Annual Report • Apr 2, 2012
Annual Report
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| 2011 | • 2010 | 2009 | 2008 | 2007 | |
|---|---|---|---|---|---|
| Results (x € 1 million) | |||||
| Cross rental income | 132.5 | 126,6 | 130.6 | 132,0 | 120.6 |
| Direct investment result | 67.0 | 67.8 | 68.6 | 60,9 | 64,4 |
| Indirect investment result | 29.1 | 31.4 | (130,0) | (112.0) | 180,1 |
| Investment result | 96.1 | 99.2 | (61.4) | (51.1) | 244.5 |
| Bala nee sheet (x€ l million) |
|||||
| ," vestment properties |
2,129.0 | 1,995.5 | 1.861.4 | 2,014,8 | 2,093,1 |
| Equity | 1.105.7 | 1,074.9 | 1,035.1 | 1,094,4 | 1,214,9 |
| Equity Vastned Retail shareholders | 1,000.4 | 975.6 | 939.1 | 998,2 | 1,135.8 |
| Long-term liabilities | 835.7 | 686,9 | 673.5 | 690,5 | 617.3 |
| Average number of ordinary shares in Issue | 18,574,595 | 18,409,519 | 17,028,420 | 16,399,050 | 16,706,552 |
| Number of ordinary shares In issue (at year-end) | 18,621,185 | 18,495,220 | 18,265,213 | 16,417,526 | 16,362,097 |
| Per share (x€l) | |||||
| Equity Vastned Retail shareholders | |||||
| at beginning of year (including dividend) | 52.75 | 51.42 | 60.80 | 69.42 | 57,93 |
| Final dividend previous financial year | (2.58) | (2.78) | (2.68) | (2,73) | (2,60) |
| Equity Vastned Retail shareholders | |||||
| at beginning of year (excluding dividend) | 50.17 | 48.64 | 58.12 | 66.69 | 55.33 |
| Direct investment result | 3.61 | 3.68 | 4.03 | 3,71 | 3 85 |
| Indirect investment result | 1.56 | 1.71 | (7,64) | (6.82) | 10,79 |
| Investment result | 5.17 | 5.39 | (3.61) | (3.11) | 14.64 |
| Other movements | (053) | (0,18) | (1,84) | (1,61) | 0,57 |
| Interim dividend | (1,09) | (1.10) | (1,25) | (1,17) | (1,12) |
| Equity Vastned Retail shareholders at year-end | 53.72 | 52.75 | 51.42 | 60.80 | 69.42 |
| Share price (at year-end) | 34,60 | 51,98 | 45,835 | 36.00 | 65.70 |
| Dividend in cash | 3,61 | 3,68 | 4.03 | 3,85 | 3.85 |
| or in cash | 1,09 | 2,43 | 2.35 | 2,02 | 2.47 |
| and in shares charged to the share premium reserve Dividend yield as a percentage |
1) | 2,56% | 4.00% | 5,56% | 2,13% |
| of equity Vastned Retail shareholders at beginning of year (excluding dividend) |
7.2 | 7.6 | 6.9 | 5,8 | 7,0 |
| Solvency ratio (in %) | 52,6 | 54.6 | 55.9 | 55,5 | 59.1 |
| Loan-to-value (in %) | 43,1 | 41.4 | 39,9 | 41.2 | 38.3 |
ANNUAL REPORT 2011 VASTNED RETAIL N.V.
Lichtenauerlaan 130 3062 ME Rotterdam PO Box 4444 3006 AK Rotterdam Telephone+3110 24 24 300 Fax+31 10 24 24 333 www.vastned.nl infogvastned.com
Ruede Rivoli 118-120 F-75001 Paris Telephone+33 155 80 57 57
P° de la Castellana, 141, Planta 22B 28046 Madrid Telephone +34 913 60 07 92
Uitbreidingstraat 18 B-2600 Antwerp-Berchem Telephone+32 32 87 67 67 www.intervest.be intervest@intervest,be
UstZeren Sok. No: 28 1. Levent/Be^ikta? Istanbul Telephone+90 21 22 70 41 92
W.J. Kolff, chairman N.J. Westdijk, vice-chairman* P.M. Verboom** J.BJ.M. Hunfeld Chairman remuneration committee
T.T.J, de Groot, CEO T.M. de Witte, CFO Vastned Management B.V,
Chairman audit committee
Quotation: NYSE Euronext Amsterdam ISIN: NL0009842509 Ticker: VASTN.NL
This is the English 2011 annual report. The Dutch version is available on our website only in PDF-format. In case of inconsistencies, the Dutch version shall prevail.
Wednesdoy 2 A/lay 2012 General meeting of shareholders
Fridoy4/Moy2012 Ex final dividend listing 2011 (record date; Tuesday 8 May 2012)
Friday 4 May up to and including Friday 18 May 2012 Option period final dividend 2011
Wednesday 9 May 2012 Press release first quarter results 2012" Analysts conference call/webcast
Monday 21 May 2012 Payment date final dividend 2011
Thursday 2 August 2012 Press release semi-annual results 2012! ' Analysts meeting/webcast
/Monday 6 August 20)2 Ex interim dividend listing 2012 (record date Wednesday 8 August 2012)
/Monday 27/\ugust 2012 Payment date interim dividend 2012
Friday 2 November 2012 Press release nine months' figures 2012': Analysts conference call/webcast
Before trading
Taco de Groot
Dear Vastned investors, tenants, employees and other business relations.
Without a doubt, 2011 will go down in history as a year of crucial milestones for the future development ofVastned. A year in which we terminated our management partnership with VastNed Offices/ Industrial, in which the economy and the Euro were shaken to their very foundation and the year in which we introduced our sharpened strategy. Using the gripping slogan 'Venues for Premium Shopping', we presented a strategy designed to produce greater quality, greater stability and greater predictability. The focus on the one hand is on substantially increasing the share of inner city retail property within our portfolio and on the other hand putting the tenant even more at the centre of our actions.
The strategy calling for a focus on quality cannot be viewed independently from economic and market trends. While some at the end of 2010 were cautiously hoping for a slight recovery in 2011, we were all abruptly brought back down to earth due to the financial and Euro crises. Newspapers ran out of space in their efforts to give the bad economic news sufficient coverage. The results, for retailers as well as investors, were not exactly positive.
Given the circumstances, it is up to us to pursue a solid and robust policy that at the same time is sufficiently flexible in terms of its ability to anticipate unexpected conditions.
The retail market has been undergoing serious changes for some time, such as the greying population and the persistent growth and impact of e-commerce. Furthermore, it would appear that the financial crisis is also going to have a structural impact on the retail sector. Apart from that, it is difficult to come to a final assessment concerning the sector, because any such assessment in fact depends on
the quality of each individual formula. There are still many retail brands that are doing well and that attract customers, and retailers that also during economic downturns are pursuing a strategy of expansion with their successful formula.
An important development is the fact that shopping increasingly has become a form of quality time for consumers. Consumers are increasingly looking for a unique and authentic shopping experience and retailers are anticipating this trend. Tenants are therefore choosing more than ever the best locations on the most popular high streets and in large shopping centres, because these are the places where a high footfall and consumer spending converge.
More selective consumers and retailers are the cause for Vastned to apply a stricter definition of 'high street' within its portfolio, as a result of which the so-called feeder streets and newly developed shopping districts no longer qualify to be designated as high street properties. Based on the more qualitative definition of high street that we introduced in September, 49%of Vastned's current property portfolio consists of high street locations, compared with 55% in accordance with the old definition, Vastned's goal is to increase the share of high streets in its property portfolio from 49% to 65%.
Further study shows that the value of property on high streets is more resilient due to the more rapid growth of rents and a higher occupancy rate. From 2008 to mid-2011, the total annual return on Vastned's high street retail property was 7.6% compared with 4.9% on non-high street retail property. This confirms Vastned's sharpened strategy calling for the development of a strong retail property portfolio on the most popular high streets combined with an organisation that strives for a pronounced focus on the tenant.
It is our ambition to use € 100 to € 200 million each year for making selective acquisitions in our core markets. A reassessment ofthe portfolio in 2011 furthermore has resulted in the designation of € 90 million in property for disposal over the coming two years. It is evident that we will work this out in a realistic and practical way. Furthermore, there are ample opportunities in the market for making acquisitions, but we remain extremely critical in terms of realising any opportunities. We can make a balanced assessment at all times: we do not 'have to act'.
The sharpened direction also includes the further optimisation ofthe conservative financing strategy by diversifying the financing. Aside from the current bank financing, Vastned will allow the alternative financing share (such as private placements) to increase to approximately 25% ofthe loan portfolio. Furthermore, the aim will be to achieve a spread in lenders, whereby an individual lender will not account for more than 25% ofthe total loan portfolio. In addition, Vastned will extend the term of its loan portfolio by attracting long term loans. The target is to maintain the loan-to-value at between 40% and 45%, whereby it will be possible to (temporarily) deviate from this should attractive investment opportunities arise.
In the autumn we were still able to renew six bank loans totalling € 195 million, enabling us to fairly quickly start implementing the modified financing strategy. After the completion of the financial year, in January 2012, we concluded a second private placement in the amount of € 50 million in line with the strategy.
Changes in management, the operating structure and business culture were also introduced in support ofthe implementation ofthe sharpened strategy. The managementteam has extensive knowledge of and years of experience with the retail property sector in all of our core markets. Even more than in the past, the aim is to exchange this local knowledge and experience among the country teams, apply it as part ofthe acquisition and disposal processes, and in contacts with tenants. Greater ownership, proactive action and entrepreneurship on the part of employees are important elements ofthe adjusted business culture. The move in mid-December 2011 to our new offices at Lichtenauerlaan 130 in Rotterdam is perfectly consistent with these changes. Even more important is the development calling for an optimal focus on tenants. The relationship with our tenants must be nurtured and may never be taken for granted.
With the introduction ofthe three-pillar strategy described above, we believe we are in a position to properly anticipate changing market conditions. This enables us to increase the stability of our cash flows and to reduce the risk profile. We have a clear ambition with an attractive perspective and plan to implement this on the basis of a practical and realistic approach.
To realise its strategy, Vastned will apply an explicit focus on quality within its portfolio, the organisation and its financing policy. We are building a quality portfolio comprising the best possible retail properties on the most popular high streets in the larger cities. We were able to acquire a few nice top locations in 2011 as well. For example, during the summer of 2011, a prime high street shop was acquired in the heart ofthe exclusive Ni^anta^i shopping district in Istanbul as a result of which the value of the Turkish portfolio rose to above € 100 million. In the spring, the French portfolio was expanded with nine high street shops in the heart of Bordeaux. In the Belgian city of Namur, the Jardin d'Harscamp shopping complex located in the city's top shopping district was acquired. At the beginning of 2012, we were able to contract the leading retailer Desigual's interest in this complex.
Vastned was able to add many new tenants to its portfolio during the 2011 financial year. For example, in the autumn of 2011, the advent ofthe trendsetting fashion chain, Kenzo, confirmed the quality of Vastned's portfolio in the French city of Lille. The Kenzo branch has opened its doors in February 2012. A lease was signed earlier in the year with fashion giant ZARA for our property on the busiest street in Istanbul, Istiklal Caddesi. The property, a former bank branch, will open its doors in the third quarter of 2012 following a thorough renovation. The Dutch portfolio was also able to welcome a new addition; the first Pull tBear store in the Netherlands opened its doors in The Hague.
Earlier in this preface we referred to the termination ofthe management partnership agreement with VastNed Offices/Industrial. The termination of this agreement was prompted by the need for allowing the management of each fund to dedicate maximum focus to its own specific markets and property portfolios. Our shareholders endorsed this decision during the General Meeting of Shareholders and this decision was implemented over the course ofthe year. In part due to the merger of VastNed Offices/Industrial and NSI, it was possible to accelerate various matters with the benefit that we were already able to present our sharpened strategy in September.
Our organisation now consists of a flexible, professional, centrally operating team managed by the CEO and CFO, and in addition comprises active country organisations, each with a country manager with an excellent track record in the sector. Hands-on is the keyword for successfully tackling the challenges presented by the market.
There is one important area about which we have not yet said anything here. Perhaps you may have noticed that in this text we are consistently speaking about 'Vastned' instead ofVastned Retail'. This is connected to the introduction of our new house style in December of last year. The transformation of our company immediately became very tangible via our new logo and pay-off 'Venues for Premium Shopping'. In our view this perfectly portrays what we offer, in fact to tenants as well as our investors, and at the same time also what our tenants offer their customers: premium shopping. The house style, the logo and the pay-off together mark a milestone in our history.
I would like to take this opportunity to thank all of you for the fact that you continued to be committed to our fund, even during a year marked by many changes. As for myself, I believe that change is a good thing. It furthers organisations, develops people and leads to innovation. However, change also generates a certain amount of uncertainty, definitely when conditions are turbulent, such as is currently the case with the economy. No doubt we will once again be experiencing economic turbulence and change in 2012. I perceive that as a wonderful challenge. Our fund, our organisation, our property portfolio and our strategy are focused on quality, stability and predictability. It is a great combination.
Kind regards. Taco de Groot, CEO
The market rent applicable fora particular period of vacant properties, expressed as a percentage ofthe theoretical rental income for the same period.
Consist of Net rental income less net financing costs (excluding value movements financial derivatives), general expenses, current income tax expense and the part of this income and expenditure attributable to non-controlling interests,
Recurring earnings from core operational activities. In practice this is reflected by the direct investment result.
Net Asset Value adjusted to include properties and other investment interests at fair value and to exclude certain items not expected to crystallise in a long-term investment property business model,
EPRA NAV adjusted to include the fair values of (i) financial instruments, (ii) debt and (iii) deferred taxes,
Annualised rental income based on the cash rents passing at the balance sheet date, less non-recoverable property operating expenses, divided by the market value ofthe property, increased with (estimated) purchasers'costs, Annualised rental income includes any CPI indexation and estimated turnover rents or other recurring operational income but does not include any provisions for doubtful debtors and letting and marketing fees,
This yield is calculated by making an adjustment to the EPRA NIY in respect of the expiration of rent-free periods (or other unexpired lease incentives such as discounted rent periods and step rents).
Estimated Market Rental Value (ERV) of vacant space divided by ERV of the whole portfolio.
The rental value estimated by external valuers for which a particular property may be leased at a given time by wellinformed parties who are prepared to make a transaction, who are independent and who act prudently and free from duress.
Contractually agreed rent for a particular property, taking the effect of straight-lining of lease incentives into account.
The gross rent recognised fora certain period after deduction ofthe effects of straight-lining of lease incentives.
Theoretical annual rent expressed asa percentage ofthe market value ofthe property.
Consists ofthe value movements and the net result on disposals of investment properties, movements in deferred tax assets and deferred tax liabilities and the value movements of financial derivatives that do not qualify as effective hedges, less the part of these items attributable to non-controlling interest.
Any compensation, temporary lease discount or expense for a tenant upon the conclusion or renewal of a lease agreement,
The estimated amount for which a particular investment property might be traded between well-informed parties who are prepared to make a transaction, who are independent and who act prudently and free from duress.
Represents the equity attributable to Vastned Retail shareholders as shown in the consolidated financial statements of Vastned Retail prepared in accordance with IFRS,
Net rental income expressed as a percentage of the acquisition price (including transaction costs) ofthe respective investment property.
Cross rental income less ground rents paid, less net service charge expenses and operating expenses attributable to the respective period, such as maintenance costs, management expenses, insurance, letting costs and local taxes.
Theoretical net rental income expressed as a percentage of the market value ofthe respective investment property,
100% less the vacancy rate.
Phasing the costs of lease discounts, rent-free periods and lease incentives over the duration ofthe lease contract.
The annual gross rent at a given time, excluding the effects of straight-lining of lease incentives and such, plus the annual market rent of any vacant properties.
The gross rent attributable to a particular period excluding the effects of straight-lining of lease incentives and such, plus the market rent of any vacant properties applicable to the same period.
The annual market rent of unleased properties at a certain point in time expressed asa percentage ofthe theoretical annual rent at the same point in time.
Introduction 21 Economy and markets 21 Property portfolio 23 The Netherlands 33 France 42 Spain 51 Belgium so Turkey 59 Portugal 71 Personnel and organisation n Sustainability 78 Responsibility statement Board of Management so Risk management so Financial performance 83 Dividend proposal and dividend distribution 90 Outlook for 2012 90
Consolidated profit and loss account 105 Consolidated statement of comprehensive income 107 Consolidated balance sheet as at 31 December ios Consolidated statement of movements in equity no Consolidated cash flow statement 112 Notes to the consolidated annual accounts 113 Company balance sheet as at 31 December 154 Company profit and loss account 155 Notes to the company annual accounts 155 Other information iss
Investment properties in operation iss Other investment properties 204 KEY FIGURES PROPERTY PORTFOLIO
Vastned Retail N.V. ('Vastned'), founded in 1986, is a (closed-end) property investment fund with variable capital that makes long-term investments in top quality well-let retail properties, with a focus on high street shops, in selected geographical markets in Europe. The shares have been listed on NYSE Euronext Amsterdam since 9 November 1987 and have been included in the Amsterdam AMX index since 3 March 2008.
Consumers and retailers are always looking for an exceptional shopping experience and are drawn to quality locations, whereby the most popular high streets offer a unique combination in terms of authenticity and drawing power. The level of offer, visitors and spending consequently exceeds the average, which leads to higher turnovers and profits for the retailer and ultimately in higher rents for the location owner. The retailers' success and the competitiveness ofthe location are therefore of major importance to the long-term success ofthe retail property investor.
Vastned offers retailers 'Venues for Premium Shopping'. This provides institutional and private investors with an opportunity to invest in a fund whose central focus is on premium retail property with emphasis on locations on the most popular high streets. The long term focus on quality enables Vastned to generate a stable and predictable cash flow which in turn contributes to the realisation of solid and sustainable value development.
Vastned aims to realise its strategic objective by focusing on the following investment products and by using the following investment methodology:
At year-end 2011, Vastned's property portfolio (in operation and pipeline) had a value of € 2,129.0 million (year-end 2010: € 1,995.5 million). At that date it had the following composition:
Broken down by the countries where Vastned currently has operations, the composition at year-end 2011 is as follows:
The tenant has gained an even more prominent place in Vastned's sharpened strategy. Vastned aims to strengthen the relationship with retailers and to closely monitor the development of these tenants and the retail market's trends. Using the knowledge and experience gained within the organisation in this respect, Vastned aims to be able to even better anticipate the trends in the retail market in its investment policies. Account management must bring the tenant and the landlord closer together and at the same time optimise the relationship.
Particularly in periods when the Vastned share price trades at a premium compared to actual or forecasted net asset value, it may be attractive to issue new shares. In principle new shares will only be issued if there are good investment opportunities in the foreseeable future. The decision to issue or repurchase company shares is taken by the Board of Management, taking into account the limits and conditions to be set by the Supervisory Board.
The basic rule is that the loan capital used to finance the property portfolio is kept to about 40% to 45% ofthe market value ofthe properties at the most. A temporary deviation from this limit is possible if interesting acquisition or sales opportunities arise, and provided the ratio between interest rates and the yield on the properties is acceptable. Vastned operates within the financing limits that apply to fiscal investment institutions as meant in Section 28 ofthe 1969 Corporate Income Tax Act.
The conservative financing strategy will be further optimised by diversifying the financing. Aside from the current bank financing, Vastned will allow the alternative financing share (such as private placements) to increase to approximately 25% ofthe loan portfolio. Furthermore, the aim will be to achieve a spread in lenders, whereby an individual lender will not account for more than 25% ofthe total loan portfolio. The basic position is that the long-term loan portfolio should have a weighted average term of at least three years.
Furthermore, the organisation aims for a balance between short-term and long-term fixed interest periods in its financing, whereby the basic position is that two thirds ofthe loan portfolio should have a fixed interest rate. To this end, interest-rate derivatives are used where appropriate. To limit interest rate risks, efforts are made to achieve a weighted average interest rate term ofthe fixed part, of at least three years.
An attractive tax climate is an important factor in determining investment selection. Vastned qualifies asa fiscal investment institution as referred to in Section 28 of the 1969 Netherlands Corporate Income Tax Act. This means that no corporate income tax is due in the Netherlands. In Belgium almost all investments have been incorporated in the property Bevak (Belgian REIT) Intervest Retail, which is also virtually exempt from income tax. The French property investments, except for a single company, are also exempt from income tax under the SIIC regime applying in that country. The investments in Spain, Turkey and Portugal are subject to standard taxation. The option of applying the new Spanish REIT regimes (SOCIMI or SII) has been investigated. At the moment these regimes do not appear to be sufficiently attractive to warrant implementation in the short term in view ofthe composition of the property portfolio as a whole. Vastned will however continue to look for ways of optimising its fiscal position.
Vastned aims to avoid currency risks by investing primarily in the euro zone. When currency risks occur, their scope is limited by carefully matching the currencies of assets and liabilities on the one hand and income and expenditure on the other. Please refer to the chapter on Risk Management on page 178 in this annual report.
Vastned's dividend policy is aimed at letting the shareholders dispose virtually fully ofthe direct investment result. The fiscal result as a minimum must be paid out in cash in order to comply with the fiscal conditions forfiscal investment institutions.
The dividend is placed at the shareholders' disposal in the form ofan interim dividend equal to 60% of the direct investment result for the first six months of the financial year plus a final dividend after the financial year has closed. Shareholders can also receive (a portion of) the final dividend in shares in this respect (stock dividend).
Vastned pursues an active acquisition and divestment policy designed to continuously improve and safeguard the quality ofthe property portfolio. After implementing the sharpened strategy, the focus ofthe acquisition and divestment policy is primarily on increasing the proportion of high street shops. New investment opportunities are constantly being assessed. When acquiring investment property in pipeline, the development risks are generally transferred to contracted project developers and building contractors. Letting risks may be accepted if the company is involved in the design and decisions regarding the tenant mix from an early stage. Acquisitions are only made if the market conditions are favourable, the risk-return profile is balanced and the capital ratios allow the transactions in question. In this context, acquisition opportunities are constantly being weighed against financial alternatives such as the repurchase of own shares. A review is carried out at least once every year to identify the properties in the property portfolio that no longer satisfy the desired risk-return profile. This can lead to divestment in some cases.
Vastned pursues an active policy of identifying the risks associated with investing in property and taking appropriate action where necessary. In doing so, it distinguishes between strategic risks, operational risks, financial risks, reporting risks and compliance risks. A more detailed description of Vastned's risk management can be found in the 'Report ofthe Board of Management' chapter on page 80 and the 'Risk Management' chapter on page 178 in this annual report.
Sustainability remains important. The previous year this subject was also on Vastned's agenda. Vastned actively implements its policy on sustainable business practices where possible, in its property portfolio. This is further clarified on page 78 in this annual report.
Vastned actively manages its property portfolio; its aim is to have fully-fledged local management in place in the countries in which it has operations. With approximately 80 employees in total, Vastned Management in Rotterdam, Vastned Management France in Paris, Vastned Management Espana in Madrid, Intervest Retail in Antwerp, and Vastned Emlak Yatirim ve ingaat Ticaret in Istanbul manage the investments ofVastned.
Keeping the management of properties in-house is the best way of ensuring optimum leasing to creditworthy tenants and proper care for the state in which the properties are kept. By carrying out as many ofthe commercial and administrative management tasks as possible in-house, the company comes into direct contact with the tenants and the property market, enabling it to respond effectively to market developments and also to manage operating expenses in a responsible fashion. Technical management is largely subcontracted to local specialists. Care is taken to ensure the properties are in an optimum state with an optimum value in relation to the returns for shareholders. This is done by carrying out maintenance and renovations on property investments in the portfolio and by selling properties that are no longer appropriate for the portfolio. The property markets in the different countries are subject to the legislation and regulations applicable in the countries in question. Local networks together with specialist knowledge ofthe local culture give the company the edge in the commercial operation ofthe properties, Vastned aims to carry out its activities in the country itself wherever possible. The local knowledge and experience gained in this respect is mutually shared so that it can be optimally used in managing the entire property portfolio.
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Due to a changing world, 2011 was a year in which the Supervisory Board implemented drastic changes in the structure within which the Company operates and in which the Company announced a sharpened strategy, specifically supported by the Supervisory Board, and took the first steps to implement it. In this context and in the context of a more regular supervisory role, the Supervisory Board met eight times in 2011. In the context of making sound decisions, the Board of Management always kept the Supervisory Board supplied with sufficient information in time. None ofthe members ofthe Supervisory Board was absent, or frequently absent, during its deliberations. The subjects that were discussed in the Supervisory Board's eight meetings included the following:
n
the relationship with shareholders;
aspects of corporate social responsibility, where relevant for the Company;
As indicated earlier, the partnership agreement between Vastned Retail, Vastned Management and VastNed Offices/Industrial was terminated in 2011. An advance payment was made by the parties in the context of this termination. Due to the completion ofthe merger between VastNed Offices/ Industrial and NSI, and careful monitoring ofthe relevant costs, the termination was cost-neutral to Vastned Retail. Due to the implementation ofthe merger between VastNed Offices/Industrial and NSI, the members ofthe Board of Management no longer play a role in managing the former sister company.
In the context ofthe termination ofthe partnership agreement with VastNed Offices/Industrial it was decided to reduce the Board of Management from three to two members. In this regard, the employment contract with Mr Reinier van Gerrevink was terminated and MrTaco de Groot, formerly Chief Investment Officer, was appointed as Chief Executive Officer. MrTom de Witte continues in his position as Chief Financial Officer. Both Directors, who discharge their responsibilities through the intermediary ofVastned Management, were also appointed as statutory Directors ofVastned Retail effective 25 November 2011.
The Supervisory Board thanks Mr Reinier van Gerrevink for the contribution he has made since he joined the Company in mid-2002. His contribution, particularly in relation to professionalising the internal organisation was a key factor in Vastned's success.
In our estimation, given the impact ofthe financial crisis, the greying population and the increasing importance of e-commerce, the pressure on consumer spending will have an impact on the property portfolio. In this context, the sharpened strategy prepared by the Board of Management was approved. This strategy comprises three pillars: a concentration on high street shops, which are the best retail properties on the most popular shopping streets ofthe larger cities; the organisation's focus on the tenant; and the last pillar, maintaining a conservative financing approach.
The property portfolio exhibited stability in various areas during the financial year. Stability in terms ofthe occupancy rate and in terms ofthe property values. These two elements are continuous areas of attention for the Supervisory Board. After all, consumer spending in the countries in which Vastned operates is under pressure and consequently constitutes a potential threat to the property portfolio.
The financial structure is solid and has a loan-to-value ratio of 43% as at year-end 2011. The aim is to keep this key figure below 45%. Furthermore, the Company pursues a number of other strategic objectives in the area of financing, such as increasing the relative share of long-term loans, broadening the suite of banks and attracting alternative financing, such as loans on the American private placement market.
The annual report drawn up by the Board of Management includes the 2011 annual accounts audited by Deloitte Accountants B.V. The Supervisory Board is in agreement with this report and with the 2011 annual accounts and supports the proposal ofthe Board of Management recommending that the General Meeting of Shareholders adopt the 2011 annual accounts in the form as presented. The Supervisory Board also recommends that the Board of Management be granted discharge for the policies pursued in 2011 and that the Supervisory Board be granted discharge for the supervision conducted in 2011 on these policies.
The Supervisory Board has had discussions with the Board of Management about the existing dividend policy and reservation policy. A solid balance sheet nowadays is of major importance. In addition, a large number of shareholders invests in Vastned due to its attractive dividend yield. The existing dividend policy that combines payment ofthe full direct investment result per share with the shareholder's option of opting fora share dividend facilitates both objectives. Upon payment ofthe final dividend, the aim, within fiscal limits, will be to make payment in shares an attractive option for shareholders. An interim dividend will be paid in August based on 60% ofthe direct investment result per share for the first six months ofthe financial year.
The Supervisory Board is able to agree with the proposal by the Board of Management that the following final payment per share should be made for the 2011 financial year: a pay-out per share (after deduction ofthe interim dividend of €1.09) of€ 2.52 out of the freely distributable reserves, at the option ofthe shareholder:
This takes the total dividend paid out over 2011 to € 3.61 per share.
The remuneration ofthe members ofthe Board of Management was extensively discussed in the meetings ofthe Supervisory Board and resulted in a new remuneration policy that was approved in the Extraordinary General Meeting of Shareholders held on 25 November 2011. The salaries ofthe members ofthe Board of Management were brought closer together for the purpose of specifically reflecting the team concept within the Board of Management. Furthermore, the variable remuneration system was changed, so that the interests ofthe members ofthe Board of Management run in parallel to the interests ofthe shareholders. In addition, the new remuneration policy encourages share ownership.
The Supervisory Board reviewed the remuneration of its members and is ofthe opinion that it should be brought in line with the market. A proposal in this respect will be put to a vote at the General Meeting of Shareholders to be held on 2 May 2012.
In the spring of 2011, an external expert assessed the performance ofthe Supervisory Board and its members on the basis of confidential interviews with the four members ofthe Supervisory Board, the members ofthe Board of Management and the Company Secretary. In addition, a number of observations were made about the performance ofthe members ofthe Board of Management and the Company Secretary.
The evaluation shows that the Supervisory Board performs well, but that there is room for improvement.
The Supervisory Board has taken these recommendations to heart and specific actions have been taken in a number of areas.
In one ofthe meetings ofthe Supervisory Board, the Board of Management explained the contacts with shareholders. Furthermore, pursuant to the abovementioned evaluation ofthe Supervisory Board, a decision has been taken to inform the Supervisory Board about the evolution ofthe relationship with investors, outside the Board's meetings.
Corporate social responsibility is an element that, should the need arise, will be discussed on a quarterly basis in the context ofthe reporting by the Board of Management about the property portfolio's state of affairs to the Supervisory Board.
To further improve corporate governance, Vastned Retail's articles of association were amended. The amendments were related to the abolition ofthe Priority Shareholder, among others. Under the former articles of association, the Priority Shareholder had special controlling rights that have been transferred to the Board of Management and the Supervisory Board.
The Supervisory Board is composed as follows:
All members ofthe Supervisory Board are independent as defined by the Code.
Nationality: Dutch Position: retired Appointment: 4 April 2006 (also as chairman) Previous positions:
Other positions:
Education: General economics, Erasmus University Rotterdam.
Nationality: Dutch Position: retired Appointment: 19 April 2000; vice-chairman since 6 April 2004 Previous positions:
Member ofthe Supervisory Board of FD Mediagroep, Amsterdam, the Netherlands, and;
Member ofthe Supervisory Board of Oad Beheer, Holten, the Netherlands. Education: Dutch law, Utrecht University, and MBA, University of Chicago, USA.
Nationality: Dutch Position: Executive Vice-president 1 CFO Schiphol Group Appointment: 6 April 2004 Previous positions:
Other positions:
Education: Econometrics (doctoral), Erasmus University Rotterdam; PhD from VU University Amsterdam.
Nationality: Dutch
Position: shareholder and partner in Mirveld Capital Partners (informal investor) Appointment: 3 April 2007
Previous positions:
Other positions:
Education: Business Administration, Nyenrode Business University, Breukelen. and Management Program, Harvard University, USA.
The Supervisory Board has three active committees: the audit committee, the remuneration committee and the nomination committee. These committees prepare proposals that are discussed and approved by the full Supervisory Board.
In 2011, the audit committee met on four occasions. The task ofthe audit committee is to advise the Supervisory Board in the area of finance. The topics addressed last year include financial reporting, budgeting, appraisals ofthe investment properties, the role ofthe external auditor, tax issues/risks, compliance (inter alia with the Netherlands Authority for the Financial Markets ('AFM')), IFRS, interest rate and financing risks, the impact ofthe financial crisis on both financing of property and property values, letting risks, catastrophes and liability risks, debtor risks, internal control, IT systems, legal risks and the follow-up of recommendations made by the external auditor, as well as the audit findings presented by the external auditor. The latter did not result in any comments that are worthy of mention. Further to a letter received from the AFM, which identified a number of areas for attention in the context of their assessment of the 2010 Annual Report, the audit committee held an additional meeting after the end of the financial year. The areas of attention were as follows: i) the valuation of property; ii) the disposal of property; iii) related parties; and iv) pension liabilities. Furthermore, the audit committee held a brief meeting with the external auditor in the absence ofthe Board of Management, Mr Verboom is the chairman ofthe audit committee and Mr Hunfeld is a member.
The task ofthe remuneration committee is to advise the Supervisory Board concerning the remuneration policy to be adopted for the Board of Management, The remuneration committee comprises Mr Westdijk (chairman) and Mr Kolff (member) and met three times in 2011. Concrete discussions were held concerning the formulation of a new remuneration policy that in the meantime has been approved by the Extraordinary General Meeting of Shareholders. In addition, the degree to which the 2011 objectives, formulated in advance, were achieved was discussed. The remuneration committee also prepared the 2011 remuneration report, which will be discussed by the General Meeting of Shareholders on 2 May 2012 and which is included in this annual report.
The task ofthe nomination committee is to advise the Supervisory Board on the selection and appointment ofthe members ofthe Board of Management. The committee comprises Mr Westdijk (chairman) and Mr Kolff (member). The committee met on two occasions in 2011.
Mr Hunfeld was reappointed as a member ofthe Supervisory Board by the General Meeting of Shareholders in 2011.
The Supervisory Board profile guarantees that the Supervisory Board is composed properly, i.e. that the available knowledge and experience enable effective supervision ofthe management activities of the Company's Board of Management, This profile is available from the Company's website and copies may be obtained from the Company's offices. The Supervisory Board declares that all its members are independent, as defined by the Code.
The retirement schedule for the coming years is as follows:
The articles of association stipulate that a period in office is limited to three terms of four years.
Following theexpiry of his last term of office, Mr Westdijk is no longer eligible for reappointment. The Supervisory Board proposes that Ms Marieke Bax be appointed to the Supervisory Board to fill this vacancy. Ms Bax is suited for this position on the basis of her experience in the area of internationally operating enterprises,
The General Meeting of Shareholders will be held in Amsterdam on 2 May 2012.
Good personnel is of essential importance to Vastned Retail to enable it to implement its sharpened strategy. The past year was paired with uncertainty about the staff's future and has resulted in a number of dismissals. Jointly in this context, the Supervisory Board thanks all staff for their loyalty and devotion during the past financial year.
Rotterdam, 8 March 2012 The Supervisory Board, Wouter J. Kolff, chairman N.J. (Klaas) Westdijk, vice-chairman Pieter M. Verboom, member Jeroen B.J.M. Hunfeld, member
The report ofthe Board of Management discusses the economic trends in 2011, the markets in which Vastned operates, specific developments in our property portfolio, personnel and organisation, sustainability, risk management, the financial state of affairs and the outlook for Vastned for 2012,
2011 was overshadowed by a great deal of unrest on the financial markets, particularly at Europe's periphery. This ultimately resulted in the euro crisis. The financial markets expected European leaders to act decisively, however many thought their actions were inadequate. The underlying result is that the various countries in which Vastned operates only exhibited limited growth. The consensus of economists projects a shrinkage in the GDP and consumer spending in the euro zone in 2012.
The retail property markets over the last few decades were characterised by strong growth. This growth expressed itself in various ways, including an increase in the number of square metres of retail floor space that in many cases exceeded the growth in CNP and consumer spending. The financial crisis has sharply curbed this growth. The readiness on the part of banks to finance property development has decreased and many retailers have put their policy of expansion on ice. The large number of square metres of retail floor space is an important fact, given the projected decline in consumer
Nationality: Dutch Position: Managing Director, CIO Joined the company: 1 September2010 Appointment to present position: 1 September 2010 Previous positions:
Other positions: Member of the Supervisory Board of seniors'housing specialist Hobion, Houten.
Education: Dutch law. Utrecht University, and real estate economics. University of Amsterdam, the Netherlands.
Nationality: Dutch Position: Managing Director, CFO Joined the company: 16 June 2003 Appointment to present position: 16June2003 Previous positions:
Education: Business economics, Dutch law and accountancy (RA), Erasmus University Rotterdam, the Netherlands,
Nationality: Dutch Position: Director Investor Relations Joined the company: 1 January 2000 Previous positions:
Nationality: Dutch Position: General Counsel/Tax manager Joined the company: 1 January 2012 Previous positions: - Taxconsultant Deloitte, and;
Education: Tax law. Erasmus University Rotterdam, the Netherlands,
spending, the unfavourable demographic trends (greying population) and the further growth in online retailing. More emphatically than before, retailers will be looking at the value of their shop in their distribution chain. If the shop's location provides for an attractive footfall in terms of numbers, nature, purchasing power and willingness to buy, retailers will want to secure such a location or will want to hold on to it. Retailers possibly will dispose of locations that in this respect score lower or they will only be prepared to operate a shop at such a location at lower costs (read lower rent). Vastned with its renewed strategy specifically focuses on the first category, the 'Venues for Premium Shopping'. These consist of strong city centre locations with an authentic character that are characterised by an attractive natural footfall. Locations of this nature can be found in large cities with a favourable demographic profile, an increasing number of residents and youthful public. Strong retail chains can excel in such locations, which ultimately also benefits the property investor.
The investments market currently is faced with more limited access to capital. Due to the reticence of the lending banks in particular, this is leading to a smaller number of transactions. What is striking is that private investors are active in a number of markets that are relevant to Vastned. In view ofthe more limited scope ofthe property investments to be acquired and the availability of shareholders' equity, a relatively higher number of transactions is completed in that part ofthe market.
The rental income from the property portfolio constitutes Vastned's source of income. This income over the long term is influenced by the property's usefulness and its location. From the perspective of the tenant, property constitutes a means of distribution through means of which the tenant sells its goods to consumers. Given the changed economic conditions resulting from the financial crisis, the greying population, as well as the impact of e-commerce on the tenant's operations, the tenant can be expected to critically assess the property used by him. The Board of Management is closely monitoring these trends. The state of affairs for the property portfolio asa whole, as well as its geographical components, will be explained in this chapter on the basis of a number of parameters.
As regards the reporting on property in this annual report, the best practice provisions formulated by the IVBN and EPRA sector associations were adhered to. In September 2011, Vastned was awarded the Bronze Medal Award by the EPRA, confirming the fact that the 2010 annual report met high international standards. It is the Board of Management's ambition to continue to play a leading role in this domain.
As indicated earlier in this annual report, a sharpened strategy was published in mid-September 2011. One ofthe aspects of this strategy provides for a more specific focus on high street shops. Shops of that nature are located on the best streets of large and medium-sized cities, where a good footfall and consumer spending converge. The streets are furthermore characterised by their authentic and well-established character.
The property portfolio for the most part consists of high street shops. At the end of2011,49% ofthe value ofthe total property portfolio consisted of such high street shops. Investments are also made in small and medium-sized, locally well-embedded shopping centres (35%) and retail warehouses (15%), The remainder (1%) consists of other property investments, such as residential investments. At year-end 2011, the total property portfolio comprised 559 properties (year-end 2010: 572). The properties are spread over six countries with a total lettable floor area (excluding property investments in pipeline) of 705,253 sqm (year-end 2010: 693,176 sqm). The book value of these property investments, excluding property investments in pipeline, at year-end 2011 was €2,039.4 million (year-end 2010: €1,923.4 million). The book value of these property investments, including property investments in pipeline, at year-end 2011 was € 2,129.0 million (year-end 2010: € 1,995.5 million).
The most important parameter is the occupancy rate ofthe property portfolio in operation. Indeed, the occupancy rate indicates the degree to which Vastned's property portfolio matches market demand. The occupancy rate was stable at 95.4% in 2011, which is marginally higher than in 2010. The occupancy rate at year-end 2011 was 95.1% (year-end 2010: 95.2%). The occupancy rate at year-end is calculated by dividing the year-end contractual rental income plus the year-end contractual rental income from vacant units which are already let but not yet physically occupied, by the year-end theoretical rental income from the property portfolio as at year-end. The average occupancy rate is calculated by dividing the reported gross rental income by the average theoretical rental income over the same period. The breakdown of the occupancy rate by country is presented on page 30, including an explanation ofthe underlying trends. In addition, a summary is presented there that clarifies the movements in occupancy rates.
Virtually all leases concluded by Vastned contain inflation clauses. These clauses ensure that there is a strong correlation between inflation and the increase in rental income. The inflation compensation clause provides for an increase, generally based on the consumer price index (CPI), except for the French property portfolio which can either be indexed based on the cost-of-construction index or on a combination ofthe CPI, retail prices and the cost-of-construction index. In addition, in a number of instances fixed indexation is used.
Aside from indexation, movements in rental income are due to changes in the occupancy rate attributable toth e letting of vacant spaces, the departure of tenants and the renegotiation of lease conditions at an optional termination date. Active asset management is of major importance to realising maximum results. This translates into new leases and lease renewals, collectively referred to as leasing activity. The total volume of leasing activity amounted to €15,5 million in new or renewed leases (2010: € 10.9 million). Expressed as a percentage ofthe theoretical gross rental income in the core countries, this amounted to 10.8% (2010: 8.1%). In 2011,113 new leases (the lease of vacated retail space or soon to be vacated space to a new tenant) representing an annualised rental income of€ 10.2 million were concluded and 127 tenants representing an annualised rental incomeof €7.7 million departed. In addition, 78 lease renewals representing € 5.3 million in rental income were negotiated. Overall, these contracts were negotiated at an average of 2.7% below the previous rent level (2010: 3.3% below the previous rent level). If lease incentives are taken into account, which is relevant for future results, new leases concluded were on average 6.8% below the previous rent level (2010:11.2% below the previous rent level),
Lease incentives such as rent-free periods, lease discounts and other payments or contributions benefiting the tenant represented 2.3% ofthe gross rental income (2010: 2.3%). In absolute terms, the lease incentives increased to € 3.3 million (2010: € 3.1 million). This rise was primarily due to an increase in lease incentives in the Spanish property portfolio,
The total number of tenants in terms of leases, excluding apartment tenants, for property investments in operation wasl,707atyear-end2011. Alist of the major tenants is provided in the table on page 31. This table is based on retail concerns, some of which are represented in Vastned's property portfolio in various formulas. In addition, thereare347lease5 with tenants occupying residential properties. For the most part this concerns apartments above shops. The gross rental income of these apartments in 2011 totalled € 2.3 million.
The market rent for every external appraisal is established by the appraiser. A comparison of these market rents with the theoretical rental income shows the theoretical income to be 98.9% ofthe market rents at the end of 2011. This theoretical rental income consists ofthe gross rental income at year-end 2011, including mall income (income from leasing the space outside the retail units in shopping centres) and the estimated turnover-dependent rent, plus vacant properties at market rent levels. This limited under-rent is the result of instances of over-rent and under-rent in various countries.
Vastned operates in six countries with different lease types and terms in each country as a result of local legislation and customs. The graph on page 32 shows the expiry dates ofthe total property portfolio. The average term is 6.2 years (year-end 2010: 6.5 years). Upon expiry of a lease, there often is a possibility of adjusting the rent. Taking into account the time remaining until the tenant's next possible termination date, an option that is generally not exercised, the average lease term is 3.0 years (year-end 2010: 3.0 years).
In 2011 fouracquisitions were made totalling € 97.6 million. Ofthe acquisitions listed below, the acquisition inTurkey is included in investment properties in pipeline.
| Investment | Net Initial | |
|---|---|---|
| Volume | Yield | |
| (x€l million) | (in%) | |
| Acquisitions high street shops: | ||
| France | ||
| Bordeaux, 9 high street shops | 30.1 | 4.9 |
| Namur, Place de I'Ange 4 | 10.3 | 4.0 |
| Istanbul, Abdi ipekg Caddesi 41 | 16.8 | N/A |
| 57.2 | ||
| Total high street shops | ||
| Acquisitions other investment properties: | ||
| TheNetherlands | ||
| Zwijndrecht, Walburg shopping centre (33 shops) | 40.4 | 6.1 |
| Totof | 97.6 |
In 2011, disposals totalled € 16.2 million and were effected in the Netherlands, France, Belgium and Turkey. This involved the following properties:
| Net proceeds | |
|---|---|
| (x€l million) | |
| The Netherlands | |
| Amsterdam, Jan Evertsenstraat 100, 106 and 108 | 1.7 |
| Vriezenveen, Westeinde 19 (unit) | 0.3 |
| Mijdrecht. Prinses Margrietlaan 24-52 | 5.1 |
| France | |
| Lille, Rue Jacquemars Giélée 106 | 0.6 |
| Lille, Avenue Foch 21 | 0.6 |
| Lille, Rue dela Clef 43 | <0.1 |
| Lille, Rue de la Monnaie 83 (partially) | 0.9 |
| Lille, Square Dutilleul (partially) | 0.1 |
| Belgium | |
| Antwerp, Carnotstraat 18-20 | 1.6 |
| Vilvoorde, Leuvensestraat 43 (apartment) | 0.2 |
| Turkey | |
| Istanbul, 'Bomonti Park'; Kazim Orbay Caddesi 3 | 5.1 |
| Totol | 16.2 |
After deducting the cost of sales, a net result of €2.4 million was realised. An amount of €1.2 million is recognised as income from prior disposals.
Vastned. after the balance sheet date, sold several property portfolios with a total of 21 retail properties in the Netherlands for approximately €23.0 million. The disposals involve retail buildings in a large number of cities such as Deventer, Nijkerk, Boxtel, Didam, Leiden and Rotterdam. These shops have been let to a broad scaleof independent retailers, as well as domestic chains, such as Kruidvat, Zeeman and Wibra. The annual gross rental income amounts to almost €1.8 million. The gross proceeds from the disposals are above book value. Approximately half of the retail buildings sold has since been transferred to the buyers. The remaining portion is expected to be transferred at the end ofthe second quarter of 2012.
Vastned did not have any property investments under renovation as at year-end 2011.
The investment properties in pipeline as at year-end 2011 comprised the following properties.
| Investment | |
|---|---|
| volume | |
| (x€l million) | |
| The Mi | |
| Houten, Achterom 1-5 and Spoorhaag 130-134 | 2.4 |
| Lelystad, De Promesse 3-5 and 111 | 2.3 |
| France | |
| Arras, Rue Ernestale 3 5 | 0.7 |
| Plaisir, Winkelcentrum Plaisir-Sablons | 10,0 |
| Turkey | |
| Istanbul, Istiklal Caddesi 85 | 25.9 |
| Istanbul, Istiklal Caddesi 161 | 31.2 |
| Istanbul, Abdi ipekg Caddesi 41 | 17.1 |
| Totol | 89.6 |
Further details about the investment properties in pipeline are included in the section for the relevant country.
Each quarter, Vastned submits 80% to 90% of its property portfolio for external appraisal. On balance the appraisals resulted in a positive value movement. The value movements ofthe total property portfolio showed a total value movement of € 32.4 million positive (2010: € 35.5 million positive). The theoretical net yield on the property portfolio (the theoretical net rental income, adjusted for the service charge expenses not passed on and bad debt provisions, divided by the appraisal value ofthe property portfolio) was 6.4% at year-end 2011 compared with 6.6% a year earlier. See also the summary of value movements in investment properties on page 31.
Vastned's property portfolio is appraised four times a year. The larger properties with a value or anticipated value of at least €2.5 million make upapproximately 75% ofthe property portfolio and are appraised each quarter by appraisers of international standing (see the overview of the 2011 Property Portfolio included elsewhere in this annual report). The smaller properties (<€2.5 million) are appraised once a year by an external appraiser and are evenly spread across the quarters for this purpose. Following the external appraisal, these properties are internally appraised in the subsequent three quarters with due consideration to the discernible trends in the external appraisals. Vastned ensures that all relevant information is made available to appraisers to enable them to issue well-considered opinions. The valuation methodology is based on international appraisal guidelines (RICS Appraisal and Valuation Standards). A more detailed description ofthe appraisal methodology is contained on page 117 of this annual report.
28 VASTNED Report of the Board of Management
TOTAL PROPERTY PORTFOLIO (in %)
Netherlands 37 France 22 Spain 19 Belgium 16 Turkey 5 Portugal 1
• • H Non-food 59 Food 19 Home and garden 9
H ^ B High street shops 49 Shopping centres 35 Retail warehouses 15
| Year-end | Average | Aveiage | |
|---|---|---|---|
| 2011 | 2011 | 2010 | |
| Netherlands | 96.5 | 96,6 | 97,6 |
| France | 94.3 | 94,4 | 92,9 |
| Spain | 92.4 | 92,6 | |
| Belgium | 96.6 | 97.6 | 99,0 |
| Turkey | 100.0 | 96.0 | 83,3 |
| Portugal | 100.0 | 100.0 | 100,0 |
| Total | 95.1 | 95.4 | 95.2 |
| Leasing activity | New leases | Lease renewals | ||||
|---|---|---|---|---|---|---|
| Change in gross rental |
Change in gross rental |
Change in gross rental |
||||
| income | Volume | income | Volume | income | Volume | |
| Netherlands | 6.0 | 6.0 | 5.5 | 4.2 | 7.3 | 1.8 |
| France | 17.4 | 5.2 | 30.6 | 3.4 | (3-4) | 1.8 |
| Spain | (18.7) | 14.8 | (18.7) | 10.5 | (18.8) | 4.3 |
| Belgium | 4.2 | 14.1 | (16.0) | 3.7 | 11.3 | 10.4 |
| Turkey | - | 149.8 | - | 149.8 | - | - |
| Total | (2.7) | 10.8 | (4.6) | 7.1 | 0.9 | 3.7 |
| 2011 | 2011 | |||
|---|---|---|---|---|
| actual | IFRS | |||
| Netherlands | (0,7) | (0,5) | (0.5) | (0,5) |
| France | (2.7) | (1.6) | (1.9) | (1 7) |
| Spain | (7.5) | (64 ) | (6.3) | (5 8) |
| Belgiu m | (2.0) | (15 ) | (1.4) | (1.9) |
| Turkey | ||||
| Portugal | ||||
| Total | (2.9) | (2.4) | (2.3) | (2.3) |
| Netherlands | France | Spain | Belgium | Turkey | Portugal | Total | |
|---|---|---|---|---|---|---|---|
| Value movements (x €1 millic |
n) | ||||||
| s t quarter 2011 1 |
6.9 | 0.7 | 0.6 | 10,4 | 1.5 | 0.1 | 20,2 |
| n d quarter 2011 2 |
5.3 | 9.6 | (2.3) | 1.7 | 0.3 | - | 14.6 |
| rd 3 quarter 2011 |
(11.0) | 4.3 | (4.9) | 4.0 | 0.9 | - | (6.7 |
| t h quarter 2011 4 |
0.4 | 5.1 | (5.0) | 3.1 | 0.7 | - | 4.3 |
| Totol 2011 | 1.6 | 19.7 | (11.6) | 19.2 | 3.4 | 0.1 | 32.4 |
| Total 2010 | 11.4 | 22.1 | (4.5) | 4.5 | 2.2 | (0.2) | 35.5 |
| Theoretical net yields (in %) | |||||||
| Year-end 2011 | 6.1 | 5.8 | 7.7 | 6.3 | 5.1 | 7.2 | 6.4 |
| Year-end 2010 | 6.2 | 6,1 | 7.8 | 6.6 | 5.8 | 8,8 | 6.6 |
| Theoretical | Theoretical | |||
|---|---|---|---|---|
| gross rental | gross rental | |||
| income | income | Number of | CLA | |
| Tenants | (x€ l million) | (in%) | units | (in sqm) |
| H&.M | 8.0 | 5.8 | 14 | 22,896 |
| Inditex1 ' |
6.3 | 4.6 | 23 | 17,231 |
| Auchan | 3.5 | 2,6 | 11 | 24,730 |
| Blokker | 2.6 | 1.9 | 28 | 16,524 |
| Ahold | 2.4 | 1.8 | 10 | 13,551 |
| A.S. Watson | 2.3 | 1.7 | 27 | 10.881 |
| Metro | 2.0 | 1.5 | 3 | 13,872 |
| Armand Thiery | 2.0 | 1.5 | 12 | 6,989 |
| E. Ledere | 1.9 | 1.4 | 2 | 13,146 |
| Macintosh | 1.5 | 1.1 | 17 | 12,048 |
| 32.5 | 23.9 | 147 | 151,868 | |
| AS AT 31 DECEMBER 2011 |
1 Including already contracted tenant investment property in pipeline.
| (Over)/ | |||
|---|---|---|---|
| Theoretical | under rent | ||
| rental income | Market rent | (in%) | |
| Netherlands | 55.5 55.5 |
57.8 57.8 |
3.9 |
| France | 28.9 28.9 |
30.4 30.4 |
4.8 |
| Spain | 34.3 34.3 |
31.7 31.7 |
(8.3) |
| Belgium | 22.7 22.7 |
23,0 23,0 |
1.4 |
| Turkey | 1.6 1.6 |
1.8 1.8 |
13.4 |
| Portugal | 1.0 1.0 |
0.9 0.9 |
(14.1) |
| Total | 144.0 | 145.6 | 1.1 |
Expiry dates and renewal dates of lease contracts (weighted for gross rental income). Average duration based on first break is 3.0 years and based on end contract 6.2 years.
The Dutch property portfolio constitutes 37% ofthe total property portfolio (in operation and in pipeline). The Dutch property portfolio in operation is characterised by a large number of properties (306) and tenants (758, excluding apartment tenants). The majority of these are high street shops (53%). The remaining investment properties consist of shopping centres (34%), retail warehouses (12%) and other investment properties (1%).
The Dutch property portfolio is well let. The occupancy rate of this segment ofthe property portfolio in operation at year-end 2011 was 96.5% (year-end 2010: 97.6%). The average occupancy rate was 96.6% (year-end 2010: 97.6%). The vacancies are due to a number of properties, including the Retail Park Roermond, that at the beginning ofthe financial year had an 83% occupancy rate. Proactive asset management resulted in an improvement in this property in 2011. A lease was signed with a new tenant in the fourth quarter of 2011 asa result of which the Retail Park Roermond's occupancy rate improved. Another two new leases were signed after the balance sheet date, asa result of which the Retail Park Roermond's occupancy rate climbed to 91%.
Maintaining the occupancy rate at the currently high level, thus ensuring continued stable cash flows, requires a proactive attitude. If the opportunity presents itself, existing tenants are replaced by better performing retailers, if possible at more attractive lease conditions. The volume of new leases and lease renewals amounted to € 3.3 million (2010: €1.8 million), or 6.0% (2010: 3.4%) ofthe theoretical gross rental income, whereby leases on average were concluded 6.0% above the previous rent level (2010:10.7%). Taking lease incentives into account, the effective rent level was 0.9% above the previous rent level. Attractive new leases in 2011 were as follows: the Pull t Bear fash ion chain at Spuistraat 13 in The Hague for 662 sqm, Mangofor 604 sqm at Oudegracht 153 in Utrecht and bed specialist Swiss Sense in Retail Park Roermond for 1,035 sqm. New leases totalled € 2.3 million (2010: €1.2 million) or 4.2% ofthe theoretical gross rental income (2010: 2.3%), On average, these were 5.5% above the previous rent level (2010: 6.8% above the previous rent level). New leases totalled €1.0 million (2010: € 0.6 million) or 1.8% ofthe theoretical gross rental income (2010:1.2%). On average, these were 7.3% above the previous rent level (2010:18.2%). Examples of lease renewals are: Miss Sixty fashion chain for 344 sqm at Kalverstraat 182 in Amsterdam, Invito shoe specialist shop for 380 sqm at Leidsestraat 5 in Amsterdam and fast food chain Bram Ladage at Zuidplein Hoog 731 in Rotterdam for 50 sqm.
The provision of lease incentives in the Dutch property portfolio remained limited to only 0.5% (2010: 0.5%) ofthe gross rental income.
Spread is an important Vastned characteristic. This spread is apparent from the largest top 10 tenants in the Dutch property portfolio that represent 25% of the total Dutch rent and is obtained from 96 retail units.
On average, the Dutch property portfolio was let at 3.9% below market level.
The lease expiry schedule provides a good balance between risk spreading and opportunity. An overview ofthe existing leases at year-end 2011 is shown in the graph on page 38. The average remaining contract term is 4.1 years (2010: 4.0 years), which is equal to the average time remaining until the next optional termination date,
At the beginning of March 2011, 33 shops were acquired in the Walburg shopping centre in Zwijndrecht (Rotterdam region) for an amount of € 40.4 million (including acquisition costs). The Walburg shopping centre is Zwijndrecht's premiere shopping centre and offers an ample supply of both daily and not daily needs. The shopping centre comprises 100 shops covering a total floorarea of approximately 28,000 sqm. Over 700 parking spaces are available at ground level and in an adjacent one-storey parking garage. Most ofthe 33 shops acquired by Vastned are leased to national retail chains such as HEMA, Jumbo supermarket chain. Kruidvat chemist's chain, Hans Anders optometrists and the Hunkemöller lingerie chain. The total lettable floor space acquired by Vastned is approximately 14,000 sqm with an annual rent of approximately €2.9 million. The net initial yield was approximately 6.1%.
Five properties were sold in 2011 fora total of €7.1 million. The positive result from these disposals in relation to the latest appraised value amounted to € 0.3 million. Following the close ofthe financial year, disposals were completed with proceeds amounting to € 23.0 million. These disposals are consistent with the sharpened strategy that calls for investments in the very best streets ofthe large and medium-sized cities in the Netherlands.
Vastned owns an office complex in the city's centre that was acquired for providing additional shops in the Het Rond shopping centre in Houten in the future. Its value at 31 December 2011 was €2.4 million.
This concerns the units at the De Promesse city centre location taken into operation in 2009 that have notyet been let. The €2.6 million total purchase price owed for these units remains outstanding and will be remitted as soon as the units are let. The value of these units as at 31 December was appraised at €2.3 million by the external appraiser.
The value movements in the Dutch property portfolio amounted to €1.6 million positive (2010: € 11.4 million positive). The net yield as at 31 December 2011 was 6.1% (year-end 2010: 6.2%),
The crisis in the last few years has led to increased uncertainty among consumers in the Netherlands. Although Dutch unemployment is relatively low, consumers are seeing virtually no growth in their net income due to a combination of limited pay rises and rising taxes. There is also uncertainty about how tenable house prices are (partly because it is not clear to what extent mortgage interest will remain tax-deductible) and pensions (with index-linking not taking place). This has resulted in low levels of consumer confidence and consumers consequently postponing relatively major purchases. Despite these developments, there was an increase in sales via the internet at the same time. These developments have led Vastned to refine its strategy and focus on shops in the most popular shopping streets in larger towns and cities. Recent years have shown that the Dutch Al-locations are crisis-proof and that major retail companies prefer their inches to be in Al-locations. Foreign formats entering the Dutch market also ie a preference for the same Al-retail locations. For example, the Pull I. Bear hion chain opened its first Dutch branch in 2011 in a Vastned property in uistraat in The Hague. The organic restaurant Exki also opened its first branch, on the Plein InThe Hague.
?011, the Dutch team took action to further improve occupancy rates, e example is Retail Park Roermond, where in 2011 its measures led to a rise in
pancy rate from 82% to 91%.
in addition, a number of premises that no longer fit in the amended strategy were sold. Rollout of the new strategy will continue into 2012 and more premises that no longer comply with the strategy will be sold. To replace them, high-quality premises will be acquired in the kind of attractive locations mentioned above.
| Theoretical | Year-end | |||||
|---|---|---|---|---|---|---|
| Appraisal | gross rental | occupancy | Number of | CLA | ||
| As at 31 December 2011 (x € 1 million) | value | income | (in%) | tenants | (in sqm) | |
| 1 | Houten, shopping centre Het Rond | 102,7 | 7.2 | 97,5 | 120 | 32,355 |
| 2 | Roermond, Retail Park Roermond | 49,0 | 3.9 | 86 4 |
17 | 34,098 |
| 3 | Zwijndrecht, shopping centre Walburg | 38,6 | 2.9 | 98 0 |
30 | 14,174 |
| 4 | Utrecht, city centre | 35,6 | 2.2 | 97 4 |
26 | 8,698 |
| 5 | The Hague, city centre | 33,1 | 2.0 | 90 8 |
25 | 6,320 |
| 6 | Amsterdam, city centre | 27,2 | 1,4 | 100 0 |
13 | 2,843 |
| 7 | Utrecht, shopping centre Overvecht | 22,1 | 1.6 | 82 5 |
13 | 5,374 |
| 8 | Amsterdam, shopping centre Boven 't IJ | 19,7 | 1.2 | 100 0 |
3 | 9,988 |
| 9 | Lelystad, city centre | 19,1 | 1.4 | 97.0 | 10 | 9,451 |
| 10 | Breda, city centre | 16.7 | 1.0 | 100 0 | 11 | 1,973 |
| Total | 363.8 | 24.8 | 94.7 | 2 6 8 | 125,274 |
| Theoretical | Theoretical | ||||
|---|---|---|---|---|---|
| gross rental | gross rental | ||||
| income | income | Number of | CLA | ||
| Tenants | (x€ 1 million) | (in %) | units | (in sqm) | |
| 1 | Ahold | 2.4 | 4.5 | 10 | 13,551 |
| 2 | Blokker | 2.0 | 3.7 | 20 | 10,516 |
| 3 | A.S, Watson | 1.8 | 3.4 | 20 | 8,042 |
| 4 | Jumbo | 1.3 | 2.4 | 4 | 8,554 |
| 5 | V t D | 1.1 | 2.1 | 2 | 9,795 |
| 6 | Etam | 1.1 | 2.1 | 10 | 3,025 |
| 7 | Macintosh | 1.1 | 2.0 | 13 | 8,251 |
| 8 | CIOOO | 0.9 | 1.7 | 6 | 5,636 |
| 9 | Sperwer | 0.9 | 1.7 | 5 | 6,799 |
| 10 | Charles Vögele | 0.8 | 1.4 | 6 | 5,323 |
| 13.4 | 25.0 | 96 | 79,492 |
Expiry dates and renewal dates of lease contracts (weighted for gross rental income). Average duration based on first break as well as on end contract is 4.1 years.
39 VASTNED Report of the Board of Management
Home and garden 6
Food 26
Other 16
INFLATION CPI
DEVELOPMENT CONSUMER PRICES (in %)
GROWTH CONSUMER SPENDING (in %)
UNEMPLOYMENT AS % OF WORKING POPULATION
High street shops 53 Shopping centres 34 Retail warehouses 12 Other 1
GDP GROWTH ECONOMIC GROWTH (in %)
Vastned has welcomed the first Pull L Bear store in the Netherlands and in its property portfolio, the shop is located in the center of The Hague. This new letting is seamlessly with the sharpened strategy ofVastned. Where the focus is on high street shops on Al-locations.' r«ri Spuistraat 13. The Hague, the Netherlands
| Appraisal | Theoretical gross rental |
Year-end occupancy |
Number of | CLA | ||
|---|---|---|---|---|---|---|
| As at 31 December 2011 (x € 1 million) | value | income | (in 96) | tenants | (in sqm) | |
| 1 | Thoiry, Centre Commercial Val Thoiry | 105.3 | 6.0 | 100.0 | 63 | 23,415 |
| 2 | Paris, city centre | 85.4 | 4,6 | 98.3 | 11 | 5,309 |
| 3 | Lille, city centre | 63.1 | 3.7 | 83.3 | 40 | 8,381 |
| 4 | Bordeaux, city centre | 28,8 | 1.7 | 96.1 | 17 | 4,938 |
| 5 | Nancy, Rue Saint-Jean 44-45 | 28.7 | 1.7 | 96.3 | 6 | 4,794 |
| 6 | Dunkirk, Centre Commercial Centre Marine | 24.2 | 2.0 | 90.3 | 20 | 10,263 |
| 7 | Angers, Rue Lenepveu 25-29 | 18.1 | 1.0 | 100.0 | 5 | 4,664 |
| 8 | Limoges, Centre Commercial Limoges Corgnac | 14.4 | 1.5 | 68.5 | 13 | 5,407 |
| 9 | Nice, Route de Grenoble 604 | 8.7 | 0.6 | 100.0 | 1 | 2,067 |
| 10 | Limoges, Centre Commercial Beaubreuil | 6.8 | 0.5 | 89.6 | 14 | 4,452 |
| Total | 383.5 | 23.3 | 93.6 | 1 90 | 73.690 |
| Theoretical | Theoretical | ||||
|---|---|---|---|---|---|
| gross rental | gross rental | ||||
| income | income | Number of | CLA | ||
| Tenants | (x€l million) | (in %) | units | (in sqm) | |
| 1 | H&.M | 4.6 | 16.4 | 5 | 8,323 |
| 2 | ArmandThiery | 2.0 | 7.2 | 12 | 6,989 |
| 3 | Auchan | 1.3 | 4.7 | 5 | 11,379 |
| 4 | Vivarte | 0.8 | 3.0 | 5 | 5,238 |
| 5 | RPR | 0.8 | 2.9 | 3 | 4,065 |
| 6 | Kesa | 0.7 | 2.6 | 1 | 1,278 |
| 7 | Etam | 0.7 | 2.6 | 8 | 1,299 |
| 8 | Célio International | 0.7 | 2.5 | 6 | 1,430 |
| 9 | Nocibé | 0.6 | 2.1 | 4 | 1,633 |
| 10 | Louis Vuitton | 0.5 | 1.9 | 5 | 2,160 |
| 12.7 | 45.9 | 54 | 43,794 |
Expiry dates and renewal dates of lease contracts (weighted for gross rental income). Average duration based on first break is 1.4 years and based on end contract 5.3 years.
I^^ H I xpiry end i ontract
45 VASTNED Report of the Board of Management
CDP GROWTH
GROWTH CONSUMER SPENDING (in %)
Non-food 74 Food 9 Home and garden 6 Other 11
'Cours de l'lntendance is one ofthe most wonderful streets in the city centre of Bordeaux. It's not just retail space, the shops here are really embedded in the heart ofthe city.
The place breathes high fashion and the atmosphere is classic with a twist of sturdiness, it isa wonderful place for Repetto, it's a street where everyone feels at home, young, old, classy lad. cool surf dude or a young dancer looking for new pointes.'
The French property portfolio is Vastned's second largest portfolio, representing 22% ofthe total property portfolio, and comprises 125 properties with 254 tenants. The property portfolio is largely clustered in four regions, namely Paris (18%), Lille (14%), Bordeaux (6%) and Thoiry (23%). The property portfolio for the most part consists of high street shops (58%) and shopping centres (32%). The rest consists of retail warehouses (7%) and other, predominantly residential, property (3%). The latter category is considered non-core and will be sold in due course.
The occupancy rate ofthe French property portfolio at year-end 2011 was 94.3% (year-end 2010: 93.4%). The average occupancy rate rose from 92.9% to 94.4%. The improvement in the occupancy rate is due to a steady leasing activity in 2011 and the limited lossof rent due to departing tenants. The loss in rental income in 2011 due to 9 departing tenants amounted to€ 0.3 million (2010: € 1.2 million). This was amply compensated by 17 new leases amounting to approximately €1.0 million (2010: €1.3 million).
The volume of leasing activity in 2011 was €1.5 million or 5.2% ofthe theoretical gross rental income (2010:10.4%). The rent level for the new lease contracts on average was 17.4% higher than the previous rent level (2010: 9.3% below the previous rent level). A total of 23 new leases and lease renewals were concluded. Taking lease incentives into account, the effective rent level ofthe new lease contracts was 2,9% above the previous rent level.
A number of these new lettings is worthy of mention, such as the letting of 200 sqm to the exclusive lingerie chain La Perla at Rue de la Grande Chaussée 25 in Lille, 159 sqm to fashion house Paule Ka at Cours Georges Clémenceau 12 in Bordeaux and 418 sqm to fashion house Kenzo at Rue des Chats Bossus 13 in Lille, Examples of lease renewals are: IKKS Junior fashion house for 107 sqm in the Val Thoiry shopping centre in Thoiry near Geneva and interior design specialist Cote Maison in the same shopping centre for 490 sqm.
Lease incentives in the French property portfolio amounted to 1.9% (2010:1.7%) ofthe gross rental income.
The 10 largest tenants account for 45.9% ofthe total theoretical rental income in France obtained from 54 retail units.
On average, the French property portfolio was let at 4.8% below market level (2010: 3.5% below market level). This provides an indication that on average there is room for rent increases in renegotiating leases.
Leases in France are generally concluded based on the 3-6-9-system. This means that the duration of the contract is nineyearsand the tenant can give notice after three and six years. The average duration of leases, as shown in the graph on page 44, up to the tenants'first termination date is 1,4 years (2010:1.5 years). Taking the total term ofthe lease agreements into account, this figure is 5.3 years (2010: 6.0 years).
In 2011, Vastned acquired a property portfolio with high street shops at top locations in the amount of €30.1 miIIion. This concerns the acquisition of nine high street shops in the heart of Bordeaux, locally known as the Golden Triangle. The total lettable floor area is 4,938 sqm. The portfolio also contains approximately 600 sqm in office space and 25 apartments. The shopping portion represents 83% ofthe total rental income. The gross rental income amounts to €1.7 million per year and the occupancy rate is 97.1%. The tenants include international and national retail companies, such as the Bata shoe chain, the Oxbow surf fashion chain, Etam lingerie and the designer fashion chain Max Mara.
This shopping centre is located 25 km to the south-west of Paris. Plans have been developed to redevelop and expand this shopping centre, resulting in a total lettable retail floorarea of approximately 27,000 sqm. Vastned has no legal obligation to redevelop this shopping centre and does not intend to redevelop this property. Vastned is considering disposing of this property. The property is appraised at €10.0 million as at 31 December 2011.
This concerns a portion ofthe property at Rue Ernestale 35 in Arras, suitable for future development. The value of this portion amounts to €0.7 million.
Five small non-core investment properties located in Lille were sold for€2.2 million in 2011. A net result of € 0.2 million was realised on these disposals.
The unrealised value movements in the French property portfolio amounted to €19.7 million positive (2010: € 22.1 million positive). This brings the net yield at year-end to 5.8% (year-end 2010: 6.1%).
French GDP growth has remained relatively stable over the last 2 years. With an insignificant rise in the unemployment rate between 2010 (9.6%) and 2011 (9.7%), the French economy withstood the last financial crisis. However, an increase in the savings rate coupled with fiscal pressure due to the austerity measures imposed by the government in 2011, could lead to a slowdown in consumer spending and consequently have an impact on the retail market.
n addition, uncertainty surrounding the outcome ofthe presidential election in April 2012 may lead to cautious consumer behaviour for at least the first half ofthe year of 2012. For these reasons and others, our tenants may experience downturns in the coming months.
With respect to the real estate retail investment sector, a small decrease of minus 8% on € 3.3 billion in volume invested was reported for 2011. In spite of this, it has, been a good year.
The net yield on our top locations declined by 0.25% in 2011 but should remain stable in 2012, due to the high demand in this sector.
In 2011, our portfolio value increased by 6.4% on a like for like comparison and lur occupancy rate rose from 92.9% to 94.3%.
pened Vastned strategy we will re-profile our current portfolio step-by-step, keeping our trophy and core assets and selling off the less desirable buildings.
Once again the main characteristic of our French property portfolio is the spread and balance between the unit size (40 sqm L 8,000 sqm), locations, tenant mix and type of properties (high street 61%, shopping centres 32% and retail warehouses 7 %).
In 2011 we capitalized on the opportunity to acquire a small but prime portfolio of 9 high street shops in Bordeaux (south-west France) in the best part ofthe city centre (Rue Sainte Catherine and Cours de l'lntendance). These properties are fully let to international and national retailers like Repetto, Etam, Bata, Solaris and Oxbow.
Our enduring goal is to provide premium locations to our clients, thus affording them the opportunity to profitably run their businesses, while providing our shareholders a well-balanced risk/return profile.
The Spanish property portfolio at year-end 2011 represented 19% ofthe total property portfolio and consists mainly of medium-sized shopping centres (77%), along with a number of high street shops (12%) and retail warehouses (11%). Its composition in terms ofthe investment product deviates from what is considered desirable under the sharpened strategy. A relatively large share of shopping centres is historical in nature. Vastned's aim is to reduce the importance of shopping centres in the Spanish property portfolio.
In comparison to other countries, the Spanish economy can be qualified as very challenging. Thanks to the unrelenting efforts of the team of Spanish property specialists, the occupancy rate of the Spanish property portfolio remained high and was at year-end 2011 92.4% (year-end 2010: 91.9%). The average occupancy rate exhibited the same pattern and over 2011 was 92.6% (2010: 91.7%). In 2011, 43 leases (2010: 52) were terminated representing € 3.4 million (2010: € 3.3 million) in gross rental income. This was offset by the conclusion of 30 new leases (2010: 44) that accounted for € 3.6 million (2010: 2.6 million) in gross rental income. Maintaining the occupancy rate has the very highest priority for the Spanish property portfolio. Maintaining the current high occupancy rate guarantees the appeal ofthe shopping centres. As warranted, lease discounts are being offered to existing tenants during the tenancy period.
The performance ofthe high street shop segment exhibited a more favourable picture with a 100% occupancy rate and persistently favourable rental levels.
The average rent/sales ratio of our tenants stabilised at a level of 11.4% in 2011 (2010:11.3%). These sales levels are a determining factor in the rents retailers can afford to pay and consequently affect leasing activity. The volume of new leases and lease renewals amounted to 14.8% ofthe theoretical gross rental income (2010:10.4%), representing a total of€ 5.1 million (2010: €3.6 million). Rents for the new lease contracts were on average 18.7% below the previous rent level (2010:10.7%). Taking the lease incentives into account, the effective rental level ofthe new leases and lease renewals was 21.9% lower than the previous rent level.
Key new leases in 2011 were as follows: the electronics chain Worten 2,589 sqm in Centro Comercial Montigala in Badalona, l-Fitness for 1,723 sqm in Centro Comercial Getafe III in Madrid and the supermarket chain E. Ledere forlO,173 sqm in Centro Comercial Madrid Sur in Madrid. Various lease renewals were also concluded. Examples of lease renewals are:the clothing chain New Yorker for 590 sqm in Centro Comercial Getafe III in Madrid and the clothing chain Benetton for 88 sqm in Centro Comercial Las Atalayas in Murcia.
The lease incentives on leases amounted to 6.3 % ofthe gross rental income (2010: 5.8%). This includes incentives agreed on when a lease is signed, as well as incentives granted as a concession to tenants in existing situations.
The 10 largest tenants account for 38.2% ofthe total theoretical rental income in Spain. This rental income is obtained from 58 retail units, which guarantees a good spread.
On average, the Spanish property portfolio was let at 8.3% above market level (2010: 7.3% above market level).
The graph on page 56 shows the expiry dates ofthe leases. The average term ofthe leases in the Spanish property portfolio, measured up to the end ofthe lease, is 9.7 years (2010:10.9 years). Based on the first termination option, the average duration is 2.8 years (2010: 2.8 years).
There were no acquisitions in 2011.
There were no disposals in 2011.
The value movements in investment properties in 2011 totalled €11.6 million negative (2010; €4.5 million negative). The net yield at year-end 2011 was 7.7% (year-end 2010:7.8%).
We expected 2011 to be the beginning ofthe end ofthe crisis, but the reality is that there is a great deal of uncertainty surrounding the future ofthe Spanish economy, although the markets have differentiated Spain from Greece and Portugal. The new government is targeting to decrease the public deficit and has implemented financial and labour reform. In any case it will take some time before the results of these measures are visible and we still need to find ways to achieve economic growth and decrease unemployment. Some analysts forecast a decrease in the Spanish CDP of 1.5% and that unemployment levels will reach close to 25%. This environment, especially the aggressive measures taken to decrease the public deficit (significant tax increases, decreased public spending,,..) will certainly and negatively affect consumer behaviour.
Nonetheless, during 2011 we have been able to sign a significant number of new contracts and lease renewals totalling 8,311 sqm for new lettings and 4,959 sqm for renewals. This amounts to a total rent of € 2.9 million (excluding the 00 sqm in new lettings for the Madrid Sur hypermarket E'Leclerc). This has to a slight increase in occupancy levels 92.6% (2010: 91.7%). In order to keep up the occupancy rates we had to grant incentives, rent reductions, rent decreases in new contracts, etc., although the effect on our net rental income has not been very significant (6.3% compared to 2010: 5.8%).
o be the most difficult year of this crisis with many retailers wanting to leave their es and with expansion plans being very limited. Under these circumstances there is one ,^.pal target we need to focus on: Occupancy. Trying to avoid a significant drop in occupancy levels continue and even strengthen our policies of active management, which we already applied in 2011 as well. We will offer rental adjustments in return for longer contract terms.
It is our aim to be very close to our clients 'the retailers', by diligently helping to solve their problems and by trying to make our premises and shopping centres the 'Venues for Premium Shopping'. In this regard during 2011 we completed the refurbishment ofthe Madrid Sur shopping centre. In 2012 we intend to refurbish another two shopping centres (Las Rosas and Atalayas) and we are working to bring our co-owners together to participate in this project. Also continuing with our policy of decreasing the risk associated with leisure properties, we intend to convert yet another two cinemas into retail shops like we did with the Montigala and Atalayas cinemas.
| As at 31 December 2011 (x € 1 million) | Appraisal value |
Theoretical gross rental income |
Year-end occupancy (in%) |
Number of tenants |
CLA (in sqm) |
|
|---|---|---|---|---|---|---|
| 1 | Madrid, Centro Comercial Madrid Sur | 69.8 | 5.5 | 94.1 | 67 | 23.405 |
| 2 | Malaga, Centro Comercial La Rosaleda | 61.2 | 4.9 | 92.2 | 73 | 15.336 |
| 3 | Madrid, Centro Comercial Las Rosas | 50.7 | 4.1 | 95.7 | 90 | 8,254 |
| 4 | Badalona, Centro Comercial Montigala | 40.5 | 3.4 | 91.2 | 54 | 11,396 |
| 5 | Alicante, Parque Vistahermosa | 37.8 | 4.5 | 82.0 | 8 | 34,609 |
| 6 | Madrid, city centre | 37.2 | 1.6 | 100.0 | 4 | 1,420 |
| 7 | Madrid, Centro Comercial Getafe III | 35.3 | 3.4 | 90.8 | 50 | 20,328 |
| 8 | Murcia. Centro Comercial Las Atalayas | 30.5 | 3.2 | 95 4 | 39 | 10,342 |
| 9 | Burgos, Centro Comercial El Mirador | 26.7 | 2.3 | 92.9 | 43 | 9,832 |
| 10 | Castellón de la Plana, Calle Grecia 4 | 9.4 | 0.7 | 100.0 | 1 | 5,109 |
| Total | 399.1 | 33.6 | 92.2 | 429 | 140,031 |
| Theoretical | Theoretical | ||||
|---|---|---|---|---|---|
| gross rental | gross rental | ||||
| income | income | Number of | CLA | ||
| Tenants | (x€ 1 million) | (in %) | units | (in sqm) | |
| 1 | Inditex | 2.3 | 7.4 | 19 | 9,878 |
| 2 | Auchan | 2.2 | 7.3 | 6 | 13,351 |
| 3 | E. Ledere | 1.7 | 5.6 | 1 | 10,173 |
| 4 | Metro | 1.5 | 4.8 | 2 | 9,462 |
| 5 | Grupo Cortefiel | 1.1 | 3.6 | 13 | 3,860 |
| 6 | Mc Donalds | 0.8 | 2.6 | 6 | 3,090 |
| 7 | Salvatore Ferragamo | 0.6 | 1.9 | 1 | 587 |
| 8 | Decimas | 0.6 | 1.8 | 8 | 1,754 |
| 9 | Real Madrid | 0.5 | 1.7 | 1 | 429 |
| 10 | Metropolitan Sport | 0.5 | 1.5 | 1 | 2,796 |
| 11.8 | 38.2 | 58 | 55,408 |
Expiry dates and renewal dates of lease contracts (weighted for gross rental income). Average duration based on first break is 2.8 years and based on end contract 9.7 years.
GDP GROWTH ECONOMIC GROWTH (in %)
2008 2009 2010 2011 2012E 2008 2009 2010 2011 2012E
UNEMPLOYMENT AS % OF WORKING POPULATION
| _ | ___ | ۰ | |
|---|---|---|---|
Non-food 53 Food 20 Home and garden 7 Other 20
'The unit is located in the central district of Madrid, in Calle de Fuencarral. More specifically, the property is in the pedestrian section, with a prominent position. Many ofthe best international firms are located there, and have a lot of public. Calle de Fuencarral has become a landmark of fashion design and modernity in Madrid. The location is we I served by public transport and is a few meters away from the junction between Gran Via with Calle de Fuencarra al25.
| Theoretical | Year-end | |||||
|---|---|---|---|---|---|---|
| Appraisal | gross rental | occupancy | Number of | CLA | ||
| As at 31 December 2011 (x € 1 million) | value | income | (in %) | tenant s | (in sqm) | |
| 1 | Brussels, city centre | 40.2 | 2.6 | 100.0 | 12 | 8,297 |
| 2 | Antwerp, city centre | 38.8 | 2.1 | 100.0 | 11 | 3,802 |
| 3 | Tielt-Winge, Retailpark Gouden Kruispunt | 28.1 | 1.8 | 100.0 | 22 | 18,861 |
| 4 | Vilvoorde, city centre and retail warehouses | 18.1 | 1.5 | 94.6 | 16 | 15,619 |
| 5 | Bruges, Steenstraat 80 | 16.8 | 0.9 | 100.0 | 2 | 2,058 |
| 5 | Mechelen, city centre | 14.4 | 0.9 | 100.0 | 4 | 3,309 |
| 7 | Tongres, shopping centre Julianus | 11.8 | 0.9 | 90.0 | 17 | 8,459 |
| 8 | Chent, city centre | 11.6 | 0.7 | 100.0 | 6 | 3,245 |
| 9 | teuven, Bondgenotenlaan 69-73 | 11.3 | 0.6 | 100.0 | 2 | 1,495 |
| 10 | Wilrijk, Boomsesteenweg | 10.3 | 0.7 | 100.0 | 7 | 6,347 |
| Total | 201.4 | 12.7 | 98.7 | 9 9 | 71,492 |
| gross rental income (x€ 1 million) |
gross rental income (in%) |
Number of | CLA | |
|---|---|---|---|---|
| Tenants | units | (in sqm) | ||
| 1 H t M |
2.7 | 12.1 | 6 | 10,283 |
| 2 ALDI |
1.2 | 5.7 | 16 | 15,815 |
| 3 INDITEX |
1.2 | 5.4 | 2 | 3,007 |
| 4 Decor Heytens |
1.1 | 4.8 | 15 | 10,901 |
| 5 Euro Shoe Unie |
0.9 | 4.3 | 8 | 7,545 |
| 6 Blokker |
0.6 | 2.6 | 8 | 6,008 |
| 7 Maxeda |
0.6 | 2.6 | 3 | 5,453 |
| 8 IC Companys |
0.5 | 2.1 | 1 | 528 |
| 9 A.S. Watson |
0.4 | 2.0 | 6 | 2,673 |
| 10 Kesa |
0.4 | 1.9 | 4 | 3,619 |
| 9.6 | 43.5 | 69 | 65,832 |
Expiry dates and renewal dates of lease contracts (weighted for gross rental income). Average duration based on first break is 2.8 years and based on end contract 7.1 years.
GDP GROWTH ECONOMIC GROWTH (in %)
GROWTH CONSUMER SPENDING (in %)
INFLATION CPI DEVELOPMENT CONSUMER PRICES (in %)
UNEMPLOYMENT AS % OF WORKING POPULATION
Non-food 59 Food 16 Home and garden 22 Other 3
High street shops 54 Shopping centres 4 Retail warehouses 42
'In my opinion, Leysstraat is one ofthe most beautiful streets in Antwerp. The ambiance, the range of shops and the street's ample space is a true pleasure for any shopping passer-by. We are therefore more than pleased that InWear/Matinique is located in this specific spot on this wonderful shopping street. The building's glamorous appearance and location are perfectly suited for the sale of our fashion brands. This explains why we have been located here for many years already.' Leysstraat 28-30, Antwerp, Belgium
The composition ofthe Belgian property portfolio is solid and at year-end 2011 comprised 94 properties, primarily in the high street shops segment (54%), as well as retail warehouses (42%) and a shopping centre (4%).
The occupancy rate in the Belgian property portfolio was somewhat under pressure and at year-end 2011 was 96.6% (year-end 2010: 98.8%). The average occupancy rate in 2011 was 97.6% (2010: 99.0%). The 21 leases terminated in 2011 represented € 1.3 million (2010: € 0.5 million) in gross rental income, which was partially compensated by 15 new leases concluded in 2011, representing a total of € 0.8 million (2010: € 0.4 million) in gross rental income.
Leasing activity with 43 leases can be described as respectable in 2011. In total these represent a value of €3.2 million in gross rental income (2010: €1.7 million). Aside from the € 0.8 million in new leases referenced above, lease renewals in the amount of € 2.4 million (2010: € 1.3 million) were concluded. These leases, which represent 14.1% of the theoretical rental income were, concluded 4.2% above the previous rent level (2010:2.8% below the previous rent level). Taking lease incentives into account, the effective rent level was 1.3% higher than the previous rent level. Examples of new leases are: 1,269 sgm at Gasthuisstraat 7 in Turnhout to the fashion chain Hennes &.Mauritz and 1,054 sqm at the Ruede la Station 23 in Chênée to the Pizza Hut fast food chain. Examples of lease renewals are: 528 sqm at Meir 99 in Antwerp to the international fashion chain Massimo Dutti a total of 10,901 to the interior decorating specialist Decor Heytens at 15 different locations in the Belgian property portfolio.
The lease incentives on leases concluded amounted to 1.4 % ofthe gross rental income (2010:1.9%).
The 10 largest tenants account for 43.5% ofthe total theoretical gross rental income in Belgium obtained from 69 retain units.
On average, the Belgian property portfolio was let at 1.4% below market level.
Leases in Belgium are generally concluded on the basis ofthe 3-6-9-system. This means that the tenant can give notice after three and six years. This seldom happens, however, since the tenant earns his living at and from the specific location ofthe shop. The overview of lease expiry dates as shown on page 62, differentiates between the expiry dates based on the termination date ofthe contract and a more conservative calculation based on the tenant's next optional termination date. The scope for increasing the rent plays a key role in the first method. The second method was devised from the point ofviewo f risk management. The average term is 7.1 years (2010: 6.8 years). Based on the tenant's first option of termination, the average duration is 2.8 years (2010: 2.8 years).
Vastned acquired the Galerie Jardin d'Harscamp shopping complex with a total floorarea of 2,331 sqm located at Place de I'Ange 4 in the top Namur shopping region (more than 100,000 inhabitants). The recently reconstructed Place de I'Ange, together with the Rue de I'Ange and the Rue de Fer, forms Namur's core shopping area. The shopping complex is located in direct proximity to Mango, Massimo Dutti and Zara. The building has a total commercial retail floorarea of 2,228 sqm and 23 private underground parking spaces. At the time of acquisition, the shopping complex contained 17 smaller shops with tenants such as Club, Woman's Secret, Belgique Loisir, etc. The property was acquired with the intent of combining several retail units into a larger whole. In the meantime, a contractwas signed after the balance sheet date with the Spanish fashion chain Desigual for 522 sqm involving the combination of various units. Rental income at the time of acquisition was approximately € 0.5 million per year which is significantly lower than the currently prevailing market rental value. The acquisition price was approximately €10.3 million).
In 2011, an apartment was sold in Vilvoorde (Leuvensestraat 43) and a shop in Antwerp (Carnotstraat 18-20) fora total of €1.8 million. The book profit on these properties was € 0.5 million. A back-payment in the amount of € 0.9 million was furthermore received from the buyer ofthe Shopping Park Olen sold in 2009.
The value movements in 2011 totalled €19.2 million positive (2010: €4.5 million positive). The net yield at year-end was 6.3% (year-end 2010: 6.6%).
/ithstanding the fact that as of mid-2011 consumer confidence sharply ined, we once again succeeded in achieving good results this past year, ough consumer spending and retailer profitability is far more uncertain, ilers were prepared to pay higher rent for lease renewals at locations that ; proven their worth. The rents renegotiated as part of lease renewals in were on average 11% higher.
ew ofthe high quality ofthe property portfolio, the portfolio's occupancy remained at a high level at 96.6%, which confirms the quality ofthe folio.
value ofthe Belgian portfolio increased by 6.4% in comparison to the end )10. This evolution to a large degree is supported by the very strong interest essed by the investment market. Investors are prepared to acquire property at returns below 4.5% for the choicest buildings located in top city centre
e it was first established, Intervest Retail has been able to build up a unique lerty portfolio at city centre locations. The Galeries Jardin D'Harscamp )ping complex in the city of Namur was acquired in autumn. Shops with er surface areas are especially scarce in Namur's core shopping district.
We are anticipating this situation by combining multiple units. In the meantime, a lease was signed for an area of 522 m ! with the Spanish fashion giant Desigual.
At year-end 2011, the Turkish property portfolio comprised eight high street shops at absolute Al locations (5% ofthe total property portfolio).Of the eight high street shops, five are located on the Istiklal Caddesi, two on the Bahariye Caddesi and one on the Abdi ipekgi Caddesi. The total lettable floor area is 11,065 sqm, of which 8,075 sqm is in pipeline. Vastned's aim is to expand theTurkish property portfolio to approximately 10% ofthe total property portfolio. The focus in this respect is on investing in high street shops at the very best Al locations in Istanbul. The aim is for Vastned to limit itself to a number of streets such as Istiklal Caddesi, Abdi Apekci Caddesi and Istasyon Caddesi in the European area and Bahariye Caddesi and Bagdat Caddesi in the Asiatic area. These streets are characterised by an unparalleled footfall and a retail market that is in the process of internationalising. Vastned in most instances acquired its investments vacant and has adapted the retail spaces to the modern standards demanded by retailers nowadays. Vastned generally manages to attract first class tenants from its international network. Vastned does not intend to invest in shopping centres in Turkey nor does it intend to invest outside Istanbul.
The occupancy rate ofthe high street shops in operation at year-end 2011 was 100.0% (year-end 2010: 95.8%). The average occupancy rate in 2011 was 96.0% (2010: 83.3%).
Two leases representing a value of € 2.4 million in gross rental income were concluded in 2011. Both were initial leases that in the leasing activity were presumed to have been concluded at the previous rental level. 2,800 sqm was leased at Istiklal Caddesi 161 in Istanbul to fashion giant Zara. This lease requires an important structural adjustment, meaning that after the renovation the quality and volume of the retail area will have been improved. Zara is expected to open its doors to the public at this unique location in the second half of 2012. In addition, two upper floors for a total of 160 sqm of the high street shop at Istiklal Caddesi 119 have been let to the restaurateur Deli Mavi Bar.
No lease incentives were granted in 2011.
Most of the current tenants can be categorised as international or national retailers of high standing. The five largest tenants account for 93.7% of total gross rental income.
For each external appraisal, the appraiser is asked to render an opinion on the market rent level. On average, theTurkish property portfolio was let at 13.4% below market level (2010:12.9%).
In Turkey, leases are usually concluded for a period of five years. Following the expiry ofthe leases there are ample opportunities for making adjustments designed to approach market level rent. The graph on page 74 shows the expiry dates of theTurkish property portfolio. The average term ofthe leases is 10.0 years (2010: 4.1 years). The average time remaining until the tenant's next termination date is 2.1 years (2010:1.2 years).
A single acquisition fora total of €16.8 million took place in 2011. This concerned Vastned's first investment in Istanbul's prestigious Ni^anta^i district at Abdi Ipekg Caddesi 41, which now houses three shops. After a complete overhaul, the building will comprise almost 2,000 sqm gross floor area, including approximately 1,100 sqm of retail space. The renovation will be completed in the second half of 2013. The projected rental income is approximately € 1.4 million per year. The sellers ofthe building are private individuals. The 700 metre long Abdi ipekgi Caddesi is the most prestigious high street in Istanbul. The area has a large variety of luxurious and exclusive shops that carry international and Turkish designer labels. Furthermore, there are restaurants with international kitchens and cafés. The best known retailers in the Ni^anta^i district are Prada, Louis Vuitton, Hermes, Chanel, Burberry, Ermenegildo Zegna and Salvatore Ferragamo.
This investment property is currently being renovated. The renovation will result in large modern retail floor areas. After the renovation, the size of this property investment will measure 3,300 sqm which enables Vastned to meet the demand of international retailers. The planned delivery date is the first quarter of 2013. Its value at year-end 2011 was €25.9 million.
This investment property is currently being renovated as well. This drastic renovation will result in large modern retail floor areas. The layout of this retail floor area has been designed in consultation with the future tenant Zara, such that the whole will acquire a modern appearance. After the renovation, the size of this property investment will measure 2,800 sqm. The planned delivery date is the second quarterof2012following which Zara will open its doors in the second half of 2012. Its value at year-end 2011 was€31.2 million.
This property investment is currently still let. The building will be demolished in the third quarter of 2012 after which it will be completely rebuilt in accordance with current standards. The building is expected to be completed in the second half of 2013. Its value at year-end 2011 was €17.1 million.
The value movements in investment properties in 2011, in part due to the above-referenced lease at Istiklal Caddesi 161, totalled €3.4 million positive (2010: €2.2 million positive). The net yield at year-end 2011 was 5.1% (year-end 2010: 5.8%).
The Turkish economy ended another successful year with 8.2% growth. Unemployment dropped to 8.8%. The current account deficit remained the sensitive part ofthe economy. Retail sales continued to grow and are estimated to grow by 3.4% per year over the next 5 years. Total annual GLA growth in retail property was 850,000 sqm, an all-time record.
TheTurkish property portfolio -exclusively composed of high street assets reached 100% occupancy. A significant lease agreement was signed with Zara Istiklal Street 161 at € 2.3 million per annum. This would be the first Zara ated on the country's busiest street. The unit was acquired in 2010. At the e of acquisition, the retail portion ofthe property was 2,100 sqm and sisted of two basement floors, a ground floor, mezzanine and the first floor, veil as office space consisting of 2,250 sqm (from the second to the sixth irs) and technical space in the third basement. After the refurbishment, the perty will be purely retail with a GLA of 2,800 sqm distributed over two ement floors, a ground floor and four floors above. The property will be ivered to Zara in May and the opening will take place in August 2012.
li ipekci Street 41 was acquired following a long period of negotiations, s street is the most luxurious in the country, hosting high-end brands from over the world. The property is located at the centre ofthe most sought-after
eet, facing Prada. The building is planned to be redeveloped in order to invert it for use by a multi-storey tenant. The existing building will be demolished and a new retail property will be constructed in accordance with the leading international retailers' standards. The land is currently zoned for commercial and residential development. After redevelopment the property will have 1,975 sqm of GLA spread over 7 floors including 2 basements. Effective retail space will be on the ground, first, second and the first basement floors. This space totals 1,110 sqm.
The Portuguese property portfolio comprises nine high street shops (1% ofthe total property portfolio) which are for the most part let to the chain of opticians MultiOpticas.
This property portfolio was fully let during 2011. No letting movements took place.
External appraisals have resulted in a value movement of € 0.1 million positive (2010: € 0.2 million negative). The net yield at year-end 2011 was 7.2% (year-end 2010: 8.8%).
| FURK | |
|---|---|
| i?KH | |
| Appraisal | Theoretical gross rental |
Year-end occupancy |
Number of | CLA | ||
|---|---|---|---|---|---|---|
| As at 31 December 2011 (x € I million) | value | income | (in %) | tenants | (in sqm) | |
| 1 | Istanbul, Istiklal Caddesi 161') | 31.2 | 2.3 | n/a | n/a | 2,800 |
| 2 | Istanbul, Istiklal Caddesi 85') | 25.9 | 1.9 | n/a | n/a | 3,300 |
| 3 | Istanbul, Abdi Ipekci Caddesi 41') | 17.1 | 1.4 | n/a | n/a | 1,975 |
| 4 | Istanbul, Istiklal Caddesi 18 | 11.6 | 0.5 | 100.0 | 1 | 1.170 |
| 5 | Istanbul, Istiklal Caddesi 119 | 6.9 | 0.4 | 100.0 | 3 | 4 95 |
| Total | 92.7 | 6.5 | 100.0 | 9,740 |
| Theoretical | Theoretical | ||||
|---|---|---|---|---|---|
| gross rental | gross rental | ||||
| income | income | Number of | CLA | ||
| Tenants | (x€l million) | (in X) | units | (in sqm) | |
| 1 | Inditex') | 2.3 | 58.4 | 1 | 2,800 |
| 2 | Top Shop | 0.5 | 13.4 | 1 | 1,170 |
| 3 | tStyle | 0.3 | 8.6 | 1 | 170 |
| 4 | Turkcell | 0.3 | 8.0 | 1 | 530 |
| 5 | Tehibo | 0.2 | 5.3 | 1 | 400 |
| 3.6 | 93.7 | 5 | 5.070 |
1 Investment prop ?rty in Dipeline.
Expiry dates and renewal dates of lease contracts (weighted for gross rental income). Average duration based on first break is 2.1 years and based on end contract 10.0 years.
GROWTH CONSUMER SPENDING (in %)
INFLATION CPI DEVELOPMENT CONSUMER PRICES (in %)
GDP GROWTH
ECONOMIC GROWTH (in %)
UNEMPLOYMENT UNEMPLOYMENT AS % OF WORKING POPULATION
Non-food 85 Food 2 Other 13
High street shops 100
On 25 February 2011, VastNed Offices/Industrial and Vastned Retail announced their decision to terminate their existing management-related partnership via Vastned Management effective 1 January 2012. The termination of this agreement was prompted by the need to allow the management of each fund to dedicate maximum focus to its own specific markets and portfolios. Due to the termination ofthe partnership, accelerated by the merger of VastNed Offices/Industrial with NSI (effected on 14 October 2011), Vastned Management's organisation structure was reviewed and reorganised.
In the framework ofthe sharpened strategy, as announced in September 2011, extra attention is paid to further optimize internal processes and the functioning ofthe teams with 'focus on quality' as a central theme.
It also fits striving to strengthen the relationship with retailers and to closely monitor the development of tenants and the retail market's trends. Using the knowledge and experience gained within the organisation in this respect Vastned aims to be able to even better anticipate the trends in the retail market in its investment policies. Account management must bring the tenant and the landlord closer together and at the same time optimise the relationship.
Vastned's ambition in terms of personnel and organisation is to create a permanently challenging working environment where its staff can develop and grow further. The corporate culture at Vastned can be described as open, transparent and informal. Vastned has operations in five core countries: the Netherlands, France, Spain, Belgium and Turkey. Each core country has its own organisation, accommodated in a so-called country team. These teams have a considerable degree of independence, but operate within the framework of a clear 'Vastned vision'. There are regular meetings between the teams in the various countries about subjects that affect all the countries, for example developments in sustainability, changes to accounting principles, developments relating to property valuations and the rental and investment markets. This allows knowledge and experience to be exchanged and the Group's objectives and procedures to be made more specific.
Challenging objectives are formulated in the annual performance evaluation interview with each staff member following mutual consultation. The employee's objectives are matched to those ofVastned so that employees' personal development is aligned with Vastned's interests. The following table gives some personnel statistics. The country teams carry out the following tasks, supported by the head office to varying degrees as needed depending on team size: management, asset management, property management, (technical) project management and finance 1 control. In addition, there are various staff functions in IT, and for secretarial, tax and legal services. The majority of these staff functions is centralised at the Rotterdam head office. The Belgian team in Antwerp also has a relatively large staff department.
| 2011 | as at 01-01-2012 | ||
|---|---|---|---|
| Rotterdam, Netherlands | |||
| Retail | 17 | 17 | 16 |
| Offices/Industrial | 8 | 12 | - |
| Board and staff | 17 | 18 | 14 |
| Antwerp, Belgium | |||
| Intervest Retail | 10 | 10 | 9 |
| Intervest Offices | 14 | 16 | - |
| Madrid, Spain (Retail) | 13 | 13 | 13 |
| Paris, France (Retail) | 20 | 19 | 20 |
| Istanbul, Turkey (Retail) | 5 | 3 | 5 |
| Frankfurt, Germany (Offices/Industrial) | 1 | 1 | - |
| Total | 105 | 77 | |
| Number of employees joining | 11 | ||
| Number of employees leaving | 48 | ||
| Male/Female as at 31 December | |||
| (in FTE's) | 39/41 | 55/53 | 38/39 |
The decrease in the personnel complement is for the most part due to the merger between Vastned Offices/Industrial and NSI. A total of 36 employees in the Netherlands and Belgium transferred to NSI. In addition, a number of staff officers were laid off as a result ofthe reorganisation.
The Board of Management is very grateful to all staff for their efforts during the past year.
The move in mid-December 2011 to our new offices at Lichtenauerlaan 130 in Rotterdam is perfectly consistent with the open, transparent and informal character ofthe organisation. Working in a single large open space in the opinion ofthe Board of Management will contribute to the mutual exchange of information and an improvement in internal collaboration.
Vastned intends to organise and carry out its activities in a sustainable way, in order to mitigate the negative impact of its activities on the environment. A sustainable, economically responsible method of work is being introduced on a phased basis, in which the basic premise is the satisfaction ofthe tenant.
The objectives Vastned has set for itself in relation to sustainability are:
The precondition that applies in this regard is the satisfaction ofthe tenant and shareholder in terms of every sustainability initiative undertaken.
Vastned in its renewed strategy specifically focuses on high street shops. A pilot study of various high street properties conducted in previous years shows that these properties do not lend themselves to certification. A characteristic of high street shops is that they do not have any general spaces controlled by the property investor. This and other factors mean that the owner's influence on these properties in terms of sustainability is limited. This is why Vastned has decided to adopt a more practical approach in which the combination of a positive return and sustainability plays a central role. For example, motion detectors have been installed for the escalator and the lighting in the parking garage of the Het Rond shopping centre. Both interventions are expected to reduce power consumption.
In Belgium and the Netherlands, Vastned has succeeded in concluding contracts at no additional cost to its tenants for supplying electricity generated using hydropower. This method of power generation does not entail any C02 emissions. In both countries, the electricity purchased for tenants throughout 2011 was therefore derived from a renewable energy source. This is not yet possible in other countries, because there isa price differential there to the detriment of renewable, green energy. As soon as there are opportunities for greening energy sources without additional costs to the tenant, Vastned will sign contracts with suppliers for this purpose.
The feasibility of generating electricity at the site of our retail properties was investigated in France, Spain and Belgium. This was motivated by the tax incentives available in these countries for putting solar panels on buildings. The tax incentive was however abolished or phased out in 2010 by the various governments for budgetary reasons.
There was still a possibility that a project could nevertheless be completed in 2011 in Belgium; however, research showed that this was not an attractive option financially.
Vastned Management has implemented a number of sustainability initiatives for its own organisation. Vastned in 2011 reduced the number of square metres let from 1,440 to 650; this has benefited its own energy consumption. In addition, the number of electrical appliances (such as printers) was reduced by promoting more efficient use. On the procurement side, sustainable materials are being purchased. The most important example of this is the switch over to recycled printing paper without compromising on print quality. The purchase of energy efficient business cars is promoted and the purchase of cars that are not sustainable is being discouraged. The electricity used is derived from hydropower and all other C02 emissions produced, for example through air travel, commuting traffic and office heating, are offset. In this way Vastned Management's activities were made C02-neutral in the reporting year.
Two properties were certified in France in 2011; a large retail building with offices on upper floors in Nancy's city centre and a retail warehouse near Lille. Both properties were awarded a score of three stars. In June 2011 certifications were completed in Spain for the Parque Vistahermosa retail park and the Las Atalayas shopping centre. Both centres received a high asset certification indicative score of four stars.
Vastned's policy over the coming years will continue to focus on making properties sustainable where possible and on the objective of at least maintaining the achieved scores for certified buildings.
As indicated earlier, Vastned has decided to adopt a more practical approach in which the combination of a positive return and sustainability plays a central role. Sustainability will be a topic on the agenda ofthe business report meetings, a meeting held every quarter with the country managers, and the related actions will be a topic of discussion. An example of this is the goal of replacing all cooling systems, that needs to be replaced, in the shopping centres in the Spanish portfolio with new energy efficient systems over the next three years. A decrease in power consumption will be targeted this way by making use of environmentally friendly technologies.
Furthermore, during the renovation of a property. Vastned will consider the use of new energy efficient technologies as a means of saving energy. For example, this approach was applied to the renovation ofthe faqade and the public spaces in the Madrid Sur shopping centre in Spain where a more efficient design is resulting in a reduction in the power consumed by lighting, LED lighting is being used for the fagade and water-saving systems have been installed. In addition, the neon-lighting in the parking garage have been replaced by LED lighting resulting in a 40% power saving there.
In accordance with the EU Transparency Directive as contained in Section 5.25c ofthe Act on Financial Supervision, the Board of Management hereby declares that, insofar as it is aware:
Risk management received full attention in 2011 as well. The sharpened strategy developed in 2011 to a significant degree responds to the increased risks resulting from serious changes in the environment in which Vastned operates. These changes and risks on the one hand are related to the consequences of the financial crisis, which cause governments as well as the private sector to be faced with a tighter financing market. This results in lower and even negative economic growth, increased taxes and further government cutbacks, higher unemployment and a decrease in consumer confidence and consumer spending. For various retailers this in turn results in lower revenues and pressure on profit margins, which ultimately can also put pressure on the rent levels of retail property. On the other hand there are also more structural changes that affect the retail market, such as the greying population, lower population growth, continuing migration from the countryside and smaller municipalities to the cities, and an increase in sales via the internet (e-commerce). To withstand these changes and the associated risks, Vastned sharpened its strategy in September 2011. The strategy is based on three pillars:
The disintegration ofthe euro still does not seem likely given the high costs this would entail for all countries involved. Vastned's annual accounts therefore have been prepared based on the continued existence ofthe euro.
In line with the Corporate Governance Code, the following is a description ofthe key risks to which Vastned, in relation to the implementation of its strategy, is exposed.
These risks and the associated mitigating measures implemented by Vastned are explored in further detail elsewhere in this annual report (see Risk Management chapter). In addition to strategic risks, the financial reporting risks and operational risks are also addressed here.
Rent and value developments as well as the occupancy rates ofthe retail investments are to an important extent linked to the demand for retail locations, which is itself largely determined by the nature and magnitude of consumer spending and the dynamics of local and international retailers. The investment property categories, countries and size ofthe properties Vastned Retail wishes to invest in are specified in the Profile and Strategy chapter. In terms of investment categories, the aim, partly on the basis ofthe trends sketched out above, is to achieve a relative increase in investments on the most popular high streets in the larger cities. The assessment is that retailers will continue to express interest in these locations due to their allure to consumers, a stable or growing population with strong purchasing power resulting in a good footfall and consumer spending. Aside from an
increase in the share of high street shops, Vastned will also aim for further improvement in the quality of other retail investment categories (shopping centres and retail warehouses) through means of turnover in the property portfolio.
In terms ofit s choice of countries, Vastned opts to invest primarily in shops in euro zone countries characterised by stable political and economic climates, with generally clear rent and tax legislation and regulations.
The addition of Turkey as investment country meant the addition of a country with a higher risk profile due to the political and economic climate, and potential earthquakes. The risk is mitigated however, by currently limiting investments in this country to a maximum of 10% ofthe total property portfolio and by clearly focusing on investments in (high street) shops located in the best shopping streets in Istanbul, with its rather more Western orientation. The earthquake-related risk is as much as possible limited by taking out insurance policies.
Because Vastned invests primarily in the euro zone and only to a limited extent in Turkey, the currency risk is limited. Moreover, the risk with respect to the Turkish property portfolio is reduced by in principle concluding leases in that portfolio in euros only.
The investments are in part financed by loan capital on the basis of a sound financing and interest rate policy. The aim in this regard is to achieve relatively conservative financing ratios between equity and loan capital. In principle, a maximum of 45% ofthe market value ofthe investments is financed by loan capital. Furthermore, efforts are made to limit the segment ofthe portfolio financed by shortterm loans to 25% ofthe total loan capital. The financing agreements contain more favourable conditions; the ratio is based on a solvency (calculated as equity plus deferred tax liabilities divided by the balance sheet total) of at least 45%.
In the context ofthe above-referenced financial crisis, the aim is to reduce the dependence on bank financing through means of effecting a further diversification of sources of financing, for example by placing private placement bonds with institutional investors, while at the same time attempting to increase the average weighted term ofthe financing. Furthermore, the aim is to increase the spread of lenders so that in principle a single lender does not provide more than 25% of the total financing.
Due to the capital-intensive nature of its operations, Vastned Retail is sensitive to interest rate trends, which can affect both the value ofthe investment properties and the current cash flows and therefore the direct investment result. The interest rate risk is limited however by arranging interest rate derivatives with large international banks. This means that the interest rate is fixed for a minimum of two-thirds ofthe loans portfolio with a typical interest rate term of at least three years. The interest rate derivatives are arranged in such a way as to ensure that interest rate review dates are spread across years.
The Risk Management chapter includes an overview ofthe risks identified within Vastned and also specifies the way in which these risks are managed.
An important element ofthe internal risk management and control system is the totality of internal control measures and administrative and organisational procedures as set out in the Administrative Organisation handbook. In our view, this handbook meets the requirements ofthe Financial Supervision Act and associated regulations.
As already indicated above, in 2011, a great deal of attention was devoted to risk management by the Supervisory Board and the Board of Management, as well as by the organisations in each ofthe countries in which Vastned Retail operates.
Key points in the area of risk management was the impact of the financial crisis on the evolution of rents and the value ofthe property portfolio and the continuing availability of financing. As indicated, this resulted in a sharpened investment and financing strategy, which was presented in September2011. This strategy was pursued in 2011, for example by purchasing nine high street shops in Bordeaux and by concluding a number of refinanced or new long-term financing arrangements. At the beginning of2012 a number of disposals of objects, that based on the sharpened investment strategy no longer fits into the property portfolio, was published and a new private placement in the amount of € 50 million and with an average term of 7.5 years was concluded.
In addition to the sharpened strategy, a number of important risks was addressed by the Board of Management as well as in meetings ofthe audit committee and Supervisory Board in accordance with the annually adopted work plan. These meetings also addressed the design and operation ofthe associated risk management measures in place in relation to, among other things, strategic risks, emergency risks (insurances, solvency ofthe insurer), financial reporting risks, compliance risks (rules ofthe AFM and NYSE Euronext, as well as those associated with licences and safety regulations), financing and refinancing risks, interest rate risks, IT risks and tax and legal risks. In terms ofthe financial reporting risks, additional attention was devoted to the valuation ofthe property portfolio in the context ofthe abovementioned external trends. This has resulted in a further improvement of the disclosure on the property valuations in the annual accounts; and in line with the sharpened strategy, reporting was expanded to include a secondary segmentation on the basis of high street shops and other property investments. The appraisal instructions for the external appraisers will be somewhat sharpened for 2012. In addition, it was decided to provide management information concerning tenant payment behaviour with greater regularity at the group level. No significant changes were deemed necessary with respect to the internal risk management and control systems in relation to the identified risks.
With respect to the financial reporting risk, the Board of Management is ofthe opinion that the risk management and control systems in place provide a reasonable degree of assurance that the financial reporting is free of material misstatements. Furthermore, the Board of Management is ofthe opinion that the risk management and control systems in place throughout the year operated such that there is a reasonable degree of assurance that the financial reporting is free of material misstatements. There were no material changes to the administrative and organisational procedures during the financial year. No material shortcomings were identified in the risk management and control systems in place to manage financial reporting risks.
The following is an overview based on the balance sheet position as at year-end 2011 ofthe potential effects, all other things being equal, of changes in the risk factors listed below:
The investment result in 2011 was € 96.1 million, a modest decline compared to € 99.2 million in 2010. This modest decline is primarily related to a somewhat lower indirect investment result in comparison to 2010 in the amount of € 29.1 million (2010: € 31.4 million). The direct investment result remained virtually stable at € 67.0 million (2010: € 67.8 million).
In spite ofthe positive contribution from the net purchases realised in 2010 and 2011, particularly within the Dutch and French property portfolios, the direct investment result remained stable at € 67.0 million. This is because ofthe pressure exercised on the positive contribution from net purchases by relatively higher operating expenses (particularly maintenance and letting costs) and higher interest expenses due to the on average higher Euribor rate and higher credit spreads on bank loans than in 2010. Furthermore, there was an increase in general expenses due to the additional consulting and PR costs related to the sharpened strategy and the elimination, effective 14 October 2011, of a (portion) ofthe charge on to VastNed Offices/Industrial in relation to the termination ofthe partnership agreement between Vastned Management, VastNed Offices/Industrial and Vastned Retail.
The indirect investment result realised over 2011 was €29.1 million (2010: € 31.4 million), primarily due to a net increase of 1.7% in the value ofthe property portfolio in 2011. Very well located retail properties with healthy occupancy levels are still highly in demand by property investors, sometimes resulting in (even) lower yields than in 2010. The net value increase ofthe French, Belgian and Turkish portfolios was almost 5%, over 6% and over 4%, respectively. The value trend ofthe Dutch property portfolio exhibited greater fluctuations and resulted in a net value increase of 0.2%. The Spanish property portfolio experienced a net decrease in value of almost 3%, primarily due to lower (market) rent levels. As a result of these value trends, the indirect investment result, taking the positive result from sales in the amount of € 2.4 million, the allocation to the provision for deferred tax liabilities in the amount of € 0.6 million and the positive value movements of financial derivatives that under the IFRS are not designated as effective hedge in the amount of €1.3 million, after deduction ofthe part attributable to non-controlling interests in the amount of € 6.4 million, into account, amounted to positive €29.1 million.
The total gross rental income rose from € 126.6 million in 2010 to € 132.5 million in 2011. This increase is further specified for each country in the table on page 88.
€ 4.7 million of this increase is related to the additional rental income derived from the acquisitions made in the Netherlands in 2010 and 2011. A large part (approximately € 2.4 million) concerns additional rental income from the Walburg shopping centre in Zwijndrecht purchased in March 2011. Aside from this, the acquisitions made in the third and fourth quarter of 2010, consisting of the retail units in the Overvecht shopping centre in Utrecht, the Zuidplein shopping centre in Rotterdam, and the Nieuwstraat in Spijkenisse, contributed to the remaining € 2.3 million growth in gross rental income in the Netherlands. Another key contribution to the growth in rental income in 2011 came from France. Rental income there increased by €1.0 million as a result of the acquisition of 9 high street shops in the centre of Bordeaux.
The decrease in gross rental income in 2011 due to disposals was for the most part (€ 0.7 million) due to the sale of a number of individual retail properties in the Netherlands in the second half of 2010 and at the beginning of 2011. Furthermore, in March 2011, the Bomonti Park neighbourhood shopping centre in Istanbul was sold, resulting in a decline of € 0.4 million in rental income in 2011.
Following a like-for-like decline in 2010, an increase of almost 1% was realised in 2011. The largest share ofthe increase in the amount of € 0.6 million came from France. Aside from an increase due to indexation and improved rent levels as a result of change of tentants, it was possible to achieve an increase of over€ 0.3 million here due to an increase in the occupancy rate. A good improvement in rents in the amount of € 0.3 million was also realised in Turkey due to indexation and improvements in rents and the letting of high street shops that were vacant when purchased. The Belgian property portfolio also exhibited improvements in rent in the amount of net€ 0.2 million. The like-for-like growth in the Dutch portfolio was only € 0.1 million. The increase due to indexations and improvements in rents was largely nullified by the increased vacancy, particularly as a result of t wo bankruptcies in Retail Park Roermond. A tenant has since been found for one ofthe vacant units and a search is actively underway to find a tenant for the other unit.
Spain managed to maintain gross rental income at an equal level in comparison to 2010, during which the recognised like-for-like rental growth was negative €1.9 million. In spite ofthe adverse economic climate, the average occupancy rate ofthe Spanish property portfolio slightly improved from 91.7% in 2010 to 92.6% in 2011, which resulted in an improvement of € 0.3 million in gross rental income. The letting of a vacant unit to the electronics retailer Worten in particular contributed to this.
Aside from rental increases due to indexation and an improved occupancy rate, it was necessary to provide additional partially temporary rent reductions to retailers whose revenues declined as a result ofthe adverse economic climate in Spain. A decline in turnover rents and mall income was also perceptible as a result of this.
Operating expenses, expressed as a percentage of gross rental income increased from 11.7% to 12.8%, and consequently amounted to € 16.9 million (2010: € 14.8 million). The relative increase is primarily due to the higher maintenance costs in the Dutch property portfolio (inter alia in relation to the increased fire safety requirements). Aside from this there were higher letting expenses particularly in Turkey (in relation to the letting to Zara) and Portugal (in relation to the renewal ofthe lease ofthe nine high street units to the optician chain Multi Opticas).
The value movements investment properties in 2011 totalled positive € 32.4 million (2010: positive € 35.5 million). This represents an increase of approximately 1.7% in comparison to the initial value in 2011. As already indicated above, the increase primarily took place in the French, Belgian and Turkish property portfolios. In France, the Val Thoiry shopping centre, not far from Geneva, in particular contributed to the increase in value ofthe French property portfolio. The occupancy rate ofthe shopping centre is 100% and it is performing very well following the opening ofthe adjacent DIYshop developed by Vastned, and naturally benefits from the rising number of Swiss visitors for whom the centre, given the strong Swiss franc, is even more attractive. In Belgium, the 'Gouden Kruispunt' Retail Park in Tielt-Winge in particular experienced a positive value development. In Turkey all properties contributed to the rise in value. The Istiklal Caddesi 18 property in this respect experienced the highest rise in value, primarily due to the renewal ofthe lease on this unit to the retailerTop Shop.
The value development ofthe Dutch property portfolio exhibited a more fluctuating picture. Aside from a relatively high increase in value ofthe top properties located on the Kalverstraat in Amsterdam and the Spuistraat in The Hague, downward valuations were reported as well. The highest downward valuation occurred in Retail Park Roermond as a result ofthe decreased occupancy rate after two bankruptcies there. Furthermore, the increases in value were depressed by the write-off of the acquisition costs ofthe Walburg shopping centre in Zwijndrecht purchased in 2011. In Spain the decrease in value of almost 3% was primarily due to the declining (market) rent levels for the units in shopping centres. The high street shops in the Spanish property portfolio exhibited a rise in value in 2011.
In 2011, a limited number of small individual 'non-core' retail properties and apartments was sold, mainly in the Netherlands, which had a total carrying amount at the time of sale of approximate € 10.0 million. In addition, the Bomonti Park neighbourhood shopping centre in Istanbul was sold. In Belgium a back-payment on the purchase price in the amount of € 0.9 million was furthermore received for the Shopping Park Olen sold in 2009, in accordance with the agreements formulated at the time ofthe sale of this property. The net result ofthe sales realised in 2011, increased by this backpayment and after the deduction of sales costs amounted to positive €2.4 million.
Net financing costs, including value movements of financial derivatives, increased from € 30.9 million in 2010 to € 33.8 million in 2011. The table below details the development ofthe net financing costs.
| (x€ l million) | |
|---|---|
| Total | |
| Net financing costs 2010 | (30.9) |
| Increase due to net acquisitions | (2.6) |
| Capitalised interest on investment properties under renovation and in pipeline | 0.2 |
| Net increase due to rising short-term market interest rate, | |
| higher interest rate margins and changes in fixed/variable and working capital | (1.8) |
| Value movements interest rate derivatives | 1.3 |
| Net finoncing costs 2011 | (33.8) |
The average interest rate for the interest-bearing loan capital as a whole increased from 4.1% to 4.2%. In spite ofthe rise in the 3-month Euribor rate and the higher interest rate margins, the increase was limited due to the fact that in comparison to 2010 a relatively larger share ofthe loan portfolio was financed on the basis of a variable interest rate.
The interest rate derivatives not classified as a full hedge under IFRS exhibited a net positive increase in value. This primarily concerned the interest rate swap concluded in 2010 whereby a portion ofthe fixed coupon rate ofthe private placement bond negotiated at the time was converted into a variable interest rate. This swap acquired a positive value due to the decreased long-term market interest rate in 2011.
The general expenses rose from € 6.6 million in 2010 to € 7.1 million in 2011. The increase is largely due to the additional consulting and PR costs related to the sharpened strategy and the elimination, effective 14 October 2011, (of a portion) of the charge on to VastNed Offices/Industrial in relation to the termination ofthe partnership agreement between Vastned Management, VastNed Offices/Industrial and Vastned Retail. The termination fee in the amount of € 2.3 million received in 2011 from VastNed Offices/Industrial was sufficient to offset the direct costs associated with the termination ofthe partnership agreement.
The current income tax expenses amounted to € 0.1 million (2010: € 0.2 million). The decline is due to the decline in the taxable investment result in Spain.
The movements in deferred tax assets and liabilities in 2011 totalled € 0.6 million negative (2010: negative € 1.7 million). The decline in value ofthe Spanish property portfolio on balance resulted in a release ofthe deferred tax liabilities in the amount of net € 0.9 million. This was offset by an increase in the deferred tax liabilities in the amount of € 1.9 million in Turkey. Finally, a release of € 0.3 million was recorded in France in a taxable French company, because of bringing this company under the SMC-regime. Value movements in the Dutch property portfolio and most ofthe Belgian and French property portfolios did not lead to movements in deferred tax assets and liabilities due to the application of tax-friendly regimes.
The investment result of € 12.8 million (2010: € 9.5 million) attributable to non-controlling shareholders comprises the direct investment result and the indirect investment result attributable to non-controlling interests of positive €6.4 million (2010: positive € 6.4 million) and positive €6.4 million (2010: positive € 3.1 million) respectively. The direct investment result attributable to non-controlling interests consisting on the one hand ofthe direct investment result of Intervest Retail, in which Vastned Retail has a 72.4% interest, and on the other hand ofthe direct investment result ofthe Het Rond limited partnership in Houten, in which VastNed Retail has a 50% interest, stayed virtually the same in comparison to 2010. The more positive value movements for Intervest Retail's property portfolio resulted in an increase in the indirect investment result attributable to non-controlling interests.
Based on the increased average number ofVastned Retail shares in issue of approximately 18.6 million shares (2010:18.4 million shares) as a result ofthe share dividend, the investment result per share was positive € 5.17 (2010: positive € 5.39). This result comprises the direct investment result per share of € 3.61 (2011: € 3.68) and the indirect investment result per share of positive € 1.56 (2010: positive € 1.71).
The direct investment result per share is developed as follows (x € 1):
| Direct investment result 2010 | 3.68 |
|---|---|
| Like-for-like growth in net rental income | (0.02) |
| Increase asa result of acquisitions after deduction of interest expenses | 0.11 |
| Decrease asa result of disposals after deduction of interest income | (0.03) |
| Capitalised interest on investment properties under renovation and in pipeline | 0.01 |
| Net increase in financing costs due to increase in short-term interest rate, | |
| higher interest rate margins and changes in fixed/variable and working capital | (0,09) |
| Increase in general expenses | (0.02) |
| Decrease due to increase in number of shares in issue due to share dividend | (0.03) |
| Direct investment result 20JJ | 3.61 |
As indicated in the sharpened strategy, Vastned will attempt to continue to maintain its conservative financing structure. This means that Vastned will aim fora loan-to-value ratio of between 40% and 45%. Furthermore, Vastned aims to further expand its sources of financing through various means such as by taking out long-term bond loans from investors in the United States (private placement bonds). This includes the aim of further extending the term ofthe long-term loan portfolio. In addition, Vastned aims to enlarge the spread of bank loans across multiple financiers. The existing interest rate policy, whereby the interest rate of approximately two thirds ofthe loan portfolio is fixed will be continued.
In the context ofthe above, various financing facilities were extended or renegotiated in 2011. A new private placement bond in the amount of € 50.0 million was completed at the beginning of 2012. €25.0 million of this loan has a seven-year term at 4.88% and the other€ 25.0 million has an eight-year term at 5.06%.
As at 31 December 2011, Vastned's balance sheet showed a sound financing structure with a loan-tovalue ratio of 43.1% (year-end 2010: 41.4%) and a solvency ratio - calculated as group equity plus deferred tax liabilities divided by the balance sheet total -o f 52.6% (year-end 2010: 54.6%).
As at 31 December 2011, the loan structure was as follows:
With a solvency ratio of 52.6% and an interest coverage ratio of 3.1, Vastned Retail meets the requirements of all financing agreements with banks. A solvency ratio of at least 45% applies to all financing agreements. Furthermore, an interest coverage ratio ranging from 2.0 to 2.5 is usually required.
A negative pledge applies to most ofthe financing agreements, with a limited threshold for providing securities.
| Netherlands | France | Spain | Belgium | Turkey | Portugal | Total | |
|---|---|---|---|---|---|---|---|
| Gross rental income 2010 | 48.5 | 24.6 | 29.7 | 21.0 | 1.7 | 1.1 | 126.6 |
| Acquisitions | 4.7 | 1.0 | 0.1 | 0.1 | _ | _ | 5.9 |
| Disposals | (0.7) | - | - | - | (0.4) | - | (1.1) |
| Like-for-like rental growth | 0.1 | 0.6 | - | 0.2 | 0.3 | (0.1) | 1.1 |
| Gross rental income 2011 | 52.6 | 26.2 | 29.8 | 21.3 | 1.6 | 1.0 | 132.5 |
| Operating expenses1 ) |
(7.9) | (2.3) | (4.5) | (1.8) | (0.3) | (0.1) | (16.9) |
| Net rental income 2011 | 44.7 | 23.9 | 25.3 | 19.5 | 1.3 | 0.9 | 115.6 |
| Operating expenses In % of gross rental income: |
|||||||
| - in201 1 |
15.0 | 8.8 | 15.1 | 8.5 | 18.8 | 10.0 | 12.8 |
| - in 2010 |
12.6 | 10.2 | 13.8 | 8.6 | 17.6 | - | 11.7 |
1 Including ground rents paid and net service charge expenses.
| Fixed | Floating | % | ||
|---|---|---|---|---|
| interest') | interest | Total | of total | |
| Long-term debt | 616.5 | 138.5 | 755.0 | 82.4 |
| Short-term debt | 22.2 | 139.5 | 161.7 | 17.6 |
| Total | 638.7 | 278.0 | 916.7 | 100.0 |
| % of total | 69.7 | 30.3 | 100.0 |
(x € 1 million) INCLUDING AVERAGE INTEREST RATE
••• i Contract revision wa^m Interest revision
1 Interest-rate derivatives taken into account.
At the General Meeting of Shareholders of 4 May 2011, the dividend for the 2010 financial year chargeable to the freely distributable reserves was set at € 3.68 per share. An interim dividend of € 1.10 per share had already been distributed in September 2010. The final dividend was therefore € 2.58 per share, of which the compulsory cash component was € 1.33 and the optional component was € 1.25 in cash or 1 new share for every 39 shares held. Within this framework, holders of over 26% (2010: 30%) ofthe shares in issue opted fora share dividend, asa result of which the number of shares increased by 125,965 shares.
On 29 August 2011, in accordance with the dividend policy, 50% ofthe direct investment result over the first half of 2011 was distributed as interim dividend at € 1.09 per share.
During the General Meeting of Shareholders to be held on 2 May 2012, a proposal will be submitted to declare the final dividend chargeable to the freely distributable reserves at € 2.52 per ordinary share, which is the 2011 direct investment result per share of € 3.61 less the interim dividend of € 1.09 per share. Taking into account the fiscal distribution obligation referred to in the foregoing and the share price applicable at that time, it will be possible, in addition to take-up entirely in cash (€ 2.52), to take up the final dividend as Vastned shares chargeable to the share premium reserve that will constitute an approximate value of € 2.52 per share. In order to comply with the fiscal conditions for investment institutions, a minimum of €23.5 million in cash (approximately € 1.27 per share) must be disbursed. If the number of shareholders exercising the share dividend option is such that this amount is not achieved, then the share dividend allocation will be adjusted on a pro-rated basis so that at least € 23.5 million will be disbursed. The final dividend will be made payable on 21 May 2012.
The projected economic growth curve is flat, and even negative, in most Western European countries, resulting in a mild recession for some European countries. Much depends on the decisiveness of European policy makers in terms of their approach to the euro crisis. Although there are signs that steps are being taken in the right direction, the decision-making process is sluggish. The measures taken by the ECB to extend the liquidity provided to banks appears to be an important support on the way to recovery.
However, as a result of these developments, employment and consumer spending in most countries in which Vastned operates will come under (further) pressure in 2012. Spain already experienced this during the past year. This is offset by positive developments in theTurkish economy, which -wit h a young and growing population, a solid competitive position and limited problems in its banking sector- is exhibiting a highly positive trend in terms of employment and consumer spending.
Based on the above-referenced economic trends, Vastned in 2011 further sharpened its strategy, whereby the focus in its acquisition and disposal policy will shift even more to well-located high street shops in large and medium-sized cities. Based on its own experience, Vastned expects that these locations enable it to very well withstand the economic headwind and to profit from changes in the retail landscape as a result of e-commerce and the greying population. The sharpened strategy also devotes attention to the financing side ofthe property portfolio. Pursuant to the stricter regulations governing the provision of credit by European banks, Vastned will increase its share in non-bank financing to 25% through various means, including the placement of private placement bonds, whereby it will also aim to extend the term ofthe credit facility.
The rotation in the property portfolio resulting from the new focus on high street shops on prime locations can put some pressure on rental income, but will generate better yields in the future. Whether and how the extent to which these issues might affect the direct investment result for 2012 is hard to say, as this will depend on the speed with which these can be realised. The general expenses will rise in some measure in 2012 due to the ending ofthe collaboration agreement with VastNed Offices/Industrial. Vastned expects that its well-spread, high-quality property portfolio will be able to show limited like-for-like growth in 2012 in spite ofthe difficult economy. Interest rates are expected to remain low in 2012, but the broadening of financing base will increase the interest expenses somewhat.
The outlook described in the foregoing is based on current expectations, estimates and forecasts and the information available to the Company at the present time. Furthermore, the outlook is subject to certain risks and uncertainties that are difficult to assess, such as general economic conditions, interest rates, exchange rates and changes in legislation and regulations. No guarantee can therefore be given that the outlook will become a reality
Rotterdam, 8 March 2012 The Board of Management
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The Vastned shares have been listed on NYSE Euronext Amsterdam since 9 November 1987 and have been included in the Amsterdam AMX index (Amsterdam Midkap Index) since 3 March 2008. The average daily trading volume in 2011 was € 2.1 million, which represents a decline in comparison to 2010 (average daily trading volume of € 2.6 million). Vastned uses Kempen LCo, which acted as paid liquidity provider, to ensure the shares remain continuously liquid.
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Vastned is included in a number of indices. These indices help investors in putting together their equity portfolios. As stated above, Vastned is included in the AMX index. Investors make limited use of this index as a guide to the composition of their equity portfolios. Other indices, such as those of Global Property Research (GPR) and ofthe European Public Real Estate Association (EPRA), play a more important role, especially for international institutional investors.
As at 31 December 2011, Vastned had the following weighting in the GPR indices:
| GPR 250 Global | 0.12% |
|---|---|
| GPR 250 Global ex-North America | 0.23% |
| GPR 250 Europe | 0.86% |
| GPR 250 Europe ex-UK | 1.29% |
| GPR 250 Eurozone | 1.77% |
| GPR 250 Netherlands | 11.88% |
Vastned is included in the following EPRA indices as of 31 December 2011:
| FTSE EPRA/NAREIT Developed Index | 0.11% |
|---|---|
| FTSE EPRA/NAREIT Developed ex Asia Index | 0.16% |
| FTSE EPRA/NAREIT Developed ex North America Index | 0.23% |
| FTSE EPRA/NAREIT Developed Europe Index | 0.76% |
| FTSE EPRA/NAREIT Euro Zone Index | 1.53% |
| FTSE EPRA/NAREIT Developed Europe (UK Restricted) Index | 0.91% |
| FTSE EPRA/NAREIT Developed Europe ex UK Index | 1.19% |
| FTSE EPRA/NAREIT Developed Europe Liquid 40 Ex UK Index | 1.37% |
| FTSE EPRA/NAREIT Developed Europe Liquid 40 Index | 0.89% |
| FTSE EPRA/NAREIT Netherlands Index | 9.95% |
Vastned realised the following return in 2011, expressed in euros and asa percentage of the 2010 closing price of € 51.98.
| Return | Return | ||
|---|---|---|---|
| 2011 | 2010 | ||
| (in€) | (in%) | (in %) | |
| Closing price 2011 | 34.60 | ||
| Closing price 2010 | 51.98 | ||
| Movement in share price Final dividend |
(17.38) | (33.5) | 13.4 |
| 16 May 2011 | 2.58 | 5.0 | 6.1 |
| Interim dividend | |||
| 29 August 2011 | 1.09 | 2 . 1 | 2.4 |
| Totol retum | (13.71) | (26.4) |
Assuming immediate reinvestment ofthe dividends, the total return for2011 was minus 25.5% (2010: positive 23.2%).
At year-end 2011, the shares were trading at a 35.6% discount in comparison to the net asset value per share. The net asset value per share held by Vastned shareholders, including the 2011 investment result, rose from € 52.75 (at the start of 2011) to € 53.72 (at year-end 2011).
The share price fell by €17.38 in 2011. This led to an increase in the discount. Other European property investment funds also saw their share prices fall in 2011. Vastned total return per share was minus 25.4% and as such was below the European average (GPR 250 Europe: minus 10.43%) and the Dutch average (GPR 250 Netherlands: minus 24.7%).
Market capitalisation based on the share price at year-end 2011 was € 544.3 million compared to € 951.4 million at year-end 2010. The lowest share price of € 28.59 was quoted on 14 December 2011 while the highest share price of € 52.95 was quoted on 31 May 2011.
In accordance with its current dividend policy (see chapter on Profile and Strategy), Vastned paid out a final dividend for 2010 of € 2.58 on 16 May 2011. The share dividend was 1 new share for every 39 shares held. Shareholders could choose between being paid € 2.58 in cash per share or€ 1.33 in cash and l/39th of a Vastned share. For this purpose, a total of 125,955 shares was issued and charged to the share premium reserve.
The total number of shares in issue at year-end 2011 was 18,521,185 with a nominal value of€ 5 each No new shares were issued in 2011, other than those issued as share dividend, nor were there any share repurchase programmes.
Vastned has information on the identity of its most important shareholders. However, it is difficult to find reliable information on the exact size of their holdings. Consequently. Vastned only designates those shareholders with a stake of more than 5% according to the register of the Netherlands Authority for the Financial Markets (AFM) as controlling shareholders. This register does not provide precise numbers for the shareholdings as at year-end 2011; it merely gives an indication ofthe brackets that the holdings are in (e.g. 5-10% or 20-25%). The following may be designated as controlling shareholders (> 5% according to the AFM register):
| - | Commonwealth Bank of Australia | 5.79% |
|---|---|---|
| - | Société Federale de Participations et d'lnvestissement (SFPI) | 5.25% |
| - | APG Algemene Pensioen Groep N.V. | 5.15% |
It is the policy ofthe Board of Management to inform all shareholders and other parties in the financial market in an equal manner. Comments on the quarterly, semi-annual and annual figures as well as the presentations to analysts can be followed simultaneously by all interested parties through a webcast. The presentations are announced on the website and are placed on the website. The Board of Management aims to engage in a constructive dialogue with actual and potential shareholders. In that regard, it has regular bilateral contacts with institutional investors and major private investors, in which Vastned only provides information that is already known in the market.
Vastned attaches a great deal of importance to informing shareholders, stakeholders and other interested parties on an equivalent basis, simultaneously and on a timely basis, and in a clear and unambiguous way, and in keeping them informed ofthe company's state of affairs. The CEO, CFO and the Director Investor Relations are actively involved in this. Other Vastned employees are also involved in specific events such as property tours. A number of instruments is used to implement the investor relations policy, including investor road shows, press releases, the annual report and the Vastned website.
The investor road shows are of crucial value for investor relations. In 2011, meetings were held wit h a large number of institutional investors in the major financial centres.
Price-sensitive information is always disclosed to the general public through press releases as well as being reported to the financial authorities (AFM and NYSE Euronext) and placed on the website uww.vastned.com. This also applies to regular financial reports and other press releases. Only information that has already been made public is commented upon in contacts with the press, individual investors and analysts. When Vastned publishes its semi-annual and annual results, it holds a meeting for analysts. When it publishes its first and third quarterly results, there is a conference call to provide further information on these results to analysts.
Both the analysts' meetings and the conference calls can be followed through an audio webcast on MAVIV.vostned.com. There are no analysts' meetings, presentations to investors or direct meetings with investors in the period immediately preceding the publication ofthe financial reports. All dates are listed in the financial calendar at the front ofthe annual report.
Reports of sell-side analysts are neither evaluated nor corrected in advance other than for factual inaccuracies. Vastned does not pay fees to any party for drawing up analysts' reports. Vastned is currently being followed by eleven (sell-side) analysts at reputable banks who regularly publish reports. The following banks have sell-side analysts who follow Vastned:
Just like the previous reporting year, the recommendations made by the external auditor, such as those related to transparency and various other recommendations, have as much as possible been incorporated into this annual report. Furthermore, all the internal disciplines ofVastned actively contributed to safeguard the report's quality and improve it where necessary. Vastned was awarded the Bronz Medal Award by the EPRA for its 2010 annual report. The EPRA conducts a survey of European listed property investment companies each year. The 2011 annual report is published in both English and Dutch. Only the English version is available in printed form. The Dutch version is available in PDF format at ww/iv.vostned.com. The English printed version will also be dropped in 2012, although a summary will be printed. The English as well as the Dutch versions ofthe annual report will of course continue to be available in PDF format on the website.
The website was transformed at the end of 2011 to conform to the new house style. The site contains detailed information on investor relations, corporate governance, etc. Furthermore, the website displays a selection of properties from Vastned's property portfolio. The website offers a subscription service with which interested parties can subscribe to receive press releases.
Please direct your questions to: Vastned Attn. Mr Arnaud du Pont, Director Investor Relations PO Box 4444 3006 AK Rotterdam, The Netherlands Telephone+31 10 24 24 302 [email protected]
In August 2011, EPRA's Reporting and Accounting Committee published the updated EPRA Best Practices Recommendations (BPR). The BPRs contain recommendations concerning the determination of key performance indicators for measuring the performance ofthe property portfolio. Vastned endorses the importance of standardising the reporting of performance indicators from the perspective of comparability and improving the quality of information provided to investors and other users ofthe annual report. For this reason, Vastned has decided to include the key performance indicators in a separate chapter ofthe annual report.
The EPRA BPR Checklist is available on Vastned's website: WAVW.vastned.com.
| X €1,000,- | Per share (x€l | |||||
|---|---|---|---|---|---|---|
| EPRA performance indicator1 ) |
Page | Schedule | 2011 | 2010 | 2011 | 2010 |
| EPRA Earnings | 98 | 1 | 56,954 | 67.783 | 3.51 | 3.68 |
| EPRA NAV | 100 | 2 | 1,075,725 | 1.043,494 | 57.77 | 56.42 |
| EPRA NNNAV | 100 | 3 | 1,025,458 | 1,001,323 | 55.07 | 54.14 |
| EPRA Net Initial Yield (NIY) | 100 | 4(i) | 5.5% | 5.9% | ||
| EPRA'topped-up' NIY | 100 | 4(11) | 5.7% | 5.9% | ||
| EPRA Vacancy Rate | 103 | 5 | 4.9% | 4.8% |
1 The EPRA performance indicators are calculated on the basis ofthe definitions published by the EPRA and are included in the list of definitions.
(x €1.000)
| 2011 | ||
|---|---|---|
| DIRECT INVESTMENT RESULT | ||
| Gross rental income | 132,532 | 126,638 |
| Ground rents paid | (587) | (573) |
| Net service charge expenses | (2,025) | (1.900) |
| Operating expenses | (14,283) | (12,325) |
| Net rental income | 115,535 | 111,840 |
| Financial income | 2,174 | 812 |
| Financial expenses | (37,290) | (31,698) |
| Net financing costs | (35,116) | (30.886) |
| General expenses | (7,057) | (6,505) |
| Direct investment result before toxes | 73,463 | 74,349 |
| Current income tax expense | (87) | (181) |
| Direct investment result after taxes | 73,375 | 74,168 |
| Direct investment result attributable to non-controlling interests | (6,412) | (6,385) |
| Direct investment result attributob/e to Vastned Retail sbareho/ders | 66,964 |
| 2011 | 2010 | |
|---|---|---|
| INDIRECT INVESTMENT RESULT | ||
| Value movements investment properties in operation | 38,879 | 37,930 |
| Value movements investment properties under renovation | ||
| Value movements investment properties in pipeline | (5,478) | |
| Total value movements investment properties | 32,401 | |
| Net result on disposals of investment properties | 2,446 | 582 |
| Value movements financial derivatives | 1,279 | |
| Indirect investment result before taxes | 36,126 | |
| Movement deferred tax assets and liabilities | (591) | |
| Indirect investment result ofter toxes | 35,535 | |
| Indirect investment result attributable to non-controlling interests | (6,402) | |
| Indirect investment result attributoble to Vastned Retail shareholders | 29,133 | 31,393 |
| Direct investment result attributable to Vastned Retail shareholders | 66,964 | |
| Indirect investment result attributable to Vastned Retail shareholders | 29,133 | |
| Investment result attributob/e to Vastned Retail shareholders | 96,097 | 99,176 |
| PER SHARE (X€l) | ||
| Direct investment result attributable to Vastned Retail shareholders | 3.51 | |
| Indirect investment result attributable to Vastned Retail shareholders | 1.55 | |
| Investment result attributob/e to Vastned Retail shareholders | 5.17 | 5.39 |
The direct investment result attributable to Vastned Retail shareholders consists of net rental income less net financing costs (excluding value movements of financial derivatives), general expenses, current income tax expense and the part of this income and expenditure attributable to non-controlling interests.
The indirect investment result attributable to Vastned Retail shareholders consists ofthe value movements and the net result on disposals of investment properties, movements in deferred tax assets and/or deferred tax liabilities and the value movements of financial derivatives that do not qualify as effective hedges, less the part of these items attributable to non-controlling interests.
| 31-12-2011 | 31-12-2010 | |||
|---|---|---|---|---|
| Per share | Per share | |||
| Equity Vastned Retail shareholders | 1,000,393 | 53.72 | 975,570 | 52.75 |
| Fair value of financial derivatives | 44,091 | 2.37 | 36,154 | 1.95 |
| Deferred tax | 31,242 | 1.68 | 31,770 | 1.72 |
| EPRA NAV | 1,075,726 | 57.77 | 1,043,494 | 56.42 |
| Fair value of financial derivatives | (44,091) | (2.37) | (36,154) | (1.95) |
| Fair value of interest-bearing loans1 ) |
10,958 | 0.59 | 10,764 | 0.58 |
| Deferred tax | (17,135) | (0.92) | (16,781) | (0,91) |
| EPRA NNNAV | 1,025,458 | 55.07 | 1.001,323 | 54.14 |
| Netherlands | ||||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | ||
| Investment properties | 792,130 | 475,219 | 424,610 | |
| excluding: | ||||
| Investment properties in pipeline | (4,720) | (10,680) | ||
| Investment properties in operation | 787,410 | 454,539 | ||
| plus: | ||||
| Estimated transaction fees | 59,267 | 55,405 | 30,599 | |
| investment value of Investment properties in operation (B) | 846,677 | 495,138 | ||
| Annualised cash passing rental income | 53,330 | 50,956 | 26,854 | 24,682 |
| Property outgoings | (5,625) | (6,033) | (1,408) | (1,237 |
| Annualised net rental income (A) | 46,705 | 44,923 | 25,446 | 23,445 |
| Effect of rent-free periods and other lease incentives | 95 | 87 | 758 | 222 |
| Topped-up annualised net rental income (C) | 46,801 | 26,214 | 23,667 | |
| (i) EPRA Net Initial Yield (A/B) |
5.5% | 5.6% | 5.1% | 5.4? |
| (ii) EPRA Topped-up Net Initial Yield (C/B) | 5.5% | 5.6% | 5.3% | 5.49 |
1 The calculation ofthe fair value is based on the swap yield curve at year-end 2011 and the credit spreads in effect at year-end 2011.
| Spain | Belgium | Turkey | Portugal | Total | |||||
|---|---|---|---|---|---|---|---|---|---|
| 2011 | 2011 | 2011 | 2011 | 2011 | 2010 | ||||
| 411,873 | 333,744 | 103,559 | 12,404 | 2,129,029 | |||||
| (74,181) | - | - | (89,581) | (72,091) | |||||
| 411,873 | 333,744 | 29,478 | 12,404 | 2,039,448 | |||||
| 10,561 | 10,683 | 42,094 | 38,456 | 712 | 1,079 | 144,312 134,475 |
|||
| 422,434 | 375,838 | 30,190 | 13.483 | 13,378 | 2,183,760 2,057.922 |
||||
| 29,881 | 21,990 | 1,618 | 1,010 | 134,683 | |||||
| (3,337) | (1,810) | (29) | (26) | (13,235) | (10,585) | ||||
| 26,544 | 20,180 | 1,589 | 984 | 121,448 | |||||
| 1,856 | 96 | - | 2,825 | 955 | |||||
| 28,410 | 20,276 | 1,589 | 984 | 124,274 | 121,502 | ||||
| 5.3 % | 7.0% | 5.4% | 5.7% | 5.3 % | 5.5 % | 7.3 % | 7.3 % | 5.6% | 5.9C |
| 6.7 % | 7.1 % | 5.4% | 5.7% | 5.3 % | 5.5% | 7.3 % | 7.3 % | 5.7% | S.9'. |
| High street shops | Other property investments |
|||||
|---|---|---|---|---|---|---|
| 2011 | 2011 | 2011 | ||||
| Investment properties excluding: |
1,050,502 | 958,994 | 1,078,527 | 1,036,544 | 2,129,029 | |
| Investment properties in pipeline | (76,531) | (13,050) | (89,581) | |||
| Investment properties in operation plus: |
973,971 | 904,613 | 1,065,477 | 318,834 | 2,039,448 | |
| Estimated transaction fees | 76,355 | 70,615 | 67,956 | 144,312 | ||
| Investment volue of investment properties in operation (A) | 1,050,327 | 975.228 | 1,133,433 | 1,082.694 | 2,183,760 | 2,057.922 |
| Annualised cash passing rental income | 58,658 | 55,821 | 75,025 | 75,411 | 134,583 | 131,232 |
| Property outgoings | (5,340) | (4,930) | (7,895) | (5,755) | (13,235) | (10,585 |
| Annuo/ised net rental income (B) | 53,318 | 50.891 | 68,130 | 121,448 | ||
| Effect of rent-free periods and other lease incentives | 784 | 256 | 2,042 | 699 | 2,826 | |
| Topped-up annualised net rental income | 54,102 | 51.147 | 70,172 | 124,274 | ||
| (1) EPRA Net Initial Yield (A/B) | 5.1% | 5.2% | 5.0% | 5.4% | 5.5% | |
| (ii) EPRA Topped-up Net Initial Yield (C/B) | 5.2% | 5.2% | 5.2% | 5.5% | 5.7% |
31-12-2011
| Estimated | |||||||
|---|---|---|---|---|---|---|---|
| Annualised | market rental | Estimated | EPRA | ||||
| Cross rental | Net rental | lettable floor | cash passing | value (ERV) | market rental | Vacancy | |
| income | income | area (sqm) | rental income | of vacancies | value (ERV) | Rate | |
| Netherlands | 52,503 | 44,697 | 290,995 | 53,330 | 2,115 | 57,758 | 3.7% |
| France | 26,195 | 23,862 | 105,473 | 25,854 | 1,555 | 30,391 | 5.4% |
| Spain | 29,816 | 25,346 | 141,546 | 29,881 | 2,515 | 31,669 | 8.3% |
| Belgium | 21,300 | 19,557 | 151,036 | 21,990 | 781 | 23,047 | 3.4% |
| Turkey | 1,604 | 1,277 | 2,790 | 1,518 | - | 1,837 | - |
| Portugal | 1,014 | 897 | 3,423 | 1,010 | - | 885 | - |
| Total investment properties in operation | 132,532 | 115,636 | 705,263 | 134,683 | 7,167 | 145,587 | 4.996 |
| High street shops | 57,185 | 50,159 | 211,274 | 58,558 | 2,103 | 64,783 | 3.2% |
| Other investment properties | 75,347 | 65,477 | 493,989 | 76,025 | 5,054 | 80,804 | 6.3% |
| Total investment properties in operation | 132,532 | 115,636 | 705,263 | 134,683 | 7,167 | 145,587 | 4.996 |
| ilised | markel | Estm | EPRA | ||||
|---|---|---|---|---|---|---|---|
| le floor | value (ERV) | market rental | Vacancy | ||||
| me | (sqm) | icome | of vai | (ERV) | Rate | ||
| Netherlands | 48,467 | 42.387 | 279,688 | 50,956 | 1,497 | 53,59 0 | 2.8 % |
| France | 24,612 | 22,096 | 100,795 | 24,682 | 1.951 | 27,98 8 | 7.0% |
| Spain | 29,706 | 25,646 | 141.546 | 31.343 | 2,856 | 32,48 7 | 8.8% |
| Belgium | 21.037 | 19,227 | 160.067 | 21,212 | 264 | 21.65 7 | 1.2% |
| Turkey | 1,686 | 1,403 | 7,657 | 2,029 | 100 | 2,44 2 | 4.1% |
| Portugal | 1.130 | 1,081 | 3,423 | 1.010 | 8 85 | ||
| Totol investment properties in operation | 126.638 | 111.840 | 693.176 | 131,232 | 6.668 | 139.049 | 4.8% |
| High street shops | 55 3/4 | 49.597 | 207,947 | 55,821 | 1,773 | 60,716 | 2.9% |
| Other investment properties | 71.264 | 62,243 | 485.229 | 75,411 | 4,895 | 78,333 | 6.2% |
| Totol investment properties in operation | 126,638 | 111.840 | 693,176 | 131,232 | 6.668 | 139,049 | 4.8% |
| ( x€ 1,000) | ||||||
|---|---|---|---|---|---|---|
| ------------- | -- | -- | -- | -- | -- | -- |
| Notes | 2011 | 2010 | |
|---|---|---|---|
| NET INCOME FROM INVESTMENT PROPERTIES | |||
| Cross rental income | 4, 25 | 132,532 | 126,538 |
| Ground rents paid | 4 | (587) | (5/3) |
| Net service charge expenses | 4 | (2,025) | (1.900) |
| Operating expenses | 4 | (14,283) | (12.325) |
| Net rental income | 115,635 | 111.840 | |
| Value movements investment properties in operation | 5 | 38,879 | 37,930 |
| Value movements investment properties under renovation | 5 | - | (725) |
| Value movements investment properties in pipeline | 5 | (5,478) | (1.729) |
| Total value movements investment properties | 32,401 | 35,476 | |
| Net result on disposals of investment properties | 6 | 2,445 | 582 |
| Total net income from investment properties | 150,483 | 147.998 | |
| EXPENDITURE | |||
| Financial income | 7 | 2,174 | 812 |
| Financial expenses | 7 | (37,290) | (31,598) |
| Value movements financial derivatives | 7 | 1,279 | 32 |
| Net financing costs | (33,837) | (30,854) | |
| General expenses | 8 | (7,057) | (5,505) |
| Total expenditure | (40,894) | (37,459) | |
| Investment result before taxes | 109,589 | 110,539 | |
| Current income tax expense | 9 | (87) | (181) |
| Movement deferred tax assets and liabilities | 9 | (591) | (1,571) |
| (578) | (1.852) | ||
| investment result after taxes | 108.911 | 108,687 | |
| Investment result attributable to non-controlling interests | (12,814) | (9,511) | |
| Investment result attributable to Vastned Retail shareholders | 96,097 | 99,176 | |
| PER SHARE (x€l) | |||
| Investment result attributable to Vastned Retail shareholders | 10 | 5.17 | 5,39 |
| Diluted investment result attributable to Vastned Retail shareholders | 10 | 5.17 | 5.39 |
(x€ 1,000)
| 2011 | ||
|---|---|---|
| Investment result | 108,911 | 108,687 |
| Value movements financial derivatives recognised directly recognized in equity | (9,081) | (233) |
| Translation differences on net investments | (1,249) | (677) |
| Taxes related to other comprehensive income | 943 | (229) |
| Other comprehensive income after taxes | (9,387) | (1.139) |
| Total result | 99,524 | 107,548 |
| Attributable to: | ||
| Vastned Retail shareholders | 85,732 | 97,933 |
| Non-controlling interests | 12,792 | 9,615 |
| 99,524 | ||
| PER SHARE (x€l) |
( x€ 1,000)
| Notes | 2011 | 2010 | |
|---|---|---|---|
| ASSETS | |||
| Investment properties in operation | 12 | 2,034,900 | 1,921,861 |
| Accrued assets in respect of lease incentives | 12 | 4,548 | 1,586 |
| 2,039,448 | 1,923,447 | ||
| Investment properties in pipeline | 12 | 89,581 | 72,091 |
| Total investment properties | 2,129,02 9 | 1,995,538 | |
| Tangible fixed assets | 1,115 | 1,080 | |
| Financial derivatives | 23 | 1,529 | 9 78 |
| Deferred tax assets | 13 | 4 78 | 4 78 |
| Total fixed assets | 2,132,15 1 | 1,998,074 | |
| Debtors and other receivables | 14, 16 | 9,560 | 8,764 |
| Incometax | 4 8 3 | 4 11 | |
| Cash and cash equivalents | 15, 16 | 4,339 | 7,383 |
| Total current assets | 14,382 | 16,558 |
Total assets 2,146,533 2,014.632
| Notes | 2011 | ||
|---|---|---|---|
| EQUITY AND LIABILITIES | |||
| Capital paid-up and called | 17 | 93,105 | 92,476 |
| Share premium reserve | 470,705 | 471,370 | |
| Hedging reserve in respect of financial derivatives | (39,755) | (31,649) | |
| Translation reserve | (2,029) | (780) | |
| Other reserves | 382,279 | 344,977 | |
| Investment result attributable to Vastned Retail shareholders | 10 | 95,097 | 99.176 |
| Equity Vastned Retail shareholders | 1,000,393 | 975,570 | |
| Non-controlling interests | 105,308 | 99,335 | |
| Totol equity | 1,105,701 1,105.701 |
1,074.905 | |
| Deferred tax liabilities | 13 13 |
23,781 23.781 |
|
| Provisions in respect of employee benefits | 18 18 |
841 841 |
|
| Long-term interest-bearing loans | 19,23 19.23 |
755,031 755,031 |
|
| Financial derivatives | 23 23 |
44,589 44,689 |
37,290 |
| Long-term tax liabilities | 20 20 |
1,042 1,042 |
|
| Guarantee deposits and other long-term liabilities | 10,269 10,269 |
8,564 | |
| Total long-term liabilities | 835,653 835,653 |
686.942 | |
| Payable to banks | 21 21 |
139,494 139,494 |
|
| Redemption long-term interest-bearing loans | 19 19 |
22,212 22,212 |
|
| Financial derivatives | 23 23 |
2,347 2,347 |
|
| Incometax | 3,515 3,515 |
||
| Other liabilities and accruals | 22 22 |
37,511 37,511 |
34,806 |
| Total short-term liabi/ities | 205,179 205,179 |
252,785 | |
| Totol equity and liabilities | 2,146,533 | 2.014.632 |
( x€ 1,000)
| Hedging | ||||
|---|---|---|---|---|
| reserve | ||||
| Capital | in respect of | |||
| paid-up and | Share premium | financial | Translation | |
| called | reserve | derivatives | reserve | |
| Balance as at 1 January 2010 | 91,325 | 472,554 | (31,083) | (103) |
| Investment result | ||||
| Value movements financial derivatives after deduction of taxes | (555) | |||
| Translation differences on net investments | (677) | |||
| Totolresult | (556) | (677) | ||
| Stockdividend | 1,150 | (1,150) | ||
| Costs of stock dividend | (34) | |||
| Final dividend for previous financial year in cash | ||||
| 2010 interim dividend in cash | ||||
| Contribution from profit appropriation | ||||
| Balance as at 31 December 2010 | 92,476 | 471,370 | (31,649) | (780) |
| Investment result | ||||
| Value movements financial derivatives after deduction of taxes | (8,115) | |||
| Translation differences on net investments | (1,249) | |||
| Total result | (8,116) | (1,249) | ||
| Purchase of shares in subsidiaries | 6 30 | (530) | ||
| Stockdividend | (35) | |||
| Costs of stockdividend | ||||
| Final dividend for previous financial year in cash | ||||
| 2011 interim dividend in cash Contribution from profit appropriation |
||||
| Balance as at 31 December 2011 | 93,106 | 470,705 | (39,765) | (2,029) |
| 12,792 (384) - (6,435) - - |
86,732 (35) (41,577) (20,297) - |
96,097 - (41,577) - (57,599) |
- - (20,297) 57,599 |
|---|---|---|---|
| - | (1,249) | - | - |
| (22) | (8,116) | - | - |
| 12,814 | 96,097 | 96,097 | _ |
| 99,33 5 | 975,57 0 | 99,17 6 | 344,977 |
| - | - | 102,500 | (102,500) |
| (20,345) | (20,345) | ||
| (6,240) | (41,117) | (41,117) | - |
| - | |||
| 9,615 | 97,933 | 99,176 | |
| - | (677) | - | - |
| 1 04 | (565) | - | |
| 9,51 1 | _ | ||
| 95,96 0 | 939,13 3 | (61,383) | 467,82 2 |
| interests | shareholders | shareholders | reserves |
| controlling | Vastned Retail | Vastned Retail | Other |
| Non | Equity | attributable to | |
| - - |
99,17 5 (34) |
Investment result 99,17 6 - - - |
| 2011 | ||
|---|---|---|
| CASH FLOW FROM OPERATING ACTIVITIES | ||
| 108,911 | Investment result | |
| Adjustments for: | ||
| (35,476) | (32,401) | Value movements investment properties |
| (682) | (2,446) | Net result on disposals of investment properties |
| 30,854 | 33,837 | Net financing costs |
| 1,852 | 678 | Incometax |
| 105,235 | 108,579 | Cash flow from operating activities before changes in working capital and provisions |
| 4,197 | (2,880) | Movement current assets |
| (285) | (401) | Movement short-term liabilities |
| (213) | 1,535 | Movement provisions |
| 108,934 | 105,833 | |
| (32,558) | (37,503) | Interest paid (on balance) |
| 1,348 | (2,568) | Incometax paid |
| 77,724 | 66,762 | Cash flow from operating activities |
| CASH FLOW FROM INVESTMENT ACTIVITIES | ||
| (108,531) | (109,968) | Acquisition of and capital expenditure on investment properties |
| 17,373 | 16,622 | Disposal of investment properties |
| - | (384) | Purchase of shares in subsidiaries |
| (91,258) | (93,730) | Cosh flow from property investments |
| (82) | (38) | Movement in tangible fixed assets |
| (91.340) | (93,768) | Cash flow from investment octivities |
| CASH FLOW FROM FINANCING ACTIVITIES | ||
| (61,452) | (51,909) | Dividend paid |
| (6,254) | (6,757) | Dividend paid to non-controlling interests |
| 133,630 | 226,767 | Interest-bearing loans drawn down |
| (50,681) | (134,141) | Interest-bearing loans redeemed |
| 15,233 | 23,960 | Cash flow from financing activities |
| 1,617 | (3,046) | MOVEMENT IN CASH AND CASH EQUIVALENTS |
| 5,739 | 7,383 | Cash and cash equivalents as at 1 January |
| 27 | 2 | Exchange rate differences on cash and cash equivalents |
Cosh and cosh equivalents as at 31 December 4,339 7,383
Vastned Retail N.V. ('the Company'), with its registered office in Rotterdam, the Netherlands, is a (closed-end) property investment company with variable capital that makes long-term investments in top quality well-let retail properties, particularly high street shops, in its five core countries: the Netherlands, France, Spain, Belgium and Turkey.
Vastned Retail N.V. is listed on the NYSE Euronext stock exchange of Amsterdam. On 20 October 2005, Vastned Management B.V. was granted the licence by the AFM as referred to in 2:65 sub 1 part a ofthe Act on Financial Supervision pursuant to which it can act as manager of the Company.
The consolidated annual accounts ofthe Company comprise the Company and its subsidiaries (jointly referred to as 'the Group') and the interests the Group has in associates and entities over which it exercises joint control.
The company profit and loss account has been shown in abbreviated form pursuant to 2:402 of the Netherlands Civil Code.
The consolidated annual accounts ofthe Company are prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union and also comply with the financial reporting requirements included in Part 9 of Book 2 ofthe Netherlands Civil Code. These standards comprise all new and revised Standards and Interpretations as published by the International Accounting Standards Board (lASB) and the International Financial Reporting Interpretations Committee (IFRIC), insofar as they apply to the Group's activities and are effective to financial years starting on orafterl January 2011.
A number of amended Standards came into effect in 2011. A proportion of these amendments concerned minor changes in the context ofthe annual IFRS improvement process. The amended Standards and Interpretations that came into effect in 2011 are listed below. The amended Standards and Interpretations have no effect on the presentation, notes or financial results ofthe Group.
The changes to the Standard below will go into effect on 1 January 2012 and will have no effect on the presentation, notes or financial results ofthe Group.
The following Standards, amended Standards and Interpretations that have not yet been adopted by the European Union are not yet being applied by the Group:
The Group does not expect these amendments to materially affect equity and the investment result.
The financial statements are presented in euros; amounts are rounded off to thousands of euros, unless stated differently. Investment properties and financial derivatives are valued at fair value. The other items in the financial statements are valued at historical cost, unless stated differently.
Interim financial reports in the form of quarterly reports are presented in compliance with IAS 34 Interim Financial Reporting.
The accounting principles for financial reporting under IFRS set out below have been applied consistently within the Croup for all periods presented in these consolidated annual accounts.
In the presentation of the annual accounts in compliance with IFRS, the Board of Management has made judgements concerning estimates and assumptions that have an impact on the figures included in the annual accounts. The estimates and underlying assumptions concerning the future are based on past experience and other relevant factors, given the circumstances at the balance sheet date. The actual results may deviate from these estimates.
The estimates and underlying assumptions are evaluated regularly. Any adjustments are recognised in the period in which the estimate was revised, and in future periods as well if the estimate also has an impact on these future periods.
The principal estimates and assumptions concerning the future and other important sources of estimate uncertainties at the balance sheet date that have a material impact on the annual accounts and that present a significant risk of material adjustments to book values in the following financial year are included in '29 Accounting Estimates and Judgements'.
Subsidiaries are entities over which the Company has control. Control ofan entity entails that the Company has the authority, either directly or indirectly, to determine the financial and operational policies ofthe entity in order to obtain benefits from the operations of this entity. Potential voting rights that can be exercised or converted are taken into account in assessing whether there is control. The financial statements ofthe subsidiaries are included in the consolidated statements as from the date at which control is obtained until such time when control ceases. Once control is obtained, all subsequent changes in ownership interests that do not involve the loss of that control will be treated as transactions among shareholders. Goodwill is not recalculated or adjusted. Non-controlling interests are recognised separately in the balance sheet under equity. The share of non-controlling interests in the result ofthe Group is also recognised separately in the profit and loss account.
Balances within the Group and any unrealised profits and losses on transactions within the Group or income and expenditure from such transactions are eliminated in the presentation ofthe financial statements. Unrealised profits in respect of transactions with associates and joint ventures are eliminated proportionally to the interest that the Group has in the entity. Unrealised losses are eliminated in the same way as unrealised profits, but only to the extent that there is no evidence of impairment.
All acquisitions of subsidiaries are recognised using the purchase accounting method. The costs ofan acquisition are valued at the fair value ofthe underlying assets, equity instruments issued and debts incurred or taken over at the time of transfer. Costs incurred in realising a business combination (such as consultancy, legal and accountancy fees) are recognised in the profit and loss account. Acquired identifiable assets and (contingent) liabilities are initially recognised at fair value on the acquisition date. Goodwill is the amount by which the cost ofan acquired entity at first recognition exceeds the net fair value ofthe identifiable assets, liabilities and contingent liabilities. Changes in the purchase price after the acquisition date do not result in recalculation or adjustment ofthe goodwill. The value ofthe assets, liabilities and contingent liabilities of entities acquired before 1 January 2010 is based on the accounting principles applied previously.
After first recognition, the goodwill is valued at cost less any cumulative impairment losses. Goodwill is attributed to cash-generating entities and is not amortised. Goodwill is assessed for impairment annually, or earlier if circumstances give cause. For associates, the book value ofthe goodwill is included in the book value ofthe investment in the associate in question
Negative goodwill resulting from an acquisition is recognised directly in the profit and loss account.
The items in the annual accounts ofthe separate entities ofthe Group are recognised in the currency ofthe principal economic environment in which the entity operates (the 'functional currency'). The currency ofthe main cash flows ofthe entity is taken into account in the determination ofthe functional currency. As a result, the euro is used as the functional currency in all foreign entities where the Group operates.
The consolidated annual accounts are presented in euros, the Group's reporting currency. In the preparation ofthe annual accounts ofthe separate entities, transactions in foreign currencies are recognised at the exchange rate effective on the transaction date. Foreign currency results arising from the settlement of these transactions are recognised in the profit and loss account.
At the balance sheet date, monetary assets and liabilities in foreign currency are translated at the exchange rate effective on that date. Non-monetary assets and liabilities that are valued at fair value are translated at the exchange rate on the date on which the fair value was determined. Non-monetary assets and liabilities valued at historical cost are not translated.
Translation differences are recognised in the profit and loss account, with the exception of unrealised translation results on net investments and unrealised translation results on intercompany loans that are materially part ofthe net investment. In the preparation ofthe consolidated annual accounts, the items of all individual entities included in the Croup's consolidation are recognised in euros. If the annual accounts in question are drawn up in a different currency, assets and liabilities are translated into euros at the balance sheet date and income and expenses are translated at exchange rates approximating to the exchange rates effective on the dates ofthe transactions. The resulting exchange rate differences are recognised as a separate component in equity ('Translation reserve'). Exchange rate differences arising from the translation of net investments in foreign activities and related hedges are also recognised in equity under'Translation reserve'. In the event of a full or partial sale ofan entity or foreign operation, the cumulative balance of this 'Translation reserve' is recognised in the profit and loss account.
Investment properties are properties held in order to realise rental income, value increases or both. Investment properties are classified as investment properties in operation when they are available for letting.
Acquisitions and disposals of property available for letting are included in the balance sheet as investment properties or designated as sold at the time when the obligation to buy or sell is entered into by means of a signed agreement, at which time the conditions ofthe transaction can be identified unequivocally and any resolutive conditions included in the agreement can no longer be invoked, or the chance that they will be invoked is small, the material risks and benefits associated with the ownership ofthe property investment have been transferred and the actual control over the investment property has been acquired or has been transferred.
Upon first recognition, the investment properties are recognised at acquisition price plus costs attributable to the acquisition, including property transfer tax, property agency fees, due diligence costs, and legal and civil-law notary costs and are recognised at fair value on subsequent balance sheetdates.
Investment properties are classified as investment properties under renovation at such time when it is decided that for continued future use, an existing investment property must first be renovated and as a consequence is no longer available for letting during renovation.
Both investment properties in operation and under renovation are stated at fair value, with an adjustment for any balance sheet items in respect of lease incentives (see under'Q Gross Rental Income'). The fair value is based on the market value (less the costs borne by the buyer, including property transfer tax), i.e. the estimated value at which an investment property could be traded at the balance sheet date between well-informed and independent parties who are prepared to enter into a transaction, both parties operating prudently and without duress.
The independent, certified appraisers are instructed to appraise the investment properties in accordance with the Appraisal and Valuation Standards published by the Royal Institute of Chartered Surveyors (RICS) and the International Valuation Standards published by the International Valuation Standards Council (IVSC). These guidelines contain mandatory rules and best practice guidelines for all RICS members and appraisers.
The appraisers use the discounted cash flow method and/or the capitalisation method for determining the market value. In the event that both methods are applied, the respective outcomes are compared. The market value established according to the discounted cash flow method is determined as the present value ofthe forecasted cash flow for the next ten years. The market value established according to the capitalisation method is determined by capitalising the net market rents on the basis of a percentage yield (capitalisation factor). The capitalisation factor is based on the yields of recent market transactions for comparable property investments at comparable locations. Both methods take recent market transactions and differences between market rent and contractual rent, incentives provided to tenants, vacancy, operating expenses, state of repair and future developments into account. All investment properties in operation and under renovation are appraised at least once a year by independent, certified appraisers.
In order to present the fair value at the relevant balance sheet date in (interim) financial statements as accurately as possible, the following system is used:
Based on this methodology, effectively 80% to 90% ofthe total value ofthe property investments is appraised externally each quarter.
The remuneration ofthe external appraisers is based on a permillage ofthe value ofthe properties to be appraised.
Profits or losses resulting from a change in the fair value ofan investment property in operation or under renovation are entered in the profit and loss account undervalue movements investment properties in operation/under renovation' in the period in which they occur.
Profits or losses resulting from the disposal ofan investment property are determined as the difference between the net income from disposal and the most recent published book value ofthe investment property. They are recognised in the period in which the disposal takes place and entered under 'Net result on disposals of investment properties'.
Investment properties in pipeline concern properties under construction or development for future use as investment properties in operation. During development or construction, all directly attributable costs necessary for preparing the property for letting are recognised as the cost price of the investment property. Overhead costs are not capitalised.
Financing costs directly attributable to the acquisition or construction ofthe investment property are capitalised as part ofthe cost price ofthe investment property. Capitalisation of financing costs starts at the time when the preparations for construction or renovation have started, the expenditure is made and the financing costs are incurred. Capitalisation of financing costs is terminated when construction or development is complete and the investment property in pipeline is recognised as investment property in operation. For the determination of financing costs, a capitalisation percentage is applied to the expenditure. The percentage is equal to the weighted average ofthe financing costs ofthe Group's interest-bearing loans that are outstanding during the period concerned, excluding loans specifically taken out in connection with the investment properties in pipeline. Financing costs relating to these loans taken out specifically are capitalised in full.
The property under construction or in development is recognised at fair value as soon as it becomes possible to reliably determine the fair value. A reliable determination of the fair value is considered possible once substantial development risks have been eliminated. Any differences between the fair value and the cost price applicable at that time are recognised in the profit and loss account under 'Value movements investment properties in pipeline'.
Tangible fixed assets mainly comprise assets held by the Group in the context of supporting business operations, such as office furniture, computer equipment and vehicles. Tangible fixed assets are valued at cost less any cumulative depreciation and any cumulative impairment losses. Depreciation is recognised in the profit and loss account using the straight-line method, taking account ofthe expected useful life and residual value ofthe assets in question. The expected useful life is estimated as follows:
| - | Office furniture and such | 5 years |
|---|---|---|
| - | Computer equipment | 5 years |
| - | Vehicles | 5 years |
|---|---|---|
The Group uses financial interest-rate derivatives for hedging interest-rate risks resulting from its operating, financing and investing activities. In accordance with the treasury policy set by the Board of Management and the Supervisory Board, the Group neither holds nor issues derivatives for trading purposes. At first recognition, financial derivatives are valued at cost. After first recognition, financial derivatives are valued at fair value.
The fair value of financial interest-rate derivatives is the amount the Croup would expect to receive or to pay if the financial interest-rate derivatives were to be terminated at the balance sheet date, taking into account the actual interest rate and the actual credit risk ofthe counterparty or counterparties in question at the balance sheet date. The amount is determined on the basis of information from reputable market parties.
A derivative is classified asa current asset or short-term debt if the remaining term of the derivative is less than 12 months or if the derivative is expected to be realised or settled within 12 months.
When entering into hedging transactions, the relation between the derivatives and the hedged loan positions is documented and aligned with the objectives in the treasury policy. In addition, both prospective and retrospective analyses are carried out to determine whether the hedging transactions are highly effective in compensating the risk of changes in thefair value ofthe hedged position or the hedged risk of attributable cash flows. The recognition of gains and losses depends on the degree of hedging:
Derivatives that have not been designated as hedge accounting or do not guality for hedge accounting These derivatives are stated at fair value; the results are recognised in the profit and loss account.
Fair value hedging
Changes in the fair value of derivatives designated and qualifying as fair value hedges are recognised in the profit and loss account simultaneously with the changes in the fair value ofthe hedged liabilities associated with the hedged risk. The Croup does not currently hold any interest-rate derivatives that qualify as fair value hedges.
The Group uses interest-rate derivatives to hedge interest-rate risks of floating interest loans. Gains and losses in respect ofthe effective portion ofthe derivatives designated and qualifying as cash flow hedges are taken to group equity (after deduction of any deferred tax liabilities) under the item 'Hedging reserve in respect of financial derivatives'. The ineffective part ofthe financial interest-rate derivatives is recognised in the profit and loss account.
If an interest-rate derivative expires or is sold, terminated or exercised, or if the entity revokes designation ofthe hedge relationship, but the hedged future transaction is still expected to take place, the cumulative gain or loss at that point remains in equity and is recognised when the transaction occurs. If the hedged transaction is no longer expected to take place, the cumulative unrealised gain or loss in equity is recognised immediately in the profit and loss account.
Debtors and other receivables are stated at nominal value less a provision for possible bad debts.
Cash and cash equivalents comprise deposits, call money and bank account credit balances.
Shares are classified as equity Vastned Retail shareholders. External costs directly attributable to the issue of new shares, such as issuing costs, are deducted from the issue proceeds and consequently recognised in the share premium reserve. In the issue price of shares, account is taken ofthe estimated investment result for the current financial year attributable to the shareholders ofthe Company upto the issuing date. The investment result included in the issue price is added to the share premium reserve. The increase in the capital paid-up and called associated with the issue of shares in respect ofthe stock dividend is charged to the share premium reserve, as are the costs in respect ofthe stockdividend.
When repurchasing the Company's own shares, the balance ofthe amount paid, including directly attributable costs is recognised as a movement in equity.
Dividends in cash are charged to the other reserves in the period in which the dividends are declared by the Company.
Deferred tax assets are recognised for income tax to be reclaimed in future periods relating to offsettable temporary differences between the book value of assets and liabilities and their fiscal book value, and for the carry-forward of unused tax losses or unused tax credits. Deferred tax assets are only recognised if it is likely that the temporary differences will be settled in the near future and sufficient taxable profit will be available for compensation.
Deferred tax liabilities are recognised for income tax payable in future periods on taxable temporary differences between the book value of assets and liabilities and their fiscal book value. For the valuation of deferred tax liabilities, the tax rates are taken into account that are expected to apply in the period in which the liability will be settled, based on tax rates (materially) enacted at the balance sheet date. In valuing deferred tax liabilities, account is taken ofthe tax consequences ofthe way in which the Croup expects to realise or settle the book value of its assets and liabilities on the balance sheet date. Deferred tax liabilities are not discounted.
The Group's net liability in respect of defined benefit pension plans is calculated separately for each plan by estimating the pension rights employees have built up in return for their service during the reporting period and prior periods. The pension rights in respect of defined benefit pension plans are calculated at net present value at a discount rate less the fair value of the plan assets from which the liabilities are to be settled. The external actuary employs the projected unit credit method for these calculations.
When the pension rights in respect of a plan are improved, the part ofthe improved pension rights concerning past years of service of employees is recognised as an expense in the profit and loss account on a straight-line basis over the average period until the pension rights become vested. To the extent that the pension rights vest immediately, the expense is recognised in the profit and loss account immediately. All actuarial gains and losses as perl January 2004, the transition date to IFRS, have been recognised. Actuarial gains and losses arising after 1 January 2004 are recognised by the Croup according to the so-called 'corridor' approach. According to this 'corridor' approach, any cumulative unrecognised actuarial gains or losses exceeding 10% ofthe greater ofthe present value ofthe gross liability of the defined (pension) benefits or the fair value ofthe plan assets, are recognised in the profit and loss account for the expected average remaining working lives ofthe employees who participate in the plan. Otherwise, the actuarial gain or actuarial loss is not recognised.
If the plan assets exceed the obligations, the recognition ofthe assets is limited to an amount not exceeding the net total of any unrecognised actuarial losses and pension costs of past service and the present value of any future refunds from the plan available at that time or lower future (pension) premiums.
Obligations ofthe Croup in respect of defined contribution pension plans are recognised as expenditure in the profit and loss account when the contributions become due.
Obligations in respect of future jubilee benefits are also recognised in this provision.
Provisions are recognised in the balance sheet if the Group has a legally enforceable or actual obligation resulting from a past event and if it is probable that the settlement of that liability will require an outflow of funds. If the effect is material, provisions are recognised that are equal to the present value ofthe expenditure that is expected to be required for the settlement ofthe liability.
Upon first recognition, interest-bearing debts are stated at fair value less the costs associated with taking on the interest-bearing debts. After their first recognition, interest-bearing debts are stated at amortised cost, recognising any difference between the cost price and the debt to be repaid in the profit and loss account for the term ofthe debt based on the effective interest rate method. Interest-bearing debts with a term of more than one year are recognised under long-term liabilities. Any repayments on interest-bearing debts within one year are recognised under short-term liabilities.
Other liabilities and accruals are stated at nominal value.
Gross rental income from operational lease contracts is recognised on a time-proportionate basis over the duration ofthe lease contracts. Rent-free periods, rent discounts and other lease incentives are recognised as an integral part of total gross rental income. The resulting accruals are recognised under'Accrued assets in respect of lease incentives'. These accruals are part of the fair value of the respective investment properties in operation and under renovation.
Payments from tenants in relation to the premature termination of a lease are recognised in the period within which they occur.
Service charges relate to costs for energy, doormen, garden maintenance and such, which under the terms ofthe lease contract can be charged on to the tenant. The part ofthe service charges that cannot be charged on relates largely to vacant (units in) investment properties. The costs and amounts charged on are not specified in the profit and loss account.
Operating expenses concern costs directly connected to the operation ofthe property, such as maintenance, management costs, insurance, allocation to the provision for doubtful debtors and local taxes. These costs are attributed to the period to which they relate. Costs incurred when concluding operational lease contracts, such as leasing fees, are recognised in the period in which they are incurred.
Net financing costs consist of interest expenses on loans and debts attributable to the period, calculated on the basis ofthe effective interest rate method, less capitalised financing costs on investment properties and interest income on outstanding loans and receivables. Net financing costs also include gains and losses resulting from changes in the fair value ofthe financial derivatives. These gains and losses are recognised immediately in the profit and loss account, unless a derivative qualifies for hedge accounting (see under 'H Financial Derivatives').
General expenses concern, inter alia, personnel costs, housing costs, IT costs, publicity costs and the costs of external consultants. Costs relating to the internal commercial, technical and administrative management ofthe property are attributed to operating expenses.
Income tax comprises taxes currently payable and recoverable as attributable to the reporting period and the movements in deferred tax assets and deferred tax liabilities (see under 'L Deferred Tax Assets and Liabilities'). Income tax is recognised in the profit and loss account, except to the extent that it concerns items that are taken directly to equity, in which case the tax is recognised under equity.
The taxes payable and recoverable for the reporting period are the taxes that are expected to be payable on taxable profit in the financial year, calculated on the basis of tax rates and tax legislation enacted or substantively enacted at the balance sheet date, and corrections to taxes payable on previous years. Additional income tax in respect of dividend payments by subsidiaries is recognised at the same time as the obligation to pay out the dividend concerned.
The cash flow statement is presented based on the indirect method. The funds in the cash flow statement consist of cash and cash equivalents. Income and expenditure in respect of interest are recognised under the cash flow from operating activities. Expenditure in respect of dividends is recognised under the cash flow from financing activities.
The segmented information is presented on the basis ofthe countries where the investment properties are located and on the basis ofthe type of investment property, with a distinction being made between high street shops and other (retail) properties. These reporting segments are consistent with the segments used in the internal reports.
| Netherlands | France | |||
|---|---|---|---|---|
| 2011 | 2011 | 2010 | ||
| Net rental income | 44,697 | 42,387 | 23,862 | 22,095 |
| Value movements investment properties in operation | 2,534 | 11,859 | 26,648 | 23,885 |
| Value movements investment properties under renovation | ||||
| Value movements investment properties in pipeline | (934) | (457) | (5,899) | (1.826 |
| Net result on disposals of investment properties | 276 | 409 | 198 | 92 |
| Total net income from investment properties | 46,573 | 54,198 | 43,809 |
Net financing costs General expenses Income tax Non-controlling interests
| Netherlands | France | |||
|---|---|---|---|---|
| 2011 | 2011 | |||
| Investment properties in operation | ||||
| Balance as at l January | 748,870 | 696,897 | 409,249 | 386,597 |
| - Acquisitions |
40,434 | 42,1.64 | 30,079 | - |
| - Capital expenditure |
1,717 | 1,532 | 138 | 6 13 |
| - Taken into operation |
- | 2,210 | - | - |
| - Disposals |
(6,795) | (5.792) | (1,991) | (1.847 |
| 784,226 | 737,011 | 437,475 | 385,353 | |
| - Value movements |
2,534 | 11,859 | 25,548 | 23,886 |
| - Exchange rate differences |
— | - | - | — |
| Balance os at 31 December | 786,760 | 454,123 | ||
| - Accrued assets in respect of lease incentives |
550 | 415 | 181 | |
| Appraisal value os at 31 December | 787,410 | 454,539 | 409,430 | |
| Investment properties in pipeline | 4,720 | 4.880 | 10,680 | 15,180 |
| Investment properties | 792,130 | 475,219 | ||
| Other assets | 1,809 | 2,050 | ||
| Not allocated to segments | ||||
| Totol ossets | ||||
| Liabilities | 13,513 | 15.960 | 13,801 | 15,800 |
| Not allocated to segments |
Total liabilities1 )
1 The financing for the property portfolios in the different countries, is managed at the holding level. For this reason segmenting this financing by country is not relevant.
| Total | Portugal | Turkey | Belgium | Spain | |||||
|---|---|---|---|---|---|---|---|---|---|
| 2010 | 2011 | 2011 | 2011 | 2011 | 2011 | ||||
| 111,840 | 115,636 | 1,081 | 897 | 1.403 | 1,277 | 19,227 | 19,557 | 25,546 | 25,345 |
| 37.930 | 38,879 | (225) | 83 | 1,708 | 2,045 | 4,458 | 19,215 | (3,756) | (11,547) |
| (725) | - | - | - | - | (725) | - | |||
| (1,729) | (5,478) | - | 554 | 1,355 | - | - | |||
| 6 82 | 2,445 | - | - | 355 | 181 | 1,617 | - | ||
| 147.99 8 | 150.48 3 | 9 8 0 | 3.665 | 5,033 | 40,38 9 | 13,699 | |||
| (33,837) | |||||||||
| (6,605) | (7,057) | ||||||||
| (578) | |||||||||
| (9,511) | (12,814) | ||||||||
| 96,09 7 | |||||||||
| Total | Portugal | Turkey | Belgium | Spain | |||||
| 2011 | 2011 | 2011 | 2011 | 2011 | |||||
| 1,834,252 | 1,921,861 | 12,533 | 12,308 | 30,315 | 32,421 | 298,519 | 303,097 | 409.29 1 | 415,916 |
| 47,32 5 | 80,874 | - | - | 10,351 | 5.162 | - | |||
| 4,615 | 8,431 | 13 | 17 | 51 | 334 | 2,078 | 2.119 | 4,434 | |
| 5,310 | - | - | - | - | 3.100 | - | |||
| (7,953) | (15,145) | - | - | - | (5,040) | (314) | (1,319) | - | - |
| 1,883,550 | 1,995,021 | 12,321 | 27,432 | 314,217 | 420,35 0 | ||||
| 38,879 | 83 | 2,046 | 19,215 | (11,647) | |||||
| 381 | 3 81 | ||||||||
| 1,921,851 | 2,034,900 | 12,404 | 32,421 | 29,478 | 333,432 | 408,703 | |||
| 4,548 | 312 | 3,170 | |||||||
| 2,039,448 | 12,404 | 32,421 | 29,478 | 303,287 | 333,744 | 411,873 | |||
| 72,09] | 89,581 | 52,031 | 74,181 | ||||||
| 2,129,029 | 08 | 12,404 | 84,452 | 103,559 | 333,744 | 411,873 | |||
| 7,919 11,175 |
7,225 10,279 |
416 | 450 | 1,163 | 1,140 | 702 | 705 | 1,570 | 1,051 |
| .'.014,532 | 2,145,533 | ||||||||
| 55,543 974,289 |
1,216 | 2,328 | 3,485 | 2,913 | 34,897 | 32,672 | |||
| 939.727 | 1.040.832 |
| Other property | ||||||
|---|---|---|---|---|---|---|
| High street shops | investments | Total | ||||
| 2011 | 2011 | 2011 | 2010 | |||
| Net rental income | 50,159 | 49,597 | 65,477 | 52,243 | 115,536 | 111,840 |
| Value movements investment | ||||||
| properties in operation | 31,975 | 36.194 | 6,904 | 1,736 | 38,879 | 37,930 |
| Value movements property | ||||||
| investments under renovation | (725) | (725) | ||||
| Value movements property investments | ||||||
| in pipeline | 1,355 | 554 | (7,833) | (2.283) | (6,478) | |
| Net result on disposals of investment properties | 416 | 474 | 2,030 | 2 08 | 2,445 | 582 |
| Total net income from investment properties | 83,905 | 86,81 9 | 66,57 8 | 150,48 3 | 147.99 8 | |
| Net financing costs | (33,837) | (30,854) | ||||
| General expenses | (7,057) | (6,605) | ||||
| Income tax | (678) | (1,852) | ||||
| Non-controlling interests | (12,814) | (9,511) | ||||
| Investment result ottributoble to Vastned Retail shareholders | 96,097 | 99,17 6 |
| Total |
|---|
| 2010 |
| 1,834,252 |
| 47,32 5 |
| 4,615 |
| 5,310 |
| (7,953) |
| 1,883,550 |
| 37,930 |
| 3 81 |
| 1,921,861 |
| 1,586 |
| 72.091 |
| 1,995,538 |
| 4,354 |
| 14,740 |
| 2.014.632 |
| Cross rental income |
Ground rents paid |
Net service charge expenses |
Operating expenses |
Net rental income |
|||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2011 | 2011 | 2011 | 2010 | |||||
| Netherlands | 52,503 | 48,467 | (50) | (54) | (284) | (128) | (7,562) | 44,697 | 42,387 | ||
| France | 26,195 | 24,612 | (60) | (63) | (392) | (388) | (1,881) | (2,065) | 23,852 | 22,096 | |
| Spain | 29,816 | 29,706 | (448) | (437) | (1,363) | (1,217) | (2,659) | (2,406) | 25,346 | 25,646 | |
| Belgium | 21,300 | 21,037 | (19) | (19) | 25 | (98) | (1,749) | (1,693) | 19,557 | 19,227 | |
| Turkey | 1,504 | 1,686 | (12) | (69) | (315) | 1,277 | 1,403 | ||||
| Portugal | 1,014 | 1,130 | (117) | 897 | 1,081 | ||||||
| 132,532 | 126,638 | (587) | (573) | (2,026) | (1,900) | (14,283) | (12.325) | 115,636 | 111.840 |
| GROUND RENTS PAID | 2011 | 2010 |
|---|---|---|
| Attributable to leased properties | 551 | 549 |
| Attributable to vacant properties | 36 | 24 |
| 587 | 573 | |
| NET SERVICE CHARGE EXPENSES | 2011 | 2010 |
| Attributable to leased properties | 6 | 210 |
| Attributable to vacant properties | 2,020 | 1,690 |
| 2,026 | 1.900 | |
| OPERATING EXPENSES | 2011 | 2010 |
| Attributable to leased properties | 13,571 | 11,782 |
| Attributable to vacant properties | 512 | 543 |
| 14,283 | 12.325 | |
| OPERATING EXPENSES | 2011 | |
| Maintenance | 3,653 | 2,375 |
| Administrative and commercial management1 ) |
5,301 | 5,066 |
| Insurance | 430 | 443 |
| Local taxes | 2,275 | 2.183 |
| Letting costs | 759 | 474 |
| Allocation to the provision for doubtful debtors (on balance) | 1,001 | 966 |
| Other operating expenses | 854 | 818 |
| 14,283 | 12.325 |
1 4% of gross rental income, consisting of external and general expenses, whic h are attributed to operating expenses.
| 2011 | 2010 | |||||
|---|---|---|---|---|---|---|
| Positive | Negative | Total | Neganvi' | |||
| Investment properties in operation | 83,140 | (44,251) | 38,879 | |||
| Investment properties under renovation | _ | _ | _ | |||
| Investment properties in pipeline | 1,355 | (7,833) | (6,478) | |||
| 84,495 | (52,094) | 32,401 | 61,793 | (26,317) | 35,476 |
| 2011 | ||
|---|---|---|
| Sales price | 16,259 | 8,581 |
| Book value at time of disposal | (14,855) | (7,953) |
| 1,404 | 628 | |
| Sales costs | (203) | (55) |
| 1,201 | 572 | |
| Other | 1,245 | 110 |
| 2,446 |
An amount of € 0.9 million is included under 'other' related to an additional payment received from the buyer for the Shopping Park Olen property in Belgium, sold in 2009.
| INTEREST INCOME | 2011 | |
|---|---|---|
| Bank accounts and short-term deposits | (4) | |
| Other interest income | (23) | |
| Capitalised financing costs | (1.971) | |
| (1.998) | ||
| INTEREST EXPENSE | 2011 | |
| Long-term interest-bearing loans | 32,979 | |
| Short-term credits and cash loans | 3,924 | |
| Other interest payable | 387 | |
| 37,290 | ||
| Total interest expense | 35,292 | |
| Value movements financial derivatives | (1.279) | |
| Exchange rate differences | (176) | |
| 33,837 | ||
| 8 GENERAL EXPENSES |
||
| 2011 | ||
|---|---|---|
| Personnel costs | 7,571 | |
| Remuneration of Supervisory Board | 107 | 107 |
| Consultancy and audit costs | 1,176 | 970 |
| Appraisal costs | 902 | 918 |
| Accommodation and office costs | 1,484 | |
| Other expenses | 553 | 250 |
| 11,903 | 11,112 | |
| Attributed to operating expenses | (4,845) | (4.50/) |
| 7,057 |
During 2011 an average of 105 (2010:109) employees (full-time eguivalents) were employed by Vastned Retail and VastNed Offices/Industrial jointly, of whom 43 are in the Netherlands and 62 abroad. Personnel costs ofthe employees working in the Netherlands are attributed to Vastned Retail based on the actual work done. Vastned Retail has no employees.
In the year under review, Vastned Retail accounted for €7.0 million in wages and salaries (2010: € 7.0 million), € 1.1 million in social security charges (2010: € 1.1 million) and € 0.5 million in pension premiums (2010: € 0.5 million). After the allocation to VastNed Offices/Industrial, the following amounts remain: € 5.4 million in wages and salaries (2010; € 5.0 million), € 0.9 million in social security charges (2010: € 0.9 million) and € 0.3 million in pension premiums (2010: € 0.3 million).
The consultancy and audit costs include the costs shown below, which were charged by Deloitte Accountants for work carried out for Vastned Retail N.V. and its subsidiaries.
| 2011 | ||
|---|---|---|
| Audit fees | 284 | 298 |
| Audit-related fees | 4 | |
| Other non-audit-related fees | ||
| 2 86 | 302 |
The audit costs include a sum of € 0.1 million (2010: € 0.1 million) for Deloitte Accountants B.V.
Other expenses include publicity costs and IT costs.
| CURRENT INCOMETAX EXPENSE | 2011 | 2010 |
|---|---|---|
| Current financial year | (25) | 420 |
| Expiry of offsettable losses | 173 | |
| Adjustment to previous financial years | (61) | (239) |
| 87 | 1 81 | |
| MOVEMENTS IN DEFERRED TAX ASSETS AND LIABILITIES | 2011 | 2010 |
| In respect of: | ||
| Value movements investment properties | 890 | 1,212 |
| Tax effect of offsettable losses | (16) | 459 |
| Adjustment related to change in fiscal status | (283) | - |
| 591 | 1,671 | |
| 6 7 8 | 1.852 |
| 2011 | ||||
|---|---|---|---|---|
| Investment result before taxes | 109,589 | 110,539 | ||
| Income tax at Dutch tax rate | 0.0% | _ | 0.0% | _ |
| Effect of tax rates of subsidiaries operating in other jurisdictions | 0.8% | 855 | 1.5% | 1,632 |
| Tax effect of expiry of offsettable losses | 0.1% | 157 | 0.4% | 459 |
| Adjustment related to change in fiscal status | (0.2%) | (283) | ||
| Adjustment to previous financial years | (0.1%) | (51) | (0.2%) | (239 |
| 0.6% | 6 7 8 | 1.7% | 1.852 |
Vastned Retail gualifies as a fiscal investment institution as meant in Section 28 ofthe 1959 Netherlands Corporate Income Tax Act. As long as the Company continues to comply with the conditions of Section 28 ofthe 1959 Netherlands Corporate IncomeTax Act, the Company's fiscal result is taxed at a rate of 0%. These conditions mainly concern the investment character ofthe Company's activities, the fiscal financing ratios, the composition ofthe shareholders' base and the cash dividend distribution ofthe fiscal result within 8 months ofthe close ofthe financial year.
Most ofthe properties in Belgium are held by the Intervest Retail Bevak. A Bevak (investment company with fixed capital) essentially has a tax-exempt status, so that no tax is payable on its profits in Belgium. The reguirements for the Bevak are comparable to those for the Dutch fiscal investment institution.
Except for one company, Vastned Retail's property portfolio in France is subject to the SIIC regime. Under this fiscal regime, Vastned Retail is not liable for taxation on its French net rental income nor on the capital gains realised in France. The reguirements ofthe SMC regime are comparable to those for the Dutch fiscal investment institution.
In France, only a single property, valued at € 0.4 million, is held by a company subject to the usual tax rules. The nominal tax rate is 34.43%. Depreciation, interest and other expenses are deducted from the taxable net income.
The properties in Spain, Turkey and Portugal are held by companies subject to the usual tax rules. In Spain the nominal tax rate is 30.0%, in Turkey 20.0% and in Portugal 26.5%. Depreciation, interest and other expenses are deducted from the taxable net rental income realised in these companies. In Spain, if capital gains are realised and reinvested in Spain within three years then income tax paid is refunded at 12.0% of the capital gains realised. The effective tax rate then amounts to 18.0%.
The calculations of deferred tax assets and liabilities are based on the nominal tax rates effective on 1 January 2012.
| 2011 | |||||
|---|---|---|---|---|---|
| Basic | Diluted | Diluted | |||
| Investment result | 96.097 | 96,097 | 99,176 | 99,176 | |
| AVERAGE NUMBER OF ORDINARY SHARES IN ISSUE | 2011 | ||||
| Basic | Diluted | Diluted | |||
| Balance as at l January | 18,495,220 | 18,495,220 | |||
| Effect of stock dividend | 79,375 | 79,375 | 144,306 | ||
| Average number of ordinary shares in issue | 18,574,595 | 18,574,595 | 18,409.519 | 18.409.519 | |
| PER SHARE (X€l ) | 2011 | 2010 | |||
| Basic | Diluted | Basic | Diluted | ||
| Investment result | 5.17 | 5.17 | 5.39 | 5.39 |
Except for the purchase often priority shares that were subseguently converted to ordinary shares pursuant to the January 2012 amendment to the articles of association and that will be cancelled during the course of 2012, no shares were issued or purchased during the period between the balance sheet date and the date on which the annual accounts were drawn up and approved for publication.
Vastned Retail's dividend policy is aimed at distributing the direct investment1 ) result to shareholders in full. The fiscal result as a minimum must be paid out in cash in order to comply with the fiscal conditions for fiscal investment institutions.
On 15 May 2011, the final dividend for the 2010 financial year was made payable. It consisted of 5% in cash on the priority shares and an optional dividend on the ordinary shares of €2.58 in cash or €1.33 in cash and 2.55% in shares charged to the share premium reserve. This dividend payment totalled €41.6 million.
On 29 August 2011, the interim dividend for the 2011 financial year was made payable. The interim dividend amounted to € 1.09 per share in cash (total payout: € 20.3 million).
The Board of Management proposes the following final dividend per share for the 2011 financial year:
In order to comply with the conditions for a fiscal investment institution, a minimum of € 23.6 million in cash (approximately € 1.27 per share) must be disbursed. If the number of shareholders exercising the stock dividend option is such that this amount is not achieved, the stock dividend allocation will be adjusted on a pro-rated basis so that at least € 23.6 million in cash will be disbursed.
If the General Meeting of Shareholders approves the dividend proposal, the dividend will be made payable to shareholders on 21 May, 2012. The dividend to be distributed has not been entered in the balance sheet as a liability.
1 The direct investment result consists of net rental income less net financing costs (excluding value movements financial derivatives), general expenses, current income tax expense and the part of this income and expenditure attributable to non-controlling interests.
| Under | ||||
|---|---|---|---|---|
| In operation | renca | |||
| Balance as at l January | 1,921,861 | 1,834,252 | 3,100 | 1,837,352 |
| Acguisitions | 80,874 | i26 | 47,326 | |
| Capital expenditure | 8,431 | 615 | 725 | 5,340 |
| Taken into operation | - | 5,310 | (3,100) | 2,210 |
| Disposals | (15,145) | (7,953) | (7,953) | |
| 1,995,021 | 1,883,550 | 725 | 1,884.275 | |
| Value movements | 38,879 | 37,930 | (725) | 37,205 |
| Exchange rate differences | - | 381 | - | 381 |
| as at 31 December Balance |
2,034,900 | 1,921,861 | _ | 1,921.851 |
| Accrued assets in respect of lease incentives | 4,548 | 1.585 | ||
| Appraisal value as at 31 December | 2,039,448 | 1.923.447 | - | 1.923.447 |
The acquisitions in 2011 are related to the purchase of 33 shops in the Walburg shopping centre in Zwijndrecht, the Netherlands for€ 40.4 million, the purchase of 9 high street shops in Bordeaux, France for€ 30.1 million and the purchase ofthe 'Jardin d'Harscamp' shopping complex in Namur, Belgium for€ 10.4 million.
The investments in 2011 are primarily related to the upgrade ofthe Madrid Sur shopping centre in Madrid, Spain, the opening of a gym in the Atalayas shopping centre in Murcia, Spain and the renovation ofthe retail warehouse on the Mechelsesteenweg in Vilvoorde, Belgium.
The disposals in 2011 consisted ofthe Prinses Margrietlaan 24-52 in Mijdrecht, the Netherlands for € 5.1 million, four small properties in the Netherlands for a total of € 2.0 million, five small properties in Lille, France for a total of€ 2.2 million, the Carnotstraat 18-20 in Antwerp, Belgium for €1.5 million, an apartment located above a shop in Vilvoorde, Belgium for € 0.2 million and the 'Bomonti Park' shopping centre in Istanbul, Turkey for € 5.1 million.
A positive sales result of € 1.1 million in relation to the book value was realised on these disposals.
| Accrued assets in respect of lease incentives | 2011 | |
|---|---|---|
| Balance as at 1 January | 1,585 | 1,866 |
| Lease incentives | 6,252 | 3,090 |
| Charged to the profit and loss account | (3,300) | (3,088) |
| Other | - | (282) |
| Balance as at 31 December | 4,548 |
As at 31 December 2011, 87% ofthe investment properties in operation were appraised by independent certified appraisers. The appraisal values determined by these external appraisers match the book values recorded in the annual accounts. The remaining investment properties in operation were appraised earlier in the year under review by independent certified appraisers. The fair value of these investment properties on 31 December 2011 was determined internally.
The independent certified appraisers who appraised the investment properties are as follows: CBRE in Brussels, Cushman IWakefield in Amsterdam, Brussels, Madrid and Paris, De Crombrugghe «.Partners in Brussels, DTZ PamirlSoyuer in Istanbul, DTZ Zadelhoff in Amsterdam, Jones Lang Lasalle in Lisbon and Madrid, and Retail Consulting Croup in Paris.
Key principles and assumptions used in determining the appraisal values:
| Netherlands | France | ||||
|---|---|---|---|---|---|
| High | Other | High | Other | ||
| street | property | street | property | ||
| shops | investments | shops | investments | ||
| 2011 | |||||
| Lease incentives still to be granted as at the balance sheet date | 272 | 139 | 815 | 129 | |
| Market rent per sqm (x € 1) | 251 | 161 | 357 | 201 | |
| Theoretical annual rental income per sqm (x € 1) | 236 | 159 | 340 | 199 | |
| Vacancy rate at end of reporting year | 2.9 | 4.5 | 3.9 | 7.6 | |
| Weighted average term in years (first break) | 3.7 | 4.4 | 1.4 | 1.5 | |
| The appraisal values established on the basis of these principles and | |||||
| assumptions produce the following net yields: | 5.7 | 6.5 | 5.5 | 5.2 | |
| 2010 | |||||
| Lease incentives still to be granted as at the balance sheet date | 61 | 84 | 1,017 | 237 | |
| Market rent per sqm (x € 1) | 244 | 149 | 357 | 197 | |
| Theoretical annual rental income per sqm (x € 1) | 233 | 150 | 335 | 196 | |
| Vacancy rate at end of reporting year | 2.3 | 3.4 | 6.8 | 7.2 | |
| Weighted average term in years (first break) | 4.0 | 4.0 | 1.4 | 1.6 | |
| The appraisal values established on the basis of these principles and | |||||
| assumptions produce the following net yields: | 5.9 | 6.5 | 5.7 | 5.5 |
The market rent is the estimated amount for which a specific space may be leased at a specific point in time by well-informed and independent parties who are prepared to enter into a transaction, both parties operating prudently and without duress.
The theoretical annual rental income is the gross annual rent exclusive ofthe effects of straight-lining of lease incentives, increased by the annual market rent of any vacant spaces.
The vacancy rate is calculated by dividing the estimated market rental value of vacant space by the estimated market rental value ofthe whole property portfolio.
The net yield is calculated by dividing the net rental income at the balance sheet date by the market value ofthe properties.
An increase in the net initial yields used in the appraised values of 50 basis points will result in a decrease in the value of the property investments in operation of €148.1 million or 7.3% (2010: €142.5 million or 7.1%) and an increase in the loan-to-value ratio of approximately 320 basis points (2010: approximately 270 basis points).
Property investments to a value of € 446.1 million (2010: € 437.1 million) serve as security for loans contracted (also see'19 Long-term interest-bearing loans').
For further details on the investment properties in operation and under renovation, please refer to the '2011 Property Portfolio' overview included elsewhere in this annual report.
| Spain | Belgium | Turkey | Portugal | Total | |||
|---|---|---|---|---|---|---|---|
| High | Other | High | Other | High | High | High | Other |
| street | property | street | property | street | street | street | property |
| shops | investments | shops | investments | shops | shops | shops | investments |
| 12 | 1,421 | 87 | 105 | 1,186 | 1,795 | ||
| 918 | 209 | 333 | 93 | 658 | 258 | 305 | 162 |
| 783 | 231 | 329 | 92 | 570 | 295 | 287 | 157 |
| - | 9.0 | 4.8 | 2.1 | - | - | 3.2 | 5.3 |
| 3.3 | 2.7 | 2.0 | 3.3 | 2.1 | 8.9 | 2.8 | 3.2 |
| 4.4 | 8.2 | 5.7 | 6.9 | 5.1 | 7.2 | 5.6 | 7.1 |
| - | 1,055 | 153 | 152 | - | - | 1,231 | 1,538 |
| 8 93 | 2 16 | 313 | 91 | 6 25 | 258 | 2 93 | 159 |
| 752 | 235 | 3 14 | 91 | 547 | 330 | 2 80 | 154 |
| - | 9.5 | - | 2.3 | 1.9 | - | 2.9 | 5.2 |
| 3.9 | 4.7 | 2.2 | 3.3 | 1.5 | 9.9 | 3.1 | 3.0 |
| 4.5 | 8.2 | 5.9 | 7.2 | 5.1 | 8.8 | 5.8 | 7.3 |
| INVESTMENT PROPERTIES IN PIPELINE | 2011 | |
|---|---|---|
| Balance as atl January | 72,091 | 22,183 |
| Acquisitions and development expenditure | 23,323 | 53,757 |
| Taken into operation | - | (2,210) |
| 95,414 | ||
| Value movements | (5,833) | |
| Balance as at 31 December | 89,581 | 72.091 |
In 2011, a prime high street shop was acquired in the heart ofthe Ni^anta^i shopping district in Istanbul, Turkey. The acquisition was valued at €15.8 million. The property will be completely redeveloped. Delivery is expected to take place in the second half of 2013.
As at 31 December 2011, four investment properties in pipeline with a total value of €75.5 million were appraised externally by independent certified appraisers. The external appraisals were conducted by DTZ Pamir ISoyuer and Cushman tWakefield.The value as at 31 December 2011 of three smaller investment properties in pipeline with a total value of € 13.1 million was determined internally.
Projected net initial yields varying from 6.0% to 8.8% were used to determine the market value ofthe investment properties in pipeline.
For further details on the investment properties in pipeline, please refer to the '2011 Property Portfolio' overview included elsewhere in this annual report.
Please refer to '24 Rights and obligations not recorded in the balance sheet' for further details on the committed investment properties in pipeline.
| 2011 | |||||
|---|---|---|---|---|---|
| Assets | liabilities | ||||
| Investment properties | - | 31,408 | 31,950 | ||
| Financial derivatives | - | (4,635) | (3.511) | ||
| Offsettable losses | 4 78 | (3,325) | 4 78 | (3,291) | |
| - | 334 | 1 81 | |||
| 4 7 8 | 23,78 1 | 4 7 8 | 25,32 9 |
Deferred tax assets and liabilities are offset if there is a right enforceable by law to set off the tax assets and liabilities against each other and if these deferred tax assets and liabilities are incurred under the same tax regime.
The movements in the deferred tax assets and liabilities were as follows:
| 2011 | 2010 | |||
|---|---|---|---|---|
| Assets | tiabilities | Assi | Liab | |
| Balance as at l January | 478 | 25.329 | 904 | 23,98 9 |
| Acquisition of subsidiaries | - | 1.900 | 409 | |
| Net credit/charge to the profit and loss account | - | (450) | 229 | |
| Net credit/charge to equity | - | (943) | ||
| Offsettable losses used | - | 147 | 678 | |
| Tax effect of expiry of offsettable losses | - | 194 | (42 6) | |
| Transferred to income tax in connection with merger | ||||
| (long-term and short-term tax liabilities) | - | (2.245) | ||
| Exchange rate differences | - | (141) | - | 24 |
| Balance as at 31 December | 4 7 8 | 23.78 1 | 4 7 8 | 25.329 |
The deferred tax assets and liabilities as at 31 December 2011 are related to the Netherlands, France, Spain, Belgium and Turkey.
The deferred tax assets are related to offsettable losses. No restrictions apply to the offsettable losses in France and Belgium. In the Netherlands, the first offsettable losses expire in 2014 and the last offsettable losses expire in 2020. In Spain, the first offsettable losses expire in 2023 and the last offsettable losses expire in 2029. In Turkey, the first offsettable losses expire in 2013 and the last offsettable losses expire in 2017.
The deferred tax liabilities are largely related to the difference between the market value and the fiscal book value ofthe investment properties.
As at the balance sheet date, additional unused tax losses totalled € 6.8 million. In view ofthe expectation that, given the present structure, it will not be possible to set off these unused tax losses against taxable profits in the near future, no deferred tax asset was recognised.
| 2011 | ||
|---|---|---|
| Debtors | 5,754 | 6,504 |
| Provision for doubtful debtors | (5,006) | (4.198) |
| 1,748 | 2,306 | |
| Taxes | 1,277 | 1,679 |
| Receivable from disposals | 185 | - |
| Interest | 47 | 30 |
| Service charges | 1,288 | 565 |
| Prepayments | 1,716 | 1,421 |
| Other receivables | 3,299 | 2,763 |
| 9,560 | 8,764 |
The other receivables include items with a term in excess of one year with a total value of € 0.3 million (2010: € 0.3 million).
Cash and cash equivalents concern deposits, call money and bank account credit balances with a term of less than three months. The cash and cash equivalents are freely available to the Company.
Vastned Retail's principal financial assets consist of cash and cash equivalents, debtors and other receivables.
The credit risk on cash and cash equivalents is very small, since the cash and cash equivalents are held at reputable banks.
The credit risk is primarily attributable to debtors. This credit risk is limited by prior careful screening of potential tenants. Also, security is required from tenants in the form of guarantee deposits or bank guarantees.
The aging analysis ofthe debtors as at 31 December was as follows:
| 2011 | 2010 | |||
|---|---|---|---|---|
| Gross | ||||
| amounts | Provision | iunts | Provision | |
| Overdue by less than 30 days | 565 | 62 | 992 | 114 |
| Overdue by between 31 and 90 days | 544 | 140 | 737 | 184 |
| Overdue by between 91 days and one year | 1,598 | 1,351 | 2,131 | 1,569 |
| Overdue by more than one year | 4,047 | 3,443 | 2,544 | 2.331 |
| 6,754 | 5,006 | 6,504 | 4.198 |
Movements in the provision for doubtful debtors were as follows:
| 2011 | ||
|---|---|---|
| Balance as at l January | 4,198 | |
| Allocation tothe provision | 1,390 | |
| Write-off for bad debts | (191) | |
| Release | (389) | |
| Exchange rate differences | (2) | |
| Balance as at 31 December | 5,006 | 4.198 |
Receivables are recognised after deduction of a provision for doubtful debtors.
There is no credit risk concentration since the tenant base consists of a large number of different parties.
The authorized share capital is € 375.0 million and is divided into 75,000,000 shares at € 5 par value.
The equity Vastned Retail shareholders was € 53.72 per share as at 31 December 2011 (31 December 2010: € 52.75 per share).
| NUMBER OF SHARES IN ISSUE | 2011 | 2010 | ||
|---|---|---|---|---|
| Ordinary shares |
Priority shares |
Orel 11 shares |
Priority shares |
|
| Balance as at l January | 18,495,22 0 | 10 | 18,265,21 3 | 10 |
| Purchase of priority shares | - | (10) | - | |
| Stock dividend Balance os at 31 December |
125,965 18,621,185 |
- - |
230.00 7 18,495,220 |
- 10 |
The shareholders are entitled to receive the dividend declared by the Company and are entitled to cast one vote per share at the shareholders' meetings. In the event of a share buyback by Vastned Retail where the shares are not cancelled, these rights are suspended until such time as the shares are reissued.
Pursuant to a resolution adopted by the Extraordinary General Meeting of Shareholders held on 25 November 2011, the priority shares were acquired by the Company at no cost. Pursuant to an amendment to the articles of association in January 2012, the priority shares were converted into ordinary shares. The purchased shares will be cancelled in 2012.
Vastned Retail has a pension plan in place for its employees in the Netherlands that qualifies as a defined benefit pension plan. The pension plan is fully re-insured by the Nationale-Nederlanden Levensverzekering Maatschappij N.V. The pension plan is a conditionally indexed average earnings scheme. An unconditional indexation of a maximum of 2% per year applies to a small group of employees.
The pension plans for the employees in other countries where Vastned Retail has branches can be qualified as defined contribution pension plans.
Mercer (Nederland) B.V. has made the following assumptions for the actuarial calculations involving the defined benefit pension plans:
| 31-12-2011 | ||||||
|---|---|---|---|---|---|---|
| Discount rate | 5.95% | 5.25% | ||||
| Expected return on plan assets | 5.95% | 5 2 5% | ||||
| Expected rate of salary increases (dependent on age | ||||||
| and including inflation correction) | 2.00%-6.00% | 2.00%-5.00% | ||||
| Future pension increases | 0.325%-2.00% | 0.325%-2.00% | ||||
| 2011 | 2010 | 2007 | ||||
| Present value of defined benefit pension obligation | 9,885 | 13,028 | 1.0.178 | 9,977 | 10,337 | |
| Fair value of plan assets | (7,982) | (11,073) | (8,753) | (8,083) | (8,874) | |
| 1,904 | 1,955 | 1,425 | 1,894 | 1,463 | ||
| Unrecognised actuarial gains and losses | (1,171) | (1.080) | (329) | (779) | 330 | |
| Obligations in respect of pension plan | 733 | 875 | 1,096 | 1,115 | 1,793 | |
| Long-term employee benefits | 108 | 148 | 140 | 121 | 122 | |
| 841 | 1.023 | 1.236 | 1,236 | 1,915 |
Movements in the present value ofthe defined benefit pension obligation were as follows:
| Balance as at 31 December | 9.886 | 13.02 8 |
|---|---|---|
| Settlements | (2,401) | |
| Curtailments | (140) | |
| Expenses paid | (68) | (79) |
| Benefits paid | (368) | (383) |
| Actuarial loss/(gain) | (1,520) | 2,165 |
| Contributions | 72 | 78 |
| Interest | 574 | 599 |
| Service costs | 509 | 470 |
| Balance as at 1 January | 13,028 | 10,178 |
| 2011 |
Movements in the fair value ofpian assets were as follows:
| Balance as at 31 December | 7,982 | |
|---|---|---|
| Settlements | (2,356) | |
| Expenses paid | (68) | (79) |
| Benefits paid | (368) | (383) |
| Employee contributions | 72 | 78 |
| Employer contributions | 563 | 745 |
| Actuarial gain/(loss) | (1,511) | 1,430 |
| Expected return | 587 | 529 |
| Balance as at 1 January | 11,073 | 8,753 |
| 2011 |
As indicated earlier, the defined benefit pension plan is re-insured by the Nationale-Nederlanden Levensverzekering Maatschappij N.V. For that reason, the plan assets entirely consist of insurance contracts.
The amounts recognised under general expenses in the profit and loss account in respect ofthe defined benefit pension plans and the defined contribution pension plans are as follows:
| 2011 | ||
|---|---|---|
| Employer service costs | 509 | 470 |
| Interest | 574 | 599 |
| Expected return on plan assets | (587) | (529) |
| Settlements and curtailments | (175) | |
| Actuarial losses recognised in the year | - | (16) |
| 521 | 524 | |
| Defined contribution pension plans | 61 | 42 |
| 582 |
Vastned Retail expects to contribute a total of € 0.5 million to its defined benefit pension plans in 2012. Vastned Retail expects to contribute a total of € 0.1 million to its defined contribution pension plans in 2012.
| Remaining term | Rem.: | |||||||
|---|---|---|---|---|---|---|---|---|
| Average | ||||||||
| More than | interest rate | More | ||||||
| 1-5 years | 5 years | Total | at year-end | 1-5 years | al yea | |||
| Secured loans: | ||||||||
| fixed interest') | 69,512 | 113,005 | 182,517 | 4.23 | 123.521 | 4.43 | ||
| floating interest | _ | _ | _ | |||||
| 69,612 | 113,005 | 182,617 | 4.23 | 99,052 | 24,469 | 123,521 | 4.43 | |
| Unsecured loans: | ||||||||
| fixed interest1 ) |
395,423 | 37,500 | 433,923 | 4.84 | 381,610 | 37,500 | 419,110 | 4.89 |
| floating interest | 100,991 | 37,500 | 138,491 | 3.07 | 31,928 | 37,500 | 69.428 | 2.83 |
| 497,414 | 75,000 | 572,414 | 4.41 | 413.538 | 75.000 | 488,538 | 4.60 | |
| Total: | ||||||||
| fixed interest1 ) |
465,035 | 150,505 | 516,540 | 4.66 | 480,662 | 61,969 | 542.631 | 4.79 |
| floating interest | 100,991 | 37,500 | 138,491 | 3.07 | 31,928 | 37,500 | 69,428 | 2.83 |
| 4.37 | ||||||||
| 567,026 | 188,005 | 755,031 | 512,590 | 99.469 | 612,059 | 4.56 |
2011
The partial right of mortgage on property investments with a value of €446.1 million (2010:
€ 437.1 million) has been granted as security for the secured loans.
A positive/negative mortgage covenant was issued for the unsecured loans. In addition, a number of lenders have set conditions regarding the solvency and interest coverage, as well as changes in the control ofthe Company and/or its subsidiaries. Vastned Retail met these conditions on 31 December 2011. Please refer to '23 Financial instruments' for more details on the conditions set by the lenders.
The part ofthe long-term interest-bearing loans due within one year of € 22.2 million of which € 1.9 million pertains to secured loans (2010: € 92.0 million of which € 68.2 million pertains to secured loans), is recognised under short-term liabilities.
As at 31 December 2011, the total credit facility of the long-term interest-bearing loans, including the part due within one year, was € 788.2 million (2010: € 725.3 million). The unused credit facility ofthe long-term interest-bearing loans as at 31 December 2011 was €11.0 million (2010: €21.3 million).
The average term ofthe long-term interest-bearing loans was 3.6 years (2010: 3.7 years).
The market value ofthe long-term interest-bearing loans is calculated as the present value ofthe cash flows based on the swap yield curve and credit spreads in effect at year-end 2011.
1 Including the part that was fixed by means of interest derivatives.
As at 31 December, the market value ofthe long-term interest-bearing loans, including the part due within one year, was as follows:
| 2011 | |||||
|---|---|---|---|---|---|
| Market value Carrying amount | |||||
| 766.105 | 777.243 | 693.283 | 704,072 | ||
| The average interest rate in 2011 was 4.56% (2010: 4.51%). | |||||
| 20 | LONG-TERM TAX LIABILITIES | ||||
| 2011 | |||||
| Balance as at l January | 2,577 | 5,434 | |||
| Short-term portion as at 1 January | 2,757 | 2,978 | |||
| 5,434 | 8,412 | ||||
| Allocation | 2,245 | ||||
| Payments | (3,312) | (2,978) | |||
| 4,367 |
(2.757)
Balance as at 31 December 1,042 (3,325)
This concerns the long-term portion ofthe exit tax in France, which is payable in connection with obtaining the SIIC status.
Short-term portion as at 31 December
| 2011 | |
|---|---|
| 216,307 | |
| (75,813) | |
| 139,494 | 121.544 |
The item 'Payable to banks' concerns short-term credits and cash loans.
By way of security for the credit facilities, it has been agreed with the lenders that investment property will only be mortgaged on behalf of third parties subject to the lenders' approval.
The amounts payable to banks are payable at the lenders' request within one year.
The average interest rate in 2011 was 2.47% (2010:1.92%).
The market value ofthe amounts payable to banks is deemed to be equal to the balance sheet value.
Where the Company operates a notional cash pooling arrangement, the cash and amounts payable to banks are set off against each other.
| 2011 | ||
|---|---|---|
| Accounts payable | 3,130 | 2,321 |
| Investment creditors | 5,352 | 7,077 |
| Dividend | 103 | •1 ? 5 |
| Taxes | 1,552 | 1,855 |
| Prepaid rent | 8,881 | 10,279 |
| interest | 5,787 | 6,010 |
| Operating expenses | 3,447 | 2.628 |
| Other liabilities and accruals | 9,349 | 4,201 |
| 37,611 |
For the realisation of its objectives and the exercise of its day-to-day activities, Vastned Retail has defined a number of financial conditions aimed at mitigating the financing and refinancing risk, liquidity risk, interest rate risk and currency risk. These conditions have been laid down inter alia in the financing and interest rate policy memorandum, which is updated annually, and in the treasury regulations. Quarterly reports on these risks are submitted to the audit committee. A summary is given below ofthe main conditions aimed at mitigating these risks.
Investing in property is a capital-intensive activity. The property portfolio is financed partly with equity and partly with loan capital. If loan capital accounts for a large proportion ofthe financing, there is a risk when returns are less than expected or the property decreases in value that the interest and repayment obligations on the loans and other payment obligations can no longer be met. This would make loan capital or refinancing more difficult to arrange, with a possibility that more unfavourable conditions have to be agreed to. To limit this risk, Vastned Retail's guiding principle is to limit loan capital financing to approximately 40%-45% ofthe market value ofthe investment properties. In line with these objectives, solvency ratios and interest coverage ratios have been agreed in most ofthe credit agreements with lenders.
In addition, Vastned Retail aims to secure access to the capital market through transparent information provision, regular contacts with financiers and current and potential shareholders, and by increasing the liquidity ofVastned Retail shares. Finally, the aim with regard to long-term financing is to have a balanced spread of refinancing dates and a weighted average term of at least 3.0 years.
The solvency ratio is calculated by taking equity plus the provision for deferred tax liabilities and dividing by the balance sheet total. At year-end 2011 the solvency ratio was 52.6%. which is in compliance with the solvency ratios agreed with lenders.
The interest coverage ratio is calculated by taking net rental income less general expenses and dividing by net financing costs. The interest coverage ratio for 2011 was 3.1, which was well above the ratios agreed with lenders.
At year-end 2011, the weighted average term ofthe long-term interest-bearing loans was 3.5 years.
Vastned Retail must generate sufficient cash flows in order to be able to meet its day-to-day payment obligations. On the one hand, this is realised by taking measures aimed at high occupancy rates and by preventing financial loss due to tenants becoming bankrupt. On the other hand, the aim is to arrange sufficient credit facilities to be able to absorb fluctuations in liquidity needs. Liquidity management is centralised in the Netherlands, where most ofthe foreign subsidiaries' bank accounts have been placed in cash pool schemes.
At year-end 2011, Vastned Retail had € 216.3 million in short-term credit facilities available, of which it had drawn down € 139.5 million. The unused credit facility ofthe long-term interest-bearing loans as at 31 December 2011 was €11.0 million.
| Balance sheet | Contractual | Less than | More than | ||
|---|---|---|---|---|---|
| value | cash flows | 1 year | 1-5 years | 5 years | |
| Long-term interest-bearing loans2 ) |
755,031 | 885,330 | 33,712 | 649,786 | 201,832 |
| Long-term tax liabilities | 1,042 | 1,042 | - | 1,042 | - |
| Guarantee deposits and other | |||||
| long-term liabilities | 10,259 | 10,269 | - | 10,269 | - |
| Payable to banks3 ) |
139,494 | 139,502 | 139,602 | - | - |
| Redemption of long-term | |||||
| interest-bearing loans | 22,212 | 22,539 | 22,539 | - | - |
| incometax | 3,515 | 3,515 | 3,515 | - | - |
| Other liabilities and accruals | 37,611 | 37,511 | 37,611 | - | - |
| 969,174 | 1,099,908 | 236,979 | 661,097 | 201,832 |
The table below shows the financial liabilities, including the estimated interest payments1 ).
The interest-rate risk policy aims to mitigate the interest rate risks arising from the financing ofthe property portfolio while optimising net interest expenses. This policy translates into a loan portfolio composition in which in principle at least two thirds ofthe loans have fixed interest rates. There may be temporary deviations from this principle depending on developments in interest rates. Furthermore, the aim is to have a balanced spread of interest-rate review dates within the long-term loan capital portfolio and a typical minimum interest-rate term of three years. At least once per quarter, a report on the interest-rate and refinancing risks is submitted to the audit committee and the Supervisory Board.
Vastned Retail mitigates its interest rate risk by making use of financial derivatives (interest rate swaps), swapping the floating interest rate it pays on part of its loans for a fixed interest rate.
The interest-rate swaps are designated as cash flow hedges, whereby it has been established that all hedges, except for the interest rate swaps detailed below, are materially effective. Accordingly, cash flow hedge accounting has been applied for these swaps, which means that value movements in these swaps are recognised directly in equity.
Regarding the materially effective cash flow hedges, the interest rate risk on loans with a nominal value of € 555.3 million at year-end 2011 was hedged by entering into interest-rate swaps. To this end, contracts have been concluded with fixed interest rates ranging from 2.62% to 5.10% (excluding margins) and expiry dates ranging from 2012 through to the beginning of 2018. In addition to this, forward interest-rate swaps were concluded for loans with a nominal value of € 125.0 million with fixed interest rates ranging from 2.50% to 3.02% (excluding margins) and expiry dates ranging from 2017 through to 2018.
The cash flow hedges that are not effective are interest-rate swaps where the interest on an amount totalling € 35.0 million has been fixed, with fixed interest rates varying from 3.93% to 4.43% and expiry dates varying from April 2013 to October 2013. These hedges were for the most part ineffective during certain periods in 2011 and consequently the value movements in these interest rate swaps are (partially) directly recognised in the profit and loss account.
1 The interest rate for the long-term interest-bearing loans with a floating interest rate is based on the market rates of Euribor and tibor in effect on 1 January 2012.
2 Including interest rate swaps.
3 Including interest up to the next expiry date or interest review date.
In 2010, Vastned Retail placed a fixed rate bond loan in the amount of € 75.0 million with an institutional investor. In order to continue to comply with the financing policy laid down in the treasury regulations, interest rate swaps were concluded for loans with a nominal value of € 37.5 million, swapping the fixed interest rate for a variable interest rate. Because hedge accounting is not applied to these swaps, the value movements in these interest rate swaps are recognised directly in the profit and loss account. These swaps expire in October 2015.
The market value of interest rate swaps of which the cash flow hedges are not effective or for which hedge accounting is not applied, amounts to € 1.1 million negative at year-end 2011. This on balance negative market value, which will be nil on expiration, will be credited to the consolidated profit and loss account during the remaining life ofthe interest rate swaps.
With due consideration to the abovementioned interest rate swaps, at year-end 2011, ofthe total long-term interest-bearing loans in the amount of € 755.0 million, € 515.5 million was at a fixed interest rate (see '23 B Summary of expiry dates and fixed interest rates on long-term interest-bearing loans').
Most ofthe (forward) interest-rate swaps are settled on a quarterly basis. The floating interest rate is based on the 3-month Euribor rate. The differences between the floating rate and the agreed fixed interest rate are settled at the same time.
The average term ofthe long-term interest-bearing loans calculated in fixed interest periods was 4.3 years (2010: 4.7 years).
All transactions involving financial derivatives are entered into with reputable banks as counterparties. For this reason, it is thought unlikely that the counterparties will be unable to fulfil their obligations.
As at 31 December 2011 the impact on the investment result of a hypothetical 100 basis points increase in interest rates - all other factors remaining equal - would be a fall of € 2.7 million. Should interest rates decrease by 100 basis points as at this date, the impact on the investment result would be an increase of€ 2.7 million.
The calculations take account ofthe financial derivatives entered into.
In principle, currency risks are limited as a result ofthe strategic decision to invest primarily in the Eurozone. Vastned Retail has investment properties in Turkey. Turkey is not in the Eurozone, so that there isa currency risk here. The risk is mitigated on the one hand by limiting the size of theTurkish property portfolio to a maximum of 10% ofthe total property portfolio and on the other hand by stipulating a rent in euros in the lease contracts wherever possible and by financing the investment wholly or partly in the same currency as the investment itself, which significantly lowers the exposure.
1 Including interest rate swaps and credit spreads in effect at year-end 2011.
| 2011 | ||||||
|---|---|---|---|---|---|---|
| Contract | Interest | Average | Interest | Average | ||
| renewal | review | interest rate1 ) |
ewal | review | ||
| 2012 | - | 8,579 | 5.70 | 135,972 | 28,595 | 4.91 |
| 2013 | 153,000 | 46,677 | 4.25 | 122,000 | 78,061 | 4.68 |
| 2014 | 203,756 | 135,000 | 4.90 | 163,551 | 135,000 | 4 90 |
| 2015 | 132,500 | 117,500 | 4.75 | 82,500 | 117,500 | 4.62 |
| 2015 | 69,344 | 71,590 | 4.76 | 5 1 6 | 777 | 4.45 |
| 2017 and beyond | 196,431 | 237,194 | 4.50 | 107,520 | 182,598 | 4.84 |
| Total long-term interest-bearing loans | ||||||
| with a fixed interest rate | 755,031 | 616,540 | 4.56 | 612,059 | 542,631 | 4.79 |
| Long-term interest-bearing loans with a floating interest rate |
138,49 1 | 3.07 | 69,42ï | 2.83 | ||
| Total long-term interest-bearing loans | 755,031 | 755,031 | 4.37 | 612.05 9 | 612.05 9 | 4.55 |
C SUMMARY OF MARKET VALUE OF INTEREST-RATE DERIVATIVES
| 2011 | 2010 | ||||
|---|---|---|---|---|---|
| Asset | uability | l iability | |||
| Interest-rate swaps | 1,529 | 42,556 | 158 | 37.406 | |
| Forward interest-rate swaps | 4,470 | 8 20 | 1.095 | ||
| 1,529 | 47,03 6 | 9 7 8 | 38.50 1 |
Market value of interest-rate derivatives, compared with the nominal value ofthe loans for which the interest rate risk has been hedged.
| 2011 | 2010 | |||
|---|---|---|---|---|
| Market value | ||||
| of interest-rate | Nominal value | |||
| derivatives | of loans | |||
| Interest-rate swaps < 1 year | (2,347) | 88,580 | (1,211) | 52,500 |
| Interest-rate swaps 1-2 years | (5,418) | 103,028 | (4,369) | 88.375 |
| Interest-rate swaps 2-5 years | (24,407) | 276,000 | (25,184) | 336,870 |
| Interest-rate swaps > 5 years | (8,865) | 85,198 | (6,485) | 94,202 |
| (41,037) | 552,80 6 | (37,249) | 571.947 | |
| Forward interest rate swaps > 5 years | (4,470) | 125,000 | (274) | 112,500 |
| (45,507) | 677,80 6 | (37.523) | 684.44 7 |
For the purposes ofthe valuation method the interest rate derivatives are classed under 'level 2', which means the valuation is based on calculations by financial institutions.
Vastned Retail Nederland has an outstanding debt to the seller for the purchase price of two unlet retail units on De Promesse in Lelystad, the Netherlands. The final purchase price depends on the units being taken on by tenants and the rent agreed for the units. A bank guarantee of € 2.3 million has been provided to the seller for the portion ofthe purchase sum still owing. If the units are not let within three years after delivery, a more limited purchase sum will be paid. The retail units are to be purchased no later than in December 2012.
In 2007 a turnkey agreement was concluded for the acquisition of the'Hoogambacht' shopping centre in Hendrik-ldo-Ambacht, the Netherlands. Vastned Retail Nederland terminated this agreement in September 2011. The seller disputes the legal validity of this termination and has announced that it will recover the alleged losses it suffered as a result from Vastned Retail Nederland.
At year-end 2011, Vastned had signed contracts for the renovation ofthe property investments in pipeline located on the Istiklal Caddesi 85 and Istiklal Caddesi 161 in Istanbul, Turkey. The remaining commitment at year-end 2011 was € 3.3 million.
The subsidiary Vastned Management B.V. had a cost allocation agreement with Vastned Retail and VastNed Offices/Industrial. Costs relating directly to the Company or the investment properties of the Company or its subsidiaries were recognised directly there. Other costs that could not be allocated directly were borne by Vastned Management and were charged on to Vastned Retail and VastNed Offices/Industrial in line with the actual work done without any mark-up for profit. In 2011, it was decided to terminate the management partnership agreement. The termination went into effect on 14 October 2011 as a result ofthe implementation ofthe merger between VastNed Offices/Industrial and NSI N.V.
Vastned Management received an amount of € 2.3 million from VastNed Offices/Industrial as compensation.
In 2006 a VAT inspection was carried out at the Belgian subsidiary Intervest Retail: it concerned the deduction of VAT on the construction costs incurred in 2003 for the property Factory Shopping Messancy. As a result of this investigation, in 2007 the Belgian tax authorities imposed a retrospective assessment of € 2.1 million in total. The assessment has been paid in full. However, the disposal of Factory Shopping Messancy at the end of January 2008 led to the amount of a possible adjustment, based on the inspection ofthe books, being reduced to € 0.8 million. Intervest Retail contested the imposed assessment, but integrally lost the tax proceedings. Since a provision had already been recognised on the balance sheet in the past, the ruling did not materially affect the result.
Vastned Retail leases its property investments in the form of non-cancellable operating leases.
The future minimum income from non-cancellable operating leases is as follows:
| 399,366 | ||
|---|---|---|
| More than five years | 46,312 | 35,377 |
| One to five years | 229,731 | 223,420 |
| Within one year | 123,323 | 121.957 |
| 2011 |
In th e Netherlands , virtuall y all leases are concluded for a period of five years, th e tenan t having one or more options to extend the lease by five years. Annual rent increases are based on the cost-of-living index.
In France, leases are normally concluded fora period of nine or twelve years, the tenant having the option of renewing the lease every three years. Annual rent increases are based on the cost-ofconstruction index or on a combination ofthe cost-of-construction index, the cost-of-living index and retail prices.
In Spain, normally virtually all leases are concluded for a minimum period of five years. However, in the current uncertain economic climate leases are sometimes being concluded for a shorter period. Annual rent increases are based on the cost-of-living index.
In Belgium, leases are normally concluded for a period of nine years, with termination options after three and six years. Annual rent increases are based on the cost-of-living index.
In Turkey, leases are generally concluded for a period of five years. All leases concluded by Vastned in Turkey are denominated in euros and are increased on the basis of specific agreements.
In Portugal there are two kinds of lease legislation. Under the old legislation, leases are concluded for an indefinite period and may only be terminated by the tenant. The new legislation is comparable to that in Spain.
A long-term bond loan for a total amount of € 50.0 million was placed in January 2012. The loan was placed with the Pricoa Capital Group, an American institutional investor, in two egual segments of € 25.0 million each with terms of 7 and 8 years, respectively, and at a fixed coupon rate of 4.88% and 5.06% respectively.
In January 2012, Vastned Retail sold several property portfolios with a total of 21 retail properties in the Netherlands for an amount of approximately € 23,0 million. Approximately half of the properties was transferred to the buyers in January. The remaining portion is expected to be transferred to the buyers at the end ofthe second quarter of 2012. The annual gross rental income of this portfolio is approximately €1.8 million per year. The gross proceeds ofthe sale are slightly above book value.
The following are designated related parties: controlling shareholders, subsidiaries, supervisory board members and members ofthe Board of Management.
To the company's best knowledge, no property transactions were effected during the year under review involving persons or institutions that might be regarded as related parties.
As at year-end 2011, the AFM had received the following reports of shareholders with an interest in the Company exceeding five per cent: Commonwealth Bank of Australia 5,79% Société Federale de Participations et d'lnvestissements (SFPI) 5,26% Stichting Pensioenfonds ABP 5,15%
Please refer to '28 Subsidiaries' and the chapter 'Management and Corporate Governance' included elsewhere in this annual report for an overview ofthe major subsidiaries.
Transactions as well as internal balances and income and expenditure between the Company and its subsidiaries are eliminated in the consolidation and are not commented upon.
The subsidiary Vastned Management B.V. had a cost allocation agreement with Vastned Retail and VastNed Offices/Industrial. Costs relating directly to the Company or the investment properties of the Company or its subsidiaries were recognised directly there. Other costs that could not be allocated directly were borne by Vastned Management and were charged on to Vastned Retail and VastNed Offices/Industrial in line with the actual work done without any mark-up for profit. Due to the implementation ofthe merger between VastNed Offices/Industrial and NSI N.V. on 14 October 2011, the partnership agreement between Vastned Retail, VastNed Offices/Industrial and
Vastned Management was terminated on this date. Vastned Management received an amount of € 2.3 million from VastNed Offices/Industrial as compensation.
As ofthe merger date, Vastned Retail acquired the shares in Vastned Management not yet held by Vastned Retail. The acquisition involved an amount of € 0.4 million.
Until year-end 2011, Vastned Management leased its office at the K.P. van der Mandelelaan 43 A in Rotterdam from VastNed Offices/Industrial. Vastned Retail's share in the lease of this office until 14 October 2011. the date on which the merger between VastNed Offices/Industrial and NSI N.V. took place, was € 0.1 million (2010: € 0.2 million).
Pursuant to the partnership agreement. Vastned Management in 2011 invoiced VastNed Offices/ Industrial for an amount of € 2.9 million (2010: € 3.5 million) covering the period up to 14 October 2011. In relation to the settlement ofthe merger between VastNed Offices/Industrial and NSI N.V, Vastned Management invoiced NSI N.V. for an amount of € 0.3 million covering the period from 14 October 2011 up to and including 31 December 2011.
During the 2011 financial year none ofthe members ofthe Supervisory Board and the Board of Management ofVastned Retail had a personal interest in the investments ofthe company.
| Remuneration | Shares held at | Remunei | held at | |
|---|---|---|---|---|
| 2011 | year -end 2011 | 2(110 | nd 2010 | |
| W.J. Kolff | 30 | - | 30 | - |
| N.J. Westdijk | 27 | - | 27 | |
| J.B.J.M. Hunfeld | 25 | - | 25 | - |
| P.M. Verboom | 25 | - | 25 | - |
| 107 | 107 |
In 2011, Mr Westdijk, in addition to the abovementioned regular remuneration, received an amount of €12,000 for his work relating to the termination ofthe management partnership with VastNed Offices/Industrial.
| Salaries | Bonus for | |||||
|---|---|---|---|---|---|---|
| (including social | 2010 paid | Pension | Severance | Shares held at | ||
| security charges) | in 2011 | premiums | payment | Total | year-end 2011 | |
| T.T.J, de Groot | 318 | - | 43 | - | 361 | 19,375 |
| T.M.de Witte | 273 | 8 | 50 | - | 331 | 3,255 |
| R.A. van Gerrevink | ||||||
| (up to and including 31 December 2011) | 470 | 9 | 73 | 796 | 1,348 | 2,405 |
| 1,051 | 17 | 166 | 795 | 2,040 | 25,035 | |
| of which allocated to | ||||||
| VastNed Offices/Industrial N.V. | (458) | (13) | (71) | - | (542) | |
| 603 | 95 | 796 | 1,498 |
| Salaries | Bonus for | |||||
|---|---|---|---|---|---|---|
| (including social | 2009 paid | Pension | Severance | Shares held at | ||
| security charges) | in 2010 | premiums | payment | Total | year-end 2010 | |
| T.T.J, de Groot | ||||||
| (as of 1 September 2010) | 102 | 14 | 115 | 1.000 | ||
| T.M. de Witte | 262 | 13 | 32 | - | 307 | 1,467 |
| R.A. van Gerrevink | 470 | 25 | 62 | - | 557 | 2,405 |
| 834 | 38 | 108 | - | 980 | 4,872 | |
| of which allocated to | ||||||
| VastNed Offices/Industrial N.V. | (384) | - | (50) | - | (434) | |
| 450 | 38 | 58 | 546 |
The severance payment consists of a severance payment of € 0.7 million and the settlement ofthe pension plan in the amount of € 0.1 million. Mr Gerrevink will receive this payment in 2012.
Mr De Groot acquired 19,375 Vastned Retail shares at his own expense. Mr De Witte acquired 1,390 VastNed Retail shares at his own expense. He acquired the remaining shares in respect ofthe bonuses related to the investment results for 2006 and 2007 (definitive bonus) and 2009 (conditional bonus). In previous years, Mr Van Gerrevink acquired 271 Vastned Retail shares at his own expense. The remainder concerns shares granted in respect of the bonuses related to the investment results for 2005 and 2007 (definitive) and 2009 (conditional).
Vastned Retail has not provided any guarantees with regard to these shares.
No option rights have been granted to the statutory directors nor to the Supervisory Board members. Moreover, no loans or advances have been made to them or guarantees have been provided on their behalf.
For further details ofthe remuneration, please refer to the chapter'Remuneration Report 2011' included elsewhere in this annual report.
2010
| The most important subsidiaries are: | Interest | |
|---|---|---|
| and voting | ||
| Established in | rights in % | |
| Vastned Retail Nederland B.V. | Netherlands | 100 |
| - CV Winkelcentrum Het Rond |
Netherlands | 50 |
| - Het Rond Houten B.V. |
Netherlands | 50 |
| Vastned Retail Monumenten B.V. | Netherlands | 100 |
| Vastned Management B.V. | Netherlands | 100 |
| Vastned Retail International Holdings B.V. | Netherlands | 100 |
| - Hispania Retail Properties S.L. |
Spain | 100 |
| - Vastned Management Espana S.L. |
Spain | 100 |
| - Vastned Emlak Yatirim ve ingaat Ticaret A.§. |
Turkey | 100 |
| - Vastned Lusitania Investimentos Imobiliarios S.A. |
Portugal | 100 |
| Vastned France Holding S.A.R.L. | France | 100 |
| - S.C.I. Centre Marine Dunkerque |
France | 100 |
| - IcoproS.A.R.L. |
France | 100 |
| - Jeancy S.A.R.L. |
France | 100 |
| - Lenepveu S.A.R.L. |
France | 100 |
| - S.C.I. Limoges Corgnac |
France | 100 |
| - Palocaux S.A.R.L. |
France | 100 |
| - S.A.R.L. AB Renovation |
France | 100 |
| - Parivolis S.A.R.L. |
France | 100 |
| - Plaisimmo S.A.R.L. |
France | 100 |
| - Val Thoiry S.A.R.L. |
France | 100 |
| Immocité S.A.R.L. | France | 100 |
| Vastned Management France S.A.R.L. | France | 100 |
| Intervest Retail NV | Belgium | 72 |
| - Eurolnvest Retail Properties NV |
Belgium | 72 |
In consultation with the audit committee, the Board of Management has applied the following essential estimates and judgements that have a material effect on the amounts included in the annual accounts.
The most important pending legal proceedings are set out under '24 Rights and obligations not recorded in the balance sheet'. If the outcome of these legal proceedings should differ from what is presented there, this might have a negative impact on the investment result.
As described in '2 Significant principles for financial reporting', all investment properties in operation and under renovation are valued at least once a year by independent certified appraisers. These appraisals are based on assumptions including the estimated rental value ofthe investment properties in operation and under renovation, net rental income, future capital expenditure and the net market yield ofthe investment properties. As a result the values ofthe investment properties in operation and under renovation are subject to a certain degree of uncertainty. The actual outcome may therefore differ from the assumptions, and this can have a positive or negative effect on the value ofthe investment properties in operation and under renovation and as a consequence on the investment result.
The investment properties in pipeline are valued internally as well as externally. The appraisals are based on assumptions such as the estimated rental value ofthe investment properties in pipeline. future capital expenditure and the net market yield for the properties. Asa result the values ofthe investment properties in pipeline are subject to a certain degree of uncertainty. The actual outcome may therefore differ from the assumptions, and this can have a positive or negative effect on the value ofthe investment properties in pipeline and as a consequence on the investment result.
The Croup acquires property investments either directly or through means ofthe acquisition of subsidiaries that own property investments. In the event that the Croup acquires property investments through means ofthe acquisition of subsidiaries, the Group at the time ofthe acquisition determines whether the acquisition constitutes the acquisition of a business. The Croup recognises the acquisition as a business combination if, in addition to the property investments, the acquisition also includes other key processes. An assessment is made concerning the degree to which key processes are acquired and in particular concerning the scope ofthe ancillary services delivered by the subsidiary, such as administration, cleaning and the like. The importance of a process is assessed on the basis ofthe IAS 40 guidelines concerning ancillary services.
In the event that the acquisition is not recognised as the acquisition of a business, it is recognised as the acquisition of a group of assets and liabilities. The acquisition costs in that case are allocated to the assets and liabilities on the basis of their relative fair value. In that case no goodwill is recorded.
The Board of Management has made a number of assumptions concerning the calculation ofthe provision for pension obligations. These assumptions involve inter alia assumptions about the future return to be realised on investments and about future salary rises. If the realisation should prove to deviate materially, an actuarial result might ensue involving the risk that this actuarial result might fall outside the'corridor'and would have to be included in the investment result for 2012.
If it is possible to realise the disposal of a property through the disposal of shares in a company (subject to the usual tax rules) which has ownership ofthe investment properties in question, no income tax is payable on the disposal. The transfer ofthe deferred tax liability to the purchaser will in that case normally take place through a reduction in the sale price ofthe shares, whereby (generally) a deferred tax liability of 50% ofthe nominal tax rate is taken into account. The Board of Management ofVastned Retail is ofthe opinion that in these cases the deferred tax liabilities should be valued at 50% ofthe nominal tax rate. The Board of Management ofVastned Retail has applied this valuation method to the deferred tax assets and liabilities in respect of theTurkish and Portuguese investment properties. If these deferred tax assets and liabilities were valued at 100% ofthe nominal tax rate, the effect on equity as at 31 December 2011 would be a negative amount of € 3.0 million.
The nominal tax rate in Spain is 30%. However, if a capital gain realised from a disposal is reinvested in Spain within three years, income tax paid is refunded to the value of 12% ofthe capital gain realised from the sale. The effective tax rate then amounts to 18%. The Board of Management ofVastned Retail is ofthe opinion that this effective tax rate should be applied when determining the deferred tax liability. If these deferred tax liabilities were valued at the nominal 30% tax rate, there would be a negative effect on equity of € 18.8 million as per 31 December 2011.
The total expense ratio for 2011 was 2.28% (2010: 2.15%).
The total expense ratio is calculated by dividing the total costs for the reporting period by the average equity ofVastned Retail shareholders. The total costs include ground rents paid, net service charge expenses, operating expenses, general expenses and income tax expense. These costs are adjusted to allow for the share of these costs attributable to non-controlling interests.
The consolidated annual accounts have been drawn up by the Board of Management and authorised for publication by the Supervisory Board on 8 March 2012.
( x€ 1,000)
| 2011 | ||
|---|---|---|
| ASSETS | ||
| Investment properties in operation | 15,201 | 13,831 |
| Accrued assets in respect of lease incentives | 22 | 20 |
| Total investment properties | 15,223 | 13,851 |
| Participations in group companies | 1,321,670 | 1,224,295 |
| Financial derivatives | 1,528 | 639 |
| Total fixed ossets | 1,338,421 | 1,238,785 |
| Group companies | 91,951 | 170,705 |
| Debtors and other receivables | 345 | 425 |
| Cash and cash equivalents | 12,098 | 184 |
| Total current assets | 104,394 | 171,314 |
| Totalossets | 1,442,815 | 1.410,099 |
| EQUITY AND LIABILITIES | ||
| Paid-up and called capital | 93,106 | 92,476 |
| Share premium reserve | 470,705 | 471,370 |
| Hedging reserve in respect of financial derivatives | (39,765) | (31,649) |
| Translation reserve | (2,029) | (780) |
| Revaluation reserve | 540,091 | 494,131 |
| Other reserves | (157,812) | (149,154) |
| Investment result attributable to Vastned Retail shareholders | 96,097 | 99,176 |
| Equity Vastned Retail shareholders | 1.000,393 | 975,570 |
| Long-term interest-bearing loans | 303,848 | 238,574 |
| Financial derivatives | 13,027 | 9,551 |
| Guarantee deposits | 206 | 198 |
| Totol long-term liabilities | 317,081 | 248,423 |
| Payable to banks | 122,100 | 182,880 |
| Incometax | 3 | 77 |
| Other liabilities and accruals | 3,238 | 3,149 |
| Total short-term liabilities | 125,341 | 186.106 |
| Total equity and liabilities | 1,442,815 | 1.410.099 |
(x€ 1,000)
| Investment result | 96,097 | |
|---|---|---|
| Company result Result from participations in group companies |
906 95,191 |
|
| 2011 |
The company profit and loss account has been shown in abbreviated form pursuant to 2:402 ofthe Netherlands Civil Code.
The company annual accounts are part ofthe 2011 annual accounts, which also include the consolidated annual accounts.
The Company has availed itself of the provisions of 2:379 sub 5 ofthe Netherlands Civil Code. The list as referred to in this Article has been filed with the offices ofthe Commercial Register in Rotterdam. The Company has issued certificates of guarantee for a number of group companies in accordance with 2:403 ofthe Netherlands Civil Code.
PRINCIPLES FORTHE VALUATION OF ASSETS AND LIABILITIES AND THE DETERMINATION OF THE RESULT
The company annual accounts have been prepared in accordance with Part 9 of Book 2 of the Netherlands Civil Code.
In the preparation ofthe company annual accounts, the provisions of 2:352 sub 8 ofthe Netherlands Civil Code have been used.
The valuation principles for assets and liabilities and the method of determining the result are identical to those used in the consolidated annual accounts. Reference is therefore made to the notes to those accounts.
The participations in group companies have been stated at net asset value.
The Company heads a group tax entity for the purposes of Dutch corporate income tax and a group tax entity for the purposes of value added tax and is consequently jointly and severally liable for the tax liabilities ofthe group tax entities as a whole.
| 2011 | ||
|---|---|---|
| Balance as atl January | 13.831 | |
| Value movements | 1,370 | |
| Balance as at 31 December | 15,201 | |
| Accrued assets in respect of lease incentives | 22 | |
| Appraisal value as at 31 December | 15,223 | 13,851 |
| PARTICIPATIONS IN CROUP COMPANIES | ||
| 2011 | ||
| Balance as atl January | 1,224,295 | 1,137,262 |
| Acquisitions and capital contributions | 16,739 | - |
| Share in investment result | 95,191 | 96,298 |
| Share in other comprehensive income | (5,148) | (505) |
| Payments received | (8,989) | (8.773) |
| Disposals | (3) | - |
| Other movements | (415) | 13 |
| Balance as at 31 December | 1,321,670 | 1.224.295 |
As at 31 December 2011, Vastned Retail together with its subsidiaries held 3,675,950 Intervest Retail shares (31 December 2010: 3,675,960 shares). The net asset value per share on 31 December 2011 was € 39.43 (31 December 2010: € 35.32 per share).
The share price of Intervest Retail shares on 31 December 2011 was € 44.98 (31 December 2010: €43.00 per share).
| Hedging reserve in respect of |
Investment result attributable to |
Equity | |||||
|---|---|---|---|---|---|---|---|
| Paid-up and | Share premium | pnancial | Translation | Revaluation | Other | Vastned Retail | Vastned Retail |
| called capital | reserve | derivatives | reserve | reserve | reserves | shareholders | shareholders |
| Balance as at | |||||||
| 1 January 2010 91,326 |
472,554 | (31,083) | (103) | 481,265 | (13,443) | (61,383) | 939,133 |
| Investment result | 99,175 | 99,176 | |||||
| Value movements | |||||||
| financial derivatives | (566) | (565) | |||||
| Translation differences | |||||||
| on net investments | (677) | (577) | |||||
| Stockdividend 1,150 |
(1,150) | ||||||
| Costs of stock dividend | (34) | (34) | |||||
| Final dividend for | |||||||
| previous financial year | |||||||
| in cash | - - |
- | - | - | - | (41,117) | (41,117) |
| 2010 interim dividend | |||||||
| in cash | - - |
- | - | - | (20,345) | - | (20,345) |
| Contribution from | |||||||
| profit appropriation | - - |
- | - | - | (102,500) | 102,500 | - |
| Allocation to | |||||||
| revaluation reserve | - - |
- | - | 12,865 | (12,855) | - | - |
| Balance as at | |||||||
| 31 December 2010 92,475 |
471,370 | (31,649) | (780) | 494,131 | (149,154) | 99,175 | 975,570 |
| Investment result | - - |
- | - | - | - | 96,097 | 96,097 |
| Value movements | |||||||
| financial derivatives | - - |
(8,116) | - | - | - | - | (8,116) |
| Translation differences | |||||||
| on net investments | - - |
- | (1,249) | - | - | - | (1,249) |
| Stockdividend 530 |
(630) | - | - | - | - | - | - |
| Costs of stock dividend | - (35) |
- | - | - | - | - | (35) |
| Final dividend for | |||||||
| previous financial year | |||||||
| in cash | - - |
- | - | - | - | (41,577) | (41,577) |
| 2011 Interim dividend | |||||||
| in cash | - - |
- | - | - | (20,297) | - | (20,297) |
| Contribution from | |||||||
| profit appropriation | 57,599 | (57,599) | |||||
| Allocation to | |||||||
| revaluation reserve | 45,950 | (45,960) | |||||
| Balance os at | |||||||
| 31 December 2011 93,106 |
470,705 | (39,765) | (2,029) | 540,091 | (157,812) | 96,097 | 1,000,393 |
The authorized share capital is € 375.0 million and is divided into 75,000,000 shares at € 5 par value.
The legal reserves comprise the Hedging reserve in respect of financial derivatives, theTranslation reserve and the Revaluation reserve.
The company annual accounts have been drawn up by the Board of Management and authorised for publication by the Supervisory Board on 8 March 2012.
In accordance with the Company's articles of association, the profit is placed at the disposal ofthe General Meeting of Shareholders. The Company may only make distributions to shareholders insofar as Vastned Retail shareholders' equity exceeds the sum ofthe paid-up and called capital augmented by the reserves required to be maintained by law.
In order to retain its fiscal status as an investment institution, the Company must distribute the taxable profit, after making permitted reservations, within eight months ofthe end ofthe year under review.
The Board of Management proposes to distribute the investment result as follows (x € 1,000):
| Investment result attributable to Vastned Retail shareholders | 95,097 |
|---|---|
| To be added to the reserves | (29,133) |
| Available for dividend payment | 65,964 |
| Distributed earlier as interim dividend | (20,297) |
| Available for final dividend payment | 46,667 |
The Board of Management proposes the following final dividend per share for the 2011 financial year:
and to add the remainder ofthe distributable profit to the other reserves. Shareholders opting for distribution in shares must ensure that this is effected prior to 19 May 2012. As from this date, they can only claim the cash dividend within the parameters as laid down in the articles of association.
In order to comply with the conditions for a fiscal investment institution, a minimum of € 23.5 million in cash (approximately € 1.27 per share) must be disbursed. If the number of shareholders exercising the stock dividend option is such that this amount is not achieved, the stock dividend allocation will be adjusted on a pro-rated basis so that at least € 23.5 million in cash will be disbursed.
To the shareholders ofVastned Retail N.V
We have audited the accompanying financial statements 2011 ofVastned Retail N.V, Rotterdam. The financial statements include the consolidated financial statements and the company financial statements. The consolidated financial statements comprise the consolidated balance sheet as at 31 December 2011, the consolidated statements of comprehensive income, the consolidated movements in equity and the consolidated cashflow statement for the year then ended, and notes, comprising a summary ofthe significant accounting policies and other explanatory information. The company financial statements comprise the company balance sheet as at 31 December 2011 the company profit and loss account for the year then ended and the notes, comprising a summary of the accounting policies and other explanatory information.
Management is responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards as adopted by the European Union and with Part 9 of Book 2 of the Dutch Civil Code, and for the preparation ofthe report ofthe board of management in accordance with Part 9 of Book 2 ofthe Dutch Civil Code. Furthermore management is responsible for such internal control as it determines is necessary to enable the preparation ofthe financial statements that are free from material misstatement, whether due to fraud or error.
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. This requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation ofthe financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness ofthe entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation ofthe financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
In our opinion, the consolidated financial statements give a true and fair view ofthe financial position ofVastned Retail N.V as at 31 December 2011 and ofits result and its cashflows for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union and with Part 9 of Book 2 ofthe Dutch Civil Code.
In our opinion, the company financial statements give a true and fair view of the financial position of Vastned Retail N.V. as at 31 December 2011 and ofits result for the year then ended in accordance with Part 9 of Book 2 of the Dutch Civil Code.
Pursuant to the legal requirement under Section 2:393 sub 5 at e and f of the Dutch Civil Code, we have no deficiencies to report as a result of our examination whether the report of the board of management, to the extent we can assess, has been prepared in accordance with Part 9 of Book 2 of this Code, and whether the information as required under Section 2:392 sub 1 at b-h has been annexed. Further we report that the report ofthe board of management, to the extent we can assess, is consistent with the financial statements as required by Section 2:391 sub 4 ofthe Dutch Civil Code.
Rotterdam, 19 March 2012 Deloitte Accountants B.V.
Signed by H.H.H. Wieleman
The corporate governance policy ofVastned Retail N.V. ('Vastned, Vastned Retail or the Company') was extensively addressed during 2011, which has led to a number of important changes in that area. Good corporate governance is of major importance for assuring, for example, sustainable revenues, transparency, balanced decision-making on the part of management and clear rules on how the Company should be governed. It forms the basis of trust between the Company and its shareholders. In relation to transparency, this chapter provides information about the organisation, the legal structure ofVastned and its subsidiaries, and the management ofthe Company. Vastned's corporate governance structure is also described and the latest changes are explained.
A number of changes were made to the corporate governance structure in 2011. The partnership with VastNed Offices/Industrial was terminated. In this context, the number of statutory directors of Vastned Management B.V. ('Vastned Management') was reduced from three to two private individuals. MrTaco de Groot and MrTom de Witte, who were also appointed as statutory directors ofVastned Retail by the Extraordinary General Meeting of Shareholders.
A resolution was furthermore adopted in the same General Meeting of Shareholders to abolish the Stichting Prioriteit Vastned Retail ('Prioriteit') structure. The Prioriteit held 10 priority shares with special powers. These powers have been transferred to the Board of Management and the Supervisory Board in accordance with the proposed amendment ofthe articles of association which was adopted by the Extraordinary General Meeting of Shareholders. The Stichting Prioriteit Vastned Retail was also dissolved in this context and a resolution was adopted to withdraw the 10 priority shares.
Vastned is a public limited liability company founded under Dutch law, vested in Rotterdam and is listed on the NYSE Euronext Amsterdam. The Board of Management is in the hands of Taco de Groot, Tom de Witte and Vastned Management (the 'Board of Management'). The above referenced private individuals are also statutory directors ofVastned Management.
Vastned has the status ofan investment company with variable capital pursuant to Book 2, Article 76(a) ofthe Dutch Civil Code. An investment company with variable capital is a public limited company founded under Dutch law:
The legal structure ofVastned and its major subsidiaries is presented below:
Vastned Retail N.V is a listed company that with the exception of five French high street shops, acts as a national and international holding and finance company. Vastned Retail has the status of a fiscal investment institution in the Netherlands and is subject to the so-called SIIC regime in France.
Vastned Management B.V. is the one ofthe statutory Directors ofVastned Retail N.V. Vastned Management has two Statutory Directors, Taco de Groot and Tom de Witte. Vastned Management has a licence within the meaning of Section 55 of Chapter 2, under 1, subsection a ofthe Dutch Act on Financial Supervision. This licence authorises Vastned Management B.V to carry out the management ofVastned Retail N.V
Vastned Retail Nederland is a company holding 319 ofthe 321 properties in the Netherlands and a share in the limited partnership Winkelcentrum Het Rond. Vastned Retail Nederland B.V. also has the status of a fiscal investment institution and is part ofthe Dutch fiscal unity Vastned Retail.
Shopping centre Het Rond limited partnership holds Vastned Retail Nederland B.V.'s stake in the Het Rond shopping centre in Houten's city centre in the Netherlands. Vastned Retail Nederland B.V. is a limited partner with a 49.5% interest in the financial results of this limited partnership. Due to the transparent fiscal structure of this limited partnership, the financial results from this interest directly accrue to Vastned Retail Nederland B.V. and are thus subject to the regime ofthe fiscal investment institution.
Het Rond Houten B.V, a 50% subsidiary ofVastned Retail Nederland B.V, acts as managing partner ofthe Winkelcentrum Het Rond limited partnership. This company is entitled to 1% ofthe financial results ofthe limited partnership. Vastned Management is one ofthe two directors of Het Rond Houten B.V. and carries out the day-to-day property management. Vastned Retail consolidates this subsidiary and the limited partnership fully in its financial reporting and recognises the minority interest under shareholders' equity.
Vastned Retail Monumenten B.V. holds a single property (Rembrandtplein 7, Amsterdam), which is listed as a historic building. This company also has the status of a fiscal investment institution and is part ofthe fiscal unity Vastned Retail.
The French property investments are held directly or indirectly by Vastned Retail N.V.'s permanent French establishment. The major part of the property investments is held by a number of local subsidiaries. Vastned Retail N.V. and the French subsidiaries are, with the exception of one entity, subject to the so-called SIIC regime. Under this French tax regime, Vastned Retail and its French subsidiaries are exempt from tax on profits both on its French property investments-related operating income and on the capital gains realised in this respect.
VastNed France Holding SARL is the holding company for the French property companies and is subject to the SIIC regime.
Vastned Management France SARL is responsible for the property and asset management ofthe French property portfolio.
Palocaux SARL is the French property company that holds most ofthe French high street shops. Palocaux is subject to the SIIC regime.
Icopro SARL holds the larger French retail warehouses. Icopro SARL is subject to the SIIC regime.
Centre /Marine Dunkerque SARL, Val Thoiry SARL, Plaisimmo SARL, Limoges Corgnac SARL, jeancy SARL, Lenepveu SARL and Parivolis SARL
Centre Marine Dunkerque SARL, Val Thoiry SARL, Plaisimmo SARL, Limoges Corgnac SARL, Jeancy SARL, Lenepveu SARL and Parivolis SARL are the companies that hold Vastned's investments in Dunkirk, Thoiry, Plaisir, Limoges (Limoges Corgnac shopping centre), Nancy, Angers (Rue Lenepveu) and Paris (Rue de Rivoli) respectively. All these companies are subject to the SMC regime.
Vastned Retail International Holdings B.V. is the holding company for the Spanish, Turkish and Portuguese property investments ofVastned Retail. The properties themselves are held by local companies. The company is not a fiscal investment institution and is subject to taxation according to the usual rules in the Netherlands. Since its operations are limited to holding participations, any income will generally qualify for the participation exemption so that this company is effectively not liable for tax.
The Spanish property investments are held by Hispania Retail Properties S.L., a wholly-owned subsidiary ofVastned Retail International Holdings B.V. This company also acts as a holding company for VastNed Emlak Yatirim ve insaat Ticaret A.5.
The property and asset management ofthe Spanish and Portuguese property portfolios is carried out by Vastned Management Espaha S.L., a wholly-owned Spanish subsidiary of Hispania Retail Properties S.L. VastNed Management Espana S.L. also carries out part ofthe asset management of theTurkish property portfolio.
| Netherland s | Vastned Retail NV | ||
|---|---|---|---|
| Vastned Retail Nederland B.V, 50,0% 49.5% CVWinkelcentrum Het Rond t 0 ^ Het Rond Houten BV. |
Vastned Retail Monumente n B.V. |
Vastned Management B.V. | Vastned Retail International Holdings B.V. |
| Belgium | 72.4% Intervest Retail NV Eurolnvest Retail Properties NV |
||
| France Vastned Management France SARL |
Vastned France Holding SARL | ||
| Palocaux SCI Centre Marine Jeancy Val Thoiry Lenepveu SARL Dunkerque SARL SARL SARL |
Plaisimmo Parivolis SARL SARL |
Icopro SCI Limoges SARL Corgnac |
|
| Spain | Hispania Retail Properties SL I , Vastned Management Espana SL |
||
| Portuga l | Vastned Lusitania Investimentos Imobiliarios SA | ||
| Turkey | Vastned Emlak Yatirim ve Ingaat Ticaret A5 |
TheTurkish property investments are held and managed by Vastned Emlak Yatirim ve ingaat Ticaret A.Jj., a Turkish subsidiary of Hispania Retail Properties.
The Portuguese property investments are held by Vastned Lusitania Investimentos Imobiliarios S.A., a wholly-owned Portuguese subsidiary ofVastned Retail International Holdings B.V.
As at 31 December 2011, Vastned Retail had a 72.4% interest in the Bevak Intervest Retail NV, which is listed on NYSE Euronext Brussels. A Belgian Bevak essentially has a tax-exempt status and as such is comparable to, for example, a Dutch fiscal investment institution. Vastned Retail consolidates this subsidiary fully and recognises the minority interest under equity. Intervest Retail carries out its own asset and property management. The employees have employment contracts with Intervest Retail NV without there being a shared management company acting as intermediary. Some directors and members ofthe Board of Management of Intervest Retail NV carry out their work through the intermediary of their own company.
The Board of Management, together with the other members ofthe management team, is in charge of day-to-day management. Its responsibilities include the realisation ofthe Company's targets, the strategy and associated risk profile, developments in the results and aspects of corporate social responsibility relevant to the Company. The Board of Management carries out its tasks within a framework set together with the Supervisory Board and submits the operational and financial targets, the strategy and the boundary conditions to be observed to the Supervisory Board for approval. The Board of Management supplies all ofthe information required by the Supervisory Board for performing its tasks on time.
Vastned Retail's articles of association stipulate that the number of directors should be fixed by the Supervisory Board. The Board of Management together with the Director Investor Relations and the General Counsel make up the management team. The management team generally meets every fortnight.
The Board of Management is appointed by the General Meeting of Shareholders pursuant to a binding nomination. The General Meeting of Shareholders can always remove the binding nature of a binding nomination if a resolution to that effect is passed by an absolute majority of the votes cast representing at least one third ofthe issued capital. If not at least one third ofthe issued capital was represented at the meeting, but there was a vote with an absolute majority voting in favour ofthe resolution to remove the binding nature ofthe nomination, a new meeting is called in which the resolution can be adopted irrespective ofthe proportion of capital represented at this meeting.
The Director(s) can be suspended or dismissed at any time by a resolution adopted by the General Meeting of Shareholders by an absolute majority ofthe votes, provided that the proposal for suspension or dismissal was submitted by the Supervisory Board. If such a proposal is lacking, the General Meeting of Shareholders can only adopt such a resolution with an absolute majority ofthe votes cast representing at least one third ofthe issued capital. A Director can also be suspended by a resolution ofthe Supervisory Board.
Curricula Vitae ofthe members ofthe Board of Management and other managementteam members can be found in chapter report ofthe Board of Management on page 22.
The Directors and other members ofthe management team have reported all other positions of any significance held by them. None of them are members ofthe Supervisory Board of another listed company. Acceptance of such a position would require approval from this company's Supervisory Board.
Please refer to the separate remuneration report elsewhere in this annual report.
| T.T.J, de Groot | T.M. de Witte | |
|---|---|---|
| Number of shares as at 1 January 2011 | 1,000 | 1,457 |
| Movements | 18,375 | 1,788 |
| Numberofsharesasat3J December2011 | 19,375 | 3,255 |
in a prior year, 798 ofthe shares held by MrTom de Witte were granted conditionally. Vastned Retail has not provided any guarantees with regard to the shares held by the Board of Management. The above share ownership was reported to the Netherlands Authority for the Financial Markets at the time of acquisition (purchases and conditional awards) and can be viewed at www.afm.nl. Vastned has drawn up regulations as referred to in Section 55 of Chapter 5 ofthe Dutch Act on Financial Supervision. These regulations determine the periods during which members ofthe Supervisory Board, members ofthe Board of Management and employees ofVastned and its subsidiaries may trade in Vastned shares (the open periods). The periods preceding the publication of financial reports are closed periods, during which trading is not permitted. The full text can be inspected on www. vastned.com.
In addition to the Board of Management, which is in charge ofthe central management and coordination ofthe various country portfolios from its base in the Netherlands, there is a Dutch team of 14 property specialists headed by Ms Jacqueline van der Mispel. Its activities are carried out from the Rotterdam head office.
The French organisation, Vastned Management France SARL, which is located in Paris, is headed by Mr BenoTt Dantec. Vastned Management France SARL has 22 employees in total. They are responsible for asset and property management ofthe property portfolio, and administration. Only a limited part ofthe property management is outsourced to third parties.
The Spanish organisation, Vastned Management Espaha S.L., vested in Madrid, is headed by Mr Luis Vila Barrón. Vastned Management Espaha has 13 employees in total and carries out activities in the areas of asset and property management, and administration. The operations in Turkey and Portugal are also directed from this location. A local office has not been set up in view ofthe nature and size of the Portuguese operations.
The Belgian activities are handled by Intervest Retail N.V. in Antwerp. The day-to-day management is in the hands ofthe executive committee, consisting of MrJean-Paul Sols (CEO), Ms IngeTas (CFO) and Mr Rudi Taelemans (COO).
The Belgian team of property specialists consists of 3 employees. MrTaco de Groot and MrTom de Witte represent Vastned on the Board of Management of Intervest Retail. On 31 December 2011 this board consisted of MrTaco de Groot and MrTom de Witte, representing Vastned, Mr Hubert Roovers, a former employee ofVastned, and a number of independent members, namely: Mr Jean-Pierre Blumberg (chairman), Mr Nick van Ommen and Mr Chris Peeters.
Asset management in Turkey is carried out by Mr Bora Karli with the assistance of 2 employees at the local office in Istanbul. The Spanish country manager, Mr Luis Vila Barrón, is closely involved in the Turkish operations. Mr Luis Vila Barrón and the members ofthe Board of Management ofVastned Retail make up the Board of Management of theTurkish legal entity together with Mr Bora Karli.
Vastned Retail has a Supervisory Board in addition to its Board of Management. The members ofthe Supervisory Board are appointed by the General Meeting of Shareholders. If one or more members of the Supervisory Board are to be appointed, the Supervisory Board will make a binding nomination. The General Meeting of Shareholders can always remove the binding nature of a binding nomination if a resolution to that effect is passed by an absolute majority ofthe votes cast representing at least one third ofthe issued capital. If not at least one third ofthe issued capital was represented at the meeting, but there was a vote with an absolute majority voting in favour of the resolution to remove the binding nature ofthe nomination, a new meeting is called in which the resolution can be adopted irrespective ofthe proportion of capital represented at this meeting.
Supervisory Board members step down at the latest in the fourth financial year following the financial year in which they were appointed. A Supervisory Board member who is stepping down can be reappointe d forthwith , wit h th e proviso tha t member s can onl y serve on th e Supervisory Board for a maximum of three four-year terms.
A Supervisory Board member can be suspended or dismissed at any time by a resolution adopted by the General Meeting of Shareholders by an absolute majority ofthe votes, provided that the proposal for suspension or dismissal was made by the Supervisory Board. If such a proposal is lacking, the General Meeting of Shareholders can only adopt such a resolution with an absolute majority ofthe votes cast representing at least one third ofthe issued capital.
Curricula vitae ofthe members ofthe Supervisory Board can be found under chapter report ofthe supervisory board
Mr Pieter M. Verboom, 2012 (end of second term; eligible for re-election) Mr N.J. (Klaas) Westdijk, 2012 (end of last term; not eligible for re-election) Mr WouterJ. Kolff, 2014 (end of second term; eligible for re-election) Mr Jeroen B.J.M. Hunfeld, 2015 (end of second term; eligible for re-election)
The Supervisory Board supervises the day-to-day policy ofthe Board of Management and assists the Board of Management with advice. In carrying out its tasks, the Supervisory Board considers the interests ofVastned Retail and its associated companies, in doing so weighing up the relevant interests of all Vastned Retail stakeholders (including the shareholders). The Supervisory Board is itself responsible for the quality ofit s performance. Vastned Retail provides the Supervisory Board with the necessary resources for the execution of its tasks. Members ofthe Supervisory Board will resign before the end of their term if they show inadequate performance or in the event of structural incompatibility of interests or similar problems. The tasks and areas of focus ofthe Supervisory Board include:
Each year after the close ofthe financial year, the Supervisory Board will draw up and publish a report ofthe performance and activities ofthe Supervisory Board and its committees during the financial year in question. Fora full list of the Supervisory Board's tasks, please seethe regulations drawn up by the Supervisory Board. They can be found on the website www.vastned.com.
The chairman ofthe Supervisory Board has a coordinating task. The chairman ensures compliance with the requirements ofthe best practice provisions detailed in 111.4.1 ofthe Code. He is assisted in this by the General Counsel (Company Secretary). The chairman is neither a former member ofthe Board of Management nor an employee ofVastned Retail or any of its subsidiaries.
The profile ofthe Supervisory Board is included in the regulations ofthe Supervisory Board and may be inspected on www.vastned.com.
The audit committee is charged with supervising the financial affairs ofVastned Retail in the broadest sense ofthe word. Please refer to the regulations ofthe Audit Committee for an extensive overview of its tasks. These can be viewed at www.vastned.com.
Four times a year, the audit committee draws up a report of its deliberations and findings. The committee reports on the developments in the relationship with the external auditor at least once a year.
A thorough assessment is carried out ofthe external auditor's performance once every four years. The external auditor is sent the financial information on which the quarterly, mid-year and annual figures are based and given the opportunity to make comments. The audit committee is the first point of contact for the external auditor if any irregularities are encountered. The committee decides whether members ofthe Board of Management or the external auditor are to attend its meetings. The committee meets at least once a year with the external auditor in the absence ofthe members of the Board of Management.
The audit committee consists of two independent members, Mr Pieter Verboom and Mrjeroen Hunfeld. Mr Pieter Verboom is the chairman and financial expert.
The remuneration committee is charged with advising the Supervisory Board on the remuneration policy in the broadest sense ofthe word. Please refer to the regulations ofthe Remuneration Committee for an extensive overview of its tasks. These can be viewed at www.vastned.com. They include submitting a proposal to the Supervisory Board regarding the remuneration policy to be pursued for the members ofthe Board of Management, for adoption by the General Meeting of Shareholders.
In addition, the remuneration committee draws up the remuneration report for adoption by the Supervisory Board. The Supervisory Board's remuneration report is included in this annual report and placed on the Company's website. It contains the information stipulated in the Dutch Corporate Governance Code (the Code).
The remuneration committee comprises Mr Wouter Kolff and Mr Klaas Westdijk. Mr Klaas Westdijk is the chairman ofthe remuneration committee.
The tasks ofthe nomination committee include drawing up selection and appointment criteria, periodically assessing the size and composition ofthe Supervisory Board and the Board of Management, as well as evaluating the performance ofthe members ofthe Supervisory Board and the Board of Management, supervising the Board of Management in the matter of senior management appointments and taking concrete decisions with regard to selection and appointments. Please refer to the regulations ofthe Nomination Committee for an extensive overview of its tasks. These can be viewed at www.vostned.com.
The remuneration committee comprises Mr Wouter Kolff and Mr Klaas Westdijk. Mr Klaas Kolff is the chairman ofthe nomination committee.
All members ofthe Supervisory Board receive reports ofthe meetings ofthe three committees.
The members ofthe Supervisory Board receive a payment of € 21,000 per annum. The chairman receives an annual payment of € 27,000 and the vice-chairman receives € 24,000. The members ofthe audit committee receive an additional €4,000 per annum. The members ofthe remuneration committee receive an additional € 3,000 per annum. Apart from the aforementioned payments, the members do not receive any further compensation other than reimbursements of actually incurred expenses.
Members ofthe Supervisory Board shall only hold shares in Vastned Retail as a long-term investment and shall purchase these shares at their own cost. When purchasing and selling shares, they act in accordance with the regulations adopted by the Company as referred to in Section 65 of Chapter 5 of the Dutch Act on Finnaciel Supervision. Transactions are also reported to the Dutch Authority for the Financial Markets (www.afm.nl) in accordance with the relevant rules.
As at 31 December 2011, none ofthe members ofthe Supervisory Board held any shares in Vastned Retail.
Vastned Retail acknowledges the importance of proper corporate governance as the basis of trust between the Company and its shareholders. With a view to the transparency that is an essential part of corporate governance, Vastned Retail is continuing its practice of reporting extensively in this annual report on how its corporate governance operates and the extent to which the company complies with the Code.
Vastned Retail subscribes to the Code and its principles and as at 31 December 2011 complied with virtually all the best practice provisions ofthe Code. A deviation existing as at 31 December 2011 pertains to the term of appointment of MrTom de Witte. The Board of Management and the Supervisory Board have decided to eliminate this deviation. Furthermore, in determining the terms of Mr De Witte's potential severance payment in the event of involuntary dismissal, the years of service preceding employment with Vastned will be taken into account. It is expected that such payment will exceed the limits set by the Code.
The company has made the corporate governance documents, such as the articles of association, the regulations ofthe Supervisory Board and the registration document as required by the Act on Financial Supervision, available on its website www.vastned.com.
None ofthe members ofthe Supervisory Board is or has been a member ofthe Management Board or an employee ofVastned Retail or of any company associated with it. Neither have any ofthe said members received any remuneration other than for membership ofthe Supervisory Board, nor have they had significant business relations with Vastned Retail or any associated company during the year prior to their appointment.
None ofthe members ofthe Board of Management is a shareholder, member ofthe Board of Management or Supervisory Board member of any company that holds 10% or more ofthe shares in Vastned Retail. This is also the case for the immediate family ofthe members in question.
Vastned Retail has not entered into any transactions with any ofthe members ofthe Board of Management other than those arising from their employment contracts.
None ofthe members of the Board of Management is in competition with Vastned Retail in anyway. No payments have been made by Vastned Retail to the members ofthe Board of Management or members of their families, no member of the Board of Management has granted any third parties an unjustified advantage or arranged for himself or his family to gain from commercial opportunities provided by Vastned Retail. In view ofthe corporate governance pursued by Vastned Retail, the members ofthe Board of Management declare that they will comply with the Code in all ofthe above-mentioned cases. In the event of a conflict of interests, the member ofthe Board of Management involved will report that conflict of interests to the chairman ofthe Supervisory Board. The member in question will not participate in any discussions and decision-making where he has a conflict of interests. In addition, the usual industry conditions will apply to transactions where there is a conflict of interests.
Vastned Retail has not made loans to any member of its Board of Management, nor have any members ofthe Board of Management made loans to Vastned Retail.
None ofthe members ofthe Supervisory Board ofVastned Retail is also a member of a company associated with Vastned Retail or with which Vastned Retail maintains an important business relationship. This system means the members ofthe Supervisory Board have a considerable degree of independence. The Supervisory Board has four members.
Members of the Supervisory Board report any material conflicts of interests to the chairman ofthe Supervisory Board. In line with the corporate governance pursued by Vastned Retail, the members of the Supervisory Board declare that they will comply with the Code in such cases. Any member with a conflict of interest will refrain from participating in discussions and decision making regarding that matter. In addition, the usual industry conditions will apply to transactions where there is a conflict of interests. Decisions t o enter int o transaction s wit h controllin g shareholders, defined here as shareholders holding more than 10% ofthe share capital in issue, must be approved by the Supervisory Board and are subject to the usual industry conditions. At present, Vastned Retail does not have a delegated Supervisory Board member. The Supervisory Board will act in accordance with the best practice provisions 111.6.6 and 111.6.7 where applicable.
Vastned Retail has not made loans to any member of the Supervisory Board, nor has any member of the Supervisory Board made loans to Vastned Retail.
The regular General Meeting of Shareholders should be held within six months ofthe close ofthe financial year. The General Meeting of Shareholders is called in the manner laid down in the legislation and regulations applicable to Vastned Retail. One or more shareholders that together represent at least 10% ofthe share capital in issue can ask the Board of Management to call a General Meeting of Shareholders. One or more shareholders that together represent at leastl% ofthe share capital in issue, or alternatively hold shares worth at least € 50 million, can ask for items to be placed on the agenda ofthe General Meeting of Shareholders, provided they do so at least 50 days before the meeting. Vastned Retail reserves the right to avail itself of the response time as defined in best practice provision 11.1.9. ofthe Code.
Vastned Retail announces the meeting in line with the stipulations in the applicable legislation and regulations. The agenda and shareholders' circular can be obtained at the offices ofVastned Retail in Rotterdam, and via www.vastned.com. These publications include among other things the registration date for exercising voting rights attached to shares. The minutes ofthe General Meeting of Shareholders will be made available after the meeting in accordance with best practice provision IV.3.8.
The Board of Management and the Supervisory Board supply the General Meeting of Shareholders with all information required unless there is a substantial interest in not doing so.
Generally, the following subjects are discussed at the General Meeting of Shareholders (without being subjected to approval): the minutes ofthe most recent General Meeting of Shareholders, the report by the Board of Management on the most recent financial year with an explanation ofthe strategy and the state of affairs, the dividend policy and policy on reserves, corporate governance and the remuneration report. The General Meeting of Shareholders is asked to vote on the following subjects: the adoption ofthe financial statements for the most recent financial year, the determination ofthe dividend/final dividend for the most recent financial year, major changes to the strategy and material changes to the corporate governance structure, discharging the members ofthe Board of Management for their management during the most recent financial year, discharging the Supervisory Board members for their supervision ofthe management by the Board of Management during the most recent financial year and the appointment or reappointment of members ofthe Company's Supervisory Board or Board of Management.
There are no shares with special controlling rights. Every share gives the right to one vote in the General Meeting of Shareholders. No vote can be cast for shares held by Vastned Retail itself or by or on behalf of a subsidiary unless those shares are encumbered by usufruct or pledge.
The requirement for most resolutions by the General Meeting of Shareholders is an absolute majority (half of the votes cast plusl). Pursuant to the articles of association, the following resolutions can only be adopted with a qualified majority:
A resolution to suspend or dismiss a member ofthe Board of Management or ofthe Supervisory Board, not proposed by the Supervisory Board, can only be adopted by an absolute majority ofthe votes cast representing at least one third ofthe issued capital. If not at least one third ofthe issued capital was represented at the meeting, but there was a vote with an absolute majority voting in favour of the resolution to suspend or dismiss a member, a new meeting is called in which the resolution can be adopted by an absolute majority ofthe votes cast irrespective ofthe proportion of capital represented at this meeting.
Resolutions, not proposed by the Board of Management with the approval ofthe Supervisory Board, to (i) amend the provisions ofthe articles of association, (ii) dissolve the Company or (iii) liquidate the undertaking ofthe Company, or (iv) file a petition for bankruptcy or suspension of payments, can only be adopted by a majority of more than two thirds of the votes cast in a meeting in which more than a three fourth proportion ofthe issued capital is present or represented.
Vastned's authorised share capital amounts to € 375,000,000. It is made up of 75,000,000 shares, each with a nominal value of€ 5. As at 31 December 2011, a total of 18,521,185 shares were in issue.
Vastned is a public limited liability company with the status ofan investment company with variable capital pursuant to Book 2, Article 75(a) ofthe Dutch Civil Code. The decision to issue shares is taken by the Board of Management, taking into account the limits and conditions set by the Supervisory Board. The Board of Management can also acquire shares in its own capital at times and under conditions to be determined by the Board of Management, taking into account the limits and conditions set by the Supervisory Board, provided that the Company's capital minus the shares it holds itself amounts to at least 10% ofthe authorised capital.
Financial reports are drawn up in accordance with internal procedures. The Board of Management together with the Supervisory Board is responsible for ensuring that the financial reports are accurate, complete and produced on time. The external auditor is also involved in the content and publication ofthe semi-annual figures, the financial statements and the associated press releases. The extemal auditor attends the General Meeting of Shareholders and may be asked to comment on his opinion concerning the fairness ofthe financial statements. The external auditor attends at the very least the meetings ofthe Supervisory Board and/or the audit committee in which the financial statements are discussed.
Vastned has drawn up a code of conduct that applies to all employees, including the Board of Management. A whistleblower's code also applies that allows employees and members ofthe Board of Management to report abuses within the company without endangering their own employment relationship. The texts of these codes have been published on www.vostned.com.
Under Article 10 ofthe EU Takeover Directive, Vastned should, among other things, include information in its annual report concerning the following: the capital structure, significant participations in Vastned where there is a disclosure obligation under Chapter 5.3 ofthe Act on Financial Supervision, limitations to voting rights and the issue of depositary receipts for shares with the concurrence of the Company, stipulations in the articles of association regarding the appointment and dismissal of members of VastNed's Board of Management and Supervisory Board, the Board of Management's powers (in particular regarding the issue of shares), any significant agreements in which Vastned is a party and which take effect, are altered or terminated under the condition of a change of control following a public bid. Such information is included in this section and elsewhere in this annual report, insofar as applicable.
The remuneration policy for the Vastned Board of Management was adopted by the Extraordinary General Meeting of Shareholders held on 25 November 2011. The adoption took place in light ofthe changed circumstances and the introduction ofthe sharpened strategy.
The principles and best practice provisions in respect ofthe level, composition, adoption and publication ofthe remuneration of Directors are set down in Section 11.2 ofthe Code. Vastned subscribes to the principles and best practice provisions ofthe Code. The employment contract concluded with Mr De Groot fully complies with the provisions ofthe Code. The employment contract concluded with Mr De Witte dates from before the introduction ofthe Code. It was concluded for an indeterminate period of time and contains a severance payment scheme with a minimum payment in the event of termination by Vastned that could exceed the compensation of one year's salary, the maximum specified in the Code. Vastned respects this already existing contractual arrangement with Mr De Witte.
The remuneration policy is based on the following assumptions:
Based on these principles, the following criteria have been formulated for the various elements ofthe remuneration policy for the next few years:
Each year at the end of the financial year, following the determination ofthe fixed annual salaries of the members ofthe Board of Management for the coming financial year by the Supervisory Board, the maximum realisable bonus for each member of the Board of Management for that year is calculated as the average ofthe established annual salaries. Of this amount, 40% is designated as Short Term Incentive ('STI') and 50% as Long Term Incentive ('LTl').
Four performance criteria will be established for the STI each year. A score range is linked to each criterion in such a way that in the event of'at target' performance for each of the four criteria, a bonus of 32% ofthe maximum established bonus amount is paid. The maximum STI of 40% can only be realised if top scores are achieved for all performance criteria. No STI will be paid if none ofthe defined minimum performance criteria are realised. At least three ofthe four performance criteria to be defined concern objective measurable, challenging targets of which two are common to all members ofthe Board of Management and one is specific to each member ofthe Board of Management individually. The fourth performance criterion may contain qualitative elements, including an evaluation by the Supervisory Board ofthe performance of the members ofthe Board of Management. The degree to which the STI is realised is determined following the completion ofthe relevant financial year and the bonus determined accordingly is paid in cash following the adoption ofthe annual account for the relevant financial year by the Annual General Meeting of Shareholders. Members ofthe Board of Management can use their STI payment for the purchase ofVastned shares as long and insofar as the Vastned shares held by them that are purchased at their own expense are valued at less than 50% of their gross annual salary.
The maximum LTl is determined at the beginning of every financial year; for the first time in 2012. (Example: suppose the average salary ofthe members ofthe Board of Management for the 2012 financial year is € 337,500. The maximum LTl for that year in that case then is 50% x € 337,500 = € 202,500, payable in shares in three years time). The amount to be awarded, is conditional and becomes fully or partially definitive three years after award (for the first time in 2015), depending on the results ofthe performance criteria listed below. The nominal LTl amount established in this way will be paid in shares at the Initial Share Price established for a Vastned share for that year as defined below (hereinafter: Initial Share Price). The shares paid this way are immediately entitled to dividend.
50% ofthe LTl is linked to the total result over periods of three years each. The total result consists of value movements in share price and assumes that the interim dividends paid are reinvested ('Total Shareholder Return or TSR'). The total result is compared with that ofan international peer group and works as follows.
At the beginning of each financial year, the Initial Share Price of a Vastned share and that of a peer group of 9 listed retail property funds are determined by taking the average ofthe first 10 closing share prices for the year for each fund. The peer group comprises Corio, Citycon, Eurocommercial Properties, Deutsche EuroShop, Klépierre, Mercialys, NSI, Unibail-Rodamco and Wereldhave. After three years, for the first time in 2015, the peer group is ranked in terms of the TSR for the previous three years. The conditionally awarded maximum LTl becomes definitive in accordance with the following scheme:
| Ranking | LTI(in%) |
|---|---|
| Vastned in lst-2nd position | 50% |
| Vastned in 3rd-4th position | 35% |
| Vastned in 5th-5th position | 20% |
| Vastned in 7th-10th position | 0% |
The other 50% ofthe LTl is linked to the three-year yield realised by Vastned in terms ofthe average Initial Share Price and the Net Asset Value per share ('NAV). The NAV is adjusted for the acquisition costs incurred in the relevant period for property investments in the context ofthe renewed strategy. Each year, the initial value is determined by taking the average of the Vastned Initial Share Price as defined above (average ofthe first ten closing share prices) and the NAVas at the end ofthe previous financial year adjusted for the acquisition costs incurred in the previous three financial years. After three years the yield realised on the initial value established in this way is calculated by dividing the movement in value, increased by the interim dividends paid, by the initial value. (Example1 ): the average ofthe first 10 closing share prices in 2012 is € 32.67 and suppose that the NAV at year-end 2011 is € 53.72. The initial value for calculating the LTl is then set at the average, i.e. €43.20. Next, suppose that the initial value calculated in the same way for 2015 is €46.00 and that interim dividends in the amount of € 10 were paid. The three-year yield in that case is ((€ 45.00 - € 43.20 + € 10.00)) / € 43.20 = 29.6%). The conditionally awarded maximum LTl becomes definitive in accordance with the following scheme:
| Three-year yield less than 25%: | 0% LTl |
|---|---|
| Three-year yield between 25% and 35%: | Pro-rated LTl; 5% per % yield |
| Three-year yield 35% or more: | 50% LTl |
If the initial value for the three-year period calculated above rises, then the above-referenced LTl award limits will be adjusted in accordance with the scheme below.
| Percentage Granted |
<45 | 45-50 | 50-55 | 55-60 | >60 | |
|---|---|---|---|---|---|---|
| 0% | 25.0% | 23.8% | 22.6% | 21.4% | 20.4% | |
| The Initial Share Price | S% | 26.0% | 24.7% | 23.5% | 22.3% | 21.2% |
| area contains lower | 10% | 27.0% | 25.7% | 24.4% | 23.1% | 22.0% |
| limits of 3-year yield | 15% | 28.0% | 26.6% | 25.3% | 24.0% | 22.8% |
| graduated scales | 20% | 29.0% | 27.6% | 25.2% | 24.9% | 23.6% |
| 25% | 30.0% | 28.5% | 27.1% | 25.7% | 24.4% | |
| 30% | 31.0% | 29.5% | 28.0% | 26.6% | 25.2% | |
| 35% | 32.0% | 30.4% | 28.9% | 27.4% | 26.1% | |
| 40% | 3 3.0% | 31.4% | 29.8% | 28.3% | 26.9% | |
| 45% | 34.0% | 32.3% | 30.7% | 29.2% | 27.7% | |
| 50% | 3 5.0% | 33.3% | 31.6% | 30.0% | 28.5% |
A maximum of 50% ofthe LTI-based shares paid in any financial year may be sold immediately to pay wage and income taxes due. The other paid shares must be held fora period of at least two years or until the end ofthe employment ofthe Director in question, if earlier.
Conditionally awarded amounts under the LTl plan in principle become unconditional and paid in shares if a public bid, supported by Vastned, on the Vastned shares has become irrevocable. However, before the awarded amounts under the LTl plan become unconditional in the event of a public bid, the Supervisory Board, on the basis of good corporate governance and applicable laws, will check whether making the awarded amounts unconditional would lead to disproportionate or unreasonable results, in which case the Supervisory Board may adjust the remuneration.
In the event ofthe interim termination ofthe employment contract of a Director, the Supervisory Board, with due consideration to the way in which and the circumstances under which the termination occurred, will decide whether, and if so, to what extent, the LTl conditionally awarded to the Director in question will be withdrawn.
1 The amounts used are partially fictitious and are in no way predictive.
The applicable pension schemes are exempt from premiums. Mr De Witte's pension plan is based on the career-average system and Mr De Groot's pension plan is a defined contribution plan. The expected retirement age for Mr De Witte and Mr De Groot is 65.
All members ofthe Board of Management benefit from the customary arrangements for company cars and reimbursement of business expenses.
The employment contract concluded with Mr De Groot has a term of four years. If the employment contract is terminated as a result of a merger or take-over on the initiative ofVastned Management B.V, compensation with a maximum of 12 months salary is paid. The employment contract concluded with Mr De Groot complies with the Code.
The term of Mr De Witte's employment contract is indeterminate. In the event of voluntary dismissal by the General Meeting of Shareholders ofVastned Management, Mr De Witte is entitled to compensation to be determined in line with the method used in the Dutch sub-district court formula, taking into account 12 years of service at the time of appointment. This arrangement was negotiated when the employment contract was concluded. If the employment contract is terminated as a result of a merger or take-over on the initiative ofVastned Management, compensation of at least 15 months salary is paid.
The following terms of notice apply to the members of the Board of Management:
| Employer | Employee | |
|---|---|---|
| MrT.T.J. De Groot | 5 months | 3 months |
| MrT.M. de Witte | 6 months | 3 months |
Based on the remuneration policy described above, the Supervisory Board has decided to establish the salaries ofthe Board of Management for the 2012 financial year as follows:
| MrT.T.J. De Groot: | € 375,000 (2011: € 310,000) |
|---|---|
| MrT.M.de Witte: | € 300,000 (2011: € 255,000) |
The maximum bonus that can be achieved over the 2012 financial year by each member of the Board of Management is € 337,500, with a maximum STI of € 135,000 and a maximum LTl of € 202,500.
The following explains the bonus awarded over2011 on the basis ofthe previous remuneration policy in effect up to and including 25 November 2011.
The direct investment result-related bonus over 2011 will not be granted since the direct investment result per share in 2011 (adjusted for the average weighted inflation rate) is lower than it was over the 2010 financial year.
In 2010, on account of the direct investment result-related bonus over 2009,1,596 and 798 shares were conditionally granted to Messrs Van Gerrevink and De Witte respectively. The shares granted were to become unconditional if the direct investment result per share over the 2011 financial year were to be at least € 4.03. Since this condition has not been met, the conditional award of these shares will be dropped.
The personal bonus related to the proper termination ofthe partnership between Vastned Retail and VastNed Offices/Industrial, attracting alternative financing and successfully establishing a new Vastned organisation has been fully earned for the former VastNed Offices/Industrial, as well as for Vastned Retail, resulting in the following payments:
The risk management and control system at Vastned Retail is based on the COSO (Committee of Sponsoring Organizations ofthe Treadway Commission) Risk Management framework. It aims to guarantee with a reasonable degree of certainty that the risks the company is exposed to have been adequately identified and are being managed within a limited risk profile. The following summary sets out the key categories of risks that pertain to Vastned Retail. The potential impact of each ofthe risk categories is indicated, along with the way in which Vastned Retail tries to manage the risk.
| DESCRIPTION | POTENTIAL IMPACT | CONTROL MEASURES |
|---|---|---|
| OF RISK CATEGORY |
Impact of external factors asa consequence of investment and financial policy choices.
A strategic choice has been made to:
The impact of incorrect, incomplete or late provision of information on decisionmaking (internal or by external parties, including shareholders, banks and regulators).
A sound system of internal control measures and administrative and organisational measures has been implemented and laid down in various places such as the Administrative Organisation manual, the code of conduct, the whistle-blower code and the rules of procedure ofthe Board of Management. They provide important checks and balances with regard to financial reports, for example:
Risks arising from daily transactions and (external) events.
Investment and divestment risks Investment or disposal analysis performed incorrectly.
Careful acquisition and selling procedures, consisting of;
Leasing ond debtor risks The risk that a property cannot be let at the anticipated rent (resulting in a vacant property) or the rent cannot be collected, due to its nature and location and/or the quality ofthe tenant.
Internal procedures aimed at:
Cost control risks
The risk of unexpected increases in operating expenses and general expenses, and of having to make unanticipated further investments.
Pipeline risks
Risks associated with acquired property investments in pipeline.
Lower direct and indirect investment results.
Budgeting procedures and maintenance forecasts:
Legol and tax risks Risks associated with amendments to tax law and corporate law, and risks arising from the incorrect assessment of contractual stipulations or tax exposure.
Legal and tax claims resulting in fines, loss of income or additional costs;
Internal procedures, comprising:
ICT-related risks Risks associated with malfunctions or security issues related toth e internal ICT infrastructure.
Internal procedures aimed at;
The ICT network between the different countries is centralised in Rotterdam, with the individual countries connected to the company Wide Area Network over fixed lines leased from professional network providers.
The financing/refinancing risk The financing/refinancing risk that insufficient equity and (long-term) loan capital can be raised, or only on unfavourable terms, or of agreed bank covenants not being met.
Liquidity risk
The risk that insufficient resources will be available for day-to-day payment obligations.
| DESCRIPTION OF RISK CATEGORY |
POTENTIAL IMPACT | CONTROL MEASURES |
|---|---|---|
| Interest rate risk Risks resulting from interest rate fluctuations. |
- Rising financing costs: and - Lower direct investment results. |
In principle, no more than one third ofthe loan portfolio has variable interest rates: Rate fixing by taking out interest rate derivatives contracts with national and international banks: Efforts are made to obtain an even spread of interest rate review dates; Efforts are made to achieve a typical interest rate term of at least 3.0 years for the long-term loan portfolio. At year-end 2011, this term was 4.3 years; |
| Internal monitoring of interest rate risks based on regular internal financial reports: and Regular board meetings on the subject, discussion of these reports with the audit committee and the Supervisory Board. |
||
| Currency risk | ||
| Risks resulting from exchange-rate fluctuations. |
Falling income; and Lower direct and indirect investment results. |
Investing primarily in the euro zone; No more than 10% ofthe total invested capital is invested in Turkey. At year-end 2011, this value was 4.9% (€103.7 million): and |
| Concluding lease contracts in euros or sometimes in US dollars and financing part or all ofthe investment properties in the same currency. |
||
| Compliance risks | ||
| Risks associated with non | Reputation damage; | Internal procedures and training aimed at keeping |
| compliance or inadequate | claims and legal | knowledge of legislation and regulations up to date: |
| compliance with legislation and regulations, or risks |
procedures: and Lower direct investment |
Internal code of conduct and whistle-blower code; Compliance with the code of conduct is discussed with |
| associated with not acting | results. | employees at least once a year; |
| with integrity. | Procedures aimed at hiring staff who will act with |
Representation at least once a year. As indicated above, Vastned Retail devotes a great deal of attention to risk management. Only a
integrity (including references, etc): and
Having the country managers sign an internal Letter of
relatively small number of people work at Vastned Retail who, moreover, are spread across the various country organisations. Activities in the areas of financing, cash management, tax, legal affairs, ICT, research, budgeting and budgetary control are carried out at group level in Rotterdam, which also benefits the local country organisations. Vastned Retail does not have a separate internal audit department. In view ofthe limited complexity ofthe day-to-day transactions and the short internal communication lines, the absence of a separate internal audit department is deemed to be acceptable from the perspective of risk management.
| c o c 3 O |
3- Q. O ^ 4 — O CU |
c o ZJ O i _ ^ |
tz o u c o O nj cT o i _ ra c 2 |
u m CL O O c^ Ol ^^ F 4-1 cr 3 |
c ra O ^3 E 3 z |
c 01 £ 4-» ra CL ra o JZi E 3 2 |
CT C ra Q . O t/t JD F t-l ro 3 Q. |
o ro o o 4-> C Ol w ro X OJ E o 0 u <u JZ 1- c</u |
|---|---|---|---|---|---|---|---|---|
| THE NETHERLANDS | ||||||||
| Alkmaar | ||||||||
| Laat 155-157 | High street shop | 1990 | 1906 | 345 | ] | 94 | ||
| Payglop 5 | High street shop | 1988 | 1900 | 45 | ] L |
22 | ||
| Payglop 14 | High street shop | 1994 | 1930 | 143 | ] L |
43 | ||
| Almelo | ||||||||
| Grotestraat 32/Hof van Gülick 10 | High street shop | 1993 | 1920 | 210 | ] L |
1 | 45 | |
| Grotestraat 35a-37 | High street shop | 1994 | 1900 | 150 | ] L |
1 | 52 | |
| Crotestraat 36 | High street shop | 1996 | 1920 | 430 | ] L |
83 | ||
| Grotestraat 83-85 | High street shop | 1994 | 1850 | 255 | ] L |
131 | ||
| Grotestraat 97a/Koornmarkt 3-5 and 9-11 / | ||||||||
| Werfstraat 1 | High street shop | 1993 | 1920 | 1.132 | > ! |
- | 202 | |
| Amersfoort | ||||||||
| Langestraat 8 | High street shop | 1990 | 1900 | 409 | : | _ | 100 | |
| Utrechtsestraat 13/Hellestraat 3 | High street shop | 2008 | 1900 | 97 | ] L |
1 | 71 | |
| Amsterdam | ||||||||
| Shopping centre Boven 't IJ') | Shopping centre 90/93/07 | 58/72 | 9,988 | 1 | - | 1,23 5 | ||
| Ferdinand Bolstraat 65 | High street shop | 1989 | 1883 | 113 | : L |
3 | 59 | |
| Ferdinand Bolstraat 79 | High street shop | 1987 | 1905 | 85 | : L |
3 | 57 | |
| Ferdinand Bolstraat 81 | High street shop | 1989 | 1884 | 82 | : L |
3 | 51 | |
| Ferdinand Bolstraat 88 | High street shop | 1987 | 1883 | 85 | : L |
3 | 55 | |
| Ferdinand Bolstraat 92/C. Flinckstraat 118 | High street shop | 1987 | 1882 | 8 i | : L |
5 | 70 | |
| Ferdinand Bolstraat 95-97/ | ||||||||
| e Jan v.d. Heydenstraat 88a-90 l |
High street shop | 1987 | 1892 | 194 | ; L |
9 | 119 | |
| Ferdinand Bolstraat 101 | High street shop | 1989 | 1892 | i i 8 | : L |
3 | 46 | |
| Ferdinand Bolstraat 109 | High street shop | 1989 | 1882 | 75 | : L |
3 | 54 | |
| Ferdinand Bolstraat 120/ | ||||||||
| e l J an v.d. Heydenstraat 88 |
High street shop | 1993 | 1893 | 130 | : L |
6 | 59 | |
| Ferdinand Bolstraat 122 | High street shop | 1987 | 1893 | 95 | ; L |
3 | 52 | |
| Ferdinand Bolstraat 124 | High street shop | 1987 | 1893 | 75 | : L |
3 | 58 | |
| Ferdinand Bolstraat 125 | High street shop | 1989 | 1893 | 80 | : L |
3 | 54 | |
| Heiligeweg 47 | High street shop | 1989 | 1899 | 50 | : L |
97 | ||
| Kalverstraat 9 | High street shop | 1990 | 1900 | 253 | : L |
117 | ||
| Kalverstraat 162-164 | High street shop | 1988 | 1800 | 328 | : L |
300 | ||
| Kalverstraat 182 | High street shop | 1987 | 1900 | 95 | : L |
200 | ||
| Kalverstraat 208 | High street shop | 1991 | 1850 | 150 | ; I |
117 | ||
| Kinkerstraat 115') | High street shop | 1994 | 1988 | 97 | : I |
36 | ||
| Leidsestraat 5 | High street shop | 1990 | 1905 | 380 | : L |
127 | ||
| Leidsestraat 54-65/Kerkstraat 44 | High street shop | 1986 | 1912 | 790 | S | 228 | ||
| Paleisstraat 21 | High street shop | 1990 | 1876 | 310 | : L |
51 | ||
| Reguliersbreestraat 9/Amstel 8 | High street shop | 1987 | 1905 | 277 | 2 | 3 | 119 | |
| Rembrandtplein 71 ) |
High street shop | 2007 | 1897 | 285 | L | 3 | 215 | |
| Van Baerlestraat 86 | High street shop | 1994 | 1800 | 90 | L | 2 | 73 | |
| Van Baerlestraat 108-110 | High street shop | 1990 | 1800 | 265 | I | 3 | 119 |
| Location Country City |
>- Ol CL 2 Q i+— O OJ CL |
c o 4-» 'yi '=j CT U ra 1 4 — o V - ra |
Year of construction/ renovation |
Lettable floor space (sqm) |
i/i 4-1 c ra c OJ 4-» l +— O QJ E Z |
Number of apartments | Number of parking spaces |
income (x€l,000) Theoretical rental |
|---|---|---|---|---|---|---|---|---|
| Apeldoorn | ||||||||
| Deventerstraat 5 | High street shop | 1990 | 1900 | 363 | 2 | 2 | 116 | |
| Deventerstraat 5 | High street shop | 1990 | 1930 | 70 | 1 | - | 32 | |
| Deventerstraat 14 en 14b | High street shop | 1994 | 1900 | 295 | 3 | 3 | 98 | |
| Arnhem | ||||||||
| Bakkerstraat 3a and 4/Wielakkerstraat 8 | High street shop | 1990 | 1500 | 188 | 2 | 1 | 116 | |
| Bakkerstraat 5 | High street shop | 1994 | 1950 | 574 | 1 | - | 150 | |
| Koningstraat 12-13/Beekstraat 105-107 and 108 High street shop | 1988 | 1890 | 1,052 | 4 | 3 | 315 | ||
| Rijnstraat 23/Varkensstraat 34 | High street shop | 1990 | 1900 | 447 | 1 | 4 | 115 | |
| Vijzelstraat 24 | High street shop | 1994 | 1800 | 161 | 1 | - | 95 | |
| Assen | ||||||||
| Gedempte Singel 11-13/Mulderstraat 8 | High street shop | 1995 | 1952 | 894 | 3 | - | 100 | |
| Bemmel | ||||||||
| Dorpsstraat 31, 31a-e/Kloosterplaats 1 / | ||||||||
| Dr Poellstraat 1 | High street shop | 1998 | 1992 | 1,815 | 5 | 2 | 249 | |
| Bergen op Zoom | ||||||||
| Wouwsestraat 48 | High street shop | 1994 | 1900 | 80 | 1 | - | 49 | |
| Beverwijk | ||||||||
| Nieuwstraat 9-11/Breestraat 55 | High street shop | 1989 | 1910 | 2,630 | 4 | - | 345 | |
| Bilthoven | ||||||||
| Julianalaan 53 | High street shop | 1997 | 1930 | 367 | 1 | - | 37 | |
| Borculo | ||||||||
| Lichtenhorst 7-9 | Retail warehouse | 2007 | 2007 | 2,350 | 2 | - | 287 | |
| Boxmeer | ||||||||
| Hoogkoorpassage 14-18 and 22 | High street shop | 1990 | 1989 | 556 | 5 | - | 81 | |
| Steenstraat 110/D'n entrepot | High street shop | 1997 | 1992 | 135 | 1 | - | 48 | |
| Boxtel | ||||||||
| Rechterstraat 42-44 | High street shop | 1997 | 1940 | 877 | 1 | - | 105 | |
| Stationstraat 18-20 | High street shop | 1997 | 1920 | 750 | 1 | - | 84 | |
| Breda | ||||||||
| Eindstraat 14-15 | High street shop | 1988 | 1924 | 260 | 1 | - | 210 | |
| Ginnekenstraat 3 | High street shop | 1994 | 1985 | 88 | 1 | - | 83 | |
| Ginnekenstraat 19 | High street shop | 1993 | 1980 | 150 | 1 | - | 122 | |
| Ginnekenstraat 80-80a | High street shop | 1998 | 1905 | 155 | 1 | 5 | 110 | |
| Grote Markt 29/Korte Brugstraat 2 | High street shop | 1991 | 1953 | 102 | 2 | - | 78 | |
| Karrestraat 2 5 | High street shop | 1994 | 1920 | 258 | 1 | 2 | 137 | |
| Ridderstraat 19 | High street shop | 1994 | 1800 | 225 | 1 | - | 51 | |
| Torenstraat 2/Korte Brugstraat 14 | High street shop | 1992 | 1953 | 90 | 1 | - - |
85 80 |
|
| Veemarktstraat 30 | High street shop High street shop |
1991 1992 |
1920 1800 |
555 70 |
1 1 |
2 | 41 | |
| Veemarktstraat 32 Brielle |
||||||||
| De Reede 36-501 ) |
Shopping centre | 1993 | 1977 | 1,610 | 7 | - | 267 | |
| Brunssum | ||||||||
| Kerkstraat 45/Schiffelerstraat 1 | High street shop | 1997 | 1970 | 620 | 2 | - | 96 | |
| Bussum | ||||||||
| Kerkstraat l/Brinklaan | Retail warehouse | 1994 | 1974 | 1,007 | 2 | - | 128 | |
| Nassaulaan 12/Nassaustraat l a and I g | High street shop | 1994 | 1920 | 295 | 1 | 2 | 85 | |
| Nassaustraat 12-16 | High street shop | 1994 | 1900 | 181 | 1 | 1 | 89 | |
| Veerstraat 11 and li d | High street shop | 1990 | 1900 | 350 | 2 | - | 111 | |
| Capelle a/d IJssel | ||||||||
| Shopping centre De Wingerd 247-257 | Shopping centre | 1993 | 1959 | 2,043 | 5 | 1 | 289 | |
| Lylantse Baan 7 | Retail warehouse | 1990 | 1985 | 13,336 | 3 | 150 | 943 |
| c o c =3 > O ü u u |
> • ai a. o CL O OJ CL |
c o 4-J 'l/l '5 CT u ra o ra 2 |
Year of construction/ renovation |
Lettable floor space (sqm) |
ui 4-4 c ra tz OJ 4-1 o Ol E Zl Z |
c OJ E 4-1 ra CL ra o Ol JD E Z |
Number of parking spaces |
€ 1,000) Theoretical rental income (x |
|---|---|---|---|---|---|---|---|---|
| Coevorden | ||||||||
| Friesestraat 14/Weeshuisstraat 9 | High street shop | 1997 | 1950 | 2 03 | 3 | _ | 57 | |
| Culemborg | 1 | |||||||
| Everwijnstraat 6-14/Markt 53 | High street shop | 1999 | 1989 | 4 93 | 5 | - | - | 1 06 |
| Dalfsen | ||||||||
| Van Bloemendalstraat 5-8/Wilhelminastraat 5 Dedemsvaart |
High street shop | 1997 | 1991 | 4 3 4 | 2 | 1 | - | 57 |
| Julianastraat 13-19 | High street shop | 1997 | 1922 | 1,190 | 4 | - | - | 1 49 |
| Delft | ||||||||
| Hippolytusbuurt l/Nieuwstraat | High street shop | 1997 | 1700 | 7 50 | - | _ | 1 10 | |
| Markt 23 | High street shop | 1990 | 1905 | 54 | 3 | - | 50 | |
| Oude Langendijk 2 | High street shop | 1996 | 1906 | 1 20 | - | - | 39 | |
| Oude Langendijk 11 | High street shop | 1987 | 1906 | 1 50 | - | - | 56 | |
| Wijnhaven 9/Oude Delft 92 | High street shop | 1986 | 1700 | 1 84 | - | - | 40 | |
| Deventer | ||||||||
| Brink 95/Spijkerboorsteeg 33 and 37 | High street shop | 1995 | 1850 | 1 27 | 2 | - | 57 | |
| Lange Bisschopstraat 11-15 | High street shop | 1993 | 1800 | 3 10 | 1 | - | 83 | |
| Lange Bisschopstraat 34 | High street shop | 1991 | 1900 | 2 78 | - | - | 49 | |
| Lange Bisschopstraat 50 | High street shop | 1993 | 1800 | 2 10 | 1 | - | 1 1 1 | |
| Didam | ||||||||
| Hoofdstraat 5-7 | High street shop | 1997 | 1960 | 5 2 0 | 1 | - | 53 | |
| Oranjestraat 6-10 | High street shop | 1997 | 1978 | 5 20 | 1 | - | 50 | |
| Doetinchem Dr. Huber Noodstraat 2 |
High street shop | 1997 | 1968 | 1,840 | 4 | - | - | 3 00 |
| Korte Heezenstraat 6/Heezenpoort 13-15 and 21 | High street shop | 1994 | 1985 | 3 10 | 3 | - | - | 92 |
| Nieuwstad 5 7-59 | Retail warehouse | 1988 | 1988 | 1,686 | 2 | - | - | 1 52 |
| Doorwerth | ||||||||
| Mozartlaan 52-65/van der Molenallee 107-125 | Shopping centre | 1997 | 2007 | 3,395 | 12 | - | - | 4 7 2 |
| Dordrecht | ||||||||
| Voorstraat 262 | High street shop | 1995 | 1800 | 175 | 1 | 4 | - | 1 2 1 |
| Drachten | ||||||||
| Zuidkade 2 | High street shop | 1995 | 1900 | 1 5 0 | 1 | 1 | - | 51 |
| Eerbeek | ||||||||
| Stuyvenburchstraat 44 | High street shop | 1997 | 1965 | 3 50 | 2 | 2 | _ | 80 |
| Stuyvenburchstraat 141 | High street shop | 1998 | 1950 | 4 2 0 | 1 | 2 | - | 55 |
| Eindhoven | ||||||||
| Orionstraat 137-159 | Shopping centre | 1993 | 1973 | 3,102 | 11 | - | - | 4 87 |
| Rechtestraat 25 | High street shop | 1992 | 1930 | 1 00 | 1 | - | - | 1 22 |
| Rechtestraat 44-48 Shopping centre Woensel 113 |
High street shop | 1988 | 1965 | 3,273 | 2 | - | - | 5 89 |
| Woenselse Markt 19-21 | Shopping centre High street shop |
1994 1994 |
1970 | 115 | 1 | - | - - |
80 |
| Eist | 1979 | 8 1 0 | 1 | 4 | 1 47 | |||
| Kleine Molenstraat 6 | High street shop | 1997 | 1951 | 5 72 | 2 | - | - | 85 |
| Emmeloord | ||||||||
| Lange Nering 65 | High street shop | 1993 | 1960 | 2 75 | 1 | 1 | - | 65 |
| Enschede | ||||||||
| Kalanderstraat 6 | High street shop | 1993 | 1950 | 1 24 | 1 | - | - | 96 |
| Langestraat 9-17a/Achter het Hofje 2 | High street shop | 1987 | 1930 | 2,703 | 12 | 1 | - | 3 49 |
| Raadhuisstraat 9 | High street shop | 1990 | 1954 | 2 89 | 1 | - | - | 60 |
| Coes | ||||||||
| Lange Kerkstraat 9 | High street shop | 1994 | 1920 | 65 | 1 | _ | _ | 34 |
| Location Country City |
> 4 - 1 U Ol CL o Q. 'S" O) C L |
c o '4-J l/l '5 cr u ra i *— o i _ ra |
Year of construction/ renovation |
Lettable floor space (sqm) |
i/i 4-» tz ro c QJ 4 - 1 1 4 — o v_ Ol -Q E =J z |
c OJ E 4 - 1 ra CL ro u— o CÜ n E =! Z |
CT C ro CL I*— o l _ Ol U n E LO Zl Z |
€ 1,000) Theoretical rental income (x |
|---|---|---|---|---|---|---|---|---|
| Coor Grotestraat 57-59 and 63 |
High street shop | 1994 | 1910 | 859 | 2 | 1 | - | 64 |
| Couda | ||||||||
| Hoogstraat 5 | High street shop | 1988 | 1900 | 190 | 1 | - | - | 45 |
| Kleiweg 77-95 | High street shop | 1994 | 1900 | 1.200 | 3 | 5 | - | 452 |
| Kleiweg 103/Regentesseplantsoen | High street shop | 1990 | 1988 | 862 | 3 | - | - | 208 |
| Markt 52 | High street shop | 1990 | 1900 | 284 | 1 | - | - | 48 |
| Croesbeek | ||||||||
| Spoorlaan 1 | High street shop | 1988 | 1989 | 1,100 | 1 | - | - | 149 |
| Croningen | ||||||||
| Brugstraat 2-5/Schuitemakersstraat 1 | High street shop | 1995 | 1905 | 840 | 2 | - | - | 155 |
| Dierenriemstraat 198/2 | Shopping centre | 1993 | 1992 | 914 | 1 | - | - | 150 |
| Herestraat 41 | High street shop | 1994 | 1991 | 243 | 1 | - | - | 145 |
| Stoeldraaierstraat 17 | High street shop | 1990 | 1953 | 255 | 1 | 10 | - | 65 |
| Vismarkt 31-31a-c | High street shop | 1993 | 1880 | 275 | 1 | 5 | - | 130 |
| Haaksbergen | ||||||||
| Spoorstraat 45 | High street shop | 1997 | 1986 | 800 | 1 | 1 | - | 85 |
| Haarlem | ||||||||
| Gen. Cronjestraat 55-58/Kloosterstraat 10 | High street shop | 1996 | 1920 | 200 | 1 | 2 | - | 74 |
| Grote Houtstraat 90 | High street shop | 1988 | 1850 | 96 | 1 | - | - | 62 |
| Hardenberg | ||||||||
| Fortuinstraat 21 | High street shop | 1997 | 1985 | 300 | 1 | - | - | 41 |
| Voorstraat 10 Harderwijk |
High street shop | 1997 | 1930 | 1,173 | 1 | - | - | 135 |
| Markt 14 | High street shop | 1991 | 1875 | 470 | 1 | - | - | 84 |
| Shopping centre Vuldersbrink | Shopping centre | 1998 | 1978 | 4,735 | 12 | - | - | 748 |
| Harlingen | ||||||||
| Kleine Bredeplaats 8a-10a/ | ||||||||
| Grote Bredeplaats 26-26b | High street shop | 1997 | 1990 | 658 | 1 | 3 | - | 93 |
| Voorstraat 71 | High street shop | 1997 | 1900 | 294 | 1 | 1 | - | 58 |
| Heemstede | ||||||||
| Binnenweg 135-137 | High street shop | 1989 | 1924 | 55 | 1 | 1 | - | 34 |
| Heerde | ||||||||
| Dorpsstraat 5 7-61 | Retail warehouse | 1998 | 1994 | 1,270 | 1 | 2 | - | 246 |
| Heerlen | ||||||||
| In de Cramer 140 | Retail warehouse | 2007 | 2007 | 5,000 | 1 | - | 120 | 488 |
| Saroleastraat 38 | High street shop | 1994 | 1930 | 225 | 1 | 1 | - | 112 |
| Helden Panningen | ||||||||
| Kepringelehof 3-5 and 9-11 | Retail warehouse | 1998 | 1991 | 2,990 | 4 | - | 147 | 335 |
| Helmond | ||||||||
| Veestraat 1 | High street shop | 1994 | 1950 | 240 | 1 | - | - | 92 |
| Veestraat 39 | High street shop | 1994 | 1950 | 136 | 1 | - | - | 40 |
| Hengelo De Telgen 9 |
High street shop | 1993 | 1920 | 105 | 2 | 1 | - | 68 |
| Molenstraat 4 Wegtersweg 4 |
High street shop Retail warehouse |
1991 2005 |
1991 2006 |
120 4,522 |
- | 1 - |
- 100 |
34 355 |
| 's-Hertogenbosch | 1 | |||||||
| Hinthamerstraat 48 | High street shop | 1988 | 1900 | 130 | 1 | 2 | - | 77 |
| Hooge Steenweg 19-23 | High street shop | 1994 | 1800 | 555 | 1 | 8 | - | 215 |
| Schapenmarkt 17-21 | High street shop | 1988 | 1890 | 475 | 1 | - | - | 143 |
| Location Country City |
>. 4 - 1 L QJ Q. O Q. u— O OJ CL |
c o ' L J ' I A 'a cr u ro u— o \~ ra |
Year of construction/ renovation |
Lettable floor space (sqm) |
i/i c ra tz s l ^ o QJ JO E =3 Z |
c QJ E 4-1 l _ ra Q, ra ' o QJ JZS E =1 z |
CT C ro CL U— O u QJ .• Ol u ro E Q. i/i Zl Z |
income (x€l,000) Theoretical rental |
|---|---|---|---|---|---|---|---|---|
| Hillegom | ||||||||
| Hoofdstraat 56 | High street shop | 1997 | 1930 | 145 | 2 | 1 | - | 50 |
| Hilversum | - | - | ||||||
| Kerkstraat 55 Kerkstraat 87 |
High street shop High street shop |
1994 1988 |
1950 1905 |
130 100 |
- | - | 71 61 |
|
| Kerkstraat 91 | High street shop | 1994 | 1850 | 250 | - | - | 62 | |
| Kerkstraat 98 | High street shop | 1990 | 1927 | 77 | 1 | - | 59 | |
| Schoutenstraat 6 | High street shop | 1987 | 1923 | 65 | - | - | 37 | |
| Schoutenstraat 8 | High street shop | 1986 | 1923 | 122 | - | - | 51 | |
| Hoogeveen | ||||||||
| Hoofdstraat 157 | High street shop | 1993 | 1950 | 75 | 2 | - | - | 34 |
| Hoogezand | ||||||||
| Shopping centre De Hooge Meren | Shopping centre | 1993 | 1970 | 160 | 2 | - | - | 54 |
| Hoorn | ||||||||
| Grote Noord 114 | High street shop | 1996 | 1912 | 85 | 1 | - | - | 38 |
| Grote Noord 118 | High street shop | 1994 | 1900 | 80 | 1 | 1 | - | 52 |
| Nieuwsteeg 24 | High street shop | 1994 | 1920 | 134 | 1 | 1 | - | 68 |
| Houten | ||||||||
| Shopping centre Het Rond2 ) |
Shopping centre | 90/08 | 84/08 | 28,053 | 114 | - | 505 | 6,62 2 |
| Onderdoor 3-13 | Other | 2006 | 1984 | 2,187 | 4 | - | 14 | 295 |
| Onderdoor 4-4a | Other | 2010 | 2010 | 2,105 | 2 | - | - | 251 |
| IJsselstein | ||||||||
| Utrechtsestraat 45 | High street shop | 2007 | 2007 | 595 | 1 | - | - | 98 |
| Utrechtsestraat 7 5 | High street shop | 1990 | 1911 | 300 | 1 | - | - | 74 |
| joure | ||||||||
| Midstraat 153-163 Leek |
High street shop | 1998 | 2006 | 2.519 | 5 | 5 | - | 394 |
| Tolberterstraat 3-5 | High street shop | 1997 | 1995 | 575 | 2 | 1 | - | 78 |
| Leeuwarden | ||||||||
| Ruiterskwartier 127 | High street shop | 1995 | 1929 | 291 | 1 | - | - | 40 |
| Ruiterskwartier 135 | High street shop | 1995 | 1930 | 140 | 1 | - | - | 35 |
| Wirdumerdijk 7/Weaze 16 | High street shop | 1994 | 1920 | 520 | 2 | 1 | - | 195 |
| Leiden | ||||||||
| Botermarkt 4-5 | High street shop | 1988 | 1928 | 732 | 2 | - | - | 103 |
| Haarlemmerstraat 53 | High street shop | 1995 | 1928 | 85 | 1 | - | - | 59 |
| Haarlemmerstraat 202/v.d. Werfstraat 39 | High street shop | 1994 | 1928 | 110 | 1 | 5 | - | 54 |
| Haarlemmerstraat 208/Dui2enddraadsteeg 2 | High street shop | 1993 | 1928 | 72 | 1 | 1 | - | 40 |
| Haarlemmerstraat 213 | High street shop | 1990 | 1928 | 546 | 1 | - | - | 90 |
| Maarsmansteeg 2 | High street shop | 1989 | 1928 | 121 | 1 | - | - | 23 |
| Vismarkt 2-3 | High street shop | 1993 | 1900 | 135 | 1 | 3 | - | 50 |
| Lelystad | ||||||||
| De Promesse 113, 115, 121, 123,129 en 135 | High street shop | 2009 | 2009 | 4,836 | 5 | - | - | 777 |
| Stadhuisstraat 2i) Stadhuisplein 751 |
High street shop | 1995 | 1975 | 470 | 1 | - | - | 120 |
| ) Stationsweg 22 and 23 |
High street shop Retail warehouse |
1995 2009 |
1985 | 1,632 2,513 |
1 2 |
- - |
- - |
245 285 |
| 2009 | ||||||||
| Leusden Grutterij 5 |
Shopping centre | 1996 | 1980 | 150 | 1 | - | - | 44 |
| Maastricht | ||||||||
| Muntstraat 16-18 | High street shop | 1989 | 1897 | 135 | 1 | - | - | 101 |
| Muntstraat 20 | High street shop | 1987 | 1891 | 110 | 1 | - | - | 107 |
| Wolfstraat 8/Minckelersstraat 1 | High street shop | 1992 | 1883 | 789 | 3 | - | - | 300 |
| c o ro 1 £ c Cl Cl P |
ai CL o o QJ CL |
c o 3 CT |
c o c c O O o 5 i- o ra c QJ QJ |
QJ U 2. o o OJ 2 E |
nj C OJ |
c QJ E ro C L QJ E |
CT C JD E |
o o o OJ E o |
|---|---|---|---|---|---|---|---|---|
| Meppel Hoofdstraat 50 |
High street shop | 1990 | 1980 | 143 | 38 | |||
| Middelburg | ||||||||
| Korte Delft 1 | High street shop | 199 1 | 195 0 | 75 | 2 | - | 33 | |
| Lange Delft 59 | High street shop | 199 1 | 185 0 | 1 98 | 1 | - | 58 | |
| Middelharnis | ||||||||
| Westdijk 22-24 | High street shop | 1997 | 199 0 | 325 | 1 | - | 64 | |
| Nijkerk | ||||||||
| Oosterstraat 2-2a and 4-4a | High street shop | 1997 | 195 9 | 4 2 0 | 2 | 2 | 50 | |
| Nijmegen | ||||||||
| Broerstraat 25/Scheidemakershof 37 | High street shop | 1993 | 196 0 | 1 6 1 | 1 | 3 | 103 | |
| Broerstraat 70/Plein 1944 nr. 151 | High street shop | 198 9 | 195 1 | 1,033 | 2 | - | 3 1 1 | |
| Houtstraat 35/T. Brandsmastraat 1-3 | High street shop | 198 9 | 195 1 | 2 0 4 | 1 | 7 - |
7 1 | |
| Molenstraat 130-134/Piersonstraat 75-77 | High street shop | 198 8 | 190 0 | 1,231 | 3 | - | 1 59 | |
| Molenstraat 136 Molenstraat 140/l e Walstraat 2 |
High street shop High street shop |
1988 198 9 |
1925 191 8 |
60 4 0 0 |
1 1 |
3 | 26 1 19 |
|
| Plein 1944 nr. 2 | High street shop | 198 8 | 195 7 | 1 64 | 1 | 7 | 58 | |
| Oosterhout | ||||||||
| Arendshof 48-52 | Shopping centre | 200 0 | 195 3 | 349 | 1 | - | 1 12 | |
| Arendstraat 9-11 | High street shop | 199 4 | 198 2 | 8 8 9 | 3 | - | 1 79 | |
| Arendstraat 13 | High street shop | 199 4 | 198 9 | 4 4 0 | 2 | 1 | 1 75 | |
| Oss | ||||||||
| Heschepad 49-51/Molenstraat 21-25 Purmerend |
High street shop | 198 5 | 1983 | 2,803 | 3 | - | 3 3 1 | |
| Hoogstraat 19/Zuidersteeg 15 | High street shop | 1993 | 197 8 | 9 99 | 2 | 1 | 1 72 | |
| Kaasmarkt 7/Westersteeg 1 | High street shop | 199 4 | 192 0 | 135 | 1 | 1 | 54 | |
| Padjedijk4/Barak 1 | High street shop | 198 9 | 190 0 | 82 | 1 | 1 | 25 | |
| Padjedijk6-8 | High street shop | 1989 | 180 0 | 2 57 | 2 | - | 56 | |
| Renkum | ||||||||
| Dorpsstraat 21-23 | High street shop | 1997 | 1907 | 5 20 | 1 | - | 53 | |
| Ridderkerk | ||||||||
| St. Jorisplein 30 Roden |
High street shop | 199 4 | 197 0 | 4 7 8 | 3 | - | 105 | |
| Heerestraat 94 | High street shop | 1997 | 196 7 | 2 5 0 | 2 | - | 55 | |
| Roermond | ||||||||
| Hamstraat 34-38/Veldstraat 19 | High street shop | 199 8 | 199 6 | 1,763 | 2 | - | 6 | 149 |
| Retail Park Roermond | Retail warehouse | 200 8 | 200 7 | 34,09 8 | 17 | - | 1,250 | 3,86 1 |
| Schoenmakersstraat 2 | High street shop | 199 4 | 190 0 | 1 40 | 1 | - | 78 | |
| Steenweg l/Schoenmakersstraat 6-18 | High street shop | 198 5 | 198 0 | 2,283 | 9 | - | 343 | |
| Roosendaal | ||||||||
| Nieuwe Markt 51 | High street shop | 199 4 | 196 0 | 2 0 0 | 1 | - | 53 | |
| Rotterdam | ||||||||
| Keizerswaard 7 3 | Shopping centre | 199 6 | 1992 | 2 8 0 | 1 | - | 75 | |
| Korte Hoogstraat 22-25/Soetensteeg 1 | High street shop | 1993 | 1952 | 8 19 | 3 | - | 1 26 | |
| Lijnbaan 35-43 | High street shop | 1987 | 1955 | 8 8 0 | 4 | - | 2 34 | |
| Shopping centre Zuidplein Hoog | Shopping centre | 94/1 0 | 1972 | 1,315 | 7 | - | 6 4 0 | |
| Zwart Janstraat 4 Zwart Janstraat 8 |
High street shop | 198 8 | 189 2 | 96 | 1 | 3 | 48 | |
| Zwart Janstraat 24 | High street shop High street shop |
198 8 1988 |
189 2 189 2 |
1 20 83 |
1 1 |
2 2 |
43 39 |
|
| Zwart Janstraat 34 | High street shop | 199 1 | 188 7 | 92 | 1 | 1 | 3 1 | |
| Zwart Janstraat 35-38 | High street shop | 199 4 | 1887 | 2 0 0 | 1 | 4 | 86 |
| (000'L 3 x ) әшоэи Theoretical rental |
102 | 61 | 24 | 56 | 32 | 34 | 128 | 71 | 336 | 39 | 43 | 902 | 42 | 65 27 |
134 | 59 | 66 | 58 | 73 | 207 | 70 | 110 | 30 | 69 | 50 $38$ |
34 | 140 | $80$ | 120 | 59 | 75 | 131 | 70 117 |
$83$ | 350 | 41 | 89 | 47 | 44 | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| sapeds Number of parking |
$\mathbf{1}$ | $\perp$ $\perp$ | $1 + 1$ | $\mathbf{L}$ | $\pm$ $\pm$ | $\top$ $\perp$ |
$\perp$ | $\mathbf{1}$ | |||||||||||||||||||||||||||||||||||
| Number of apartments | 4N | $\begin{array}{c} \n 1 & N & N & N \n \end{array}$ | $\sim$ | $\mathbf{1}$ $\perp$ |
$\rightarrow$ | 3 | $\sim$ | $\sqrt{2}$ | $\overline{\phantom{0}}$ | $\mathbf{I}$ | $\sim$ | $\mathbf{1}$ | $\overline{\phantom{0}}$ | $\perp$ | $\overline{\phantom{0}}$ | $\perp$ | $\perp$ $\mathbf{I}$ |
$\vert$ | $\mathbf{I}$ | $\overline{\phantom{0}}$ | |||||||||||||||||||||||
| Number of tenants | $\overline{ }$ | $\sim$ | $\overline{ }$ | $\overline{ }$ | $\sim$ | $\overline{\phantom{0}}$ | $\infty$ | $\overline{\phantom{0}}$ | $\overline{\phantom{0}}$ | 19 | $\overline{a}$ | N m | $\overline{ }$ | $\overline{\phantom{0}}$ | $\overline{ }$ | $\rightarrow$ | $\overline{ }$ | $\overline{ }$ | $\overline{ }$ | $\overline{ }$ $\overline{\phantom{0}}$ |
$\overline{ }$ | $\overline{a}$ | $\overline{ }$ | $\sim$ | $\overline{a}$ | $\overline{a}$ | $\sim$ - 21 - |
$\overline{ }$ | $\sim$ | $\overline{ }$ | |||||||||||||
| $(u$ bs) Lettable floor space |
272 | 160 | 70 | 178 | 95 | 92 | 552 | 320 | 1,771 | 75 275 |
2,832 | 160 | 150 246 |
2,080 | 285 | 0 o | 125 | 374 | 964 | 319 | 530 | 56 | 120 | 55 131 |
112 | 204 | 100 | 530 | $80$ | 0 0 | 415 | 507 517 |
276 | 662 | 115 | 163 | 70 65 |
||||||
| renovation Year of construction/ |
1950 | 1888 | 1893 | 1900 | 1888 | 1920 | 70/78 | 1977 | 1987 | 1940 | 1852 | 1981 | 1970 1970 |
1983 | 1968 | 1900 | 1995 | 1990 | 1916 | 1900 | 1923 | 1916 | 1916 | 1916 | 1900 1920 |
1937 | 1916 | 1916 | 1888 | 1921 | 1919 | 1916 1920 |
1920 | 1917 | 1930 | 1916 | 1916 | 1850 1920 |
|||||
| Year of acquisition | 1987 | 1992 | 1990 | 1994 | 1991 | 1994 | 96/97 | 1998 | 1993 | 1996 | 1994 | 2010 | 1994 | 1993 1997 |
1993 | 1994 | 1989 | 1987 | 1993 | 1990 | 1988 | 1986 | 1989 | 1990 | 1990 1987 |
1989 | 1989 | 1988 | 1989 | 1988 | 1989 | 1990 | 1988 1987 |
1987 | 1988 | 1989 | 1995 | 1994 1994 |
|||||
| Type of property | High street shop | High street shop | High street shop | High street shop | street shop High: |
High street shop | Shopping centre | High street shop | Shopping centre | High street shop | High street shop | Shopping centre | Shopping centre | Shopping centre Shopping centre |
Retail warehouse | High street shop | High street shop | High street shop | High street shop | High street shop | High street shop | High street shop | High street shop | street shop High: |
High street shop High street shop |
High street shop | High street shop | High street shop | High street shop | High street shop | High street shop | High street shop | shop High street shop High street |
High street shop | High street shop | dous street High |
High street shop | High street shop | High street shop | ||||
| Location City Country |
Zwart Janstraat 55-59 | Zwart Janstraat 58-60 | Zwart Janstraat 63 | $71 - 73$ Zwart Janstraat |
Zwart Janstraat 72 | Zwart Janstraat 84 Schiedam |
Shopping centre Hof van Spaland 1) Schoonhoven |
Lopikerstraat 27-29 | Sittard | De Kemperkoul Sneek |
Oosterdijk 58 | Schaapmarktplein 4 Spijkenisse |
Nieuwstraat 118-232 | Stadskanaal | Europaplein 3 | Europaplein 60 and 73 Europaplein 20 |
Navolaan 12 | Steenwijk | Oosterstraat 22-26 | The Hague | Frederik Hendriklaan 101-103 Frederik Hendriklaan 128/ |
v. Beuningenstraat 48 | Gravenstraat 1 | Grote Markt 4 | Hoogstraat 24-26 | Hoogstraat 27-27a | Korte Poten 10 | Korte Poten 13 | Korte Poten 46/Bleyenburg 35-37 Korte Poten 42 |
Lange Poten 7 | Lange Poten 21 | Noordeinde 9/Hartogstraat | Noordeinde 16-18 | Noordeinde 48 | Noordeinde 54/Molenstraat 1 | Plaats 17 and 21 | Plaats 25 Plein 10 |
Plein 11 | Spuistraat 13 | Venestraat 43 | Vlamingstraat 43 | Waterstraat 29/Kerkstraat 2b Fiel |
Waterstraat 51a |
| c o c s *• U U |
QJ CL O O QJ C L >- |
C O =! cr UJ ra O t _ ro •ï |
c o t/i L. c o f > u 5 O i _ n r QJ ra QJ |
ro Q. o o S Z QJ ^ D ra |
c ra c OJ OJ ^ 1 |
E 4-> ro i i ro o tu -O E o |
CT c l _ ro Q. o QJ n E CJ |
o o o X tu E o |
|---|---|---|---|---|---|---|---|---|
| Tilburg | ||||||||
| Heuvel 29-31/J. v. Stolbergstraat 2-6 | High street shop | 1994 | 1920 | 298 | 3 | 142 | ||
| Shopping centre Westermarkt Uden |
Shopping centre | 93/08 | 61/63 | 7,514 | 10 | 1,140 | ||
| Marktstraat 32 | High street shop | 1994 | 1958 | 420 | 121 | |||
| Utrecht | ||||||||
| Achter Clarenburg 19 | High street shop | 1987 | 1975 | 91 | 1 | 48 | ||
| Choorstraat 13 | High street shop | 1987 | 1900 | 139 | 1 | 62 | ||
| Lange Elisabethstraat 6 | High street shop | 1987 | 1850 | 113 | 1 | 87 | ||
| Lange Elisabethstraat 35 | High street shop | 1993 | 1850 | 188 | 1 | 100 | ||
| Nachtegaalstraat 55 | High street shop | 1994 | 1904 | 2,116 | 2 | 295 | ||
| Oudegracht 125-128 | High street shop | 1990 | 1930 | 209 | 2 | 67 | ||
| Oudegracht 134-136/ | ||||||||
| Vinkenburgstraat 8 and 12-14 | High street shop | 1987 | 1900 2,482 | 9 | 579 | |||
| Oudegracht 153 | High street shop | 1997 | 1904 | 819 | 3 | 214 | ||
| Oudegracht 161 | High street shop | 1997 | 1900 1,963 | 4 | 559 | |||
| Shopping centre Overvecht1 ) |
Shopping centre | 94/10 | 1970 5,374 | 13 | 1,584 | |||
| Steenweg 9/Choorstraat 9-9bis | High street shop | 1990 | 1900 | 578 | 2 | 157 | ||
| Vaassen | ||||||||
| Dorpsstraat 22 | High street shop | 1990 | 1981 | 550 | 53 | |||
| Veenendaal | ||||||||
| Hoofdstraat 25 | High street shop | 1990 | 1930 | 260 | 1 | - | - | 69 |
| Hoofdstraat 40-42/Tuinstraat 95-97 | High street shop | 1988 | 1957 | 1,413 | 3 | - | - | 157 |
| Veghel | High street shop | 1993 | 1988 | 445 | - | |||
| Kalverstraat 8-16 Velp |
3 | 3 | 103 | |||||
| Hoofdstraat 77-79 | High street shop | 1997 | 1937 | 440 | 1 | - | - | 62 |
| Venlo | ||||||||
| Lomstraat 30-32 | High street shop | 1993 | 1950 | 455 | 1 | - | - | 128 |
| Lomstraat 3 3 | High street shop | 1 | - | - | 30 | |||
| Venray | 1994 | 1970 | 50 | |||||
| Grotestraat 2-4/Grote Markt 2a-4 | High street shop | 4 | - | - | 1 61 | |||
| Vriezenveen | 1985 | 1945 | 1,166 | |||||
| Westeinde 21-29 | High street shop | 9 | - | 80 | 2 94 | |||
| Wassenaar | 1993 | 1938 2,611 | ||||||
| Langstraat 188-190 | High street shop | 1 | - | - | 70 | |||
| Winschoten | 1990 | 1981 | 290 | |||||
| Langestraat 22/\/enne 109 | High street shop | 1994 | 1900 | 70 | 1 | _ | _ | 28 |
| Langestraat 24 | High street shop | 1991 | 1960 | 430 | 1 | - | - | 53 |
| Winterswijk Dingstraat 1-3 |
Retail warehouse | 1998 | 1900 2,335 | 1 | - | 65 | 2 58 | |
| Misterstraat 8-10/Torenstraat 5a and 5c | High street shop | 1996 | 1900 | 441 | 1 | 2 | 2 | 147 |
| Misterstraat 12/Torenstraat 5b | High street shop | 1991 | 1939 | 135 | 1 | 1 | - | 52 |
| Misterstraat 14 | High street shop | 1991 | 1989 | 377 | 2 | - | - | 1 00 |
| Misterstraat 33 | High street shop | 1999 | 1900 | 550 | 1 | - | - | 79 |
| Weurden 2-4 | High street shop | 1998 | 1977 | 278 | 2 | 3 | - | 65 |
| Wooldstraat 25 | High street shop | 1999 | 1900 | 603 | 2 | - | - | 86 |
| Zaandam | ||||||||
| Gedempte Gracht 37/Rozengracht 90 | High street shop | 1993 | 1888 | 235 | 2 | _ | _ | 75 |
| Gedempte Gracht 80/Vinkenstraat 41 | High street shop | 1993 | 1920 | 55 | 1 | 1 | - | 32 |
| Location Country City |
4-» QJ CL o Q. O QJ CL |
c o '4-1 l/l ' 3 cr t_i ro 1 4 — O 1— ro 2 |
Year of construction/ renovation |
Lettable floor space (sqm) |
tn LJ c ra c QJ 4-» O QJ JD E z |
tz tu E 4 - 1 ra Q . ra t i— 0 QJ .O E D 2 |
Number of parking spaces |
€ 1,000) Theoretical rental income (x |
|---|---|---|---|---|---|---|---|---|
| Zeewolde Flevoplein 1-6 |
Shopping centre | 1994 | 1991 | 2,033 | 5 | - | - | |
| Kerkplein 23/Torenstraat 3 | High street shop | 1997 | 1991 | 328 | 3 | 5 | - | 310 98 |
| Kerkstraat 5-18 | Retail warehouse | 1997 | 1996 | 689 | 4 | 2 | - | 140 |
| Zeist Slotlaan 194/Huydecoperweg 9a |
1999 | - | ||||||
| Zoetermeer | High street shop | 1981 | 90 | 1 | 1 | 47 | ||
| Lijnbaan 285-297 | Shopping centre | 1994 | 1988 | 2,476 | 8 | - | - | 441 |
| Zundert | ||||||||
| Markt 16a and 17-18 | High street shop | 1998 | 1965 | 1,062 | 3 | - | - | 139 |
| Zutphen | - | - | ||||||
| Beukerstraat 28 Beukerstraat 40 |
High street shop High street shop |
1989 1989 |
1800 1838 |
295 335 |
1 1 |
- | - | 50 43 |
| Zwijndrecht | ||||||||
| Shopping centre Walburg Zwolle |
Shopping centre | 2011 | 1975 | 14,174 | 30 | - | - | 2,866 |
| Broerenstraat 7 | High street shop | 1994 | 1930 | 66 | - | - | 15 | |
| Diezerstraat 62 | High street shop | 1995 | 1910 | 95 | - | - | 84 | |
| Diezerstraat 78 | High street shop | 1990 | 1832 | 140 | - | - | 68 | |
| Kleine A 11-13/Broerenkerkplein 2-6 | High street shop | 1989 | 1989 | 1,050 | 3 | - | 203 | |
| Luttekestraat 26/Ossenmarkt l a | High street shop | 1990 | 1930 | 78 | 1 | - | 33 | |
| Roggenstraat 3 | High street shop | 1994 | 1800 | 104 | - | - | 33 | |
| Roggenstraat 5 | High street shop | 1987 | 1900 | 106 | - | - | 45 | |
| Total investment properties In operation the Netherlands | 290,995 | 758 | 287 | 2,439 55,484 | ||||
| FRANCE | ||||||||
| Agen | ||||||||
| Boulevard de la République 36 | High street shop | 2001 | 1950 | 700 | 1 | 99 | ||
| Alencon Rue de la Cave aux Boeufs 1-7/Rue de Cygne 12 |
High street shop | 2001 | 1950 | 2,368 | 2 | 240 | ||
| Amiens | ||||||||
| Rue des Trois Cailloux 7-9 Angers |
High street shop | 2000 | 1950 | 550 | 1 | 295 | ||
| Rue d'Alsace 9 | High street shop | 2001 | 1950 | 57 | 1 | 53 | ||
| Rue Lenepveu 25-29 | High street shop | 1998 | 1990 | 4,554 | 5 | 972 | ||
| Annecy | ||||||||
| Rue de Vaugelas 22 | High street shop | 2001 | 1950 | 60 | 1 | 17 | ||
| Armentières | ||||||||
| Place du General de Gaulle 31 Arras |
High street shop | 2007 | 1945 | 180 | 1 | 25 | ||
| Rue Ernestale 31-35 | High street shop | 2006 | 1920 | 947 | 3 | 397 | ||
| Augny | ||||||||
| Ruedu Boisd'Orly 23 | Retail warehouse | 2008 | 2005 | 1,570 | 2 | 183 | ||
| Ruedu Boisd'Orly 32 | Retail warehouse | 2007 | 1990 | 2,116 | 1 | 159 | ||
| Aulnoye-Aymeries | ||||||||
| Anatole France 45 | High street shop | 2007 | 1945 | 137 | 1 | 13 | ||
| Rue Ampère 9 | Other | 2007 | 1950 | 3 |
| c o c CJ Cl |
ai o. o o QJ C L ,>- |
c o -t-J l / l «4— O |
\ tz o u Z1— l c c o o u L J ro o o ro c |
QJ U ro o. i ^ i _ o o _QJ ^ D H CT QJ l/l 1 |
i3 c ro c 4 - » O QJ ü l E Z l Z |
c QJ E ro CL ro i + _ o QJ E Zl Z |
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o ro o 4-1 o c OJ L i— " ro >II' X u QJ QJ F O o QJ u SZ c F |
|---|---|---|---|---|---|---|---|---|
| Besangon | ||||||||
| Grande Rue 22/Place Pasteur 3 | High street shop | 2001 | 1950 | 104 | 75 | |||
| Bordeaux | ||||||||
| Allee deTourny 50 Cours de l'lntendance 12 |
High street shop High street shop |
2011 2011 |
1900 1900 |
5 84 9 48 |
1 | 95 194 |
||
| Cours de l'lntendance 47 | High street shop | 2011 | 1900 | 8 10 | 3 3 |
195 | ||
| Cours Georges Clémenceau 12 | High street shop | 2011 | 1900 | 3 60 | 2 | 187 | ||
| Rue Sainte Catherine 20 | High street shop | 2011 | 1900 | 5 91 | 14 | 208 | ||
| Rue Sainte Catherine 27-31 | High street shop | 2011 | 1900 | 9 57 | 3 | 485 | ||
| Rue Sainte Catherine 35-37 | High street shop | 2011 | 1900 | 343 | 222 | |||
| Rue Sainte Catherine 39 | High street shop | 2011 | 1900 | 335 | 128 | |||
| Boulogne sur Mer | ||||||||
| Rue Adolphe Thiers 29 | High street shop | 39 | ||||||
| Bourges | 2001 | 1950 | 245 | |||||
| Ruede Mirebeau 14 | High street shop | 2001 | 1950 | 50 | 24 | |||
| Rue de Mirebeau 15 | High street shop | 34 | ||||||
| Brest | 2001 | 1950 | 71 | |||||
| Ruede Siam 70 | High street shop | 98 | ||||||
| Cannes | 2000 | 1950 | 818 | |||||
| Rue d'Antibes 40 | High street shop | 342 | ||||||
| Carcassonne | 2000 | 1950 | 948 | |||||
| Place Carnot 16 | High street shop | 22 | ||||||
| Chambéry | 2001 | 1950 | 90 | |||||
| Place Saint-Léger 228 | High street shop | 2001 | 1950 | 40 | 53 | |||
| Charleville-Mézières | ||||||||
| Rue de la République 35-37 | High street shop | 2001 | 1950 | 105 | 50 | |||
| Chaumont | ||||||||
| Rue de la Victoire de la Marne 28-42 | High street shop | 2001 | 1950 | 1,370 | 176 | |||
| Dax | ||||||||
| Rue des Carmes 7-9 | High street shop | 2001 | 1950 | 248 | 56 | |||
| Dieppe | ||||||||
| Grande Rue 84-86 | High street shop | 2001 | 1950 | 100 | 54 | |||
| Dijon | ||||||||
| Rue du Bourg 39bis/Rue Jules Mercier 20bis | High street shop | 2001 | 1950 | 40 | 36 | |||
| Douai | ||||||||
| Avenue Georges Clémenceau 21 | High street shop | 2007 | 1900 | 318 | 10 | |||
| Dunkirk | ||||||||
| Centre Commercial Centre Marine1 ) |
Shopping centre | 2005 | 2000 | 10,263 | 20 | - | 2,005 | |
| Ferrière-la-Crande | ||||||||
| Avenue Georges Clémenceau 1 | Other | 2007 | 1970 | 20 | 95 | |||
| Frouard | ||||||||
| Rue du Bois 12 | Retail warehouse | 2006 | 1996 | 1,155 | 115 | |||
| Crenoble | ||||||||
| Grande Rue 11 | High street shop | 2001 | 1950 | 73 | 1 | - | - | 22 |
| Rue des Clercs 18 | High street shop | 2001 | 1950 | 75 | 1 | - | - | 24 |
| La Carde | ||||||||
| ZAC Quatre Chemins de la Pauline | Retail warehouse | 2007 | 2005 | 1,957 | 5 | - | 89 | 4 10 |
| Laval | ||||||||
| Rue du General de Gaulle 41/Rue de Rennes 14 | High street shop | 2001 | 1950 | 4 50 | 1 | _ | _ | 58 |
| Le Touquet-Paris-Plage | ||||||||
| Ruede Metz 73 | High street shop | 2007 | 1950 | 250 |
| o .- o ci ci -i |
CL O O OJ C L >- |
c o -t-» cr u 03 'o' i _ ^ |
c o '4-» u Zl tz SZ 0 0 ro 0 0 c: QJ QJ > |
QJ u ro SI 0 0 QJ J D H 4-» cr tn QJ —1 |
c ro QJ 0 QJ J D E Z) Z |
tz 01 E ra Q. ura — 0 QJ JD E Zl Z |
CT C Jd t -. ro CL 14 O QJ l/l J D H U D Q. Z t/l |
ro 0 0 4-» 0 tz 01 w ro X LJ QJ QJ F 0 0 QJ u t c |
|---|---|---|---|---|---|---|---|---|
| Lille Avenue Lelièvre 364 |
Other | 2007 | 1890 | - | - | 2 | ||
| Boulevard de la Liberté 62 | High street shop | 2007 | 1945 | 79 | 1 | 19 | ||
| Pare Notre Dame 6 | Other | 2007 | 1890 | - | - | 6 | ||
| Place de Béthune 13 | High street shop | 2007 | 1950 | 155 | 119 | |||
| Place de la Gare 8 | High street shop | 2007 | 1945 | 314 | 20 | |||
| Place de la Gare 42 | High street shop | 2007 | 1945 | 196 | 55 | |||
| Place de la République 4bis | High street shop | 2007 | 1945 | 162 | 25 | |||
| Place des Patiniers Ibis | High street shop | 2007 | 1900 | 112 | 48 | |||
| Place des Patiniers 2 | High street shop | 2007 | 1945 | 132 | 73 | |||
| Place des Reignaux 16 | High street shop | 2007 | 1950 | 290 | 29 | |||
| Place du Lion d'Or 9 | High street shop | 2007 | 1870 | 150 | 16 | |||
| Place Louise de Bettignies 15-17 | High street shop | 2007 | 1870 | 352 | 192 | |||
| Rue Basse 8 | High street shop | 2007 | 1930 | 293 | 52 | |||
| Rue de la Barre 8 | High street shop | 2007 | 1987 | 47 | - | 19 | ||
| Rue de la Grande Chaussée 25 | High street shop | 2007 | 1870 | 200 | 164 | |||
| Rue de la Grande Chaussée 29 | High street shop | 2007 | 1870 | 235 | 84 | |||
| Rue de la Grande Chaussée 33-35 | High street shop | 2007 | 1870 | 429 | 172 | |||
| Ruede la Monnaie 2 / | ||||||||
| Place Louise de Bettignies 11-14 | High street shop | 2007 | 1870 | 240 | 304 | |||
| Ruede la Monnaie 4 | High street shop | 2007 | 1870 | 103 | 87 | |||
| Ruede la Monnaie 5 | High street shop | 2007 | 1870 | 125 | 56 | |||
| Rue de la Monnaie 5bis | High street shop | 2007 | 1870 | 83 | 48 | |||
| Ruede la Monnaie 12 | High street shop | 2007 | 1870 | 158 | 43 | |||
| Rue de la Monnaie 13 | High street shop | 2007 | 1870 | 85 | 79 | |||
| Ruede la Monnaie 83 | High street shop | 2007 | 1870 | 68 | 22 | |||
| Ruede Paris 20 | High street shop | 2007 | 1870 | 335 | - | 82 | ||
| Ruede Paris 38 | High street shop | 2007 | 1870 | 100 | 59 | |||
| Ruede Paris 42 | High street shop | 2007 | 1870 | 200 | 101 | |||
| Rue des Chats Bossus 13 | High street shop | 2007 | 1870 | 418 | 150 | |||
| Rue des Chats Bossus 21 | High street shop | 2007 | 1870 | 168 | 161 | |||
| Rue des Ponts de Comines 30 | High street shop | 2007 | 1945 | 197 | 67 | |||
| Rue des Ponts de Comines 31 | High street shop | 2007 | 1945 | 179 | 11 | |||
| Rue des Ponts de Comines 32 | High street shop | 2007 | 1945 | 267 | 172 | |||
| Rue Destailleurs 55 | Other | 2007 | 1890 | - | 1 | |||
| Rue du Curé Saint-Etienne 6 | High street shop | 2007 | 1950 | 153 | 25 | |||
| Rue du Curé Saint-Etienne 17 | High street shop | 2007 | 1870 | 172 | 80 | |||
| Rue du Faisan 6 | High street shop | 2007 | 1950 | 105 | 20 | |||
| Rue du General de Wett 1 | Other | 2007 | 1950 | - | 12 | |||
| Rue du Sec Arembault 24 | High street shop | 2007 | 1945 | 78 | 57 | |||
| Rue Faidherbe 28-30 | High street shop | 2007 | 1945 | 102 | 77 | |||
| Rue Faidherbe 32-34/ | High street shop | 2007 | 1945 | 675 | 284 | |||
| Rue des Ponts de Comines 19bis Rue Faidherbe 38 |
High street shop | 2007 | 1945 | 59 | - | 35 | ||
| Rue Faidherbe 42 | High street shop | 2007 | 1945 | 86 | 5 | |||
| Rue Faidherbe 44 | High street shop | 2007 | 1945 | 142 | 51 | |||
| Rue Faidherbe 48 | High street shop | 2007 | 1945 | 135 | 84 | |||
| Rue Faidherbe 50 | High street shop | 2007 | 1945 | 308 | - | 90 | ||
| Rue Faidherbe 54 | High street shop | 2007 | 1945 | 176 | 74 | |||
| Rue Gay-Lussac 17-19 | Other | 2007 | 1900 | - | - | 20 | 188 | |
| Rue Léon Gambetta 32 | High street shop | 2007 | 1945 | 88 | 22 |
| Location Country City |
e CL t t— O QJ CL |
C g L J 'tn D CT U ro o" t_ ro 2 |
Year of construction/ renovation |
Lettable floor space (sqm) |
t/i 4-* tz ro c QJ 4 - 1 'o" QJ JD E Zl z |
J3 c QJ E ro CL ro t_ QJ JD E Zl Z |
CT C Jd ro CL o tn 01 QJ u ro JD E Q. i/i Z |
€ 1,000) Theoretical rental income (x |
|---|---|---|---|---|---|---|---|---|
| Rue Léon Gambetta 163 | High street shop | 2007 | 1945 | 1 0 1 | 1 | 22 | ||
| Rue Léon Gambetta 235 | High street shop | 2007 | 1950 | 115 | 1 | - | - | 36 |
| Rue LéonThiriez 98 | Other | 2007 | 1890 | - | - | 1 | - | 4 |
| Square Dutilleul | Other | 2007 | 2008 | - | - | - | 1 | 1 |
| Limoges | ||||||||
| Centre Commercial Beaubreuil | Shopping centre | 2001 | 1980 | 4,452 | 14 | - | - | 5 44 |
| Centre Commercial Limoges Corgnac | Shopping centre | 2006 | 2006 | 5,407 | 13 | - | - | 1,480 |
| Lyon Rue Victor Hugo 5 |
High street shop | 2001 | 1950 | 90 | 1 | - | - | |
| Macon | 69 | |||||||
| Rue Carnot Ill/Ru e Rameau 39 | High street shop | 2001 | 1950 | 1 60 | 1 | - | - | 82 |
| Rue Philibert Laguiche 11-13/ | ||||||||
| Place aux Herbes 53-55 | High street shop | 2001 | 1950 | 1,148 | 1 | - | - | 8 1 |
| Marseille | ||||||||
| Rue Saint Ferréol 29 | High street shop | 2005 | 1980 | 2 49 | 1 | - | - | 2 04 |
| Nancy | ||||||||
| Rue Saint-Jean 44-45 | High street shop | 1998 | 1990 | 4,794 | 5 | - | - | 1,714 |
| Nice | ||||||||
| Avenue Jean Médecin 8bis/ | ||||||||
| Rue Gustave Deloye 5 | High street shop | 2001 | 1950 | 3 62 | 1 | - | - | 1 9 1 |
| Route de Grenoble 604 | Retail warehouse | 1999 | 1990 | 2,057 | 1 | - | - | 5 68 |
| Paris | ||||||||
| Boulevard Saint-Germain 104 | High street shop | 1998 | 1950 | 1,278 | 1 | - | - | 7 46 |
| Rued'Alésia 123 | High street shop | 2005 | 1956 | 4 2 0 | 1 | - | 1 | 3 05 |
| Ruede Rivoli 118-120 | High street shop | 1998 | 1997 | 3,341 | 8 | 8 | 5 | 3,420 |
| Rue Montmartre 17 | High street shop | 2006 | 2003 | 2 7 0 | 1 | - | - | 1 70 |
| Roanne | ||||||||
| Rue Bourgneuf 18/Passage Bourgneuf 7/ | ||||||||
| Rue Charles de Gaulle 51-53 | High street shop | 2001 | 1950 | 1,542 | 3 | 3 | - | 165 |
| Roncq | ||||||||
| Avenue de I'Europe 20 | Retail warehouse | 2007 | 2000 | 2,700 | 1 | - | - | 165 |
| Roubaix | ||||||||
| Grande Rue 21 | High street shop | 2007 | 1900 | 1,059 | 1 | - | - | 1 12 |
| Grande Rue 55ter | High street shop | 2007 | 1900 | 40 | - | - | - | 5 |
| Place de la Liberie 2 | High street shop | 2007 | 1900 | 52 | 1 | - | - | 3 |
| Saint-Etienne | ||||||||
| Rue Saint-Jean 27 | High street shop | 2001 | 1950 | 60 | 1 | - | - | 11 |
| Seclin | ||||||||
| Rue de I'lndustrie 32 | Retail warehouse | 2007 | 2000 | 2,277 | 1 | - | - | 2 40 |
| Soissons | ||||||||
| Rue Saint-Martin 57 | High street shop | 2001 | 1950 | 4 0 0 | 1 | - | - | 59 |
| Thoiry | ||||||||
| Centre Commercial Val Thoiry | Shopping centre | 1998 | 2000 | 14,825 | 62 | - - |
- - |
5,570 |
| Centre Commercial Val Thoiry 2 Thonon-les-bains |
Retail warehouse | 2009 | 2009 | 8,590 | 1 | 3 99 | ||
| Rue des Arts 16 | High street shop | 2001 | 1950 | 2 2 0 | 1 | - | - | 90 |
| Toulon | ||||||||
| Rue Jean Jaurès 82/Rue Racine 11 | High street shop | 2000 | 1950 | 1,609 | 2 | - | - | 1 63 |
| Tourcoing | ||||||||
| Place de Charles et Albert Roussel 32-33 | High street shop | 2007 | 1950 | 126 | 1 | 9 | - | 64 |
| c o LJ tz >. ra P u Zl P, o o U U |
QJ C L O o QJ C L |
sz o L J ZS l~l ra o QJ > |
c o t -l t3 - t / l o o u L J ro o o c 2 QJ |
QJ U ra i n i _ O SZ. QJ J D h OJ t / i |
i/i 4-» c ro c QJ 4 - 1 O QJ . O E Z l Z |
c QJ E ro o. ro o i _ QJ J D F CJ Z |
CT C JZ t— ro CL o OJ t f l . Q u H 3 z C L LH |
o o L J o tz QJ , r (ui ro 4-< QJ QJ E t_ o o QJ |
|---|---|---|---|---|---|---|---|---|
| Troyes | ||||||||
| Rue EmileZola 113 | High street shop | 2006 | 2005 | 359 | 1 | • | 186 | |
| Rue EmileZola 117 Valence |
High street shop | 2001 | 1950 | 350 | 1 | • | 171 | |
| Avenue Victor Hugo 25/Rue Pasteur 1-3 | High street shop | 2001 | 1950 | 200 | 1 | • | 61 | |
| Vichy | ||||||||
| Rue Georges Clémenceau 12/Rue Ravy-Breton 2 | High street shop | 2001 | 1950 | 1,437 | 2 | • | 179 | |
| Total investment properties in operation France | 105.47 3 | 25 4 | 103 | 96 | 28.92 6 | |||
| SPAIN | ||||||||
| Alicante | ||||||||
| Parque Vistahermosa Badalona |
Retail warehouse | 1999 | 2002 | 34,609 | - | 1,387 | 4,535 | |
| Centro Comercial Montigala | Shopping centre | 1998 | 1991 11,395 | 54 | - | 2,618 | 3,394 | |
| Barcelona | ||||||||
| Ronda de la Universitat 35 Burgos |
High street shop | 2000 | < 1950 | 545 | 1 | 1 91 | ||
| Centro Comercial El Mirador | Shopping centre | 99/01 | 1997 | 9,832 | 43 | - | 1,500 | 2,338 |
| Castellón de la Plana | ||||||||
| Calle Grecia 4 | Retail warehouse | 2001 | 2003 | 5,109 | 1 | 7 35 | ||
| Leon | ||||||||
| Avenida Ordofio 11 18 | High street shop | 2001 | <1950 | 591 | 1 | 2 35 | ||
| Madrid | ||||||||
| Calle de Fuencarral 23 Calle de Fuencarral 25 |
High street shop | 2006 | < 1950 | 256 | 1 | 324 | ||
| Calle Serrano 36 | High street shop | 2005 | < 1950 | 120 | 1 | 148 573 |
||
| Calle Tetuan 19/Calle Carmen 3 | High street shop | 1999 | < 1950 | 515 | 1 | 5 15 | ||
| Centro Comercial Getafe 111 | High street shop | 2002 | < 1950 | 429 | 1 | - | 1,445 | 3,381 |
| Centro Comercial Las Rosas | Shopping centre | 2006 | 2006 | 20,328 | 50 | - | 1,800 | 4,110 |
| Centro Comercial Madrid Sur | Shopping centre Shopping centre |
99/01 2003 |
1998 1998 23,405 |
8,254 | 90 67 |
- | 2,500 | 5,451 |
| Mélaga | ||||||||
| Centro Comercial La Rosaleda | Shopping centre | 1998 | 1993 | 15,336 | 73 | - | 3,200 | 4,898 |
| Plaza de la Constitución 9 Murcia |
High street shop | 2010 | < 1950 | 279 | 1 | 3 11 | ||
| Centro Comercial Las Atalayas | Shopping centre | 99/01 | 1993 | 10,342 | 39 | - | 2,222 | 3,151 |
| Total investment properties in operation Spain | 141.54 6 | 432 | - 16.67 3 | 34,29 3 | ||||
| BELGIUM | ||||||||
| Aalst | ||||||||
| 1 Albrechtlaan 5 6 ) |
Retail warehouse | 2000 | > 1980 | 1,000 | 1 | 74 | ||
| Brusselsesteenweg 41 | Retail warehouse | 2007 | > 1980 | 770 | 1 | 74 | ||
| Nieuwstraat 10 Aartselaar |
High street shop | 1998 | < 1950 | 151 | 1 | 73 |
Retail warehouse 2000 > 1980 1,334 1
117
Antwerpsesteenweg 13/4
| Location Country City |
>- 4-1 t_ QJ Q. o C L O QJ CL |
c O '4-1 ' t n 'zi cr t -i ro t » — o i _ ro |
Year of construction/ renovation |
Lettable floor space (sqm) |
tn L J tz ro c QJ 4 - 1 o QJ J D E Z |
Number of apartments | Number of parking spaces |
€ 1,000) Theoretical rental income (x |
|---|---|---|---|---|---|---|---|---|
| Andenne | ||||||||
| Avenue Roi Albert 137-139 | Retail warehouse | 1999 | >1980 | 5,809 | 6 | - | 497 | |
| Ans | ||||||||
| Rue de Francais 393 | Retail warehouse | 1999 | >1980 | 3,980 | 10 | - | 388 | |
| Antwerp | ||||||||
| Abdijstraat 29 | High street shop | 1995 | <1950 | 198 | - | 37 | ||
| Abdijstraat 82-84 | High street shop | 1995 | <1950 | 157 | 2 | 55 | ||
| De Keyserlei 47 | High street shop | 2000 | <1950 | 52 | - | 50 | ||
| De Keyserlei 49 | High street shop | 2000 | <1950 | 102 | - | 64 | ||
| Frankrijklei 27 | High street shop | 1993 | <1950 | 554 | 1 | 87 | ||
| Groendalstraat 11 | High street shop | 2000 | <1950 | 48 | - | 28 | ||
| Huidevettersstraat 12 | High street shop | 1994 | <1950 | 721 | - | 295 | ||
| Korte Gasthuisstraat 27 | High street shop | 2000 | <1950 | 145 | - | 124 | ||
| Leysstraat 17 | High street shop | 2000 | <1950 | 325 | 2 | 182 | ||
| Leysstraat 28-30 | High street shop | 1997 | <1950 | 1,705 | 5 | 850 | ||
| Meir 99 | High street shop | 1996 | <1950 | 583 | - | 452 | ||
| Schuttershofstraat 24/Kelderstraat 7 | High street shop | 2000 | <1950 | 106 | - | 98 | ||
| Schuttershofstraat 30 | High street shop | 2000 | <1950 | 66 | - | 77 | ||
| Schuttershofstraat 32/Arme Duivelstraat 2 | High street shop | 2000 | <1950 | 54 | - | 64 | ||
| Balen | ||||||||
| Molsesteenweg 56 | Retail warehouse | 1999 | >1980 | 1,871 | - | 153 | ||
| Beaumont | ||||||||
| RueG. Michiels 40 | Retail warehouse | 1998 | >1980 | 1,113 | - | 110 | ||
| Boechout | ||||||||
| Hovesesteenweg 123-127 | Retail warehouse | 2002 | >1980 | 1,230 | - | 102 | ||
| Borgloon | ||||||||
| Sittardstraat 10 | Retail warehouse | 1999 | >1980 | 995 | 2 | - | 61 | |
| Bree | ||||||||
| Toleikstraat 30 | Retail warehouse | 1999 | >1980 | 855 | 1 | - | 51 | |
| Bruges | Retail warehouse | 2007 | >1980 | |||||
| Maalsesteenweg 142 | High street shop | <1950 | 500 2,058 |
1 2 |
- - |
67 | ||
| Steenstraat 80 Brussels |
1998 | 931 | ||||||
| Elsensesteenweg 15 | High street shop | 1995 | < 1950 | 1,325 | 3 | - | 258 | |
| Elsensesteenweg 41-43 | High street shop | 1998 | < 1950 | 6,577 | 7 | - | 1,694 | |
| Louizalaan 7 | High street shop | 2000 | <1950 | 245 | 1 | - | 385 | |
| Nieuwstraat 98 | High street shop | 2001 | <1950 | 150 | 1 | - | 221 | |
| Chênée | ||||||||
| Rue de la Station 23 | Retail warehouse | 2002 | 50/80 | 2,933 | 3 | - | 252 | |
| Diest | ||||||||
| Hasseltsestraat 15 | High street shop | 1998 | < 1950 | 198 | 1 | - | 48 | |
| Dilsen | ||||||||
| Rijksweg 17 nr. 770 | Retail warehouse | 1999 | >1980 | 992 | 1 | - | 82 | |
| Drogenbos | ||||||||
| Nieuwe Stallestraat 217 Flémalle |
Retail warehouse | 2007 | >1980 | 530 | 1 | - | 77 | |
| Ruede la Fabrique 5 | Retail warehouse | 2002 | >1980 | 2,887 | 5 | - | 235 | |
| Froyennes | ||||||||
| Rue des Roselières 6 | Retail warehouse | 2000 | >1980 | 950 | 1 | - | 105 |
| er § i >-* t j O .- o U U _i •X LJ |
QJ Q. e C L QJ C L |
SZ o L J ZS ro 1 4 — O ^ |
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o o L J c QJ LJ l i ' ro X OJ £ E n o u QJ F c |
|---|---|---|---|---|---|---|---|---|
| Cenk | ||||||||
| Guillaume Lambertlaan 115 | Retail warehouse | 1999 | > 1980 | 3,109 | 5 | 228 | ||
| Hasseltweg 74 | Retail warehouse | 2002 | > 1980 | 2,331 | 4 | 234 | ||
| Chent | ||||||||
| Veldstraat 81/Zonnestraat 6-10 | High street shop | 1998 | < 1950 | 2,966 | 5 | 583 | ||
| Volderstraat 15 | High street shop | 1993 | < 1950 | 279 | 1 | 159 | ||
| Crivegnée | ||||||||
| Boulevard de Froidmont 29 | Retail warehouse | 2007 | >1980 | 1,100 | 2 | 113 | ||
| Rue Servais Malaise | Retail warehouse | 2002 | >1980 | 2,000 | 1 | 134 | ||
| Hasselt | ||||||||
| Genkersteenweg 75 | Retail warehouse | 1999 | > 1980 | 996 | 2 | 101 | ||
| Genkersteenweg 215-219 Genkersteenweg 282 |
Retail warehouse Retail warehouse |
2007 2000 |
> 1980 > 1980 |
1,745 2,240 |
2 2 |
179 | ||
| Heusden-Zolder | 116 | |||||||
| Inakker | Retail warehouse | 2002 | > 1980 | 1,019 | 2 | 72 | ||
| Hoboken | ||||||||
| Zeelandstraat 6-8 | Retail warehouse | 2002 | > 1980 | 2,490 | 2 | 235 | ||
| Huy | ||||||||
| Rue Joseph Wauters 31 ) |
Retail warehouse | 2007 | > 1980 | 1,000 | 2 | 89 | ||
| Jemappes | ||||||||
| Avenue Wilson 510 | Retail warehouse | 2007 | >1980 | 900 | 2 | 81 | ||
| Kampenhout | ||||||||
| Mechelsesteenweg 38-42 | Retail warehouse | 1999 | > 1980 | 3,322 | 3 | 220 | ||
| Korbeek-Lo | ||||||||
| Tiensesteenweg 3781 ) |
Retail warehouse | 2007 | >1980 | 990 | 1 | 109 | ||
| Kuurne | ||||||||
| Ringlaan 12 La Louvière |
Retail warehouse | 2007 | > 1980 | 1,335 | 2 | 70 | ||
| Avenue de la Wallonië 1 | Retail warehouse | 2007 | > 1980 | 1,520 | 2 | 148 | ||
| RueAlbert ler 84-85 | 72 | |||||||
| Leopoldsburg | High street shop | 2000 | < 1950 | 198 | 1 | |||
| Lidostraat 7 | 132 | |||||||
| Leuven | Retail warehouse | 1999 | > 1980 | 1,850 | 1 | |||
| Bondgenotenlaan 69-73 | 646 | |||||||
| Liège | High street shop | 2001 | < 1950 | 1,495 | 2 | |||
| Rue Pontd'lle 35 | High street shop | 1998 | < 1950 | 80 | 1 | 80 | ||
| Rue Pontd'lle 45 | High street shop | 1998 | < 1950 | 55 | 1 | 71 | ||
| Rue Pontd'lle 49 | High street shop | 1998 | <1950 | 375 | 1 | 220 | ||
| Malmédy | ||||||||
| Avenue des Allies 14b | Retail warehouse | 1999 | > 1980 | 813 | 1 | 59 | ||
| Mechelen Bruul 39-41 |
High street shop | 2000 | < 1950 | 351 | 2 | 198 | ||
| Bruul 42-44 | 589 | |||||||
| Merksem | High street shop | 2001 | < 1950 | 2,948 | 2 | |||
| Bredabaan 474-476 | 80 | |||||||
| Moeskroen | High street shop | 1998 | 50/80 | 457 | 1 | |||
| Petite Rue 18 | 48 | |||||||
| Mons | High street shop | 1998 | < 1950 | 235 | 1 | |||
| Chaussée de Binche 101 | Retail warehouse | 2000 | > 1980 | 1,000 | 1 | 90 | ||
| Grand Rue 19 | High street shop | 2000 | < 1950 | 185 | 1 | 82 | ||
| Rue de la Chaussée 31-33 | High street shop | 1998 | < 1950 | 447 | 2 | 152 |
| c o c ra zs >• o t; o U U _i |
QJ Q. O O QJ CL .>- |
c o 4 - ' t / l CJ cT Lm 2 |
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ro o o 4 - 1 c QJ Ml , » *- ro X L J QJ QJ E O n OJ SZ - |
|---|---|---|---|---|---|---|---|---|
| Montignies-sur-Sambre | ||||||||
| Rue de la Perseverance 14 | Retail warehouse | 2007 | > 1980 | 750 | 1 | 64 | ||
| Mortsel | ||||||||
| Statielei 71-73 | High street shop | 1998 | 50/80 | 430 | 2 | 146 | ||
| Namur | ||||||||
| Place de l'Ange 4 Overpelt |
High street shop | 2011 | 50/80 | 2,331 | 11 | 23 | 582 | |
| Burgemeester Laenenstraat 3 | Retail warehouse | 2002 | > 1980 | 877 | 2 | 88 | ||
| Philippeville | ||||||||
| Rue de France | Retail warehouse | 1999 | > 1980 | 3,589 | 5 | 344 | ||
| Schaarbeek | ||||||||
| Leuvensesteenweg 610-640 | Retail warehouse | 1999 | > 1980 | 2,954 | 4 | 361 | ||
| Schelle | ||||||||
| Provinciale Steenweg 453-455 | Retail warehouse | 99/02 | > 1980 | 2,952 | 7 | 223 | ||
| Scherpenheuvel | ||||||||
| Mannenberg 25 | Retail warehouse | 1999 | > 1980 | 600 | 1 | 81 | ||
| Sint-Job-in-'t-Coor | ||||||||
| Handelslei 10 | Retail warehouse | 2002 | > 1980 | 600 | 1 | 70 | ||
| Sint-Niklaas | ||||||||
| Kapelstraat 101 | Retail warehouse | 2007 | > 1980 | 740 | 1 | 26 | ||
| Sint-Pieters-Leeuw | ||||||||
| Bergensesteenweg 458 | Retail warehouse | 2007 | > 1980 | 750 | 1 | 77 | ||
| Tielt-Winge | ||||||||
| Retailpark Gouden Kruispunt | Retail warehouse | 99/02 | > 1980 18,861 | 22 | - | 1,798 | ||
| Tienen | ||||||||
| Slachthuisstraat 35 | Retail warehouse | 2002 | > 1980 | 4,984 | 7 | 496 | ||
| Tongres Shopping centre Julianus |
Shopping centre | 2008 | > 1980 | 8,459 | 17 | 883 | ||
| Turnhout | ||||||||
| Gasthuisstraat 5-7 | High street shop | 2001 < 1950 | 1,259 | 1 | 335 | |||
| Gasthuisstraat 32 | High street shop | 1995 | < 1950 | 1,743 | 2 75 | |||
| Vilvoorde | ||||||||
| Leuvensestraat 43 | High street shop | 1998 | < 1950 | 1,338 | 1 | 202 | ||
| Luchthavenlaan 5 | Retail warehouse | 1999 | > 1980 | 6,345 | 3 | 551 | ||
| Mechelsesteenweg 48 | Retail warehouse | 1999 | >1980 | 7,935 | 12 | 745 | ||
| Waterloo | ||||||||
| Chaussée de Bruxelles 284 | Retail warehouse | 1993 | 50/80 | 1,198 | 125 | |||
| Wavre | ||||||||
| Boulevard de I'Europe 41 | Retail warehouse | 2007 | > 1980 | 860 | 135 | |||
| Rue du Commerce 26 | High street shop | 1998 | < 1950 | 242 | 58 | |||
| Rue du Pont du Christ 45/Rue Barbier 15 | High street shop | 1998 | < 1950 | 319 | 126 | |||
| Westerlo Hotelstraat 2A-B |
Retail warehouse | 2007 | >1980 | 1,000 | 89 | |||
| Wilrijk | ||||||||
| Boomsesteenweg 543-645 | Retail warehouse | 2000 | 50/80 | 1,453 | 180 | |||
| Boomsesteenweg 665-572 | Retail warehouse | 2000 | > 1980 | 4,884 | 523 | |||
| Total investment properties in operation Belgium | 161.036 | 243 | 12 | 23 22.724 |
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| TURKEY | ||||||||
| Istanbul | ||||||||
| Bahariye Caddesi 58 | High street shop | 2009 | 1985 | 400 | 1 | 207 | ||
| Bahariye Caddesi 55b | High street shop | 2009 | 2005 | 195 | 1 | 143 | ||
| Istiklal Caddesi 18 | High street shop | 2007 | 1980 | 1,170 | 1 | 523 | ||
| Istiklal Caddesi 98 | High street shop | 2007 | 1920 | 530 | 1 | 314 | ||
| Istiklal Caddesi 119 | High street shop | 2009 | 1950 | 495 | 3 | 402 | ||
| Total investment properties in operation Turkey | 2.790 | - | 1.589 | |||||
| PORTUCAL | ||||||||
| Barcelos | ||||||||
| Rua Porta Nova 41 | High street shop | 2002 | <1950 | 128 | 1 | 28 | ||
| Braga | ||||||||
| Avenida Central 78-80 | High street shop | 2002 | <1950 | 471 | 1 | 115 | ||
| Lisbon Rua Damiao de Góis 41-44d Rua do Carmo 100-102/ |
High street shop | 2002 | < 1950 | 150 | 1 | 52 | ||
| Rua do Ouro 287 and 291-295 | High street shop | 2002 | <1950 | 1,139 | 5 | 390 | ||
| Rua Morals Soares 93 | High street shop | 2002 | <1950 | 257 | 1 | 71 | ||
| Porto | ||||||||
| Praqa Marques Pombal 152 | High street shop | 2002 | < 1950 | 437 | 1 | 75 | ||
| Praga Mouzinho de Alburquerque 119-124 | High street shop | 2002 | <1950 | 148 | 1 | 47 | ||
| Rua de Brito Capelo 150 | High street shop | 2002 | <1950 | 154 | 1 | 51 | ||
| Rua Santa Caterina 325-329 | High street shop | 2002 | <1950 | 529 | 1 | 180 | ||
| Total investment properties in operation Portugal | 3.423 | 13 | - | 1,010 | ||||
| Total investment properties in operation | 705.263 1,707 | 402 19,231 144,026 |
1 tand on long lease.
2 Vastned Retail holds a 50% interest.
3 All Belgian properties are held directly by Intervest Retail, in whic h Vastned Retail has a 72.4% interest at year-end 2011.
4 Retail warehouses include retail parks and other retail investments properties.
The theoretical rental income as at 31 December 2011 (including performance-linked rents, mall income and other rent) consists ofthe rental income assuming full occupancy.
During times of economic uncertainty, the number of leases with deviating terms increases.
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|---|---|---|---|---|---|
| INVESTMENT PROPERTIES IN PIPELINE | |||||
| THE NETHERLANDS | |||||
| Houten Spoorhaag 130-134/Achterom 1-5 0 Lelystad |
Shopping centre | 2007 | 2,575 | 4.1 | |
| De Promesse 3-5 and 111 FRANCE |
Retail warehouse | 2009 | 1,313 | 2.5 | 5.3% |
| Arras Rue Ernestale 35 / Rue de College1 ) Plaisir-Sablons 'Centre Commercial 'Plaisir-Sablons'') |
Other Shopping centre |
2005 1999 27,000 |
0.7 70.0 |
6.5% | |
| TURKEY | |||||
| Istanbul Abdi ipekg Cadessi 41 Istiklal Caddesi 85 Istiklal Caddesi 161 |
High street shop High street shop High street shop |
2011 2010 2010 |
1,975 3,300 2,800 |
19.3 25.6 33.0 |
7.0% 5.9% 5.7% |
1 Uncommitted
| Netherlands | France | Spain | Belgium | Turkey | Portugal | Total | |
|---|---|---|---|---|---|---|---|
| Number of tenants1) | 758 | 254 | 432 | 243 | $\overline{7}$ | 13 | 1,707 |
| Theoretical annual rental | |||||||
| income $(x \in 1 \text{ million})^{2}$ | 55.5 | 28.9 | 34.3 | 22.7 | 1.6 | 1.0 | 144.0 |
| Market rent $(x \in 1 \text{ million})^{2}$ | 57.8 | 30.4 | 31.7 | 23.0 | 1.8 | 0.9 | 145.6 |
| (Over)/underrent (in %) | 3.9 | 4.8 | (8.3) | 1.4 | 13.4 | (14.1) | 1.1 |
| Average occupancy rate (in %) | 96.6 | 94.4 | 92.6 | 97.6 | 96.0 | 100.0 | 95.4 |
| Occupancy rate at year-end (in %) | 96.5 | 94.3 | 92.4 | 96.6 | 100.0 | 100.0 | 95.1 |
| Number of properties | |||||||
| (including pipeline) | 307 | 125 | 16 | 94 | 8 | $\overline{9}$ | 559 |
| Investments property | |||||||
| including pipeline $(x \in I$ million) | 792 | 475 | 412 | 334 | 104 | 12 | 2,129 |
| Investments property | |||||||
| including pipeline (in %) | 37 | 22 | 19 | 16 | 5 | $\mathbf{1}$ | 100 |
| Average size per property | |||||||
| including pipeline $(x \in I$ million) | 2.6 | 3.8 | 25.8 | 3.6 | 13.0 | 1.4 | 3.8 |
| Lettable floor area | |||||||
| including pipeline (x1,000 sqm) | 295 | 132 | 142 | 161 | $11\,$ | $\overline{3}$ | 744 |
| Gross yield (in %) | 7.0 | 6.2 | 8.3 | 6.8 | 5.4 | 8.1 | 7.1 |
| Net yield (in %) | 6.1 | 5.8 | 7.7 | 6.3 | 5.1 | 7.2 | 6.4 |
| Sector spread including pipeline (in %) | |||||||
| High street shops | 53 | 58 | 12 | 54 | 100 | 100 | 49 |
| Shopping centres | 34 | 32 | 77 | 4 | 35 | ||
| Retail warehouses | 12 | $7\overline{ }$ | 11 | 42 | $\overline{\phantom{a}}$ | $\qquad \qquad -$ | 15 |
| Other | $\mathbf{1}$ | 3 | $\mathbf{1}$ | ||||
| Average rent per sqm $(x \in I)$ | |||||||
| High street shops | 238 | 340 | 783 | 329 | 570 | 295 | 287 |
| Shopping centres | 204 | 275 | 270 | 104 | ٠ | 239 | |
| Retail warehouses | 101 | 100 | 133 | 91 | 101 | ||
| Other | 127 | 123 | 125 | ||||
| Regional spread (in %) | |||||||
| Super cities | $11\,$ | 43 | 64 | 12 | 100 | 47 | 31 |
| Large cities | 22 | 14 | 35 | 31 | 30 | 24 | |
| Medium-sized cities | 29 | 16 | $\overline{\phantom{0}}$ | 19 | 5 | 18 | |
| Small cities | 38 | 27 | $\bf{1}$ | 38 | 18 | 27 | |
| Average occupancy rate at year-end (in %) | |||||||
| High street shops | 97.3 | 97.0 | 100.0 | 95.1 | 100.0 | 100.0 | 97.1 |
| Shopping centres | 97.0 | 92.5 | 93.3 | 90.0 | 94.1 | ||
| Retail warehouses | 92.9 | 100.0 | 84.5 | 98.5 | 94.2 | ||
| Other | 82.7 | 38.7 | 57.6 |
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