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EQUITES PROPERTY FUND LIMITED - Interim results for the six months ended 31 August 2024 and posting of dividend election circular

Release Date: 10/10/2024 08:00
Wrap Text
Interim results for the six months ended 31 August 2024 and posting of dividend election circular

EQUITES PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2013/080877/06)
Share code: EQU ISIN: ZAE000188843
Alpha code: EQUI
(Approved as a REIT by the JSE)
("Equites" or "the Company" or "the Group")


INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 AUGUST 2024 AND POSTING OF DIVIDEND ELECTION CIRCULAR


SIX MONTHS IN REVIEW

The six months to 31 August 2024 have been characterised by a strong focus on fundamentals
and simplifying the core business.

The Group continued with its disposal programme, completing the disposal of a further
R0.6 billion of assets in 1H25. This, combined with a successful dividend reinvestment programme
in May-24, has funded R0.9 billion of development expenditure, whilst maintaining a stable LTV
ratio of 41.0%. The Group expects to dispose of a further R0.9 billion of SA assets in 2H25 (R0.5
billion are subject to Heads of Terms at the date of this report). The disposal of a UK asset valued
at £39 million (R0.9 billion) is expected to be completed in 2H25, with two further UK assets
identified for sale. These disposals, offset by R0.6 billion of SA developments in 2H25, is forecast to
reduce the LTV to c.38% by Feb-25.

Both the SA and the UK property portfolios are performing in line with expectations, delivering
strong like-for-like ("LfL") growth of 5.6% in the SA portfolio and an uplift of 7.4% in the UK portfolio
as a result of rent reviews. The Group's portfolio is characterised by robust fundamentals with
98.6% of rental income derived from A-grade tenants, zero vacancy at the date of this
announcement, and a weighted average lease expiry of 13.2 years.

The Group is targeting the upper end of its guidance of 130 and 135 cps for FY25.

THE PERIOD IN BRIEF

   -   Distribution per share of 66.50 cents, on track for full year guidance of 130 cps – 135 cps.
   -   Distribution pay-out ratio of 100%.
   -   Net asset value per share decreased by 4.8% from R17.14 at 29 February 2024 to R16.32.
   -   SA portfolio valuations up by 2.2%, on a LfL basis, from 29 February 2024.
   -   Disposals of R0.6 billion completed and transferred.
   -   R0.9 billion spent on developments.
   -   Rooftop solar generation capacity increased to 23.5MW from 20.2MW at 29 February
       2024.
   -   Achieved first EDGE NET-ZERO CARBON certification
   -   Loan-to-value ratio ("LTV") of 41.0%.
   -   R2.2 billion of cash and unutilised facilities.
   -   Portfolio vacancy rate of 0.6% at Aug-24. This property has subsequently been let from
       Oct-24.

KEY FINANCIAL HIGHLIGHTS

                                               Unaudited
                                              six months            Unaudited
                                                   ended     six months ended           %
                                          31 August 2024       31 August 2023       Change
 Gross property revenue (R'000)                1 995 345            1 232 034        62.0%
 Distributable earnings (R'000)                  538 405              511 022         5.4%
 Earnings per share (cents)                         24.2                 54.6       (55.6%)
 Headline earnings per share (cents)                53.7                 45.6        17.7%
 Total comprehensive income (R'000)              205 879              945 418       (78.2%)
 Dividend declared per share (cents)               66.50                65.37         1.7%
 Net asset value per share (cents)                 1 632                1 673        (2.4%)

DECLARATION OF AN INTERIM CASH DIVIDEND WITH THE ELECTION TO REINVEST THE CASH DIVIDEND
IN RETURN FOR EQUITES SHARES

Notice is hereby given of the declaration of the interim dividend number 22 of 66.50411 cents per
share.

The Board has declared an interim gross dividend of 66.50411 cents per share on 9 October 2024
which is a 1.7% increase over the prior year interim distribution of 65.36876 cents per share. The
DPS is in line with previous guidance of achieving 130 to 135 cents per share for the year.

Shareholders will be entitled, in respect of all or part of their shareholdings, to elect to reinvest the
cash dividend in return for Equites shares (the "dividend reinvestment alternative"). The
entitlement for shareholders to receive the dividend reinvestment alternative is subject to the
Board agreeing on the pricing and terms of the dividend reinvestment alternative. The Board in
its discretion may withdraw the dividend reinvestment alternative should market conditions
warrant such actions and such withdrawal will be communicated to shareholders prior to the
finalisation announcement to be published by 11:00 on Tuesday, 22 October 2024.

Salient dates and times                                                                      2024

 Equites results including declaration of an interim distribution            Thursday, 10 October
 published on SENS
 Circular and form of election posted to shareholders                        Thursday, 10 October
 Finalisation information including the share ratio and reinvestment          Tuesday, 22 October
 price per share published on SENS by 11:00 (SA time)
 Last day to trade in order to participate in the election to receive         Tuesday, 29 October
 shares in terms of the dividend reinvestment alternative or to
 receive a cash dividend ("LDT")
 Shares trade ex-dividend                                                   Wednesday, 30 October
 Listing of maximum possible number of shares under the dividend               Friday, 1 November
 reinvestment alternative
 Last day to elect to receive shares in terms of the dividend                  Friday, 1 November
 reinvestment alternative or to receive a cash dividend (no late
 forms of election will be accepted) at 12:00 (SA time)
 Record date for the election to receive shares in terms of the                Friday, 1 November
 dividend reinvestment alternative or to receive a cash dividend
 ("record date")
 Announcement of results of cash dividend and dividend                         Monday, 4 November
 reinvestment alternative released on SENS
 Payment of cash dividends to certificated shareholders by                     Monday, 4 November
 electronic funds transfer
 Dematerialised shareholders' CSDP or broker accounts credited                 Monday, 4 November
 with the cash dividend payment (if applicable)
 Share certificates posted to certificated shareholders on or about         Wednesday, 6 November
 Dematerialised shareholders' CSDP or broker accounts credited              Wednesday, 6 November
 with the new shares (if applicable)
 Adjustment to shares listed on or about                                       Friday, 8 November

Note:
1. Shareholders electing the dividend reinvestment alternative are alerted to the fact that the
new shares will be listed on LDT + 3 and that these new shares can only be traded on LDT + 3, due
to the fact that settlement of the shares will be three days after the record date, which differs
from the conventional one day after record date settlement process.
2. Shares may not be dematerialised or rematerialised between Wednesday, 30 October 2024
and Friday, 1 November 2024, both days inclusive.
3. The above dates and times are subject to change. Any changes will be released on SENS.

Fractions

Trading in the Strate environment does not permit fractions and fractional entitlements. Where a
shareholder's entitlement to the shares in relation to the dividend reinvestment alternative gives
rise to an entitlement to a fraction of a new share, such fraction will be rounded down to the
nearest whole number with the cash balance of the dividend being retained by the shareholders.

Tax implications

Equites listed on the JSE as a REIT in line with the REIT structure as provided for in the Income Tax
Act, No. 58 of 1962, as amended (the "Income Tax Act") and section 13 of the JSE Listings
Requirements.

The REIT structure is a tax regime that allows a REIT to deduct qualifying distributions paid to
investors, in determining its taxable income.
The cash dividend of 66.50411 cents per share meets the requirements of a qualifying distribution
for the purposes of section 25BB of the Income Tax Act (a "qualifying distribution") with the result
that:
   -    qualifying distributions received by resident Equites shareholders must be included in the
        gross income of such shareholders (as a non-exempt dividend in terms of section
        10(1)(k)(aa) of the Income Tax Act), with the effect that the qualifying distribution is
        taxable as income in the hands of the Equites shareholder. These qualifying distributions
        are however exempt from dividends withholding tax, provided that the South African
        resident shareholders provided the following forms to their CSDP or broker, as the case
        may be, in respect of uncertificated shares, or the Company, in respect of certificated
        shares:

        -   a declaration that the dividend is exempt from dividends tax; and
        -   a written undertaking to inform the CSDP, broker or the Company, as the case may
            be, should the circumstances affecting the exemption change or the beneficial owner
            cease to be the beneficial owner,

        both in the form prescribed by the Commissioner for the South African Revenue Service.
        Shareholders are advised to contact their CSDP, broker or the Company, as the case may
        be, to arrange for the abovementioned documents to be submitted prior to payment of
        the dividend, if such documents have not already been submitted.

    -    qualifying distributions received by non-resident Equites shareholders will not be taxable
         as income and instead will be treated as ordinary dividends, but which are exempt in
         terms of the usual dividend exemptions per section 10(1)(k) of the Income Tax Act. Any
         qualifying distributions are subject to dividends withholding tax at 20%, unless the rate is
         reduced in terms of any applicable agreement for the avoidance of double taxation
         ("DTA") between South Africa and the country of residence of the shareholder. Assuming
         dividends withholding tax will be withheld at a rate of 20%, the net dividend amount due
         to non-resident shareholders is 53.20329 cents per share. A reduced dividend withholding
         rate in terms of the applicable DTA, may only be relied upon if the non-resident
         shareholder has provided the following forms to their CSDP or broker, as the case may be,
         in respect of uncertificated shares, or the Company, in respect of certificated shares:

         -   a declaration that the dividend is subject to a reduced rate as a result of the
             application of a DTA; and
         -   a written undertaking to inform their CSDP, broker or the Company, as the case may
             be, should the circumstances affecting the reduced rate change or the beneficial
             owner cease to be the beneficial owner,
         
         both in the form prescribed by the Commissioner for the South African Revenue Service.
         Non-resident shareholders are advised to contact their CSDP, broker or the Company, as
         the case may be, to arrange for the abovementioned documents to be submitted prior
         to payment of the dividend if such documents have not already been submitted, if
         applicable.


Other information

-       The issued ordinary share capital of Equites at the date of declaration is 809 581 655 ordinary
        shares of no par value each.

-       Income Tax Reference Number of Equites: 9275393180.

POSTING OF DIVIDEND ELECTION CIRCULAR

A circular to Equites shareholders ("the circular") in respect of the dividend reinvestment
alternative, together with an election form, will be posted to shareholders today, Thursday,
10 October 2024 and is available on the website of the Company:
https://www.equites.co.za/investor-community/investor-documentation/ from Thursday, 10 October 2024.

Copies of the circular may be obtained from the registered offices of Equites, 14th floor, Portside
Building, 4 Bree Street, Cape Town, 8001 during normal business hours, 08:00 until 16:00 (SA time),
from Thursday, 10 October 2024 to Friday, 1 November 2024.

RESULTS ANNOUNCEMENT

This results announcement is the responsibility of the directors of Equites and the contents were
approved by the Board on 8 October 2024. This results announcement is a summary of the
unaudited condensed consolidated interim results for the six months ended 31 August 2024 ("full
announcement") released on SENS on 10 October 2024 and does not include full or complete
details. None of the information in this announcement has been reviewed or reported on by the
Company's external auditors.

The full announcement is available on the Company's website at
https://www.equites.co.za/investor-community/investors-documentation/ and can also be
accessed using the following JSE link: https://senspdf.jse.co.za/documents/2024/jse/isse/EQU/H12025.pdf

A copy of the full announcement may be requested from info@equites.co.za or the sponsor, Java
Capital at sponsor@javacapital.co.za. Any investment decision should be based on the full
announcement available on the Company's website.

The condensed consolidated interim results have not been reviewed or audited by the
Company's external auditors, PricewaterhouseCoopers Inc.

Independent Non – Executive Directors
P.L. Campher (Chairman), M.A. Brey, E. Cross, K. Ntuli, A.D. Murray, N. Mkhize, F. Tonelli

Non – Executive Directors
A.J. Gouws

Executive Directors
A. Taverna-Turisan (CEO), G.R. Gous (COO), L. Razack (CFO)

Registered office and business address
14th Floor, Portside Towers, 4 Bree Street, Cape Town, 8001

Contact details
info@equites.co.za

Company secretary
T. Vilakazi

Transfer secretary
Computershare Investor Services Proprietary Limited

Auditors
PricewaterhouseCoopers Inc.

Debt sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Equity sponsor
Java Capital Trustees and Sponsors Proprietary Limited
6th Floor, 1 Park Lane, Wierda Valley, Sandton, 2196

10 October 2024

Date: 10-10-2024 08:00:00
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