Mapeley Run to run property - www.mapeley.com
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Run to run property Printed on material The size and diversity of our property manufactured from 50% recovered fibre and 50% virgin fibre product with FSC certification. The portfolio enables us to develop Forest Stewardship Council (FSC) is an international network which promotes responsible management significant property management of the world’s forests. Forest certification is combined with a system of product labelling that expertise, first-hand knowledge of allows consumers to readily identify timber- based products from certified forests. regional markets, relationships and Designed and produced by Carnegie Orr +44(0)20 7610 6140 contacts with local owners, brokers www.carnegieorr.co.uk and occupiers and an understanding of the needs and behaviours of public and private sector tenants. Contents 01 Financial and operational highlights 02 What we do 03 How we do it 10 Chairman’s and Chief Executive Officer’s statement 14 Finding value and adding quality 16 Business review 26 Corporate Responsibility 30 Financial Highlights 31 Financial Review 37 Board of Directors 38 Directors’ Report 42 Directors’ Responsibility Statement 43 Corporate Governance 47 Remuneration Report 51 Independent Auditors’ Report 52 Consolidated income statement 53 Consolidated statement of changes in equity 54 Consolidated balance sheet 55 Consolidated cash flow statement 56 Notes to the audited consolidated financial statements 94 Additional Information 96 Company details
Financial and operational highlights FFO (£m) FFO growth 2007 56.4 2006 45.7 2005 25.5 23.4% 0 Dividend (p) Dividend growth 2007 188 2006 168 2005 130 11.9% EBITDA (£m) EBITDA growth 2007 115.4 2006 93.5 2005 64.8 23.4% Revenue (£m) Revenue growth 2007 417.4 2006 385.0 2005 339.4 8.4% _ Total asset value of £2.3 billion _ Total portfolio value of £2.1billion _ £223.3 million of acquisitions _ Loss before tax of £129.0 million Mapeley Limited Annual Report 2007 01
What we do 1. Own and manage a diverse portfolio of properties 3. Lifecycle works – investing 2. Facilities management in and protecting the value of our estate services – running buildings smoothly 4. Projects – changing the working environment of our clients 1. Own and manage 2. Facilities management 3. Lifecycle works – 4. Projects – changing the 5. Customer services – 6. Acquire new assets – a diverse portfolio services – running investing in and protecting working environment of meeting customers’ needs growing Mapeley’s platform of properties buildings smoothly the value of our estate our clients We operate a 24 hour client Be it through winning new We own freehold assets We provide a full range Lifecycle refers to the fabric From refurbishment works help desk for our outsourcing outsourcing contracts or and we also manage of accommodation-related of the building and lifecycle to modernise space, to clients and receive over acquiring assets on a direct leaseholds occupied services to tenants in our works range from boiler feasibility studies to increase 9,000 calls per month in basis in the investment by our tenants. portfolio ranging from replacements to roofing space capacity and provide relation to the provision market, we aim to increase catering and cleaning and cladding works. sustainable property of facilities management our scale and coverage. Freehold properties exist to childcare and security solutions, we adapt and and projects services. in both our Outsourcing services. Lifecycle works are carried fit-out our tenant’s space Our regional operating and Direct Property out to maintain and where in response to their changing Our clients benefit from platform which gives us Investment Portfolios. We do not self-deliver these possible to enhance the value occupational needs. a quality assured service a presence in every major With our leasehold assets, services, they are provided of our assets by ensuring answered by specialist call town and city in the UK is our clients occupy the by our facilities management they are fit for their Most of the project works handlers who are accustomed easily leveraged to support assets as tenant but we partners. Servicing our purposes. We are required we perform are as a result to dealing with our diverse growth by acquisition carry out all interaction outsourcing clients’ estates to carry out planned of our obligations to HMRC estate and familiar with of new assets – freehold with third-party landlords gives us valuable insight maintenance, reactive under the outsourcing our clients’ building-related or leasehold, to generate on their behalf and also into their occupational maintenance and lifecycle contract, however we also issues. Through excellent shareholder value. carry principal risk on strategies and enables us replacement to the provide project services to customer service we aim the financial impacts of to mitigate vacancy risk. HMRC estate under our new tenants taking space to build and maintain strong the lease. outsourcing contract. in our estate and to our relationships with our clients existing tenants in the to secure their long-term DPI Portfolio. occupation of our assets. Mapeley Limited Annual Report 2007 02
How we do it Freehold assets Leasehold assets Construction and fit-out We acquire freehold assets either We operate leasehold assets occupied We use a framework of contractors as part of bundled outsourcing by our clients on a principal basis. and suppliers to carry out the contracts or directly in the Rents payable to third-party construction and fit-out services investment market. We are focused landlords represent a cost to Mapeley hence benefiting from further on acquiring good quality assets which we strive to keep as low economies of scale. These services let to strong credit tenants. We have as possible. Our specialist team are provided for a small margin a proprietary database of over carried out 258 rent reviews and to our outsourcing tenants. We 5. Customer services – 10,000 assets, with approximately 4,500 potential targets, which enables lease renewals in 2007 on the leasehold estate. We aim to keep also leverage our capabilities and in-house expertise in this area meeting customers’ needs us to make direct approaches our rental payments lower than by providing services to tenants to landlords to acquire these assets. the contractual annually indexing in our DPI Portfolio and new Our reputation as being one of income we receive from our clients third-party tenants at market prices. only a few providers of real estate to generate profits. outsourcing solutions, enables us to gain insight into new outsourcing Facilities management services deals ahead of our competitors. We currently use one facilities management provider to deliver facilities management services to our outsourcing clients, HMRC and IPS. By using one provider we benefit from pricing advantages through scale. We aim to keep these costs as low as possible to generate a profitable spread between the income we receive from our clients and what we pay to the 6. Acquire new assets – facilities management partner. growing Mapeley’s platform Portfolio Freehold Leasehold FM Service Construction and Property Property Fit-out HMRC Abbey Identity and Passport Service Direct Property Investment Mapeley Limited Annual Report 2007 03
& Market capability We are present in every major town and city in the UK and own or operate a diverse estate of some 1,689 assets. We carried out 339 rent reviews and lease renewals in 2007 as both landlord and tenant. The operational aspects of our business provide us with unrivalled, in-depth specialist local market knowledge which enables us to drive superior returns through our regional operating platform. From finding creative solutions to a client’s catering requirements, to using rent review information to make an off-market acquisition approach to a third-party landlord, our diversely skilled Run to run property Our diversely skilled team team work tirelessly to leverage our work tirelessly to find operating capability to find solutions for solutions for our clients. our clients, mitigate risks and drive returns. We are run to run property. Customer relationships Understanding our clients’ needs is at the core of what we do. Our acquisition strategy of ‘occupier inertia’ – our belief that chosen clients will remain in occupation of their buildings – requires strong day to day relationships. 93% of our income is generated from UK Government and investment grade . . . it’s about relationships corporate clients. We focus on these high quality clients as we perceive them to have significant and complex real estate requirements which we can service, creating value for both parties. We employ a partnership approach to secure and build strong and trusting relationships with our clients. Mapeley Limited Annual Report 2007 05
It’s about balance . . . & Asset management Balanced business Owning and operating a diverse estate We are different to a lot of property of some 1,689 assets creates numerous companies. As well as acting as landlord, opportunities for generating value. We we also act as tenant through our leasehold refer to this as ‘optionality’. From disposing portfolio. This gives us a competitive of assets which become vacant to securing advantage as we see both sides of the upfront cash payments for extending leases property market. Our target markets are with third-party landlords, we deploy the UK regions which tend to be more pro-active asset management strategies stable compared to London. Our portfolio to generate recurring revenue streams, often is balanced and defensive. We generate working with our clients and sharing in 93% of our income from UK government the profits created. We have a controlled and investment grade tenants, we have pipeline of asset management opportunities a 10 year average lease length and one – an excellent source of organic growth. of the lowest vacancy rates in the sector at 3.5%. Mapeley Limited Annual Report 2007 06
. . . it’s about performance Working with our clients We deploy pro-active asset management strategies to generate recurring revenue streams. Mapeley Limited Annual Report 2007 07
Because of our truly portfolio, unique kno of our markets, strong with tenants and our platform and capabil well placed to deliver shareholder returns. Mapeley Limited Annual Report 2007 08
nationwide wledge relationships operating ity, we are sustainable Mapeley Limited Annual Report 2007 09
Chairman’s and Chief Executive Officer’s statement Overview Mapeley had solid 2007 operating results. Our underlying business performed well. Funds from operations (FFO), our key measure of underlying performance, grew by 23%. Milestones _ FFO growth of 23% from £45.7 million to £56.4 million _ Dividend growth of 12% from 168 pence per share to 188 pence per share _ Investment property acquisitions of £223.3 million _ Occupier inertia strategy proving successful with lease extensions and roll-overs _ Refinancing of our £257 million revolving credit facility due April 2008 During the first half of the year we acquired Jamie Hopkins £180 million of high quality assets let to Chief Executive Officer strong credit tenants all located throughout the UK. The second half of the year saw us take a more cautious approach to acquisitions, given the changes in the capital markets and the knock-on effects to UK real estate. Creating a sustainable business We benefited from asset management opportunities arising from the scale and to provide our shareholders diversity of our estate of some 1,689 assets covering 2.4 million square metres. We with a secure income stream were able to enhance returns through rigorous management of our leasehold and long-term value is at portfolio and through our asset management strategies by either disposing of vacant the core of everything we do. assets or securing new third party income. Mapeley Limited Annual Report 2007 10
Our financial performance was reinforced We continue to exploit the competitive Revenue from Government and by the resilience of our income stream advantage we have built by acting as investment grade tenants which was maintained throughout 2007. both landlord and tenant in every major 93% of our income continued to be derived from government and investment grade corporates such as Microsoft and town and city in the UK. We manage the leasehold assets, occupied by our clients, on a principal basis with the aim of ensuring 93% British Telecom with 70% of our income the rents we are responsible to pay to being subject to fixed contractual uplifts. third party landlords do not grow faster We also have a 10 year average lease than the indexed contractual income our Average lease length length across the portfolio and our vacancy clients pay us. In addition this insight rate, one of the lowest in the sector, continues to remain stable at just 3.5%. provides us with real data points to best position our property interests in each 10 years of these towns whether as landlord or Our strategy tenant and also provides us with further Our aim is to be the leading owner and acquisition opportunities. operator of regional UK real estate let to Occupancy strong credit quality tenants such as the Performance review UK Government. We enter into property outsourcing contracts with high quality counterparties, which usually involve We have a presence in every major town and city in the UK, and, for the most part, operate outside London. We have a 96.5% the acquisition of freehold assets, the profitable operating business which runs management of their leasehold interests in tandem with an integrated real estate and often the provision of property-related investment business. services, such as facilities management Assets under management (cleaning, security, maintenance). We also Given our geographic diversification, acquire property on a direct basis from the investment market. we are less impacted by the changes in occupier property demand seen in Central 1,689 London. Rents in the UK regions tend to Our investment strategy is not predicated be more stable with only modest rental on strong rental growth but on owning growth. The stable nature of these markets assets let to tenants who we believe will works to our advantage in operating our Office rental value growth (annual %) remain in our buildings, which we refer leaseholds as where we are negotiating 20 — Central London to as ‘occupier inertia’. This applies to both with third party landlords our goal is to — South East our outsourcing contracts as well as our hold rents down in order to minimise our 15 — Rest of UK direct property acquisitions. Our objective costs. Our aim is to produce a profitable 10 is to secure high quality income and income over cost spread between the maintain it. amounts our clients pay us for occupation 5 of a property, versus what we pay out Our occupier inertia strategy was further to the landlords. For the period since we 0 proven during 2007. By fully understanding started operating the HMRC and Abbey our tenants’ occupational strategy and contracts to 31 December 2007 on a like -5 delivering focused and pro-active asset for like, mark to market portfolio basis, -10 Forecast management we are able to keep tenants we have managed to maintain an average in our buildings. For example, over the increase in rental costs of only 2% while -15 year, 32 leases in our DPI portfolio were receiving a corresponding increase in 95 97 99 01 03 05 07 09 11 subject to a break clause or a lease expiry. income of 3.2% per annum. 25 of the 32 leases, representing 95% Source: IPD, CB Richard Ellis of rent roll, were extended by tenants. Mapeley Limited Annual Report 2007 11
Chairman’s and Chief Executive Officer’s statement continued Re-letting of Elphinstone IPD’s analysis of our performance in respect We have a large degree of visibility into House, Glasgow, to new government tenant of 2006 rent reviews on our leasehold our clients’ occupational requirements _ A six storey modern office estate once again demonstrates that we given our day to day relationships and with 15 car parking have beaten the market by experiencing the assistance and advice we contribute spaces, a leasehold asset in the Abbey portfolio only 1.4% rental growth on our leasehold to their estate management strategies. _ Lease due for expiry portfolio versus the IPD benchmark of To this extent we have a two to three year in 2015 with annual rent of £615,000 2.1%. This continued out-performance pipeline of potential opportunities for _ Abbey exercised its right creates organic growth for Mapeley and is capital receipt generation. These capital to vacate this asset early generated by our specialist and dedicated receipts are visible and predictable and by serving the requisite 12 months notice, to take in-house property team. Our tenacity and provide a solid and recurring source of effect from August 2007 focus on chasing down and minimising organic growth. From the commencement _ Mapeley promptly let every penny of cost continues to drive of our outsourcing contracts in 2001 to the 3,133 sq m of office space to the Government returns across our business. 31 December 2007, we have generated of Scotland upholding £190.2 million (2006: £164.1 million) from the strong tenant credit of the asset During 2007 we generated capital receipts capital receipts. The benefit of the inherent _ Financial effect of the of £20.6 million which comprised of flexibility in our outsourcing contracts deal was enhanced income £9.1 million of asset management receipts enables us to create and manage flows of over the term of the lease totalling £1,298,212 and £11.5 million of disposal proceeds, returns in this way. in line with our budgeted expectations. Abbey Outsourcing Asset management receipts are generated Since our last valuation at 30 September contract _ Outsourcing contract from our leasehold portfolio where we 2007 we have experienced a decline closed in 2000 typically receive upfront cash premia in values of 4.3% across our portfolios _ Transaction included freehold and long leasehold from third party landlords in exchange with the largest fall coming from the properties as well as for extending leases. Disposals are made DPI Portfolio which fell by 7.7% and rack-rented leasehold when freehold properties become vacant, experienced an adverse yield shift of properties _ Portfolio spread across either due to our clients occupational 56 basis points in line with IPD’s price index. 520 towns and cities strategies or through an asset management throughout the UK initiative by Mapeley. Typically, under In 2007 we acquired 23 assets totalling _ Purchase and leaseback agreement of 20 years the contractual arrangements of the £223.3 million at an average net initial yield _ 595,000 sq m of outsourcing transaction, when a notice of 6.4%. This brings the total Direct Property accommodation including bank branches, offices to vacate an asset is served we receive Investment Portfolio to £996.5 million and call centres 12 months notice. This allows sufficient with an average net initial yield of 6.9%. time to implement our strategy. A significant purchase during the year was the £62 million acquisition of Elinia House in Cardiff, one of three key data centres occupied by BT. This lease contains fixed annual uplifts in rent and runs until 2020. Mapeley Limited Annual Report 2007 12
Results and dividend Current trading and outlook During 2007 we achieved growth in In March 2008 we completed the refinancing funds from operations of 23.4% enabling of our £257 million Revolving Delta an increase in our dividend of 11.9%. acquisition facility. This has been replaced For the fourth quarter, we announced a with a new £152 million seven-year term dividend of 47 pence per share. facility and a separate £60 million facility maturing in April 2009. The balance Our loss before tax of £129.0 million was of the repayment was made with cash directly affected by non-cash revaluation from within the business. Following this losses of £148.6 million. However refinancing the average total cost of revaluation losses taken to the income borrowing across the Group is 5.7%. statement do not impact our cash flows. We expect the strong credit worthiness of People our tenants to support our cashflows and We would like to thank all the staff at expect our vacancy rate to remain stable. Livingston, Scotland, Mapeley for their continued hard work We also expect to continue to enhance Acquisition _ DPI Portfolio acquisition and focus during 2007. It is a tremendous the performance of our portfolio by asset for £23.5 million achievement that we were able to produce management initiatives and through _ Net internal area of 9,504 sq m these results given the challenging macro a continuation of high success rates for _ Net initial yield of 6.9% environment. We put this down to the achieving lease roll-overs and re-gears. _ Let to Scottish Water with combined efforts and creativity of our people. lease expiry in 2015 _ Annual rent of With regard to new acquisitions we are £1,620,000 continually reappraising new opportunities and sources of capital to drive growth. We will also continue to build our database of assets and have a strong pipeline of acquisition opportunities to exploit, when we feel the opportunity is right. We look forward to 2008. Wes Edens Chairman Jamie Hopkins Chief Executive Officer Mapeley Limited Annual Report 2007 13
Finding value and adding quality 01 Aberdeen, 04 Peterlee, acquisition 07 London, refurbishment project Occupier inertia is a key chiller replacement The third floor of this strategy for Mapeley. EDS Mapeley is responsible for asset in the HMRC Portfolio occupy a building within replacing and maintaining had become vacant and the DPI Portfolio located the plant and services Mapeley had successfully in Peterlee. The property installations within Euston let the vacant space was purchased with a lease Tower, a 35 storey tower to a third-party tenant. expiring in 2019, with a in Central London. This Mapeley was completing a tenant break option in leasehold asset is part refurbishment of the space 2009. EDS has a good of the HMRC Portfolio. and the tenant requested relationship with Mapeley Although only two chiller that Mapeley undertake and occupy several buildings units are required to provide the fit-out of the office on our estate. In 2007 EDS a suitable level of cooling for them for an additional did not exercise their break in the office areas it is revenue of £30,000. option effective in 2009 important to provide This saved the tenant both resulting in the lease additional units to meet time and money and rolling-over and continuing peak seasonal demands and demonstrates the added until 2019. The result of system resilliance. Mapeley value that Mapeley is able this roll-over was both an replaced one of the existing to offer tenants and the increase in term certain chiller units and extensively additional income which income and value. refurbished a second. can be leveraged from ordinary course activities. 05 Liverpool acquisition 08 Southampton, The Triad, Bootle was project services 02 Glasgow, advertising purchased as an addition Grenville House, hoarding to Mapeley’s DPI Portfolio. Southampton is a freehold Portcullis House, Glasgow The tenant is the Secretary property within Mapeley’s is a leasehold property of State, a UK government DPI Portfolio. Mapeley within the HMRC Portfolio. client. The lease is due converted the ground floor The building adjacent to for expiry in 2027 giving redundant pub to two new Portcullis House had been Mapeley an annual rent retail units and refurbished demolished exposing a of £1,700,000 for the and extended the upper party wall gable that faces the M8 motorway. Mapeley secured a contract to display an advertising banner whilst next 20 years. The cost of the property which covers 19,536 sq m was £24,460,000 with a net office floors. The building extension increased the net lettable area by 12.7% increasing the total building 6.9% Initial yield the gable is exposed in initial yield of 6.9%. size by 161 sq m. Two this highly visible location. pre-let opportunities were 06 Notting Hill, London, in place prior to works 03 Galashiels acquisition disposal commencing; one for Costa The Maxwell, Galashiels is This disposal involved a Coffee in one of the ground a 846 sq m office building partial sale of a freehold floor retail units and occupied by Scottish asset in Mapeley’s Abbey one to BPP Holdings Plc Enterprise, a Government Portfolio located in Notting (a professional education tenant, until 2012. The Hill in London. The asset company) on the ground property was added to our consisted of both residential and first floor. DPI Portfolio at a purchase and retail parts. Mapeley kept price of £1,470,000. the Abbey retail unit but 09 Jersey acquisition Rental income is £100,000 disposed of the remaining 22 Colomberie, Jersey was per year equating to a net retail and residential parts acquired in 2007. PwC are initial yield of 6.8%. to a developer, creating tenants and this is their only a net cash profit of office in Jersey. The lease £1.1 million. This disposal runs until 2019 with a break was in Mapeley’s pipeline option in 2013. Rental of potential disposal income for the 1,560 sq m opportunities for two years. area is £350,000 per annum. The purchase price was £4,880,000 with a net initial yield of 7%. Mapeley Limited Annual Report 2007 14
01 02 03 846 sq m of office space 04 05 06 07 08 09 Mapeley Limited Annual Report 2007 15
Business review With 1,689 assets Milestones 2007 _ Continued to outperform IPD on the Mapeley’s portfolio is split between its Outsourcing and Direct Property Investment spread over 2.4 million _ leasehold estate, driving organic growth £8.6 million of disposal profits generated Portfolios (‘DPI’). Mapeley acquires freehold assets either as part of bundled sq m of UK real estate _ from the sale of vacant assets 266 rent reviews carried out on estate outsourcing contracts or directly in the investment market, and is focused on our options for creating _ £41.9 million spent on estate enhancement acquiring good quality assets let to strong credit tenants. value are many and Overview Mapeley Limited (Mapeley, the Company With leasehold assets, Mapeley’s clients varied. Through or the Group) is a Guernsey-based property commit to and pay for the benefit of rigorous management investment and outsourcing company which owns, manages and operates a portfolio occupation of these buildings and Mapeley has the corresponding financial exposure of our estate, asset of properties located throughout the entire UK, covering some 2.4 million square metres to the underlying landlord through the lease. Mapeley negotiates rent reviews management strategies, and with a presence in every major town and city. Mapeley Estates Limited, a wholly and lease renewals as principal with third party landlords in order to manage costs. re-lettings, extensions owned subsidiary of Mapeley, provides a Mapeley has created a spread of income and renewals of leases, complete range of management services to Mapeley’s portfolio and its asset-owning received from clients over costs paid to landlords through the management of Mapeley drives long- subsidiaries. these leasehold assets. The unique insight into the markets the business operates in, term returns. Mapeley drives returns through managing property risks and owns £2.1 billion of gained by acting as both landlord and tenant, enables the maximisation of returns. real estate. In addition to owning real estate Mapeley also has an operating business. Mapeley provides a full range of facilities As part of its outsourcing contracts it management services, ranging from catering manages leasehold assets occupied by its and cleaning to childcare and security clients, provides facilities management services, to the HMRC and IPS estates as services and project construction services. part of the bundled outsourcing contracts. One facilities management provider delivers these services on behalf of Mapeley. By consolidating the provision of the services to one partner Mapeley benefits from pricing benefits through scale. Servicing the outsourcing clients’ estates gives valuable insight into their occupational strategies and enables the mitigation of Total portfolio value vacancy risk. £2.1bn Funds From Operations £56.4m Q4 2007 14.3 Q3 2007 14.5 Q2 2007 13.8 Q1 2007 13.8 Mapeley Limited Annual Report 2007 16
The Group’s aim is to become the leading owner and operator of UK regional commercial real estate let to Government The geographic spread of the and investment grade tenants. The credit quality of tenants is of fundamental portfolio as at 31 December 2007 importance. A list of top 10 tenants and as per IPD regions is as follows: their contribution to total revenue is set out below. Save for the UK Government and Abbey, Mapeley does not have any significant exposure to any one client or sector. These clients are targeted as their occupational requirements are often complex and Mapeley estimates that they will remain in occupation of their assets for the long-term. 93% of the portfolio income is from government or investment grade tenants and the portfolio vacancy rate of only 3.5% is low and stable. In total, the estate covers 2.4 million square metres and 1,689 assets. Through the flexibility inherent in the outsourcing contracts, a portfolio of this size creates many opportunities for creating value through asset management, disposals, re- lettings and contract and lease extensions. Percentage of By value By value By value Tenant total group revenue of office of retail of other HMRC 50.1% Number of By area assets assets assets Total Abbey 20.8% Location properties sq m £m £m £m £m Other government and local authorities 5.9% City of London 12 25,493 41,354,545 – – 41,354,545 Identity and Passport service (Government) 5.6% East Midlands 68 132,507 113,717,273 13,429,200 – 127,146,473 British Telecommunications plc 2.0% Eastern 165 191,829 105,151,727 19,676,300 736,364 125,564,391 Microsoft Ltd 1.7% Inner London 112 182,158 30,475,000 38,552,700 999,091 70,026,791 Diligenta Ltd* 1.0% London-Mid Town 6 28,182 – – – – Zurich Assurance Ltd 1.0% London West-End 14 27,364 26,000,000 6,241,000 – 32,241,000 WS Atkins 0.9% North East 86 130,553 102,762,364 5,844,100 – 108,606,464 KPMG LLP 0.6% North West and Merseyside 169 235,401 143,488,182 28,863,600 – 172,351,782 * Subsidiary of Tata Consulting. Northern Ireland 53 42,359 16,956,364 3,634,700 – 20,591,064 Outer London 151 137,913 99,099,091 37,714,400 – 136,813,491 Scotland 149 227,801 242,195,000 22,482,400 109,091 264,786,491 South East 255 379,770 434,813,182 41,265,000 – 476,078,182 South West 132 165,248 134,472,091 21,354,000 100,000 155,926,091 Wales 88 117,133 108,778,818 13,058,200 781,818 122,618,836 West Midlands 110 185,212 129,795,273 21,957,100 – 151,752,373 Yorkshire and Humberside 119 170,340 96,224,818 13,999,400 – 110,224,218 Total 1,689 2,379,263 1,825,283,728 288,072,100 2,726,364 2,116,082,192 Mapeley Limited Annual Report 2007 17
Business review continued HMRC Portfolio Portfolio review Entering into a real estate outsourcing The Group’s real estate portfolio is split into contract with Mapeley provides occupiers £563.4m two distinct segments, namely Outsourcing with real estate platform solutions which Contracts and Direct Property Investments enable: (‘DPI’), however the characteristics of the 1 Transfer of all risks relating to real assets in both portfolios are very similar. estate, leaving the occupier better placed to focus on its core business As at 31 December 2007, Mapeley owned 2 Price certainty at pre-agreed costs and managed 1,689 properties with a 3 Release of capital where asset transfer property portfolio value* of £2.1 billion. occurs This valuation covers only the 595 freehold 4 Occupational flexibility through pre-paid and valuable long leasehold properties vacation rights which Mapeley owns. Of these £1.8 billion, 5 Improved customer service. by value, and 237, by number, are office assets and £0.3 billion (358) are retail and There is a degree of additional activity in other. The remaining 1,094 are rack-rented the Outsourcing Contracts versus the DPI Portfolio acquired in 2001 as part of a bundled 20-year occupational leasehold interests where Portfolio, given the existence of leasehold outsourcing contract containing freeholds, leaseholds Mapeley acts as tenant on behalf of its assets, facilities management and project and the provision of facilities management and project clients through its outsourcing contracts construction services. In the case of HMRC fit-out services. _ 136 freehold or long leasehold properties (see ‘Outsourcing Contracts’ below for and Abbey, these are 20 year agreements _ 371 leasehold properties further detail on these portfolios). These with cost certainty and limited pre-paid _ Portfolio occupancy: 98.1% rack-rented leaseholds do not carry any rights to vacate, allowing the clients value in Mapeley’s financial statements, flexibility in their occupational requirements Abbey Portfolio they are short leases where the rent reserved over the term of the contracts. £556.2m under the lease is close to the market rent for the property and are typically Mapeley benefits from any difference subject to regular, five-yearly, upward- between the income it receives from its only rent reviews. outsourcing clients and its outgoing costs to third parties, such as rent and payment The geographic spread of the portfolio by for facilities management and project value and by area as at 31 December 2007 construction services. Rental payment as per IPD regions is given on page 17. obligations, which reflect the open market rent it pays to its landlords, are by far the a) Outsourcing Contracts most significant of these costs. Mapeley’s Real estate outsourcing involves the income rebases upwards each year transfer of an organisation’s property whereas the outgoing rental costs which and the risks associated with occupying, Mapeley pays out to third party landlords managing and servicing that property. are reviewed typically on a five-yearly basis. Mapeley generates returns to the extent it minimises rental uplifts on rents Portfolio acquired in 2000 as part of a 20-year outsourcing contract comprising freehold and leasehold assets. payable to a lower level than contracted _ 367 freehold or long leasehold properties rental income growth of either 3% or _ 656 leasehold properties _ Portfolio occupancy: 89.7% RPI (in the case of Abbey and HMRC respectively). In 2007, on a like for like and mark to market basis, the annual growth in outgoing rental liabilities paid by Mapeley since acquiring these leases was 2.0% compared with average income increases of 3.2% per annum. * property portfolio value is defined as the Group’s property assets as valued by one of the Group’s valuers, CBRE or Knight Frank, or one of the Directors Mapeley Limited Annual Report 2007 18
IPS Portfolio IPD has analysed the Group’s performance on the leasehold portfolio for 2005 and 68 sites 2006 rent reviews relative to its benchmark of performance. For 2005 and 2006 rent reviews Mapeley continued to outperform the IPD benchmarks of 2.9% and 2.1% respectively by incurring only 0.9% and 1.4% annual rental growth on the leasehold portfolio. As 2008 progresses the performance of further 2006 rent reviews will be reported whilst a meaningful number of 2007 rent reviews settle. The effective management of the leasehold portfolio and a consistent focus on limiting, and where possible, reducing costs such as Catering service tender for HMRC estate rent, service charge, other property-related _ Mapeley is responsible for Portfolio acquired in 2006. Contract includes the acquisition, expenditure and facilities management leading and implementing fit-out and servicing of properties throughout the UK. services costs (in the case of HMRC only) tenders in relation to the _ Portfolio includes only leasehold assets procurement of services are key drivers of FFO growth for the across HMRC’s estate Outsourcing Contracts. _ Procurement of national catering contractor for the HMRC Portfolio to Real estate outsourcing deals are difficult incorporate standardisation DPI Portfolio to predict due to the scale and complex across the estate including core products, branding £996.5 m nature of outsourcing transactions, Mapeley is one of very few operators currently signage, menus and tariffs _ Procurement of a in the UK with the capacity, specialist contractor who could comply with the Public knowledge and ability to undertake such Sector Food Procurement large deals. So far in the UK the majority Initiative and demonstrate their commitment to of outsourcing deals have been transacted the environment, healthy with either public sector or major corporates. eating, local suppliers and The likelihood of corporate outsourcing waste reduction _ No capital investment transactions could potentially increase required by Mapeley in times of economic difficulty when or HMRC _ Subsidy payments corporates seek to become more efficient envisaged to be completely and shed non-core risk, such as property. eliminated within the first year of the contract saving the client approximately £300,000 per year Portfolio consists of assets acquired directly in the investment market. _ 92 freehold or long leasehold properties _ Portfolio occupancy: 98.5% Mapeley Limited Annual Report 2007 19
Business review continued Within the Outsourcing Contracts segment, HMRC pays the Group a unitary service the Group holds three portfolios, as charge on a quarterly basis which covers described below: not only the charge for the accommodation, but also all services that are provided. i. Her Majesty’s Revenue & Customs The Group has retained responsibility for, (HMRC) Portfolio but sub-contracted, the performance of Assets in the HMRC Portfolio are held in the majority of its obligations to provide the financial statements as Property, Plant services (other than property management and Equipment given the existence of services) on terms that reflect and are the outsourcing contract which comprises consistent with the Group's underlying these assets. The HMRC Portfolio was obligations to HMRC. Mapeley has acquired in 2001. The transaction involved maintained the property risk in the the acquisition of freehold and long outsourcing contracts but passed on leasehold properties and rack-rented risks relating to the provision of facilities leasehold properties under a purchase management services, such as wage inflation. and leaseback agreement for a 20-year duration. This portfolio totalled 1.5 million ii. The Abbey Portfolio square metres, representing the majority The Abbey Portfolio was acquired in 2000. of HMRC's UK property, including offices, The transaction involved the acquisition customer contact centres and other of freehold, long leasehold and rack-rented facilities located in 279 towns and cities leasehold properties under a purchase across the UK. In addition, the Group and leaseback arrangement for a 20-year provides comprehensive property and duration. At the time of acquisition, facilities management services to HMRC. the portfolio totalled 595,000 square metres These services include maintenance, of accommodation, representing substantially life-cycle replacement, cleaning, help desk, all of Abbey's UK occupational portfolio. security, catering, childcare, health and The properties included bank branches, safety, utilities, equipment management, offices (including Abbey's headquarters) management of removals (churn), vending and call centres located in 520 towns and and landscaping. cities across the UK. Sustainable drinking solution HMRC Outsourcing contract to provision of water to _ Outsourcing contract won HMRC estate in 2001 iii. The Identity and Passport Service _ European tender and _ Transaction included (IPS) Portfolio subsequent installation freehold and long of mains fed water units leasehold properties In March 2006, Mapeley won the Identity across the HMRC estate as well as rack-rented and Passport Service Authentication by _ Problems associated with leasehold properties Interview outsourcing contract. The Identity bottled water eradicated and the provision of e.g. storage, lifting large facilities management and Passport Service is an Executive Agency bottles, environmental and construction fit-out of the UK Government’s Home Office. waste services to the estate This contract includes the acquisition, _ Financial savings made _ Purchase and leaseback due to reducing numerous agreement of 20 years fit-out and delivery of serviced office suppliers to one provider _ 1.5 million sq m accommodation for 68 interview offices _ Reduction in fuel representing offices, and emissions due to customer contact centres throughout the UK. The contract is for eliminating bottled and other facilities an initial term of up to five years. Work water deliveries _ Portfolio spread across commenced on this contract in early 2006. 279 towns and cities throughout the UK As at 31 December 2007, 67 of the 68 assets were operational with the remaining office mobilised during 2008. Mapeley Limited Annual Report 2007 20
b) Direct Property Investments Portfolio (DPI Portfolio) Mapeley also acquires single property assets and portfolios into its Direct Property Investments Portfolio (DPI Portfolio). These assets are similar to the individual freehold assets Mapeley has acquired under its outsourcing contracts; they are good quality, regional office buildings located throughout the UK. The key acquisition criteria for these assets is the quality of the building, the type of tenant, the strength of the tenant’s covenant, the acquisition yield and Mapeley’s assessment of whether the tenant is likely to remain in occupation of the building. Acquisitions during 2007 ranged in cost from £1.0 million to £62.0 million. During 2007, the Group acquired 23 freehold or long leasehold properties at a cost of £223.3 million, and at an average net initial yield of 6.4%. Re-letting of London asset Given our day to day relationship with One of the benefits of entering into an HMRC we were aware of their intention As at 31 December 2007 the total DPI outsourcing contract with Mapeley is to vacate. We targeted a tenant, a quasi- Portfolio was valued at £996.5 million and the occupational flexibility purchased government organisation, who were the current yield on the portfolio is 7.7%. by clients in respect of their ongoing interested in taking up the lease but who accommodation requirements and required occupation of the asset three Approximately 40% of the acquisitions estate strategy. months before HMRC were due to vacate. made in 2007 were sourced from either As a result of our excellent relationship Mapeley’s proprietary acquisition database This example involved the letting of an with HMRC we were able to relocate HMRC or by direct approaches to existing owners. asset in our HMRC Portfolio where we out of New Kings Beam House three supplemented HMRC income with income months early to facilitate the new letting. At the year-end, properties in the DPI from a quasi-governmental client. The letting matches our liability to the Portfolio were 98.5% let and income third party landlord extinguishing the producing on fully repairing and insuring New Kings Beam House is a leasehold potential risk created by HMRC’s vacation. leases to central and local Government asset in the HMRC Portfolio located and major corporate tenants. The average in central London on the South Bank. unexpired lease length across the DPI HMRC exercised their right to vacate part Portfolio was 8.2 years. of this asset serving the contractually required 12 months notice effective for departure on 31 March 2008. Under the terms of the lease Mapeley is responsible to the third party landlord for rental payments until expiry at the end of 2011. Mapeley Limited Annual Report 2007 21
Business review continued Rent Reviews c) Portfolio valuations i) HMRC Portfolio: The value increased Mapeley’s portfolio is valued on a quarterly by 0.6% to £563.4 million (2006: 339 basis by independent valuers and 100% of each portfolio is valued at each valuation by either CB Richard Ellis Limited (‘CBRE’), £560.1 million). During 2007 Mapeley retendered for valuers for this portfolio. As a result Savills, Knight Frank LLP (‘Knight Frank’) or the who had historically valued the portfolio Company’s Directors (see notes 10 and 11 were replaced by CBRE. As at 31 December to the financial statements for classification 2007, the HMRC Portfolio had a value Lettings of these assets). As at 31 December 2007, of £563.4 million (31 December 2006: the Group's total Property Portfolio had £560.1 million). The current yield on this 41 a value of £2,123.5 million (2006: £2,046.2 million) generating total revenue portfolio at 31 December 2007 was 8.2% (2006: 8.4%). of £417.4 million during the year (2006: £385.0 million). Of this, £324.6 million of As at 31 December 2007 the HMRC Portfolio rental income was generated from the comprised 136 freehold or long leasehold FM services provided Group's portfolio of 1,689 properties properties, (31 December 2006: 138) (2006: £296.4 million from 1,683 properties). and 371 rack-rented leasehold properties £47.6m Over 93% of the Group’s income was generated from Government and investment grade tenants. (31 December 2006: 380). Portfolio occupancy (based on area) was 98.1% at 31 December 2007 (31 December 2006: 98.9%). On a like for like basis the value of the ii) Abbey Portfolio: The value fell by 3.4% total portfolio fell from £2,031.3 million to £556.2 million (2006: £575.7 million). to £1,920.6 million between 31 December As at 31 December 2007, the Abbey Portfolio 2006 and 31 December 2007. As between (see note 11) had a value of £556.2 million 30 September 2007 and 31 December 2007, (31 December 2006: £575.7 million). The on a like for like basis the value of the Abbey Portfolio fell in value by £20.1million, total portfolio fell by £94.7 million from 3.5% compared to 30 September 2007. The £2,210.8 million to £2,116.1 million, reason for the fall in value was an adverse representing an adverse yield shift of yield shift of 21 basis points applied to 42 basis points applied to the portfolio the portfolio by the Group’s valuers, in by the Group’s valuers. line with market expectations. The current yield on this portfolio at 31 December 2007 was 6.6% (2006: 6.3%). As at 31 December 2007 the Abbey Portfolio comprised 367 freehold or long leasehold properties (31 December 2006: 367) and Portfolio occupancy rate (%) 656 rack-rented leasehold properties 2007 96.5 (31 December 2006: 698). Portfolio occupancy 2006 96.9 (based on area) was 89.7% at 31 December 2005 96.8 2007 (31 December 2006: 90.3%). 0 Mapeley Limited Annual Report 2007 22
iii) Direct Property Investments Portfolio: Property management The value increased by 10.3% to The Group regularly reviews national and £996.5 million (2006: 903.7 million). regional estate strategies in order to take The increase of £92.8 million arose largely advantage of opportunities to match its from the acquisition of 23 properties into property interests to the accommodation the DPI Portfolio during the year in line requirements of its tenants. with the Group’s investment strategy. During 2007: On a like for like portfolio basis, the 69 _ Mapeley settled 207 rent reviews on properties which Mapeley owned at rack-rented properties in the portfolio as 31 December 2006 and 31 December 2007, tenant (2006: 187) with an annual rent fell in value by £102 million, a fall of roll of £54.5 million (2006: £30.4 million). 11.4%, reflecting an adverse yield shift The average increase was 1.6% per annum of 82 basis points applied to the portfolio _ Mapeley completed lease renewals for by CBRE, the Group’s valuers. As between 51 properties as tenant (2006: 39) with Queens House, St Albans, 30 September 2007 and 31 December 2007 an annual rent roll of £3.2 million Hertfordshire re-gear of existing lease on a like for like portfolio basis the value (2006: £3.5 million). The average annual _ Freehold asset in the of this portfolio fell by £82.6 million, from increase in rent payable in 2007 was 1% DPI Portfolio occupied £1,079.1 million to £996.5 or 7.7% reflecting _ Mapeley settled 82 rent reviews as tenant by the Government _ Original lease due for an adverse yield shift of 56 basis points. with nil increases (2006: 82) expiry September 2009 _ Mapeley settled 59 rent reviews as _ Worked with the tenant to secure the simultaneous The current yield on this portfolio as at landlord (2006: 45) with an annual rent surrender of the original 31 December 2007 was 7.7% (2006: 6.9%). roll of £20.5 million (2006: £1.6 million). lease and grant of a The average increase was 0.9% per annum new 15-year lease with five year rent reviews d) 2008 portfolio events _ Mapeley completed lease renewals for (no breaks) at existing During 2008, Mapeley anticipates the 22 properties as landlord (2006: 10) rent levels following portfolio events: with an annual rent roll of £2.6 million _ Capital contribution of £275,000 made towards _ 6 lease breaks exerciseable on the DPI (2006: £0.2 million). The average annual tenant capital works Portfolio on a rent roll of £0.8 million increase in rent payable in 2007 was 1.7% which enhance the value _ 11 lease renewals on the DPI Portfolio _ Mapeley let 41 vacant properties during of the asset _ £750,000 valuation on a rent roll of £1.8 million the year (2006: 44), generating £4.3million increase as a result of the _ 118 rent reviews as tenant in properties (2006: £1.6 million) of additional income new, longer lease in the Group’s Outsourcing Portfolio on and maintained a low vacancy rate a rent roll of £22.6 million of 3.5% across the whole portfolio _ 21 rent reviews as landlord in properties _ Mapeley spent £41.9 million on repair, in the Group’s total Property Portfolio refurbishment and construction projects on a rent roll of £0.5 million (2006: £36.8 million), to enhance the _ 68 lease renewals as tenant in properties quality of its estate in an efficient and in the Group’s Outsourcing Portfolio on cost effective manner. a rent roll of £4.0 million _ 35 lease renewals as landlord in properties in the Group’s total Property Portfolio on a rent roll of £1.2 million. Mapeley Limited Annual Report 2007 23
Business review continued Capital investment on estate The agreements with Abbey and HMRC The service provision is coordinated through both provide for annual indexation, Mapeley’s 24-hour help desk. In 2007, £41.9m with a 3% per annum increase in amounts payable by Abbey and an RPI-linked increase on payments by HMRC. As a result, the help desk received 108,093 calls (2006: 107,609). Mapeley’s ability to offer such services provides it with two important 70% (2006: 76%) of the income Mapeley advantages: the ability to pursue other receives is subject to annual uplifts, with similar transactions where such a service virtually all of the balance of the income requirement might exist and real time Help desk calls being subject to five-yearly upward-only access to and insight into its tenants' rent reviews. To 31 December 2007, on a changing occupational needs. This means 108,093 like for like and mark to market basis, the annual growth in rental liabilities paid that the Group is well positioned to provide its tenants with appropriate solutions by Mapeley since acquiring these leases and to manage the estate better through has been 2.0% per annum as compared being able to anticipate and predict their with an increase in income of 3.2%. occupational requirements. Employees Services In the year ended 31 December 2007, 132 a. Property services Mapeley provides a wide range of facilities management (‘FM’) services through its Mapeley provided services with a value of £47.6 million (2006: £45.2 million). wholly-owned subsidiary Mapeley Estates b. Construction and fit-out projects Limited, to approximately 100,000 of services its tenants' employees in 759 buildings. Mapeley has an extensive in-house projects Examples of these services include team who are responsible for carrying maintenance and life cycle replacement, out requested capital works projects security and cleaning, catering and childcare. to the HMRC and IPS estates such as Mapeley provides FM services to HMRC refurbishments, fit-out, space planning and IPS under its outsourcing contracts. and life cycle works. When providing these services Mapeley earns a margin in addition During 2007 Mapeley’s procurement team to the unitary charge receivable from won two awards in respect of services HMRC and IPS for its professional services. procured in respect of the procurement of water point of use and childcare In addition, Mapeley manages the delivery services on behalf of HMRC for its estate. of refurbishment projects for Mapeley funded projects and for third-party clients. Its proven project management capabilities enables Mapeley to influence and add value to the way its clients use and refurbish their space. In the year ended 31 December 2007, Mapeley carried out repair, refurbishment and construction projects with a value of approximately £41.9 million (2006: £36.8 million). Mapeley Limited Annual Report 2007 24
Our people Mapeley continues to recruit and retain the highest calibre of employees. Mapeley is dedicated to building, rewarding and retaining a diverse, highly skilled and motivated workforce. As at 31 December 2007, Mapeley had 132 employees (2006: 131). Mapeley is committed to providing effective and appropriate learning and development opportunities for all employees. This year, Mapeley successfully rolled out a management development programme which is predominantly aimed at senior managers in the organisation. This is a bespoke programme which focuses on developing leadership and management skills such as coaching, managing performance and personal effectiveness. In recognising that a good induction for new staff is of fundamental importance Regear of London asset Situated close to Westminster and to the success of the organisation, A key characteristic of our acquisition representing economical central London Mapeley has developed a new induction strategy is ‘occupier inertia’ – our office accommodation we believed the programme which provides employees estimation of the probability that our potential ‘occupier inertia’ to be high. The with role specific training at an early stage target tenants will remain in occupation downside risk was underpinned by excellent in their career at Mapeley. In addition, the of a particular asset. An excellent redevelopment potential for residential use. company supports a number of staff to example of this is a re-gear of a lease This investment opportunity satisfied our gain professional qualifications through within our DPI Portfolio. other underwriting and financial criteria. further education. A year before the lease was due to expire Through our regular contact and the Mapeley continues to review and develop and following extensive negotiations excellent relationship we had built with a reward and recognition management we were able to agree and complete the tenant we agreed a new 25 year lease strategy. Remuneration and reward packages a new 25 year lease with the tenant. with a tenant break in 2013 and mutual are externally benchmarked against breaks every five years thereafter. The companies of a similar size and industry. We acquired this asset in 2004. The new lease was secured at no cost to property provides good quality office Mapeley and at the same initial rent of accommodation, located in London and £1.8 million per year rising to £2 million is occupied under a lease due to expire per year from September 2008. This in September 2008. reflected a net initial yield of 7.3% rising to 8% and an increase in valuation of Prior to acquisition, we undertook £4.5 million from the last valuation date. comprehensive underwriting including a detailed assessment of the risk around the shorter income stream and the likelihood that the tenant would wish to remain in the building. Mapeley Limited Annual Report 2007 25
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