In July 2018, ALD Automotive Ltd (part of SG Hambro) leased 5,400 - - PDF document

17 December 2018

Circle Property Plc

("Circle" or the "Company") Interim Results show continued strong NAV and income growth

Circle Property Plc (AIM: CRC), the specialist regional UK office investment and development company today announces its results for the six months to 30 September 2018. The results show a continuation of the strong asset management led total returns that the Company has achieved since IPO in February 2016. Financial highlights

• NAV per share up 30.33% to £2.75 (30th Sept 2017: £2.11), representing a 19.80% uplift since 31st March

2018 (£2.30p) The Company’s NAV has now grown 84.56% since IPO in February 2016.

• Portfolio valuation up 12.37% to £124,8m (31 March 2018: £111.13m).
• Since IPO, Circle has delivered a NAV compound average growth rate of 29.5% and a total return

compound average growth rate of 32.1%

• 9.9% increase in annualised contracted rental income to £7.51m (31 March 2018: £6.83m). A further

£214,582 of contracted rent has been signed since the period end.

• 25.2% increase in net rental income to £3.80m (September 2017: £3.01m).
• 60% increase in profit before tax to £13.80m (30 September 2017: £8.6m).
• 28% increase in net operating profit to £2.30m which excludes gains on investment properties

(30 September 2017: £1.80m).

• Due to investment sales above valuation and valuation uplifts, LTV has reduced to 40% (31 March 2018:

45.5%).

• Interim dividend of 3.0p per share, which maintains the level of dividend paid for the previous reporting
• period. This dividend will be paid on 17 January 2019 to shareholders on the register on 14 December

2018 with an ex-dividend date of 13 December 2018. Operational highlights

• The Company’s current redevelopment and refurbishment pipeline is now complete, with Somerset

House, providing 38,805 sq ft (10.33% of the Company’s total office floor area) completed and let within the last 12 months. BE Offices’ fit-out of Somerset House will be complete in Spring 2019 with one third of the space already reserved for licensees of the serviced office operator.

• Portfolio occupancy of 90%
• WAULT of 10.15 years to break (31 March 2018: 7.24 years) and 11.07 years (31 March 2018: 10.50 years)

to expiry.

• Leasing momentum continues on competitive terms:

• In July 2018, ALD Automotive Ltd (part of SG Hambro) leased 5,400 sq ft in Park House, Northampton at a

rent of £77,462pa (£14.32 psf) for a 10-year term with a five-year tenant break.

• Two new five-year leases completed at 36 Great Charles Street Birmingham, for a combined annual

headline rent of £93,264, before incentives. In June, Vectos Microsim Ltd took the 1,253 sq ft rear suite of the seventh floor and in July, Shaw Trust leased the 3,600 sq ft first floor.

• In September, a lease variation was completed with the Company’s largest tenant, Compass Contract

Services Limited (part of Compass Group) at Kents Hill Park, Milton Keynes, whereby the 15 and 20 year break options on a 25 year lease were removed, whilst the 3% per annum fixed rental increases were replaced by annual RPI increases.

• In November 2018 (post period end) the remaining 13,500 sq ft on the ground floor at K2 Kents Hill

Business Park, Milton Keynes was let to Deutsche Telekom subsidiary, T-Systems Ltd, at £214,582 pa (£15.50 per sq ft) on a 10-year term with tenant break at the fifth year. Portfolio restructuring and disposal programme

• In line with the Company’s strategy of disposing of legacy non-core assets and focusing its portfolio on the

undersupplied regional office market, a petrol filling station let to the Co-Operative Group in Amesbury was sold to an institutional investor for £3.5m in July 2018, representing an 18.64% above the 31 March 2018 valuation. The sale was simultaneous with the completion of a lease extension from two to 15 years, without breaks.

• In November 2018, two shops let to Morrisons and A-Plan Insurance in Week Street, Maidstone were

disposed of for £1.35m, in line with the valuation. John Arnold, CEO of Circle Property Plc, commented: “Circle’s continued focus on the active management of its regional office assets, particularly the leasing of space in the redevelopment and refurbishment pipeline, has once again delivered strong portfolio valuation growth and strengthened the Company’s income profile during the first half of the year. This has been achieved despite the increased levels of hesitation in signing new tenancies, which we believe largely results from the nervousness created by extended uncertainty surrounding Brexit negotiations. However, as anticipated, this has led to a number of buying opportunities emerging and we are finding more

• ff-market deals as a result.

As a consequence of our active asset management, we are also pleased to have disposed of non-core assets at

• r above valuation.

We have continued to sign tenants since the period end which gives us confidence in our ability to lease the remaining vacant space in the portfolio, adding further income and value to our assets.”

ENDS

This announcement is inside information for the purposes of Article 7 of EU Regulation 596/2014. Circle Property Plc +44 (0)20 7930 8503 John Arnold, CEO Edward Olins, COO Smith & Williamson +44 (0) 20 7131 4000 Azhic Basirov Katy Birkin Radnor Capital Joshua Cryer Iain Daly +44 (0) 20 3897 1830 FTI Consulting +44 (0)20 3727 1000 Giles Barrie Richard Sunderland Eve Kirmatzis Circle@fticonsulting.com Chief Executive’s statement We have had another strong start to the year building on the momentum achieved in the previous reporting periods and delivering on the strategy we set out at the time of the IPO. Our efforts have translated to significant growth in NAV and portfolio valuation. Further increases to contracted rent roll, as well as double- digit net rental income growth, combined with an extension of the average lease length to over 11 years have resulted in the portfolio generating higher quality and more visible income to underpin the Company’s progressive dividend. We have now completed the Company’s current redevelopment and refurbishment programme and our focus is now focussed firmly on both leasing up the remaining 10% of the portfolio which was vacant at the end of the period and continuing to explore ways to grow the Company. In terms of leasing up space, we have made good progress after a strong first half, with a further 2.19% of the portfolio leased since the period end. The fact that our stock selection and asset management programme means we are able to offer well located and recently refurbished high quality space at competitive rents, combined with the ongoing decline in regional office supply due to residential conversion permitted development rights, gives me confidence in our ability to continue to attract tenants.

In addition to creating value and income through leasing vacant space, we will also continue to undertake initiatives that allow us to drive returns from our leased stock such as through the lease re-gear we agreed at Kent’s Hill Park, Milton Keynes, which resulted in us securing a 25 year RPI linked lease without break to Compass Group With this strong platform in place we continue to assess ways to grow the Company including refinancing with

• ur existing and other lenders, as well as potentially seeking capital from new investors. We will also continue

to dispose of our non-core legacy assets, with further progress made in this regard early in the second half, as well as selectively disposing of our standing assets where we receive a compelling offer. Both of these initiatives would provide us with capital to reinvest into opportunities where we believe we can create greater returns by applying our asset management skills. Portfolio overview Kent’s Hill Park In November 2018, we completed a letting to Deutsche Telekom subsidiary, T-Systems Ltd, at £214,582 per annum on the remaining ground floor area. With 50% of the building is now let, we are pleased with the levels of interest in the remaining space. Once we make further progress in the lettings, we intend to take back K3 from Compass to undertake a further refurbishment. Somerset House The office refurbishment has completed and are let entirely to BE Group Limited, a serviced office provider, at an annual rent of £795,729. The two ground floor restaurant units are let to Las Iguanas and Camerons Brewery at a combined annual rental of £395,000. Great Charles Street, Birmingham 36 Great Charles Street, Birmingham, is being marketed and during the reporting period, we have let two

• ffices totalling 4,853 sq ft to Vectos Microsim and the Shaw Trust. The combined annual headline rent is

£93,264 before incentives. We still have half of the building available to let, with 12,638 sq ft available in four floors which are highly divisible to suit current occupancy trends. One Castlepark, Tower Hill Bristol Refurbishment of the 2nd floor north comprising 6,351 sq ft has completed following the JISC surrender of the second floor suite and regrant of the third floor at almost double the rent per sq ft previously passing 135 Aztec West, Bristol We are preparing for a comprehensive refurbishment of this 13,258 sq ft property as our tenant only has one year remaining on their lease where the current rent equated to only £13.20 p.s.f. The current rental value, post refurbishment is likely to exceed £20 p.s.f. Outlook This time last year I reported that there had been a slowdown in the wider lettings market which, as mentioned above, remains the case today and we do not expect a return to normality until the uncertainty around the country’s divorce from the EU is removed and businesses understand what the situation is and what they have to plan for. However in spite of this the location, quality of our refurbished assets has shone through and we have continued to lease up existing space. With our refurbishment programme complete and

with less than 8% remaining vacant in the portfolio, we would not expect the same significant period-on- period return in the second half of 2018 onwards, from the current portfolio. However, we continue to look for acquisition opportunities and are confident that the platform and track record we have established since IPO, having delivered a total return compound average growth rate of 32.1% stands us in good stead to continue to deliver shareholder value in the future. Dividend Announcement The Board declares an interim dividend of 3.0 pence per share, which maintains the level of dividend paid for the previous reporting period. This dividend will be paid on 31 January 2019 to shareholders on the register on 28 December 2018 with an ex-dividend date of 27 December 2018.

Circle Property Plc

Condensed consolidated statement of comprehensive income for the 6 months ended 30 September 2018

6 months to 30 September 2018 6 months to 30 September 2017 12 months to 31 March 2018 Note (unaudited) (unaudited) (audited) £ £ £ Rental income 4 3,644,353 2,943,673 6,211,820 Other income 4 157,473 92,736 142,585 3,801,826 3,036,409 6,354,405 Property expenses 5 (277,512) (425,210) (831,189) Net rental income 3,524,314 2,611,199 5,523,216 Administrative expenses 6 (1,250,374) (801,185) (2,368,220) Operating profit before gains on investment properties 2,273,940 1,810,014 3,154,996 Gains on disposal of investment properties 494,933

• 1,497

Gains on revaluation of investment properties 11 11,733,347 7,307,151 11,980,810 Operating profit 14,502,220 9,117,165 15,137,303 Finance income 7 2,056 1,293 3,620 Finance costs 8 (738,061) (553,225) (1,149,720) Net finance costs (736,005) (551,932) (1,146,100) Profit for the period before taxation 13,766,215 8,565,233 13,991,203 Taxation 9 (227,372) 99,030 534,864 Profit after taxation 13,538,843 8,664,263 14,526,067 Earnings per share 10 0.48 0.31 0.51 NAV per share 2.75 2.11 2.30 There is no comprehensive income other than that included in the profit for the period. All of the profit for the period is attributable to the owners of the Company. All items in the above statement derive from continuing operations. The accompanying notes form an integral part of these condensed consolidated interim financial statements.

Condensed consolidated statement of financial position as at 30 September 2018

Note 30 September 2018 30 September 2017 31 March 2018 (unaudited) (unaudited) (audited) £ £ £ Non-current assets Investment properties 11 115,750,716 96,287,600 106,372,636 Property plant and equipment 49,883 26,080 56,287 Trade and other receivables 12 8,516,589 6,768,045 7,201,845 Deferred tax 1,482,055 1,314,814 1,727,959 Financial instruments at fair value through profit and loss

• 86
• 125,799,243

104,396,625 115,358,727 Current assets Trade and other receivables 12 1,242,391 1,352,137 1,141,191 Deferred tax 165,388 148,626

• Cash and cash equivalents

3,014,269 5,161,605 2,639,783 4,422,048 6,662,368 3,780,974 Total assets 130,221,291 111,058,993 119,139,701 Equity Stated capital 42,542,179 42,542,179 42,542,179 Treasury share reserve (77,486) (380,001) (257,487) Retained earnings 35,404,032 17,588,004 22,714,092 Total equity 77,868,725 59,750,182 64,998,784 Non-current liabilities Borrowings 13 50,100,845 48,800,835 51,815,616 50,100,845 48,800,835 51,815,616 Current liabilities Trade and other payables 14 2,251,721 2,507,976 2,325,301 2,251,721 2,507,976 2,325,301 Total liabilities 52,352,566 51,308,811 54,140,917 Total liabilities and equity 130,221,291 111,058,993 119,139,701 The condensed consolidated interim financial statements were approved by the Board of Directors on xxxxxxxxxxx. The accompanying notes form an integral part of these condensed consolidated interim financial statements.

Condensed consolidated statement of cash flows for the 6 months ended 30 September 2018

6 months to 30 September 2018 6 months to 30 September 2017 12 months to 31 March 2018 (unaudited) (unaudited) (audited) £ £ £ Cash flows from operating activities Profit for the period before taxation 13,766,215 8,565,233 13,991,203 Adjustments for: Finance income (2,056) (1,293) (3,620) Finance expense 738,061 553,225 1,149,720 Depreciation 6,404 3,077 7,405 Gains on revaluation of investment properties (11,733,347) (7,307,151) (11,980,810) Gains on disposal of investment properties (494,933)

• (1,497)

Share based payments 180,001

• 122,514

Amortisation of loan arrangement fees 35,229 29,406 44,188 Fair value movement on interest rate swaps

• 625

710 (Increase) in trade and other receivables (1,415,944) (406,733) (293,097) (Decrease)/increase in trade and other payables (155,751) (113,253) 141,050 Cash generated from operating activities 923,879 1,323,136 3,177,766 Interest and other finance costs paid (695,358) (553,312) (1,116,591) Interest received 2,056 1,293 3,620 Net cash from operating activities 230,577 771,117 2,064,795 Cash flows from investing activities Cost of refurbishment of investment properties (702,121) (2,948,608) (4,528,703) Cost of acquisition of investment property

• (4,466,652)

Proceeds from disposal of investment properties 3,444,933

• 1,497

Cost of additions of property plant and equipment

• (34,534)

Net cash from investing activities 2,742,812 (2,948,608) (9,028,392) Cash flows from financing activities Repayment of borrowings (1,750,000)

• Drawdown of borrowings
• 3,181,005

6,181,005 Dividends paid (848,903) (735,716) (1,471,432) Net cash used in financing activities (2,598,903) 2,445,289 4,709,573 Net increase / (decrease) in cash and cash equivalents 374,486 267,798 (2,254,024) Cash and cash equivalents at the beginning of the period 2,639,783 4,893,807 4,893,807 Cash and cash equivalents at the end of the period 3,014,269 5,161,605 2,639,783 The accompanying notes form an integral part of these condensed consolidated interim financial statements.

Condensed consolidated statement of changes in equity for the 6 months ended 30 September 2018

Share capital Treasury shares reserve Retained earnings Total £ £ £ £ As at 1 April 2017 42,542,179 (380,001) 9,659,457 51,821,635 Profit for the period

• 8,664,263

8,664,263 Dividends

• (735,716)

(735,716) As at 30 September 2017 42,542,179 (380,001) 17,588,004 59,750,182 Profit for the period

• 5,861,804

5,861,804 Share-based payments 122,514

• 122,514

Dividends

• (735,716)

(735,716) As at 31 March 2018 42,542,179 (257,487) 22,714,092 64,998,784 Profit for the period

• 13,538,843

13,538,843 Share-based payments

• 180,001
• 180,001

Dividends

• (848,903)

(848,903) As at 30 September 2018 42,542,179 (77,486) 35,404,032 77,868,725 The accompanying notes form an integral part of these condensed consolidated interim financial statements.

Notes to the condensed consolidated interim financial statements for the 6 months ended 30 September 2018

1 General information These condensed consolidated interim financial statements are for Circle Property Plc ("the Company") and its subsidiary undertakings (together referred to as the "Group"). The Company's shares are admitted to trading on AIM, a market operated by the London Stock Exchange plc. The Company is domiciled and registered in Jersey, Channel Islands. The address of its registered office is 3rd Floor, Standard Bank House, 47-49 La Motte Street, St Helier, Jersey, JE2 4SZ. The nature of the Company's operations and its principal activities are that of property investment in the UK. 2 Principal accounting policies Basis of accounting The condensed consolidated interim financial statements have been prepared in accordance with the IAS 34 "Interim Financial Reporting", and should be read in conjunction with the Group's last consolidated financial statements as at and for the year ended 31 March 2018. They do not include all of the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since the last financial statements. Going concern The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the Chief Executive's statement. The financial position of the Group, its cash flows, liquidity position and borrowing facilities are described in these financial statements. The Group has adequate financial resources together with long term rental contracts with a wide range of tenants. As a consequence, the Directors believe that the Group is well placed to manage its business risk successfully. The Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in

• perational existence for the foreseeable future. Accordingly, they have adopted the going concern basis in preparing

the interim financial statements. Estimates and judgements In preparing these condensed consolidated interim financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates. The significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 31 March 2018. 3 Operating segments During the period the Group operated in one geographical segment, which is the United Kingdom, and one reporting segment, which is investment in commercial property. Therefore no segmental reporting is required.

4 Revenue 6 months to 30 September 2018 6 months to 30 September 2017 12 months to 31 March 2018 (unaudited) (unaudited) (audited) £ £ £ Rental income 3,122,433 2,676,937 5,816,610 SIC 15 adjustment (spreading of lease incentives) 521,920 266,736 395,210 3,644,353 2,943,673 6,211,820 Insurance recovery 63,473 48,053 99,398 Other income 94,000 44,683 43,187 157,473 92,736 142,585 3,801,826 3,036,409 6,354,405 5 Property expenses 6 months to 30 September 2018 6 months to 30 September 2017 12 months to 31 March 2018 (unaudited) (unaudited) (audited) £ £ £ Property expenses 41,149 140,501 318,002 Property service charges 88,343 144,397 259,588 Property repairs and maintenance costs

• 13,376

29,532 Property insurance 74,967 62,496 130,328 Property rates 73,053 39,440 68,739 Lease variation costs

• 25,000

25,000 277,512 425,210 831,189 6 Administrative expenses 6 months to 30 September 2018 6 months to 30 September 2017 12 months to 31 March 2018 (unaudited) (unaudited) (audited) £ £ £ Staff costs 559,987 397,675 1,321,982 Administration fees 127,307 124,248 250,309 Legal and professional fees 468,441 210,474 504,856 Audit fees 2,004 1,300 51,875 Accountancy fees 2,593 3,221 7,648 Rent, rates and other office costs 32,281 31,533 63,909 Other overheads 51,357 29,657 160,236 Depreciation of tangible fixed assets 6,404 3,077 7,405 1,250,374 801,185 2,368,220

7 Finance income 6 months to 30 September 2018 6 months to 30 September 2017 12 months to 31 March 2018 (unaudited) (unaudited) (audited) £ £ £ Bank interest 2,056 1,293 3,620 2,056 1,293 3,620 8 Finance costs 6 months to 30 September 2018 6 months to 30 September 2017 12 months to 31 March 2018 (unaudited) (unaudited) (audited) £ £ £ Loan interest 682,116 512,518 1,073,998 Loan commitment fees 20,716 10,676 15,824 Loan arrangement fees 35,229 29,406 59,188 Fair value movement on interest rate swaps

• 625

710 738,061 553,225 1,149,720 9 Taxation 6 months to 30 September 2018 6 months to 30 September 2017 12 months to 31 March 2018 (unaudited) (unaudited) (audited) £ £ £ Current tax 146,856 171,315 (77,031) Over provision of current tax in prior year

• (77,031)
• Deferred tax charge / (credit)

80,516 57,942 (457,833) Under provision of deferred tax credit in prior year

• (251,256)
• 227,372

(99,030) (534,864) 10 Earnings per share Basic earnings per share has been calculated on profit after tax attributable to ordinary shareholders for the period (as shown on the condensed consolidated statement of comprehensive income) and the weighted average number of

• rdinary shares in issue during the period.

6 months to 30 September 2018 6 months to 30 September 2017 12 months to 31 March 2018 (unaudited) (unaudited) (audited) £ £ £

Profit for the period 13,538,843 8,664,263 14,526,067 Weighted average number of shares 28,296,762 28,296,762 28,296,792 Earnings per ordinary share: 0.48 0.31 0.51 In the opinion of the Board, treasury shares held to satisfy share awards to management currently do not have any material value and hence do not have any dilutive effect. Therefore no diluted earnings per share has been presented. 11 Investment properties 30 September 2018 30 September 2017 31 March 2018 (unaudited) (unaudited) (audited) £ £ £ Balance brought forward 114,075,000 93,025,000 93,025,000 Cost of refurbishment of investment properties 594,733

• 4,207,328

Cost of acquisition of investment property

• 2,926,114

4,466,652 Disposal of investment properties (2,950,000)

• Gains on revaluation of investment properties

11,733,347 7,307,151 11,980,810 Lease incentive amortisation 1,421,920 266,735 395,210 Fair value of investment properties per valuation report 124,875,000 103,525,000 114,075,000 Unamortised lease incentives (9,124,284) (7,237,400) (7,702,364) Closing fair value 115,750,716 96,287,600 106,372,636 The fair value of the Group's investment properties per the Valuation Report amounted to £124,875,000. The difference between the fair value of the investment properties per the Valuation Report and the fair value per the balance sheet of £9,124,284 relates to unamortised lease incentives which are recorded in the financial statements within non-current and current assets. The Group has pledged all of its investment properties to secure banking facilities granted to the Group as detailed in note 13. The fair value of the Group's investment properties at 30 September 2018 has been arrived at on the basis of valuation carried out by Savills (UK) Limited. The valuation was carried out in accordance with the Practice Statements contained in the Appraisal and Valuation Standards as published by the RICS. In forming their opinion of the fair value, the independent valuer's had regard to the current best use of the property, its investment attributes and recent comparable transactions. The valuation was carried out using the "All Risks Yield" method taking into consideration both sales and rental evidence and formulating the opinion of market value taking into account the properties' locations, specifications and specific characteristics. During the period the Group disposed of the property at Solstice Park, Amesbury for a consideration of £3,500,000. 12 Trade and other receivables 30 September 2018 30 September 2017 31 March 2018 (unaudited) (unaudited) (audited) £ £ £

Non-current Lease incentives 8,516,589 6,768,045 7,201,845 Current Lease incentives 607,695 469,355 500,519 Amounts due from property agents 104,822 92,421 147,689 Amounts due from tenants 384,760 173,707 127,930 VAT

• 463,076

167,227 Other receivables 145,114 153,578 197,826 1,242,391 1,352,137 1,141,191 13 Borrowings 30 September 2018 30 September 2017 31 March 2018 (unaudited) (unaudited) (audited) £ £ £ Brought forward 51,901,360 45,720,355 45,720,355 Loan repayments (1,750,000)

• Loan drawdowns
• 3,181,005

6,181,005 Facility drawn down 50,151,360 48,901,360 51,901,360 Unamortised lending costs (50,515) (100,525) (85,744) Total borrowings 50,100,845 48,800,835 51,815,616 The Group is party to a £55 million (2017 : £50M) revolving facility with National Westminster Bank plc, from 28 February 2018 this is split into two facilities a £50M Core and £5M Headroom. On the Core facility interest is charged at 1.85 over LIBOR if the loan to value is less than 55% and 2.75% over LIBOR if the loan to value above 55%. On the Headroom facility interest is charged at 2.35%

• ver LIBOR if the loan to value is less than 55% and 2.75% over LIBOR if the loan to value above 55%.

A commitment fee is payable at the rate of 40% per annum of the margin, where the margin is 1.85% when the Loan to Value is less than 55% and 2.75% when the Loan to Value is 55% or higher on the undrawn Core facility and 1.175% on the undrawn Headroom facility. 14 Trade and other payables 30 September 2018 30 September 2017 31 March 2018 (unaudited) (unaudited) (audited) £ £ £ Trade payables 103,554 638,437 430,276 Property improvement costs 72,612 498,364 180,000 Wages and salaries

• 54,459

443,960 Deferred income 1,511,160 782,446 810,288 Rental deposit accounts 85,586 129,622 129,703 Loan interest payable 291,074 215,333 248,371 VAT 22,379

• Valuation fee

15,000 18,000 37,428

Legal and professional fees 3,500

• Audit fee
• 45,275

Current taxation 146,856 171,315

• 2,251,721

2,507,976 2,325,301 15 Post balance sheet events There have been no post balance sheet events that would require disclosure or adjustment to these financial statements.