TIDMFCPX
RNS Number : 7780W
F&C Commercial Property Trust Ltd
03 August 2009
To: RNS
Date:3 August 2009
From:F&C Commercial Property Trust Limited
Half Yearly Financial Report for the Period ended 30 June 2009
* Share price total return of 26.9 per cent
* Dividend yield of 8.0 per cent
* Cash balance of GBP157.3 million at the period end and net gearing of 12.2 per
cent
Chairman's Statement
UK commercial property values continued to fall during the first half of 2009,
but at a lower rate than in the closing months of 2008. The Company's net asset
value ('NAV') total return (with dividends reinvested) for the period was -8.1
per cent, which compares with a total return of -9.6 per cent from the
Investment Property Databank ('IPD') UK Monthly Index. The NAV per share as at
30 June 2009 was 75.9p, representing a fall of 11.5 per cent for the period.
Despite the fall in the NAV, it is pleasing to report an increase of 21.5 per
cent in the share price during the period, to 75.3p per share. This represents a
discount to the NAV of 0.8 per cent and a dividend yield of 8.0 per cent.
With economic conditions continuing to deteriorate, the security of rental
income and quality of tenants has become a greater focus for property investors.
However, to date, there have been very few bad debts in the portfolio and, as a
reflection of the quality of the Company's portfolio, the void level as at 30
June 2009 was 4.0 per cent, well below the market level of 12.1 per cent.
The Company's current strategy is to use its significant cash resources to
invest directly in good quality properties with secure income streams. In
accordance with this strategy, the Company has, since the end of the period,
purchased a distribution warehouse for GBP17.25 million representing a net
initial yield of 9.05 per cent. This was the first acquisition by the Company
since its launch in March 2005. The purchase, which was made from the Company's
available cash resources, will enhance the Company's revenue account and
dividend cover.
The following table provides an analysis of the movement in the NAV per share
for the year (including the effect of gearing):
+----------------------------------------------+-----------+
| | Pence |
+----------------------------------------------+-----------+
| NAV per share as at 31 December 2008 | 85.8 |
+----------------------------------------------+-----------+
| Unrealised decrease in valuation of direct | (8.5) |
| property portfolio | |
+----------------------------------------------+-----------+
| Unrealised decrease in valuation of | (0.2) |
| Indirect Holdings | |
+----------------------------------------------+-----------+
| Movement in revenue reserve | (1.2) |
+----------------------------------------------+-----------+
| NAV per share as at 30 June 2009 | 75.9 |
+----------------------------------------------+-----------+
The total return from the Company's directly held properties during the period
was -5.5 per cent, which compares favourably with the IPD total return of -9.6
per cent. As a result of this outperformance the accounts contain a provision
for a performance fee of GBP1.9 million. It should be noted, however, that no
performance fee will be payable until 31 December 2009 at the earliest and will
be dependent upon the relative performance of the directly held properties for
the remainder of the year.
Group Reconstruction
On 5 June 2009 a prospectus and an offer document were sent to shareholders
containing details of proposals to introduce a new listed holding company, New
FCPT Limited ('New FCPT'), which had been incorporated for the purpose of making
an offer to acquire all of the Company's issued shares. The offer became
unconditional on 3 July 2009 and, on 7 July 2009, the shares of New FCPT were
admitted to listing on the Official List of the UKLA and to trading on the main
market of the London Stock Exchange.
Also on 7 July 2009, the listing of the Company's shares on the Official Lists
of the UK Listing Authority and the Channel Islands Stock Exchange, and the
trading in its shares on the London Stock Exchange and the Channel Islands Stock
Exchange, were suspended. The listings will be cancelled on 4 August 2009.
Under the offer, shareholders were offered one new share in New FCPT for each
share in the Company. The effect of the transaction is that New FCPT has, since
the end of the period, become the new holding company of the Group with the same
Board of Directors and, except in respect of persons unable to participate for
legal or regulatory reasons, the same shareholders.
As stated in the offer documentation, the introduction of New FCPT as the new
holding company of the Group has the following benefits:
* New FCPT, and any new subsidiaries of New FCPT outwith the previous group
structure, do not form part of the security structure for the Secured Bonds and
are not therefore subject to the same restrictions. However, at the present time
all of the enlarged Group's assets remain part of the secured structure.
* In the event that New FCPT raises any new equity, it will have considerable
flexibility over whether that cash is used within or outside the secured bond
structure.
* New FCPT has more flexibility to incur borrowings in a manner which may be more
cost effective than through the secured bond structure when the market for
securitised bonds is weak. However, it should be noted that the Board does not
have any intention at the current time of increasing the Group's borrowings.
* New FCPT has the ability to acquire or merge with other companies or funds which
may themselves have existing debt.
* New FCPT's investment policy provides it with flexibility to invest in listed
property companies where the Board believes that it is in the best interests of
shareholders to do so. It should be noted that that Board does not have any
immediate intention to invest in listed property companies. However, if the
Board does decide in the future to make any such investments it is its current
intention that these investments will be managed by F&C Asset Management plc.
* New FCPT is not subject to the same restrictions as were imposed previously on
the use of any surplus cash to pay dividends, buy back shares or otherwise
return capital to shareholders.
The Half Yearly Financial Report will be sent to those persons who have accepted
New FCPT's share for share exchange offer and are now shareholders in New FCPT,
and to those persons who have not yet accepted New FCPT's share for share
exchange offer and remain, at present, shareholders in the Company. Included
with the Half Yearly Financial Report, for persons who have not yet accepted New
FCPT's offer and remain shareholders in the Company, will be a circular
convening an Extraordinary General Meeting of the Company, to be held in
September 2009, at which a resolution will be proposed to change the name of F&C
Commercial Property Trust Limited to FCPT Holdings Limited. If the resolution is
passed, New FCPT's name will automatically change to F&C Commercial Property
Trust Limited, and the name of the top company in the Group's structure, and the
company listed on the UKLA's Official List and traded on the main market of the
London Stock Exchange, will again be 'F&C Commercial Property Trust Limited'.
Shareholders will be aware from the statements in the prospectus that I am also
a non-executive director of Resolution Limited, whose proposed offer for
Friends Provident Group plc has been the subject of various recent
announcements. Accordingly, I am not participating in any matters considered by
the Board relating to Friends Provident Group plc, which is the majority
shareholder of the Company, and the other Directors, with the Company's
advisers, will continue to monitor this situation and take such action as they
may consider appropriate
Dividends
In accordance with the Board's announcement in November 2008 that dividends
would in future be paid monthly, rather than quarterly, six interim dividends,
each of 0.5p per share, were paid during the period. The Board intends that
dividends will continue to be paid monthly by New FCPT and, while there remain
shareholders other than New FCPT in the Company, to shareholders remaining at
the Company level, until all shareholders have moved up to the New FCPT level.
The Group's rental flows remained healthy during the period. However, income
levels as a whole continued to be adversely affected by the significant cash
balances which, while waiting to be invested in higher yielding property assets,
earned a very low level of income. The Board remains conscious of the importance
shareholders place on the dividend and that the monthly payment is a valuable
income stream. The Directors will continue to keep under review what level of
dividend is transparent and sustainable, particularly in light of ongoing
economic conditions, bank deposit rates, the level of rental income received by
the Group and progress in investing its cash reserves.
Borrowings
The Group has borrowings in the form of GBP230 million Secured Bonds due 2017
which have been assigned an 'Aaa' rating by Moody's Investor Services. The bonds
carry interest at a fixed rate of 5.23 per cent per annum.
As at 30 June 2009, the Group held cash balances of GBP157 million and the level
of gearing, net of cash, at the end of the period was 12.2 per cent, reflecting
the Board's cautious view of the property market during the period. This
compares with 10.3 per cent as at 31 December 2008.
Discount and Share Buy Backs
Shareholders will be aware of the Board's stated policy to use the share buy
back authority to purchase shares (subject to income and cash flow requirements)
if the share price is more than five per cent below the published NAV per share
for a continuous period of 20 dealing days or more.
The Board will continue to consider share buy backs should the discount of the
New FCPT share price to the published NAV per share exceed five per cent. In
addition to taking into account income and cash flow requirements, the Directors
will seek to ensure that any share buy backs are undertaken at prices which are
in the best interests of all shareholders. There were no share buy backs during
the period and the discount narrowed significantly, from 27.7 per cent as at 31
December 2008 to 0.8 per cent as at 30 June 2009.
Continuation Vote
The Board was pleased to announce that both of the resolutions proposed at the
Extraordinary General Meeting of the Company held on 1 May 2009 were passed by
shareholders. The first resolution was to approve the continuation of the
Company and the second resolution was to amend the Company's policy on
continuation votes.
The amendment to the policy on continuation votes applies also to New FCPT. It
means that New FCPT will not be required to hold a continuation vote unless the
market price per share is more than five per cent below the published NAV per
share for a continuous period of 90 dealing days or more following the second
anniversary of the passing of the continuation vote resolution on 1 May 2009.
Previously, a continuation vote would have been required to be convened
following the first anniversary. The Directors believe that the extension of the
period between continuation votes is more appropriate as it permits the Managers
to manage the Group's assets for the medium term rather than with the prospect
of having to realise the portfolio on a shorter timescale. It should be noted
that the change to the policy does not prevent the Directors from putting a
continuation vote to shareholders earlier in the event that they believe it to
be in shareholders' best interests.
Amendment to Investment Management Agreement
During the period the Board announced an amendment to the investment management
agreement between the Company, F&C Commercial Property Holdings Limited and the
Managers, such that each party shall be entitled to terminate the agreement on
not less than six months' notice. Previously 12 months' notice had been
required. This amendment was also reflected in the new investment management
agreement entered into with New FCPT.
Outlook
Although economic conditions are likely to remain tough for some time yet, there
are now some signs of stabilisation in the commercial property market. The level
of transactions is still very low by historical standards, with investors
remaining risk averse and a focus on prime properties. The biggest risk to
valuations is a further deterioration in the state of the economy which would
have an adverse effect on an already fragile occupational market.
Although this backdrop remains challenging, the Board continues to believe that
the Company, with a diversity of tenants, low void rate and high unexpired lease
length, is relatively well placed. The Company will continue with its strategy
of using its cash resources to invest directly in good quality properties with
secure income streams and, combined with continuing property management
initiatives, the Board believes this will be beneficial to performance over the
longer term.
Peter Niven
Chairman
Managers' Review
Highlights
* The portfolio outperformed its benchmark during the period under review.
* New lettings and lease renewals during the period, including Princes Street,
Edinburgh, which had previously been the Company's largest void, will improve
the income stream in the portfolio.
* Very low levels of bad debts and voids in the portfolio.
* The purchase of a prime property since the end of the period will provide an
enhancement to the revenue account and dividend cover.
The six month period ended 30 June 2009 witnessed a change in sentiment towards
commercial property, with capital values for prime property stabilising and in
some instances improving. The market is still experiencing a lack of quality
property to buy and investors remain risk averse, but competitive bidding is now
occurring for those properties that "tick the boxes" in terms of location,
specification, tenant quality, and level of rent. There is greater depth in the
market with institutional demand re-emerging, supplementing interest from
overseas buyers and high net worth individuals.
The market, as measured by the Investment Property Databank ('IPD') UK Monthly
Index of capital values, fell by 13.2 per cent during the period. However, the
IPD data is showing a deceleration in capital value falls. In June, capital
values fell by 0.9 per cent across all property, still negative but representing
the best monthly performance since August 2007.
Property Portfolio - Direct Properties
During the period, the valuation of the direct property portfolio fell from
GBP654.2 million to GBP598.0 million, representing an ungeared fall of 8.9 per
cent. This compares with the capital fall of 13.2 per cent in the IPD UK Monthly
Index referred to above.
The total return from the portfolio during the period was -5.5 per cent which
compares favourably with a total return of -9.6 per cent from the IPD UK Monthly
Index.
Capital value falls were seen in all sectors but with Central London hit hard as
rental values were marked down steeply. Overall, the quality of the Company's
direct property portfolio is being acknowledged as the market gains some
traction in pricing for prime property.
Retail
The total return from the Company's retail properties during the period was -3.9
per cent which compares with the IPD UK Monthly Index total return for the
sector of -10.6 per cent during the same period.
During the period, the town centre retail market was affected by the high
profile failure of a number of national multiple retailers. As a consequence of
both this and the completion of a number of shopping centre developments in
2008, void rates have increased significantly in many of the UK's high streets
and shopping centres. Rental values are under pressure with tenants leveraging
their negotiating position and landlords keen to mitigate the costs associated
with void properties. The Company sold its only shopping centre last year and
has no direct exposure to the sub-sector. Furthermore, the Company has not seen
any retail tenant failures over the period. The Company's retail exposure is
skewed by the property at St. Christopher's Place Estate, London W1, the
Company's largest asset, which is categorised as retail but benefits from a
diversity of income from retail, restaurants, offices and residential uses and,
as such, has been relatively robust during the downturn. The Company has a low
exposure to standard high street shops and this will be maintained in the short
term.
The Company continues to upgrade accommodation at St. Christopher's Place Estate
with three projects underway converting previously unused space above shop units
into residential units. The Company also completed two small office lettings at
St. Christopher's Place Estate on ten year leases with breaks at year five
producing, in aggregate, a rent of GBP129,230 per annum.
During the period, the Company contracted the letting of a retail unit at
124/125 Princes Street, Edinburgh. This was the Company's largest void, the unit
having previously been let to Zavvi. The unit has been let to Urban Outfitters
for a term of 15 years at a commencing rent of GBP515,000 per annum. The rent is
subject to fixed uplifts for the first ten years of the term. Capital works to
the property are required to refurbish the entrance and form a double height
shop front and, once complete, this will be a flagship store for Urban
Outfitters.
In the retail warehouse sector, the Company was not affected by any tenant
failures over the period. The Company has an exposure to JJB Sports ('JJB') in
units at both Newbury Retail Park and Sears Retail Park, Solihull, and voted in
favour of JJB's Company Voluntary Agreement, agreed monthly rents and completed
an outstanding rent review. JJB continues to trade from these units.
Offices
The total return from the Company's office properties during the period was -7.4
per cent which compares with the IPD UK Monthly Index total return for the
sector of -10.2 per cent during the same period.
Rental value growth was negative over the period, with the IPD Monthly Index
recording -9.5 per cent. Central London rents have fallen significantly as
tenant demand has dried up and landlords have moved quickly to rebase their
quoting rents in a falling market. The Company has taken a pragmatic view to
letting property and has successfully let three floors at 7 Birchin Lane, London
EC3 and 17A Curzon Street, London W1 all on short term leases of five years, all
with tenant breaks at year three and at an aggregate rent of GBP302,644 per
annum.
In the regions, rents have not fallen as fast but are still under pressure. The
Company has re-geared two leases at 82 King Street, Manchester where the
occupation of Michael Page was secured for a further ten years beyond their
break in July 2009.
The Company continues to review the development of 24/27 Great Pulteney Street,
London W1 but will not commit to the development and capital spend until the
underlying fundamentals are more supportive.
Industrials
The total return from the Company's industrial properties during the period was
-3.7 per cent which compares with the IPD UK Monthly Index total return for the
sector of -7.0 per cent during the same period.
The sector's relatively high income return and relatively low obsolescence are
appealing to investors. There have been transactions in well-let or well-located
distribution warehouses which offer attractive yields and good quality
industrial estates.
The Company has a low weighting to the Industrial sector at 5.6 per cent as at
30 June 2009 and this will be addressed through acquisitions, such as the unit
at Daventry International Rail Freight Terminal (DIRFT) Logistics Park purchased
since the end of the period and covered in more detail below.
Property Management
In these market conditions the protection and sustainability of rental income is
key and we continue to work on all lease events to secure income. At Cassini
House, St James's Street, London SW1, a positive outcome to Taube Hodson
Stonex's break in July 2009 was achieved. The tenant agreed to commit to the
building for a further five years at a rent of GBP460,875 per annum in return
for the grant of a rent free period of 12 months.
The Company continues to maintain a low void rate of 4.0 per cent compared with
12.1 per cent on the IPD UK Monthly Index. The Company's provision for bad debts
(90 days overdue) currently stands at 1.3 per cent of gross annualised rent
whilst bad debt write offs over the period amounted to 0.2 per cent of gross
annualised rent.
Purchases and Sales
There were no sales during the period and the Company is not under any pressure
to sell assets.
The Company has significant cash deposits and we are actively pursuing and
appraising opportunities to acquire suitable direct properties at attractive
yields. It is widely recognised that the Company has a quality threshold and any
proposed acquisitions must be of similar quality to the existing portfolio.
Since the end of the period, the Company has purchased Site E4, Daventry
International Rail Freight Terminal (DIRFT) Logistics Park, Daventry for
GBP17.25 million representing a net initial yield of 9.05 per cent.
DIRFT Logistics Park is one of the UK's premier distribution and logistics parks
located adjacent to Junction 18 of the M1 motorway.
The unit, constructed in 2005, comprises a well-specified distribution warehouse
of approximately 300,000 sq. ft. and is let to Exel Europe Limited until 31 May
2015 at a current passing rent of GBP1,650,000 per annum. The tenant operates,
under contract, Mothercare's national distribution centre from the property.
This is the first acquisition by the Company since its launch in March 2005. The
purchase was made from the Company's available cash resources and will enhance
the Company's revenue account and dividend cover.
Outlook
The market has seen falling total returns for two years but the speed of decline
is moderating and there are signs that sentiment towards property is improving,
with funds raising cash to take advantage of the current low level of prices to
buy property assets. Prime stock is seeing yields stabilising or even moving
inwards. However, problems still remain both in the occupational market and for
secondary stock and this may affect investor confidence in the future.
In the current market there remains a low volume of transactions, but we are
continuing to seek appropriate opportunities for the Company to invest in prime
properties, with a particular focus on the quality of rental income. However, we
remain cautious about the outlook for property and sustained capital growth
generally and believe that capital values could come under further pressure if
rents and income streams are further affected by economic weakness. Prime
property is likely to be more resilient in this market and income is expected to
be the major driver of total returns both in the short and medium term.
Richard Kirby
Investment Manager
F&C REIT Property Asset Management plc
F&C Commercial Property Trust Limited
Condensed Consolidated Income Statement (unaudited)
for the six months to 30 June 2009
+--------------------------------------------------+-------------+-------------+-------------+
| | Six months | Six months | Year to |
+--------------------------------------------------+-------------+-------------+-------------+
| | to 30 June | to 30 June | 31 December |
+--------------------------------------------------+-------------+-------------+-------------+
| | 2009 | 2008 | 2008* |
+--------------------------------------------------+-------------+-------------+-------------+
| | GBP'000 | GBP'000 | GBP'000 |
+--------------------------------------------------+-------------+-------------+-------------+
| Revenue | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Rental income and income from indirect property | 24,135 | 28,276 | 57,162 |
| funds | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| (Losses)/gains on investments | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Unrealised losses on revaluation of investment | (58,163) | (94,576) | (251,874) |
| properties | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Unrealised losses on revaluation of indirect | (1,374) | (37,489) | (35,553) |
| property funds | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Gains/(losses) on sale of investment properties | 87 | - | (4,137) |
| realised | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Gains/(losses) on sale of indirect property | 11 | (5,161) | (34,192) |
| funds realised | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Total income/(expense) | (35,304) | (108,950) | (268,594) |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Expenditure | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Investment management fee - basic | (2,005) | (3,421) | (5,862) |
+--------------------------------------------------+-------------+-------------+-------------+
| - performance | (1,865) | (594) | - |
+--------------------------------------------------+-------------+-------------+-------------+
| Direct operating expenses of let rental property | (1,246) | (1,483) | (2,669) |
+--------------------------------------------------+-------------+-------------+-------------+
| Provision for reconstruction costs | (830) | - | - |
+--------------------------------------------------+-------------+-------------+-------------+
| Valuation and other professional fees | (244) | (477) | (617) |
+--------------------------------------------------+-------------+-------------+-------------+
| Provision for bad debts | (235) | (81) | (225) |
+--------------------------------------------------+-------------+-------------+-------------+
| Directors' fees | (72) | (72) | (143) |
+--------------------------------------------------+-------------+-------------+-------------+
| Administration fee | (56) | (54) | (107) |
+--------------------------------------------------+-------------+-------------+-------------+
| Other expenses | (124) | (122) | (336) |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Total expenditure | (6,677) | (6,304) | (9,959) |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Operating loss before finance costs and taxation | (41,981) | (115,254) | (278,553) |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Net finance costs | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Interest receivable | 1,123 | 2,362 | 5,717 |
+--------------------------------------------------+-------------+-------------+-------------+
| Finance costs | (6,070) | (6,066) | (12,133) |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| | (4,947) | (3,704) | (6,416) |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Loss before taxation | (46,928) | (118,958) | (284,969) |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Taxation | (37) | (27) | 850 |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Loss and total comprehensive income for the | (46,965) | (118,985) | (284,119) |
| period | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Basic and diluted losses per share | (6.9)p | (16.5)p | (39.8)p |
+--------------------------------------------------+-------------+-------------+-------------+
The Company does not have any income or expense that is not included in the loss
for the period, and therefore the 'Loss for the period' is also the "Total
comprehensive income for the period", as defined in International Accounting
Standard 1 (revised).
All of the loss and total comprehensive income for the period is attributable to
the owners of the Company.
All items in the above statement derive from continuing operations.
* These figures are audited.
F&C Commercial Property Trust Limited
Condensed Consolidated Balance Sheet as at 30 June 2009 (unaudited)
+--------------------------------------------------+-------------+-------------+-------------+
| | 30 June | 30 June | 31 Dec |
| | 2009 | 2008 | 2008* |
| | GBP'000 | GBP'000 | GBP'000 |
+--------------------------------------------------+-------------+-------------+-------------+
| Non-current assets | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Investment properties | 598,030 | 817,741 | 654,155 |
+--------------------------------------------------+-------------+-------------+-------------+
| Properties held for sale | - | 67,590 | - |
+--------------------------------------------------+-------------+-------------+-------------+
| Investments in indirect property funds held at | 3,742 | 71,182 | 5,116 |
| fair value | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Total non-current assets | 601,772 | 956,513 | 659,271 |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Current assets | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Trade and other receivables | 3,598 | 5,400 | 6,193 |
+--------------------------------------------------+-------------+-------------+-------------+
| Cash and cash equivalents | 157,294 | 82,138 | 162,336 |
+--------------------------------------------------+-------------+-------------+-------------+
| Total current assets | 160,892 | 87,538 | 168,529 |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Total assets | 762,664 | 1,044,051 | 827,800 |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Current liabilities | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Trade and other payables | (16,011) | (17,794) | (13,859) |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Non-current liabilities | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Interest bearing bonds | (229,253) | (229,145) | (229,197) |
+--------------------------------------------------+-------------+-------------+-------------+
| Deferred taxation | (598) | (535) | (561) |
+--------------------------------------------------+-------------+-------------+-------------+
| Total non-current liabilities | (229,851) | (229,680) | (229,758) |
+--------------------------------------------------+-------------+-------------+-------------+
| Total liabilities | (245,862) | (247,474) | (243,617) |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Net assets | 516,802 | 796,577 | 584,183 |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Represented by: | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Share capital | 7,531 | 7,636 | 7,531 |
+--------------------------------------------------+-------------+-------------+-------------+
| Capital redemption reserve | 105 | - | 105 |
+--------------------------------------------------+-------------+-------------+-------------+
| Share premium account | - | - | - |
+--------------------------------------------------+-------------+-------------+-------------+
| Special reserve | 668,587 | 702,901 | 673,010 |
+--------------------------------------------------+-------------+-------------+-------------+
| Capital reserve - investments sold | (21,195) | (3,367) | (21,293) |
+--------------------------------------------------+-------------+-------------+-------------+
| Capital reserve - investments held | (150,227) | 79,914 | (90,690) |
+--------------------------------------------------+-------------+-------------+-------------+
| Revenue reserve | 12,001 | 9,493 | 15,520 |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Equity shareholders' funds | 516,802 | 796,577 | 584,183 |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| | | | |
+--------------------------------------------------+-------------+-------------+-------------+
| Net asset value per share | 75.9p | 112.2p | 85.8p |
+--------------------------------------------------+-------------+-------------+-------------+
* These figures are audited.
F&C Commercial Property Trust Limited
Condensed Consolidated Statement of Changes in Equity (unaudited)
for the six months to 30 June 2009
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| | Share | Capital | Special | Capital | Capital | Revenue | Total |
| | Capital | Redemption | Reserve | Reserve- | Reserve- | Reserve | GBP'000 |
| | GBP'000 | Reserve | GBP'000 | Investments | Investments | GBP'000 | |
| | | GBP'000 | | Sold | Held | | |
| | | | | GBP'000 | GBP'000 | | |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| | | | | | | | |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| At 1 January 2009 | 7,531 | 105 | 673,010 | (21,293) | (90,690) | 15,520 | 584,183 |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| Loss for the | - | - | - | - | - | (46,965) | (46,965) |
| period | | | | | | | |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| Dividends paid | - | - | - | - | - | (20,416) | (20,416) |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| Transfer from | - | - | (4,423) | - | - | 4,423 | - |
| special reserve | | | | | | | |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| Transfer in | - | - | - | - | (58,163) | 58,163 | - |
| respect of | | | | | | | |
| unrealised losses | | | | | | | |
| on investment | | | | | | | |
| properties | | | | | | | |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| Transfer in | - | - | - | - | (1,374) | 1,374 | - |
| respect of | | | | | | | |
| unrealised losses | | | | | | | |
| on indirect | | | | | | | |
| property funds | | | | | | | |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| Gains on sale of | - | - | - | 87 | - | (87) | - |
| investment | | | | | | | |
| properties | | | | | | | |
| realised | | | | | | | |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| Gains on sale of | - | - | - | 11 | - | (11) | - |
| indirect property | | | | | | | |
| funds realised | | | | | | | |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| | | | | | | | |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
| At 30 June 2009 | 7,531 | 105 | 668,587 | (21,195) | (150,227) | 12,001 | 516,802 |
+--------------------+---------+------------+----------+-------------+-------------+----------+----------+
F&C Commercial Property Trust Limited
Condensed Consolidated Statement of Changes in Equity (unaudited)
for the six months to 30 June 2008
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| | Share | Share | Special | Capital | Capital | Revenue | Total |
| | Capital | Premium | Reserve | Reserve- | Reserve- | Reserve | GBP'000 |
| | GBP'000 | Account | GBP'000 | Investments | Investments | GBP'000 | |
| | | GBP'000 | | Sold | Held | | |
| | | | | GBP'000 | GBP'000 | | |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| | | | | | | | |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| At 1 January 2008 | 687,224 | 14,390 | 34,043 | 325 | 213,448 | 8,657 | 958,087 |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| Court reduction of | (679,588) | (14,390) | 693,978 | - | - | - | - |
| share capital | | | | | | | |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| Loss for the | - | - | - | - | - | (118,985) | (118,985) |
| period | | | | | | | |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| Dividends paid | - | - | - | - | - | (21,561) | (21,561) |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| Transfer from | - | - | (4,156) | - | - | 4,156 | - |
| special reserve | | | | | | | |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| Transfer in | - | - | - | - | (94,576) | 94,576 | - |
| respect of | | | | | | | |
| unrealised losses | | | | | | | |
| on investment | | | | | | | |
| properties | | | | | | | |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| Transfer in | - | - | - | - | (37,489) | 37,489 | - |
| respect of | | | | | | | |
| unrealised losses | | | | | | | |
| on indirect | | | | | | | |
| property funds | | | | | | | |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| Losses on sale of | - | - | - | (5,161) | - | 5,161 | - |
| investment | | | | | | | |
| properties | | | | | | | |
| realised | | | | | | | |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| Transfer of prior | - | - | - | 1,469 | (1,469) | - | - |
| years' revaluation | | | | | | | |
| to realised | | | | | | | |
| reserve | | | | | | | |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| Shares bought back | - | - | (20,964) | - | - | - | (20,964) |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| | | | | | | | |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
| At 30 June 2008 | 7,636 | - | 702,901 | (3,367) | 79,914 | 9,493 | 796,577 |
+--------------------+-----------+----------+----------+-------------+-------------+-----------+-----------+
F&C Commercial Property Trust Limited
Condensed Consolidated Statement of Changes in Equity
for the year to 31 December 2008*
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| | Share | Capital | Share | Special | Capital | Capital | Revenue | Total |
| | Capital | Redemption | Premium | Reserve | Reserve- | Reserve- | Reserve | GBP'000 |
| | GBP'000 | Reserve | Account | GBP'000 | Investments | Investments | GBP'000 | |
| | | GBP'000 | GBP'000 | | Sold | Held | | |
| | | | | | GBP'000 | GBP'000 | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| | | | | | | | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| At 1 January 2008 | 687,224 | - | 14,390 | 34,043 | 325 | 213,448 | 8,657 | 958,087 |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| Court reduction | (679,588) | - | (14,390) | 693,978 | - | - | - | - |
| of share capital | | | | | | | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| Loss for the year | - | - | - | - | - | - | (284,119) | (284,119) |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| Dividends paid | - | - | - | - | - | - | (49,922) | (49,922) |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| Transfer from | - | - | - | (15,148) | - | - | 15,148 | - |
| special reserve | | | | | | | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| Transfer in | - | - | - | - | - | (251,874) | 251,874 | - |
| respect of | | | | | | | | |
| unrealised losses | | | | | | | | |
| on investment | | | | | | | | |
| properties | | | | | | | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| Transfer in | - | - | - | - | - | (35,553) | 35,553 | - |
| respect of | | | | | | | | |
| unrealised losses | | | | | | | | |
| on indirect | | | | | | | | |
| property funds | | | | | | | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| Losses on sale of | - | - | - | - | (4,137) | - | 4,137 | - |
| investment | | | | | | | | |
| properties | | | | | | | | |
| realised | | | | | | | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| Losses on sale of | - | - | - | - | (34,192) | - | 34,192 | - |
| indirect property | | | | | | | | |
| funds realised | | | | | | | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| Transfer of prior | - | - | - | - | 16,711 | (16,711) | - | - |
| years' | | | | | | | | |
| revaluation to | | | | | | | | |
| realised reserve | | | | | | | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| Shares bought | (105) | 105 | - | (39,863) | - | - | - | (39,863) |
| back | | | | | | | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| | | | | | | | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
| At 31 December | 7,531 | 105 | - | 673,010 | (21,293) | (90,690) | 15,520 | 584,183 |
| 2008 | | | | | | | | |
+-------------------+-----------+------------+----------+----------+-------------+-------------+-----------+-----------+
* These figures are audited.
F&C Commercial Property Trust Limited
Condensed Consolidated Cash Flow Statement (unaudited)
for the six months to 30 June 2009
+--------------------------------------------------+-------------+------------+--------------+
| | Six months | Six months | Year to |
| | to 30 June | to 30 June | 31 December |
| | 2009 | 2008 | 2008* |
+--------------------------------------------------+-------------+------------+--------------+
| | GBP'000 | GBP'000 | GBP'000 |
+--------------------------------------------------+-------------+------------+--------------+
| Cash flows from operating activities | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Net operating loss for the period before finance | (41,981) | (115,254) | (278,553) |
| costs and taxation | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Adjustments for: | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Unrealised losses on revaluation of investment | 58,163 | 94,576 | 251,874 |
| properties | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Unrealised losses on revaluation of indirect | 1,374 | 37,489 | 35,553 |
| property funds | | | |
+--------------------------------------------------+-------------+------------+--------------+
| (Gains)/losses on sale of investment properties | (87) | - | 4,137 |
| realised | | | |
+--------------------------------------------------+-------------+------------+--------------+
| (Gains)/losses on sale of indirect property | (11) | 5,161 | 34,192 |
| funds realised | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Decrease in operating trade and other | 1,607 | 276 | 472 |
| receivables | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Increase/(decrease) in operating trade and other | 2,153 | (811) | (4,631) |
| payables | | | |
+--------------------------------------------------+-------------+------------+--------------+
| | 21,218 | 21,437 | 43,044 |
+--------------------------------------------------+-------------+------------+--------------+
| | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Interest received | 1,123 | 2,362 | 5,717 |
+--------------------------------------------------+-------------+------------+--------------+
| Interest paid | (6,015) | (6,014) | (12,029) |
+--------------------------------------------------+-------------+------------+--------------+
| Taxation refunded/(paid) | 988 | (350) | (551) |
+--------------------------------------------------+-------------+------------+--------------+
| | (3,904) | (4,002) | (6,863) |
+--------------------------------------------------+-------------+------------+--------------+
| | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Net cash inflow from operating activities | 17,314 | 17,435 | 36,181 |
+--------------------------------------------------+-------------+------------+--------------+
| | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Cash flows from investing activities | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Sale of indirect property funds | 11 | 4,819 | 43,790 |
+--------------------------------------------------+-------------+------------+--------------+
| Sale of investment properties | 87 | - | 71,302 |
+--------------------------------------------------+-------------+------------+--------------+
| Capital expenditure | (2,038) | (1,482) | (3,043) |
+--------------------------------------------------+-------------+------------+--------------+
| | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Net cash (outflow)/inflow from investing | (1,940) | 3,337 | 112,049 |
| activities | | | |
+--------------------------------------------------+-------------+------------+--------------+
| | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Cash flows from financing activities | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Share buy backs | - | (20,964) | (39,863) |
+--------------------------------------------------+-------------+------------+--------------+
| Dividends paid | (20,416) | (21,561) | (49,922) |
+--------------------------------------------------+-------------+------------+--------------+
| Net cash outflow from financing activities | (20,416) | (42,525) | (89,785) |
+--------------------------------------------------+-------------+------------+--------------+
| | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Net (decrease)/increase in cash and cash | (5,042) | (21,753) | 58,445 |
| equivalents | | | |
+--------------------------------------------------+-------------+------------+--------------+
| Opening cash and cash equivalents | 162,336 | 103,891 | 103,891 |
+--------------------------------------------------+-------------+------------+--------------+
| Closing cash and cash equivalents | 157,294 | 82,138 | 162,336 |
+--------------------------------------------------+-------------+------------+--------------+
* These figures are audited
F&C Commercial Property Trust Limited
Statement of Principal Risks and Uncertainties
The Company's assets comprise direct and indirect investments in UK commercial
property, although recent market uncertainty has resulted in more cash being
held. Its principal risks are therefore related to the commercial property
market in general, but also the particular circumstances of the properties in
which it is invested and their tenants. Other risks faced by the Company include
economic, investment and strategic, regulatory, management and control,
operational, and financial risks. These risks, and the way in which they are
managed, are described in more detail under the heading 'Principal Risks and
Uncertainties' within the Report of the Directors in the Company's Annual Report
for the year ended 31 December 2008. The Company's principal risks and
uncertainties have not changed materially since the date of that report and,
notwithstanding the Group Reconstruction detailed in the Chairman's Statement
and note 7, are not expected to change materially for the remaining six months
of the Company's financial year.
Statement of Directors' Responsibilities in
Respect of the Half Yearly Financial Report
We confirm that to the best of our knowledge:
* the condensed set of consolidated financial statements have been prepared in
accordance with IAS34 'Interim Financial Reporting' and give a true and fair
view of the assets, liabilities, financial position and loss of the Company;
* the Chairman's Statement and Managers' Review (together constituting the Interim
Management Report) together with the Statement of Principal Risks and
Uncertainties above include a fair review of the information required by the
Disclosure and Transparency Rules ('DTR') 4.2.7R, being an indication of
important events that have occurred during the first six months of the financial
year and their impact on the condensed set of consolidated financial statements;
and
* the Chairman's Statement together with the condensed set of consolidated
financial statements include a fair review of the information required by DTR
4.2.8R, being related party transactions that have taken place in the first six
months of the current financial year and that have materially affected the
financial position or performance of the Company during that period, and any
changes in the related party transactions described in the last Annual Report
that could do so.
On behalf of the Board
Peter Niven
Director
3 August 2009
F&C Commercial Property Trust Limited
Notes to the Consolidated Financial Statements
for the six months to 30 June 2009
1. The condensed consolidated financial statements have been prepared in
accordance with International Financial Reporting Standard ('IFRS') IAS 34
'Interim Financial Reporting' and the accounting policies set out in the
statutory accounts of the Group for the year ended 31 December 2008, apart from
presentational changes required by IAS 1 'Presentation of Financial Statements
(Amendment)' and disclosures, as provided in note 11, required by IFRS 8
'Operating Segments'. Both IAS 1 (Amendment) and IFRS 8 became effective for
accounting periods commencing 1 January 2009. The condensed consolidated
financial statements do not include all of the information required for full
annual financial statements and should be read in conjunction with the
consolidated financial statements of the Group for the year ended 31 December
2008, which were prepared under full IFRS requirements.
2. Earnings per Ordinary Share are based on 680,537,003 shares, being the
weighted average number of shares in issue during the period (period to 30 June
2008 - 719,613,371; year to 31 December 2008 - 713,355,033).
3. Earnings for the six months to 30 June 2009 should not be taken as a guide to
the results for the year to 31 December 2009.
4. Dividends
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | | Six months to | Six months to | Year ended |
| | | 30 June 2009 | 30 June 2008 | 31 December 2008 |
| | | | | |
+--------+----------------------+--------------------+-------------------+-------------------+
| | | Total | Rate | Total | Rate | Total | Rate |
| | | GBP'000 | (pence) | GBP'000 | (pence) | GBP'000 | (pence) |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | In respect of the | | | | | | |
| | previous period: | | | | | | |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | Third interim | n/a | n/a | 10,875 | 1.5 | 10,875 | 1.5 |
| | dividend | | | | | | |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | Fourth interim | 3,403 | 0.5 | 10,686 | 1.5 | 10,687 | 1.5 |
| | dividend | | | | | | |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | Fifth interim | 3,403 | 0.5 | n/a | n/a | n/a | n/a |
| | dividend | | | | | | |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | Sixth interim | 3,403 | 0.5 | n/a | n/a | n/a | n/a |
| | dividend | | | | | | |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | Seventh interim | 3,402 | 0.5 | n/a | n/a | n/a | n/a |
| | dividend | | | | | | |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | In respect of the | | | | | | |
| | period | | | | | | |
| | under review: | | | | | | |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | First interim | 3,403 | 0.5 | n/a | n/a | 10,650 | 1.5 |
| | dividend | | | | | | |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | Second interim | 3,402 | 0.5 | n/a | n/a | 10,650 | 1.5 |
| | dividend | | | | | | |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | Third interim | n/a | n/a | n/a | n/a | 7,060 | 1.0 |
| | dividend | | | | | | |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
| | | 20,416 | 3.00 | 21,561 | 3.0 | 49,922 | 7.0 |
+--------+----------------------+----------+---------+---------+---------+---------+---------+
A third interim dividend for the year to 31 December 2009, of 0.5 pence per
share totalling GBP3,403,000 was paid on 31 July 2009. A fourth interim dividend
of 0.5 pence per share will be paid on 28 August 2009 to shareholders on the
register on 7 August 2009. The ex-dividend date will be 5 August 2009.
Although these payments relate to the period ended 30 June 2009, under IFRS they
will be accounted for in the six months ending 31 December 2009, being the
period during which they are paid.
5. During the period the Company did not buy back any Ordinary Shares (period to
30 June 2008 - 22,497,000; year to 31 December 2008 - 51,997,000). There were
680,537,003 Ordinary Shares in issue at 30 June 2009 (30 June 2008 -
710,037,003; 31 December 2008 - 680,537,003).
The Company held 72,545,013 shares in treasury at 30 June 2009 (30 June 2008 -
53,545,013; 31 December 2008 - 72,545,013).
6. The Company's ultimate parent company is Friends Provident Group plc which,
through a number of subsidiaries, held a majority shareholding in the Company as
at 30 June 2009. At 30 June 2009, Friends Provident Group plc was also the
ultimate parent company of the Company's investment managers, F&C Investment
Business Limited, and its property managers, F&C REIT Property Asset Management
plc, which are subsidiaries of F&C Asset Management plc ('F&C plc'). Since the
end of the period, Friends Provident Group plc has made a pro-rata distribution
of its stake in F&C plc to its shareholders. F&C plc is now, therefore, no
longer part of the Friends Provident Group.
7. On 5 June 2009 a prospectus and an offer document were sent to shareholders
containing details of proposals to introduce a new listed holding company, New
FCPT Limited ('New FCPT'), which had been incorporated for the purpose of making
an offer to acquire all of the Company's issued shares. The offer became
unconditional on 3 July 2009 and, on 7 July 2009, the shares of New FCPT were
admitted to listing on the Official List of the UKLA and to trading on the main
market of the London Stock Exchange.
Also on 7 July 2009, the listing of the Company's shares on the Official Lists
of the UKLA and the Channel Islands Stock Exchange, and the trading in its
shares on the London Stock Exchange and the Channel Islands Stock Exchange, were
suspended. The listings will be cancelled on 4 August 2009.
Under the offer, shareholders were offered one new share in New FCPT for each
share in the Company. The effect of the transaction is that New FCPT has, since
the end of the period, become the new holding company of the Group with the same
Board of Directors and, except in respect of persons unable to participate for
legal or regulatory reasons, the same shareholders.
The Half Yearly Financial Report will be sent to those persons who have accepted
New FCPT's share for share exchange offer and are now shareholders in New FCPT,
and to those persons who have not yet accepted New FCPT's share for share
exchange offer and remain, at present, shareholders in the Company. Included
with the Half Yearly Financial Report, for persons who have not yet accepted New
FCPT's offer and remain shareholders in the Company, will be a circular
convening an Extraordinary General Meeting of the Company, to be held
in September 2009, at which a resolution will be proposed to change the name of
F&C Commercial Property Trust Limited to 'FCPT Holdings Limited'. If the
resolution is passed, New FCPT's name will automatically change to 'F&C
Commercial Property Trust Limited', and the name of the top company in the
Group's structure, and the company listed on the UKLA's Official List and traded
on the main market of the London Stock Exchange, will again be 'F&C Commercial
Property Trust Limited'.
Further details regarding the reconstruction are provided in the Chairman's
Statement.
8. Subsequent to the period end, the Company purchased a distribution warehouse
at Site E4, Daventry International Rail Freight Terminal (DIRFT) Logistics Park,
Daventry, for GBP17.25 million representing an initial yield of 9.05 per cent.
The purchase completed on 29 July 2009 with contracts having been exchanged on
17 July 2009.
9. The Group results consolidate the results of F&C Commercial Property Holdings
Limited, a wholly owned subsidiary which invests in properties, and F&C
Commercial Property Finance Limited, a special purpose company which has issued
the GBP230 million Secured Bonds.
10. Certain statements in this report are forward looking statements. By their
nature, forward looking statements involve a number of risks, uncertainties or
assumptions that could cause actual results or events to differ materially from
those expressed or implied by those statements. Forward looking statements
regarding past trends or activities should not be taken as representation that
such trends or activities will continue in the future. Accordingly, undue
reliance should not be placed on forward looking statements.
11. The Board has considered the requirements of IFRS 8 'Operating Segments'.
The Board is of the view that the Group is engaged in a single segment of
business, being property investment, and in one geographical area, the United
Kingdom, and that therefore the Company has only a single operating segment. The
Board of Directors, as a whole, has been identified as constituting the chief
operating decision maker of the Company. The key measure of performance used by
the Board to assess the Company's performance is the total return on the
Company's net asset value, as calculated under IFRS, and therefore no
reconciliation is required between the measure of profit or loss used by the
Board and that contained in the condensed consolidated financial statements.
12. The Half Yearly Financial Report will be available at the Company's website
address, www.fccpt.co.uk.
All enquiries to:
The Company Secretary
Northern Trust International Fund Administration Services (Guernsey) Limited
Trafalgar Court
Les Banques
St. Peter Port
Guernsey GY1 3QL
Tel: 01481 745324
Fax: 01481 745051
Richard Kirby
F&C REIT Property Asset Management plc
Tel: 0207 499 2244
Graham Reaves
G&N Collective Funds Services Limited
Tel: 0131 226 4411
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR ZGGGRFFKGLZM
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