of Association. The legal provisions under Article 135 SESTA governing the obligation to make a purchase offer therefore apply. Anyone who acquires shares directly, indirectly or by mutual agreement with third parties, with the result that their total holding, including the securities they already own, exceeds the threshold of 33% of the voting rights of a listed company, whether exercisable or not, must make an offer to acquire all listed shares of said company.
There are no change of control clauses.
Since Mobimo Holding AG was established in December 1999, the company's statutory auditor has been KPMG AG, Lucerne. The statutory auditor is appointed annually by the Annual General Meeting. Kurt Stocker has been lead auditor since 2013. His maximum term of office is seven years. The frequency of rotation corresponds to the legal regulation.
The fees charged by KPMG AG for auditing the 2017 financial year were CHF 0.4 million (prior year: CHF 0.4 million). This figure includes the fees for auditing the consolidated financial statements, the statutory individual financial statements of all subsidiaries and the compensation report, and for reviewing the semi-annual result.
In the year under review, KPMG AG invoiced an additional fee of CHF 0.1 million (prior year: 0.1 million) for tax consulting services.
The fee paid to the independent property valuer Jones Lang LaSalle AG for the 2017 financial year amounted to CHF 0.5 million (prior year: CHF 0.4 million to Wüest Partner; CHF 0.1 million to Jones Lang LaSalle AG).
The Audit and Risk Committee usually holds two meetings with the auditors every year, at the time of the semi-annual results and the annual results. The Chairman of the Board of Directors, the Chairman of the Audit and Risk Committee and the auditors meet once a year. The Audit and Risk Committee receives the results of the audit in a comprehensive report and an accompanying presentation on the main findings.
Mobimo Holding AG provides its shareholders and the capital market with information that is forthright, up to date and as transparent as possible.
The publication used by the company to make official announcements is the Swiss Official Gazette of Commerce (SOGC).
Financial reporting takes the form of semi-annual and annual reports. The consolidated annual financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB), and the consolidated interim financial statements in accordance with International Accounting Standard 34 (IAS 34) on interim financial reporting. They comply with both Swiss law and the provisions of the listing rules and additional rules for the listing of real estate companies issued by SIX Swiss Exchange.
The company is also subject to the obligation in respect of ad hoc publicity pursuant to Article 53 of the listing rules. Ad hoc news is available at www.mobimo.ch under Investors > Ad hoc news, and the form to sign up for the newsletter and ad hoc news can be found at www.mobimo.ch under Investors > Investor Services.
Further information about the company can be found on its website at www.mobimo.ch.
Contact Mobimo Holding AG Rütligasse 1 CH-6000 Lucerne 7
Dr. Christoph Caviezel, CEO Tel. +41 44 397 15 55 [email protected]
The compensation report is drawn up in line with the Ordinance Against Excessive Compensation in Listed Companies (ERCO) of 20 November 2013, the SIX Swiss Exchange Directive Corporate Governance (DCG) and the principles of the economiesuisse Swiss Code of Best Practice for Corporate Governance.
This compensation report sets out the mechanisms used to determine the compensation and profit-sharing plans of the Board of Directors and Executive Board, along with the key provisions of the Articles of Association. It also provides a comparison of the compensation approved by the General Meeting and the compensation actually paid.
Article 22 of the Articles of Association governs the compensation of the Board of Directors. The Articles of Association are available at www.mobimo.ch under Investors > Corporate Governance > Articles of Association.
The members of the Board of Directors are entitled to compensation commensurate with their activities and to reimbursement of their expenses incurred in performing their duties in the interest of the company. All members of the Board of Directors are compensated on the basis of the same principles. The compensation model for members of the Board of Directors is modular in structure and takes account of the activities actually undertaken and functions occupied by each member of the Board of Directors. The compensation of members of the Board of Directors is paid in addition to social insurance and pension contributions. Given the governance and supervisory function and the focus of the Board of Directors on long-term corporate strategy, the members of the Board of Directors do not receive performance-related compensation.
A portion of their compensation may be paid out in the form of shares. The number of shares allocated and the dates of allocation and transfer of ownership are approved by the Board of Directors at the request of the Nomination and Compensation Committee. The value of the shares is calculated based on the share price applicable on the date of allocation. The Board of Directors sets a vesting period, which is usually five years. From the date of allocation, the shares have both voting and dividend rights.
The maximum total amount of compensation payable to the Board of Directors must be approved annually in advance by the General Meeting for the period until the end of the next Annual General Meeting.
If the total amount of compensation payable to the Board of Directors is not approved, the Board of Directors may either submit a new proposal to the same General Meeting or convene an Extraordinary General Meeting at which it will submit a new proposal for the total amount.
The compensation of members of the Board of Directors consists of various modules depending on the relevant member's activities.
| Chairman of the Board: + TCHF 200 | |||||||
|---|---|---|---|---|---|---|---|
| Chairman: + TCHF 30 | Chairman: + TCHF 30 | Chairman: + TCHF 30 | |||||
| Member: + TCHF 70 | Member: + TCHF 50 | Member: + TCHF 20 | |||||
| Real Estate Committee | Audit and Risk Committee | Nomination and Compensation Committee | |||||
| Member of the Board: TCHF 70 |
At the request of the Nomination and Compensation Committee, the Board of Directors may decide to pay part of the compensation in the form of shares.
It comprises a fixed basic compensation amount, plus fixed supplements for additional activities carried out and functions occupied. The basic compensation is CHF 70,000 per year for each member of the Board of Directors. The following fixed supplements are paid out for additional activities:
For activities exercised on a Board Committee:
For acting as Chairman:
This ensures that the compensation paid to the Board of Directors is in line with the time required for their activities and the level of responsibility involved.
Articles 28 and 29 of the Articles of Association govern the compensation of the Executive Board. The Articles of Association are available at www.mobimo.ch under Investors > Corporate Governance > Articles of Association.
The compensation system must ensure the members of the Executive Board receive compensation in line with their success in implementing the strategy and their contribution to corporate performance. It is based on the three principles described below:
The total compensation payable to each member of the Executive Board consists of a basic salary (incl. expenses allowance), any other non-performance-related elements and a performance-related element, plus social insurance contributions, ancillary pay and
pension contributions. Total compensation takes into account the level of responsibility, area of responsibility, expertise and function of the Executive Board member in question, their achievement of objectives and market conditions.
It is set by the entire Board of Directors at the request of the Nomination and Compensation Committee in line with market conditions, with a particular focus on salary levels in the Swiss real estate market, and reviewed annually. Salaries are compared against the major Swiss real estate companies listed on the SIX Swiss Exchange: Swiss Prime Site AG, PSP Swiss Property AG, Allreal Holding AG, Intershop Holding AG, Zug Estates Holding AG and Warteck Invest AG. This competitive compensation system should enable Mobimo to recruit the senior managers it wants from the relatively small pool of suitable executives and retain them for the company for the long term.
The maximum total amount of performance-related compensation payable to the Executive Board must be approved annually by the General Meeting for the financial year in which the General Meeting in question takes place. No performance-related compensation may be paid for the period in question before approval is given.
The maximum total amount of non-performance-related compensation payable to the Executive Board must be approved annually by the General Meeting for the financial year following the General Meeting in question.
If the total amount of compensation payable to the Executive Board is not approved, the Board of Directors may either submit a new proposal to the same General Meeting or convene an Extraordinary General Meeting at which it will submit a new proposal for the total amount of non-performance-related/performance-related compensation.
Like total compensation, the fixed salary is geared to the actual area of responsibility, professional requirements and expertise of each member of the Executive Board and the amount of work involved, and is paid in monthly instalments.
The performance-related compensation payable to members of the Executive Board is based on the quantitative and qualitative objectives and parameters set by the Board of Directors. The Board of Directors issues regulations governing the details of performance-related compensation. In accordance with currently applicable employment contracts, the maximum performancerelated compensation payable to each individual member of the Executive Board is limited to 100% of their non-performancerelated gross salary, despite the Articles of Association allowing an upper limit of 150%. At least 50% of the variable compensation is paid as a long-term incentive, i.e. in shares in the company. The shares issued are subject to a vesting period of generally five years.
In accordance with the compensation regulations in force since 1 January 2015, the payment of the performance-related element of Executive Board members' compensation is conditional on certain quantitative targets being met by the company (65%) and on individual performance targets (qualitative targets) being met (35%). Under the compensation regulations, variable compensation is capped at 100% of the fixed gross salary.
Based on the corporate strategy, the Board of Directors has defined the key performance figure for calculating the extent to which quantitative targets have been met as the return on equity before accumulated revaluation income.
However, entitlement to compensation as a result of quantitative targets being met is conditional on the company achieving a minimum return on equity before revaluation income of 4.5%. Once this minimum return on equity has been achieved, the entitlement of the Executive Board members rises on a straight-line basis within a range defined by the Board of Directors.
The Board of Directors may reduce this portion of the variable compensation in line with the regulations if shareholders do not receive a dividend/capital repayment at least equivalent to that of the prior year.
Qualitative targets may comprise individual performance targets such as company, segment or function-specific targets or personal targets, as well as economic and/or market-relevant key figures. Every year, the Nomination and Compensation Committee sets objectives based on Mobimo's corporate strategy, which are then used to determine individual performance targets. The Chairman of the Executive Board then submits a concrete proposal for individual performance targets to the Nomination and Compensation Committee. The targets are then approved by the Nomination and Compensation Committee.
The extent to which qualitative targets have been met is assessed once a year, after the end of the financial year. The assessment is carried out in a first phase by the Chairman of the Executive Board for his fellow members of the Executive Board and the Chairman of the Board of Directors for his fellow members of the Board of Directors. In the second, the assessment is carried out by the Nomination and Compensation Committee. Whether or not a member of the Executive Board has met their target determines their individual entitlement to the portion of performance-related contribution based on the qualitative objectives.
Performance-related compensation is always paid in the following year, at the latest prior to the date of the General Meeting.
At least 50% of the variable compensation is paid as a long-term incentive, i.e. in shares in the company. The shares are subject to a vesting period of generally five years. At the request of the Nomination and Compensation Committee, the Board of Directors determines the dates of allocation and transfer of ownership, and the vesting periods. The share value equals the share price on the date of allocation. From the date of allocation, the shares have both voting and dividend rights.
The Board of Directors may decide to shorten or waive vesting periods, make compensation conditional on the achievement of objectives or not pay compensation at all due to the occurrence of predefined events such as a change of control or termination of an employment relationship. In particular, members of the Executive Board who are released from their contracts generally still receive a pro rata portion of the contractually agreed compensation until the end of their employment contract unless the employer terminated the employment relationship for good cause attributable to the employee. Performance-related compensation is generally also paid unless the member in question provided good cause for termination. In each individual case, the Board of Directors decides whether or not the compensation is to be paid and whether vesting periods are to be waived on the basis of the employment contract and the specific circumstances.
The company is entitled to the repayment of all variable compensation paid out on the basis of annual financial statements that do not reflect the company's actual results due to criminal activities or other forms of manipulation. The amount of the repayment entitlement corresponds to the extent of the falsification.
Article 29 of the Articles of Association governs the additional amount for compensation payable to members appointed after the General Meeting. The Articles of Association are available at www.mobimo.ch under Investors > Corporate Governance > Articles of Association.
For each member of the Executive Board appointed after the General Meeting that voted on the total amount of compensation, there is an additional amount of 30% of the total compensation for the Executive Board already approved in advance for the relevant periods. This amount also covers the period between the member in question's appointment and the start of the already approved period. The additional amount that is actually used does not need to be approved by the General Meeting.
Within the limits of the total amount or additional amount already approved, the company may pay a new member of the Executive Board a joining bonus to offset any losses incurred due to the change of position.
The table below shows the approved compensation elements payable to the Board of Directors and Executive Board and compares the figures with the actual amounts recorded in 2017. In accordance with the Articles of Association, compensation payable to the Board of Directors is approved in advance for the period until the next Annual General Meeting. As a result, the approved compensation amount is reduced to the nine-month figure on a straight-line basis and compared with the payments recognised in the income statement for the period from April to December 2017.
| BoD TCHF |
Approved 28.3.2017 – 27.3.2018 |
Approved 28.3.2017 – 31.12.2017 (9 Monate/pro rata) |
Paid 28.3.2017 – 31.12.2017 |
Approved 29.3.2016 – 28.3.2017 |
Paid 29.3.2016 – 28.3.2017 |
|---|---|---|---|---|---|
| Fixed compensa tion incl. shares |
1,300 | 975 | 943 | 1,300 | 1,258 |
| Compensation for related parties |
n/a | n/a | n/a | 100 | 55 |
| Executive Board TCHF |
Approved 1.1.2017 – 31.12.2017 |
Paid 1.1.2017 – 31.12.2017 |
Approved 1.1.2016 – 31.12.2016 |
Paid 1.1.2016 – 31.12.2016 |
|---|---|---|---|---|
| Fixed compensation | 2,850 | 2,722 | 2,800 | 2,734 |
| Performance-related compensation | 2,850 | 1,537 | 2,800 | 2,345 |
Compensation payable to the Board of Directors and Executive Board and related parties
In the year under review, the members of the Board of Directors, related parties and the Executive Board received compensation as set out below.
| Name, function (TCHF) | Fees, salary |
Shares | Social security contributions |
2017 Total |
Fees, salary |
Shares | Social security contributions |
2016 Total |
|---|---|---|---|---|---|---|---|---|
| BoD | 1,119 | 81 | 56 | 1,256 | 910 | 290 | 58 | 1,258 |
| Georges Theiler, Chairman BoD | 340 | 0 | 21 | 361 | 340 | 0 | 21 | 361 |
| Brian Fischer, BoD | 170 | 0 | 12 | 182 | 55 | 115 | 10 | 180 |
| Wilhelm Hansen, BoD | 109 | 31 | 9 | 149 | 15 | 125 | 8 | 148 |
| Peter Schaub, BoD | 170 | 0 | 0 | 170 | 170 | 0 | 0 | 170 |
| Daniel Crausaz, BoD | 120 | 0 | 2 | 122 | 120 | 0 | 8 | 128 |
| Bernard Guillelmon, BoD | 120 | 0 | 9 | 129 | 120 | 0 | 8 | 128 |
| Peter Barandun, BoD | 90 | 50 | 3 | 143 | 90 | 50 | 3 | 143 |
Compensation report
No request was submitted to the 2017 Annual General Meeting for a sum for additional compensation of members of the Board of Directors and related parties or companies.
| Name, function (TCHF) | 2017 Total |
2016 Total |
2017 Christoph Caviezel, CEO |
2016 Christoph Caviezel, CEO |
|---|---|---|---|---|
| Fees, salary | 2,198 | 2,198 | 703 | 703 |
| Profit-sharing in cash | 715 | 1,092 | 229 | 350 |
| Profit-sharing in shares | 717 | 1,093 | 229 | 350 |
| Other contributions1 | 629 | 696 | 212 | 230 |
| Total | 4,259 | 5,079 | 1,373 | 1,633 |
1 The other payments relate to pension contributions, any service anniversary gifts, private use of vehicles and employer's social insurance contributions.
Amounts for the 2017 financial year reflect the expense reported in the consolidated financial statements for the year under review (accrual accounting).
The General Meeting of 28 March 2017 approved fixed compensation of CHF 2.85 million for the Executive Board for the 2017 financial year.
Share-based compensation for the Executive Board was based on the assumption that a ratio of 50% (prior year: 50%) as stipulated in the compensation regulations applies.
No loans or credit facilities were granted to members of the Board of Directors, Executive Board or related parties in the 2017 financial year, and there were no such receivables outstanding as at 31December 2017.
We have audited the remuneration report dated 31 December 2017 of Mobimo Holding AG for the year ended 31 December 2017. The audit was limited to the information according to articles 14-16 of the Ordinance against Excessive compensation in Stock Exchange Listed Companies contained in the sections "Compensation report for the 2015 financial year in accordance with the Ordinance Against Excessive Compensation in Listed Companies" on pages 51 to 52 of the compensation report. Report on the Audit of the Consolidated Financial Statements Opinion We have audited the consolidated financial statements of Mobimo Holding AG and its subsidiaries (the Group), which comprise the consolidated balance sheet as at 31 December 2017 and the consolidated income statement, Responsibility of the Board of Directors The Board of Directors is responsible for the preparation and overall fair presentation of the remuneration report in accordance with Swiss law and the Ordinance against Excessive compensation in Stock Exchange Listed
The Board of Directors is responsible for the preparation and overall fair presentation of the remuneration report in accordance with Swiss law and the Ordinance against Excessive compensation in Stock Exchange Listed Companies (Ordinance). The Board of Directors is also responsible for designing the remuneration system and defining individual remuneration packages. statements, including a summary of significant accounting policies. In our opinion the consolidated financial statements (pages 56 to 117) give a true and fair view of the consolidated financial position of the Group as at 31 December 2017, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards Auditor's Responsibility Our responsibility is to express an opinion on the accompanying remuneration report. We conducted our audit in accordance with Swiss Auditing Standards. Those standards require that we comply with ethical requirements
Our responsibility is to express an opinion on the accompanying remuneration report. We conducted our audit in accordance with Swiss Auditing Standards. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the remuneration report complies with Swiss law and articles 14 – 16 of the Ordinance. Basis for Opinion An audit involves performing procedures to obtain audit evidence on the disclosures made in the remuneration report with regard to compensation, loans and credits in accordance with articles 14 – 16 of the Ordinance. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatements in the remuneration report, whether due to fraud or error. This audit also includes evaluating the
An audit involves performing procedures to obtain audit evidence on the disclosures made in the remuneration report with regard to compensation, loans and credits in accordance with articles 14 – 16 of the Ordinance. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatements in the remuneration report, whether due to fraud or error. This audit also includes evaluating the reasonableness of the methods applied to value components of remuneration, as well as assessing the overall presentation of the remuneration report. Auditing Standards. Our responsibilities under these provisions and standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the provisions of Swiss law and the requirements of the Swiss audit profession, as well as the IESBA Code of Ethics for Professional Accountants, and we have fulfilled our other ethical responsibilities in accordance with these requirements. presentation of the remuneration report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Opinion
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. opinion. In our opinion, the remuneration report for the year ended 31 December 2017 of Mobimo Holding AG complies with Swiss law and articles 14 – 16 of the Ordinance.
In our opinion, the remuneration report for the year ended 31 December 2017 of Mobimo Holding AG complies with Swiss law and articles 14 – 16 of the Ordinance. Key Audit Matters
KPMG AG
Valuation of trading properties Completeness and accuracy of deferred tax liabilities Kurt Stocker Reto Kaufmann Licensed Audit Expert Auditor in Charge
Kurt Stocker Reto Kaufmann Licensed Audit Expert Auditor in Charge audit of the consolidated financial statements of the current period. These matters were addressed in the Lucerne, 7 February 2018
Lucerne, 7 February 2018
Licensed Audit Expert
Licensed Audit Expert Key audit matters are those matters that, in our professional judgment, were of most significance in our
KPMG AG, Pilatusstrasse 41, PO Box, CH-6003 Lucerne
KPMG AG is a subsidiary of KPMG Holding AG, which is a member of the KPMG network of independent firms affiliated with KPMG International Cooperative ("KPMG International"), a Swiss legal entity. All rights reserved.
Creating a transport planning system as part of the development of a district is a complicated affair. Specialist transport planners like Guido Gisler are familiar with the challenges these systems involve. They are much more complex than simply determining the number of parking spaces to be created.
There are a wide range of complicated requirements needing to be met in a major project when implementing such a transport planning system and setting up the necessary infrastructure, including taking all traffic flows into account – pedestrians, cyclists, cars and public transport – and predicting their development. On the Mattenhof development, the transport planning office TEAMverkehr.zug ag entrusted Guido Gisler with this task as the project lead. His starting point in devising the necessary concepts and calculations is always the status quo. "The road network surrounding the Mattenhof site is already overburdened," he said. "We had to run a simulation of how the development would affect the roads in future so that the planners and architects could plan everything – from the barrier systems and bicycle parking facilities to the underground car park exits – to ensure that the additional traffic would be absorbed without any problems." The new development will bring additional traffic into the area, despite the fact that the Mattenhof site will be a low-traffic area. "We have put a great deal of hard work into reducing the number of parking spaces in this area," explained Guido Gisler. "This means that there will not be a parking space for every apartment, which makes sense for a development in such a good location." Gisler is of the opinion that there must be an appropriate and proportionate number of parking spaces. "We have ensured that this is indeed the case with the Mattenhof site thanks to the development of the multi-storey car park already in place and the two relatively small underground car parks."
Expanded: the multistorey car park on the Mattenhof site.
| TCHF | Note | 2017 | 2016 |
|---|---|---|---|
| Income from rental of properties | 4 | 111,014 | 114,654 |
| Income from sale of trading properties and development services | 7 | 199,650 | 151,792 |
| Other income | 3,702 | 3,161 | |
| Revenue | 314,366 | 269,607 | |
| Gains from revaluation of investment properties | 5 | 64,159 | 114,652 |
| Losses on revaluation of investment properties | 5 | –36,878 | –33,948 |
| Net income from revaluation | 27,281 | 80,704 | |
| Profit on disposal of investment properties | 6 | 27,470 | 34,945 |
| Direct expenses for rented properties | 4 | –16,875 | –18,426 |
| Direct expenses from sale of trading properties and development services | 7 | –174,956 | –127,932 |
| Direct operating expenses | –191,831 | –146,358 | |
| Capitalised own-account services | 6,887 | 5,416 | |
| Personnel expenses | 17 | –25,351 | –27,302 |
| Operating expenses | 21 | –10,871 | –8,989 |
| Administrative expenses | 22 | –2,962 | –2,990 |
| Earnings before interest, tax, depreciation and amortisation (EBITDA) | 144,988 | 205,034 | |
| Depreciation | 25 | –1,685 | –1,714 |
| Amortisation and impairment losses | 26 | –1,006 | –3,008 |
| Earnings before interest and tax (EBIT) | 142,298 | 200,312 | |
| Share of profit of equity-accounted investees | 2,192 | 2,715 | |
| Financial income | 2,974 | 2,595 | |
| Financial expense | –31,536 | –31,075 | |
| Financial result | 11 | –28,562 | –28,479 |
| Earnings before tax (EBT) | 115,927 | 174,548 | |
| Tax expense | 20 | –24,436 | –15,130 |
| Profit | 91,492 | 159,418 | |
| Of which attributable to the shareholders of Mobimo Holding AG | 91,650 | 158,656 | |
| Of which attributable to non-controlling interests | –158 | 762 | |
| EBITDA not including revaluation | 117,708 | 124,330 | |
| Operating result (EBIT) not including revaluation | 115,017 | 119,609 | |
| Earnings before tax (EBT) not including revaluation | 88,646 | 93,844 | |
| Earnings per share in CHF | 33 | 14.74 | 25.52 |
| Diluted earnings per share in CHF | 33 | 14.74 | 25.52 |
| TCHF | Note | 2017 | 2016 |
|---|---|---|---|
| Profit | 91,492 | 159,418 | |
| Items that may be reclassified subsequently to income statement | 3,440 | –3,314 | |
| • Profit/loss on financial instruments for hedge accounting | 12 | 4,258 | –4,409 |
| • Reclassification adjustments for amounts recognised in income statement | 155 | 157 | |
| • Tax effects | 20 | –973 | 939 |
| Items that will not be reclassified to income statement | 29 | –691 | |
| • Remeasurement in staff pension schemes | 18 | 36 | –817 |
| • Tax effects | 20 | –7 | 126 |
| Total other comprehensive income |
3,470 | –4,005 | |
| Of which attributable to the shareholders of Mobimo Holding AG | 3,470 | –4,005 | |
| Of which attributable to non-controlling interests | 0 | 0 | |
| Total comprehensive income | 94,961 | 155,413 | |
| Of which attributable to the shareholders of Mobimo Holding AG | 95,119 | 154,651 | |
| Of which attributable to non-controlling interests | –158 | 762 |
| TCHF Note |
31.12.2017 | 31.12.2016 |
|---|---|---|
| Assets | ||
| Current assets | ||
| Cash 14 |
87,103 | 173,869 |
| Trade receivables 23 |
73,749 | 13,479 |
| Financial assets 28 |
150,000 | 0 |
| Income tax receivables | 13,089 | 8,773 |
| Other receivables 24 |
24,546 | 25,605 |
| Trading properties 8 |
201,845 | 304,844 |
| Accrued income and prepaid expenses | 2,565 | 2,431 |
| Total current assets | 552,897 | 529,002 |
| Non-current assets | ||
| Investment properties | ||
| • Commercial properties 5 |
1,367,490 | 1,373,488 |
| • Residential properties 5 |
730,650 | 724,076 |
| • Development properties 5 |
118,960 | 121,104 |
| • Investment properties under construction 5 |
366,660 | 228,130 |
| Property, plant and equipment | ||
| • Owner-occupied properties 25 |
13,454 | 13,982 |
| • Other property, plant and equipment 25 |
5,889 | 3,570 |
| Intangible assets 26 |
8,069 | 6,274 |
| Investments in associates and joint ventures 27 |
27,968 | 27,609 |
| Financial assets 28 |
1,849 | 1,966 |
| Deferred tax assets 20 |
1,811 | 2,488 |
| Total non-current assets | 2,642,799 | 2,502,686 |
| Total assets | 3,195,695 | 3,031,688 |
| TCHF Note |
31.12.2017 | 31.12.2016 |
|---|---|---|
| Equity and liabilities | ||
| Liabilities | ||
| Current liabilities | ||
| Current financial liabilities 12 |
204,421 | 92,597 |
| Trade payables | 29,604 | 31,384 |
| Current tax liabilities | 10,433 | 25,397 |
| Derivative financial instruments 12/16 |
22 | 0 |
| Other payables 29 |
5,055 | 10,133 |
| Advance payments from buyers 10 |
1,923 | 11,197 |
| Accrued expenses and deferred income 30 |
37,034 | 32,471 |
| Total current liabilities | 288,492 | 203,181 |
| Non-current liabilities | ||
| Non-current financial liabilities 12 |
1,308,407 | 1,256,804 |
| Employee benefit obligation 18 |
6,053 | 7,163 |
| Derivative financial instruments 12/16 |
32,758 | 39,834 |
| Deferred tax liabilities 20 |
160,878 | 158,440 |
| Total non-current liabilities | 1,508,095 | 1,462,241 |
| Total liabilities | 1,796,588 | 1,665,421 |
| Equity 15 |
||
| Share capital | 180,327 | 180,327 |
| Treasury shares | –133 | –446 |
| Capital reserves | 145,390 | 207,466 |
| Retained earnings | 1,058,352 | 963,589 |
| Total equity attributable to the shareholders of Mobimo Holding AG | 1,383,935 | 1,350,936 |
| Attributable to non-controlling interests | 15,172 | 15,331 |
| Total equity | 1,399,108 | 1,366,267 |
| Total equity and liabilities | 3,195,695 | 3,031,688 |
| TCHF | Note | 2017 | 2016 |
|---|---|---|---|
| Earnings before tax | 115,927 | 174,548 | |
| Net gains from revaluation of investment properties | 5 | –27,281 | –80,704 |
| Share-based payments | 19 | 799 | 1,350 |
| Depreciation on property, plant and equipment and amortisation of lease incentives | 2,314 | 2,590 | |
| Amortisation of intangible assets | 26 | 1,006 | 3,008 |
| Profit on disposal of investment properties | 6 | –27,470 | –34,945 |
| Profit on disposal/derecognition of property, plant and equipment | –20 | –2 | |
| Loss on disposal/derecognition of intangible assets | 1 | 0 | |
| Share of profit of associates and joint ventures | –2,192 | –2,715 | |
| Financial result | 11 | 28,562 | 28,479 |
| Changes | |||
| • Trade receivables | –60,223 | –7,053 | |
| • Trading properties | 103,630 | 52,252 | |
| • Other receivables and accrued income and prepaid expenses | 1,106 | –20,498 | |
| • Employee benefit obligation | –1,074 | 506 | |
| • Trade payables | –3,727 | 3,161 | |
| • Advance payments from buyers | –9,275 | –1,820 | |
| • Other liabilities and accrued expenses and deferred income | –4,649 | 1,656 | |
| Income tax paid | –38,842 | –38,230 | |
| Net cash from operating activities | 78,593 | 81,582 | |
| Investments in financial assets | –150,000 | –117 | |
| Acquisition of subsidiaries, net of cash acquired | 34 | 0 | –10,851 |
| Acquisition of investment properties | 5 | –183,428 | –85,795 |
| Acquisition of property, plant and equipment | 25 | –3,475 | –1,488 |
| Acquisition of intangible assets | 26 | –2,802 | –2,297 |
| Disposal of financial assets | 117 | 0 | |
| Disposal of property, plant and equipment | 20 | 2 | |
| Disposal of investment properties less selling costs | 123,842 | 157,702 | |
| Disposal of associates | 100 | 0 | |
| Dividends received | 1,690 | 1,245 | |
| Interest received | 41 | 183 | |
| Net cash used in investing activities | –213,895 | 58,584 | |
| Proceeds from financial liabilities | 12 | 278,591 | 0 |
| Repayment of financial liabilities | 12 | –133,836 | –89,894 |
| Distribution of capital contribution reserves | 15 | –62,174 | –62,153 |
| Acquisition of non-controlling interests | 0 | –208 | |
| Purchase of treasury shares | 15 | –745 | –1,511 |
| Interest paid | –33,300 | –35,427 | |
| Net cash used in financing activities | 48,536 | –189,193 | |
| Decrease in cash | –86,766 | –49,028 | |
| Cash at beginning of reporting period | 173,869 | 222,897 | |
| Cash at end of reporting period | 87,103 | 173,869 |
| Other | Total | Equity attributable to | Non | |||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Share | Treasury | Capital | Hedging | retained | retained | the shareholders of | controlling | Total | ||
| TCHF | Note | capital | shares | reserves | reserve | earnings | earnings | Mobimo Holding AG | interests | equity |
| At 1 January 2016 | 180,327 | –262 | 269,577 | –21,187 | 830,162 | 808,975 | 1,258,617 | 6,074 | 1,264,691 | |
| Profit 2016 | 158,656 | 158,656 | 158,656 | 762 | 159,418 | |||||
| Cash flow hedges: | 12 | |||||||||
| • Change in fair value | –4,409 | –4,409 | –4,409 | –4,409 | ||||||
| • Transfer to income | ||||||||||
| statement | 157 | 157 | 157 | 157 | ||||||
| • Tax effects | 939 | 939 | 939 | 939 | ||||||
| Staff pension schemes: | 18 | |||||||||
| • Remeasurement | –817 | –817 | –817 | –817 | ||||||
| • Tax effects | 126 | 126 | 126 | 126 | ||||||
| Other comprehensive | ||||||||||
| income | 0 | 0 | 0 | –3,314 | –691 | –4,005 | –4,005 | 0 | –4,005 | |
| Total comprehensive income |
0 | 0 | 0 | –3,314 | 157,965 | 154,651 | 154,651 | 762 | 155,413 | |
| Distribution of capital | ||||||||||
| contribution reserves | 15 | –62,153 | –62,153 | –62,153 | ||||||
| Share-based payments: | 19 | |||||||||
| • Board of Directors and management |
1,327 | 42 | –19 | –19 | 1,350 | 1,350 | ||||
| Purchase of treasury shares |
–1,511 | –1,511 | –1,511 | |||||||
| Non-controlling interests arising from acquisition |
8,928 | 8,928 | ||||||||
| Acquisition of non controlling interests |
–17 | –17 | –17 | –433 | –450 | |||||
| At 31 December 2016/ | ||||||||||
| 1 January 2017 | 180,327 | –446 | 207,466 | –24,500 | 988,090 | 963,589 | 1,350,936 | 15,331 | 1,366,267 | |
| Profit 2017 | 91,650 | 91,650 | 91,650 | –158 | 91,492 | |||||
| Cash flow hedges: | 12 | |||||||||
| • Change in fair value | 4,258 | 4,258 | 4,258 | 4,258 | ||||||
| • Transfer to income | ||||||||||
| statement | 155 | 155 | 155 | 155 | ||||||
| • Tax effects | –973 | –973 | –973 | –973 | ||||||
| Staff pension schemes: | 18 | |||||||||
| • Remeasurement | 36 | 36 | 36 | 36 | ||||||
| • Tax effects | –7 | –7 | –7 | –7 | ||||||
| Other comprehensive income |
0 | 0 | 0 | 3,440 | 29 | 3,470 | 3,470 | 0 | 3,470 | |
| Total comprehensive | ||||||||||
| income | 0 | 0 | 0 | 3,440 | 91,679 | 95,119 | 95,119 | –158 | 94,961 | |
| Distribution of capital | ||||||||||
| contribution reserves | 15 | –62,174 | –62,174 | –62,174 | ||||||
| Share-based payments: | 19 | |||||||||
| • Board of Directors and management |
1,057 | 98 | –357 | –357 | 799 | 799 | ||||
| Purchase of treasury | ||||||||||
| shares | –745 | –745 | –745 | |||||||
| At 31 December 2017 | 180,327 | –133 | 145,390 | –21,060 | 1,079,412 1,058,352 | 1,383,935 | 15,172 | 1,399,108 |
Mobimo Holding AG is the parent company of the Mobimo Group, which operates exclusively in Switzerland.
Its business activities consist of the long-term holding and management of commercial, industrial and residential properties, the construction and selling of owner-occupied residential properties and the development of commercial and residential properties for its own portfolio and third-party investors.
Mobimo Holding AG is a public limited company under Swiss law, headquartered in Lucerne and listed on the SIX Swiss Exchange.
The consolidated annual financial statements of Mobimo Holding AG are prepared in accordance with International Financial Reporting Standards (IFRS) and comply with legislation in Switzerland as well as with Article 17 of the Directive on Financial Reporting issued by the SIX Swiss Exchange.
Consolidation takes place on the basis of the individual financial statements from the Group companies. These statements are audited and drawn up in accordance with standardised guidelines. The reporting date is 31 December.
All amounts contained in the consolidated annual financial statements are shown in thousands of Swiss francs (TCHF), unless stated otherwise. The sums and totals of the individual positions may be larger or smaller than 100% due to rounding.
The consolidated annual financial statements have been prepared in accordance with the cost principle, with the exception of investment properties, investment properties under construction and derivatives, which are recognised at fair value, and investments in associates and joint ventures, which are initially valued at cost and subsequently according to Mobimo's share of equity.
The Notes to the Consolidated Financial Statements are divided into what Mobimo considers relevant sections to facilitate an understanding of the company's income and financial situation. Similarly, for the purpose of facilitating comprehension, the accounting principles applied and material uncertainties regarding estimations are expounded at the beginning of each relevant Note.
In preparing the consolidated annual financial statements in accordance with IFRS, management is required to make estimates and assumptions and apply its judgement in its application of the accounting policies. This can influence reported income, expenses, assets, liabilities and contingent assets and liabilities at the time the statements are drawn up. The estimates and assumptions used are based on past experience as well as on other factors which appear plausible at that specific point in time. If actual results in the future differ from such estimates and assumptions, the initial estimates and assumptions will be adjusted in the applicable reporting period accordingly.
The main estimates and assumptions used in the valuation of assets and liabilities are described in the following Notes:
With effect from 1 January 2017, Mobimo uses the following newly applicable or amended standards and interpretations:
Due to the amendments to IAS 7, a reconciliation between the opening and closing balance sheet amounts for financial liabilities is reported for the first time. This can be found in Note 12. The amendments otherwise had no effect on the 2017 consolidated annual financial statements.
As regards information in the balance sheet, the following change has been made: in the case of property gains tax, escrow property tax payments made to the tax authorities in the event of a sale are offset against the tax liability calculated for every property sold. If this produces a receivable, this was previously reported in Other receivables. Now, this receivable will be posted in Income tax receivables (reclassification of CHF 10.0 million). The previous year has likewise been amended accordingly (reclassification of
CHF 5.8 million). If this offsetting resulted in a tax liability for the property, this was previously already reported in Liabilities from income tax.
The following new and amended standards and interpretations were approved, but did not or will not take effect until a later date. They have not been adopted in advance in these consolidated annual financial statements. The impact on Mobimo's consolidated annual financial statements has not yet been systematically analysed. Consequently, their anticipated impact as disclosed in the footnotes to the table represents merely an initial estimate by the Executive Board.
| Standard/Interpretation | Entry into force | Planned application by Mobimo (financial year) |
||
|---|---|---|---|---|
| Amendments to IFRSs 2014 - 2016 | Annual Improvements to IFRSs 2014 − 2016 Cycle | * | 1.1.2017/ 1.1.2018 |
2017 financial year/ 2018 financial year |
| IFRS 9 | Financial Instruments | ** | 1.1.2018 | 2018 financial year |
| IFRS 15 | Revenue from Contracts with Customers and related Clarifications |
** | 1.1.2018 | 2018 financial year |
| Amendments to IFRS 2 | Classification and Measurement of Share-based Payment Transactions |
* | 1.1.2018 | 2018 financial year |
| IFRIC 22 | Foreign Currency Transactions and Advance Considerations |
* | 1.1.2018 | 2018 financial year |
| Amendments to IAS 40 | Transfer to and from Investment Property | * | 1.1.2018 | 2018 financial year |
| IFRS 16 | Leases | ** | 1.1.2019 | 2019 financial year |
| IFRIC 23 | Uncertainty over Income Tax Treatments | * | 1.1.2019 | 2019 financial year |
| Amendments to IFRSs 2015 - 2017 | Annual Improvements to IFRSs 2015 − 2017 Cycle | * | 1.1.2019 | 2019 financial year |
| Amendments to IAS 28 | Long-term interests in associates and joint ventures | * | 1.1.2019 | 2019 financial year |
* No impact or no significant impact expected on Mobimo's consolidated financial statements.
** Mobimo is currently analysing the impact. See the Notes below for the individual standards.
IFRS 9 Financial Instruments governs the classification and measurement of financial assets and liabilities as well as hedge accounting, and replaces standard IAS 39. Reductions have been made, for example, to the number of categories of financial assets, and the provisions for hedge accounting have been revised. Furthermore, an expected credit loss must be posted for financial assets upon being recognised in the balance sheet with the new impairment model. Based on the analysis performed, Mobimo believes that the application of the impairment model required under IFRS 9 will only have a negligible impact. The other changes will likewise at most have insignificant effects, or will result in specific changes being made to the designations and presentation of financial instruments in the annual report.
IFRS 15 introduces a new approach to revenue recognition according to which revenue is recognised when control of a product or service passes to the customer (instead of the previous approach
based on the time of the transfer of the risks and rewards of ownership). This consequently also redefines the scope for the application of the percentage of completion (POC) method. Instead of the previous practice under IAS 11, the application of the POC method under IFRS 15 no longer depends on whether the contract in question is a specific construction contract negotiated with the customer but instead on whether control has already been transferred. IFRS 15 makes a distinction between revenue recognition on a specific date and over time, with the latter corresponding to the POC method. While the provisions of IAS 17 (Leases) continue to apply to the rental of investment properties, which are consequently excluded from the new standard, IFRS 15 is to be applied to the sale of residential property and to development services for third-party investors.
Although Mobimo expects the changes to have no material impact on its development services for third-party investors, they affect revenue recognition on the sale of condominiums. The current guidelines under IFRIC 15 specify that revenue is to be recognised on the transfer of material risks and rewards when ownership is transferred and therefore generally at the handover of the keys. According to IFRS 15, revenue is recognised when control of a product or service passes to the customer. Period-based revenue recognition is to be applied in accordance with IFRS 15.35c when performance creates an asset without an alternative use to the entity and the entity has an enforceable right to payment for performance completed. Following notarisation of a purchase contract with the buyer, Mobimo is no longer able to place an alternative apartment at the buyer's disposal without breaching the contract. The notarised purchase contract also fulfils the criterion of an enforceable right to payment for work already performed to date. In future, Mobimo will therefore recognise revenue and estimated share of profit for condominiums under a notarised purchase contract during the progress of construction if it has reasonable knowledge that the contract will very likely be fulfilled by both parties as part of the agreement with the buyer.
In addition, IFRS 15 includes more stringent requirements as regards the information in the Notes.
Mobimo will apply IFRS 15 for the first time using the "cumulative effect method", whereby only contracts that were not concluded before the standard was applied will be recognised in the balance sheet in accordance with IFRS 15. Mobimo will thus refrain from fully applying the provisions of IFRS 15 to the presented comparison periods and will enter the accumulated amounts adjusted as a result of the first-time application of the standard in Retained earnings from 1 January 2018. In the case of contracts that have been notarised but for which ownership of the property had not yet been transferred as at 31 December 2017, the turnover would have been recognised in 2017 in accordance with IFRS 15. As at 1 January 2018, the effect on equity as a result of these contracts (sale of condominiums) being treated differently amounts to CHF 0.7 million according to current calculations (five apartments had been notarised as at the reporting date but ownership of these apartments has not yet been transferred).
The previous IAS 17 (Leases) standard is being replaced by IFRS 16. This changes how leases are recognised. Henceforth, the lessee recognises leases under assets and liabilities in the balance sheet, provided it does not involve short-term contracts of less than 12 months or low-value leased assets. For the lessor, the requirements under IFRS 16 are similar to those under IAS 17, so leases continue to be recognised as finance or operating leases.
In accordance with its business model, Mobimo acts primarily as a lessor. In the case of transactions in which Mobimo acts as the lessee, Mobimo has analysed the existing rental/leasing agreements and possesses agreements in the following areas that are considered leasing agreements under IFRS 16 and must be recognised in the balance sheet in the future: building rights agreements as the grantee of building rights, long-term rents of premises, vehicles and office equipment. The rental/leasing payments arising from such agreements in future are presented in Note 32.
Mobimo will not apply IFRS 16 early, as was originally planned, and the first-time application will take place on 1 January 2019 – as scheduled by the standard setter. Mobimo plans to apply IFRS 16 for the first time using the "modified retrospective approach". Accordingly, the comparison periods will not undergo a complete restatement and the amounts adjusted as a result of the new standard will be recognised when IFRS 16 is applied for the first time.
Internal reporting to Mobimo's key decision-makers is based on the company's two business segments. The business activities of these two segments can be described as follows:
The Real Estate segment shows the profit from investment properties held on a long-term basis to generate rental income. This profit comprises the income and associated expenses relating to investment properties, including commercial and residential properties. The investment portfolio is constantly optimised by the company's Portfolio Management. An individual strategy is determined for each investment property based on the corporate strategy. The portfolio and tenant mix is constantly reviewed. Mobimo aims for significant diversification to generate stable and sustainable returns. The company's management and marketing teams are responsible for tenant support, operation and maintenance of properties and marketing residential, commercial and retail space. Following the integration of FM Service&Dienstleistungs AG in April 2016, the Real Estate segment now provides facility management and related services for the company's own selected investment properties as well as for third-party customers.
The Development segment shows the profit from investment properties under construction for the company's own portfolio, development for institutional and private investors (Development for Third Parties) and the construction and sale of condominium apartments. The services provided by the Development for Third Parties business area range from purely development services to turn-key real estate. The business area's activities include developing and realising construction projects on sites and building plots, monitoring construction activity during the construction phase and supporting buyers with condominium projects as well as selling condominiums. Developments for sale (third parties and condminiums) are recognised under Trading properties as well as under Assets and liabilities from current projects (see Notes 8 and 9). Developments for the company's own portfolio are listed under Investment properties under construction (see Note 5).
The Board of Directors, which has been identified as the key decisionmaker, monitors the results of the individual divisions on the basis of EBIT. These figures are determined using the same accounting principles as in the consolidated annual financial statements prepared in accordance with IFRS. Income tax and interest are not included in the segment results. The costs of central functions such as Finance and IT, Marketing and Communication, Legal Services and Central Services, such as the expenses for the Executive Board, are attributed to the segments on the basis of usage. Expenses in connection with the Board of Directors are not attributed to the segments, but are reported under Reconciliation.
Segment assets include trading properties, receivables from current projects, investment properties and owner-occupied properties. No other assets are attributed to the segments. Segment assets are measured in the same way as in the consolidated annual financial statements prepared in accordance with IFRS.
With the exception of the transfer of segment assets, there were no transactions between the individual segments. Accordingly, there was no need to eliminate intersegment transactions.
Since Mobimo operates exclusively in Switzerland, revenues and non-current assets do not need to be broken down on a geographical basis.
A further breakdown of income by property type (commercial, residential and trading properties) can be found in Note 4.
Consolidated annual financial statements: Notes to the consolidated annual financial statements Segment reporting
| TCHF | Real Estate | Development | Total segments | Reconciliation | Total |
|---|---|---|---|---|---|
| Income from rental of properties | 101,476 | 9,538 | 111,014 | 111,014 | |
| Net income from revaluation | –2,114 | 29,395 | 27,281 | 27,281 | |
| Income from sale of trading properties and development | |||||
| services | 0 | 199,650 | 199,650 | 199,650 | |
| Profit on disposal of investment properties | 27,470 | 0 | 27,470 | 27,470 | |
| Other income | 3,702 | 0 | 3,702 | 3,702 | |
| Total segment income | 130,533 | 238,584 | 369,117 | 369,117 | |
| Segment result EBIT1 | 100,462 | 43,132 | 143,594 | –1,296 | 142,298 |
| Share of profit of equity-accounted investees | 2,192 | ||||
| Financial result | –28,562 | ||||
| Earnings before tax (EBT) | 115,927 | ||||
| Tax | –24,436 | ||||
| Profit | 91,492 | ||||
| Trading properties | 201,845 | 201,845 | 201,845 | ||
| Receivables from current projects2 | 65,182 | 65,182 | 65,182 | ||
| Investment properties | 2,098,140 | 118,960 | 2,217,100 | 2,217,100 | |
| Owner-occupied properties | 13,454 | 13,454 | 13,454 | ||
| Investment properties under construction | 366,660 | 366,660 | 366,660 | ||
| Total segment assets | 2,111,594 | 752,647 | 2,864,240 | 2,864,240 | |
| Non-attributed assets | 331,455 | 331,455 | |||
| Total assets | 3,195,695 | ||||
| Depreciation and amortisation | –1,245 | –1,446 | –2,690 | –2,690 | |
| Investments in non-current assets | 88,951 | 120,301 | 209,251 | 6,277 | 215,528 |
1 The reconciliation EBIT comprises compensation forthe Board of Directors.
2 The balance from current projects with net receivables is offset by projects with a net liability from advance payments from customers of TCHF 2,934.
| TCHF | Real Estate | Development | Total segments | Reconciliation | Total |
|---|---|---|---|---|---|
| Income from rental of properties | 104,450 | 10,204 | 114,654 | 114,654 | |
| Net income from revaluation | 45,149 | 35,555 | 80,704 | 80,704 | |
| Income from sale of trading properties and development services |
0 | 151,792 | 151,792 | 151,792 | |
| Profit on disposal of investment properties | 34,945 | 0 | 34,945 | 34,945 | |
| Other income | 3,161 | 0 | 3,161 | 3,161 | |
| Total segment income | 187,705 | 197,551 | 385,256 | 385,256 | |
| Segment result EBIT1 | 155,299 | 46,299 | 201,598 | –1,286 | 200,312 |
| Share of profit of equity-accounted investees | 2,715 | ||||
| Financial result | –28,479 | ||||
| Earnings before tax (EBT) | 174,548 | ||||
| Tax | –15,130 | ||||
| Profit | 159,418 | ||||
| Trading properties | 304,844 | 304,844 | 304,844 | ||
| Receivables from current projects2 | 6,081 | 6,081 | 6,081 | ||
| Investment properties | 2,097,564 | 121,104 | 2,218,668 | 2,218,668 | |
| Owner-occupied properties | 13,982 | 13,982 | 13,982 | ||
| Investment properties under construction | 228,130 | 228,130 | 228,130 | ||
| Total segment assets | 2,111,546 | 660,159 | 2,771,705 | 2,771,705 | |
| Non-attributed assets | 259,983 | 259,983 | |||
| Total assets | 3,031,688 | ||||
| Depreciation and amortisation | –1,138 | –3,583 | –4,721 | –4,721 | |
| Investments in non-current assets | 11,380 | 84,329 | 95,709 | 3,815 | 99,524 |
1 The reconciliation EBIT comprises compensation forthe Board of Directors.
2 The balance from current projects with net receivables is offset by projects with a net liability from advance payments from customers of TCHF 5,816.
Income from the rental of properties includes net rental income, i.e. target rental income less rents lost due to vacancies. In the case of rental agreements classed as operating leases, rents are recognised on an accrual basis over the term of the lease. If the tenants are provided with significant incentives (e.g. tenant-specific finishings or rent-free periods), the cost of such incentives is recognised over the lease term on a straight-line basis as an adjustment of the rental income.
At present, Mobimo has no rental agreements classed as finance leases.
Direct expenses contains all costs relating to maintenance and administration (including building superintendent remuneration, marketing and property taxes) that cannot be passed on to tenants.
Rental income can be broken down as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Commercial properties | 76,409 | 79,642 |
| Residential properties | 30,344 | 32,178 |
| Income from rental of | ||
| investment properties | 106,753 | 111,820 |
| Trading properties1 | 4,261 | 2,834 |
| Total income from rental of | ||
| properties | 111,014 | 114,654 |
| Commercial properties | –11,192 | –11,801 |
| Losses on receivables | ||
| commercial properties | 169 | –203 |
| Residential properties | –5,224 | –6,049 |
| Losses on receivables | ||
| residential properties | –111 | –20 |
| Investment property expense | –16,359 | –18,073 |
| Rented trading properties1 | –467 | –399 |
| Losses on receivables from trading | ||
| properties1 | –48 | 46 |
| Total expense for rental of properties | –16,875 | –18,426 |
| Net rental income | 94,140 | 96,229 |
1 Rental income or expenses from development properties.
The year-on-year decrease in income/expenses from rented commercial and residential properties is mainly attributable to the sales of investment properties made during the reporting year and the previous year.
The future rental income set out below will be generated from non-cancellable rental agreements for investment properties:
| TCHF | Commercial properties |
Residential properties |
2017 Total |
|---|---|---|---|
| Rental income within 1 year |
61,313 | 3,665 | 64,979 |
| Rental income within 2 to 5 years |
169,337 | 6,635 | 175,972 |
| Rental income in over 5 years |
266,402 | 2,955 | 269,357 |
| Total future rental income from non-cancel lable rental agreements |
497,052 | 13,255 | 510,307 |
| TCHF | Commercial properties |
Residential properties |
2016 Total |
|---|---|---|---|
| Rental income within 1 year |
68,879 | 2,998 | 71,878 |
| Rental income within 2 to 5 years |
189,191 | 7,306 | 196,497 |
| Rental income in over 5 years |
177,559 | 4,498 | 182,057 |
| Total future rental income from non-cancel lable rental agreements |
435,630 | 14,802 | 450,431 |
Rental agreements for commercial properties generally contain an index clause stating that rents may be increased on the basis of the consumer price index. Rent increases for residential properties are generally linked to factors including the mortgage interest rate (reference interest rate). As at 31 December 2017, 65.1% or CHF 69.8 million (prior year: 70.7% or CHF 78.5 million) of rental income came from rental agreements with index clauses. The vast majority of these agreements contain a 100% adjustment in line with the index.
The five biggest tenants generate the following shares of rental income:
| % | 31.12.2017 | 31.12.2016 |
|---|---|---|
| SV (Schweiz) AG | 6.4 | 6.3 |
| Swisscom Group | 5.4 | 5.3 |
| Senevita AG | 3.2 | 3.0 |
| Coop | 3.1 | 3.1 |
| Rockwell Automation Switzerland1 | 2.9 | n/a |
| Total | 21.0 | 17.7 |
1 As at 31 December 2017, Rockwell Automation AG is now one of the five biggest tenants, which is why Migros AG (as at 31 December 2016: 2.9%, therefore 20.6% in total) is no longer on the list.
Consolidated annual financial statements: Notes to the consolidated annual financial statements Investment portfolio
The properties are measured at fair value, determined in accordance with the provisions of IFRS 13. The valuations are based on various estimates and assumptions, which are explained in the Valuation details section of this Note. The sensitivity of the fair values of investment properties to a change in inputs and a quantitative analysis of the sensitivity of fair values to a change in the discount rate are also shown.
The investment properties are classified as investment properties under IAS 40. Mobimo differentiates between the following categories of investment property:
These are properties that have been either acquired or built by the company and that are held and managed over a substantial period of time and are not rented out by Mobimo to private individuals as living space. Rental agreements for commercial properties generally contain an index clause stating that rents may be increased on the basis of the consumer price index.
These are properties that have been either acquired or built by the company and that will be held and managed over a substantial period of time and rented out to private individuals as living space. Rent increases for residential properties are generally linked to factors including the mortgage interest rate (reference interest rate).
In the case of mixed use, properties where more than 50% of rental income is generated from the rental of apartments are reported as residential properties and properties where more than 50% of rental income results from the rental of commercial premises are recognised as commercial properties.
These include properties with construction shortcomings or substantial vacancy rates, where vacancy is unlikely to be brought below 10% on a long-term basis without significant refurbishment measures. Renovation or conversion plans are developed for these properties. On the basis of these plans, the properties either are reclassified as investment properties under construction or as trading properties or revert to commercial or residential properties. Land held for undetermined future use is likewise classified as development property.
Properties are classified as investment properties under construction as soon as building permission has been granted and construction is to start in the near future. Following completion, they are reclassified as either residential or commercial properties.
Investment properties are initially valued at cost at the time of initial recognition including directly attributable transaction costs. After initial recognition, they are recognised at fair value and the changes in value are recognised in the income statement. To this end, an independent property expert conducts a valuation as at the reporting date. Fair value is determined on the basis of IFRS 13 (see section Valuation details).
Investment properties changed as follows:
| Investment | |||||
|---|---|---|---|---|---|
| TCHF | Commercial properties |
Residential properties |
Development properties |
properties under construction |
2017 Total |
| Market value at 1 January | 1,373,488 | 724,076 | 121,104 | 228,130 | 2,446,798 |
| Cumulative acquisition costs | |||||
| At 1 January | 1,199,237 | 572,878 | 142,746 | 210,699 | 2,125,561 |
| Increases from purchases1 | 71,873 | 0 | 0 | 0 | 71,873 |
| Increases from investments2 | 14,004 | 3,023 | 4,714 | 112,235 | 133,976 |
| Capitalisation of borrowing costs | 0 | 0 | 0 | 2,707 | 2,707 |
| Capitalisation/amortisation of lease incentives | –579 | 0 | 0 | 645 | 65 |
| Disposals | –67,333 | –20,028 | 0 | 0 | –87,362 |
| Transfers between categories | 2,761 | 6,165 | 0 | –8,926 | 0 |
| Balance at 31 December | 1,219,963 | 562,039 | 147,460 | 317,359 | 2,246,821 |
| Cumulative revaluation | |||||
| Balance at 1 January | 174,251 | 151,198 | –21,642 | 17,431 | 321,237 |
| Gains on valuations3 | 9,829 | 15,493 | 0 | 38,837 | 64,159 |
| Losses on valuations3 | –25,544 | –1,892 | –6,858 | –2,584 | –36,878 |
| Disposals4 | –11,297 | –282 | 0 | 0 | –11,579 |
| Transfers between categories | 289 | 4,095 | 0 | –4,384 | 0 |
| Cumulative revaluation at 31 December | 147,527 | 168,611 | –28,500 | 49,301 | 336,939 |
| Market value at 31 December | 1,367,490 | 730,650 | 118,960 | 366,660 | 2,583,760 |
1 Increases from purchases include non-cash transactions, especially due to the takeover of financial liabilities from the purchase of the property Lausanne, Place de la Gare 10 (see Note 12).
2 Increases from investments include non-cash transactions from the accrual for construction costs and trade payables.
3 Corresponds to the sum of "Gains from revaluation of investment properties" and "Losses on revaluation of investment properties" in the income statement and represents the unrealised gains on properties that were in the investment portfolio as at the end of the year under review.
4 Included as a realised gain in "Profit on sale of investment properties" in the income statement.
Consolidated annual financial statements: Notes to the consolidated annual financial statements Investment portfolio
| Investment | |||||
|---|---|---|---|---|---|
| Commercial | Residential | Development | properties | 2016 | |
| TCHF | properties | properties | properties | under construction | Total |
| Market value at 1 January | 1,357,011 | 760,117 | 142,470 | 153,170 | 2,412,768 |
| Cumulative acquisition costs | |||||
| Balance at 1 January | 1,189,840 | 632,180 | 161,599 | 153,867 | 2,137,486 |
| Increases from investments1 | 10,274 | 1,107 | 15,732 | 66,698 | 93,811 |
| Capitalisation of borrowing costs | 0 | 0 | 309 | 1,589 | 1,898 |
| Capitalisation/amortisation of lease incentives | –876 | 0 | 0 | 0 | –876 |
| Disposals | 0 | –86,453 | 0 | 0 | –86,453 |
| Transfers to trading properties | 0 | 0 | 0 | –20,306 | –20,306 |
| Transfers between categories | 0 | 26,045 | –34,895 | 8,850 | 0 |
| Balance at 31 December | 1,199,237 | 572,878 | 142,746 | 210,699 | 2,125,561 |
| Cumulative revaluation | |||||
| Balance at 1 January | 167,171 | 127,937 | –19,129 | –697 | 275,282 |
| Gains on valuations2 | 35,151 | 39,013 | 9,628 | 30,861 | 114,652 |
| Losses on valuations2 | –28,071 | –944 | –2,680 | –2,254 | –33,948 |
| Disposals3 | 0 | –36,304 | 0 | 0 | –36,304 |
| Transfers to trading properties | 0 | 0 | 0 | 1,556 | 1,556 |
| Transfers between categories | 0 | 21,495 | –9,461 | –12,034 | 0 |
| Balance at 31 December | 174,251 | 151,198 | –21,642 | 17,431 | 321,237 |
| Market value at 31 December | 1,373,488 | 724,076 | 121,104 | 228,130 | 2,446,798 |
1 Increases from investments include non-cash transactions from the accrual for construction costs and trade payables.
2 Corresponds to the sum of "Gains from revaluation of investment properties" and "Losses on revaluation of investment properties" in the income statement and
represents the unrealised gains on properties that were in the investment portfolio as at the end of the year under review.
3 Included as a realised gain in "Profit on sale of investment properties" in the income statement.
The Lausanne, Place de la Gare 10 commercial property was acquired at the start of December. The remaining shares of the condominiums (70/1,000) in the Sonnentalstrasse 5 (commercial property) property in Dübendorf were also acquired during the year under review, which means that Mobimo now owns all of the shares (1,000/1,000) in this property.
Details of the properties sold can be found in Note 6.
The following properties are shown under transfers:
| from | to |
|---|---|
| Aarau, Bahnhofstrasse 102 | |
| Commercial properties | Investment properties under construction |
| Kriens, Sternmatt 10 (car park; prior year; Kriens, Sternmatt 6 - Block C) |
|
| Investment properties under construction |
Commercial properties |
| Lausanne, Avenue Edouard Dapples 9/13/15/15a |
|
| Residential properties | Investment properties under construction |
| Lausanne, Rue des Côtes-de-Montbenon 1/3/5 | |
| Investment properties under construction |
Commercial properties |
| Rheinfelden, Rütteliweg 8; Spitalhalde 40 | |
| Investment properties under construction |
Residential properties |
The valuation of investment properties is carried out in accordance with the provisions of IFRS 13, under which fair value is defined as the price that would be received when selling an asset or that would be paid when transferring a liability in an orderly transaction between market participants on the valuation date. For non-financial assets, management has to assume the "highest and best use" by a market participant, which may differ from its current use. Under IFRS 13, valuation techniques are categorised into three levels in a fair value hierarchy depending on the extent to which fair value is based on observable inputs.
The valuation of commercial, residential and development properties and of investment properties under construction and development properties is carried out using the discounted cash flow method (DCF), according to which a property's fair value is determined by calculating the net income (rental income less operating and maintenance costs), discounted to the reporting date, that is expected to be generated in the future. In the case of investment properties under construction, the development and construction costs still to be incurred until completion must also be taken into account. Each property is subject to market-derived and risk-adjusted discounting, which is dependent on the individual opportunities and risks.
As at 31 December 2017, all commercial, residential and development properties, investment properties under construction and development properties were valued by the real estate appraisers Jones Lang LaSalle AG (JLL). Mobimo's Board of Directors appointed JLL appraisers for the entire property portfolio on 23 February 2017, and JLL valued the entire portfolio for the first time for the interim financial statements as at 30 June 2017. As at 31 December 2016, around 90% of the properties by value were still valued by Wüest Partner AG, and 10% by JLL. Both expert companies are external, independent and certified real estate appraisers.
JLL's valuations are based on a two-phase DCF model. This replicates the payment flows over a detailed ten-year observation period and a capitalised exit cash flow. A nominal discount rate is applied to the detailed observation period that takes account of the effect of inflation on the cash flows during that period. Conversely, the exit cash flow in the two-phase model is capitalised using a real capitalisation rate. The property valuations as at 31 December 2016 conducted by Wüest Partner AG used a single-phase DCF model, in which real net income over a review period of 100 years was discounted using a real discount rate. The scope to compare discount rates is limited due to the differing methodologies.
As the non-observable inputs with a material impact on valuations – such as discount rates, market rents, net sale proceeds and structural vacancy rates – generally have to be derived from information from less active markets, the properties are valued according to a Level 3 model-based approach incorporating adjusted Level 2 input parameters. Further details of the valuation methodology can be found in the Report of the independent valuation experts on pages 124 to 129.
The annual target rental income is estimated using the rental income at the measurement date, taking account of the indexation of rents deriving from contractual agreement or law. Rents for office and commercial spaces are normally linked to the national consumer price index, while residential leases are linked to the change in the reference interest rate calculated quarterly by the Swiss National Bank, but also include an inflation element.
Market rents that appear sustainable from the current standpoint are applied to expiring commercial leases. The time required to realise market rents is determined with reference to local laws and the risk of new tenants objecting to changes in rents, but without replicating these in detail. The corresponding market rents are based on the rental price databases and JLL's real estate research services. The lower of market rent and contract rent is generally used where tenants have the option to extend leases.
For expiring commercial leases, a property and segment-specific vacancy is applied. The absorption time (vacancy in months after contract-end) is determined individually for each property and is usually between three and nine months. However, longer or shorter absorption times may be applied in special cases. Residential leases are usually open-ended, so specific vacancies are not modelled. Normal tenant fluctuation is taken into account using structural vacancy rates, which are applied specifically to the property.
Historical property accounts and the appraisers' benchmarks are used to calculate the management costs built into valuations. The costs used consist of operating and upkeep costs that cannot be passed on to the tenant due to the contractual conditions or that must be borne by the owner due to vacancy.
The repair costs for the ten-year detailed observation period used in the valuations are based on detailed analysis of the building by the portfolio management team and the ensuing investment planning. These are plausibility-tested by JLL, adjusted if necessary and incorporated into the valuations. Jones Lang LaSalle AG also considers its own estimates of required investment during the ten-year period. The assumptions regarding the repair and renovation measures that will be required (capex), which are reflected in the exit value, are modelled specifically for each property by the appraiser under the assumption that certain elements of the substance of each individual building will need to be periodically renewed.
The market value of investment properties under construction is determined using the DCF model, as for investment properties. This involves establishing the market value of the property upon completion (start of the usage phase). This figure is then discounted to the valuation date using the future implementation costs (fees, development and construction costs, etc.), adjusted for risk. To determine future implementation costs, for each individual project Mobimo provides capital budgets, project status information (execution and letting progress, scheduled completion dates, etc.) and investment costs incurred by the valuation date, all as at the valuation date. The documents are plausibility-tested by the appraiser and taken into account in its valuations.
The nominal discount and real capitalisation rates are propertyspecific and vary according to the macro and micro situation and property segment. The rates are based on the interest rate on longterm, risk-free investments (e.g. a ten-year federal government bond), adjusted for a specific risk premium that takes into consideration the current situation in the transaction market in addition to the usage, location and size of the property. The risk premium thus reflects market risks and the higher illiquidity associated with properties compared with risk-free investments.
Non-observable input factors with a material impact have been identified as market rents, vacancy rates and discount and capitalisation rates. In the case of properties valued on the basis of their being sold as condominiums in accordance with the assumption of the highest and best use, condominium sale prices and not market rents are the most important input. The applied input values are summarised in the table below.
| Asset class/level/valuation method |
Fair value in CHF million |
Input factors | Ranges (weighted average) 2017 | Ranges (weighted average) 2016 |
|---|---|---|---|---|
| Discount rates JLL (nominal) | 3.40% to 6.30% (4.31%) | 4.20% to 6.30% (4.30%) | ||
| Capitalisation rates JLL (real) | 2.90% to 5.80% (3.81) | 3.70% to 5.80% (3.80%) | ||
| Commercial | Discount rates WP (real) | n/a | 2.80% to 4.90% (3.96%) | |
| investment properties Level 3 |
2017: 1,367 | Achievable long-term market rents |
CHF 30 to CHF 1,080 (CHF 303) | CHF 87 to CHF 1,112 (CHF 236) |
| DCF | 2016: 1,373 | Structural vacancy rates | 0.0% to 20.0% (5.8%) | 2.6% to 11.0% (5.0%) |
| Discount rates JLL (nominal) | 3.40% to 4.20% (3.68%) | 3.90% to 4.30% (4.05%) | ||
| Capitalisation rates JLL (real) | 2.90% to 3.70% (3.18%) | 3.40% to 3.80% (3.55%) | ||
| Discount rates WP (real) | n/a | 2.60% to 3.80% (3.10%) | ||
| Residential investment properties Level 3 |
2017: 731 | Achievable long-term market rents |
CHF 170 to CHF 412 (CHF 310) | CHF 160 to CHF 412 (CHF 315) |
| DCF | 2016: 724 | Structural vacancy rates | 0.5% to 4.1% (1.7%) | 0.4% to 8.0% (1.8%) |
| Discount rates JLL (nominal) | 4.30% to 5.00% (4.47%) | n/a | ||
| Capitalisation rates JLL (real) | 3.80% to 4.50% (3.97%) | n/a | ||
| Commercial development |
Discount rates WP (real) | n/a | 4.10% to 5.60% (4.58%) | |
| properties Level 3 |
2017: 119 | Achievable long-term market rents |
CHF 152 to CHF 370 (CHF 240) | CHF 138 to CHF 268 (CHF 222) |
| DCF | 2016: 121 | Structural vacancy rates | 4.4% to 22.5% (7.1%) | 3.3% to 12.3% (5.7%) |
| Discount rates JLL (nominal) | 3.50% to 4.90% (4.02%) | n/a | ||
| Capitalisation rates JLL (real) | 3.00% to 4.40% (3.52%) | n/a | ||
| Commercial invest | Discount rates WP (real) | n/a | 3.20% to 4.40% (3.71%) | |
| ment properties under construction Level 3 |
2017: 367 | Achievable long-term market rents |
CHF 179 to CHF 311 (CHF 260) | CHF 193 to CHF 322 (CHF 265) |
| DCF | 2016: 228 | Structural vacancy rates | 1.4% to 11.5% (6.1%) | 2.2% to 10.0% (3.8%) |
An average capital-weighted nominal discount rate of 4.10%, within a range of 3.40% to 6.30%, was applied to all DCF valuations across all investment categories as at 31 December 2017. The average capitalweighted capitalisation rate as at 31 December 2017 was 3.60%, within a range of 2.90% to 5.80%.
Mobimo's strategy includes holding residential properties to generate stable, sustainable income from rent. However, Mobimo constantly reviews the current use of these and all other properties in the portfolio and develops strategies for their optimum use.
As at the reporting date, no properties were valued on the basis of their being sold as condominiums in accordance with the assumption of the highest and best use. In the previous year, this scenario produced a CHF 2.6 million gain for two properties, on a fair value including this gain of CHF 54.4 million.
Fair value increases with lower discount rates and structural vacancy rates and with higher market rents and sale prices. The economic environment can be considered as exerting the greatest influence on inputs, with the factors outlined above influenced to varying degrees by market developments. If negative market sentiment results in higher vacancy rates, market rents tend to come under pressure. At the same time, low interest rates usually prevail in such market circumstances, which have a positive impact on discount rates. To an extent, therefore, changes in inputs offset each other. Ongoing optimisation measures made to Mobimo's property portfolio (e.g. conclusion/extension of long-term rental agreements, investments to expand rental space, etc.) provide a cushion against such short-term market shocks, which impact mainly on market rents and vacancy rates. The individual risk-adjusted discount rate of each property is, as already mentioned, in line with the return
Consolidated annual financial statements: Notes to the consolidated annual financial statements Investment portfolio
expectations of the investors or market participants in question and can only be influenced by Mobimo to a limited extent. On the real estate market at present it can be observed that, owing to the current negative interest rate environment, institutional investors are in some cases buying properties at good locations offering very low yields, their hands forced by the dearth of other investment options. This unpredictable investor behaviour could result in some properties fetching higher selling prices than their most recent estimates of market value.
A sensitivity analysis tested the impact of an increase or decrease in the discount and capitalisation rates used in the DCF valuation. A general reduction of 0.25 percentage points in the discount and capitalisation rates would increase the current fair value of the investment properties as at 31 December 2017 by 8.3% or CHF 215 million. A general increase of 0.25 percentage points in the discount and capitalisation rates would reduce the current fair value of the investment properties as at 31 December 2017 by 7.2% or CHF 186 million. Further sensitivity analysis findings can be found in the table below:
| Change in discount/capitalisation rate in basis points |
Change in fair value in % at 31.12.2017 |
Change in fair value in CHF million at 31.12.2017 |
Change in fair value in % at 31.12.2016 |
Change in fair value in CHF million at 31.12.2016 |
|---|---|---|---|---|
| –0.40 | 13.9% | 360 | 12.0% | 300 |
| –0.30 | 10.1% | 261 | 8.8% | 220 |
| –0.25 | 8.3% | 215 | 7.3% | 181 |
| –0.20 | 6.5% | 169 | 5.7% | 143 |
| –0.10 | 3.2% | 82 | 2.8% | 70 |
| +0.10 | –3.0% | –77 | –2.7% | –67 |
| +0.2 | –5.8% | –151 | –5.2% | –131 |
| +0.25 | –7.2% | –186 | –6.5% | –161 |
| +0.30 | –8.5% | –220 | –7.7% | –192 |
| +0.40 | –11.1% | –286 | –10.1% | –250 |
As at 31 December 2017, capital commitments for future construction investments in investment properties totalled CHF 99.9 million (prior year: CHF 179.9 million). These commitments relate to the agreements concluded on the construction and development of the investment properties under construction in Aarau, Site 2 (Torfeld Süd); Horgen, Seestrasse 93; Kriens, Am Mattenhof 4 – 16 and Zurich, Albulastrasse/Hohlstrasse. There are also notarised purchase agreements for investment properties representing a value of more than CHF 100.0 million.
Gains from the disposal of investment properties correspond to the difference between the net proceeds and the fair value recognised and attributable sales costs (e.g. notary and land registry fees). Disposals are recognised on the date when control and risks are transferred, which usually corresponds to the date of entry in the land register.
Income from disposals can be broken down as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Sales proceeds investment properties | 127,950 | 158,492 |
| Carrying amount | –98,941 | –122,757 |
| Sales costs | –1,540 | –790 |
| Profit on disposal of investment | ||
| properties | 27,470 | 34,945 |
In the year under review, the following properties were sold:
| Investment property | Category of investment property |
|---|---|
| Kriens, Sternmatt 6 (office building) | Commercial property |
| Renens, Chemin de la Rueyre 116/118 | Commercial property |
| Versoix, Chemin de l'Ancien Péage 2 – 4 | Residential property |
| Zurich, Stauffacherstrasse 41 | Commercial property |
At the Kriens, Sternmatt 6 property, only the office building was sold. The industrial building remains in Mobimo's hands.
In accordance with the provisions of IFRIC 15, proceeds from the sale of condominiums are recognised at the point when control and the significant risks and rewards of ownership are transferred. This is normally when construction is completed. For some of the apartments in the projects of BSS&M Real Estate AG, ownership was transferred before construction was completed. At the time at which the ownership of the apartments was transferred to the respective buyers, the income for these apartments was recognised for the first time during the construction work, as the use of the apartments and the risks therein had been transferred to the buyers.
The recognition of the proceeds generated in Development for Third Parties is dependent on the contractually agreed services and conditions, whereby revenue from pure service contracts is recognised pursuant to the percentage of completion on the reporting date.
The percentage of completion is normally calculated on the basis of the construction progress.
Income from sale of trading properties comprises the income from the sale of condominiums and the sale of properties and land by the Development for Third Parties business area.
The income from development services comprises the income from development and service contracts in which Mobimo is not or no longer the owner of the plot of land.
Profit on the sale of trading properties and development services is made up of the following:
| TCHF | 2017 | 2016 |
|---|---|---|
| Income from sale of trading properties | 172,175 | 128,968 |
| Income from development services | 27,475 | 22,824 |
| Total income from sale of trading properties and development services |
199,650 | 151,792 |
| Construction costs of trading properties | ||
| sold | –141,857 | –106,705 |
| Changes in valuation allowances | –5,891 | –7,594 |
| Direct expense development services | –27,208 | –13,633 |
| Total expenses from sale of trading | ||
| properties and development services | –174,956 | –127,932 |
| Profit on sale of trading properties | ||
| and development services | 24,694 | 23,860 |
The change in valuation allowances is mainly attributable to the valuation allowances for the St. Moritz, Via Maistra 29 and Salenstein, Hauptstrasse 8 projects.
A financial forecast is drawn up for each construction project, in which overall costs and sales proceeds are budgeted for. Budgeted overall costs and planned sales prices are determined on the basis of various factors and assumptions. These include past experience, project specifications for the properties, benchmark values for construction costs and other relevant factors such as the planned construction period. Financial forecasts are reviewed on an ongoing basis and adjusted where necessary.
If actual construction costs and sales proceeds differ from the planned figures or if new findings during the construction period make an adjustment of the financial forecasts necessary, an adjustment of carrying amounts, i.e. creation or adjustment of valuation allowances for loss-making projects, may become necessary.
Trading properties are development properties and new builds where Mobimo assumes the realisation of residential property and subsequently sells it. Trading properties also include properties that Mobimo has acquired as part of projects for Development for Third Parties and that it intends to sell to thirdparty investors in the future or other properties held for resale. Trading properties are valued at the lower of cost or market. With loss-making properties, provisions are created immediately for the final loss.
Plots that are already owned by Mobimo and advance payments for notarised land purchases, as well as the development costs incurred, are classified as land/development projects if the project is expected to be realised but construction work has not yet begun.
Projects that are currently under way and the construction of which is not yet complete are recognised as properties under construction.
Properties that are structurally complete or completed properties that have been acquired for immediate resale are classified as completed real estate. Condominiums for sale are classified as completed real estate at the latest upon their first transfer of ownership, with any costs still outstanding being recognised at this point in time. Development properties are properties that have been acquired with the intention of developing them and selling them on to third parties but are still being let at the reporting date. A property is reclassified if it is demolished or converted.
The recognised portfolio of properties comprises the following:
| TCHF | 31.12.2017 | 31.12.2016 |
|---|---|---|
| Land/development projects | 62,864 | 82,560 |
| Properties under construction Completed real estate and development |
0 | 97,480 |
| properties | 138,981 | 124,804 |
| Total trading properties | 201,845 | 304,844 |
The portfolio of building plots/development projects changed as follows in the reporting year:
The building plot in Martigny, Rue du Léman 24 was sold to a thirdparty investor, with a project development agreement concluded at the same time. A purchase contract was concluded for the construction of a ready-for-use property for the Glattbrugg, Schaffhauserstrasse 91 project, which is why the project is now recognised in the balance sheet under Receivables from current projects. A new addition to the portfolio is the Güttingen, Hauptstrasse project, for which there is an agreement in place regarding land acquisition, but where only development costs have been incurred.
With respect to properties under construction, the property Zurich, Albulastrasse 42 was sold in the reporting year to a thirdparty investor prior to its completion. The project is now entered on the balance sheet under Receivables from current projects (see Note 9). In the case of the Bad Zurzach, Weissensteinweg property – for which only the properties that had not yet been sold were listed as Properties under construction in the previous year while any receivables from construction services for the apartments sold were listed under Receivables (see Note 9) – the last five apartments were sold and the building was completed in the reporting year. The Aarau, Site 4 project was also completed during the course of the year. In this project, 92 apartments and townhouses were built to be sold, with 66 of these having been sold as at 31 December 2017.
The last four apartments in both the Meilen, Feldgüetliweg 143/145 and Lucerne, Büttenenhalde projects, which were completed in previous years, were sold, as were two apartments in the Zurich, Turbinenstrasse (Mobimo Tower) project and one in the property at Salenstein, Hauptstrasse 8. The Meggen, Gottliebenrain property was acquired as a development property, with a project being drawn up to create residential properties.
On trading properties, valuation allowances totalled CHF 15.9 million (prior year: CHF 10.2 million). The carrying amount for these properties/condominium units is CHF 18.9 million (prior year: CHF 19.5 million).
Receivables from projects in which income is recognised in line with the level of completion are entered in the balance sheet in accordance with the net principle. The advance payments received and receivables in line with the level of completion are offset against each other (order balance). Positive net positions are included in the balance sheet items Trade receivables and negative net positions in the balance sheet item Trade payables.
The receivables and liabilities from current projects can be broken down as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Project costs incurred | 114,437 | 19,082 |
| Realised gains and losses projects | 15,667 | 737 |
| Current projects gross | 130,104 | 19,819 |
| Less advance payments projects | ||
| received | –67,856 | –19,554 |
| Current projects net | 62,248 | 265 |
| Receivables current projects | 65,182 | 6,081 |
| Payables current projects | 2,934 | 5,816 |
The receivables from current projects include the net receivables of CHF 48.5 million from the Zurich, Albulastrasse 42 property that is currently being built to be sold.
Advance payments made by buyers in relation to projects for which income is not recognised in accordance with the stage of completion are reported at nominal value and reclassified when ownership is transferred as income from the sale of trading properties and development services.
Advance payments from buyers of CHF 1.9 million (prior year: CHF 11.2 million) include CHF 1.7 million (prior year: CHF 11.2 million) of reservation payments from purchasers of condominiums and CHF 0.2 million (prior year: CHF 0) of advance payments from third-party investors in the business area Development for Third Parties prior to the transfer of ownership.
Interest on loans taken out to finance construction projects (trading properties and investment properties under construction) is capitalised over the construction period.
All other borrowing interest is recognised as an expense in the income statement using the effective interest method.
Current interest payments in relation to concluded interest rate swaps are recognised in interest expense. Changes in the fair value of interest rate swaps not classified as a cash flow hedge are reported in income from or cost of financial instruments (derivatives). Any ineffective portions of interest rate swaps classified as a cash flow hedge are reported under cost of financial instruments (derivatives).
The financial result in the year under review can be broken down as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Financial income | ||
| Interest on bank and other deposits | 39 | 191 |
| Interest on loans to associates | 3 | 0 |
| Dividend income from financial assets | 137 | 130 |
| Income from financial instruments (derivatives) |
2,795 | 2,274 |
| Total financial income | 2,974 | 2,595 |
| Financial expense | ||
| Interest expense | –31,190 | –31,579 |
| Cost of financial instruments (derivatives) | –196 | 1,103 |
| Other financial charges | –151 | –599 |
| Total financial expense | –31,536 | –31,075 |
| Total financial result | –28,562 | –28,479 |
During the year under review, no ineffective portions (prior year: CHF 1.3 million) were recorded under cost of financial instruments (derivatives).
In the 2017 financial year, a total of CHF 3.4 million (prior year: CHF 3.2 million) in interest on building loans was capitalised under receivables from current projects, trading properties, development properties and investment properties under construction. The average rate of interest for the capitalised interest was 2.17% (prior year: 2.38%).
Financial liabilities consist of outstanding bonds and mortgage-secured bank loans. A long-term financial liability is one on which the agreed residual maturity is longer than twelve months. All other agreements are classified as short term, including amortisation payments that are due within twelve months of the reporting date.
At initial recognition, financial liabilities are recognised at fair value less transaction costs. Subsequently, financial liabilities are measured at amortised cost, with the difference between the amount to be repaid and the carrying amount being amortised over the term using the effective interest method.
Mobimo uses derivative financial instruments (e.g. interest rate swaps and forward rate agreements) to hedge the interest rate risks of financial liabilities.
Derivative financial instruments are measured at fair value at initial recognition and thereafter. Gains and losses from adjustments to fair values are treated as follows:
The hedging of interest rate risk on financial liabilities is classified as a cash flow hedge under certain circumstances. The effective portion of the change in the fair values of derivatives is recognised in other comprehensive income (equity) and not recognised in profit or loss. The ineffective portion is immediately recognised in the income statement. As soon as the hedged transactions (interest payments) take place, accumulated unrealised gains and losses are transferred to the income statement and recognised in the financial result.
Changes in the fair values of all other derivatives are recognised in profit or loss in the financial result.
Consolidated annual financial statements: Notes to the consolidated annual financial statements Financing and risk management
Financial liabilities can be broken down as follows:
| TCHF | 31.12.2017 | 31.12.2016 |
|---|---|---|
| Fixed-rate mortgage amortisation due within 12 months | 5,059 | 5,287 |
| Mortgages due for extension or repayment within 12 months | 34,506 | 87,310 |
| Bond | 164,856 | 0 |
| Total current financial liabilities | 204,421 | 92,597 |
| Mortgages | 734,675 | 743,844 |
| Bonds | 573,732 | 512,960 |
| Total non-current financial liabilities | 1,308,407 | 1,256,804 |
| Total financial liabilities | 1,512,828 | 1,349,401 |
| Interest rate swaps through profit and loss | 22 | 0 |
| Total current derivative financial instruments | 22 | 0 |
| Interest rate swaps applying hedge accounting | 26,515 | 30,773 |
| Interest rate swaps through profit and loss | 6,244 | 9,061 |
| Total non-current derivative financial instruments | 32,758 | 39,834 |
| Total derivative financial instruments | 32,780 | 39,834 |
Financial liabilities changed as follows:
| TCHF | 31.12.2016 | Changes with cash effect | Changes with no cash effect | 31.12.2017 | ||||
|---|---|---|---|---|---|---|---|---|
| Inflow | Repayment | Inflow | Amortisation | Fair value adjustments |
Re classification |
|||
| Current financial liabilities |
92,597 | 40,850 | –120,376 | 0 | 4 | 0 | 191,347 | 204,421 |
| Non-current finan cial liabilities |
1,256,804 | 237,741 | –13,459 | 18,884 | –217 | 0 | –191,347 | 1,308,407 |
| Current derivative financial instru ments |
0 | 0 | 0 | 0 | 0 | –359 | 381 | 22 |
| Non-current derivative financial instruments |
39,834 | 0 | 0 | 0 | 0 | –6,694 | –381 | 32,758 |
| Total | 1,389,235 | 278,591 | –133,836 | 18,884 | –214 | –7,054 | 0 | 1,545,608 |
The takeover of debt upon purchasing the Lausanne, Place de la Gare 10 property is shown as an increase within changes with no cash effect.
The following bonds are included under non-current financial liabilities:
| TCHF | 1.5% bond (2013 – 2018) |
1.625% bond (2014 – 2021) |
1.875% bond (2014 – 2024) |
0.75% bond (2017 – 2026) |
Total |
|---|---|---|---|---|---|
| Net proceeds from issuance | 164,158 | 197,967 | 149,452 | 0 | 511,577 |
| Cumulative amortisations of issuance costs |
526 | 737 | 120 | 0 | 1,383 |
| Carrying amount 1.1.2017 | 164,684 | 198,705 | 149,572 | 0 | 512,960 |
| Net proceeds from issuance | 0 | 0 | 0 | 225,119 | 225,119 |
| Amortisations of issuance costs | 172 | 291 | 54 | –8 | 508 |
| Carrying amount 31.12.2017 | 164,856 | 198,996 | 149,625 | 225,111 | 738,587 |
| Features | 1.5% bond (2013 – 2018) | 1.625% bond (2014 – 2021) | 1.875% bond (2014 – 2024) | 0.75% bond (2017 – 2026) |
|---|---|---|---|---|
| Volume: | CHF 165 million | CHF 200 million | CHF 150 million | CHF 225 million |
| Term: | 5 years (29 October 2013 – 29 October 2018) |
7 years (19 May 2014 – 19 May 2021) |
10 years (16 September 2014 – 16 September 2024) |
9 years (20 March 2017 – 20 March 2026) |
| 1.5% p.a., | 1.625% p.a., | 1.875% p.a., | 0.75% p.a., | |
| payable annually on 29 October, with the first payment on |
payable annually on 19 May, with the first payment on |
payable annually on 16 September, with the first payment on |
payable annually on 20 March, with the first payment on |
|
| Interest rate: | 29 October 2014 | 19 May 2015 | 16 September 2015 | 20 March 2018 |
| Effective rate of interest: | 1.6070% | 1.7921% | 1.9264% | 0.7550% |
| Listing: | SIX Swiss Exchange | SIX Swiss Exchange | SIX Swiss Exchange | SIX Swiss Exchange |
| Swiss security no.: | 22492349 | 24298406 | 25237980 | 35483611 |
Mobimo has concluded separate interest rate hedges (interest rate swaps) totalling CHF 194.7 million (prior year: CHF 195.0 million). These are used to hedge loans in the form of fixed advances (terms of three to six months) against rising interest rates. Of these, CHF 118.4 million (prior year: CHF 118.7 million) are classified as cash flow hedges. The fair value of these instruments with a negative replacement value was CHF 26.5 million (prior year: CHF 30.8 million). In the prior year, the hedge using an interest rate swap of CHF 10 million had ceased to be effective, and the corresponding swap therefore began to be managed instead as an interest rate swap without the application of hedge accounting. Accumulated changes in valuation recognised in other comprehensive income until the point of ineffectiveness are rebooked to the income statement for the residual term of the interest rate swap. In the year under review, these came to CHF –0.2 million (prior year: CHF –0.2 million). The change in value of the interest rate swap that continues to be classified as a cash flow hedge is divided into an effective and an ineffective portion. The effective portion of the fair value adjustments of CHF 4.3 million (prior year: CHF –3.1 million) was recognised under other comprehensive income in equity. During the year under review, no ineffective portions (prior year: CHF 1.3 million) were recognised in the income statement under financial expense. There are also a further CHF 76.3 million (prior year: CHF 76.3 million) of interest rate hedges not classified as cash flow hedges. The fair value of interest rate swaps with a negative replacement value not held for hedge accounting purposes is CHF 6.3 million (prior year: CHF 9.1 million). Fair value adjustments of CHF 2.8 million (net) were recognised in profit or loss. As at 31 December 2017, the fair value of all derivatives totalled CHF 32.8 million (prior year: CHF 39.8 million).
Financial liabilities as at the reporting date comprised the following maturities, taking into account interest rate hedging, i.e. the maturities of designated swaps are taken into account instead of the maturities of fixed advances:
| TCHF | 31.12.2017 | 31.12.2016 |
|---|---|---|
| Due within 1st year | 204,421 | 92,597 |
| Due within 2nd year | 65,187 | 191,788 |
| Due within 3rd year | 114,918 | 65,453 |
| Due within 4th year | 252,676 | 115,042 |
| Due within 5th year | 152,803 | 255,252 |
| Due within 6th year | 43,005 | 147,960 |
| Due within 7th year | 160,518 | 36,047 |
| Due within 8th year | 1,502 | 151,074 |
| Due within 9th year | 247,550 | 1,502 |
| Due within 10th year | 69,488 | 22,440 |
| Due within 11th year and longer | 200,760 | 270,248 |
| Total financial liabilities | 1,512,828 | 1,349,401 |
The average residual term of overall financial liabilities is 6.5 years (prior year: 6.9 years).
Interest rate periods are as follows (composition until next interest rate adjustment/taking into account interest rate hedging):
| TCHF | 31.12.2017 | 31.12.2016 |
|---|---|---|
| Up to 1 year | 204,421 | 92,597 |
| Up to 2 years | 65,187 | 191,788 |
| Up to 3 years | 114,918 | 65,453 |
| Up to 4 years | 252,676 | 115,042 |
| Up to 5 years | 152,803 | 255,252 |
| Over 5 years | 722,823 | 629,269 |
| Total financial liabilities | 1,512,828 | 1,349,401 |
The carrying amount of pledged assets is as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Trade receivables | 200 | 231 |
| Other receivables | 22,645 | 22,673 |
| Trading properties | 11,222 | 22,404 |
| Investment properties and investment properties under construction |
2,238,900 | 2,224,990 |
| Owner-occupied properties | 13,454 | 13,982 |
| Carrying amount of pledged assets | 2,286,420 | 2,284,279 |
Certain mortgage interest rates were formerly partially hedged in advance by means of forward rate agreements. Such forward rate agreements generally qualify as derivatives embedded in credit agreements and have to be measured at fair value in accordance with IAS 39. Some of these forward rate agreements were classified as cash flow hedges pursuant to IAS 39, and fair value adjustments relating to the effective portion of the hedge were recognised directly in equity via a separate item (hedging reserve). When the hedged interest cash flows occur, accumulated unrealised gains or losses are transferred to the income statement. This applies until 2022. TCHF 40 was reposted to the income statement in the year under review (prior year: TCHF 40). As at 31 December 2017 and 2016, no new forward rate agreements of this kind were used for cash flow hedges, or the term of the hedged financial liabilities had already started.
As at 31 December 2017, taking current interest rate swaps into account, CHF 1, 500.1 million was subject to fixed interest rates, with CHF 12.7 million bearing variable rates. In addition to variable-rate mortgages and rollover mortgages, loans with a total maturity of less than one year (fixed advances) count as variable.
The average rate of interest for the period, taking interest rate swaps into account, was 2.17% (prior year: 2.38%).
This is the carrying amount of those assets that are pledged either in full or in part for the purpose of securing bank mortgage loans and free limits. These assets were encumbered with mortgages totalling CHF 774.2 million (prior year: CHF 836.4 million) (see Note 12).
Cash comprises cash in hand and call deposits with banks as well as fixed-term deposits with banks and short-term money market investments with a term of up to 90 days from the time of acquisition. These are recognised at nominal value.
Cash comprises cash holdings and current account deposits of CHF 73.7 million (prior year: CHF 63.9 million) and money market account deposits of CHF 13.4 million (prior year: CHF 110 million) held at Swiss banks. The maximum notice period for withdrawals from money market accounts is 35 days. The average rate of interest applicable to cash was 0.00% (prior year: 0.00%).
Share capital is reported as equity since there is no repayment obligation and no dividend guarantee. Transaction costs incurred during a capital increase that can be attributable directly to the issuing of new shares are deducted from the amount of the capital increase less associated income tax. Dividends are reported as liabilities as soon as they are
approved by the General Meeting and are thus due.
The costs of the acquisition (purchase price and directly attributable transaction costs) of treasury shares are offset against equity. Shares that have been bought back are classified as treasury shares and deducted from equity as a negative item.
| TCHF | Number of registered shares |
Nominal value per share (CHF) |
|
|---|---|---|---|
| Share capital | 180,327 | 6,218,170 | 29.00 |
| Authorised capital (until 29 March 2018) |
max. 34,800 |
1,200,000 | 29.00 |
| Conditional capital | max. 941 | 32,446 | 29.00 |
| TCHF | Number of registered shares |
Nominal value per share (CHF) |
|
|---|---|---|---|
| Share capital | 180,327 | 6,218,170 | 29.00 |
| Authorised capital (until 29 March 2018) |
max. 34,800 |
1,200,000 | 29.00 |
| Conditional capital | max. 941 | 32,446 | 29.00 |
Changes in the equity holding can be summarised as follows:
| No. of shares | Shares issued |
Treasury shares |
Shares outstanding |
|---|---|---|---|
| At 1.1.2016 | 6,218,170 | –1,247 | 6,216,923 |
| Share-based payments to Board of Directors and |
|||
| management | 6,203 | 6,203 | |
| Acquisition of | |||
| treasury shares | –7,000 | –7,000 | |
| At 31.12.2016/1.1.2017 | 6,218,170 | –2,044 | 6,216,126 |
| Share-based payments to Board of Directors and |
|||
| management | 4,348 | 4,348 | |
| Acquisition of treasury shares |
–2,805 | –2,805 | |
| At 31.12.2017 | 6,218,170 | –501 | 6,217,669 |
There was no change in share capital in the year under review.
Authorised share capital is also available, allowing the Board of Directors to increase the share capital of the company by a maximum of CHF 34.8 million within two years (up to March 2018) at most via the issue of up to 1,200,000 registered shares, to be fully paid up, with a nominal value of CHF 29.00 per share.
There is also conditional share capital of a maximum of CHF 0.9 million for the issue of up to 32,446 fully paid up registered shares with a nominal value of CHF 29.00 for the subscription rights created after 5 May 2010 under an employee share option programme. Shareholders' subscription rights are excluded.
The Annual General Meeting of 28 March 2017 approved a distribution from the capital contribution reserves of CHF 10.00 per share for the 2016 financial year, which was paid on 4 April 2017. The nominal value of Mobimo shares remains at CHF 29.00.
The Board of Directors will propose to the upcoming General Meeting of 27 March 2018 a distribution of CHF 27.4 million in the form of a distribution of paid-in capital of CHF 4.40 per share, together with a capital reduction of CHF 34.8 million in the form of a nominal value reduction of CHF 5.60 per share. This adds up to a proposed distribution of CHF 10.00 per share (total: CHF 62.2 million).
Over the past five years, the distribution yield (capital contribution or nominal value repayment), taking account of the planned distribution for the financial year, has averaged about 4.4% (prior year: 4.5%).
Consolidated annual financial statements: Notes to the consolidated annual financial statements Financing and risk management
Through its activities, Mobimo is exposed to various financial risks. These can be summarised as credit risks, liquidity risks and market risks. Of the various market risks, interest rate risk is particularly significant.
Risk management is assured by Internal Controlling. Internal Controlling operates in accordance with the principles of Mobimo's risk management concept, which are monitored by the Audit and Risk Committee.
The risk management principles and the processes applied are subject to regular review in order to take account of changes in market conditions and in the activities of the Group. The aim is to use existing training and management guidelines and processes to maintain a disciplined and constructive control environment in which all employees can fulfil their function and exercise their duties. Risk management is part of the processes that make up the integrated management system.
The following paragraphs provide an overview of the exposure to each of the individual financial risks, together with information on the objectives, policies and processes for measuring, monitoring and hedging risks and on capital management within the Group. Further information on financial risks can be found elsewhere in the Notes.
Credit risk is the risk that Mobimo could suffer financial losses if clients or counterparties to a financial instrument fail to fulfil their contractual obligations. Credit risk arises primarily in connection with trade receivables and cash.
In order to minimise credit risk in connection with cash, short-term bank deposits are held with first-rate institutions. Trade receivables are receivables from property sales, from rental agreements and from current projects. Property sales are exposed to only limited credit risk, since these sales are based on a publicly certified purchase agreement that is regularly secured via an irrevocable promise to pay. With rental agreements, credit risk is reduced via creditworthiness checks and by monitoring the age structure of amounts outstanding. Deposits or bank guarantees of three to six times the monthly rent are also demanded. Receivables from current projects are either covered by promises to pay or relate to institutional investors with good credit quality. The contracts with these institutional investors also include predefined payment plans. The credit risk associated with receivables from current projects is therefore considered to be low.
The maximum credit risk exposure corresponds to the carrying amounts of the individual financial assets. There are no guarantees or similar obligations that could lead to an increase in risk in excess of the carrying amounts.
As at the reporting date, the maximum credit risk exposure was as follows:
| TCHF | Carrying amounts 2017 |
Carrying amounts 2016 |
|---|---|---|
| Cash (bank deposits) | 87,103 | 173,869 |
| Trade receivables | 73,749 | 13,479 |
| Other receivables1 | 23,876 | 24,364 |
| Accrued income and prepaid expenses2 | 1,667 | 2,024 |
| Financial assets (receivables and loans) | 150,000 | 117 |
| Total | 336,395 | 213,854 |
1 Not including tax receivables, receivables in connection with social security and advance payments.
2 Not including costs paid in advance.
Liquidity risk is the risk that Mobimo will not be able to meet its financial obligations when they become due. Investment properties are refinanced where necessary via medium to long-term loans, and residential development properties via short-term loans. If required, Mobimo can also obtain financing by issuing bonds. Liquidity is managed via a liquidity planning tool, in combination with a mortgage database.
The table below sets out the contractual maturities (including interest) of the financial liabilities held by Mobimo. Future variable rates of interest have been estimated using the yield curve as at the reporting date.
| Carrying | |||||||
|---|---|---|---|---|---|---|---|
| TCHF | amount 2017 |
Contractual cash flows |
1 month or less |
1 − 3 months |
3 − 12 months |
1 − 5 years | Over 5 years |
| Non-derivative financial liabilities | |||||||
| Trade payables1 | 16,128 | 16,128 | 16,128 | ||||
| Other payables2 | 4,503 | 4,503 | 4,503 | ||||
| Accrued expenses and deferred income3 | 27,439 | 27,439 | 27,439 | ||||
| Financial liabilities | 1,512,828 | 1,673,599 | 2,723 | 13,465 | 213,179 | 660,632 | 783,599 |
| Derivative financial liabilities | |||||||
| Interest rate swaps | 32,780 | 33,443 | 182 | 1,247 | 13,917 | 4,243 | 13,853 |
| Total | 1,593,678 | 1,755,112 | 2,906 | 62,782 | 227,096 | 664,876 | 797,452 |
| Carrying amount |
Contractual | 1 month | 1 − 3 | 3 − 12 | Over | ||
| TCHF | 2016 | cash flows | or less | months | months | 1 − 5 years | 5 years |
| Non-derivative financial liabilities | |||||||
| Trade payables1 | 16,184 | 16,184 | 16,184 | ||||
| Other payables2 | 9,181 | 9,181 | 9,181 | ||||
| Accrued expenses and deferred income3 | 28,881 | 28,881 | 28,881 | ||||
| Financial liabilities | 1,349,401 | 1,574,669 | 5,835 | 17,042 | 97,870 | 721,703 | 732,218 |
| Derivative financial liabilities | |||||||
| Interest rate swaps | 39,834 | 40,152 | 188 | 1,267 | 4,498 | 17,920 | 16,278 |
| Total | 1,443,481 | 1,669,066 | 6,022 | 72,555 | 102,369 | 739,624 | 748,496 |
1 Not including rents and ancillary costs paid in advance.
2 Not including tax payables and payables in connection with social security.
3 Not including deferred income and unused annual leave.
Market risk is the risk that changes in market prices such as exchange rates, interest rates and the fair value of financial instruments could have an impact on the profit from and market value of financial instruments held by Mobimo.
The aim behind the management of market risk is to monitor and control it to ensure that it does not exceed certain levels.
The Group is only active in Switzerland, and almost all business is transacted in Swiss francs.
Interest rate risk can be broken down into the interest-related risk of a change in market value, i.e. the risk that the market value of a financial instrument will change as a result of fluctuations in market interest rates, and an interest-related cash flow risk, i.e. the risk that future interest payments will change as a result of fluctuations in market interest rates.
A description of the interest-bearing financial instruments and sensitivity analyses of the two components of interest rate risk are provided below.
The Group's cash is used to reduce variable-rate mortgages or is invested on a short-term basis.
The interest on financial liabilities relates to bonds, loans for the financing of investment properties and trading properties. With investment properties, interest rate risk is generally addressed via the conclusion of long-term fixed-rate mortgage agreements. Where necessary, derivative financial instruments are also used to hedge interest rates.
As at the reporting date, there was no construction financing for investment properties (also none in the prior year).
Based on its market assessment, Mobimo has set itself the goal of maintaining the average residual term to maturity of financial liabilities as long-term, via long-term bonds, mortgages with long terms or derivative financial instruments.
Further information on the interest rate profile of financial liabilities, bonds, forward rate agreements and interest rate swaps can be found in Note 12.
Mobimo has no fixed-rate financial assets or liabilities that are classified at fair value in the income statement. Fixed-rate financial instruments are measured at amortised cost. With these positions, therefore, a change in market interest rates would have no impact on the profit for the year.
Mobimo may hold forward rate agreements and interest rate swaps measured at fair value. Changes in the fair value of interest rate swaps not held for hedge accounting purposes are recognised in the financial result and therefore have a direct impact on the profit for the year. Changes in the fair value of financial instruments used for hedge accounting purposes are recognised directly under other comprehensive income.
An increase of 100 basis points in the interest rate would have increased the Group result by CHF 1.8 million (prior year: CHF 2.7 million) as a result of changes in fair value for swaps not held for hedge accounting purposes. These changes in the fair value of swaps held for hedge accounting purposes would have increased other comprehensive income (equity) by CHF 20.2 million (prior year: CHF 20.8 million). An equivalent reduction in the interest rate would have reduced the Group result and other comprehensive income by a similar amount. This analysis is based on the assumption that all other variables remain unchanged.
Mobimo's variable-rate financial liabilities are exposed to interest rate-related cash flow risk. These liabilities generally bear interest at three-month Libor plus a margin. Of the variable-rate financial liabilities outstanding as at the reporting date, CHF 118.4 million were hedged by interest rate swaps. A change in the interest rate therefore results in a change in the fair value of the interest rate swaps (see Note 12). For the remaining CHF 12.7 million of variable-rate financial liabilities and for cash, an increase of 100 basis points in the interest rate would have had only a minor impact on the Group result given the negative interest rate situation. This analysis is based on the assumption that all other variables remain unchanged.
The carrying amounts in the annual financial statements for cash, trade receivables, other current receivables, current financial assets (time deposits) and current liabilities are very close to the fair values given the short terms involved.
Interest rate swaps and forward rate agreements are recognised at fair value in the balance sheet as at the reporting date. Fair value is the present value of the forward contract.
For fixed-rate financial liabilities, fair value is the time value of the future cash flows, discounted to the reporting date using the market interest rate. Rates of interest for discounting future cash flows are based on money and capital market rates as at the time of measurement plus an adequate interest rate spread of 0.80% (prior year: 0.80%). The discount rates applied as at 31 December 2017 were between 0.22% and 1.61% (prior year: between 0.14% and 1.49%). The fair value of bonds is the closing price on the stock exchange as at the reporting date.
| Carrying amount 31.12.2017 |
Fair value 31.12.2017 |
Carrying amount 31.12.2016 |
Fair value 31.12.2016 |
|
|---|---|---|---|---|
| Mort | ||||
| gages (Level 2) |
774,240 | 830,310 | 836,441 | 908,941 |
| Bonds (Level 1) |
738,587 | 766,997 | 512,960 | 545,643 |
| Total | 1,512,828 | 1,597,307 | 1,349,401 | 1,454,583 |
The table below shows financial instruments carried at fair value, by measurement method, as at the reporting date. For an explanation of the individual levels, see Note 5 "Investment properties".
| 31 December 2017 | Level 1 | Level 2 | Level 3 |
|---|---|---|---|
| Derivative financial instruments | 0 | 32,780 | 0 |
| 31 December 2016 | Level 1 | Level 2 | Level 3 |
| Derivative financial instruments | 0 | 39,834 | 0 |
Mobimo does not hold any financial instruments carried at fair value that would be classified as Level 1 or 3.
The table below shows the carrying amounts of all financial instruments by category:
| TCHF | Carrying amount 2017 |
Carrying amount 2016 |
|---|---|---|
| Loans and receivables | ||
| Cash | 87,103 | 173,869 |
| Trade receivables | 73,749 | 13,479 |
| Other receivables1 | 23,876 | 24,364 |
| Accrued income and prepaid expenses2 | 1,667 | 2,024 |
| Financial assets (loans) | 150,000 | 117 |
| Total loans and receivables | 336,395 | 213,854 |
| Financial assets available for sale | ||
| Financial assets | 1,849 | 1,849 |
| Financial liabilities measured at amortised cost | ||
| Trade payables3 | 16,128 | 16,184 |
| Other payables4 | 4,503 | 9,181 |
| Accrued expenses and deferred income5 | 27,439 | 28,881 |
| Financial liabilities | 1,512,828 | 1,349,401 |
| Total liabilities measured at amortised cost | 1,560,898 | 1,403,647 |
| Financial liabilities held for trading purposes | ||
| Derivative financial instruments | 6,266 | 9,061 |
| Financial liabilities held for hedging purposes | ||
| Derivative financial instruments | 26,515 | 30,773 |
1 Not including tax receivables and receivables in connection with social security and advance payments.
2 Not including costs paid in advance.
3 Not including rents and ancillary costs paid in advance.
4 Not including tax payables and payables in connection with social security.
5 Not including deferred income taxes and unused annual leave.
The Board of Directors seeks to ensure a solid capital base. Under the investment guidelines, the equity ratio must be above 40%. With regard to its capital structure, Mobimo aims to achieve long-term net gearing (ratio of net debt to shareholders' equity) of a maximum of 150%.
Some of the contracts concluded with lenders contain clauses concerning minimum capitalisation (financial covenants). The key figures used are the equity ratio, net gearing and interest coverage factor. They were complied with without exception during the reporting period.
The key figures as at the reporting date are as follows:
| TCHF | 31.12.2017 | 31.12.2016 |
|---|---|---|
| Equity | 1,399,108 | 1,366,267 |
| Equity and liabilities | 3,195,695 | 3,031,688 |
| Equity ratio | 43.8% | 45.1% |
| Current financial liabilities | 204,421 | 92,597 |
| Non-current financial liabilities | 1,308,407 | 1,256,804 |
| Cash | –87,103 | –173,869 |
| Current financial assets (time deposits) |
–150,000 | 0 |
| Net financial debt | 1,275,725 | 1,175,532 |
| Equity | 1,399,108 | 1,366,267 |
| Net gearing | 91.2% | 86.0% |
Consolidated annual financial statements: Notes to the consolidated annual financial statements Personnel
Personnel expenses can be broken down as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Salaries | –17,440 | –16,442 |
| Profit-sharing (management/employees) |
–2,601 | –4,076 |
| Social security contributions | –1,783 | –1,731 |
| Defined contribution plans | –214 | –213 |
| Defined benefit plans | –56 | –1,532 |
| Compensation for Board of Directors | –1,198 | –1,180 |
| External training and education costs | –274 | –165 |
| Other personnel expenses | –1,786 | –1,963 |
| Total personnel expenses | –25,351 | –27,302 |
| Headcount at 31 December (full-time | ||
| basis) | 141,4 | 135,7 |
| Average headcount (full-time basis) | 137,3 | 126,2 |
In the year under review, the Board of Directors and Executive Board were paid the following compensation, reported in personnel expenses:
| TCHF | 2017 | 2016 |
|---|---|---|
| Members of the Board of Directors/ Executive Board |
–5,515 | –6,337 |
| Broken down as follows | ||
| • salaries | –4,116 | –4,295 |
| • share-based payments | –798 | –1,383 |
| • social security contributions | –601 | –659 |
Further details of Board of Directors and Executive Board remuneration can be found in Note 19.
Liabilities from defined benefit plans are determined annually for each plan by setting the present value of the defined benefit obligation using the projected unit credit method. The discount rate used for the calculation is based on the interest rate of first-class industrial bonds with very similar maturities to the liabilities. The fair value of the plan assets is subsequently deducted. Pension costs, which are recognised in the income statement, comprise current service cost, past service cost, gains and losses on settlement and net interest expense. Gains and losses on plan curtailments are a component of past service cost. Net interest expense corresponds to the discount rate multiplied by the net benefit obligation as at the beginning of the financial year. Any revaluations, comprising actuarial gains and losses resulting from changes in assumptions and experience adjustments as well as investment income less contributions that are included in net interest expense, are recognised in other comprehensive income.
All Mobimo employees work in Switzerland. Pension plans in Switzerland are regulated by the Swiss Federal Act on Occupational Retirement, Survivors' and Disability Pension Plans (BVG). For the purposes of mandatory (legal minimum) and non-mandatory employee benefit insurance, Mobimo is thus affiliated with group administration plans ("Sammelstiftungen") that are organised as independent legal entities in accordance with the BVG. Participants in the plan are insured against the economic consequences of old age, disability and death. The risks of death and disability under non-mandatory employee benefit insurance are fully reinsured. The various benefits are stipulated in regulations; the BVG lays down minimum benefits. Contributions to the pension plan are paid by the employer and employees. In the case of a deficit, various measures (such as adjusting pension benefits by changing the conversion rates or by raising the amount of current contributions) may be approved.
The BVG governs how any deficit reduction measures are to be borne jointly by the employees and the employer. As Mobimo may be consequently obliged to finance deficit reduction measures, employee benefit plans qualify as defined benefit plans under IAS 19.
Benefit obligations developed as follows in the year under review:
| TCHF | 2017 | 2016 |
|---|---|---|
| Present value of benefit obligations at the beginning of the period |
40,218 | 30,537 |
| Employer's current service cost | 1,701 | 1,587 |
| Interest expense | 230 | 270 |
| Employee contributions | 994 | 908 |
| Amounts paid | 692 | 330 |
| Actuarial (gains) losses | ||
| • Effect of changes in demographic assumptions |
0 | –646 |
| • Effect of changes in financial assump tions |
–301 | 845 |
| • Effect of experience adjustments | 1,296 | 2,509 |
| Past service cost | –1,673 | –101 |
| Additions from business combinations | 0 | 3,979 |
| Present value of benefit obligations at the end of the period |
43,157 | 40,218 |
Plan assets developed as follows in the year under review:
| TCHF | 2017 | 2016 |
|---|---|---|
| Plan assets at market values at the beginning of the period |
33,055 | 24,697 |
| Interest income | 203 | 223 |
| Employer contributions | 1,130 | 1,026 |
| Employee contributions | 994 | 908 |
| Amounts paid | 692 | 330 |
| Return on plan assets (excluding interest income) |
1,031 | 3,280 |
| Additions from business combinations | 0 | 2,589 |
| Plan assets at market values at the end of the period |
37,104 | 33,055 |
The amounts recognised in the balance sheet for the defined benefit plans are made up as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Present value of benefit obligations | 43,157 | 40,218 |
| Market value of plan assets | –37,104 | –33,055 |
| Net liability | 6,053 | 7,163 |
The effect of changes in financial assumptions (decrease of CHF 0.3 million) in the 2017 financial year is mainly attributable to the increase in the discount rate from 0.60% to 0.65%. The prior year's increase of CHF 0.8 million was mainly due to the reduction in the discount rate that year from 0.90% to 0.60%.
The expense recognised for these plans in the income statement is made up as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Current service cost | –1,701 | –1,587 |
| Interest expense | –230 | –270 |
| Interest income on plan assets | 203 | 223 |
| Recognition of past service cost | 1,673 | 101 |
| Net benefit expense | –56 | –1,532 |
As in the prior year, the positive amount recognised in past service cost is attributable to the reduction in the conversion rate decided by the foundation board.
The expected employer contributions for the 2018 financial year are CHF 1.2 million.
The following amounts are recognised in Other comprehensive income under Total comprehensive income:
| TCHF | 2017 | 2016 |
|---|---|---|
| Actuarial gains (losses) | ||
| • Effect of changes in demographic assumptions |
0 | 646 |
| • Effect of changes in financial assump tions |
301 | –845 |
| • Effect of experience adjustments | –1,296 | –2,509 |
| Return on plan assets (excluding interest income) |
1,031 | 3,280 |
| Other effects | 0 | –1,390 |
| Total remeasurements included in other comprehensive income |
36 | –817 |
The net obligation recognised in the balance sheet changed as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| At 1 January | 7,163 | 5,840 |
| Company's net benefit expense | 56 | 1,532 |
| Employer contributions | –1,130 | –1,026 |
| Remeasurements included in other comprehensive income |
–36 | 817 |
| At 31 December | 6,053 | 7,163 |
Plan assets can be broken down into the following categories:
| Asset classes | Plan assets 2017 in% |
Market values 2017 in TCHF |
Plan assets 2016 in% |
Market values 2016 in TCHF |
|---|---|---|---|---|
| Cash and cash equivalents |
4% | 1,511 | 3% | 996 |
| Shares (listed) | 29% | 10,937 | 29% | 9,475 |
| Bonds and notes (listed) |
44% | 16,225 | 46% | 15,351 |
| Real estate | 15% | 5,522 | 17% | 5,556 |
| Alternative investments |
8% | 2,909 | 5% | 1,677 |
| Total | 100% | 37,104 | 100% | 33,055 |
As at 31 December 2017, the plan assets did not include treasury shares or real estate in the companies' own use.
The following assumptions were applied to the expense reported in the income statement and pension liability reported in the balance sheet:
| 2017 | 2016 | |
|---|---|---|
| Assumptions for the expenses in the income statement: |
||
| Discount rate | 0.60% | 0.85% |
| Expected future salary increases | 1.25% | 1.25% |
| Expected future pension benefit increases |
0.10% | 0.10% |
| Longevity at age 65 for current members aged 45 |
||
| • Males | 24.3 | 24.3 |
| • Females | 26.4 | 26.3 |
| Longevity at age 65 | ||
| • Males | 22.5 | 22.4 |
| • Females | 24.5 | 24.4 |
| Assumptions for the pension liability in the balance sheet |
||
| Discount rate | 0.65% | 0.60% |
| Expected future salary increases | 1.25% | 1.25% |
| Expected future pension benefit increases |
0.10% | 0.10% |
A change in the assumptions of +/– 25 basis points for the discount rate and salary increases and +/– 10 basis points for pension benefit increases would have the following percentage impact on the present value of the benefit obligations:
| 2017 | 2017 | 2017 | |
|---|---|---|---|
| Impact on present value of benefit obligations due to the above men tioned changes in basis points: |
Discount rate |
Salary increases |
Pension increases |
| Increase | –3.4% | 0.2% | 1.1% |
| Decrease | 3.6% | –0.2% | –1.1% |
| 2016 | 2016 | 2016 | |
|---|---|---|---|
| Impact on present value of benefit obligations due to the above men |
|||
| tioned changes in basis points: |
Discount rate |
Salary increases |
Pension increases |
| Increase | –3.5% | 0.3% | 1.1% |
| Decrease | 3.8% | –0.3% | –1.1% |
The following future benefit payments of the pension plan are expected for benefit obligations:
| TCHF | 2017 | 2016 |
|---|---|---|
| Up to 1 year Up to 5 years |
960 5,787 |
491 2,963 |
| Over 5 years | 36,410 | 36,764 |
| Total | 43,157 | 40,218 |
Based on a DBO cash flow calculation, the duration of benefit obligations as at the reporting date was 18.8 years (prior year: 19.0 years).
Share-based payments are transactions whereby the Mobimo Group receives goods or services in return for equity instruments such as shares or options. The Board of Directors and the Executive Board are currently subject to compensation rules under which compensation is paid partly in the form of shares. Both schemes are classified as share-based payments. The costs of share-based payments are recognised in the income statement in personnel expense, spread over the vesting period. The corresponding counter-posting takes place in equity. The vesting period is the period during which unlimited entitlement to the shares or options granted is earned. The valuation is based on the fair value of the equity instruments as at the grant date. The grant date is the date on which both parties agree to the plan for the share-based payment and reach a joint agreement on the terms and conditions of the plan.
In accordance with the regulations that came into effect in the 2009 financial year, the Board of Directors receives fixed compensation structured on a modular basis. The modules used reflect members' individual activities on the Board of Directors, thus ensuring that compensation is commensurate with the level of responsibility and time involved. Each member of the Board of Directors may receive the compensation in cash or partly or fully in shares in accordance with the allocation resolution. In total, compensation of CHF 1.1 million was paid in cash (prior year: CHF 0.9 million) and CHF 0.1 million in the form of shares (242 shares were issued and 73 shares were granted but will not be issued until 2018) in 2017 (prior year: CHF 0.3 million, 1, 239 shares).
Under the current compensation regulations (valid from 1 January 2015), 65% of variable compensation is based on quantitative criteria and 35% on qualitative criteria that are themselves based on Mobimo's strategy. The Board of Directors has defined the key performance figure for calculating the quantitative target as the return on equity before accumulated revaluation income. However, entitlement to compensation is conditional on the company achieving a minimum return on equity before revaluation income of 4.5%. Once this minimum return on equity has been achieved, the entitlement of the Executive Board members rises on a straightline basis within a range defined by the Board of Directors.
Variable compensation is capped at 100% of the fixed salary. As such, the regulations allow the Board of Directors to reduce variable compensation if a dividend/capital repayment at least equivalent to that of the prior year cannot be distributed to shareholders.
At least 50% of the variable compensation is paid in shares in the company. The shares issued are subject to a vesting period of generally five years.
For the 2017 financial year, a total of 2, 742 shares (prior year: 4, 291) were granted to the Executive Board as a share of profits. The cost of the approved share allocation was recognised as CHF 0.7 million (prior year: CHF 1.1 million), measured at the share price on 31 December 2017 of CHF 261.50 per share (prior year: CHF 254.75). Share-based compensation for the Executive Board was based on the assumption that 50% would be taken in the form of shares (prior year: 50%).
No outstanding options exist.
The taxation of gains on the disposal of properties is subject to a special property gains tax in various cantons. The tax rates applied depend on the length of time the property is held and can vary significantly.
In the calculation of deferred taxes on investment properties, a residual holding period is estimated for each property that reflects Mobimo's strategy. The tax payable on these properties is calculated on the basis of a holding period of up to 20 years. Should the actual holding period for a property deviate from the estimated holding period, the amount of tax applicable at the time the property is sold may vary considerably from the deferred tax estimated.
Applying the property gains tax rates that would be payable in the event of a theoretical sale of all properties on 1 January 2018, the deferred tax liabilities would be CHF 9.8 million higher than the reported deferred tax liabilities.
Various property gains tax amounts due on property sales in the current and previous periods are not yet definitive as at the reporting date. If the definitive amounts involved are not the same as the initial calculations, this may have a material effect on the tax expense for future periods.
Income taxes include current and deferred income taxes. They are recognised in the income statement, with the exception of income tax on transactions recognised in other income or directly in equity. In these cases, income tax is similarly charged to other comprehensive income or directly to equity.
Current income taxes include the expected taxes payable on the relevant taxable result, calculated using the tax rates enacted or substantially enacted at the reporting date, capital gains taxes on property sales effected and any adjustments to tax liabilities or assets from previous years.
Deferred taxes are recognised for temporary differences between the respective tax bases in the tax balance sheet and the consolidated balance sheet, in accordance with the balance sheet liability method. Measurement of deferred taxes takes account of the point in time when the asset/liability is expected to be realised/settled and the manner in which carrying amounts are expected to be recovered or settled. The tax rates used are those that are enacted or substantially enacted at the reporting date.
Deferred tax assets can only be recognised to the extent that it is probable that future profits will be available against which the temporary differences can be offset.
Consolidated annual financial statements: Notes to the consolidated annual financial statements Income tax
Tax expense can be broken down as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Total current tax expense | –21,318 | –24,466 |
| Deferred tax | ||
| Change in deferred tax | –2,898 | –10,638 |
| Changes in tax rate on deferred tax | ||
| items recognised | –219 | 19,974 |
| Total deferred tax income/expense | –3,117 | 9,336 |
| Total income tax expense | –24,436 | –15,130 |
On 20 March 2016, the electorate in the Canton of Vaud voted in a referendum in favour of the canton's new tax law, whose provisions include a substantial reduction in the canton's corporate tax rate. Consequently, the new lower tax rates are to already be applied for the calculation of deferred taxes for temporary differences realised only after 1 January 2019. This gave rise in the previous year to a non-recurring positive effect of CHF 21.5 million in deferred tax liabilities, in particular on the differences in value of investment properties.
Current tax expense contains an expense reduction of CHF 0.0 million (prior-year expense reduction: CHF 0.3 million) in tax on profits from prior periods.
Property gains tax is also contained in current tax expense and is incurred in those cantons that tax property gains on the disposal of properties and is thus cyclical in nature.
Current tax expense and other comprehensive income (equity) include current tax gains of CHF 1.0 million (prior-year tax expenses: CHF 0.9 million) from recognising the gains (prior year: losses) on financial instruments classified as cash flow hedges (interest rate swaps).
Tax expense can be analysed as follows:
| Unit | 2017 | 2016 | |
|---|---|---|---|
| Group profit before tax | TCHF | 115,927 | 174,548 |
| Applicable tax rate | % | 25 | 25 |
| Tax expense at applicable tax rate | TCHF | –28,982 | –43,637 |
| Non-deductible expenses | TCHF | –651 | –44 |
| Creation/reversal for prior-year current tax |
TCHF | –1 | 841 |
| Utilisation of previously unrecog nised tax losses |
TCHF | –707 | –1,131 |
| Expense/income which is taxed at a lower/higher tax rate |
TCHF | 5,818 | 8,443 |
| Impact of changes in tax rate on deferred tax items recognised |
TCHF | –219 | 19,974 |
| Other effects | TCHF | 306 | 424 |
| Total taxes | TCHF | –24,436 | –15,130 |
The applicable tax rate in the year under review is a mixed rate. It takes account of the fact that gains subject to cantonal and municipal taxes are currently taxed at an average rate of 22% (including direct federal tax), while property gains subject to property gains tax are taxed at rates of up to 35%.
The effects that arise from the difference between the applicable tax rate and the tax rate that is actually valid for offsetting tax loss carry forwards during the offsetting of tax loss carry forwards for which there was a deferred tax asset at the end of the prior year are recognised in the balance sheet item Utilisation of previously unrecognised tax losses.
Deferred tax liabilities and assets are allocated to the following balance sheet items:
| TCHF | 2017 Assets |
2017 Liabili ties |
2016 Assets |
2016 Liabili ties |
|---|---|---|---|---|
| Investment properties |
159,398 | 156,089 | ||
| Employee benefit obligation |
1,144 | 1,354 | ||
| Other items | 1,462 | 5,450 | 2,162 | 7,645 |
| Deferred taxes on temporary differences |
2,606 | 164,848 | 3,516 | 163,734 |
| Tax benefit of offsettable loss carryforwards |
3,175 | 4,266 | ||
| Total deferred taxes |
5,781 | 164,848 | 7,782 | 163,734 |
| Offset of deferred tax assets and liabilities |
–3,971 | –3,971 | –5,295 | –5,295 |
| Deferred tax assets/liabilities |
1,811 | 160,878 | 2,488 | 158,440 |
Deferred tax assets for loss carry-forwards are recognised to the extent that it is probable that future taxable profits will be available against which the loss carry-forwards can be utilised.
According to the current practice of the Zurich Cantonal Tax Office, cantonal losses for the purposes of income tax cannot be completely offset against gains in the same year. However, these losses are carried forward and may be offset against future gains. The tax benefit that Mobimo recognised in the income statement on these prior-period losses in the year under review decreased by CHF 0.7 million to CHF 3.0 million (prior year: reduction of the tax benefit recognised in the income statement by CHF 0.7 million to CHF 3.7 million).
Other assets of CHF 0.2 million in the year under review (prior year: CHF 0.6 million) relate to offsettable loss carry forwards for direct federal, cantonal and municipal taxes of CHF 0.8 million (prior year: CHF 2.5 million). There were otherwise no unrecognised loss carry forwards, as in the prior year.
No deferred taxes were recognised for undistributed earnings of subsidiaries, since no taxes are expected if a distribution were to take place.
Of the net increase in deferred tax liabilities of CHF 3.1 million (up from CHF 156.0 million to CHF 159.1 million) CHF –3.1 million was recognised in the income statement and CHF 0.0 million in financial instruments and directly in other comprehensive income under the employee benefit obligation (prior year: net decrease of CHF 4.7 million from CHF 160.7 million to CHF 156.0 million, of which CHF 4.8 million was from the acquisition of BSS&M Real Estate AG, CHF –9.3 million was recognised in the income statement and CHF –0.1 million was recognised in small part in financial instruments and in large part directly in other comprehensive income under the employee benefit obligation).
Operating expense includes expenditure on IT, communication, marketing, general office expenses and non-reclaimable input tax. Also included in operating expense are capital taxes of CHF 0.6 million (prior year: CHF 0.6 million) and planning costs of CHF 2.0 million (prior year: CHF 1.4 million). Planning costs relate to expenditure on the development and compilation of feasibility studies for projects subject to external influences that Mobimo cannot influence and for which there is uncertainty as to whether they can be at all realised. For this reason, these costs have been charged to operating expense until there is certainty about the realisation of the projects in question. Once this is the case, these costs will be capitalised.
Administrative expenses can be broken down as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Consulting expense | –2,115 | –2,140 |
| Consulting expense in respect of related | ||
| parties | –57 | –78 |
| Other administrative expenses | –791 | –773 |
| Total administrative expenses | –2,962 | –2,990 |
For further details of expense in respect of related parties, see Note 31. Other administrative expenses in the year under review include CHF 0.5 million in external administration costs of BSS&M Real Estate AG, which was acquired last year (prior year: CHF 0.3 million).
Trade receivables can be broken down as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Outstanding purchase prices real estate due from third parties |
846 | 2,417 |
| Outstanding rents and ancillary costs due from third parties |
8,272 | 5,603 |
| Outstanding rents and ancillary costs due from associates and joint ventures |
50 | 229 |
| Less doubtful debt allowance for out standing rent and ancillary costs |
–601 | –851 |
| Receivables current projects | 65,182 | 6,081 |
| Total trade receivables | 73,749 | 13,479 |
Further information on the Receivables from current projects item can be found in Note 9.
The age structure of receivables (excluding receivables from current projects) that are not impaired is as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Not past due | 8,025 | 7,319 |
| Up to 30 days | 398 | 30 |
| Up to 90 days | 77 | 29 |
| Over 90 days | 67 | 21 |
| Total | 8,568 | 7,398 |
Doubtful debt allowances for outstanding rent and ancillary costs developed as follows in the year under review:
| TCHF | 2017 | 2016 |
|---|---|---|
| Specific valuation allowance | ||
| At 1 January | 851 | 1,159 |
| Change in valuation allowance | –249 | –309 |
| At 31 December | 601 | 851 |
There were no general valuation allowances as at the reporting date. Based on past experience, Mobimo does not expect any additional defaults.
Other receivables total CHF 24.5 million (prior year: CHF 25.6 million) and include CHF 22.6 million (prior year: 22.7 million) of cash pledged to banks as collateral.
Property, plant and equipment, including owner-occupied properties, is measured at cost less accumulated depreciation and any accumulated impairment losses.
Property, plant and equipment is depreciated using the straightline method over its estimated useful life.
Useful life is as follows:
| Buildings | 50 years |
|---|---|
| Interior fixtures and fittings | 15 years |
| Building services | 15 years |
| Office furnishings | 8 years |
| Office equipment | 5 years |
| Telephone installations | 5 years |
| Vehicles | 5 years |
| Hardware | 3 – 4 years |
The carrying amount of property, plant and equipment is assessed at least once a year. If there are indications that an asset may be impaired, an impairment test is carried out.
| Owner occupied |
Other P, P&E |
Other P, P&E under |
2017 | |
|---|---|---|---|---|
| TCHF | properties | in use | construction | Total |
| Cumulative acquisition values |
||||
| Balance at 1 January | 20,954 | 6,029 | 1,269 | 28,253 |
| Additions | 300 | 915 | 2,260 | 3,475 |
| Disposals | 0 | –1,024 | 0 | –1,024 |
| Balance at 31 December |
21,254 | 5,920 | 3,530 | 30,704 |
| Cumulative depreciation |
||||
| Balance at 1 January | –6,972 | –3,728 | 0 | –10,700 |
| Depreciation | –829 | –856 | 0 | –1,685 |
| Disposals | 0 | 1,024 | 0 | 1,024 |
| Balance at | ||||
| 31 December | –7,800 | –3,561 | 0 | –11,361 |
| Net carrying amount at 31 December |
13,454 | 2,359 | 3,530 | 19,343 |
| Total other P, P & E at 31 December |
5,889 |
Owner-occupied properties include the property at Küsnacht, Seestrasse 59, and part of the property at Lausanne, Rue de Genève 7, which are used by Mobimo Management AG as its administrative premises. Also included is a room for cultural activities at the property in Lausanne, Rue des Côtes-de-Montbenon 16.
The usage of the property in Aarau, Buchserstrasse 27, as a project office and showroom for the "AQA" construction projects in Aarau was discontinued in the prior year and the property was reclassified as a trading property.
Other property, plant and equipment comprises computer hardware, movables and vehicles. Property, plant and equipment does not include any items under financial leasing arrangements.
Other property, plant and equipment currently under construction in the year under review comprises a power plant in Kriens. Once completed, the plant will provide residents and third parties in the Kriens district, Mattenhof with heating and cooling.
Consolidated annual financial statements: Notes to the consolidated annual financial statements Other notes
| Owner occupied |
Other P, P&E |
Other P, P&E under |
2016 | |
|---|---|---|---|---|
| TCHF | properties | in use | construction | Total |
| Cumulative acquisi | ||||
| tion values | ||||
| Balance at 1 January | 21,649 | 5,113 | 964 | 27,726 |
| Additions | 239 | 973 | 306 | 1,517 |
| Disposals | 0 | –101 | 0 | –101 |
| Transfers to trading | ||||
| properties | –934 | 0 | 0 | –934 |
| Additions from business | ||||
| combinations | 0 | 44 | 0 | 44 |
| Balance at | ||||
| 31 December | 20,954 | 6,029 | 1,269 | 28,253 |
| Cumulative depreci ation |
||||
| Balance at 1 January | –6,380 | –2,960 | 0 | –9,340 |
| Depreciation | –874 | –839 | 0 | –1,714 |
| Disposals | 0 | 71 | 0 | 71 |
| Transfers to trading | ||||
| properties | 283 | 0 | 0 | 283 |
| Balance at | ||||
| 31 December | –6,972 | –3,728 | 0 | –10,700 |
| Net carrying amount | ||||
| at 31 December | 13,982 | 2,301 | 1,269 | 17,553 |
| Total other P, P & E at 31 | ||||
| December | 3,570 |
Mobimo classifies the purchase rights/construction projects and software categories as intangible assets. Mobimo acquires purchase rights when it makes payments for the right to purchase a plot of land. Development services carried out for third parties and own work carried out on projects using non-current assets where a contractual basis for the acquisition of land exists but the title to the land has not yet been transferred are reported under construction projects. The software category comprises software that has been purchased for operational purposes. Intangible assets are measured at cost. Software is amortised individually over an estimated useful life of generally three to five years.
The carrying amount of intangible assets is assessed at least once a year. If there are indications that an asset may be impaired, an impairment test is carried out.
Recoverable amounts are calculated annually for other intangible assets with an indefinite useful life and intangible assets not yet available for use, even if there are no indications of impairment.
| TCHF | Purchase options/ construction projects |
Software | 2017 Total |
|---|---|---|---|
| Cumulative acquisition values |
|||
| Balance at 1 January | 4,325 | 6,539 | 10,864 |
| Additions | 1,024 | 1,778 | 2,802 |
| Disposals | 0 | –457 | –457 |
| Balance at 31 December | 5,349 | 7,860 | 13,209 |
| Cumulative amortisation and impairment losses |
|||
| At 1 January | –2,165 | –2,425 | –4,590 |
| Amortisation | 0 | –1,006 | –1,006 |
| Disposals | 0 | 456 | 456 |
| Balance at 31 December | –2,165 | –2,974 | –5,139 |
| Net carrying amount at 31 December |
3,184 | 4,885 | 8,069 |
Purchase options/construction projects consist of a notarised purchase option for a plot in Merlischachen in the Canton of Schwyz, and capitalised development costs for a construction project in Zurich Oerlikon in which Mobimo is not yet the owner of the property in question but has concluded a purchase contract.
In the previous year, an impairment was recognised on the purchase option in Merlischachen, as the recoverable amount was less than the amount recognised in the balance sheet at the time.
| Purchase options/ |
|||
|---|---|---|---|
| construction | 2016 | ||
| TCHF | projects | Software | Total |
| Cumulative acquisition values |
|||
| Balance at 1 January | 4,079 | 4,395 | 8,475 |
| Additions | 246 | 2,051 | 2,297 |
| Transfers to investment properties under construc |
|||
| tion | 0 | 92 | 92 |
| Balance at 31 December | 4,325 | 6,539 | 10,864 |
| Cumulative amortisation and impairment losses |
|||
| Balance at 1 January | 0 | –1,582 | –1,582 |
| Amortisation | 0 | –843 | –843 |
| Impairment losses | –2,165 | 0 | –2,165 |
| Balance at 31 December | –2,165 | –2,425 | –4,590 |
| Net carrying amount at 31 December |
2,160 | 4,114 | 6,274 |
Ownership interests of between 20% and 50% in companies over which Mobimo exerts a significant influence but does not control, as well as shares in joint ventures, are accounted for using the equity method and recognised separately in the balance sheet. The market value of the pro rata net assets is determined at the time of acquisition and recognised in the balance sheet together with any goodwill under Investments in associates. In subsequent reporting periods, this figure will be adjusted to reflect Mobimo's share of the additional capital and the profits generated, as well as any dividends.
| TCHF | 2017 | 2016 |
|---|---|---|
| Parking du Centre SA, Lausanne | ||
| (50% stake) | 19,076 | 18,961 |
| Flonplex SA, Lausanne (40% stake) |
8,891 | 8,607 |
| Zentrum Oberhof AG, Inwil (26.4% stake, 40% voting rights) |
n/a | 40 |
| Total | 27,968 | 27,609 |
Consolidated annual financial statements: Notes to the consolidated annual financial statements Other notes
On 5 April 2016, Mobimo Holding AG acquired the remaining 50% of capital and voting rights in FM Service &Dienstleistungs AG (FM), which is why the company has been fully consolidated from this date (see Note 34). The profit generated by FM between January and the start of April 2016 amounted to CHF –0.04 million.
Mobimo has a 50% investment in Parking du Centre SA, a car park operator in Lausanne held as a joint venture with Indigo Infra S.A. (formerly Vinci Park SA), a company active in the areas of urban mobility and parking solutions in Lausanne. The company is a public limited company under Swiss law, and Mobimo therefore has a claim on a share of the company's net assets. Mobimo accounts for its investment in Parking du Centre SA using the equity method.
The following is a summary of the key financial data of the joint venture that has been adjusted to the principles of the consolidated annual financial statements of Mobimo.
| Unit | 2017 | 2016 | |
|---|---|---|---|
| Current assets | TCHF | 4,523 | 3,292 |
| Non-current assets | TCHF | 51,625 | 52,600 |
| Current liabilities | TCHF | 9,302 | 3,822 |
| Non-current liabilities | TCHF | 8,693 | 14,147 |
| The assets and liabilities above include the following details: |
|||
| Cash and cash equivalents | TCHF | 4,190 | 3,118 |
| Financial liabilities | TCHF | 5,300 | 10,680 |
| Revenue | TCHF | 7,451 | 7,360 |
| Depreciation and amortisation | TCHF | –975 | –975 |
| Financial expense | TCHF | –336 | –344 |
| Tax expense | TCHF | –598 | 1,298 |
| Profit | TCHF | 2,210 | 3,866 |
| Net assets | TCHF | 38,153 | 37,923 |
| Proportion of the ownership interest |
% | 50 | 50 |
| Carrying amount of the interest |
TCHF | 19,076 | 18,961 |
| Dividends received from joint venure |
TCHF | 990 | 600 |
A tax rate cut for deferred taxes had a positive effect on the result in the previous year. If it were not for this effect, this year's result would have been on a par with the prior-year result.
Flonplex SA is a cinema operator in Lausanne whose majority shareholder is fellow cinema operator Pathé Schweiz AG; Mobimo holds an investment of 40%. The company is a public limited company under Swiss law, and Mobimo therefore has a claim on a share of the company's net assets. Mobimo accounts for its investment in Flonplex SA using the equity method. The following is a summary of the key financial data of Flonplex SA, adjusted to the principles of the consolidated annual financial statements of Mobimo.
| Unit | 2017 | 2016 | |
|---|---|---|---|
| Current assets | TCHF | 2,427 | 2,556 |
| Non-current assets | TCHF | 24,654 | 23,956 |
| Current liabilities | TCHF | 3,254 | 3,468 |
| Non-current liabilities | TCHF | 1,599 | 1,527 |
| Revenue | TCHF | 10,912 | 11,721 |
| Profit | TCHF | 2,110 | 3,294 |
| Net assets | TCHF | 22,228 | 21,518 |
| Proportion of the ownership | |||
| interest | % | 40 | 40 |
| Carrying amount of the | |||
| interest | TCHF | 8,891 | 8,607 |
| Dividends received from the associate |
TCHF | 560 | 560 |
A tax rate cut for deferred taxes had a positive effect on the result in the previous year. If it were not for this effect, this year's result would have been on a par with the prior-year result.
Zentrum Oberhof AG is a project company in Inwil in which BSS&M Real Estate AG held an investment of 40% as at 31 December 2016. Mobimo, for its part, holds 66% of the voting and capital rights of BSS&M Real Estate AG. This means that Mobimo had 40% of the voting rights and 26.4% of the capital rights as at 31 December 2016.
The investment in Zentrum Oberhof AG was sold for CHF 0.3 million on 24 October 2017, which resulted in a profit of CHF 0.2 million.
Financial assets comprise long-term loans to third parties and non-consolidated equity investments. Non-consolidated equity investments are those investments that give Mobimo less than 20% of the voting rights. Loans are recognised at amortised cost less any valuation allowance. Non-consolidated equity investments are classified as "available for sale" and measured at fair value; with the exception of impairments, changes in fair value are recognised in equity, not through the income statement. If a fair value cannot be reliably defined, the non-consolidated equity investment is measured at cost.
Financial assets can be broken down as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Fixed-time deposits Current financial assets |
150,000 150,000 |
0 0 |
| Loans to associates | 0 | 117 |
| Non-consolidated equity investments (available for sale) |
1,849 | 1,849 |
| Non-current financial assets | 1,849 | 1,966 |
| Total | 151,849 | 1,966 |
Non-consolidated equity investments primarily comprise the investment in Parking Saint-François SA.
Short-term financial assets include CHF 80 million in time deposits with an original maturity of more than three months and a residual maturity of less than twelve months and CHF 70 million with a residual maturity of more than twelve months. The entire CHF 150 million has a residual maturity of less than twelve months as at the reporting date.
Financial assets changed as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Cumulative acquisition values | ||
| Balance at 1 January | 1,966 | 1,849 |
| Additions | 150,000 | 117 |
| Additions from business combinations | 0 | 836 |
| Disposals | –117 | –836 |
| Balance at 31 December | 151,849 | 1,966 |
| Net carrying amount at 31 December | 151,849 | 1,966 |
Other payables totalling CHF 5.1 million (prior year: CHF 10.1 million) in the year under review as well as the prior year are for the most part deferred purchase price payments for the already completed acquisition of companies. The residual amount comprises payables in connection with social security contributions, payables in connection with value added tax and other payables.
| TCHF | 2017 | 2016 |
|---|---|---|
| Accruals for construction work | 11,783 | 9,224 |
| Accruals from property accounts | 7,922 | 6,699 |
| Accruals for interest | 4,992 | 3,651 |
| Accruals for services for related parties | 717 | 1,092 |
| Other items | 11,620 | 11,805 |
| Total accrued expenses and deferred income |
37,034 | 32,471 |
Related parties include shareholders who could exert a significant influence over Mobimo, the Board of Directors and management, associates controlled by members of the Board of Directors of the Mobimo Group, and the Mobimo pension plan.
Note 17 gives details of the compensation paid to the members of the Board of Directors and Executive Board for their activities.
Among the companies controlled by members of the Board of Directors are the consultancy firm weber schaub & partner ag, which is co-owned by Peter Schaub. The income statement includes expenses of TCHF 57 (prior year: TCHF 78) for tax consulting by weber schaub & partner ag. The expenses invoiced relate to tax consulting services provided by employees of the firm. Consulting services provided directly by Peter Schaub are covered by his director's compensation.
The Mobimo income statement contains the following positions with joint venture Parking du Centre S.A. The prior-year figures included items with FM Service &Dienstleistungs AG up until its full acquisition (see Note 27):
Income from rental of properties of TCHF 505 (prior year: TCHF 516), no other income (prior year: TCHF 90) for services rendered, no direct expenses for rented properties (prior year: TCHF –29) and operating expense (rental expense) of TCHF –28 (prior year: TCHF –21). No refurbishment costs in property acquisition costs were recognised (prior year: TCHF 40).
In the year under review, no services (prior year: TCHF 81) that come under property ancillary costs were performed through joint ventures. These were passed on to tenants via ancillary cost charging.
The Mobimo income statement contains the following items with associates (see Note 27):
Income from rental of properties of TCHF 210 (prior year: TCHF 210) and other income of TCHF 22 (prior year: TCHF 22) for services rendered.
Transactions between Mobimo and the pension plans are listed in Note 18.
Mobimo does not have any leasing agreements classed as finance leases. Payments for operating leases are recognised in the income statement over the term of the lease.
Obligations from non-cancellable rental and leasing agreements are as follows:
| TCHF | 2017 | 2016 |
|---|---|---|
| Rental and leasing obligations | ||
| up to 1 year Rental and leasing obligations |
393 | 154 |
| 1 to 5 years | 588 | 1,060 |
| Rental and leasing obligations over 5 years |
8,083 | 8,214 |
| Total future rental and leasing obligations |
9,064 | 9,428 |
The obligations relate primarily to building right interest for the properties St. Erhard, Langmatt, and Basel, Lyonstrasse 40. The remaining obligations relate to third-party leases for premises and car park facilities. The rental and leasing expenses charged to the income statement were CHF 0.5 million (prior year: CHF 0.3 million).
Financial report Consolidated annual financial statements: Notes to the consolidated annual financial statements Other financial information
Earnings per share are calculated from the Group result attributable to the shareholders of Mobimo Holding AG, divided by the weighted average number of shares outstanding during the reporting period. Diluted earnings per share additionally take account of any shares arising from the exercise of option or conversion rights.
| 2017 | 2016 | |
|---|---|---|
| Calculation of earnings per share Number of outstanding shares at 1 January |
6,216,126 | 6,216,923 |
| + Effect of change in holdings of treasury shares | 1,257 | –1,184 |
| = Average number of outstanding shares | 6,217,383 | 6,215,739 |
| = Effective number of shares as basis for calculation of diluted earnings per share | 6,217,383 | 6,215,739 |
| Profit in TCHF (attributable to the shareholders of Mobimo Holding AG) | 91,650 | 158,656 |
| ./. Net income from revaluation in TCHF (attributable to the shareholders of Mobimo Holding AG) | –26,389 | –78,989 |
| + Attributable deferred tax in TCHF | 6,597 | 19,747 |
| = Profit not including revaluation (and attributable deferred tax) in TCHF | 71,858 | 99,415 |
| Profit in TCHF (attributable to the shareholders of Mobimo Holding AG) | 91,650 | 158,656 |
| Profit not including revaluation in TCHF | 71,858 | 99,415 |
| Earnings per share in CHF | 14.74 | 25.52 |
| Diluted earnings per share in CHF | 14.74 | 25.52 |
| Earnings per share not including revaluation (and attributable deferred tax) in CHF | 11.56 | 15.99 |
| Diluted earnings per share not including revaluation (and attributable deferred tax) in CHF | 11.56 | 15.99 |
| Calculation of net asset value (NAV) per share | ||
| Number of outstanding shares at 31 December | 6,217,669 | 6,216,126 |
| = Number of shares as basis for calculation of diluted NAV | 6,217,669 | 6,216,126 |
| Equity at 31 December in TCHF (attributable to the shareholders of Mobimo Holding AG) | 1,383,935 | 1,350,936 |
| NAV per share in CHF | 222.58 | 217.33 |
| NAV per share, diluted, in CHF | 222.58 | 217.33 |
The consolidated annual financial statements encompass all companies over which Mobimo Holding AG has either direct or indirect control. Control is deemed to exist where Mobimo is exposed to fluctuating income as a result of its holdings in a company and has rights over such income. Mobimo must also have the ability to influence this income through its power of disposal over the company. Group companies acquired or divested during the course of a year are consolidated from the date on which control is acquired or deconsolidated from the date on which control ceases. For fully consolidated companies, assets, liabilities, expenses and income are taken over on a 100% basis using the full consolidation method. All intragroup transactions and relationships and profit on intragroup transactions and balances are eliminated.
Ownership interests of between 20% and 50% in companies over which Mobimo exerts a significant influence, as well as shares in joint ventures, are accounted for using the equity method (see Note 27). Other interests are managed as financial investments (see Note 28).
Capital is consolidated at the time of acquisition using the purchase method. Companies holding real estate frequently do not, however, meet the definition of a business under IFRS 3. Upon such an acquisition, Mobimo allocates the costs of acquisition to the individually identifiable assets and liabilities at the time of acquisition on the basis of fair value. The acquisition of such a company does not result in goodwill. Non-controlling interests are shown separately from the Group's equity. Changes in the amount of proportionate interest that do not lead to loss of control are treated as transactions with equity owners. Any difference between the purchase price paid or the consideration received and the amount by which the non-controlling interests are being adjusted is recognised directly in equity.
The following companies fall under the scope of consolidation:
| Company | Domicile | Share capital in TCHF |
Ownership interest in % |
Consolidation method |
|---|---|---|---|---|
| Mobimo Holding AG | Lucerne | 180,327 | F | |
| BSS&M Real Estate AG | Küsnacht | 500 | 66.00 | F |
| CC Management SA | Geneva | 4,700 | 100.00 | F |
| FM Service & Dienstleistungs AG | Küsnacht | 100 | 100.00 | F |
| Immobilien Invest Holding AG | Glarus | 150 | 75.33 | F |
| LO Holding Lausanne-Ouchy SA | Lausanne | 12,000 | 100.00 | F |
| LO Immeubles SA | Lausanne | 2,000 | 100.00 | F |
| Mobimo AG | Küsnacht | 72,000 | 100.00 | F |
| Mobimo Management AG | Küsnacht | 100 | 100.00 | F |
| Mobimo Zürich Nord AG | Küsnacht | 100 | 100.00 | F |
| O4Real AG | Lausanne | 1,000 | 100.00 | F |
| Petit Mont-Riond SA | Lausanne | 50 | 75.33 | F |
| Promisa SA | Lausanne | 100 | 100.00 | F |
| Flonplex SA | Lausanne | 2,000 | 40.00 | E |
| Parking du Centre SA | Lausanne | 6,000 | 50.00 | E |
| Parking Saint-François SA | Lausanne | 1,150 | 26.521 | not cons. |
1 The share of voting rights is 5%.
F = fully consolidated.
E = equity valuation. For more information, see Note 27.
not cons. = not consolidated. For more information, see Note 28.
No new companies were acquired in the year under review. The associate Zentrum Oberhof AG was sold in 2017. See Note 27 for further information.
In July 2016, 66% of the shares in BSS&M Real Estate AG (BSS&M), a company operating in the fields of development, planning and realisation of real estate projects for third parties, were acquired. As BSS&M met the requirements of a business under IFRS 3, the acquisition is listed as a business combination. The company has no employees, but has a core team linked by mandate agreements. The purchase price was allocated fully to net assets. In so doing, net assets of CHF 26.3 million were identified, including non-controlling interests of CHF 8.9 million (34%). The purchase price therefore stood at CHF 17.3 million. After deducting the conditional purchase price of CHF 4.5 million and the acquired cash of CHF 1.6 million, the cash outflow from this transaction totalled CHF 11.2 million.
In the prior year, BSS&M contributed CHF 27.3 million to Group revenue or CHF –2.2 million to the Group result. If the acquisition had taken place on 1 January 2016, consolidated revenue would have totalled CHF 301.5 million in the prior year and the Group result CHF 156.6 million. Transaction costs in connection with the acquisition totalling CHF –0.2 million were recognised in the prior year under administrative expenses.
In the prior year, Mobimo Holding AG acquired the remaining 50% of the capital and voting rights in FM Service &Dienstleistungs AG. This acquisition was carried out at the value of the pro rata share of equity on the date of the takeover (CHF 0.28 million), i.e. at CHF 0.14 million. Cash totalling CHF 0.5 million was acquired, which resulted in net cash flow of CHF 0.4 million. The company has since been fully consolidated.
In the period from April to December 2016, FM contributed CHF 2.6 million to Group revenue or CHF 0.1 million to the Group result. If the acquisition had taken place on 1 January 2016, consolidated revenue would have totalled CHF 270.2 million in the prior year, and the Group result CHF 159.4 million. The acquisition gave rise to no transaction costs.
On 9 March 2017, Mobimo Zürich Nord AG was founded as a project company with share capital of CHF 0.1 million.
In the previous year, the remaining shares in Dual Real Estate Investment SA, the parent company of the Dual Group, were acquired through purchases and through a squeeze-out merger into LO Holding Lausanne-Ouchy SA, Lausanne. The Dual Group comprised Dual Real Estate Investment SA and its subsidiary CC Management SA. Since then, Mobimo has held 100% of the shares in CC Management SA, Geneva.
In the prior year, to simplify the Group structure, the company ProviHold SA, Lausanne, was merged into LO Immeubles SA, Lausanne.
As at the reporting date, the following shareholders held 3% or more of the shares and options in Mobimo Holding AG:
| % | 2017 | 2016 |
|---|---|---|
| BlackRock, Inc. | 4.41 | 4.97 |
| Pensionskasse des Kantons Zug | 3.38 | 3.38 |
| Norges Bank (the central bank of | ||
| Norway) | 3.14 | n/a |
| Credit Suisse Funds AG | 3.10 | n/a |
The Board of Directors approved the consolidated annual financial statements for publication on 2 February 2018. These statements are also subject to approval by the General Meeting of Mobimo Holding AG on 27 March 2018.
On 22 January 2018, Mobimo announced that it intended to acquire a majority interest in real estate company Fadmatt AG, and that a proposal to this effect had been submitted to the company's Board of Directors. Should this transaction take place, it would total approximately CHF 140 million. At least 50% of the purchase price would be paid in Mobimo shares.
On 1 February 2018, Mobimo acquired a property in Horgen as a development property in the trading properties area.
No other events took place between 31December 2017 and the approval date of these consolidated financial statements that would require adjustments to the carrying amounts of assets and liabilities of the Group as at 31December 2017 or that would require disclosure in this section.
| Location, address |
Description1 | Built | Realisation period |
Acquired | 31.12.2017 Carrying amount in TCHF |
|---|---|---|---|---|---|
| Brugg, Hauptstrasse | open | open | Jul 2016 | 2,919 | |
| Châtel-St. Denis, Chemin de la Chaux | open | open | Jul 2016 | 6,682 | |
| Güttingen, Hauptstrasse | open | open | Dec 2017 | 331 | |
| Lachen, Zürcherstrasse 19 | open | open | Jul 2016 | 2,971 | |
| Langenthal, Kühlhausstrasse 8 | open | open | Sep 2015 | 640 | |
| Merlischachen, Chappelmatt-Strasse (Burgmatt) | 78 con | open | 2014/2015 | 16,380 | |
| Regensdorf, Watterstrasse | open | open | Jul 2016 | 4,423 | |
| Schaffhausen, Fischerhäuserstrasse 61 | open | open | Jul 2016 | 2,179 | |
| Uster, Berchtoldstrasse | open | open | Jul 2016 | 8,251 | |
| Weggis, Hertensteinstrasse 105 | open | open | May 2010 | 10,654 | |
| Zurich, Allmendstrasse 92 − 96 (Manegg) | open | open | Mar 2015 | 7,435 | |
| 11 Land entities and development projects |
62,864 | ||||
| Aarau, Site 4 (Torfeld Süd) | 92 con | 2014/2017 | Jun 2001 | 20,922 | |
| Aarau, Buchserstrasse 27 | com | 1885 | 2017/2018 | Oct 2006 | 1,366 |
| Allaman, Chemin des Grangettes 22 | open | 1991 | open | Sep 2015 | 24,766 |
| Cham, Brunnmatt 4 − 6 | com | 2010/2012 | Jul 2016 | 41,029 | |
| Meggen, Gottliebenrain 5/7 | open | open | Jul 2017 | 15,750 | |
| Regensdorf, Im Pfand 2 (Sonnenhof) | 45 con | 2013/2015 | Jun 2007 | 233 | |
| Salenstein, Hauptstrasse | 22 con | 2012/2015 | Jul 2016 | 8,883 | |
| St. Erhard, Längmatt | com | 1979 | open | Oct 2012 | 4,814 |
| St. Moritz, Via Maistra 292 | open | 1930 | open | Jul 2010 | 8,000 |
| Zurich, Turbinenstrasse (Mobimo Tower) | 53 con | 2008/2011 | May 2008 | 13,219 | |
| 10 Completed real estate and development properties |
138,981 | ||||
| 21 Trading properties | 201,845 |
1 Com: commercial property; con: condominiums.
2 Development properties.
| Jul 2016 2,919 in planning open open 4,228 Jul 2016 6,682 in planning open open 21,231 Dec 2017 331 in planning open open 6,549 Jul 2016 2,971 in planning open open 969 Sep 2015 640 in planning open open 13,080 2014/2015 16,380 in planning open open 15,522 Jul 2016 4,423 in planning open open 12,897 Jul 2016 2,179 in planning open open 916 Jul 2016 8,251 in planning open open 4,069 May 2010 10,654 in planning open 0/1 3,043 Mar 2015 7,435 in planning open open 11,247 62,864 93,751 Jun 2001 20,922 for sale 84,405 71/92 11,105 Oct 2006 1,366 for sale open 1/1 744 Sep 2015 24,766 in planning open open 23,213 Jul 2016 41,029 for sale open 0/1 8,346 Jul 2017 15,750 in planning open open 5,207 Jun 2007 233 for sale 34,254 45/45 6,106 Jul 2016 8,883 for sale 22,344 13/22 6,970 Oct 2012 4,814 for sale open 0/1 5,801 Jul 2010 8,000 in planning open open 557 May 2008 13,219 for sale 168,858 50/53 1,936 138,981 309,861 69,985 |
Register of polluted sites |
Site area in m2 | Sales status agreement) 31.12.2017 purchase (certified |
Sales volumes in TCHF |
Project status 31.12.2017 |
|---|---|---|---|---|---|
| no | |||||
| yes (insignificant) | |||||
| no | |||||
| no | |||||
| yes (insignificant) | |||||
| no | |||||
| no | |||||
| no | |||||
| no | |||||
| no | |||||
| yes (insignificant) | |||||
| no | |||||
| no | |||||
| no | |||||
| no | |||||
| no | |||||
| no | |||||
| no | |||||
| no no |
|||||
| 201,845 | 163,736 | 309,861 |
| description1 Property |
Built | renovated Year |
Acquired | Fair value in TCHF |
Gross yield in %2 |
Target rental revenues in TCHF3 |
Vacancy rate in %4 |
|---|---|---|---|---|---|---|---|
| com | 2012 | Jun 2001 | 24,990 | 5.1 | 1,263 | 0.0 | |
| 1905/1916/ | |||||||
| com | 1954/1974 | Oct 2006 | 27,110 | 7.0 | 1,892 | 0.0 | |
| com/res | 2014 | Aug 2011 | 78,420 | 4.4 | 3,467 | 0.0 | |
| com | 1940 | Nov 2015 | 540 | 12.5 | 68 | 0.0 | |
| 4.6 | |||||||
| 3.3 | |||||||
| 5.9 | |||||||
| 5.9 | |||||||
| 40.4 | |||||||
| 0.2 | |||||||
| 14.2 | |||||||
| 0.0 | |||||||
| 4.5 | |||||||
| 0.0 | |||||||
| 0.0 | |||||||
| 2.8 | |||||||
| 0.0 | |||||||
| 0.0 | |||||||
| 0.0 | |||||||
| 0.0 | |||||||
| com | 1957 | Dec 2017 | 66,830 | 3.4 | 2,271 | 0.0 | |
| com/h | 1895 | 2002 | Nov 2009 | 12,850 | 5.9 | 753 | 0.0 |
| com/h | 1905 | 2012 | Nov 2009 | 6,040 | 5.0 | 303 | 0.0 |
| com | 1905 | 2001 | Nov 2009 | 8,680 | 5.1 | 443 | 5.7 |
| com | 1911 | 1989 | Nov 2009 | 8,670 | 4.7 | 412 | 60.1 |
| com | 1900 | 2002 | Nov 2009 | 24,680 | 5.1 | 1,270 | 0.0 |
| com | 1904 | 2002 | Nov 2009 | 23,440 | 5.6 | 1,308 | 0.0 |
| com5 | 1932 | 1992/2011 | Nov 2009 | 33,410 | 4.9 | 1,642 | 12.0 |
| com | 1884 | 2002 | Nov 2009 | 22,460 | 6.4 | 1,448 | 12.7 |
| 0.0 | |||||||
| 0.0 | |||||||
| com | 1963 | 1988 | Nov 2009 | 14,430 | 6.0 | 860 | 0.0 |
| 13.4 | |||||||
| com | 1921 | 2009 | Nov 2009 | 8,210 | 4.4 | 365 | 0.0 |
| com | 1946 | 1998 | Nov 2009 | 9,260 | 5.6 | 516 | 1.2 |
| com | 1918 | 2004 | Nov 2009 | 3,440 | 8.2 | 281 | 0.0 |
| com5 | 1912 | 2007 | Nov 2009 | 5,730 | 5.4 | 311 | 9.3 |
| com | 2013 | Nov 2009 | 44,200 | 5.0 | 2,223 | 0.0 | |
| BR | n/a | Nov 2009 | 1,830 | 4.3 | 79 | 0.0 | |
| BR | n/a | Nov 2009 | 2,070 | 3.6 | 74 | 0.0 | |
| com | 1927 | 2009 | Nov 2009 | 7,180 | 4.8 | 342 | 0.0 |
| com | 2008 | Nov 2009 | 12,690 | 5.6 | 709 | 0.0 | |
| com com com com com/res com CP com com BR CP com com BR BR com com com com |
1929/1943/ 2005 1990 1975 1965 1910 1960 2010/2011 2007 1983/2003 n/a 1986 1986 1962 n/a n/a 1961 1915 1964 2017 |
2007 2000 1983 2000/2008 2003 2016 2008 2013 2000 2005 |
Jun 2001/ Jun 2006 May 2009 Mar/Dec 1999 Jan 2000 Nov 2015 Nov 2005 Nov 2005 Apr 2007 Nov 2006 Nov 2006 Feb 2004 Feb 2004 May 2010 Nov 2009 Nov 2009 Nov 2009 Nov 2009 Nov 2009 Nov 2009 |
25,900 9,850 26,860 20,120 11,200 7,730 5,990 6,240 57,120 1,860 15,190 7,570 67,240 4,750 8,710 30,630 3,410 6,620 9,950 |
6.1 7.8 6.8 7.0 4.8 6.7 4.6 5.1 6.2 4.3 5.4 7.6 4.7 4.4 5.5 4.9 8.2 9.0 5.3 |
1,582 764 1,831 1,403 543 518 276 318 3,558 80 818 573 3,132 210 480 1,502 279 593 526 |
1 BR: building right; com: commercial property; h: hotel; CP: multi-storey car park; res: residential property.
2 Target rental income as at 31.12.2017 as a % of market value.
3 Incl. building right interest.
4 Vacancy rate as at 31.12.2017 as a % of target rental income.
5 Share in investment property.
| Site area in m2 | Ownership7 | Vacant area in %6 |
Other in %6 |
Residential space in %6 |
Commercial space in %6 |
Sales space in %6 |
Office space in %6 |
Total rentable area in m2 |
|
|---|---|---|---|---|---|---|---|---|---|
| yes (to review) | 2,379 | SO | 0.0 | 8.6 | 0.0 | 0.0 | 0.0 | 91.4 | 4,465 |
| yes (insignificant) | 15,161 | SO | 0.0 | 0.0 | 0.0 | 100.0 | 0.0 | 0.0 | 24,267 |
| 6,455 | SO | 0.0 | 7.0 | 93.0 | 0.0 | 0.0 | 0.0 | 10,625 | |
| 1,910 | SO | 0.0 | 0.0 | 0.0 | 100.0 | 0.0 | 0.0 | 2,230 | |
| con | |||||||||
| 2,726 | (773/1000) | 3.2 | 11.7 | 0.0 | 21.1 | 33.8 | 33.4 | 4,022 | |
| 4,397 | SO | 3.7 | 9.0 | 0.0 | 15.1 | 15.9 | 60.0 | 4,375 | |
| yes (to review) | 4,269 | SO | 5.8 | 9.6 | 0.0 | 62.6 | 0.0 | 27.8 | 9,375 |
| yes (petrol station) | 9,809 | SO | 5.4 | 22.0 | 1.1 | 29.8 | 17.4 | 29.7 | 9,845 |
| 484 3,483 |
SO SO |
28.2 0.0 |
0.2 4.8 |
66.1 0.0 |
0.0 19.0 |
17.8 0.0 |
15.9 76.2 |
1,925 2,151 |
|
| 0 | SO | 0.0 | 100.0 | 0.0 | 0.0 | 0.0 | 0.0 | 64 | |
| 6,993 | SO | 0.0 | 33.5 | 0.0 | 0.0 | 66.5 | 0.0 | 1,348 | |
| 25,529 | SO | 6.0 | 13.8 | 0.0 | 0.0 | 75.7 | 10.5 | 17,815 | |
| 2,214 | SO | 0.0 | 100.0 | 0.0 | 0.0 | 0.0 | 0.0 | 2,214 | |
| 5,028 | SO | 0.0 | 100.0 | 0.0 | 0.0 | 0.0 | 0.0 | 218 | |
| 5,625 | SO | 5.6 | 47.0 | 0.0 | 52.5 | 0.0 | 0.5 | 6,741 | |
| yes (to review) | 12,612 | SO | 0.0 | 3.4 | 0.0 | 0.0 | 0.0 | 96.6 | 8,072 |
| yes (insignificant) | 1,953 | SO | 0.0 | 100.0 | 0.0 | 0.0 | 0.0 | 0.0 | 1,953 |
| yes (insignificant) | 6,526 | SO | 0.0 | 100.0 | 0.0 | 0.0 | 0.0 | 0.0 | 6,526 |
| 630 | SO | 0.3 | 31.5 | 0.0 | 0.0 | 0.0 | 68.5 | 4,769 | |
| 2,105 | SO | 0.0 | 4.1 | 1.1 | 0.0 | 37.7 | 57.1 | 10,184 | |
| yes (insignificant) | 1,731 | SO | 0.0 | 100.0 | 0.0 | 0.0 | 0.0 | 0.0 | 3,437 |
| yes (insignificant) | 369 | SO | 0.0 | 100.0 | 0.0 | 0.0 | 0.0 | 0.0 | 902 |
| yes (insignificant) | 391 | SO | 6.1 | 25.3 | 0.0 | 0.0 | 7.9 | 66.8 | 1,441 |
| yes (insignificant) | 1,035 | SO | 51.7 | 0.0 | 0.0 | 0.0 | 21.9 | 78.1 | 1,679 |
| yes (insignificant) | 975 | SO | 0.0 | 23.8 | 0.0 | 0.0 | 26.7 | 49.5 | 3,512 |
| yes (insignificant) | 2,260 | SO | 0.0 | 4.0 | 0.0 | 0.0 | 87.4 | 8.6 | 4,679 |
| yes (insignificant) | 3,343 | SO | 6.0 | 12.7 | 20.8 | 0.0 | 54.2 | 12.3 | 5,296 |
| yes (insignificant) | 2,312 | SO | 10.5 | 19.7 | 0.0 | 0.0 | 29.8 | 50.5 | 7,174 |
| yes (insignificant) yes (to review) |
994 972 |
SO SO |
0.0 0.0 |
100.0 50.2 |
0.0 0.0 |
0.0 1.4 |
0.0 0.0 |
0.0 48.4 |
2,432 4,486 |
| yes (to review) | 852 | SO | 0.0 | 30.1 | 0.0 | 0.0 | 0.0 | 69.9 | 3,368 |
| yes (to review) | 1,691 | SO | 10.6 | 42.9 | 0.0 | 0.0 | 36.8 | 20.3 | 2,039 |
| yes (insignificant) | 533 | SO | 0.0 | 17.8 | 0.0 | 0.0 | 19.7 | 62.5 | 2,193 |
| yes (insignificant) | 587 | SO | 1.7 | 23.7 | 0.0 | 0.0 | 0.0 | 76.3 | 2,126 |
| yes (to review) | 773 | SO | 0.0 | 55.6 | 0.0 | 0.0 | 0.0 | 44.4 | 935 |
| yes (insignificant) | 779 | SO | 9.4 | 8.4 | 29.8 | 30.0 | 0.0 | 31.8 | 943 |
| 2,653 | SO | 0.0 | 80.3 | 0.0 | 0.0 | 0.0 | 19.7 | 7,678 | |
| yes (insignificant) | 867 | SO | 0.0 | 100.0 | 0.0 | 0.0 | 0.0 | 0.0 | 867 |
| yes (to review) | 1,067 | SO | 0.0 | 100.0 | 0.0 | 0.0 | 0.0 | 0.0 | 1,068 |
| yes (insignificant) | 895 | SO | 0.0 | 15.5 | 0.0 | 0.0 | 21.7 | 62.8 | 1,728 |
| yes (insignificant) | 612 | SO | 0.0 | 50.6 | 0.0 | 0.0 | 8.2 | 41.2 | 2,001 |
| yes (insignificant) | 766 | SO | 0.0 | 15.3 | 22.3 | 0.0 | 10.9 | 51.5 | 2,392 |
7 SO: sole ownership; con: condominiums.
| Location, address |
description1 Property |
Built | renovated Year |
Acquired | Fair value in TCHF |
Gross yield in %2 |
Target rental revenues in TCHF |
Vacancy rate in %4 |
|
|---|---|---|---|---|---|---|---|---|---|
| Lausanne, Rue du Port-Franc 22; Rue de la Vigie 1 | com | 2007 | Nov 2009 | 19,750 | 5.8 | 1,146 | 0.0 | ||
| Lausanne, Voie du Chariot 3 | com | 2008 | Nov 2009 | 15,630 | 5.4 | 848 | 0.0 | ||
| Lausanne, Voie du Chariot 4/6 | com | 2008 | Nov 2009 | 32,340 | 5.7 | 1,850 | 0.0 | ||
| Lausanne, Voie du Chariot 5/7 | com | 2008 | Nov 2009 | 35,800 | 4.8 | 1,716 | 0.0 | ||
| Lucerne, Alpenstrasse 9 | com/res | 1890 | 2001/2010 | Jun 2007 | 11,610 | 4.9 | 568 | 0.0 | |
| Neuhausen, Victor-von-Bruns-Strasse 19 | com | 2007 | Mar 2007 | 9,540 | 7.1 | 680 | 0.0 | ||
| Regensdorf, Althardstrasse 10 | com | 1982 | Dec 2001 | 20,570 | 9.1 | 1,875 | 12.3 | ||
| St. Gallen, Schochengasse 6 | com | 1974 | 2000 | Feb 2004 | 17,590 | 6.3 | 1,103 | 0.5 | |
| St. Gallen, St. Leonhardstrasse 22 | com | 1900 | 2002/2006 | Dec 2004 | 5,730 | 4.7 | 271 | 0.0 | |
| St. Gallen, Wassergasse 42/44 | com | 1966 | 2000 | Feb 2004 | 16,140 | 6.2 | 1,008 | 21.4 | |
| St. Gallen, Wassergasse 50/52 | com | 1998 | Feb 2004 | 13,230 | 6.2 | 824 | 0.0 | ||
| Winterthur, Industriestrasse 26 | com | 1994 | 2002 | Oct 1999 | 19,630 | 7.8 | 1,532 | 7.5 | |
| Zurich, Bahnhofplatz 4 | com | 1881 | 2002/2005 | Jul 2006 | 22,450 | 4.1 | 918 | 4.6 | |
| Zurich, Friedaustrasse 17 | com | 1968 | 2013 | Oct 1998 | 14,760 | 4.6 | 685 | 5.2 | |
| Zurich, Friesenbergstrasse 75; Im Tiergarten 7 | com | 1976/1992 | 1999 | Feb 2014 | 86,780 | 6.7 | 5,793 | 23.0 | |
| Zurich, Hardturmstrasse 3/3a/3b (Mobimo-Hochhaus) |
com | 1974 | 2001/2008 | Nov 1999 | 63,970 | 4.9 | 3,163 | 0.0 | |
| Zurich, Rautistrasse 12 | com | 1972 | 2011 | Nov 1999 | 20,600 | 6.1 | 1,261 | 13.2 | |
| Zurich, Thurgauerstrasse 23; | 1963/1968/ | ||||||||
| Siewerdtstrasse 25 | com | 1985 | 1998 | Mar 2002 | 14,340 | 6.5 | 926 | 0.0 | |
| Zurich, Treichlerstrasse 10; Dolderstrasse 16 | com | 1963 | 2007 | May 2014 | 15,400 | 5.6 | 870 | 0.0 | |
| Zurich, Turbinenstrasse 20 (Mobimo Tower Hotel) | com/h | 2011 | May 2008 | 122,750 | 6.0 | 7,345 | 0.0 | ||
| 63 Commercial investment properties | 1,367,490 | 5.6 | 76,664 | 4.7 | |||||
| Lausanne, Avenue d'Ouchy 4 − 6 | com | 1962 | May 2010 | 60,630 | 4.7 | 2,844 | 6.8 | ||
| Lausanne, Rue de Genève 19 | com | 1893 | 2002 | Nov 2009 | 3,510 | 13.1 | 460 | 92.5 | |
| Lausanne, Rue de Genève 21 | com | 1902 | Nov 2009 | 3,380 | 14.3 | 482 | 88.0 | ||
| Lausanne, Rue des Côtes-de-Montbenon 14 | com | 1963 | Nov 2009 | 1,330 | 4.9 | 65 | 0.0 | ||
| Lausanne, Rue du Port-Franc 20; Rue de Genève 33 |
com | 2007 | Nov 2009 | 36,110 | 6.9 | 2,487 | 0.0 | ||
| Regensdorf, Althardstrasse 30 | com | 1976 | Dec 2001 | 14,000 | 12.5 | 1,745 | 89.9 | ||
| 6 Development properties (commercial properties) |
118,960 | 6.8 | 8,083 | 32.3 |
The acquisitioncostsforthe commercial investment propertiestotalTCHF1,219,963. The acquisitioncostsforthe developmentproperties(commercial)totalTCHF147,460.
1 Com: commercial property; h: hotel;res:residential property.
2 Target rental income as at 31.12.2017 as a%of market value.
4 Vacancy rate as at 31.12.2017 as a%oftarget rental income.
| Total rentable Commercial Office space Residential Sales space space in %6 area in m2 Other space in %6 in %6 in %6 in %6 |
Site area in m2 Ownership7 Vacant area in %6 |
polluted sites Register of |
|---|---|---|
| 3,384 87.6 10.3 0.0 0.0 2.1 |
0.0 SO 1,161 |
yes (insignificant) |
| 2,278 73.4 17.3 0.0 0.0 9.3 |
0.0 SO 747 |
yes (insignificant) |
| 5,452 32.3 64.9 0.0 0.0 2.8 |
0.0 SO 1,788 |
yes (insignificant) |
| 4,965 54.7 15.8 0.0 15.5 14.0 |
0.0 SO 1,622 |
yes (insignificant) |
| 1,986 12.6 13.1 0.0 64.6 9.7 |
0.0 SO 569 |
no |
| 2,631 100.0 0.0 0.0 0.0 0.0 |
0.0 SO 1,596 |
no |
| 13,540 39.3 28.6 7.5 0.0 24.6 |
7.4 SO 7,714 |
no |
| 4,458 95.4 0.0 0.0 0.0 4.6 |
1.7 SO 1,315 |
no |
| 1,092 79.1 12.7 0.0 0.0 8.2 |
0.0 SO 219 |
|
| con | no | |
| 3,979 86.3 0.0 0.0 9.3 4.4 |
24.9 (867/1,000) 1,713 |
|
| 3,554 72.3 0.0 0.0 0.0 27.7 |
0.0 SO 1,372 |
|
| 11,327 64.6 0.8 20.4 0.0 14.2 |
6.0 SO 3,583 |
yes (to review) |
| 758 63.5 27.8 0.0 0.0 8.7 |
9.8 SO 189 |
|
| 2,572 57.2 0.0 12.1 10.1 20.6 |
12.6 SO 869 |
|
| 22,828 76.5 0.0 0.0 0.0 23.5 |
21.9 SO 11,532 |
|
| 8,226 94.4 0.0 0.0 0.0 5.6 |
0.0 SO 1,975 |
|
| 6,013 74.3 9.5 6.5 1.3 8.4 |
13.1 SO 1,894 |
yes (petrol station) |
| 3,901 59.1 6.8 6.9 0.0 27.2 |
0.0 SO 2,651 |
|
| 2,682 48.3 0.0 18.2 7.1 26.4 |
0.0 SO 1,299 |
|
| 21,254 0.0 0.0 0.0 0.0 100.0 |
0.0 SO 5,808 |
|
| 322,440 39.5 14.1 14.2 5.0 27.2 |
4.6 196,361 |
|
| 26,792 50.5 8.4 0.3 0.0 40.8 |
7.5 SO 12,612 |
yes (to review) |
| 3,548 26.7 16.9 0.0 0.0 56.4 |
70.7 SO 1,838 |
yes (insignificant) |
| 3,575 42.0 1.3 0.0 0.0 56.7 |
60.8 SO 1,530 |
yes (insignificant) |
| 670 0.0 0.0 100.0 0.0 0.0 |
0.0 SO 529 |
yes (to review) |
| 9,783 34.4 42.1 13.3 0.0 10.2 |
0.0 SO 2,816 |
yes (insignificant) |
| 12,537 53.6 0.0 14.7 2.3 29.4 |
89.2 SO 9,355 |
|
6 Data as at 31.12.2017 as a % of the total rentable area.
7 SO: sole ownership; con: condominiums.
The acquisition costsforthe residential investment properties total TCHF 562,039.
1 Com: commercial property;res: residential property.
2 Target rental income as at 31.12.2017 as a% of market value.
3 Vacancy rate as at 31.12.2017 as a% oftarget rental income.
| Site area in m2 polluted sites Register of |
Ownership5 | Vacant area in %4 |
Other forms of use in %4 |
apartments Total |
apartments 5 or more room |
apartments – 4 ½- room 4 |
apartments – 3 ½- room 3 |
apartments – 2 ½- room 2 |
apartments – 1 ½- room 1 |
area in m2 rentable Total |
|
|---|---|---|---|---|---|---|---|---|---|---|---|
| no | 5,174 | SO | 12.7 | 0.8 | 42 | 0 | 26 | 15 | 1 | 0 | 4,706 |
| no | 11,131 | SO | 1.0 | 6.0 | 54 | 0 | 28 | 18 | 8 | 0 | 5,226 |
| no | 4,025 | SO | 9.6 | 4.5 | 30 | 0 | 12 | 12 | 6 | 0 | 2,580 |
| no | 250 | SO | 6.9 | 0.0 | 27 | 0 | 0 | 8 | 19 | 0 | 1,307 |
| no | 230 | SO | 0.0 | 0.0 | 23 | 6 | 3 | 7 | 6 | 1 | 1,188 |
| no | 436 | SO | 0.0 | 24.3 | 18 | 0 | 6 | 6 | 5 | 1 | 2,080 |
| no | 228 | SO | 0.0 | 0.0 | 21 | 0 | 2 | 5 | 14 | 0 | 855 |
| no no |
315 624 |
SO SO |
0.0 10.5 |
0.0 0.0 |
26 28 |
2 0 |
12 7 |
12 0 |
0 20 |
0 1 |
2,010 1,043 |
| no | 248 | SO | 4.9 | 0.0 | 28 | 0 | 1 | 12 | 14 | 1 | 1,145 |
| no | 272 | SO | 9.9 | 3.2 | 25 | 0 | 0 | 4 | 16 | 5 | 857 |
| no | 242 | SO | 6.1 | 0.0 | 15 | 0 | 2 | 4 | 7 | 2 | 702 |
| no | 492 | SO | 0.0 | 0.0 | 10 | 0 | 4 | 6 | 0 | 0 | 800 |
| no no |
241 426 |
SO SO |
1.8 6.2 |
0.0 0.0 |
30 18 |
0 4 |
0 5 |
0 0 |
10 0 |
20 9 |
1,289 1,153 |
| no | 351 | SO | 0.0 | 3.0 | 23 | 0 | 5 | 15 | 3 | 0 | 1,316 |
| no | 1157 | SO | 9.0 | 13.9 | 27 | 3 | 22 | 2 | 0 | 0 | 2,786 |
| no | 147 | SO | 0.0 | 0.0 | 10 | 1 | 4 | 3 | 2 | 0 | 513 |
| no | 188 | SO | 8.0 | 5.8 | 9 | 1 | 1 | 4 | 3 | 0 | 685 |
| no | 234 | SO | 0.0 | 0.0 | 15 | 0 | 1 | 6 | 8 | 0 | 707 |
| no | 290 | SO | 0.0 | 0.0 | 24 | 0 | 6 | 0 | 18 | 0 | 1,395 |
| no | 145 | SO | 0.0 | 0.0 | 11 | 1 | 2 | 5 | 3 | 0 | 511 |
| no | 260 | SO | 3.1 | 4.4 | 14 | 0 | 4 | 4 | 6 | 0 | 841 |
| no | 439 | SO | 2.7 | 4.7 | 27 | 1 | 12 | 14 | 0 | 0 | 1,857 |
| no yes (insignificant) |
437 340 |
SO SO |
12.9 0.0 |
6.2 0.0 |
15 10 |
0 4 |
8 1 |
4 5 |
3 0 |
0 0 |
1,609 1,122 |
| yes (insignificant) | n/a | E | 10.2 | 0.0 | 12 | 0 | 3 | 3 | 6 | 0 | 995 |
| yes (insignificant) | 778 | SO | 0.0 | 17.6 | 10 | 8 | 2 | 0 | 0 | 0 | 2,567 |
| yes (insignificant) | 398 | SO | 0.0 | 0.0 | 8 | 4 | 2 | 0 | 2 | 0 | 1,313 |
| yes (insignificant) | 3,758 | SO | 2.8 | 2.3 | 101 | 11 | 16 | 55 | 19 | 0 | 10,288 |
| no no |
853 | SO | 0.0 | 0.0 | 9 | 4 | 4 | 0 | 0 | 1 | 1,071 |
| 4,743 | SO | 0.8 | 0.6 | 98 | 14 | 21 | 41 | 21 | 1 | 8,663 | |
| no | 670 | SO | 3.3 | 2.1 | 48 | 12 | 24 | 12 | 0 | 0 | 3,972 |
| no | 5,740 | SO | 8.3 | 4.9 | 44 | 0 | 20 | 20 | 4 | 0 | 4,367 |
| no | 930 | SO | 3.1 | 1.0 | 107 | 0 | 53 | 54 | 0 | 0 | 6,570 |
| no no |
3,840 | SO | 0.0 | 0.4 | 39 | 0 | 9 | 16 | 13 | 1 | 3,609 |
| 10,551 14,817 |
SO SO |
2.1 38.7 |
0.0 0.5 |
96 84 |
0 0 |
30 46 |
50 0 |
16 30 |
0 8 |
8,716 5,521 |
|
| no no |
|||||||||||
| 7,413 | SO | 1.8 | 2.1 | 48 | 0 | 21 | 21 | 6 | 0 | 4,439 | |
| 1,987 | SO | 0.0 | 0.0 | 18 | 0 | 5 | 8 | 5 | 0 | 1,589 | |
| no | 5,003 | SO | 1.2 | 2.2 | 72 | 0 | 5 | 34 | 33 | 0 | 6,977 |
| 89,803 | 5.0 | 3.1 | 1,374 | 76 | 435 | 485 | 327 | 51 | 110,940 |
4 Data as at 31.12.2017 as a%of the totalrentable area.
5 SO:sole ownership; E: easement.
| Location, address |
Description of property1 |
Built | Realisation period |
Acquired | Fair value in TCHF |
|
|---|---|---|---|---|---|---|
| Aarau, Bahnhofstrasse 102 (Relais 102) | com | 1975 | 2018 | Mar 2004 | 21,300 | |
| 1905/1916/ | ||||||
| Aarau, site 2 (Torfeld Süd) | res/com | 1929/1943/ 1954 | 2016/2018 | Oct 2006 | 72,720 | |
| Horgen, Seestrasse 93 (Seehallen) | com | 1956 | 2017/2018 | Nov 2005 | 35,880 | |
| Mar 2005/ | ||||||
| Kriens, Am Mattenhof 4 | com/res | 2016/2019 | Feb 2013 | 16,650 | ||
| Mar 2005/ | ||||||
| Kriens, Am Mattenhof 6 | res/com | 2016/2019 | Feb 2013 | 7,340 | ||
| Mar 2005/ | ||||||
| Kriens, Am Mattenhof 8 | com/res | 2016/2019 | Feb 2013 | 9,410 | ||
| Mar 2005/ | ||||||
| Kriens, Am Mattenhof 12/14 | com/res | 2016/2019 | Feb 2013 | 38,130 | ||
| Mar 2005/ | ||||||
| Kriens, Am Mattenhof 16 | com/h | 2016/2019 | Feb 2013 | 20,420 | ||
| Lausanne, Avenue Edouard Dapples 9/13/15/15a | res | 1925/1926 | 2018/2019 | Apr 2013 | 22,900 | |
| Zurich, Hohlstrasse 481 – 485b; | ||||||
| Albulastrasse 34 – 40 | res/com | 1896/1928 | 2016/2018 | Apr 2010 | 121,910 | |
| 10 Properties under construction | 366,660 |
| Lausanne, Rue de Genève 7 Lausanne, Rue des Côtes-de-Montbenon 16 |
com2 com2 |
1932 1912 |
1992/2011 2007 |
Nov 2009 Nov 2009 |
3,108 520 |
|---|---|---|---|---|---|
| Küsnacht, Seestrasse 59 | com | 2006 | Sep 2002 | 9,826 | |
| Location, address |
Description of property1 |
Built | Year renovated | Acquired | Carrying amount in TCHF |
| Location, address |
Description of property1 |
Built | Year renovated Acquired |
Fair value in TCHF |
|---|---|---|---|---|
| Lausanne, Flonplex | multiplex cinema | 2003 | Nov 2009 | 9,136 |
| Lausanne, Parking du Centre | CP | 2002 | Nov 2009 | 32,530 |
| 2 Co-ownership properties | 41,666 |
1 Com: commercial property; h: hotel; CP: multi-storey car park;res:residential property.
2 Share in own use.
| Site area in m2 polluted sites Register of |
Ownership3 | Total rentable area in m2 |
|
|---|---|---|---|
| no | 5,675 | SO | 13,667 |
| yes (insignificant) | 18,526 | SO | 19,152 |
| yes | 10,542 | SO | 15,468 |
| no | 3,130 | SO | 7,715 |
| no | 1,840 | SO | 2,875 |
| no | 2,080 | SO | 4,834 |
| no | 5,189 | SO | 13,598 |
| no | 3,554 | SO | 8,862 |
| no | 5,246 | SO | 7,443 |
| no | 8,304 | SO | 15,590 |
| 64,085 | 109,204 |
| Year renovated Description of Total rentable area in m2 property1 Carrying Acquired amount in TCHF Built |
Ownership3 | Site area in m2 | polluted sites Register of |
|---|---|---|---|
| com 2006 Sep 2002 9,826 2,046 |
SO | 2,125 | no |
| com2 1932 1992/2011 Nov 2009 3,108 632 |
SO | 3,343 | yes (insignificant) |
| com2 1912 2007 Nov 2009 520 170 |
SO | 850 | yes (insignificant) |
| 13,454 2,848 |
6,318 |
| polluted sites Register of |
Site area in m2 | Ownership | Total rentable area in m2 |
|---|---|---|---|
| yes (insignificant) | 0 | co-ownership 40% | 5,519 |
| yes (insignificant) | 0 | co-ownership 50% | 25,808 |
| 31,327 |
3 SO: sole ownership.
Report of the statutory auditor on the consolidated annual financial statements
To the General Meeting of Mobimo Holding AG, Lucerne
We have audited the consolidated financial statements of Mobimo Holding AG and its subsidiaries (the Group), which comprise the consolidated balance sheet as at 31 December 2017 and the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of cash flows and the consolidated statement of changes in equity for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies. the consolidated statement of comprehensive income, the consolidated statement of cash flows and the consolidated statement of changes in equity for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies. In our opinion the consolidated financial statements (pages 56 to 117) give a true and fair view of the consolidated
In our opinion the consolidated financial statements (pages 56 to 117) give a true and fair view of the consolidated financial position of the Group as at 31 December 2017, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards (IFRS) and comply with Article 17 of the Directive on Financial Reporting (Directive Financial Reporting, DFR) of SIX Swiss Exchange and with Swiss law. consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards (IFRS) and comply with Article 17 of the Directive on Financial Reporting (Directive Financial Reporting, DFR) of SIX Swiss Exchange and with Swiss law.
We conducted our audit in accordance with Swiss law, International Standards on Auditing (ISAs) and Swiss Auditing Standards. Our responsibilities under these provisions and standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the provisions of Swiss law and the requirements of the Swiss audit profession, as well as the IESBA Code of Ethics for Professional Accountants, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the provisions of Swiss law and the requirements of the Swiss audit profession, as well as the IESBA Code of Ethics for Professional Accountants, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters Valuation of investment properties
Valuation of investment properties
Valuation of trading properties
Completeness and accuracy of deferred tax liabilities Key audit matters are those matters that, in our professional judgment, were of most significance in our
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Investment properties in the amount of TCHF 2'583'760 constitute a material component of the balance sheet. As at 31 December 2017, these had the following fair values (in TCHF): Opinion We have audited the consolidated financial statements of Mobimo Holding AG and its subsidiaries (the Group), which comprise the consolidated balance sheet as at 31 December 2017 and the consolidated income statement,
| - Commercial properties | 1'367'490 | discuss the valuation methodology and selected consolidated statement of changes in equity for the year then ended, and notes to the consolidated financial |
|---|---|---|
| - Residential properties statements, including a summary of significant accounting policies. |
730'650 | parameters relevant to the valuation. We used our own real estate valuation specialists to support |
| - Development properties | 118'960 | our procedures. |
| - Investment properties under construction |
366'660 | In our opinion the consolidated financial statements (pages 56 to 117) give a true and fair view of the consolidated Based on a sample selected according to financial position of the Group as at 31 December 2017, and its consolidated financial performance and its qualitative and quantitative factors, our audit |
Investment properties are measured at fair value as of reporting date. (IFRS) and comply with Article 17 of the Directive on Financial Reporting (Directive Financial Reporting, DFR) of SIX Swiss Exchange and with Swiss law.
The annual valuation of investment properties is carried out by external valuation experts. The fair value estimated using a discounted cash flow model is materially influenced by management assumptions and estimates regarding expected future cash flows and the discount rate applied to each property based on its specific opportunities and risks. Basis for Opinion We conducted our audit in accordance with Swiss law, International Standards on Auditing (ISAs) and Swiss Auditing Standards. Our responsibilities under these provisions and standards are further described in the
Furthermore, due to the current negative interest rate environment, it can be observed that institutional investors are in some cases buying residential properties at good locations offering very low yields because little else is available. This unforeseeable investor behavior could result in some properties realizing sales prices that deviate from the most recent estimates of fair value profession, as well as the IESBA Code of Ethics for Professional Accountants, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Our audit included an assessment of the competence and independence of the external valuation experts. We attended the valuation meetings with the external valuation experts to discuss the valuation methodology and selected parameters relevant to the valuation. We used our own real estate valuation specialists to support our procedures. the consolidated statement of comprehensive income, the consolidated statement of cash flows and the consolidated statement of changes in equity for the year then ended, and notes to the consolidated financial
Based on a sample selected according to qualitative and quantitative factors, our audit procedures included the following: consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards
For further information on the valuation of investment properties, refer to note 5 to the consolidated financial statements on pages 70 to 76 and the reports of the independent valuation experts Jones Lang Lasalle AG on pages 124 to 126. Key Audit Matters Valuation of investment properties
Valuation of trading properties To the General Meeting of Mobimo Holding AG, Lucerne
Trading properties in the amount of TCHF 201'845 constitute a material component of the balance sheet and as at 31 December 2017 had the Opinion We have audited the consolidated financial statements of Mobimo Holding AG and its subsidiaries (the Group),
Trading properties include development properties and newly built properties where Mobimo assumes the realization of residential property with subsequent sale. Trading properties are valued at the lower of cost or market value. With regard to loss-making properties, provisions are created immediately for the final loss. consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards (IFRS) and comply with Article 17 of the Directive on Financial Reporting (Directive Financial Reporting, DFR) of SIX Swiss Exchange and with Swiss law. Basis for Opinion
Trading properties also include projects that Mobimo has acquired for the business area Development for Third Parties and that it intends or has agreed to sell to third-party investors in the future or other properties held for resale. We conducted our audit in accordance with Swiss law, International Standards on Auditing (ISAs) and Swiss Auditing Standards. Our responsibilities under these provisions and standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the provisions of Swiss law and the requirements of the Swiss audit profession, as well as the IESBA Code of Ethics for Professional Accountants, and we have fulfilled our other
The valuation of trading properties is influenced by assumptions and estimates regarding construction costs to be incurred, and future market developments. ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Based on a sample selected according to qualitative and quantitative factors, our audit procedures included the following:
For further information on the valuation of trading properties, refer to note 8 to the consolidated financial statements on page 79. Key Audit Matters
As at 31 December 2017, deferred tax liabilities amounted to TCHF 160'878. Opinion
Deferred taxes are recognized for temporary differences between the respective tax bases and the carrying amounts in the consolidated balance sheet. The measurement of deferred taxes takes account of the point in time when, and the manner in which, the asset or liability is expected to be realized or settled. The tax rates used are those that are enacted or substantially enacted at the reporting date. Deferred taxes result primarily from measurement differences between the fair values of investment properties and their values for tax purposes. which comprise the consolidated balance sheet as at 31 December 2017 and the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of cash flows and the consolidated statement of changes in equity for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies. In our opinion the consolidated financial statements (pages 56 to 117) give a true and fair view of the consolidated SIX Swiss Exchange and with Swiss law.
When calculating deferred tax liabilities, assumptions and estimates must be made regarding the investment costs relevant for tax purposes and the fair values of the properties, and the tax rates applicable at the time the difference is realized. If properties are held for long periods, the investment costs relevant for tax purposes may be determined using an alternative measure instead of the actual investment costs, depending on the respective cantonal rules (e.g. fair value 20 years ago for Zurich properties). Moreover, in cantons with a separate property gains tax, the residual holding period of the properties has to be estimated based on Mobimo's strategy. Basis for Opinion Auditing Standards. Our responsibilities under these provisions and standards are further described in the profession, as well as the IESBA Code of Ethics for Professional Accountants, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
In the course of our audit, we critically assessed the calculation of deferred taxes on investment properties with the support of our tax specialists. We have audited the consolidated financial statements of Mobimo Holding AG and its subsidiaries (the Group),
Based on the overall portfolio, our audit procedures included the following:
Based on a sample selected according to qualitative and quantitative factors, our procedures also included the following:
For further information on deferred tax liabilities, refer to note 20 to the consolidated financial statements on pages 95 to 97.
The Board of Directors is responsible for the other information in the annual report. The other information comprises all information included in the annual report, but does not include the consolidated financial statements, the stand-alone financial statements of the Company, the remuneration report and our auditor's reports thereon. To the General Meeting of Mobimo Holding AG, Lucerne Report on the Audit of the Consolidated Financial Statements
Our opinion on the consolidated financial statements does not cover the other information in the annual report and we do not express any form of assurance conclusion thereon. Opinion We have audited the consolidated financial statements of Mobimo Holding AG and its subsidiaries (the Group),
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information in the annual report and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. which comprise the consolidated balance sheet as at 31 December 2017 and the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of cash flows and the consolidated statement of changes in equity for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies. In our opinion the consolidated financial statements (pages 56 to 117) give a true and fair view of the consolidated
The Board of Directors is responsible for the preparation of the consolidated financial statements that give a true and fair view in accordance with IFRS, Article 17 of the Directive on Financial Reporting (Directive Financial Reporting, DFR) of SIX Swiss Exchange and the provisions of Swiss law, and for such internal control as the Board of Directors determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. SIX Swiss Exchange and with Swiss law. Basis for Opinion
In preparing the consolidated financial statements, the Board of Directors is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. We conducted our audit in accordance with Swiss law, International Standards on Auditing (ISAs) and Swiss Auditing Standards. Our responsibilities under these provisions and standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the provisions of Swiss law and the requirements of the Swiss audit profession, as well as the IESBA Code of Ethics for Professional Accountants, and we have fulfilled our other
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Swiss law, ISAs and Swiss Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. opinion. Key Audit Matters
As part of an audit in accordance with Swiss law, ISAs and Swiss Auditing Standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation. Statutory Auditor's Report To the General Meeting of Mobimo Holding AG, Lucerne
We communicate with the Board of Directors or its relevant committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We have audited the consolidated financial statements of Mobimo Holding AG and its subsidiaries (the Group), which comprise the consolidated balance sheet as at 31 December 2017 and the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of cash flows and the
We also provide the Board of Directors or its relevant committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. statements, including a summary of significant accounting policies. In our opinion the consolidated financial statements (pages 56 to 117) give a true and fair view of the consolidated
From the matters communicated with the Board of Directors or its relevant committee, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report, unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards (IFRS) and comply with Article 17 of the Directive on Financial Reporting (Directive Financial Reporting, DFR) of SIX Swiss Exchange and with Swiss law.
In accordance with article 728a para. 1 item 3 CO and the Swiss Auditing Standard 890, we confirm that an internal control system exists, which has been designed for the preparation of consolidated financial statements according to the instructions of the Board of Directors. Auditing Standards. Our responsibilities under these provisions and standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the provisions of Swiss law and the requirements of the Swiss audit
We recommend that the consolidated financial statements submitted to you be approved. ethical responsibilities in accordance with these requirements.
KPMG AG We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
Key Audit Matters
Kurt Stocker Reto Kaufmann Licensed Audit Expert Auditor in Charge Valuation of investment properties
Lucerne, 7 February 2018 Valuation of trading properties
Licensed Audit Expert
Jones Lang LaSalle AG (JLL) was commissioned by Mobimo Holding AG to perform the valuation (market value) for accounting purposes of the investment properties owned by the companies of the Mobimo Group (Mobimo) as at 31 December 2017. The valuation concerns all properties held as financial investments (including development properties and investment properties under construction). Trading properties are excluded.
JLL confirms that the valuations were carried out within the framework of common national and international standards and guidelines, in particular in accordance with the International Valuation Standards (IVS, RICS/Red Book) and the Swiss Valuation Standards (SVS). Furthermore, the valuations were realised according to the SIX Swiss Exchange requirements.
The market values determined for the investment properties represent the fair value as defined in the International Financial Reporting Standards (IFRS) on the basis of the revised IAS 40 (Investment Property) and IFRS 13 (Fair Value Measurement).
The fair value is the price that would be received to sell an asset or paid to transfer a liability (debt) in an orderly transaction between market participants under normal market conditions at the measurement date (exit price).
An exit price is the selling price as stated in the purchase contract on which the parties have agreed.
Transaction costs, typically consisting of brokerage commissions, transaction taxes and land registration and notary fees, are not taken into account in the fair value. The fair value is therefore, in accordance with clause 25 of IFRS 13, not corrected for the transaction costs incurred by the purchaser in a sale (gross fair value). This corresponds to the Swiss valuation practice.
The fair value valuation assumes that the hypothetical transaction for the asset being valued takes place on the market with the greatest volume and the largest business activity (principal market), as well as that transactions of sufficient frequency and volume
occur so that sufficient pricing information is available for the market (active market). If such a principal market cannot be identified, a market for the asset is assumed that would maximise the selling price.
The fair value is determined on the basis of the best possible use of a property (highest and best use). The best use is the use that maximises the property's value. This assumption of use must be technically/physically possible, legally permissible and financially feasible. As maximisation of utility is assumed in the determination of fair value, the highest and best use may differ from the actual or planned use. Future capital expenditure that will improve or increase the value of a property is taken into account appropriately in the fair value measurement.
The application of the highest and best use approach is based on the principle of materiality of the potential difference in value in relation to the value of the individual property and of the total real estate assets, as well as in relation to the possible absolute value difference. Potential increased real estate values that lie within the usual valuation tolerance of a single valuation are considered to be insignificant and are disregarded as a result.
The determination of fair value is dependent on the quality and reliability of measurement parameters, with decreasing quality and reliability: Level 1 market prices, Level 2 modified market prices and Level 3 model-based valuation. For a fair value appraisal of a property, different levels for different application parameters can be applied simultaneously. In such cases, the entire valuation is classified according to the lowest level of the fair value hierarchy that contains major valuation parameters.
The investment properties of Mobimo are valued with a model-based valuation in accordance with Level 3, on the basis of input parameters not directly observable on the market. Adjusted Level 2 inputs (e.g. market rents, operational and maintenance costs, discount/ capitalisation rates) are overlaid onto this. Non-observable inputs are only used when relevant observable inputs are not available.
The methodologies applied are appropriate in every circumstance and chosen in function of data availability, whereby the use of relevant observable inputs is maximised and use of non-observable inputs is minimised.
JLL values the investment properties of Mobimo Holding AG using the discounted cash flow (DCF) method. This determines the yield potential of a property on the basis of future income and expenditure. The resulting cash flows correspond to the current and projected net cash flows after deduction of all costs not recoverable from the tenant (before taxes and borrowing costs). The annual cash flows are discounted to the valuation date. The discount rate used is based on the interest rate on long-term, risk-free investments, such as a 10-year federal bond, plus a specific risk premium. This takes into account market risks and the higher illiquidity of properties compared with federal bonds. The discount rates vary according to the macro and micro situation and property segment.
In valuing the investment properties under construction, JLL generally applies the residual valuation method. Under this method, the total construction costs of the project are subtracted from the future market value after completion. The underlying costs are related to preliminary works (e.g. demolition and infrastructural requirements), building and ancillary costs, as well as financing costs. After subtracting these costs from the market value after completion, taking into account the risk and time effect, a residual remains which represents the economically justifiable amount to acquire the project.
All properties are known to JLL through the inspections carried out and the documents provided. JLL conducted an analysis in terms of quality and risks (attractiveness and lettability of the rented premises, construction and condition, micro and macro location).
All properties were visited by JLL in 2017, with the exception of the property located at Place de la Gare 10 in Lausanne, which was visited in January 2018.
As a part of the revaluation services, JLL intends to inspect all investment properties every three years on a rolling basis. Furthermore, properties affected by major changes (e.g. completion of large renovation projects) compared with the previous reporting period will also be visited, after consultation with Mobimo.
Taking into account the above statements, as at 31 December 2017 JLL assessed the market value of the 120 investment properties (including development properties and investment properties under construction) owned by Mobimo as follows:
| Asset class | No. | Fair value |
|---|---|---|
| Commercial investment properties | 63 | CHF 1,367,490,000 |
| Commercial development properties | 6 | CHF 118,960,000 |
| Residential investment properties | 41 | CHF 730,650,000 |
| Investment properties under construction | 10 | CHF 366,660,000 |
| Total investment properties | 120 | CHF 2,583,760,000 |
The valuation result in words:
Two billion five hundred and eighty-three million seven hundred and sixty thousand Swiss francs.
Within the reporting period from 1 January 2017 to 31 December 2017, the Renens, Chemin de la Rueyre 116/118, Versoix, Chemin de l'Ancien Péage 2 – 4 and Zurich, Stauffacherstrasse 41 properties, as well as a partial parcel of the investment property Sternmatt 6 in Kriens, were sold. The investment property Place de la Gare 10; Rue du Petit-Chêne 38 in Lausanne was bought.
Over the same period the Kriens, Am Mattenhof 10, Parking and Lausanne, Rue des Côtes-de-Montbenon 1, 3, 5 properties were reclassified from investment properties under construction to commercial investment properties. The Rheinfelden, Rütteliweg 8/ Spitalhalde 40 property was reclassified from investment properties under construction to residential investment properties.
Furthermore, the commercial property Aarau, Bahnhofstrasse 102 (Relais 102) and the residential property Lausanne, Avenue Edouard Dapples 9, 13, 15, 15a were reclassified from commercial and residential investment properties respectively to investment properties under construction.
In accordance with the business policy of JLL, the valuation of the properties held by subsidiaries of Mobimo Holding AG has been conducted independently and neutrally. It serves only the purpose previously mentioned. JLL assumes no liability to third parties.
The remuneration for the valuation services is independent of the valuation result and is based on consistent fee rates per property.
Jones Lang LaSalle AG Zurich, 1 Februrary 2018
Jan P. Eckert, MRICS Daniel Macht, MRICS CEO Switzerland Senior Vice President
JLL's DCF model is a two-phase model that determines the market value of the properties based on future cash flows. Based on a forecast of future income and expenditure over a detailed analysis period of ten years, the potential annual target rental income is identified and reduced by costs that cannot be passed on to tenants. The resulting cash flows thus correspond to the projected net cash flows after deduction of all costs not recoverable from tenants, but before financing and taxes. At the end of the detailed analysis period, a residual value (exit value) is determined on the basis of a perpetual annuity from the exit cash flow, as well as taking into account the future repair works incumbent on the owner. The market value is the sum of the net cash flows discounted to the valuation date over the detailed analysis period and the discounted residual value.
The discount rate used for the valuation is based on the interest rate on long-term, risk-free investments, such as a 10-year federal bond, plus a specific risk premium that takes into consideration the current situation in the transaction market in addition to usage, location and size of the property. This risk premium thus takes into account market risks and the higher illiquidity associated with properties compared with federal bonds. The yield difference (spread) between a federal bond and a property investment is regularly verified by JLL on the basis of property transactions.
The nominal discount and real capitalisation rates are differentiated according to property with regard to macro and micro situation as well as property segments:
| Weighted | ||||
|---|---|---|---|---|
| Asset class | Input factors | Minimum | average | Maximum |
| Discount rate (nominal) | 3.4% | 4.3% | 6.3% | |
| Commercial investment properties | Capitalisation rate (real) | 2.9% | 3.8% | 5.8% |
| Discount rate (nominal) | 4.3% | 4.5% | 5.0% | |
| Commercial development properties | Capitalisation rate (real) | 3.8% | 4.0% | 4.5% |
| Discount rate (nominal) | 3.4% | 3.7% | 4.2% | |
| Residential investment properties | Capitalisation rate (real) | 2.9% | 3.2% | 3.7% |
| Discount rate (nominal) | 3.5% | 4.0% | 4.9% | |
| Investment properties under construction | Capitalisation rate (real) | 3.0% | 3.5% | 4.4% |
| Discount rate (nominal) | 3.4% | 4.1% | 6.3% | |
| Total investment properties | Capitalisation rate (real) | 2.9% | 3.6% | 5.8% |
The valuations are based on the rental income at the valuation date of 31 December 2017. Starting from the current contractual rent, the annual target rental income is estimated. This takes account of the permitted indexation of rents deriving from contractual agreement or law, and in the case of expiring (commercial) leases by applying market rents that appear sustainable from the current standpoint. When establishing the time required to achieve market rents, account is taken of local legislation (e.g. the cantonal Residential Property Demolition, Conversion and Renovation Act, LDTR) as well as the risk of new tenants contesting higher rents, without modelling these in detail. In the case of expiring commercial leases, sustainable market rents as assessed from today's point of view are applied. The market rents are based on the rental price databases and the property research of JLL. Usually the lower of market rent and contract rent is used for tenant-side lease renewal options.
Rents for office and commercial spaces are normally linked to the national consumer price index (CPI), while rents for apartments are linked to the change in the reference interest rate calculated quarterly by the Swiss National Bank, but also include an inflation factor. Based on the forecasts of the relevant economic research agencies (KOF, BAK, SECO) for the trends in the CPI and mortgage interest rates, estimates are regularly made by JLL for the future indexing of the contractual rent, whereby the same assumptions are used for all valuations that are made on the same valuation date.
For the valuations on the valuation date, JLL assumed an annual increase of 0.50% in the first ten years in both commercial and residential rents. The contractually agreed percentage rates are taken into account in the valuations for each rental unit. The future rental income is linked 100% to the estimated inflation rate in cases of lack of information. The same growth rates are generally used for the future change in the market rents assessed from today's point of view as sustainable.
For expiring leases of retail and office spaces, a property and segment-specific vacancy is applied. This absorption time (vacancy in months after contract-end) is specifically determined for each property and usually lies between three and nine months. In special cases longer or shorter re-letting scenarios can also be applied. The general vacancy risk is taken into consideration with a structural vacancy rate, which is also applied specifically to the property.
The market value determination of properties that are completely or partially vacant takes place on the assumption that re-letting will take a certain amount of time. Rent losses, rent-free periods and other incentives for new tenants, which correspond to market standards at the date of valuation, are taken into account in the assessment.
In the case of residential properties, no specific vacancies are usually applied, since the leases are usually open-ended. The normal tenant fluctuation is taken into account with the help of structural vacancies, which are applied specifically to the property.
The property operating costs are based in principle on the respective property accounts. The non-recoverable costs concern operating and maintenance costs that cannot be passed on to tenants due to contractual conditions or running costs that the owner must bear due to vacancy. JLL models all future running costs on the basis of the analysis of the historical figures and benchmarks.
As well as rental income, future repair costs are also very important. The investments considered during the ten-year DCF analysis period are based in part on the projections of the landlord or the property management company, plausibility-tested in advance by JLL.
The capital expenditure that will be needed on a long-term basis is calculated specifically for the property for the determination of the exit value on the assumption that, depending on the building method and use of the property, various parts of the building have limited life spans and therefore must be renewed cyclically. The amount converted into a capital expenditure fund in the exit year considers only the cost of the ongoing renovation of the property, which secures on a long-term basis the contractual and market rents on which the valuation is based.
As a basis for the valuation of the investment properties under construction, Mobimo provides capital budgets and further project documentation, which give detailed information about the project status (construction status, letting status), project development and construction costs already incurred or estimated and deadlines (expected completion date). JLL conducts plausibility checks on the documentation provided, and these feed into the valuations.
| TCHF Note |
2017 | 2016 |
|---|---|---|
| Assets | ||
| Current assets | ||
| Cash | 14,335 | 41,781 |
| Other current receivables – third parties | 885 | 13 |
| Other current receivables – participations | 11,051 | 9,082 |
| Accrued income and prepaid expenses – third parties | 69 | 70 |
| Total current assets | 26,341 | 50,946 |
| Non-current assets | ||
| Financial assets | ||
| • Loan – participations | 1,052,269 | 801,044 |
| Participations 2 |
354,402 | 357,469 |
| Total non-current assets | 1,406,670 | 1,158,513 |
| Total assets | 1,433,012 | 1,209,459 |
| TCHF Note |
2017 | 2016 | |
|---|---|---|---|
| Equity and liabilities | |||
| Liabilities | |||
| Current liabilities | |||
| Trade payables – third parties | 363 | 205 | |
| Current interest-bearing liabilities – bond | 3 | 165,000 | 0 |
| Other current liabilities – third parties | 296 | 1,182 | |
| Other current liabilities – participations | 14 | 55 | |
| Accrued expenses and deferred income – third parties | 5,927 | 9,556 | |
| Accrued expenses and deferred income – governing bodies | 77 | 68 | |
| Total current liabilities | 171,677 | 11,066 | |
| Non-current liabilities | |||
| Non-current interest-bearing liabilities – bonds | 3 | 575,000 | 515,000 |
| Total non-current liabilities | 575,000 | 515,000 | |
| Total liabilities | 746,677 | 526,066 | |
| Equity | 4 | ||
| Share capital | 180,327 | 180,327 | |
| Statutory capital reserves | |||
| • Capital contribution reserve | 27,516 | 89,690 | |
| Statutory retained earnings | |||
| • General legal reserves | 45,795 | 45,795 | |
| Voluntary retained earnings | |||
| Retained earnings | |||
| • Profit carried forward | 368,028 | 305,919 | |
| • Profit for the year | 64,803 | 62,109 | |
| Treasury shares | –133 | –446 | |
| Total equity | 686,335 | 683,393 | |
| Total equity and liabilities | 1,433,012 | 1,209,459 |
| TCHF Note |
2017 | 2016 |
|---|---|---|
| Income from participations | 60,500 | 58,000 |
| Income from cost charges – participations | 2,206 | 2,157 |
| Financial income – participations | 15,857 | 14,296 |
| Financial income – third parties | 110 | 53 |
| Total income | 78,674 | 74,506 |
| Personnel expenses 5 |
–1,298 | –1,302 |
| Administrative expenses – third parties | –2,158 | –2,058 |
| Interest expense for bonds | –9,892 | –8,573 |
| Other financial expense – third parties | –32 | –34 |
| Direct taxes | –490 | –431 |
| Total expenses | –13,871 | –12,397 |
| Profit for the year | 64,803 | 62,109 |
The annual financial statements of Mobimo Holding AG, with its registered office in Lucerne, were prepared in accordance with the provisions of Swiss accounting and financial reporting law (title 32 of the Swiss Code of Obligations). The main valuation principles used that are not prescribed by law are listed at the beginning of the relevant Note.
The consolidated annual financial statements of Mobimo Holding AG are prepared in accordance with International Financial Reporting Standards (IFRS). These annual financial statements therefore do not contain any additional disclosures, a cash flow statement or management commentary.
All amounts are shown in thousands of Swiss francs (TCHF), unless stated otherwise. The sums and totals of the individual positions may be larger or smaller than 100% due to rounding.
| Share capital 2017 | Equity interest | Share capital 2016 | Equity interest | ||
|---|---|---|---|---|---|
| Name | Registered office | in TCHF | in % | in TCHF | in % |
| Directly held participations | |||||
| Mobimo AG | Küsnacht | 72,000 | 100.0 | 72,000 | 100.0 |
| Mobimo Management AG | Küsnacht | 100 | 100.0 | 100 | 100.0 |
| FM Service & Dienstleistungs AG1 | Küsnacht | 100 | 100.0 | 100 | 100.0 |
| LO Holding Lausanne-Ouchy SA | Lausanne | 12,000 | 100.0 | 12,000 | 100.0 |
| Immobilien Invest Holding AG | Glarus | 150 | 75.3 | 150 | 75.3 |
| BSS&M Real Estate AG2 | Küsnacht | 500 | 66.0 | 500 | 66.0 |
| Indirectly held participations | |||||
| Mobimo Zürich Nord AG3 | Küsnacht | 100 | 100.0 | n/a | n/a |
| LO Immeubles SA | Lausanne | 2,000 | 100.0 | 2,000 | 100.0 |
| Promisa SA | Lausanne | 100 | 100.0 | 100 | 100.0 |
| CC Management SA | Geneva | 4,700 | 100.0 | 4,700 | 100.0 |
| O4Real SA | Lausanne | 1,000 | 100.0 | 1,000 | 100.0 |
| Petit Mont-Riond SA | Lausanne | 50 | 75.3 | 50 | 75.3 |
| Parking du Centre SA | Lausanne | 6,000 | 50.0 | 6,000 | 50.0 |
| Flonplex SA | Lausanne | 2,000 | 40.0 | 2,000 | 40.0 |
| Parking Saint-François SA4 | Lausanne | 1,150 | 26.5 | 1,150 | 26.5 |
| Zentrum Oberhof AG2 | Inwil | n/a | n/a | 100 | 26.4 |
1 The remaining 50% shares in FM Service &Dienstleistungs AG, Küsnacht were acquired in the prior year.
2 66% of the shares in BSS&M Real Estate AG, Küsnacht, were acquired in the prior year. BSS&M Real Estate AG, Küsnacht, held 40% of Zentrum Oberhof AG, Inwil. The indirect investment in Zentrum Oberhof AG, Inwil, was thus 26.4%, while the share of voting rights was 40%. BSS&M Real Estate AG, Küsnacht, sold its holding in Zentrum Oberhof AG, Inwil, during the 2017 financial year.
3 Mobimo Zürich Nord AG was established on 9 March 2017 as a project company.
4 The share of voting rights is 5%.
In the prior year, the company ProviHold SA, Lausanne, was merged with LO Immeubles SA, Lausanne, under a restructuring. Additional shares in Dual Real Estate Investment SA, Fribourg, were also acquired during the prior year by LO Holding Lausanne-Ouchy SA, Lausanne. As a consequence, as part of restructuring of the companies within the scope of consolidation, the company Dual Real Estate Investment SA, Fribourg, was merged via a squeeze-out into LO Holding Lausanne-Ouchy SA, Lausanne. The remaining outstanding shares were also acquired in the process, with the indirect investment in CC Management SA, Geneva, a wholly owned subsidiary of Dual Real Estate Investment SA, Fribourg, also being increased to 100%.
Further information on the Group companies can be found in Note 34 to the consolidated annual statements.
Bonds are recognised in the balance sheet at nominal value. Issuance costs upon issue are offset against any premiums. Any resulting surplus is recognised in the balance sheet as accrued expenses and deferred income, whereas a negative figure is recognised in the income statement. The surplus carried in the balance sheet is depreciated over the remaining term of the bond.
A CHF 165 million bond maturing on 29 October 2018 was issued on 29 October 2013. The coupon is 1.5%.
A CHF 200 million bond maturing on 19 May 2021 was issued on 19 May 2014. The coupon is 1.625%.
A CHF 150 million bond maturing on 16 September 2024 was issued on 16 September 2014. The coupon is 1.875%.
A CHF 225 million bond maturing on 20 March 2026 was issued on 20 March 2017. The coupon is 0.75%.
Treasury shares are recognised in the balance sheet at the time of acquisition and at cost as a minus item in equity. The FIFO (first-in, first-out) principle is applied for determining the carrying amount in the event of a later resale.
As at 31 December 2017, share capital stood at CHF 180.3 million and was composed of 6,218,170 registered shares with a nominal value of CHF 29.00 each. All outstanding shares – i.e. all shares in issue less treasury shares – are entitled to dividends and confer the right to one vote per share at the company's general meetings. There was no change in share capital in the year under review or the prior year.
As at 31 December 2017, the company held 501 treasury shares. Over the course of the financial year, the initial holding as at 1 January of 2, 044 shares was increased through the purchase of a total of 2, 805 shares at an average price of CHF 265.59. 4,348 shares were granted to the Board of Directors and management as part of their remuneration arrangements.
The Annual General Meeting of 28 March 2017 approved a distribution from the capital contribution reserves of CHF 10.00 per share for the 2016 financial year, which was paid on 4 April 2017.
Compensation for the Board of Directors may be partly drawn in the form of shares. The number of shares to which a Board member is entitled is calculated based on the share price applicable on the date of allocation. The value of the allocated shares is charged as a personnel expense to the income statement, while the difference between the share price and the carrying amount is reported in the financial result in accordance with the FIFO principle.
In the year under review, 242 shares with a value of TCHF 63 were allocated to the Board of Directors as compensation. In addition, 73 shares with a value of TCHF 19 were granted as at the reporting date, but not issued until 2018.
As at 31 December 2017, the shareholdings of the members of the Board of Directors and the Executive Board or related parties were as set out below:
| No. of shares |
No. of shares |
Total | Total | |
|---|---|---|---|---|
| Name, function | issued | approved | 2017 | 2016 |
| BoD | 23,001 | 0 | 23,001 | 22,882 |
| Georges Theiler, | ||||
| BoD Chairman | 5,845 | 0 | 5,845 | 5,845 |
| Brian Fischer, BoD | 3,245 | 0 | 3,245 | 3,245 |
| Wilhelm Hansen, BoD | 5,121 | 0 | 5,121 | 5,123 |
| Peter Schaub, BoD | 120 | 0 | 120 | 120 |
| Daniel Crausaz, BoD | 2,487 | 0 | 2,487 | 2,487 |
| Bernard Guillelmon, BoD | 5,711 | 0 | 5,711 | 5,711 |
| Peter Barandun, BoD | 472 | 0 | 472 | 351 |
| Executive Board | 27,185 | 2,742 | 29,927 | 29,964 |
| Christoph Caviezel, CEO | 12,584 | 878 | 13,462 | 14,247 |
| Manuel Itten, CFO | 7,292 | 521 | 7,813 | 7,327 |
| Andreas Hämmerli, Head of Development |
3,105 | 471 | 3,576 | 4,137 |
| Thomas Stauber, Head of Real Estate |
3,194 | 521 | 3,715 | 3,219 |
| Marc Pointet, Head of Mobimo Suisse romande |
1,010 | 351 | 1,361 | 1,034 |
The approved number of shares from the profit-sharing entitlement of the Executive Board was based on the assumption that a ratio of 50% as stipulated in the compensation regulations applies.
As at the reporting date, the following shareholders held 3% or more of the shares and options in Mobimo Holding AG:
| % | 31.12.2017 | 31.12.2016 |
|---|---|---|
| BlackRock, Inc. | 4.41 | 4.97 |
| Pensionskasse des Kantons Zug | 3.38 | 3.38 |
| Norges Bank (the central bank of | ||
| Norway) | 3.14 | n/a |
| Credit Suisse Funds AG | 3.10 | n/a |
As a holding company, Mobimo Holding AG has no employees.
Mobimo Holding AG forms a VAT group together with CC Management SA, FM Service & Dienstleistungs AG, Immobilien Invest Holding AG, LO Holding Lausanne-Ouchy SA, LO Immeubles SA, Mobimo AG, Mobimo Management AG, Mobimo Zürich Nord AG, O4Real AG, Petit Mont-Riond SA and Promisa SA. Mobimo Zürich Nord AG was added to the VAT group on 9 March 2017. Mobimo Holding AG is jointly and severally liable for the liabilities arising from the VAT group.
As part of an external financing arrangement, Mobimo Holding AG gave an undertaking in a letter of comfort to ensure that Mobimo AG maintains equity of at least CHF 100 million.
As part of the purchase of the Dual Group, Mobimo Holding AG issued a guarantee for the subsidiary LO Holding Lausanne-Ouchy SA. This guarantee covers all future claims arising from this purchase up to a maximum of CHF 1.7 million.
On 22 January 2018, Mobimo Holding AG announced that it intended to acquire a majority interest in real estate company Fadmatt AG, and that a proposal to this effect had been submitted to that company's Board of Directors. Should this transaction take place, it would total approximately CHF 140 million. At least 50% of the purchase price would be paid in Mobimo shares.
No significant events took place after the reporting date that would require adjustments to the carrying amounts of assets and liabilities or would require disclosure in this section.
| TCHF | 2017 | 2016 |
|---|---|---|
| Balance brought forward | 368,028 | 305,919 |
| Profit for the year | 64,803 | 62,109 |
| Reversal of capital contribution reserves | 27,360 | 62,174 |
| Retained earnings | 460,191 | 430,202 |
| Treasury shares | –133 | –446 |
| Total available to the General Meeting | 460,057 | 429,756 |
| The Board of Directors proposes the following appropriation of profit to the General Meeting: | ||
| Payment of a dividend in the form of a distribution of paid-in capital of | 27,360 | 62,174 |
| Carried forward to new account | 432,831 | 368,028 |
| Total appropriation of profit proposed | 460,191 | 430,202 |
| Treasury shares | –133 | –446 |
| Appropriation of profit proposed less treasury shares | 460,057 | 429,756 |
| Total dividend | 27,360 | 62,174 |
| Less share from capital contribution reserves | –27,360 | –62,174 |
The Board of Directors is proposing the payment of a dividend of CHF 4.40 per share from the capital contribution reserves (total: CHF 27.4 million) and a capital reduction of CHF 5.60 per share (total: CHF 34.8 million) in the form of a nominal value reduction. This adds up to a total proposed distribution of CHF 10.00 per share (total: CHF 62.2 million). The distribution will be made upon completion of the capital reduction process (expected by the end of June).
Treasury shares are not entitled to a dividend.
The final figure for the reversal/distribution of capital contribution reserves depends on the number of treasury shares and the consequent number of shares with dividend entitlement issued by the date of the dividend distribution. If Mobimo Holding AG holds treasury shares on the date of the dividend distribution, the reversal/ distribution from the capital contribution reserves will be correspondingly lower.
To the General Meeting of Mobimo Holding AG, Lucerne To the General Meeting of Mobimo Holding AG, Lucerne
We have audited the financial statements of Mobimo Holding AG, which comprise the balance sheet as at 31 December 2017, and the income statement for the year then ended, and notes to the financial statements, including a summary of significant accounting policies. which comprise the consolidated balance sheet as at 31 December 2017 and the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of cash flows and the consolidated statement of changes in equity for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion the financial statements (pages 130 to 136) for the year ended 31 December 2017 comply with Swiss law and the company's articles of incorporation. In our opinion the consolidated financial statements (pages 56 to 117) give a true and fair view of the consolidated financial position of the Group as at 31 December 2017, and its consolidated financial performance and its
We conducted our audit in accordance with Swiss law and Swiss Auditing Standards. Our responsibilities under those provisions and standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the entity in accordance with the provisions of Swiss law and the requirements of the Swiss audit profession and we have fulfilled our other ethical responsibilities in accordance with these requirements. Basis for Opinion We conducted our audit in accordance with Swiss law, International Standards on Auditing (ISAs) and Swiss
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are
We have determined that there are no key audit matters to communicate in our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
The Board of Directors is responsible for the preparation of the financial statements in accordance with the provisions of Swiss law and the company's articles of incorporation, and for such internal control as the Board of Directors determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Key Audit Matters
In preparing the financial statements, the Board of Directors is responsible for assessing the entity's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the entity or to cease operations, or has no realistic alternative but to do so. Valuation of trading properties
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Swiss law and Swiss Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
As part of an audit in accordance with Swiss law and Swiss Auditing Standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
— Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud
1
is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Statutory Auditor's Report
We communicate with the Board of Directors or its relevant committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. In our opinion the consolidated financial statements (pages 56 to 117) give a true and fair view of the consolidated financial position of the Group as at 31 December 2017, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards (IFRS) and comply with Article 17 of the Directive on Financial Reporting (Directive Financial Reporting, DFR) of
We also provide the Board of Directors or its relevant committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. SIX Swiss Exchange and with Swiss law.
From the matters communicated with the Board of Directors or its relevant committee, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report, unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Basis for Opinion We conducted our audit in accordance with Swiss law, International Standards on Auditing (ISAs) and Swiss Auditing Standards. Our responsibilities under these provisions and standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the provisions of Swiss law and the requirements of the Swiss audit
In accordance with article 728a para. 1 item 3 CO and the Swiss Auditing Standard 890, we confirm that an internal control system exists, which has been designed for the preparation of financial statements according to the instructions of the Board of Directors. To the General Meeting of Mobimo Holding AG, Lucerne
We further confirm that the proposed appropriation of available earnings complies with Swiss law and the company's articles of incorporation. We recommend that the financial statements submitted to you be approved. Opinion
KPMG AG We have audited the consolidated financial statements of Mobimo Holding AG and its subsidiaries (the Group),
statements, including a summary of significant accounting policies.
Kurt Stocker Reto Kaufmann Licensed Audit Expert Auditor in Charge (IFRS) and comply with Article 17 of the Directive on Financial Reporting (Directive Financial Reporting, DFR) of SIX Swiss Exchange and with Swiss law.
Lucerne, 7 February 2018
the consolidated statement of comprehensive income, the consolidated statement of cash flows and the consolidated statement of changes in equity for the year then ended, and notes to the consolidated financial In our opinion the consolidated financial statements (pages 56 to 117) give a true and fair view of the consolidated
Licensed Audit Expert financial position of the Group as at 31 December 2017, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards
The Mobimo Group reports its key performance and cost ratio measures in accordance with the Best Practices Recommendations of the EPRA Reporting and Accounting Committee. The European Public Real Estate Association is an association of leading European property companies and is a partner of the FTSE EPRA/ NAREIT index family, which added the Mobimo Holding AG share as one of its components on 20 June 2011. The figures published
elsewhere by Mobimo on NAV, net initial yield and vacancy rates may deviate from the EPRA measures set out below, as Mobimo does not, for example, include the market value of trading properties, which are recognised at cost, and bases its calculations on effective rents. However, when calculating earnings per share Mobimo does take account of gains on the sale of trading and investment properties.
| A EPRA Earnings and EPRA Earnings Per Share Unit |
2017 | 2016 | ||
|---|---|---|---|---|
| Earnings per IFRS income statement | TCHF | 91,650 | 158,656 | |
| (i) | Changes in value of investment properties, development properties held for investment and other interests |
TCHF | –27,281 | –80,704 |
| (ii) | Profits or losses on disposal of investment properties, development properties held for investment and other interests |
TCHF | –27,470 | –34,945 |
| (iii) | Profits or losses on sales of trading properties and development services adjusted | TCHF | 371 | 2,257 |
| (iv) | Tax on profits or losses on disposals | TCHF | 7,610 | 9,638 |
| (v) | Negative goodwill/goodwill impairment | TCHF | n/a | n/a |
| (vi) | Changes in fair value of financial instruments and associated close-out costs | TCHF | –2,599 | –3,387 |
| (vii) | Acquisition costs on share deals and non-controlling joint venture interests | TCHF | n/a | n/a |
| (viii) | Deferred tax in respect of EPRA adjustments | TCHF | 7,067 | –1,474 |
| (ix) | Adjustments (i) to (viii) above in respect of joint ventures | TCHF | 0 | 0 |
| (x) | Non-controlling interests in respect of the above | TCHF | 696 | 1,338 |
| EPRA Earnings | TCHF | 50,044 | 51,378 | |
| Average number of shares outstanding | 6,217,383 | 6,215,739 | ||
| EPRA Earnings Per Share | CHF | 8.05 | 8.27 |
| B EPRA Net Asset Value | 31.12.2017 | 31.12.2016 | ||
|---|---|---|---|---|
| NAV per consolidated financial statements | TCHF | 1,383,935 | 1,350,936 | |
| Effect of exercise of options, convertibles and other equity instruments | 0 | 0 | ||
| Diluted NAV after the exercise of options, convertibles and other equity instruments | TCHF | 1,383,935 | 1,350,936 | |
| Include | ||||
| (i.a) | Revaluation of investment properties (if IAS 40 cost model is used) | TCHF | n/a | n/a |
| (i.b) | Revaluation of investment property under construction (IPUC) (if IAS 40 cost model is used) | TCHF | n/a | n/a |
| (i.c) | Revaluation of other non-current investments (owner-occupied properties and joint ventures) | TCHF | 24,175 | 26,207 |
| (ii) | Revaluation of tenant leases held as finance leases | TCHF | n/a | n/a |
| (iii) | Revaluation of trading properties | TCHF | 9,608 | 26,172 |
| Exclude | ||||
| (iv) | Fair value of financial instruments | TCHF | 32,780 | 39,834 |
| (v.a) | Deferred tax | TCHF | 163,386 | 161,572 |
| (v.b) | Goodwill as a result of deferred tax | TCHF | n/a | n/a |
| Adjustments to (i) to (v) in respect of joint ventures | TCHF | 2,336 | 2,344 | |
| EPRA NAV | TCHF | 1,616,220 | 1,607,065 | |
| Diluted no. of shares outstanding | 6,217,669 | 6,216,126 | ||
| EPRA NAV per share | CHF | 259.94 | 258.53 |
| C Triple Net Asset Value (NNNAV) Unit |
31.12.2016 | ||||
|---|---|---|---|---|---|
| EPRA NAV | TCHF | 1,616,220 | 1,607,065 | ||
| (i) | Fair value of derivative financial instruments | TCHF | –32,780 | –39,834 | |
| (ii) | Fair value of financial liabilities | TCHF | –84,479 | –105,182 | |
| (iii) | Deferred tax | TCHF | –159,398 | –156,089 | |
| EPRA NNNAV | TCHF | 1,339,562 | 1,305,960 | ||
| Diluted no. of shares outstanding | 6,217,669 | 6,216,126 | |||
| EPRA NNNAV per share CHF |
215.44 | 210.09 |
| D EPRA Net Initial Yield | Unit | 31.12.2017 | 31.12.2016 |
|---|---|---|---|
| Investment properties – wholly owned | TCHF | 2,583,760 | 2,446,798 |
| Investment properties – share of joint ventures/funds | TCHF | 41,666 | 43,115 |
| Trading property | TCHF | 201,845 | 304,844 |
| Less developments | TCHF | –445,445 | –518,574 |
| Completed property portfolio | TCHF | 2,381,826 | 2,276,183 |
| Allowance for estimated purchasers' costs | TCHF | 0 | 0 |
| Gross up completed property portfolio valuation | TCHF | 2,381,826 | 2,276,183 |
| Annualised cash passing rental income | TCHF | 118,258 | 119,968 |
| Direct cost of investment properties | TCHF | –17,023 | –17,324 |
| Annualised net rents | TCHF | 101,236 | 102,644 |
| Add: additional notional rent expiration of rent-free periods or other lease incentives | TCHF | 0 | 0 |
| Topped-up net annualised rent | TCHF | 101,236 | 102,644 |
| EPRA net initial yield | % | 4.3 | 4.5 |
| EPRA "topped-up" net initial yield | % | 4.3 | 4.5 |
| E EPRA Vacancy Rate | Unit | 31.12.2017 | 31.12.2016 |
| Estimated rental income potential from vacant space | TCHF | 5,252 | 5,363 |
| Estimated rental income from overall portfolio | TCHF | 107,341 | 111,077 |
EPRA vacancy rate % 4.9 4.8
| F EPRA Cost Ratios | Unit | 2017 | 2016 |
|---|---|---|---|
| EPRA Costs | |||
| Administrative operating expense lines per IFRS income statement | |||
| Direct expenses for rented properties | TCHF | 13,940 | 15,603 |
| Personnel expenses | TCHF | 7,779 | 7,574 |
| Operating and administrative expenses | TCHF | 1,996 | 1,768 |
| EPRA Costs (including direct vacancy costs) | TCHF | 23,716 | 24,945 |
| Direct vacancy costs | TCHF | 2,371 | 1,915 |
| EPRA Costs (excluding direct vacancy costs) | TCHF | 21,345 | 23,030 |
| EPRA Rental Income | |||
| Gross Rental Income less ground rent costs | TCHF | 100,527 | 103,507 |
| Gross Rental Income | TCHF | 100,527 | 103,507 |
| EPRA Cost Ratio (including direct vacancy costs) | % | 23.6 | 24.1 |
| EPRA Cost Ratio (excluding direct vacancy costs) | % | 21.2 | 22.2 |
| Unit | 2013 | 2014 | 2015 | 2016 | 2017 | Change in % | |
|---|---|---|---|---|---|---|---|
| Results of operations | |||||||
| Net rental income | CHF million | 78.9 | 87.6 | 94.1 | 96.2 | 94.1 | –2.2 |
| Profit on sale of trading properties and development services |
CHF million | 31.6 | 24.9 | 5.5 | 23.9 | 24.7 | 3.5 |
| Profit on sale of investment | |||||||
| properties | CHF million | 7.1 | 4.9 | 63.8 | 34.9 | 27.5 | –21.4 |
| EBIT including revaluation | CHF million | 119.4 | 97.6 | 170.4 | 200.3 | 142.3 | –29.0 |
| EBIT excluding revaluation | CHF million | 94.1 | 93.8 | 135.7 | 119.6 | 115.0 | –3.8 |
| Tax expense | CHF million | –16.7 | –4.8 | –34.1 | –15.1 | –24.4 | 61.5 |
| Profit | CHF million | 81.6 | 63.2 | 105.0 | 159.4 | 91.5 | –42.6 |
| Profit including revaluation1 | CHF million | 81.6 | 62.2 | 103.9 | 158.7 | 91.6 | –42.2 |
| Profit excluding revaluation1 | CHF million | 62.6 | 60.2 | 78.6 | 99.4 | 71.9 | –27.7 |
| Financial position | |||||||
| Non-current assets | CHF million | 2,156.7 | 2,301.3 | 2,467.7 | 2,502.7 | 2,642.8 | 5.6 |
| Current assets | CHF million | 551.7 | 466.4 | 485.2 | 529.0 | 552.9 | 4.5 |
| Equity as at 31.12. | CHF million | 1,241.1 | 1,222.5 | 1,264.7 | 1,366.3 | 1,399.1 | 2.4 |
| Equity ratio | % | 45.8 | 44.2 | 42.8 | 45.1 | 43.8 | –2.9 |
| Liabilities | CHF million | 1,467.4 | 1,545.2 | 1,688.2 | 1,665.4 | 1,796.6 | 7.9 |
| • current | CHF million | 373.7 | 114.2 | 138.3 | 203.2 | 288.5 | 42.0 |
| • non-current | CHF million | 1,093.7 | 1,431.1 | 1,549.9 | 1,462.2 | 1,508.1 | 3.1 |
| Share figures | |||||||
| Earnings per share | CHF | 13.14 | 10.00 | 16.72 | 25.52 | 14.74 | –42.2 |
| Earnings per share excluding | |||||||
| revaluation | CHF | 10.09 | 9.69 | 12.65 | 15.99 | 11.56 | –27.7 |
| NAV per share (diluted) | CHF | 200.01 | 195.93 | 202.45 | 217.33 | 222.58 | 2.4 |
| Distribution yield | % | 5.1 | 4.8 | 4.5 | 3.9 | 3.8 | –2.6 |
| Payout ratio | % | 72.3 | 95.0 | 59.8 | 39.2 | 67.8 | 73.0 |
| Year-end price | CHF | 186.10 | 199.20 | 222.70 | 254.75 | 261.50 | 2.6 |
| Average number of shares traded | |||||||
| per day | Number | 11.132 | 8.672 | 11.638 | 10.035 | 7.516 | –25.1 |
| Market capitalisation | CHF million | 1,156.5 | 1,238.3 | 1,384.8 | 1,584.1 | 1,626.1 | 2.7 |
| Share price – High | CHF | 221.10 | 200.70 | 229.40 | 254.75 | 279.25 | 9.6 |
| Share price – Low | CHF | 182.80 | 182.00 | 190.50 | 206.10 | 250.25 | 21.4 |
| Portfolio figures | |||||||
| Overall portfolio | CHF million | 2,371.9 | 2,469.7 | 2,654.6 | 2,765.6 | 2,799.1 | 1.2 |
| • Investment properties | CHF million | 1,577.7 | 1,907.4 | 2,132.4 | 2,111.5 | 2,111.6 | 0.0 |
| • Development properties | CHF million | 794.2 | 562.3 | 522.2 | 654.1 | 687.5 | 5.1 |
| Gross yield from investment | |||||||
| properties | % | 5.7 | 5.6 | 5.4 | 5.3 | 5.1 | –3.8 |
| Net yield from investment properties | % | 4.6 | 4.5 | 4.3 | 4.1 | 4.0 | –2.4 |
| Investment property vacancy rate | % | 3.9 | 5.4 | 4.7 | 4.8 | 4.9 | 2.1 |
1 Attributable to the shareholders of Mobimo Holding AG.
Federal Act of 16 December 1983 on the Acquisition of Immovable Property in Switzerland by Foreign Non-Residents.
The CDP possesses the world's most comprehensive collection of environmental data from companies, organisations and governments and evaluates this systematically for investors.
Federal Act of 30 March 1911 on the Amendment of the Swiss Civil Code (Part Five: Code of Obligations).
Condominium.
Directive Corporate Governance issued by the Swiss stock exchange (SIX Swiss Exchange).
The method used for calculating the fair value of real estate. The fair value of a property is calculated from the present values of net cash flows expected in the future (valuation period of 100 years). The net cash flows are discounted at a discount rate on the reporting date.
The annual dividend income of a share as a percentage of the current share price.
Earnings per share are calculated by dividing the Group result attributable to the shareholders of Mobimo Holding AG, by the weighted average of the number of shares outstanding during the reporting period.
Earnings before interest and tax.
Earnings before interest, tax, depreciation and amortisation.
Ordinance of 20 November 2013 against Excessive Remuneration in Listed Companies Limited by Shares.
EPRA is an association of leading European property companies and is a partner of the FTSE EPRA/NAREIT index family.
Federal Act on Financial Market Infrastructures and Market Conduct in Securities and Derivatives Trading.
DGNB is an internationally recognised and comprehensive certification system used to objectively describe and assess the sustain ability of buildings and districts. It comprises the six key aspects of sustainable building, namely environmental, economical, sociocultural and functional aspects, technology, processes and site.
GRESB is the leading industry-oriented organisation for the assessment of the sustainability performance of real estate portfolios worldwide.
GRI develops the guidelines for the creation of sustainability reports of major companies, small and medium-sized businesses, governments and NGOs.
Total financial liabilities relative to total portfolio value.
Income from the rental of investment properties includes net rental income, i.e. target rental income less rents lost due to vacancies.
The interest coverage ratio is calculated from the earnings before interest, tax, depreciation and amortisation (EBITDA) excl. revaluation, divided by the interest expense.
Share price on the reporting date multiplied by the number of shares issued.
A building standard for new and modernised buildings. The focus of this standard is ensuring the comfort of the people working and living in the respective building.
Mobimo Holding AG.
The value of equity as per the consolidated annual financial statements.
Net financial liabilities relative to equity.
Total financial liabilities less cash and short-term financial assets relative to total portfolio value.
Non-meaningful figure.
The number of shares issued minus the number of treasury shares.
The payout ratio refers to the ratio of dividend payments (in accordance with the proposal to the General Meeting) to the profit earned by the company.
Profit (attributable to the shareholders of Mobimo Holding AG) in relation to average equity (attributable to the shareholders of Mobimo Holding AG; equity at 1 January plus capital increase/reduction).
Profit (attributable to the shareholders of Mobimo Holding AG) not including revaluation (and attributable deferred tax) relative to average equity (attributable to the shareholders of Mobimo Holding AG; equity at 1 January plus capital increase/reduction).
Federal Act of 24 March 1995 on Stock Exchanges and Securities Trading.
The Swiss Performance Index (SPI) comprises practically all of the SIX Swiss Exchange-traded equity securities of companies that are domiciled in Switzerland or the Principality of Liechtenstein. It is therefore considered Switzerland's overall stock market index.
The SXI Swiss Real Estate Indices bring together the five largest and most liquid real estate shares as well as the ten largest and most liquid real estate funds listed on the SIX Swiss Exchange.
The Swiss Society of Engineers and Architects is the main professional association for qualified experts from the fields of construction, technology and the environment.
This rate is calculated as the sum of all rent lost due to vacancy, divided by target rental income.
Half-year report
Mobimo publishes information on its business performance every six months. The annual report is available in German, English and French, with the French report being an abridged version. The halfyear report is published in German and English. The sustainability report is released once a year in both German and English. The original German version is always binding.
All of the publications and further information are available at www.mobimo.ch.
Overall responsibility: Mobimo Holding AG
Development of content and design concept, consulting and production: PETRANIX Corporate and Financial Communications AG, Adliswil-Zurich
Photos: Christof Möri, www.bildermachermoeri.ch Dominique Meienberg, www.dominiquemeienberg.ch Markus Bertschi, www.markusbertschi.com Mike Kessler, www.profifoto.ch
Rütligasse 1 CH-6000 Lucerne 7 Tel. +41 41 249 49 80 Fax +41 41 249 49 89
Seestrasse 59 CH-8700 Küsnacht Tel. +41 44 397 11 11 Fax +41 44 397 11 12
Rue de Genève 7 CH-1003 Lausanne Tel. +41 21 341 12 12 Fax +41 21 341 12 13
Dr. Christoph Caviezel, CEO Manuel Itten, CFO Tel. +41 44 397 11 95 [email protected]
Tel. +41 44 809 58 58 [email protected]
Rütligasse 1 CH-6000 Lucerne 7 Tel. +41 41 249 49 80 Fax +41 41 249 49 89 www.mobimo.ch
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