Domestic Medium Term Note Conference Call - 14 September 2017 www.vukile.co.za - Vukile ...
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AGENDA 01 Profile & Strategic Direction 02 Update on Group Debt 03 Proposed Amendments to DMTN Programme 04 Q&A 05 Appendix
Profile Who we are High quality, low risk, RETAIL REIT Strong OPERATIONAL focus Core competence in ACTIVE ASSET MANAGEMENT Prudent FINANCIAL MANAGEMENT and strong CAPITAL MARKETS EXPERTISE ENTREPRENEURIAL APPROACH to deal making Strong focus on GOVERNANCE and LEADERSHIP History of strong compounded growth and SHAREHOLDER RETURNS Growing INTERNATIONAL EXPOSURE focused on UK and Spain Listings on the JSE AND NSX Domestic Medium Term Note Conference Call 14 September 2017 3
Strategic direction – New horizons A platform for growth - building on an exceptional core retail portfolio Continued Conservative balance South African International expansion sheet management retail asset strategy Focus on defensive retail Developed markets – Spain & Disciplined and conservative sector in-line with our high- United Kingdom financial management with quality low risk portfolio stable LTV target around 35% Predominately focused on Continue to invest in our retail but will evaluate other Prudent interest rate policy to portfolio through expansions sectors hedge at least 75% of debt and upgrades Continue to invest in our Looking to invest into a holistic Foreign exchange hedging systems and team to add value property strategy and create policy to minimise adverse through our data-driven asset capacity on the ground with foreign exchange fluctuations management approach local market knowledge by hedging forward on average 75% of foreign dividends by Looking for accretive Atlantic Leaf platform for way of forward currency acquisitions, developments growth in United Kingdom swaps over a 3 year period and corporate opportunities Castellana platform for growth in Spain Domestic Medium Term Note Conference Call 14 September 2017 4
Strong operational focus on asset management Consistently repositioning and proactively enhancing our portfolio Total Portfolio Market Value per m² 20,000 Property Sold Stable Portfolio Acquisitions since 2005 Average 15,000 10,000 5,000 - Mar-05 Mar-06 Mar-07 Mar-08 Mar-09 Mar-10 Mar-11 Mar-12 Mar-13 Mar-14 Mar-15 Mar-16 Mar-17 9% Retail Retail Retail 48% 2005 52% 47% 2011 2017 53% 91% Other Other Other R3.1 Bn GAV R5.4 Bn R13.1 Bn R2 949/m² Value/m² R5 817/m² R13 994/m² R35m / prop Ave value/prop R72m / prop R196m / prop Domestic Medium Term Note Conference Call 14 September 2017 5
Analysis of group debt (as at 31 July 2017) Well hedged with low risk expiry profile Policy Actual No more than 25% of total interest bearing Maturities Achieved and constantly managed debt to mature within any one financial year Hedging strategy 75% of interest bearing debt to be hedged 92.6% * 28% DMTN debt Target bank versus debt capital market funding ratio Diversified sources of funding 45% South African Bank debt 27% Foreign Bank debt Hold various facilities with multiple banks and Multi-banked approach Currently 11 funders + DMTN programme lenders Internal Management: Maximum LTV level of Group LTV 36.2% (Current DMTN Definition) LTV policy 40% Southern Africa LTV 33.2%, Spain LTV 47.7% DMTN Secured Portfolio DMTN Secured Note LTV 30.95% Properties in the Vukile Group Property Group LTV 32.2% (Proposed DMTN Definition) Proposed LTV Ratio Portfolio, on a consolidated basis + the market Southern Africa LTV 28.8%, Spain LTV 47.7% value of equity accounted investments * Excluding development loans and Corporate Paper Domestic Medium Term Note Conference Call 14 September 2017 6
Analysis of group debt (as at 31 July 2017) (cont.) Well hedged with low risk expiry profile Policy Actual Minimise while maintaining hedging and Group 5.52% Total cost of finance LTV policy (ZAR 9.08%) Endeavour to allocate fixed rate debt to Fixed rate (swap) maturity profile 3.0 years mature between 3 years and 5 years Fully backed by the committed revolving Commercial Paper undertaking Achieved credit facilities Long term rating A (Rating outlook Positive) Maintain “A” rating for Company and Rating and Short term rating A1 “AA” in respect of secured notes Secured long term rating AA+ To include investments in: Atlantic Leaf (R763 mil); Market value of equity accounted investments Gemgrow A (R46 mil); R2.1 Billion Gemgrow B (R815 mil); and Fairvest (R478 mil) R477.3 million Moruleng Mall (80%) and Value of unsecured assets (R1.7 Billion of potential secured assets to be Tzaneen Maake Plaza (70%) release from Bank Security) Domestic Medium Term Note Conference Call 14 September 2017 7
Foreign exchange hedging policies Continuing to maintain a conservative balance sheet Policy Prudent approach Minimise adverse foreign exchange fluctuations on Vukile’s earnings, assets and liabilities Reduce currency risk Acquisition of foreign assets to be funded with foreign loans in same currency On average 75% of foreign dividends to be hedged by way of forward currency swaps over a Currency hedging strategy 3 year period Interest rate hedging on foreign debt 75% of interest on foreign loans raised by Vukile to finance offshore acquisitions to be hedged Domestic Medium Term Note Conference Call 14 September 2017 8
Group debt profile (as at 31 July 2017) Diversified sources of funding Group Debt by Currency Sources of Group Debt 9.08% 2.22% 3.10% 5.52% 2 772 6 180 7,000 10. 00% 9.0 0% 3% SCM 6,000 4% Nedbank 8.0 0% 15% RMB 1 749 5,000 7.0 0% 1 659 19% 6.0 0% Investec 4,000 13% Banco 2 911 2 769 5.0 0% Popular 34% 14% Bankia Unsecured 3,000 29% 4.0 0% 19% ABSA BBVA 3.0 0% 2,000 2.0 0% 55% 66% Banco Secured 31% 500 1,000 1.0 0% Santander & Standard Bank Caixabank 0 0.0 0% ZAR EUR # GBP Total Foreign Funders # DMTN Local Funders * Debt Total cost of Debt (%) * Debt from local funders includes loans of GBP28.7m and EUR71.2m # Debt in EUR includes consolidated debt from Castellana of EUR 106.4mil , which in non-recourse to Vukile # Debt from foreign funders is consolidated debt from Castellana, which in non-recourse to Vukile Domestic Medium Term Note Conference Call 14 September 2017 9
Analysis of loan repayment and swap expiry profile (as at 31 July 2017) Well hedged with low risk expiry profile Loan and Swap Expiry Profile 92.6% of interest bearing debt hedged 36.1% 27.7% 28.0% Fixed rate 23.4% (swap) maturity 17.9% 16.8% profile 3.0 years 12.0% 10.8% 9.7% 6.3% 3.4% 2.9% 2.4% 2.0% 0.7% 0.0% 0.0% 0.0% 2018 2019 2020 2021 2022 2023 2024 2027 2029 Total Loan Profile R'm 177 1,445 1,039 1,105 1,709 122 150 44 389 6,180 Swap Profile R'm 182 652 586 1,517 1,956 523 - - - 5,417 Note: Loan Profile includes R77m Commercial Paper issued to Vukile subsidiary in Nambia Domestic Medium Term Note Conference Call 14 September 2017 10
Proposed Amendments to Vukile DMTN Programme To align with Industry – while maintaining same low risk profile without unnecessary restrictions CURRENT PROPOSED AMENDMENT Group LTV threshold 45% 50% Loan to Valuation Ratio means at any time, in respect of the Loan to Valuation Ratio means at any time, in respect of the Group LTV Definition Notes, the ratio as expressed as follows: Notes, the ratio as expressed as follows: Loan to Valuation Ratio = L divided by V Loan to Valuation Ratio = L divided by V Where: Where: L = means any secured or unsecured indebtedness of the Vukile L = means any secured or unsecured indebtedness of the Vukile Group (whether principal, premium, interest or other amounts) Group (whether principal, premium, interest or other amounts) for or in respect of (i) monies borrowed, or (ii) liabilities under for or in respect of (i) monies borrowed, or (ii) liabilities under any acceptance or acceptance credit, or (iii) any bonds, notes, any acceptance or acceptance credit, or (iii) any bonds, notes, debentures, loan stock or other debt securities, or (iv) any debentures, loan stock or other debt securities, or (iv) any guarantees or indemnities given, whether present or future, guarantees or indemnities given, whether present or future, actual or contingent; and actual or contingent; and V = the amount of the most recent Open Market Valuation of V = the sum of (i) the amount of the most recent Open all the Properties in the Vukile Group Property Portfolio; Market Valuation of all the Properties in the Vukile Group Property Portfolio, on a consolidated basis and (ii) the market value of equity accounted investments Secured Portfolio LTV 40% 45% threshold Domestic Medium Term Note Conference Call 14 September 2017 11
Q&A www.vukile.co.za 12
Contact Details Contact Name Designation Email Numbers Vukile Property Fund (011) 288 1002 Laurence Rapp Chief Executive Officer Laurence.Rapp@vukile.co.za (083) 266 3011 Mike Potts (011) 288 1003 Chief Financial Officer Mike.Potts@vukile.co.za (083) 357 1111 Senior Manager: Treasury & (011) 288 1001 Maurice Shapiro Maurice.Shapiro@vukile.co.za Investments (083) 577 6184 Rand Merchant Bank (011) 282 4162 Delia Patterson Distribution Delia.Patterson@rmb.co.za (083) 676 9595 (011) 282 8559 Leigh Cunningham-Scott Origination Leigh.Cunningham-Scott@rmb.co.za (084) 569 6611 Domestic Medium Term Note Conference Call 14 September 2017 13
Executive Team Strong blend of property and financial skills Laurence has been the driving force behind Vukile’s transformation and growth since his appointment in 2011. Prior to joining Vukile, Laurence Rapp Laurence was a director of Standard Bank and head of the insurance and asset management division and his experience spans the areas of CEO investment banking, private equity, retail banking and insurance and asset management. He currently serves as the chairman of SA REIT, an industry body driving listed property interests, as well as non-executive director of Atlantic Leaf Properties Limited. Michael is a founding director of Vukile and, prior to joining Vukile, was an independent adviser to the Bridge Capital Group on property Michael Potts transactions, property portfolio assembly, financial structuring and capital raising. Prior to that, he was managing and financial director of Financial Director the South African group that forms part of the UK-based Hanover Acceptances Group and a non-executive director of Hanover Acceptances Limited and Outspan International. Hermina (Ina) Lopion Ina has 24 years’ property experience and six years’ life insurance experience within the Sanlam Group. She is responsible for the asset Executive Director: Asset management of the Vukile property portfolio. Ina is also a director of the South African Council of Shopping Centres (SACSC). Management Sedise is responsible for Vukile’s for jointly driving Vukile’s overall portfolio growth and transformation objectives. He was chief executive of Sedise Moseneke Encha Properties from 2004 up until Vukile’s acquisition of a portfolio of government tenanted properties from Encha in 2013. He is a past Executive Director president of the South African Property Owners Association (SAPOA) and is the non executive chairman of Encha Property Services. He is a member of the South African Institute of Black Property Practitioners (SAIBPP). Johann Neethling Johann has 15 years' experience in the areas of assurance, general and corporate finance, governance and company secretariat. He joined Director: Corporate Vukile in August 2010, after holding various positions within the property division of Sanlam, where he spent 7 years. He serves as a director Services/Group Company and senior vice-president of Chartered Secretaries Southern Africa. Secretary Rob joined Vukile in May 2015 and held the position of Financial Director of Synergy Income Fund and was instrumental in its repositioning into Gemgro Properties. Prior to joining Vukile, Rob was previously the Head: Finance and Support for the Real Estate Investment Division Rob Hawton within the Corporate and Investment Bank of the Standard Bank Group, where he spent 8 years. Prior to that, he held various finance Executive: Finance positions within Investec Bank, Barclays Africa, Tourvest Retail Travel and Credit Suisse (London). Rob holds a B.Com and B.Com (Hons) degrees in accounting and a Master’s degree in Financial Management from the University of Johannesburg and is a Chartered Accountant. He completed his articles with PricewaterhouseCoopers. Itumeleng’s real estate experience spans investment appraisal, retail developments and asset management both in the unlisted and listed Itumeleng Mothibeli real estate environments over the past 10 years. He was previously part of the Old Mutual Property Unlisted Fund and later the SA Executive: Asset Management Corporate Real Estate Fund management teams prior to joining Vukile in August 2012. He is a member of South African Institute of Black Property Practitioners (SAIBPP), sits on the Gauteng Chapter Committee of the SACSC as well as on the SAPOA Awards Committee. Domestic Medium Term Note Conference Call 14 September 2017 14
Non-executive Directors Strong blend of property and financial skills • Non-executive director of the JSE Limited (Johannesburg Securities Exchange) Anton Botha • Non-executive director African Rainbow Minerals • Non-executive director Sanlam Limited (one of South Africa's largest life insurers) • Former group chief executive of Absa Group Limited (Top 4 South African Retail Bank) • Non-executive director and chairman of the audit committee of Steinhoff International Holdings Limited (Multi-billion Euro South African-based Steve Booysen international retail holding company listed in Johannesburg and Frankfurt) • Non-executive director Clover Industries, JD Group Limited and Senwes Limited • Former executive director of the World Bank • Former deputy governor of the South African Reserve Bank. Renosi Mokate • Renosi currently serves on the board of Bidvest Bank • Chairman of the Government Employees Pension Fund (GEPF) • Peter held a senior management position with McDonald’s Corporation for 10 years Peter Moyanga • He is the largest owner-operator franchisee of McDonald's restaurants in South Africa • He is the Vice Chairman of Reach For a Dream NPO • Former partner at KPMG • Former Head of Internal Audit at Transnet (South Africa's largest rail, port and pipeline company) • Serves as a member of the King Committee on Corporate Governance Nigel Payne • Chairman of Mr Price Group Limited, a leading, multi-billion Euro South African fashion retailer • Serves on the boards of Bidvest Group Limited (a listed South African conglomerate that owns over 300 companies), JSE Limited and BSi Steel Group Limited • Chairman of Bidvest Bank • Executive chairman of Mvua Property Partners, a commercial property investment firm • Non-executive director of AECOM South Africa Hatla Ntene • Non-executive director of Calgro M3 (One of the leading residential development companies in South Africa) • Non-executive director of the Don Hotel Group • Former chief executive officer of Vusani Property Investments • Former managing director of OK Bazaars Group (taken over by Shoprite Holdings which is Africa's largest food retailer and employs over 136 000 Mervyn Serebro people) • He is also Chairman of the Reach For a Dream NPO. Domestic Medium Term Note Conference Call 14 September 2017 15
High quality retail assets Top 10 assets Dobsonville East Rand Mall Phoenix Plaza Pine Crest Gugulethu Square Shopping Centre GAV R1 277m R791m R786m R513m R480m Region Gauteng KwaZulu-Natal KwaZulu-Natal Gauteng Western Cape Gross Lettable Area 69 424m2 24 351m2 40 087m2 23 236m2 25 322m2 Monthly Rental R250/m2 R242/m2 R152/m2 R133/m2 R143/m2 National Tenant exposure 89% 80% 92% 87% 90% Vukile Ownership 50% 100% 100% 100% 100% Approx. Footfall 11.1 million 9.4 million 11.2 million 9.8 million 10.5 million Vacancy 3.8% 1.5% 2.3% * Fully Let * Fully Let * Excluding development vacancy as at 31 Mar 17 Domestic Medium Term Note Conference Call 14 September 2017 16
High quality retail assets Top 10 assets (cont.) Oshakati Shopping Nonesi Mall Moruleng Mall Setsing Crescent Randburg Square Centre GAV R421m R394m R390m R385m R380m Region Eastern Cape North West Namibia Free State Gauteng Gross Lettable Area 28 147m2 31 421m2 24 632m2 21 538m2 40 767m2 Monthly Rental R119/m2 R111/m2 R124/m2 R125/m2 R95/m2 National Tenant exposure 96% 83% 94% 97% 85% Vukile Ownership 100% 80% 100% 100% 100% Approx. Footfall 7.0 million 3.6 million Open Mall Open Mall 7.1 million Vacancy 1.0% 2.3% 0.3% Fully Let * 6.9% * Excluding development vacancy as at 31 Mar 17 Domestic Medium Term Note Conference Call 14 September 2017 17
Retail tenant exposure Low risk with c.80% national tenants Tenant Profile - by Contractual Rent Top 10 Tenants by Rent Other 2.9% Pep Stores Steinhoff 8.0% 22% 2.4% Ackermans Diversified across Shoprite 6.1% 1105 tenants Edcon 2.5% Jet 5.9% 2.0% Edgars Top 10 Foschini 5.1% Tenants Pick n Pay 4.7% 46% Stores of Retail Spar 4.1% Rent Mr Price 3.4% Truworths 3.2% Nationals 78% Massmart 3.2% First Rand 2.3% Group Note: Portfolio as at 31 Mar 17 – Excluding Thohoyandou Thavhani Mall Domestic Medium Term Note Conference Call 14 September 2017 18
Retail tenant expiry profile 52% of contractual rent expiring in 2020 and beyond (WALE 3.6 years) % of Contractual Rent Cumulative 100 76 66 48 24 24 24 24 18 10 Mar-18 Mar-19 Mar-20 Mar-21 Beyond Mar-21 For the 12 months ended 31 March 2017 Retail leases were concluded with: Total contract value R1 150 million Total rentable area 142 118m² Retail Tenant Retention 84% with almost all tenant vacancies being replaced with new tenants Domestic Medium Term Note Conference Call 14 September 2017 19
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