REG - abrdn Euro Logistics - Annual Financial Report
11/04/2025 07:00
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RNS Number : 5800E abrdn European Logistics Income plc 11 April 2025
10 April 2025
LEI: 213800I9IYIKKNRT3G50
abrdn European Logistics Income plc
FULL YEAR RESULTS FOR THE YEAR ENDED 31 DECEMBER 2024
abrdn European Logistics Income plc ("ASLI" or the "Company"), the Continental
European investor in modern warehouses, which is managed by Aberdeen,
announces its full year results for the year to 31 December 2024.
For further information please contact:
abrdn +44 (0) 20 7156 2382
Ben Heatley
Investec Bank plc +44 (0) 20 7597 4000
David Yovichic
Denis Flanagan
FTI Consulting +44 (0) 20 3727 1000
Dido Laurimore
Richard Gotla
James McEwan
Highlights as at 31 December 2024
Net asset value total return (EUR) (%) 1 IFRS net asset value (€'000) Net asset value per share (¢)1
2023: (17.1) 2023: 384,928 2023: 93.4
0.9 374,108 90.8
Share price total return (GBP) (%)1 Discount to net asset value per share (%)1 Ordinary dividend paid per share (¢)
2023: (3.5) 2023: (24.1) 2023: 5.64¢
0.1 (21.9) 3.36
Ongoing charges ratio (%)1 IFRS earnings per share (¢) Portfolio valuation (€'000)
2023: 1.6 2023: (19.8) 2023: 633,806
1.5 0.7 593,991
Number of properties Average lease length excl breaks (Years) Gearing1 (%)
2023: 26 2023: 8.4 2023: 38.7
24 7.6 37.0
Average building size (sqm) All-in fixed interest rate (%) EPRA net tangible assets per share (¢)1
2023: 20,940 2023: 2.00 2023: 95.7
19,300 2.02 93.3
1 Alternative performance measurements - see glossary
Overview
Chairman's Statement
Overview
I am pleased to present the Company's annual report for the year ended 31
December 2024.
Following a comprehensive strategic review of the options available to the
Company and after consulting with our advisers, as well as considering
feedback from a number of larger shareholders, we announced in May 2024 that a
managed wind-down of the Company would be in the best interests of
Shareholders as a whole.
My report therefore covers a period of significant change for the Company
which has now adopted a new investment objective and entered the managed
wind-down phase following Shareholder approval.
Initial portfolio sales have provided encouraging validation of asset
valuations, and the Investment Manager remains optimistic regarding both the
portfolio quality and the level of buyer interest. However, recent US tariff
impositions could introduce potential volatility within the sector.
At the end of last year, the portfolio vacancy rate stood at approximately
11%. I am happy to report that following successful leasing efforts by the
Investment Manager, this figure has now fallen below 4%, strengthening income
generation and further enhancing the portfolio's marketability. In line with
our original wind-down strategy, a number of assets were formally put on the
market following this leasing success. Further details can be found in the
Investment Manager's review.
Review Conclusion
As part of the strategic review, the Board carefully evaluated all available
options to the Company in consultation with its advisers, as well as taking
into account feedback from a number of larger shareholders. The Board
ultimately concluded that the indicative potential value from the managed
wind-down as presented by the Investment Manager was materially in excess of
the net value achievable from the indicative cash offers received during the
review, all of which were subject to a number of preconditions and all of
which represented material discounts to the Company's then net asset value.
On 23 July 2024, Shareholders voted in favour of the new investment policy,
formally approving the managed wind-down. As a result, the Company's
investment objective is now focused on realising all existing assets in the
Company's portfolio in an orderly manner.
Following court approval, the Company cancelled the full amount standing to
the credit of its share premium account resulting in €269.5 million being
applied to a separate special distributable reserve, which is available for
capital distributions as asset sales are completed.
Portfolio Sales to Date
In January 2025, the Company announced that it had concluded the sale of the
freehold of its 12,384 square metre warehouse located in Oss, The Netherlands,
for a consideration of €15.7 million. The asset, constructed in 2019 and
strategically located between the Port of Rotterdam and the Ruhr area, was
sold to the tenant, Orangeworks.
The sale price was in line with the latest available valuation for Q3 2024
and, following the completion of the transaction, the Company paid down €9.9
million of the outstanding €44.2 million debt, which is cross collateralised
with Ede and Waddinxveen, provided by Berlin Hyp.
Also in January, the Company announced the sale of two Spanish assets
following a competitive open-market sales process to Fidelity Real Estate
Logistics for an aggregate consideration of €29.7 million, 11.9% ahead of
the Q3 2024 valuation.
The two assets comprised the 6,805 square metre cross-dock warehouse located
in Coslada, Madrid, leased to DHL (Spain) and the 13,907 square metre
warehouse in Polinyà, Barcelona, located 20 minutes from the city centre of
Barcelona, leased to Mediapost.
Of the net proceeds from the sale of these two Spanish properties, €17.7
million was applied in paying down a portion of the €51 million ING Bank
secured debt, which is cross collateralised with Gavilanes, Madrid, Unit 4
which is occupied by Amazon.
At the time of writing, due diligence remains ongoing for three portfolio
assets totalling over 90,000 square metres. The vast majority of the portfolio
by value is now being actively marketed and is in various stages of the
disposal process, with several assets expected to enter exclusivity in the
coming months.
Results
The audited Net Asset Value ("NAV") per share as at 31 December 2024 was 90.8
euro cents (GBp - 75.3p), compared with the 93.4 euro cents (GBp - 81.2p) at
the end of 2023.
Allowing for the estimated costs of the realisation of the portfolio including
broker and transaction fees the NAV decreases to 88.2 euro cents or 73.7p.
With the interim dividends declared, this reflected a NAV total return (ex
realisation costs) of 0.9% for the year in euro terms (-3.7% in sterling). The
closing Ordinary Share price at 31 December 2024 was 58.8p (31 December 2023 -
61.6p), representing a discount to NAV per Share of 21.9% (31 December 2023 -
24.1%).
B Share Scheme ('Scheme')
The Board was pleased to announce on 27 February 2025, following the sale of
the three smaller assets and the repayment of associated debt, an initial B
share scheme issue and redemption. The Board resolved to return approximately
£16.5 million in aggregate to Shareholders via an issue of B Shares.
Under the Scheme, 1,648,697,424 B Shares of one penny each were paid up from
the Company's special distributable reserve, created by the cancellation of
the share premium account, and issued to all Shareholders by way of a bonus
issue on the basis of 4 B Shares for every 1 Ordinary Share held at the Record
Date of 6 March 2025.
The B Shares were issued and immediately redeemed at one penny per B Share on
7 March 2025. The proceeds from the redemption of the B Shares, totalling
£16,486,974 and which was equivalent to 4 pence per Ordinary Share, were sent
to uncertificated Shareholders through CREST or via cheque to certificated
Shareholders on 20 March 2025.
Further returns of capital via the B Share route will be communicated via
Company announcements as sufficient funds become available for meaningful
distributions.
Dividend
First, second and third interim distributions of 1.41, 0.90 and 1.05 euro
cents (equivalent to 1.21, 0.77 and 0.87 pence respectively) were declared in
respect of the year ending 31 December 2024 with payments on 5 July, 27
September and 31 December 2024 respectively.
A final interim distribution of 0.97 euro cents (0.81 pence) was paid on 31
March 2025, giving a total for the financial year of 4.33 euro cents (3.66
pence). As we have indicated previously, as the portfolio asset disposal
programme continues, the income generated by the Company will diminish. As a
result, the Company's ability to maintain the previous levels and frequency of
distributions will decrease. The Company will seek to pay distributions based
on the net income after costs received in respect of a quarter.
Distributions will be required to ensure that the Company's investment trust
status is maintained through the process and may take the form of either
dividend income or "qualifying interest income" which may be designated as an
interest distribution for UK tax purposes and therefore subject to the
interest streaming regime applicable to investments trusts.
Revolving credit facility/financing
At the 31 December 2024 year end, the Company's fixed rate debt facilities
totalled €235.7 million at an average all-in interest rate of 2.02%, with
the earliest refinancing of debt due in mid-2025. The LTV was 37.0%.
Following the sale of the two Spanish properties and repayment of €17.7m in
January 2025, the debt facility was reduced to €218m with all-in interest
rate of 1.93%.
The Company's non-recourse loans range in maturities between 0.4 and 4.1 years
with interest rates ranging between 1.10% and 3.05% per annum.
During the year, and cognisant of the new investment objective which does not
foresee future asset purchases, the Company cancelled its €70 million
Revolving Credit Facility ("RCF") at the parent Company level provided by
Investec Bank. Whilst in wind-down, the actual level of gearing will fluctuate
as assets are sold and debt repaid in the most efficient manner possible.
Banking covenants continue to be reviewed by the Investment Manager and the
Board on a regular basis.
Board composition
As the Company continues its managed wind-down, the Board remains committed to
maintaining a streamlined structure consisting of only three Directors to help
limit costs. This approach is expected to remain in place throughout the
managed wind-down process.
Outlook
The Investment Manager is actively executing the disposal strategy, optimising
assets where value-enhancing opportunities arise to maximise returns. Good
buyer interest continues to reflect the quality of the Company's portfolio.
The portfolio was assembled by our Investment Manager with an increasing focus
on urban logistics ensuring assets are strategically located near established
distribution hubs and major population centres. This, combined with robust
tenant diversification, has strengthened the portfolio's positioning. The
focus on markets with low vacancy rates, new development constraints, and
CPI-linked rent increases has reinforced confidence in the Company's asset
selection. Encouragingly, these attributes continue to drive demand from
prospective buyers.
Detailed due diligence is ongoing on three assets totalling approximately
90,000 square metres of rentable space, with further updates to follow as
sales progress. The broader sales programme is designed to capitalise on the
increasingly favourable logistics market, with the majority of assets expected
to be either sold or under offer by late summertime. Available proceeds, after
repayment of bank debt, will be returned to Shareholders shortly thereafter.
So far, bidding activity for the assets has been robust. While some locations
naturally attract stronger offers than others, the overall outcome remains
positive. However, some market volatility may arise following global tariff
impositions.
The European logistics occupier market remains active, with good leasing
momentum, as evidenced by the Company's recent lease renewals and detailed
further in the Investment Manager's report.
Logistics vacancies remain low across key European markets. With premium
warehouse space in short supply and new development expected to decline
further in 2025 and 2026, demand for well-located, high-quality warehousing is
expected to remain strong. Rental growth in the sector is anticipated to
outpace inflation, driven by the ongoing supply constraints in prime
locations.
With very low levels of construction activity, high construction costs, land
shortages and limited planning approvals, the Company's portfolio has
attracted considerable interest. Further details on the Company's remaining
assets are provided in the Investment Manager's Review.
Tony Roper
Chairman
10 April 2025
Strategic Report
Overview of Strategy
The Company
The Company, whose shares are admitted to the Official List of the Financial
Conduct Authority and to trading
on the main market of London Stock Exchange plc, is a UK investment trust. The
Company was incorporated in England and Wales on 25 October 2017 with
registered number 11032222 and launched on 15 December 2017.
Investment Objective
At a General Meeting of the Company held on 23 July 2024 shareholders approved
a new investment objective and investment policy. The new investment objective
is to realise all existing assets in the Company's portfolio in
an orderly manner.
Investment Policy (With effect from 23 July 2024)
The Company will pursue its investment objective by effecting an orderly
realisation of its assets while seeking to balance maximising returns for
Shareholders against the timeframe for disposal. The Company will cease
to make any new commercial real estate acquisitions. Capital expenditure will
be permitted where it is deemed necessary or desirable by the Board in
connection with the realisation, primarily where such expenditure is necessary
to protect or enhance an asset's realisable value.
Diversification of Risk
The net proceeds from realisations will be used to repay borrowings and make
timely returns of capital to shareholders (net of provisions for the Company's
costs and expenses) in such manner as the Board considers appropriate.
Any cash received by the Company as part of the realisation process will be
held by the Company as cash on deposit and/or in liquid cash equivalents
securities (including direct investment in UK treasuries and/or gilts, funds
holding such investments, money market or cash funds and/or short-dated
corporate bonds or funds that invest in such bonds) pending its return to
shareholders.
Borrowings and gearing
It is not anticipated that the Company will take on any new borrowings, but
this remains possible for the efficient management of the Company (such as
through a revolving credit facility, extension of term of existing borrowing
or an overdraft at plc level). Borrowings otherwise will typically be
non-recourse and secured against individual assets or groups of assets.
The Company's net gearing, calculated as total borrowings less cash/cash
equivalents (including money market funds) as a percentage of the Company's
gross assets, will not exceed 50%. In the event net gearing exceeds 50%, the
Board will look to rectify this position as soon as practicable.
The Company may use derivatives for efficient portfolio management, that is,
to reduce, transfer or eliminate risk in its investments, including protection
against currency risks.
Any material change to the Company's investment policy set out above will
require the approval of Shareholders by way of an ordinary resolution at a
general meeting and the approval of the Financial Conduct Authority.
Non-material changes to the investment policy may be approved by the Board.
Comparative Index
The Company does not have a benchmark.
Duration
The Company is in managed wind-down. Refer to the Chairman's Statement for
further details.
Key Performance Indicators (KPIs)
The Board uses a number of financial performance measures to assess the
Company's success in achieving its objective and to determine the progress of
the Company in pursuing its Investment Policy. The main KPIs identified by the
Board in relation to the Company, which are considered at each Board meeting,
are as follows:
KPI Description
Portfolio Realisation The Board monitors the rate of portfolio realisation and balances the
requirement to return cash to shareholders with the aim of achieving best
value for shareholders. Refer to Chairman's Statement for further information
on asset sales.
Net asset value total return (EUR)1 The Board considers the NAV total return to be the best indicator of
performance over time and is therefore the main indicator of performance used
by the Board. Performance for the year and since inception is set out on page
19 of the published Annual Report and financial statements for the year ended
31 December 2024.
Share price The Board also monitors the price at which the Company's shares trade on a
total return basis over time. A graph showing the share price performance is
total return (GBP)1 shown on page 20 of the published Annual Report and financial statements for
the year ended 31 December 2024.
Premium/ (Discount)1 The premium/(discount) relative to the NAV per share represented by the share
price is monitored by the Board. A graph showing the share price
(discount)/premium relative to the NAV is shown on page 20 of the published
Annual Report and financial statements for the year ended 31 December 2024.
Ongoing charges ratio ("OCR")1 The OCR is the ratio of expenses as a percentage of average daily
shareholders' funds calculated in accordance with the industry standard. The
Board reviews the OCR regularly as part of its review of all expenses. The aim
is to ensure that the Company remains competitive and is able to deliver on
its yield target to Shareholders. The Company's OCR is disclosed on page 19 of
the published Annual Report and financial statements for the year ended 31
December 2024.
1 Alternative Performance Measure - see glossary
Manager
Under the terms of the Management Agreement, the Company has appointed abrdn
Fund Managers Limited as the Company's alternative investment fund manager
("AIFM") for the purposes of the AIFM Rules. The AIFM has delegated portfolio
management to the Danish Branch of abrdn Investments Ireland Limited which
acts as Investment Manager.
Pursuant to the terms of the Management Agreement, the AIFM is responsible for
portfolio and risk management on behalf of the Company and will carry out the
ongoing oversight functions and supervision and ensure compliance with the
applicable requirements of the AIFM Rules. The AIFM and the Investment Manager
are both legally and operationally independent of the Company.
Dividend Policy
Subject to compliance with all legal requirements the Company normally pays
interim dividends on a quarterly basis. The Company declares dividends in
Euros, but shareholders will receive dividend payments in Sterling unless
electing to receive payments in Euros through the Equiniti Shareview Portfolio
website or via CRESTPay.
If applicable, the date on which the Euro/Sterling exchange rate is set will
be announced at the time the dividend is declared. Distributions made by the
Company may take the form of either dividend income or ''qualifying interest
income'' which may be designated as interest distributions for UK tax
purposes.
As the portfolio asset disposal programme continues, the income generated by
the Company will diminish. As a result, the Company's ability to maintain the
previous levels and frequency of distributions will also decrease.
Distributions will be required to ensure that the Company's investment trust
status is maintained through the wind- down process.
Principal Risks and Uncertainties
There are a number of risks which, if realised, could have a material adverse
effect on the Company and its financial condition, performance and prospects.
The Board has carried out a robust assessment of the principal risks as set
out below, ordered by category of risk, together with a description of the
mitigating actions taken by the Board. The Board confirms that it has a
process in place for regularly reviewing emerging risks that may affect the
Company in the future. The Board collectively discusses with the Investment
Manager areas where there may be emerging risk themes and maintains a register
of these. Such risks may include, but are not limited to, future pandemics,
the increasing developments in AI, cybercrime, and longer term climate change.
In the event that an emerging risk has gained significant weight or
importance, that risk is categorised and added to the Company's risk register
and is monitored accordingly. The principal risks associated with an
investment in the Company's shares can be found in the Company's latest
Prospectus dated 8 September 2021, published on the Company's website.
The Board continues to be very mindful of ongoing geopolitical events which
have caused significant market volatility across Europe and the World. There
has been no discernible impact to date on our tenants across the wider region.
The indicators below show how the Board's views on the stated risks have
evolved over the last year. In particular, following the change to the
investment objective and policy and the implementation of the Shareholder
approved managed wind-down, regulatory risk (compliance) and investment and
asset management risk (developing and refurbishing property) have moved lower
on the Company's risk register whilst implementation of the sales process and
maintenance of covenants on secured bank debt now require closer monitoring.
Description Mitigating Action
Strategic Risk: Strategic Objectives The Company's strategy and objectives are regularly reviewed by the Board to
ensure they remain appropriate and effective. The Board undertook a full
and Performance - The Company's revised strategic objectives and performance, strategic review, advised by Investec, and consulted larger shareholders
both absolute and relative, become unattractive to investors leading to a before concluding that a managed wind-down was in the best interests of
widening of the discount, potential hostile shareholder actions and the Board shareholders as a whole. Shareholders approved a change in the investment
fails to adapt the strategy and/or respond to investor demand. Lack of buying objective on 23 July 2024. In addition:
interest for assets, lengthy sales processes and mismatched debt repayments
may all impact shareholder value. . The Board meets regularly with the Investment Manager to receive updates
on the sales process, valuations and preparedness of assets for sale.
. The Board receives regular presentations on the economy and also the
Risk Stable property market to identify structural shifts and threats.
. There is regular contact with shareholders both through the Investment
Manager and the broker with additional direct meetings undertaken by the
Chairman and other Directors.
. Board reports are prepared by the Investment Manager detailing
performance, NAV return and detailed analysis of the sales programme including
timelines for expected sales and return of cash to shareholders.
. Cash flow projections are prepared by the Investment Manager and
reviewed quarterly by the Board.
. Shareholder/market reaction to Company announcements is monitored.
Investment and Asset Management Risk: Investment Strategy - Poorly judged . Aberdeen has real estate research and strategy teams which provide
asset management initiatives, management of gearing and the mis-timing of performance forecasts for different sectors and regions.
disposals leading to reduced capital returns to shareholders.
. There is a team of experienced portfolio managers who have detailed
knowledge of the markets in which they operate.
Risk Increasing . Aberdeen has a detailed investment process for disposals that is
required to be signed off internally before the Board reviews any final
decision.
. The Board is very experienced with Directors having a good knowledge of
property markets.
Investment and Asset Management Risk: Health and Safety - Failure to identify . Health and safety is included as a key part of any building review.
and mitigate major health and safety issues or to react effectively to an
event leading to injury, loss of life, litigation and any ensuing financial . Asset managers visit buildings on a regular basis.
and reputational impact.
. Property managers are appointed by Aberdeen to monitor health and safety
in each building and reports are made to the asset managers on a monthly
basis.
Risk Stable
. Tenants are responsible for day to day operations of the properties.
Financial Risks: Macroeconomic - Macroeconomic changes (e.g. levels of GDP, . Aberdeen research teams take into account macroeconomic conditions when
employment, inflation, interest rate and FX movements), political changes collating forecasts. This research is fed into Investment Manager decisions.
(e.g. new legislation) or structural changes (e.g. new technology or
demographics) negatively impact commercial property values and the underlying . The portfolio is EU based and diversified across a number of different
businesses of tenants (market risk and credit risk). Falls in the value of countries and also has a diverse tenant base seeking to minimise risk
investments could result in breaches of loan covenants and liquidity issues. concentration.
Pressure on overall returns of capital to shareholders.
. There is a wide range of lease expiry dates within the portfolio in
Impact on demand for assets following imposition of tariffs by the US and order to minimise re-letting risk.
effect on timing of managed wind-down plans.
. Rigorous portfolio reviews are undertaken by the Investment Manager and
presented to the Board on a regular basis.
Risk Increasing . Asset management plans are developed for each property and individual
investment decisions are subject to robust risk versus return evaluation and
approval.
. Most leases are indexed to provide increases in line with movements in
inflation and leverage is fixed to reduce the impact of interest rate rises.
Sales timings can be amended and other possibilities considered including
sales to tenants.
Financial Risks: Gearing - Gearing risk - . Regular covenant reporting to banks is undertaken as required.
an inappropriate management of gearing, could result in breaches of loan . The gearing target was set at an indicative 35% asset level limit and an
covenants and threaten the Company's liquidity. An inability to secure absolute Company limit of 50%.
adequate borrowing extensions with appropriate tenor and competitive rates
could also negatively impact the Company. Earliest asset level re-financing . The Company's diversified European logistics portfolio, underpinned by
required in 2025. its tenant base, should provide sufficient value and income in a challenging
market to meet the Company's future liabilities.
The financial risk has increased due to increased repayment risk across a few
properties as well as the risk that disposals occur after loan expiry and . The portfolio attracted competitive terms and interest rates from
extensions cannot be secured. lenders for the Company's fixed term loan facilities and positive
conversations have been had around facility extensions as the asset sales
programme progresses.
Risk Increasing . The Investment Manager has relationships with multiple funders and wide
access to different sources of funding on both a fixed and variable basis.
. Financial modelling is undertaken and stress tested annually as part of
the Company's viability assessment and whenever debt facilities are being
negotiated.
. Loan covenants are continually monitored and reported to the Board on a
quarterly basis and would also be reviewed as part of the disposal process of
any secured property.
Financial Risks: Credit Risk - Credit Risk - the risk that the . The property portfolio has a balanced mix of investment grade tenants
tenant/counterparty will be unable or unwilling to meet a commitment entered and reflects diversity across business sectors.
into with the Group: failure of a tenant to pay rent or failure of a deposit
taker, or a current exchange rate swap counterparty. . Rigorous due diligence is performed on all prospective tenants and their
financial performance continues to be monitored during their lease.
. Rent collection from tenants is closely monitored so that early warning
Risk Increasing signs might be detected.
. Deposits are spread across various Aberdeen approved banks and AAA rated
liquidity funds.
Financial Risks: Insufficient Income Generation - Lower than anticipated . The Investment Manager seeks a good mix of tenants in properties. A
income generation due to macro-economic factors, and/or due to inadequate review of tenant risk and profile is undertaken using, for example, the Dun
asset management resulting in voids or rent arrears. & Bradstreet Failure Scoring method and tenant covenants are thoroughly
considered before a lease is granted.
. The Aberdeen team consists of asset managers on the ground who undertake
Risk Decreasing asset management reviews and implementation and there is a detailed approval
process within Aberdeen for lettings. The Investment Manager through its teams
on the ground seeks to manage voids and any non-payment of rent.
Operational Risks: Service Providers - Poor performance/inadequate procedures . Aberdeen has an experienced Investment Manager and Asset Management Team
at service providers leads to error, fraud, non- compliance with contractual and the IMA has been revised to include key person risk wording.
agreements and/or with relevant legislation or the production of inaccurate or
insufficient information for the Company (NAV, Board Reports, Regulatory . The Company has engaged an experienced registrar: Equiniti is a
Reporting) or loss of regulatory authorisation. Key service providers include reputable worldwide organisation.
the AIFM, Company Secretary, the Depositary, the Custodian, the managing
agents, lending banks, the Company's Auditor and the Company's registrar. . All service providers have a strong control culture that is regularly
monitored.
. Aberdeen aims to meet all service providers once a year and the
Risk Stable Management Engagement Committee reviews all major service providers annually.
. The Company has the ability to terminate contracts.
Operational Risks: Business continuity - Business continuity risk to any of . Aberdeen has a detailed business continuity plan in place with a
the Company's service providers or properties, following a catastrophic event separate alternative working office if required and the ability for the
e.g. pandemic, terrorist attack, cyber attack, power disruptions or civil majority of its workforce to work from home.
unrest, leading to disruption of service, loss of data etc.
. Aberdeen has a dedicated Chief Information Security Officer who leads
the Chief Information Security Office covering the following functions:
Security Operations & Delivery, Security Strategy, Architecture &
Risk Stable Engineering, Data Governance & Privacy, Business Resilience, Governance
& Risk, Security & IT.
. Properties within the portfolio are all insured.
. The IT environment of service providers is reviewed as part of the
initial appointment and on an ongoing basis.
Promoting the Company
The Board recognises the importance of maintaining shareholder awareness of
the Company during its managed wind-down. The Board believes an effective way
to achieve this is through continued subscription to, and participation in,
the promotional programme run by Aberdeen on behalf of a number of investment
trusts under its management, albeit at a lower, renegotiated rate to reflect
the changes following the decision to implement the managed wind-down of the
portfolio. The Company's financial contribution to the programme is matched by
Aberdeen. Aberdeen's marketing team reports quarterly to the Board giving
analysis of the promotional activities as well as updates on the shareholder
register and any changes in the make up of that register.
The purpose of the programme is both to communicate effectively with existing
investors with the aim of improving liquidity and enhancing the value and
rating of the Company's shares.
Board Diversity
The Board recognises the importance of having a range of skilled, experienced
individuals with the right knowledge represented on the Board in order to
allow the Board to fulfil its obligations. The Board also recognises the
benefits and is supportive of the principle of diversity in its recruitment of
new Board members. The Board will not display any bias for age, gender, race,
sexual orientation, religion, ethnic or national origins, or disability in
considering the appointment of its Directors. The Board will continue to
ensure that any future appointments are made on the basis of merit against the
specification prepared for each appointment and, therefore, the Company does
not consider it appropriate to set diversity targets. At 31 December 2024,
there were two male Directors and one female Director on the Board. The
decision to wind-down the portfolio which will lead to the liquidation of the
Company and the Board's decision not to appoint any further Directors in this
relatively short time period, means that the Company does not comply with the
listing rule requirements relating to diversity. Further details are provided
on page 51 of the published Annual Report and financial statements for the
year ended 31 December 2024.
Sustainable and Responsible Investment Policy and Approach
Further details on Aberdeen's Sustainable and Responsible Investment Policy
and Approach for Direct Real Estate are available at aberdeeninvestments.com
(http://aberdeeninvestments.com/) .
Environmental, Social and Human Rights Issues
The Company has no employees as the Board has delegated day to day management
and administrative functions to abrdn Fund Managers Limited. There are
therefore no disclosures to be made in respect of employees. The Company's
socially responsible investment policy is outlined in the Investment Manager's
Review.
Due to the nature of the Company's business, being a Company that does not
offer goods and services to customers, the Board considers that it is not
within the scope of the Modern Slavery Act 2015 ("MSA").
The Company is not required to make a slavery and human trafficking statement.
The Board considers the Company's supply chains, dealing predominantly with
professional advisers and service providers in the financial services
industry, to be low risk in relation to this matter.
A copy of the Investment Manager statement in compliance with the Modern
Slavery Act is available for download at aberdeeninvestments.com
(http://aberdeeninvestments.com/)
The bulk of emissions relating to properties owned by the Company are the
responsibility of the tenants and any emissions relating to the Company's
registered office are the responsibility of Aberdeen Group plc.
The Company has no direct greenhouse gas emissions to report from the
operations of its business, although
it is responsible for low emissions generated at certain properties within its
portfolio reportable under the Companies Act 2006 (Strategic Report and
Directors' Reports) Regulations 2013, see page 136 of the published Annual
Report and financial statements for the year ended 31 December 2024.
Viability Statement
On 24 June 2024, Shareholders voted against the continuation of the Company
and, on 23 July 2024, approved a change in investment objective and investment
policy allowing the Company to proceed with a managed wind-down and an orderly
realisation of assets, returning capital to Shareholders. The Company is
therefore preparing its financial statements on a basis other than going
concern.
The Company is in managed wind-down but the Board formally considers risks and
strategy at least annually. For the purposes of this viability statement the
Board has decided that a period of three years is an appropriate
period over which to report, although the Board expects to have completed the
wind-down of the portfolio in the next 18 months.
In assessing the viability of the Company over the review period the Directors
have conducted a robust review of the principal risks focusing upon the
following factors:
. The ongoing portfolio sales process;
. The principal risks detailed in the Strategic Report;
. The demand for the Company's shares evidenced by the historical level of
premium or discount;
. The level of income generated by the Company and the stability of
tenants;
. The level of gearing including the requirement to meet lending
covenants, negotiate new facilities and repay or refinance existing
facilities; and
. The flexibility of the Company's bank facilities for any extension of
maturity dates and repayment of these facilities as they fall due.
The Company has modelled severe but plausible downside scenarios for the
execution of the managed wind-down proposal, considering different market
conditions and risks associated with the repayment of debt. The Directors
receive regular updates from the Investment Manager on the execution of the
managed wind-down plan outlining the timings for expected disposal proceeds to
be received which are reviewed in conjunction with the debt maturity profile.
The Investment Manager has engaged with the Company's partner banks and
received offers for short- term extensions of the loans expiring in 2025 to
mitigate the risk of debt repayment as they fall due.
Accordingly, considering the Company's current position and the potential
impact of its principal risks and uncertainties, the Directors have a
reasonable expectation that the Company will be able to continue in operation
and meet its liabilities as they fall due to enable the realisation of the
assets in the Company's portfolio in an orderly manner. In making this
assessment, the Board has considered that matters such as significant economic
uncertainty, stock market volatility and changes in investor sentiment could
have an impact on its assessment of the Company's prospects and viability in
the future.
The Directors have considered the Company's income and expenditure projections
and believe that they meet the Company's funding requirements.
s172 Statement
The Board is required to describe to the Company's shareholders how the
Directors have discharged their duties and responsibilities over the course of
the financial year under section 172 (1) of the Companies Act 2006 (the "s172
Statement"). This s172 Statement requires the Directors to explain how they
have promoted the success of the Company for the benefit of its members as a
whole, taking into account the likely long-term consequences of decisions, the
need to foster relationships with all stakeholders and the impact of the
Company's operations on the environment.
The Board's philosophy is that the Company should operate in a transparent
culture where all parties are treated with respect and provided with the
opportunity to offer practical challenge and participate in positive debate
which is focused on the aim of achieving the expectations of shareholders and
other stakeholders alike. The Company does not have any employees, however,
the Board reviews the culture and manner in which the Investment Manager
operates at its regular meetings and receives regular reporting and feedback
from the other key service providers.
The Company's Board of Directors sets the investment objective and policy as
published in the most recent prospectus, monitors the performance of all
service providers and is responsible for reviewing strategy on a regular
basis.
Key Stakeholders
A key stakeholder and service provider for the Company is the Alternative
Investment Fund Manager (the "Investment Manager") and this relationship is
reviewed at each Board meeting and relationships with other service providers
are reviewed at least annually.
Shareholders are seen as key stakeholders in the Company. The Board seeks to
meet at least annually with shareholders at the Annual General Meeting. This
is seen as a very useful opportunity to understand the needs and views of the
shareholders. In between AGMs the Directors and Investment Manager also
conduct programmes of investor meetings with larger institutional, private
wealth and other shareholders to ensure that the Company is meeting their
needs. Such regular meetings may take the form of joint meetings or solely
with a Director where any matters of concern may be raised directly. The
Chairman and other Directors are available to meet and speak with Shareholders
throughout the managed wind-down process.
The European partner lending banks are also key stakeholders. The Company
leverages off the Investment Manager's key relationships with a wide range of
lending banks and the Investment Manager has regular contact with these banks
updating them on the portfolio and valuations and progress towards completing
the managed wind-down of the portfolio.
The other key stakeholder group is that of the underlying tenants that occupy
space in the properties that the Company owns. Historically, the Board has
conducted an annual site visit with the aim of meeting tenants locally and
discussing their businesses and needs and assessing where improvements may be
made or expectations managed. The Investment Manager's asset managers are
tasked with conducting meetings with building managers and tenant
representatives in order to ensure the smooth running of the day to day
management of the properties. The Board receives reports on the tenants'
activities at its regular Board meetings.
The Board via the Management Engagement Committee also ensures that the views
of its service providers are heard and at least annually reviews these
relationships in detail. The aim is to ensure that contractual arrangements
remain in line with best practice, services being offered meet the
requirements and needs of the Company and performance is in line with the
expectations of the Board, Manager, Investment Manager and other relevant
stakeholders. Reviews will include those of the Company depositary, custodian,
share registrar, broker, legal adviser and lenders.
The Investment Manager's Report details the key investment decisions taken
during the year and subsequently. The Investment Manager has managed the
Company's assets in accordance with the revised investment objective provided
by shareholders at the General Meeting held in July 2024, under the oversight
of the Board. The Company is aiming to maintain gearing at asset level at or
around 35% during the liquidation process. Aberdeen's dedicated treasury team
has negotiated the debt facilities at competitive market rates, resulting in
the Company's blended all-in interest rate across all its debt being 2.02%
which is to the benefit of all shareholders.
The Board will continue to monitor, evaluate and seek to improve these
processes as the Company winds down, to ensure that the liquidation process is
delivered to shareholders and other stakeholders in line with their
expectations.
Future
The Board's view on the portfolio sale process can be found in my Chairman's
Statement on page 7 whilst the Investment Manager's views on the outlook for
the portfolio are included on page 23 of the published Annual Report and
financial statements for the year ended 31 December 2024.
Tony Roper
Chairman
10 April 2025
Results
Financial Highlights
31 December 2024 31 December 2023
Total assets (€'000) 661,197 693,892
Total equity shareholders' funds (net assets) (€'000) 374,108 384,928
Net asset value per share (cents)1 90.8 93.4
Net asset value per share (pence)1 75.3 81.2
Share price - (mid market) (pence) 58.8 61.6
Market capitalisation (£'000) 242,359 253,899
Share price discount to sterling net asset value (%)1 (21.9) (24.1)
Dividends and earnings
Net asset value total return per share (EUR) (%)1 0.9 (17.1)
Dividends paid per share 3.36c (2.85p) 5.64c (4.88p)
Revenue reserves (€'000) 29,026 22,766
Profit / (loss) (€'000) 3,030 (81,801)
Operating costs
Ongoing charges ratio (excluding property costs) (%)1 1.5 1.6
Ongoing charges ratio (including property costs) (%)1 2.0 2.4
Performance (total return)
Year ended 31 December 2024 Year ended 31 December 2023
% % Since Launch
%
Share price (GBP)1 0.1 (3.5) (18.0)
Net asset value (EUR)1 0.9 (17.1) 8.1
Dividends declared in respect of the Financial Year to 31 December 2024
Dividend distribution GBP pence Dividend distribution Euro cents equivalent2 Qualifying interest Euro cents equivalent
Qualifying interest GBP pence ex-dividend Record Pay date
date date
First interim 1.02 1.19 0.19 0.22 06/06/2024 07/06/2024 05/07/2024
Second interim 0.67 0.78 0.10 0.12 05/09/2024 06/09/2024 27/09/2024
Third interim 0.50 0.60 0.37 0.45 05/12/2024 06/12/2024 31/12/2024
Fourth interim 0.53 0.64 0.28 0.33 27/02/2025 28/02/2025 31/03/2025
Total 2.72 3.21 0.94 1.12
1 Considered to be an Alternative performance measure (see Glossary for more
information).
2 The interim distributions are paid in GBP to shareholders on the register.
However, shareholders are able to make an election to receive distributions in
euros.
Strategic Report
Investment Manager's Review
2024 Market Overview
I am pleased to present a review of the 2024 financial year for the Company
together with market commentary as we continue to implement the managed
wind-down. Aberdeen's on-the-ground real estate transaction teams are working
hard to ensure a timely and importantly value- accretive process.
European real estate market highlights
In December 2024, Aberdeen upgraded global real estate to "+2 overweight" in
its multi-asset houseview, due to improved return performance and the strong
likelihood that the asset class would outperform cash returns over the next 12
months.
Across sectors, occupier market fundamentals appeared solid, with low supply
supporting rental growth. European all- property rents grew by 4.1%1
year-on-year.
Prior to the announcement of the imposition of tariffs by the US, the capital
market was gathering positive momentum having stabilised in 2024. CBRE yield
sheets show positive yield movements in 26% of markets in December 2024, with
72% stable.
Green Street transaction indices indicated rising transaction prices in
industrials and residential, with increased competition for these sectors in
particular.
Transaction volumes increased to €68 billion in Q4 2024, reflecting a sharp
56% increase on Q4 20232.
European real estate returns increased to 4.4% in 2024, with logistics
outperforming All Property with a return of 6.2% over the year3.
The three-year total return forecast for Europe increased to 9.5%4 per annum,
supported by rental growth which is expected to outpace inflation.
Risks to the outlook are elevated due to geopolitics, trade tariffs, but also
from the potential upside from stronger fiscal stimulus.
1 MSCI European Index.
2 MSCI RCA investment trends.
3 MSCI Pan-European Property Fund Index.
4 Aberdeen Houseview Forecasts January 2025.
European economic outlook
Activity
The Eurozone economy was recovering from the period of recession-like
conditions it suffered over 2023/2024, albeit disappointingly slowly. All else
equal, steady easing of monetary policy should keep the economy on this path.
However, major risks to the downside and upside have emerged over recent
weeks. On the one hand, a major boost to defence spending led by Germany has
the potential to stimulate growth. On the other, the imposition of deep,
broad, discriminatory tariffs against the EU by the US has the potential to
negatively impact GDP, in the region of 0.6% this year.
Inflation
Eurozone headline inflation fell slightly to 2.3% in February. The recent fall
in gas and oil prices should also have a positive spillover to consumer price
disinflation. Further progress on disinflation in underlying components is
also likely, given looser labour market conditions in France and Germany. We
expect inflation to return close to target in the early months of this year,
partly due to weaker services inflation.
Policy
A consensus in favour of rapidly moving monetary policy settings to a neutral
stance had formed among policymakers. But the question of whether policy needs
to become outright accommodative remains open. We think the ECB is more
likely to keep lowering rates in 0.25% rather than 0.5% increments. However,
weaker- than-expected growth, perhaps as the result of trade disruptions,
would prompt the ECB to rapidly take rates into accommodative territory. On
the other hand, greater investment and defence spending could push up on rates
over the medium term.
Eurozone economic forecasts
2023 2024 2025 2026
GDP (%) 0.5 0.7 1.0 1.2
CPI (%) 5.4 2.4 2.2 1.8
Deposit rate (%) 4.00 3.00 2.00 2.00
Source: Aberdeen January 2025; Forecasts are a guide only and actual outcomes
could be significantly different.
Logistics market trends
Demand
After a post-pandemic breather when take-up eased, logistics occupier market
activity stabilised in 2024. In the fourth quarter of 2024, European logistics
take- up amounted to 7.7 million square metres, reflecting a 26% increase from
the third quarter but a 7% decrease compared to the fourth quarter of 20235.
The total take-up for 2024 stood at 27.5 million square metres, down 7% from
2023 but 4% higher than the pre-pandemic average.
There was a wide range in performance between markets. Portugal, Spain, and
the Netherlands had the largest annual increases in take-up, whereas the UK,
Czech Republic, and Hungary underperformed. We expect demand to remain
resilient in the near term, fuelled by ongoing expansion of e-commerce,
near-shoring trends and a new source of demand from increased infrastructure
and defence spending across the continent, but particularly in Germany as
fiscal easing kicks in from the beginning of 2026.
Supply
Supply increases appeared to halt as 2024 came to a close. Savills reported
that vacancy rates decreased to 6.06% in the fourth quarter, with significant
reductions seen in Poland and Barcelona. Conversely, the Netherlands and the
UK experienced modest increases in vacancy rates. In Germany, pockets of
oversupply persist in Berlin, while Munich, Frankfurt and Dusseldorf remain
much more constrained.
Occupancy rates across the top 30 markets are close to 94%6 and premium
quality warehouse availability and warehouses in city fringe locations are
still scarce.
New supply is projected to decrease further, dropping below 5% of total stock
in 2025 and approaching closer to 4% by 20267.
Rents
Logistics rents grew by 5.0% in 2024, representing the continuation of a
slowing trend from a peak of 11% in 2022 and 7.4% in 20238. In the final
quarter of 2024, rental growth had slowed notably, with some sources
suggesting rents had fallen slightly in some locations. However, the bulk of
evidence points to modest growth over the quarter. Given that passing rents
typically move in line with inflation, re-leasing spreads remain elevated with
substantial reversion potential continuing to support performance in the
sector.
Rental growth is expected to outpace inflation in 2025, given limited supply
in prime locations, yet secondary stock may not experience the same amount of
tenant competition. Rental growth projections could be increased from 2026 if
fiscal easing results in increased supply chain demand while new completions
look set to remain limited.
Capital markets
Investor sentiment in logistics remains positive and competition for 'prime'
logistics assets strong. We expect the structural demand drivers, limited
supply and the underweight allocation of most investors to the sector to
continue to drive demand for logistics assets.
In the fourth quarter of 2024, investment volumes reached €12.0 billion,
which was a 38% increase from the third quarter and 18% higher than the fourth
quarter of 20239. This resulted in total investment for 2024 of €37.9
billion, an increase of 14% from 2023, marking it as the fifth strongest year
on record, according to data from Savills. Quarterly comparisons showed
significant volatility, with Austria, Poland, and Norway seeing the largest
annual increases. Germany, the Netherlands, and the UK also posted gains,
while Ireland, Denmark, and Sweden experienced declines.
Logistics investment represented 24%10 of the total in 2024, equalling the
share of investment in offices and residential. Investors have focussed on
both core and value-add opportunities in the sector, but remain somewhat
cautious of older stock that might require substantial decarbonisation capital
expenditure.
Surprisingly, prime logistics yields have been slower to fall than in core
offices and residential, despite the strong bidding intensity. CBRE has now
moved most logistics yields lower by between five and 15 basis points and on
average by 0.1% in 2024. We believe this trend will accelerate as the year
progresses and start to impact valuations more broadly. Indeed, transaction
data from RCA shows that average logistics transactions yields fell by a much
greater 0.9% in 2024, paving the way for more to come in valuations.
5 Savills European Logistics Trends Q4 2024.
6 Green Street Research.
7 Green Street Research.
8 MSCI Pan-European Quarterly Index.
9 Savills European logistics trends Q4 2024.
10 MSCI RCA investment trends.
Outlook for performance and risk
The outlook for European logistics real estate returns improved, despite an
increase in the risk backdrop from trade tariffs. Despite this, current yields
combined with income growth through indexation and rental growth, means
logistics real estate remains good value compared to other income producing
assets.
We forecast European logistics total returns of 9.9% in 2025, with three- and
five-year annualised total returns of 11% and 9.4%, respectively. Logistics
market return forecasts are balanced between income returns and capital
growth, with rental growth and yield impact both contributing to the latter.
From a country perspective, we forecast the Netherlands, Denmark, Sweden,
Spain and Belgium to outperform on a three-year basis, while Ireland, Czech
Republic and Poland are lagging.
The main risks to our outlook are a steeper yield curve where investors expect
greater debt issuance and sovereign risk, squeezing real estate yield spreads,
and a much sharper economic slowdown across continental Europe. Neither is our
base case, although we acknowledge greater risks of alternative scenarios
emerging.
Stagflation, resulting from the impact of tariffs on economic growth and
inflation, would be a much weaker scenario that would meaningfully impact our
forecasts on the downside. The agreed €500 billion fiscal easing in Germany
and additional defence spending would provide a growth impulse of around 0.4%
per annum from early 2026. We believe this could have an outsized positive
impact on logistics demand as supply chains benefit from physical
infrastructure projects and the build up of the defence industry.
Managed wind-down and asset management update
In July 2024, Shareholders voted in favour of the new investment policy,
formally approving the implementation of a managed wind-down.
With continued volatile money markets, geopolitical turbulence and slower than
expected interest rate movement, capital values started to show signs of
stabilisation, albeit at a much slower pace than anticipated.
Our main objective now is focused on realising all existing assets in the
Company's portfolio in an orderly manner. However, it is also important to
execute the sales strategy optimising individual asset values and income
streams for Shareholders.
Our local teams on the ground are crucial in managing our diverse portfolio
and supporting the execution of the managed wind-down. With highly experienced
asset management and transactions teams around Europe, we are well-equipped to
engage directly with occupiers, potential purchasers and local brokers alike.
The Manager's local reach is evidenced by the positive impact on the portfolio
void level which has dropped from 11.1% in December 2023, to sub-4% by March
2025.
As at 31 December 2024, Spain represented the largest geographic exposure in
the portfolio by value (32.9%), followed by Netherlands (29.1%), Poland
(15.0%), France (13.0%) and Germany (10.0%).
Sales
In March 2024, the Company completed the sale of the vacant asset in Meung
-sur-Loire, France for €17.5 million. This tactical sale reduced the
Company's exposure to a capex and opex-hungry asset, particularly in the
context of physical sustainability improvements that would have been necessary
to future-proof the building.
In the Netherlands, at Oss, a deal was agreed to sell the property to the
tenant, Orangeworks, for €15.7m. This sale enabled the tenant to progress
works to extend the unit, as well as delivering on the Company's objective to
return capital to shareholders.
In December, the Company contracted to sell two Spanish assets at Polinya,
Barcelona and Coslada, Madrid for €29.7m. The sale completed in January
2025.
At the time of writing this report the Company is in advanced legal stages on
three further assets which are 'under offer'.
Four assets are currently at the second round stage of bidding, with a further
twelve assets fully prepared and with agents.
Leasing
In February 2024, the long-standing uncertainty surrounding Arrival's lease in
Gavilanes, Madrid was finally resolved with the mutually agreed surrender of
the lease at nil premium. This released 27,165 sqm of vacant space back to the
Spanish portfolio granting the Company full control to re-let phase 3, which
comprises three units of 16,500 sqm, 5,131 sqm and 5,534 sqm respectively.
With full autonomy over the leasing strategy, the team immediately let Unit 3B
to Method Logistics on a 3-years- plus-2 lease at ERV.
In October, MCR (an existing tenant at Gavilanes 2B, with a June 2025 break
option) signed a lease surrender for Gavilanes 2 in order to double their
footprint at the park and take Unit 3A (16,500 sqm). This was an excellent
result by the Spanish team where the Company extended MCR on a new 7-year term
certain, at ERV of €1,039,500 p.a.
Notwithstanding the positive impact of re-letting the largest of the three
vacant units, the deal to MCR also enabled an existing tenant to grow and
expand into an appropriate unit for an additional 6 years.
With MCR's expansion into Unit 3A, unit 2B was surrendered by MCR and
simultaneously leased to Molecor on a 5-year deal at ERV. Once more, an
excellent example of the reach of our local Madrid team.
Unit 1B, (11,264 sq m) remains vacant, however, a refreshed marketing campaign
with a new leasing agent, has brought fresh interest.
In 2024, the Company completed three leasing deals in Poland. In Krakow, a
lease renewal was completed in May, with IDC Polonia extending their lease
term for a further 3 years to May 2027.
At Lodz, EGT also completed a lease renewal to remain in occupation for a
further 3 years until March 2027.
In Warsaw, Spedimex (now part of ID Logistics) completed a lease renewal to
extend their occupation for a further 5 years.
In Germany, complex negotiations with Bergler (one of the Erlensee asset's
largest occupiers) have allowed Bergler to expand into two units where
existing tenants were looking to vacate.
This initiative successfully transformed two lease expiries originally due in
2024 and 2025, into secure 10-year terms extending until 2034. The deal also
involved re-gearing and converting Bergler's existing 7-year term into a
10-year term.
In total these leasing and transaction activities covered approximately
150,000 sqm of real estate across five countries, enhancing the value of the
Company's portfolio and further supporting the managed wind-down process.
Fundamentally, the foregoing sales and leasing activity demonstrates the
Manager's commitment to implementing both the sales strategy required for the
wind-down, as well as delivering successful asset management and leasing
initiatives, which feeds into improved asset liquidity and values.
Top 10 tenants based on current rents
Contracted Contracted WAULT WAULT
Tenant rent (€000 p.a.) rent (%) incl breaks excl break (years)
(years)
1 A.G. van der Helm 3,562 10.7% 5.3 5.3
2 Amazon 2,726 8.2% 12.3 22.3
3 Biocoop 2,327 7.0% 9.7 9.7
4 Combilo International B.V. 2,288 6.9% 8.9 8.9
5 JCL Logistics Benelux B.V. 1,808 5.5% 6.9 6.9
7 Aalberts integrated piping systems B.V. 1,751 5.3% 9.5 9.5
6 A.S. Watson 1,709 5.2% 8.7 8.7
8 DHL 1,600 4.8% 2.7 3.4
9 DACHSER France 1,539 4.6% 5.5 8.5
10 PRIMERA LÍNEA LOGÍSTICA, S.L. 1,402 4.2% 5.1 5.1
Subtotal 20,712 62.4%
Other tenants 12,456 37.6%
Portfolio as at 31 December 2024 33,168 100.0% 6.2 7.6
Property portfolio as at 31 December 2024
WAULT WAULT
Country Location incl breaks excl breaks % of the portfolio
(years) (years)
1 France Avignon, Noves 9.7 9.7 5-10
2 France Bordeaux 4.1 7.1 0-5
3 France Niort 7.0 10.0 0-5
4 France Dijon 5.0 8.0 0-5
5 Germany Erlensee 6.6 6.6 5-10
6 Germany Flörsheim 3.2 3.2 0-5
7 Poland Krakow 2.1 2.1 5-10
8 Poland Lodz 3.0 3.5 0-5
9 Poland Warsaw 3.2 3.2 0-5
10 Spain Barcelona 1.5 4.5 0-5
11 Spain Madrid 2.0 6.0 0-5
12 Spain Spain, Madrid - Gavilanes 1A 5.1 5.1 0-5
13 Spain Spain, Madrid - Gavilanes 1B - - 0-5
14 Spain Spain, Madrid - Gavilanes 2A 1.6 11.6 0-5
15 Spain Spain, Madrid - Gavilanes 2B 4.8 4.8 0-5
16 Spain Spain, Madrid - Gavilanes 2C 0.5 2.5 0-5
17 Spain Spain, Madrid - Gavilanes 3 A/B/C 5.6 6.1 5-10
18 Spain Spain, Madrid - Gavilanes 4 12.3 22.3 5-10
19 Netherlands Den Hoorn 5.3 5.3 5-10
20 Netherlands Ede 8.7 8.7 0-5
21 Netherlands Horst 7.7 7.7 0-5
22 Netherlands 's Heerenberg 6.9 6.9 0-5
23 Netherlands Waddinxveen 8.9 8.9 5-10
24 Netherlands Zeewolde 9.5 9.5 0-5
Total 6.2 7.6
Loan portfolio 31 December 2024
Fixed interest rate (incl margin)
Country Property Lender Loan (€million) End date Duration (years)
Germany Erlensee DZ Hyp 17.8 January 2029 10 1.62%
Germany Flörsheim DZ Hyp 12.4 January 2026 7 1.54%
France Avignon BayernLB 22.0 February 2026 7 1.57%
Netherlands Ede + Waddinxveen Berlin Hyp 34.3 June 2025 6 1.35%
Netherlands 's Heerenberg Berlin Hyp 11.0 June 2025 6 1.10%
Netherlands Den Hoorn + Zeewolde Berlin Hyp 43.2 January 2028 8 1.38%
Spain Madrid Gavilanes 4 + Madrid Coslada + Barcelona ING Bank 51.0 September 2025 3 3.05%
Spain Madrid Gavilanes 1 + 2 + 3 ING Bank 44.0 July 2025 3 2.72%
Total 235.7 2.02%
The Investment Manager has received offers for short-term extensions of the
loan facilities with existing lenders for the loans expiring in 2025, where
the underlying properties are expected to be disposed of after the loan expiry
dates. These extensions are intended to facilitate the orderly disposal of the
underlying properties.
Troels Andersen
Fund Manager, Aberdeen
10 April 2025
Governance
Directors' Report
The Directors present their Report and the audited financial statements for
the year ended 31 December 2024.
Results and Dividends
Details of the Company's results and dividends are shown on page 19 of the
published Annual Report and financial statements for the year ended 31
December 2024. The dividend policy is disclosed in the Strategic Report on
page 11 of the published Annual Report and financial statements for the year
ended 31 December 2024.
Investment Trust Status
The Company was incorporated on 25 October 2017 (registered in England &
Wales No. 11032222) and has been accepted by HM Revenue & Customs as an
investment trust subject to the Company continuing to meet the relevant
eligibility conditions of Section 1158 of the Corporation Tax Act 2010 and the
ongoing requirements of Part 2 Chapter 3 Statutory Instrument 2011/2999 for
all financial periods commencing on or after 15 December 2017. The Directors
are of the opinion that the Company has conducted its affairs for the year
ended 31 December 2024 so as to enable it to comply with the ongoing
requirements for investment trust status.
Individual Savings Accounts
The Company has conducted its affairs so as to satisfy the requirements as a
qualifying security for Individual Savings Accounts. The Directors intend that
the Company will continue to conduct its affairs in this manner.
Share Capital
The Company's capital structure is summarised in note 16 to the financial
statements. At 31 December 2024, there were 412,174,356 fully paid Ordinary
shares of 1p each in issue. During the year no Ordinary shares were purchased
in the market for treasury or cancellation and no Ordinary shares were issued
or sold from Treasury.
On 23 July 2024 shareholders approved in General Meeting the cancellation of
the amount standing to the credit of the Company's Share Premium account.
Subsequently, on 24 September 2024, the Court issued a sealed order confirming
the proposal to cancel the Share Premium account and the cancellation
certificate was registered at Companies House on 26 September 2024.
B Share Scheme
On 22 November 2024 approval was granted by Shareholders for the Company to
issue and redeem up to £300 million of B Shares. The Board believes that one
of the fairest and most efficient ways of returning substantial amounts of
cash to Shareholders is by means of a bonus issue of redeemable B Shares (with
a nominal value of one penny each) which would then be immediately redeemed by
the Company in consideration for a cash payment equal to the amount treated as
paid up on the issue of the B Shares.
The quantum and timing of any return(s) of capital to Shareholders under a B
Share Scheme will be at the discretion of the Board and will be dependent on
the realisation of the Company's investments and its liabilities, general
working capital requirements and the amount and nature (from a tax
perspective) of its distributable reserves. The adoption of a B Share scheme
does not limit the ability of the Company to return cash to Shareholders by
using other mechanisms and the Board will continue to monitor the tax
effectiveness and cost efficiency of using B Shares.
The Board resolved on 27 February 2025 to return £16.5 million in aggregate
to Shareholders via an issue of B Shares. On 7 March 2025 1,648,697,424 B
Shares of one penny each were paid up from the Company's special distributable
reserve and issued to all Shareholders by way of a bonus issue on the basis of
4 B Shares for every 1 Ordinary Share held at the Record Date of 6.00 p.m. on
6 March 2025.
The B Shares were immediately redeemed at their nominal value of one penny per
B Share with a Redemption Date of 7 March 2025. The proceeds from the
redemption of the B Shares, equivalent to 4 pence per Ordinary Share, were
sent to uncertificated Shareholders through CREST with cheques posted to
certificated Shareholders on 20 March 2025. Shareholders should note that no
certificates were issued in respect of the B Shares.
Voting Rights, Share Restrictions and Amendments to Articles of Association
Ordinary shareholders are entitled to vote on all resolutions which are
proposed at general meetings of the Company. The Ordinary shares carry a right
to receive dividends.
On a winding up, after meeting the liabilities of the Company, the surplus
assets will be paid to Ordinary shareholders in proportion to their
shareholdings.
There are no restrictions concerning the transfer of securities in the
Company; no special rights with regard to control attached to securities; no
agreements between holders of securities regarding their transfer known to the
Company; and no agreements which the Company is party to that might affect its
control following a takeover bid.
In accordance with the Companies Act, amendments to the Company's Articles of
Association may only be made by shareholders passing a special resolution in
general meeting.
Borrowings
A full breakdown of the Company's loan facilities is provided in note 14 to
the financial statements.
Management Agreement
Under the terms of a Management Agreement dated 17 November 2017 between the
Company and the AIFM, abrdn Fund Managers Limited (and amended by way of side
letters dated 25 May 2018, 22 February 2019, 24 January 2023 and 10 July
2024), the AIFM was appointed to act as alternative investment fund manager of
the Company with responsibility for portfolio management and risk management
of the Company's investments. Under the terms of the Management Agreement, the
AIFM may delegate portfolio management functions to the Investment Manager and
is entitled to an annual management fee together with reimbursement of all
reasonable costs and expenses incurred by it and the Investment Manager in the
performance of its duties.
Effective 1 August 2024 the Company has paid lower management fees at the rate
of 0.5% (reduced from 0.75%) and additional disposal fees between 0.65% and
0.75% depending on the net disposal proceeds realised on sale of investment
properties. In addition, with effect from 23 July 2024, the Management
Agreement became terminable by the Company or aFML on not less than three
months' notice with such notice not to be served before 31 March 2025.
The annual management fee is payable in Euros quarterly in arrears, save for
any period which is less than a full calendar quarter.
The AIFM has also been appointed by the Company under the terms of the
Management Agreement to provide day-to-day administration services to the
Company and provide the general company secretarial functions required by the
Companies Act. In this role, the AIFM will provide certain administrative
services to the Company which includes reporting the Net Asset Value,
bookkeeping and accounts preparation. Effective from March 2020 accounting and
administration services undertaken on behalf of the Company have been
delegated to Brown Brothers Harriman.
The AIFM has also delegated the provision of the general company secretarial
services to abrdn Holdings Limited.
Risk Management
Details of the financial risk management policies and objectives relative to
the use of financial instruments by the Company are set out in note 22 to the
financial statements.
The Board
The current Directors are Ms Gulliver, Mr Heawood and Mr Roper who, together
with Ms Wilde who retired as a Director on 24 June 2024, were the only
Directors who served during the year. In accordance with the Articles of
Association, each Director will retire from the Board at the Annual General
Meeting convened for 25 June 2025 and, being eligible, will offer himself or
herself for re-election to the Board. In accordance with Principle 23 of the
AIC's 2019 Code of Corporate Governance, each Director will retire annually
and submit themselves for re-election at the AGM.
The Board considers that there is a balance of skills and experience within
the Board relevant to the leadership and direction of the Company and that all
the Directors contribute effectively.
In common with most investment trusts, the Company has no employees.
Directors' & Officers' liability insurance cover has been maintained
throughout the year at the expense of the Company.
Board Diversity
As indicated in the Strategic Report, the Board recognises the importance of
having a range of skilled, experienced individuals with the right knowledge
represented on the Board in order to allow it to fulfil its obligations. The
Board also recognises the benefits and is supportive of, and will give due
regard to, the principle of diversity in its recruitment of new Board members.
The Board will not display any bias for age, gender, race, sexual orientation,
socio-economic background, religion, ethnic or national origins or disability
in considering the appointment of Directors. The Board will continue to ensure
that all appointments are made on the basis of merit against the specification
prepared for each appointment. The Board aims to take account of the targets
set out in the FCA's Listing Rules, which are set out below. However, given
the revised investment objective of the Company and the on-going sale of the
portfolio which is expected to complete in the shorter term, the Board has
decided not to recruit a new non executive Director to replace Ms Wilde who
retired in June 2024. Consequently as the sales process culminates the Company
is no longer in compliance with some of these diversity targets.
As an externally managed investment company, the Board employs no executive
staff, and therefore does not have a chief executive officer (CEO) or a chief
financial officer (CFO) - both of which are deemed senior board positions by
the FCA. However, the Board considers the Chair of the Audit Committee to be a
senior board position and the following disclosure is made on this basis.
Other senior board positions recognised by the FCA are chair of the board and
senior independent director (SID). In addition, the Board has resolved that
the Company's year end date be the most appropriate date for disclosure
purposes.
The following information has been voluntarily disclosed by each Director and
is correct as at 31 December 2024.
Board as at 31 December 2024
Number of Board Members Number of Senior Positions on the Board3
Percentage of the Board
Men 2 66.6% 1
Women1 1 33.3% 2
Prefer not to say - -
White British or 3 100% 3
other White (including minority-white groups)
Minority Ethnic2 - - 0
Prefer not to say - - -
1 Following the retirement of Ms Wilde in June 2024, this does not meet the
target that at least 40% of Directors are women as set out in LR 6.6.6R
(9)(a)(i).
2 Given that the Company is in managed wind-down which is expected to be
completed in the shorter term, the Company is not recruiting for further Board
members. Therefore, this does not currently meet the target that at least one
Director is from a minority ethnic background as set out in LR 6.6.6R
(9)(a)(iii).
3 The Company meets the target that at least one of the senior positions is
filled by a woman set out in LR 6.6.6R (a) (ii) for the year ended 31 December
2024. Senior positions defined as Chair, Audit Chair and Senior Independent
Director.
The Role of the Chairman and Senior Independent Director
The Chairman is responsible for providing effective leadership to the Board,
by setting the tone of the Company, demonstrating objective judgement and
promoting a culture of openness and debate. The Chairman facilitates the
effective contribution, and encourages active engagement, by each Director.
In conjunction with the Company Secretary, the Chairman ensures that Directors
receive accurate, timely and clear information to assist them with effective
decision- making. The Chairman leads the evaluation of the Board and
individual Directors, and acts upon the results of the evaluation process by
recognising strengths and addressing any weaknesses. The Chairman also engages
with major shareholders offering annual review meetings and ensures that all
Directors understand shareholder views.
The Senior Independent Director acts as a sounding board for the Chairman and
as an intermediary for other directors, when necessary. The Senior Independent
Director takes responsibility for an orderly succession process for the
Chairman, and leads the annual appraisal of the Chairman's performance and is
also available to shareholders to discuss any concerns they may have.
Corporate Governance
The Company is committed to high standards of corporate governance. The Board
is accountable to the Company's shareholders for good governance and this
statement describes how the Company has applied the principles identified in
the UK Corporate Governance Code as published in July 2018 (the "UK Code"),
which is available on the Financial Reporting Council's (the "FRC") website:
frc.org.uk (http://frc.org.uk/) .
The Board has also considered the principles and provisions of the AIC Code of
Corporate Governance as published in February 2019 (the "AIC Code"). The AIC
Code addresses the principles and provisions set out in the UK Code, as well
as setting out additional provisions on issues that are of specific relevance
to the Company. The AIC Code is available on the AIC's website: theaic.co.uk
(http://theaic.co.uk/) .
The Board considers that reporting against the principles and provisions of
the AIC Code, which has been endorsed by the FRC, provides more relevant
information to shareholders. The full text of the Company's Corporate
Governance Statement can be found on the Company's website:
eurologisticsincome.co.uk (http://eurologisticsincome.co.uk/) .
The Board confirms that, during the year, the Company complied with the
principles and provisions of the AIC Code and the relevant provisions of the
UK Code, except as set out below.
Provision 29 of the AIC Code requires members of the Audit Committee to be
independent and ordinarily the Chair of the Company would not be a member of
the Committee. However, this provision permits companies to include the Chair
as a member of the Audit Committee subject to the provision of an explanation.
In September 2024, following the retirement of Ms Diane Wilde, the Chair, Tony
Roper joined the Audit Committee as a member. Given the small size of the
Board and its decision not to appoint any further Directors now that the
Company is in managed wind-down, the appointment of the Chair to this
Committee provides the Committee with flexibility. The Company confirms that
the Chair was independent upon appointment and remains independent.
The UK Code includes provisions relating to:
. interaction with the workforce (provisions 2, 5 and 6);
. the need for an internal audit function (provision 26);
. the role and responsibility of the chief executive (provisions 9 and
14);
. previous experience of the chairman of a remuneration committee
(provision 32); and
. executive directors' remuneration (provisions 33 and 36 to 40).
The Board considers that these provisions are not relevant to the position of
the Company, being an externally managed investment company. In particular,
all of the Company's day-to-day management and administrative functions are
outsourced to third parties. As a result, the Company has no executive
directors, employees or internal operations. The Company has therefore not
reported further in respect of these provisions.
During the year ended 31 December 2024, the Board had four scheduled meetings
and over 19 other ad hoc Board meetings as well as numerous update calls. In
addition, the Audit Committee met three times and there was one meeting of the
Management Engagement Committee and one meeting of the Nomination Committee.
Between meetings the Board maintains regular contact with the Investment
Manager. The Directors have attended the following scheduled Board meetings
and Committee meetings during the year ended 31 December 2024 (with their
eligibility to attend the relevant meeting in brackets):
Audit Committee
Director Board MEC Nomination
T Roper1 4 (4) 2 (2) 1 (1) 1 (1)
C Gulliver 4 (4) 3 (3) 1 (1) 1 (1)
D Wilde2 0 (1) 0 (1) 0 (1) 0 (1)
J Heawood 4 (4) 3 (3) 1 (1) 1 (1)
1 Mr Roper was appointed to the Audit Committee with effect from 16 September
2024 following Ms Wilde's retirement.
2 Ms Wilde retired from the Board on 24 June 2024.
Policy on Tenure
The Board's policy on tenure is that Directors need not serve on the Board for
a limited period of time only.
The Board does not consider that the length of service of a Director is as
important as the contribution he or she has to make, and therefore the length
of service will be determined on a case-by-case basis. However, in accordance
with corporate governance best practice and the future need to refresh the
Board over time, it is currently expected that Directors will not typically
serve on the Board beyond the Annual General Meeting following the ninth
anniversary of their appointment.
Board Committees
Audit Committee
The Audit Committee Report is on pages 62 to 64 of the published Annual Report
and financial statements for the year ended 31 December 2024.
Nomination Committee
All appointments to the Board of Directors are considered by the Nomination
Committee which, due to the relatively small size of the Board, comprises all
of the Directors and is chaired by the Chairman of the Company. The Nomination
Committee advises the Board on succession planning, bearing in mind the
balance of skills, knowledge and experience existing on the Board, and will
make recommendations to the Board in this regard. The Nomination Committee
also advises the Board on its balance of relevant skills, experience and
length of service of the Directors serving on the Board. The Board's
overriding priority when appointing new Directors in the future will be to
identify the candidate with the best range of skills and experience to
complement existing Directors. The Board recognises the benefits of diversity
and its policy on diversity is disclosed in the Strategic Report on page 15
and also on page 50 of the published Annual Report and financial statements
for the year ended 31 December 2024.
The Committee has put in place the necessary procedures to conduct, on an
annual basis, an appraisal of the Chairman of the Board, Directors' individual
self evaluation and a performance evaluation of the Board as a whole and its
Committees. In 2024 the Board conducted an external evaluation using the
services of Board Forms, an external evaluation consultancy which is
independent of the Company. The evaluation was based upon completed
questionnaires covering the Board, individual Directors, the Chairman and the
Audit Committee Chairman. The Chairman then met each Director individually to
review their responses whilst the Senior Independent Director met with the
Chairman to review his performance.
In accordance with Principle 23 of the AIC's Code of Corporate Governance
which recommends that all directors of investment companies should be subject
to annual re-election by shareholders, all the members of the Board will
retire at the forthcoming Annual General Meeting and will offer themselves for
re-election. In conjunction with the evaluation feedback, the Committee has
reviewed each of the proposed reappointments and concluded that each of the
Directors has the requisite high level and range of business and financial
experience and recommends their re-election at the forthcoming AGM. Details of
the contributions provided by each Director during the year are disclosed on
pages 47 and 48 of the published Annual Report and financial statements for
the year ended 31 December 2024.
The Committee has reviewed the current size of the Board and the skill set
provide by the existing Directors and has concluded that in the run up to the
liquidation of the Company there is no need to search for and appoint a new
non executive Director.
Management Engagement Committee
The Management Engagement Committee comprises all of the Directors and is
chaired by Mr Heawood.
The Committee reviews the performance of the Manager and Investment Manager
and its compliance with the terms of the management and secretarial agreement.
The terms and conditions of the Manager's appointment, including an evaluation
of fees, are reviewed by the Committee on an annual basis. Based upon the
competitive management fee and expertise of the Manager, the Committee
believes that the continuing appointment of the Manager on the terms agreed is
in the interests of shareholders as a whole. The Committee also at least
annually reviews the Company's relationships with its other service providers.
These reviews aim to ensure that services being offered meet the requirements
and needs of the Company, provide value for money and performance is in line
with the expectations of stakeholders.
Remuneration Committee
Under the FCA Listing Rules, where an investment trust has only non-executive
directors, the Code principles relating to directors' remuneration do not
apply. Accordingly, matters relating to remuneration are dealt with by the
full Board, which acts as the Remuneration Committee.
The Company's remuneration policy is to set remuneration at a level to attract
individuals of a calibre appropriate to the Company's future development.
Further information on remuneration is disclosed in the Directors'
Remuneration Report on pages 58 to 60 of the published Annual Report and
financial statements for the year ended 31 December 2024.
Terms of Reference
The terms of reference of all the Board Committees may be found on the
Company's website eurologisticsincome.co.uk
(http://eurologisticsincome.co.uk/) and copies are available from the Company
Secretary upon request. The terms of reference are reviewed and re-assessed by
the relevant Board Committee for their adequacy on an annual basis.
Going Concern
The Directors, as at the date of this report, are required to consider whether
they have a reasonable expectation that the Company has adequate resources to
continue in operational existence for the foreseeable future.
At the Annual General Meeting held on 24 June 2024, in accordance with the
Board's recommendation, the resolution concerning the continuation of the
Company was not passed by Shareholders. At the General Meeting held on 23 July
2024, the proposed revised Investment Policy for the implementation of a
managed wind-down of the Company was overwhelmingly approved by the Company's
Shareholders. Following the approval by Shareholders of the revised investment
objective and policy, the process of for an orderly realisation of the
Company's assets and a return of capital to Shareholders has begun.
The Board will endeavour to realise the Company's investments in a manner that
achieves a balance between maximising the value received from the sale of
investments and timely returns of net proceeds to Shareholders.
Whilst the Directors are satisfied that the Company has adequate resources to
continue in operation throughout the wind-down period and to meet all
liabilities as they fall due, given that the Company is now in managed
wind-down, the Directors consider it appropriate to adopt a basis other than
going concern in preparing the financial statements.
No material adjustments to accounting policies or the valuation basis have
arisen as a result of ceasing to apply the going concern basis.
Additional details about going concern are disclosed in note 1a to the
financial statements.
Management of Conflicts of Interest
The Board has a procedure in place to deal with a situation where a Director
has a conflict of interest. As part of this process, the Directors prepare a
list of other positions held and all other conflict situations that may need
to be authorised either in relation to the Director concerned or his/her
connected persons. The Board considers each Director's situation and decides
on any course of action required to be taken if there is a conflict, taking
into consideration what is in the best interests of the Company and whether
the Director's ability to act in accordance with his or her wider duties is
affected. Each Director is required to notify the Company Secretary of any
potential, or actual, conflict situations that will need authorising by the
Board. Authorisations given by the Board are reviewed at each Board meeting.
No Director has a service contract with the Company although Directors are
issued with letters of appointment upon appointment. No Director had any
interest in contracts with the Company during the year or subsequently.
The Board has adopted appropriate procedures designed to prevent bribery. The
Company receives periodic reports from its service providers on the
anti-bribery policies of these third parties. It also receives regular
compliance reports from the Investment Manager.
The Criminal Finances Act 2017 introduced the corporate criminal offence of
"failing to take reasonable steps to prevent the facilitation of tax evasion".
The Board has confirmed that it is the Company's policy to conduct all of its
business in an honest and ethical manner. The Board takes a zero-tolerance
approach to the facilitation of tax evasion, whether under UK law or under the
law of any foreign country.
Accountability and Audit
The respective responsibilities of the Directors and the auditor in connection
with the financial statements are set out on pages 61 and 72 respectively of
the published Annual Report and financial statements for the year ended 31
December 2024.
Each Director confirms that:
. so far as he or she is aware, there is no relevant audit information
of which the Company's auditor is unaware; and,
. each Director has taken all the steps that they ought to have taken as
a Director in order to make themselves aware of any relevant audit information
and to establish that the Company's auditor is aware of that information.
Additionally there have been no important events since the year end that
impact this Annual Report.
The Directors have reviewed the level of non-audit services provided by the
independent auditor during the year amounting to £nil (2023: £nil) and
remain satisfied that the auditor's objectivity and independence is being
safeguarded.
Independent Auditor
The auditor, KPMG LLP, has indicated its willingness to remain in office. The
Directors will place a resolution before the Annual General Meeting to
re-appoint KPMG LLP as auditor for the ensuing year, and to authorise the
Directors to determine its remuneration.
Internal Control
The Board is ultimately responsible for the Company's system of internal
control and for reviewing its effectiveness and confirms that there is an
ongoing process for identifying, evaluating and managing the significant risks
faced by the Company. This process has been in place for the year under review
and up to the date of approval of this Annual Report and Financial Statements.
It is regularly reviewed by the Board and accords with the FRC Guidance.
The Board has reviewed the effectiveness of the system of internal control. In
particular, it has reviewed the process for identifying and evaluating the
significant risks affecting the Company and policies by which these risks are
managed.
The Directors have delegated the investment management of the Company's assets
to members of the Aberdeen Group within overall guidelines, and this embraces
implementation of the system of internal control, including financial,
operational and compliance controls and risk management. Internal control
systems are monitored and supported by the Aberdeen Group's internal audit
function which undertakes periodic examination of business processes,
including compliance with the terms of the management agreement, and ensures
that recommendations to improve controls are implemented.
Risks are identified and documented through a risk management framework by
each function within the Aberdeen Group's activities. Risk includes financial,
regulatory, market, operational and reputational risk. This helps the Aberdeen
group internal audit risk assessment model identify those functions for
review. Any weaknesses identified are reported to the Board, and timetables
are agreed for implementing improvements to systems. The implementation of any
remedial action required is monitored and feedback provided to the Board.
The significant risks faced by the Company have been identified as being
strategic; investment and asset management; financial; regulatory; and
operational.
The key components of the process designed by the Directors to provide
effective internal control are outlined below:
. the AIFM prepares forecasts and management accounts which allows the
Board to assess the Company's activities and review its performance;
. the Board and AIFM have agreed clearly defined investment criteria,
specified levels of authority and exposure limits. Reports on these issues,
including performance statistics and investment valuations, are regularly
submitted to the Board and there are meetings with the AIFM and Investment
Manager as appropriate;
. as a matter of course the AIFM's compliance department continually
reviews Aberdeen's operations and reports to the Board on a six monthly basis;
. written agreements are in place which specifically define the roles
and responsibilities of the AIFM and other third party service providers and,
where relevant, ISAE3402 Reports, a global assurance standard for reporting on
internal controls for service organisations, or their equivalents are
reviewed;
. the Board has considered the need for an internal audit function but,
because of the compliance and internal control systems in place within
Aberdeen, has decided to place reliance on the Investment Manager's systems
and internal audit procedures. At its April 2025 meeting, the Audit Committee
carried out an annual assessment of internal controls for the year ended 31
December 2024 by considering documentation from the AIFM and the Depositary,
including the internal audit and compliance functions and taking account of
events since 31 December 2024. The results of the assessment, that internal
controls are satisfactory, were then reported to the Board at the subsequent
Board meeting.
Internal control systems are designed to meet the Company's particular needs
and the risks to which it is exposed. Accordingly, the internal control
systems are designed to manage rather than eliminate the risk of failure to
achieve business objectives and by their nature can only provide reasonable
and not absolute assurance against misstatement and loss.
Substantial Interests
The Board has been advised that the following shareholders owned 3% or more of
the issued Ordinary share capital of the Company at 31 December 2024 (based
upon 412,174,356 shares in issue):
Shares at 31-Dec-2024 % at 31-Dec-2024
Fund Manager
Asset Value Investors 36,959,999 8.97
East Riding of Yorkshire 33,000,000 8.01
Hargreaves Lansdown, stockbrokers (EO) 26,007,975 6.31
Quilter Cheviot Investment Management 22,402,286 5.44
RBC Brewin Dolphin Ireland 22,113,747 5.37
BlackRock 20,525,582 4.98
Interactive Investor (EO) 16,486,487 4.00
Investec Wealth & Investment 15,518,240 3.76
AJ Bell, stockbrokers (EO) 12,461,295 3.02
On 27 March 2025, Asset Value Investors notified the Company that its total
holding of Ordinary shares was 41,240,154 Ordinary shares representing 10.0%
of the issued class of capital. Save as disclosed, there have been no
significant changes notified in respect of the above holdings between 31
December 2024 and 10 April 2025.
Relations with Shareholders
The Directors place a great deal of importance on communication with
shareholders. The Annual Report will be widely distributed to other parties
who have an interest in the Company's performance. Shareholders and investors
may obtain up to date information on the Company through the freephone
information service shown under Investor Information and on the Company's
website eurologisticsincome.co.uk (http://eurologisticsincome.co.uk/) .
abrdn Holdings Limited (aHL) has been appointed Company Secretary to the
Company. Whilst aHL is a wholly owned subsidiary of the Aberdeen Group, there
is a clear separation of roles between the Investment Manager and Company
Secretary with different board compositions and different reporting lines in
place. The Board notes that, in accordance with Market Abuse Regulations,
procedures are in place to control the dissemination of information within the
Aberdeen Group plc group of companies when necessary. Where correspondence
addressed to the Board is received there is full disclosure to the Board. This
is kept confidential if the subject matter of the correspondence requires
confidentiality.
The Board's policy is to communicate directly with shareholders and their
representative bodies without the involvement of representatives of the
Investment Manager (including the Company Secretary and Investment Manager) in
situations where direct communication is required and usually a representative
from the Board is available to meet with major shareholders on an annual basis
in order to gauge their views.
The Notice of the Annual General Meeting, included within the Annual Report
and financial statements, is sent out at least 20 working days in advance of
the meeting. In normal circumstances, all Shareholders have the opportunity to
put questions to the Board or the Investment Manager, either formally at the
Company's Annual General Meeting or at the subsequent buffet luncheon for
Shareholders. Shareholders are, however, invited to send any questions for the
Board and/or the Investment Manager on the Annual Report by email to
European.Logistics@aberdeenplc.com (mailto:European.Logistics@aberdeenplc.com)
. (mailto:European.Logistics@aberdeenplc.com) The Company Secretary is
available to answer general shareholder queries at any time throughout the
year.
Annual General Meeting
The Annual General Meeting will be held on 25 June 2025 at 18 Bishops Square,
London E1 6EG at 9.30 a.m. In addition to the usual resolutions the following
matters will be proposed at the AGM:
Special Business Purchase of the Company's Shares
Resolution 10 is a special resolution proposing to renew the Directors'
authority to make market purchases of the Company's shares in accordance with
the provisions contained in the Companies Act 2006 and the Listing Rules of
the Financial Conduct Authority. The minimum price to be paid per Ordinary
share by the Company will not be less than £0.01 per share (being the nominal
value) and the maximum price should not be more than the higher of (i) an
amount equal to 5% above the average of the middle market quotations for an
Ordinary share taken from the London Stock Exchange Daily Official List for
the five business days immediately preceding the date on which the Ordinary
share is contracted to be purchased; and (ii) the higher of the price of the
last independent trade and the current highest independent bid on the trading
venue where the purchase is carried out.
The Directors do not intend to use this authority to purchase the Company's
Ordinary shares unless to do so would result in an increase in NAV per share
and would be in the interests of Shareholders generally. The authority sought
will be in respect of 14.99% of the issued share capital as at the date of the
Annual General Meeting rather than the date of this document.
The Board is very aware of the current wide share price discount to NAV and
regularly monitors this. The Directors view buybacks as a very useful tool for
seeking to assist in the management of the liquidity of the Company shares
which could be used in the future as one of a number of methods to address
imbalances of supply and demand which, arithmetically, can cause discounts to
NAV per share. However, the Company's revised investment objective means that
most available cash will be returned to shareholders where possible in the
form of capital distributions. Shares bought back would be purchased at a
discount to the prevailing NAV per share and the result would be accretive to
the NAV for all on-going shareholders.
The authority being sought will expire at the conclusion of the Annual General
Meeting in 2026 or 30 June 2026, whichever is earlier unless it is renewed
before that date. Any Ordinary shares purchased in this way will either be
cancelled and the number of Ordinary shares will be reduced accordingly or
held in treasury.
This share buyback power will give the Directors additional flexibility going
forward and the Board considers that it will be in the interests of the
Company that such authority be available. Share buybacks will only take place
when, in the view of the Directors, to do so will be to the benefit of
Shareholders as a whole.
Special Business Notice of Meetings
Resolution 11 is a special resolution seeking to authorise the Directors to
call general meetings of the Company (other than Annual General Meetings) on
14 days' clear notice. This approval will be effective until the Company's
Annual General Meeting in 2026 or 30 June 2026 whichever is earlier. In order
to utilise this shorter notice period, the Company is required to ensure that
Shareholders are able to vote electronically at the general meeting called on
such short notice. The Directors confirm that, in the event that a general
meeting is called, they will give as much notice as practicable and will only
utilise the authority granted by Resolution 11 in limited and time sensitive
circumstances.
Dividend Policy
As a result of the timing of the payment of the Company's quarterly dividends,
the Company's Shareholders are unable to approve a final dividend each year.
In line
with good corporate governance, the Board therefore proposes to put the
Company's dividend policy to Shareholders for approval at the Annual General
Meeting and on an annual basis.
Resolution 4 is an ordinary resolution to approve the Company's dividend
policy. The Company's dividend policy shall be that dividends on the Ordinary
shares are payable quarterly in relation to periods ending March, June,
September and December and the last dividend referable to a financial year end
will not be categorised as a final dividend that is subject to Shareholder
approval.
It is intended that the Company will pay quarterly dividends consistent with
the expected annual underlying portfolio yield. The Company has the
flexibility in accordance with its Articles to make distributions
from capital.
Shareholders should note that references to ''dividends'' are intended to
cover both dividend income and income which is designated as an interest
distribution for UK tax purposes and therefore subject to the interest
streaming regime applicable to investment trusts.
Recommendation
Your Board considers Resolutions 1 to 11 to be in the best interests of the
Company and its members as a whole and most likely to promote the success of
the Company for the benefit of its members as a whole. Accordingly, your Board
unanimously recommends that Shareholders should vote in favour of all
Resolutions to be proposed at the AGM, as they intend to do in respect of
their own beneficial shareholdings amounting to 272,812 Ordinary shares.
By order of the Board
abrdn Holdings Limited - Company Secretaries Registered Office
280 Bishopsgate London EC2M 4AG
10 April 2025
Statement of Directors' Responsibilities in Respect of the Annual Report and
the Financial Statements
The Directors are responsible for preparing the Annual Report and the Group
and parent Company financial statements in accordance with applicable law and
regulations.
Company law requires the Directors to prepare Group and parent Company
financial statements for each financial year. Under that law they are required
to prepare the Group financial statements in accordance with UK-adopted
international accounting standards and applicable law and have elected to
prepare the parent Company financial statements in accordance with UK
accounting standards and applicable law, including FRS 101 Reduced Disclosure
Framework.
Under company law the Directors must not approve the financial statements
unless they are satisfied that they give a true and fair view of the state of
affairs of the Group and parent Company and of the Group's profit or loss for
that period. In preparing each of the Group and parent Company financial
statements, the Directors are required to:
- select suitable accounting policies and then apply them
consistently;
- make judgements and estimates that are reasonable, relevant,
reliable and prudent;
- for the Group financial statements, state whether they have
been prepared in accordance with UK-adopted international accounting
standards;
- for the parent Company financial statements, state whether
applicable UK accounting standards have been followed, subject to any material
departures disclosed and explained in the parent Company financial statements;
- assess the Group and parent Company's ability to continue as a
going concern, disclosing, as applicable, matters related to going concern;
and
- use the going concern basis of accounting unless they either
intend to liquidate the Group or the parent Company or to cease operations, or
have no realistic alternative but to do so. As explained in note 1a to the
Financial Statements, the Directors do not believe that it is appropriate to
prepare these financial statements on a going concern basis.
The Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the parent Company's transactions and disclose
with reasonable accuracy at any time the financial position of the parent
Company and enable them to ensure that its financial statements comply with
the Companies Act 2006. They are responsible for such internal control as they
determine is necessary to enable the preparation of financial statements that
are free from material misstatement, whether due to fraud or error, and have
general responsibility for taking such steps as are reasonably open to them to
safeguard the assets of the Group and to prevent and detect fraud and other
irregularities.
Under applicable law and regulations, the Directors are also responsible for
preparing a Strategic Report, Directors' Report, Directors' Remuneration
Report and Corporate Governance Statement that complies with that law and
those regulations.
The Directors are responsible for the maintenance and integrity of the
corporate and financial information included on the Company's website.
Legislation in the UK governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions.
In accordance with Disclosure Guidance and Transparency Rule ("DTR") 4.1.16R,
the financial statements will form part of the annual financial report
prepared under DTR 4.1.17R and 4.1.18R. The auditor's report on these
financial statements provides no assurance over whether the annual financial
report has been prepared in accordance with those requirements.
Responsibility statement of the Directors in respect of the annual financial
report
We confirm that to the best of our knowledge:
- the financial statements, prepared in accordance with the
applicable set of accounting standards, give a true and fair view of the
assets, liabilities, financial position and profit or loss of the company and
the undertakings included in the consolidation taken as a whole; and
- the Strategic Report/Directors' Report includes a fair review
of the development and performance of the business and the position of the
issuer and the undertakings included in the consolidation taken as a whole,
together with a description of the principal risks and uncertainties that they
face.
We consider the Annual Report and financial statements, taken as a whole, is
fair, balanced and understandable and provides the information necessary for
shareholders to assess the Group's position and performance, business model
and strategy.
By order of the Board
Tony Roper
10 April 2025
Financial Statements
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2024
Year ended 31 December 2024 Year ended 31 December 2023
Revenue Capital Total Revenue Capital Total
Notes €'000 €'000 €'000 €'000 €'000 €'000
REVENUE
Rental income 2 31,499 - 31,499 33,435 - 33,435
Property service charge income 8,379 - 8,379 8,095 - 8,095
Other operating income 210 - 210 540 - 540
Total revenue 40,088 - 40,088 42,070 - 42,070
GAINS/(LOSSES) ON INVESTMENTS
Gains on disposal of investment properties 9 - 35 35 - 133 133
Change in fair value of investment properties 9 - (6,284) (6,284) - (106,878) (106,878)
Total income and gains/(losses) on investments 40,088 (6,249) 33,839 42,070 (106,745) (64,675)
EXPENDITURE
Investment management fee (2,508) - (2,508) (3,193) - (3,193)
Direct property expenses (1,690) - (1,690) (3,155) - (3,155)
Property service charge expenditure (8,379) - (8,379) (8,095) - (8,095)
SPV property management fees (297) - (297) (232) - (232)
Impairment loss on trade receivables (605) - (605) (1,237) - (1,237)
Other expenses 3 (4,105) - (4,105) (3,583) - (3,583)
Total expenditure (17,584) - (17,584) (19,495) - (19,495)
Net operating return/(loss) before finance costs 22,504 (6,249) 16,255 22,575 (106,745) (84,170)
FINANCE COSTS
Finance costs 4 (8,404) (915) (9,319) (8,002) (110) (8,112)
Gains arising from the derecognition of derivative financial instruments - 13 13 - 313 313
Effect of fair value adjustments on derivative financial instruments - (1,311) (1,311) - (1,706) (1,706)
Effect of foreign exchange differences (145) (282) (427) (67) (146) (213)
Net return before taxation 13,955 (8,744) 5,211 14,506 (108,394) (93,888)
Taxation 5 (928) (1,253) (2,181) (1,327) 13,414 12,087
Net return for the year 13,027 (9,997) 3,030 13,179 (94,980) (81,801)
Total comprehensive return / (loss) for the year 13,027 (9,997) 3,030 13,179 (94,980) (81,801)
Basic and diluted earnings per share 7 3.1¢ (2.4¢) 0.7¢ 3.2¢ (23.0¢) (19.8¢)
The accompanying notes are an integral part of the financial statements.
The total column of the Consolidated Statement of Comprehensive Income is the
profit and loss account of the Company.
All revenue and capital items in the above statement derive from continuing
operations. No operations were acquired or discontinued during the year.
Consolidated Balance Sheet
As at 31 December 2024
Notes As at 31 December 2024 As at 31 December 2023
€'000 €'000
NON-CURRENT ASSETS
Investment properties 9 497,319 636,187
Deferred tax asset 5 2,941 4,896
Total non-current assets 500,260 641,083
CURRENT ASSETS
Trade and other receivables 10 16,998 14,682
Cash and cash equivalents 11 25,011 18,061
Other assets 750 876
Derivative financial assets 15 366 1,690
Investment properties held for sale 9 117,609 17,500
Deferred tax asset - arising on held for sale 5 203 -
Total current assets 160,937 52,809
Total assets 661,197 693,892
CURRENT LIABILITIES
Bank loans 14 140,300 -
Leasehold liability 12 682 659
Trade and other payables 13 15,322 16,353
Deferred tax liability - arising on held for sale 5 4,028 -
Total current liabilities 160,332 17,012
NON-CURRENT LIABILITIES
Bank loans 14 96,315 256,524
Leasehold liability 12 23,717 23,694
Deferred tax liability 5 6,725 11,734
Total non-current liabilities 126,757 291,952
Total liabilities 287,089 308,964
Net assets 374,108 384,928
SHARE CAPITAL AND RESERVES
Share capital 16 4,717 4,717
Share premium 17 - 269,546
Special distributable reserve 18 145,016 152,099
Special distributable reserve II 17/18 269,546 -
Capital reserve 19 (74,197) (64,200)
Revenue reserve 29,026 22,766
Equity shareholders' funds 374,108 384,928
Net asset value per share (cents) 8 90.8 93.4
The financial statements on pages 73 to 128 of the published Annual Report and
financial statements for the year ended 31 December 2024were approved and
authorised for issue by the Board of Directors on 10 April 2025 and signed on
its behalf by:
Caroline Gulliver
Independent Non-Executive Director Company number: 11032222.
The accompanying notes are an integral part of the financial statements.
Consolidated Statement of Changes in Equity
For the year ended 31 December 2024
Special distributable Special distributable reserve II
Notes Share capital Share premium reserve €'000 Capital reserve Revenue reserve Total
€'000 €'000 €'000 €'000 €'000 €'000
Balance at 31 December 2023 4,717 269,546 152,099 - (64,200) 22,766 384,928
Total comprehensive return for the year - - - - (9,997) 13,027 3,030
Cancellation of Share premium - (269,546) - 269,546 - - -
Dividends paid 6 - - (7,083) - - (6,767) (13,850)
Balance at 31 December 2024 4,717 - 145,016 269,546 (74,197) 29,026 374,108
For the year ended 31 December 2023
Notes Special distributable Special distributable reserve II
Share capital Share premium reserve €'000 Capital reserve Revenue reserve Total
€'000
€'000 €'000 €'000 €'000 €'000
Balance at 31 December 2022 4,717 269,546 164,851 - 30,780 20,083 489,977
Total comprehensive return for the year - - - - (94,980) 13,179 (81,801)
Dividends paid 6 - - (12,752) - - (10,496) (23,248)
Balance at 31 December 2023 4,717 269,546 152,099 - (64,200) 22,766 384,928
The accompanying notes are an integral part of the financial statements.
Consolidated Statement of Cash Flows
For the year ended 31 December 2024
Year ended 31 December 2024 Year ended 31 December 2023
Notes €'000 €'000
CASH FLOWS FROM OPERATING ACTIVITIES
Net return for the year before taxation 5,211 (93,888)
Adjustments for:
Change in fair value of investment properties 6,284 106,878
Gains on disposal of investment properties (35) (133)
Decrease in lease liability 383 272
Increase in trade and other receivables (3,187) (2,300)
Increase in trade and other payables (879) 10
Change in fair value of derivative financial instruments 1,311 1,706
Result arising from the derecognition of derivative financial instruments (13) (313)
Finance costs 4 9,319 8,112
Tax paid (1,966) (1,092)
Cash generated by operations 16,428 19,252
Net cash inflow from operating activities 16,428 19,252
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditure and cost of disposal 56 (898)
Disposal of investment properties 33,200 18,500
Net cash inflow from investing activities 33,256 17,602
CASH FLOWS FROM FINANCING ACTIVITIES
Dividends paid 6 (13,850) (23,248)
Bank loans interest paid (5,134) (5,202)
Early termination fees - (110)
Bank loans repaid (23,763) (10,808)
Proceeds from derivative financial instruments 13 313
Net cash outflow from financing activities (42,734) (39,055)
Net increase/(decrease) in cash and cash equivalents 6,950 (2,201)
Opening balance 31 December 2023 18,061 20,262
Closing cash and cash equivalents 25,011 18,061
REPRESENTED BY
Cash at bank 11 25,011 18,061
The accompanying notes are an integral part of the financial statements.
Notes to the Financial Statements
1. Accounting policies
The consolidated financial statements of the Group for the year ended 31
December 2024 comprise the results of abrdn European Logistics Income plc and
its subsidiaries. The principal accounting policies adopted by the Group are
set out below, all of which have been applied consistently throughout the
year.
(a) Basis of accounting
The consolidated financial statements have been prepared in accordance with
UK-adopted international accounting standards ("UK-adopted IFRS"), which
comprise standards and interpretations approved by the International
Accounting Standards Board ('IASB'), and International Accounting Standards
and Standing Interpretations Committee interpretations approved by the
International Accounting Standards Committee ('IASC') that remain in effect,
and to the extent that they have been adopted by the United Kingdom, and the
Listing Rules of the UK Listing Authority.
The consolidated financial statements of the Group have been prepared under
the historical cost convention as modified by the measurement of investment
property, investment properties held for sale, and derivative financial
instruments at fair value. The consolidated financial statements are presented
in Euro.
In compliance with the AIC's Statement of Recommended Practice: Financial
Statements of Investment Trust Companies and Venture Capital Trusts (Issued
November 2014 and updated in October 2019 with consequential amendments), the
consolidated statement of comprehensive income is separated between capital
and revenue profits and losses.
Going Concern
At the Annual General Meeting held on 24 June 2024, in accordance with the
Board's recommendation, the resolution concerning the continuation of the
Company was not passed by Shareholders. At the General Meeting held on 23 July
2024, the proposed revised Investment Policy for the implementation of a
managed wind-down of the Company was overwhelmingly approved by the Company's
Shareholders. Following the approval by Shareholders of the revised investment
objective and policy, the process of an orderly realisation of the Company's
assets and a return of capital to Shareholders has begun. The Board will
endeavour to realise the Company's investments in a manner that achieves a
balance between maximising the value received from the sale of investments and
timely returns of net proceeds to Shareholders. Whilst the Directors are
satisfied that the Company has adequate resources to continue in operation
throughout the wind-down period and to meet all liabilities as they fall due,
given that the Company is now in managed wind-down, the Directors consider it
appropriate to adopt a basis other than going concern in preparing the
financial statements. No material adjustments to accounting policies or the
valuation basis have arisen as a result of ceasing to apply the going concern
basis.
The Group ended the year with €25.0 million cash in hand. Following the
announcement of the managed wind-down, the revolving credit facility ("RCF")
of €70 million with Investec Bank was terminated in May 2024.
As detailed in note 14, there are currently eight bank facilities of which
four are due to expire in 2025. The Board is monitoring the expected disposal
timelines of the underlying properties to achieve a balance between maximising
the value received from disposal of those properties and extending the
associated loan facility with the relevant banks. The Investment Manager has
engaged with the Company's partner banks and received terms for possible
short-term extensions of the facilities to allow for the orderly disposal of
the properties, if that were to conclude after the loan expiry date. In the
event the Company is unable to secure refinancing at attractive rates, the
Company has the option to withhold proceeds from the disposal of properties to
repay the loans.
Under the terms of the debt agreements, each debt obligation is "ring fenced"
within a sub-group of property holding companies. These non-recourse loans
range in maturities between 0.4 and 4.1 years with all-in interest rates
ranging between 1.10% and 3.05% per annum. All debts have a fixed rate or
fixed rate nature by entering into interest rate SWAPs and caps to manage
exposure to potential interest rate fluctuations.
The permitted loan to value ("LTV") ratios in the debt arrangements as at 31
December 2024 are between 45% and 60% (soft breach limits). The "hard breach"
LTV ratio covenants which give the lenders the right to exercise their
security are between 55% and 65%.
If the lenders were to adopt the valuations carried out for the purposes of
these financial statements as at 31 December 2024, the ratios would be between
41% and 59% respectively. For the year ended 31 December 2024, there were no
hard or soft breaches of LTV ratio covenants. Based on the most recent
covenant submissions to lenders, there are two facilities with less than 5%
headroom before a soft breach. The Directors believe that the liquidity
residing within the Group could be used for partial repayment of a loan in the
event of a breach of LTV limits on these facilities.
The permitted interest coverage ratios as at 31 December 2024, which give the
lenders the right to exercise their security, are between 200% and 300%.
The latest calculated interest coverage ratios ("ICR") were between 208% and
1306% respectively. For the year ended 31 December 2024, there were no
breaches of ICR. The risk of ICR breach during the managed wind- down period
is limited.
The Board recognises the 22% share price discount to NAV, as at 31 December
2024 (24% as at 31 December 2023). The valuation of investment property is the
main driver of the NAV, and was determined by Savills as independent valuer.
The Board is satisfied that the valuation exercise was performed in accordance
with RICS Valuation - Global Standards. As such, the Board has full confidence
in the level of the NAV disclosed in the financial statements at the reporting
date. The Board expects the discount to narrow as the Company progresses with
the execution of the manged wind-down.
The Directors note that the real estate values during the year continued to
decline and have stabilised towards the end of the year. The Directors
consider the decline will have no impact on the Group's ability to comply with
debt covenants:
. The Directors consider that in most cases there is sufficient or good
headroom on covenant ratios.
. The Group has a substantial cash balance, with the ability to increase
those amounts further with certain mitigating actions.
. The Group has substantial unsecured properties.
. The parent company, is not itself a party to any of the debt contracts
(in any capacity including as borrower, guarantor or security provider). The
lenders would therefore not, in any event, have any recourse to the ultimate
parent under the debt contracts.
While the Company cannot predict the outcome of the above matters, based on
the financial forecasts prepared the Directors believe there are adequate
resources to continue in operation throughout the wind-down period and to meet
all liabilities as they fall due. However, as the Company is now in managed
wind-down, the Directors consider it appropriate to adopt a basis other than
going concern in preparing the financial statements.
New and revised standards and interpretations issued in the current year
The accounting policies adopted have been consistently applied throughout the
year presented, unless otherwise stated. This includes the below noted
Standards, Interpretations and annual improvements to IFRS that became
effective during the year, which the group has incorporated in the preparation
of the financial statements:
Annual improvements to IFRS Standards (effective 1 January 2024):
The Group has applied the following standards and amendments for the first
time for its annual reporting period commencing 1 January 2024:
Classification of Liabilities as Current or Non-current and Non-current
Liabilities with Covenants - Amendments to IAS 1, the amendments clarify:
a) what is meant by a right to defer settlement;
b) that a right to defer settlement must exist at the end of the reporting
period;
c) that classification is unaffected by the likelihood that an entity will
exercise its deferral right; and
d) that only if an embedded derivative in a convertible liability is itself
an equity instrument would the terms of a liability not impact its
classification.
. Lease Liability in a Sale and Leaseback - Amendments to IFRS 16, the
amendments specify the requirements that a seller-lessee uses in measuring the
lease liability arising in a sale and leaseback transaction, to ensure the
seller-lessee does not recognise any amount of the gain or loss that relates
to the right of use it retains.
. Disclosures of Supplier Finance Arrangements - Amendments to IAS 7 and
IFRS 7, the amendments specify disclosure requirements to enhance the current
requirements, which are intended to assist users of financial statements in
understanding the effect of supplier finance arrangements on an entity's
liabilities, cash flows and exposure to liquidity risk. Also, they clarify the
characteristics of supplier finance arrangements. In these arrangements, one
or more finance providers pay amounts an entity owes to its suppliers. The
entity agrees to settle those amounts with the finance providers according to
the terms and conditions of the arrangements, either at the same date or at a
later date than that on which the finance providers pay the entity's
suppliers.
The Board considered the impact of new and revised accounting standards,
interpretations or amendments on the Group. It was concluded that none have a
material impact on the consolidated financial statements.
Certain new accounting standards and interpretations have been published for
31 December 2024 reporting periods and have not been early adopted by the
Group. As at 31 December 2024, the following standards are not expected to
have a material impact on the consolidated financial statements of the Group
in the current or future reporting periods and on foreseeable future
transactions:
Standards and interpretations issued by IASB but not adopted by the United
Kingdom and not yet effective:
. Amendments to IAS 21 - Lack of Exchangeability (effective 1 January
2025).
. Amendments to IFRS 9 and IFRS 7 - Classification and Measurement of
Financial Instruments (effective 1 January 2026)
. Annual Improvements to IFRS Accounting Standards - Volume 11
(effective 1 January 2026)
. IFRS 18 Presentation and Disclosure in Financial Statements (effective
1 January 2027)
. IFRS 19 Subsidiaries without Public Accountability: Disclosures
(effective 1 January 2027)
There are no other standards that are not yet effective and that would be
expected to have a material impact on the consolidated financial statements of
the Group in the current or future reporting periods and on foreseeable future
transactions.
(b) Significant accounting judgements, estimates and assumptions
The preparation of the Group's financial statements requires the directors to
make judgements, estimates and assumptions that affect the amounts recognised
in the financial statements and contingent liabilities. However, uncertainty
about these judgements, assumptions and estimates could result in outcomes
that could require a material adjustment to the carrying amount of the asset
or liability affected in future periods.
Key estimation uncertainties
Fair value of investment properties and investment properties held for sale is
stated at fair value as at the balance sheet date as set out in note 9 to
these financial statements.
The determination of the fair value of investment properties requires the use
of estimates such as future cash flows from the assets, estimated inflation,
market rents, discount rates, capitalisation rates, estimated rental value and
net initial and net equivalent property yields. The estimate of future cash
flows includes consideration of the repair and condition of the property,
lease terms, future lease events, as well as other relevant factors for the
particular asset.
These estimates are based on local market conditions existing at the balance
sheet date.
Held for sale assessment
Management has assessed the criteria for classification of investment
properties as held for sale, including the likelihood of sale within the next
12 months, the asset's current condition, and the active marketing efforts to
locate a buyer. This assessment involves evaluating the probability and timing
of the sale, which can be influenced by market conditions and other external
factors. The judgement made in this regard impacts the presentation and
measurement of these assets in the financial statements.
(c) Basis of consolidation
The consolidated financial statements comprise the accounts of the Company and
its subsidiaries drawn up to 31 December 2024. Subsidiaries are consolidated
from the date on which control is transferred to the Group and cease to be
consolidated from the date on which control is transferred out of the Group.
The Group acquired subsidiaries that own real estate properties. At the time
of acquisition, the Group considered whether the acquisition represented the
acquisition of a business. The Group accounted for an acquisition as a
business combination where an integrated set of activities was acquired in
addition to the property. More specifically, consideration was made with
regard to the extent to which significant processes were acquired and, in
particular, the extent of ancillary services provided by the Group (e.g.
maintenance, cleaning, security, bookkeeping, and the like).
The significance of any process is judged with reference to the guidance in
IAS 40 on ancillary services. When the acquisition of subsidiaries did not
represent a business, it is accounted for as an acquisition of a group of
assets and liabilities. The cost of the acquisition was allocated to the
assets and liabilities acquired based upon their relative fair values, and no
goodwill or deferred tax is recognised.
(d) Functional and presentation currency
Items included in the consolidated financial statements of the Group are
measured using the currency of the primary economic environment in which the
Company and its subsidiaries operate ("the functional currency") which in the
judgement of the Directors is Euro. The financial statements are also
presented in Euro. All figures in the consolidated financial statements are
rounded to the nearest thousand unless otherwise stated.
(e) Foreign currency
Transactions denominated in foreign currencies are converted at the exchange
rate ruling at the date of the transaction. Monetary and non-monetary assets
and liabilities denominated in foreign currencies held at the financial year
end are translated using the foreign exchange rate ruling at that date. Any
gain or loss arising from a change in exchange rates subsequent to the date of
the transaction is included as an exchange gain or loss to capital or revenue
in the Consolidated Statement of Comprehensive Income as appropriate. Foreign
exchange movements on investments are included in the Consolidated Statement
of Comprehensive Income within gains on investments.
(f) Revenue recognition
Rental income, including the effect of lease incentives, arising from
operating leases (including those containing fixed rent increases) is
recognised on a straight line basis over the lease term. Service charge income
represents the charge to tenants for services the Group is obliged to provide
under lease agreements. This income is recorded gross within Income on the
basis the Group is acting as principal, with any corresponding cost shown
within expenses. Interest income is accounted for on an effective interest
rate basis.
(g) Expenses
All expenses, including the management fee, are accounted for on an accruals
basis and are recorded through the revenue column of the Consolidated
Statement of Comprehensive Income. Gains or losses on investment properties
are recorded in the capital column.
(h) Taxation
Income tax expense represents the sum of the tax currently payable and
deferred tax.
Current tax
Current tax is defined as the expected tax payable or receivable on the
taxable income or loss for the year, using tax rates enacted or substantively
enacted at the balance sheet date, and any adjustment to tax payable in
respect of previous years.
Where corporation tax arises in subsidiaries, these amounts are charged to the
Consolidated Statement of Comprehensive Income. The current income tax charge
is calculated on the basis of the tax laws enacted or substantively enacted at
the date of the balance sheet in the countries where the Group operates.
The Investment Manager periodically evaluates positions taken in tax returns
with respect to situations in which applicable tax regulation is subject to
interpretation, and establishes provisions where appropriate on the basis of
amounts expected to be paid to the tax authorities.
Deferred tax
Deferred tax is recognised on temporary differences between the carrying
amounts of assets and liabilities in the consolidated financial statements and
the corresponding tax bases used in the computation of taxable profit.
Deferred tax liabilities are generally recognised for all taxable temporary
differences. Deferred tax assets are generally recognised for all deductible
temporary differences to the extent that it is probable that taxable profits
will be available against which those deductible temporary differences can be
utilised. Such deferred tax assets and liabilities are not recognised if the
temporary difference arises from the initial recognition (other than in a
business combination) of assets and liabilities in a transaction that affects
neither the taxable profit nor the accounting profit. In addition, deferred
tax liabilities are not recognised if the temporary difference arises from the
initial recognition of goodwill.
Deferred tax liabilities and assets are measured at the tax rates that are
expected to apply in the year in which the liability is settled or the asset
realised, based on tax rates (and tax laws) that have been enacted or
substantively enacted by the end of the reporting period. The measurement of
deferred tax liabilities and assets reflects the tax consequences that would
follow from the manner in which the Group expects, at the end of the reporting
period, to recover or settle the carrying amount of its assets and
liabilities.
The carrying values of the Group's investment properties are assumed to be
realised by sale at the end of use. The capital gains tax rate applied is that
which would apply on a direct sale of the property recorded in the
Consolidated Balance Sheet regardless of whether the Group would structure the
sale via the disposal of the subsidiary holding the asset, to which a
different tax rate may apply. The deferred tax is then calculated based on the
respective temporary differences and tax consequences arising from recovery
through sale, and accounted for through the capital reserve.
(i) Investment properties
Investment properties are initially recognised at cost, being the fair value
of consideration given, including transaction costs associated with the
investment property. Any subsequent capital expenditure incurred in improving
investment properties is capitalised in the year during which the expenditure
is incurred.
After initial recognition, investment properties are measured at fair value,
with the movement in fair value recognised in the Consolidated Statement of
Comprehensive Income and transferred to the Capital Reserve. Fair value is
based on the external valuation provided by Savills (2023: Savills), chartered
surveyors, at the balance sheet date undertaken in accordance with the RICS
Valuation - Global Standards 2024, (Red Book), published by the Royal
Institution of Chartered Surveyors. The assessed fair value is reduced by the
carrying amount of any accrued income resulting from the spreading of lease
incentives and/or minimum lease payments.
On derecognition, gains and losses on disposals of investment properties are
recognised in the Consolidated Statement of Comprehensive Income.
Non-current assets and investment properties held for sale
A non-current asset or a group of assets containing a non-current asset (a
disposal group) is classified as held for sale if its carrying amount will be
recovered principally through sale rather than through continuing use, it is
available for immediate sale and sale is highly probable within one year. On
initial classification as held for sale, non-current assets and disposal
groups are measured at the lower of previous carrying amount and fair value
less costs to sell with any adjustments taken to profit or loss.
Deferred tax classified as held for sale is measured in accordance with
accounting policy as outlined in note 1 (h).
Investment properties held for sale continue to be recognised under the fair
value model. On derecognition, gains and losses on disposals of investment
properties held for sale are recognised in the Consolidated Statement of
Comprehensive Income.
(j) Distributions
Interim distributions payable to the holders of equity shares are recognised
in the Statement of Changes in Equity in the year in which they are paid. An
annual shareholder resolution is voted upon to approve the Group's
distribution policy.
(k) Lease contracts
Operating lease contracts - the Group as lessor
The Group has entered into commercial property leases on its investment
property portfolio. The Group has determined, based on an evaluation of the
terms and conditions of the arrangements, that it retains all the significant
risks and rewards of ownership of these properties and so accounts for leases
as operating leases.
Initial direct costs incurred in negotiating and arranging an operating lease
are added to the carrying amount of the leased asset and recognised as an
expense on a straight-line basis over the lease term.
Operating and finance lease contracts - the Group as intermediate lessor
When the Group is an intermediate lessor, it accounts for its interest in the
head lease and the sub-lease separately. The Group assesses all leases where
it acts as an intermediate lessor, based on an evaluation of the terms and
conditions of the arrangements.
Any head leases identified as finance leases are capitalised at the lease
commencement present value of the minimum lease payments discounted at an
applicable discount rate as a right-of-use asset and leasehold liability.
Each lease payment is allocated between the liability and finance charges so
as to achieve a constant rate on the finance balance outstanding. The interest
element of the finance cost is charged to the Statement of Comprehensive
Income over the lease period.
(l) Share issue expenses
Incremental external costs directly attributable to the issue of shares that
would otherwise have been avoided are written off to share premium.
(l) Segmental reporting
The Group is engaged in property investment in Europe. Operating results are
analysed on a geographic basis by country. In accordance with IFRS 8
'Operating Segments', financial information on business segments is presented
in note 20 of the Consolidated financial statements.
(m) Cash and cash equivalents
Cash and cash equivalents are defined as cash in hand, demand deposits, and
other short-term highly liquid investments readily convertible within three
months or less to known amounts of cash and subject to insignificant risk of
changes in value.
(n) Financial instruments
Financial assets and financial liabilities are recognised when the Group
becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair
value. Transaction costs that are directly attributable to the acquisition or
issue of financial assets and financial liabilities (other than financial
assets and financial liabilities at fair value through profit or loss) are
added to or deducted from the fair value of the financial assets or financial
liabilities, as appropriate, on initial recognition. Transaction costs
directly attributable to the acquisition of financial assets or financial
liabilities at fair value through profit or loss are recognised immediately in
the Consolidated Statement of Comprehensive Income.
Financial assets
Financial assets are measured at amortised cost, financial assets 'at fair
value through profit or loss' (FVTPL), or financial assets 'at fair value
through other comprehensive income' (FVOCI). The classification is based on
the business model in which the financial asset is managed and its contractual
cash flow characteristics.
All purchases and sales of financial assets are recognised on the trade date
basis.
Financial assets at amortised cost
Financial assets at amortised cost are non-derivative financial assets with
fixed or determinable payments that are not quoted in an active market.
Loans and receivables (including trade and other receivables, and others) are
subsequently measured at amortised cost using the effective interest method,
less any impairment. The Group holds the trade receivables with the objective
to collect the contractual cash flows.
Impairment of financial assets
The Group's financial assets are subject to the expected credit loss model.
For trade receivables, the Group applies the simplified approach permitted by
IFRS 9, which requires expected lifetime losses to be recognised from initial
recognition of the receivables. The expected loss rates are based on the
payment profiles of tenants over a period of twelve months before the
measurement date, and the corresponding historical credit losses experienced
within this period. The historical loss rates are adjusted to reflect current
and forward-looking information on macroeconomic factors affecting the
liability of the tenants to settle the receivable.
Such forward-looking information would include:
. significant financial difficulty of the issuer or counterparty; or
. breach of contract, such as a default or delinquency in interest or
principal payments; or
. it becoming probable that the borrower will enter bankruptcy or
financial re-organisation; or
. the disappearance of an active market for that financial asset because
of financial difficulties. The Group's financial assets are subject to the
expected credit loss model. For trade receivables, the Group applies the
simplified approach permitted by IFRS 9, which requires expected lifetime
losses to be recognised from initial recognition of the receivables. The
expected loss rates are based on the payment profiles of tenants over a period
of twelve months before the measurement date, and the corresponding historical
credit losses experienced within this period. The historical loss rates are
adjusted to reflect current and forward-looking information on macroeconomic
factors affecting the liability of the tenants to settle the receivable.
Such forward-looking information would include:
. changes in economic, regulatory, technological and environmental
factors, (such as industry outlook, GDP, employment and politics);
. external market indicators; and
. tenant base.
Financial liabilities
Financial liabilities are classified as 'other financial liabilities'.
Other financial liabilities
Other financial liabilities (including borrowings and trade and other
payables) are subsequently measured at amortised cost using the effective
interest method. The effective interest method is a method of calculating the
amortised cost of a financial liability and of allocating interest expense
over the relevant year. The effective interest rate is the rate that exactly
discounts estimated future cash payments (including all fees paid or received
that form an integral part of the effective interest rate, transaction costs
and other premiums or discounts) through the expected life of the financial
liability, or (where appropriate) a shorter period, to the net carrying amount
on initial recognition.
(p) Derivative financial instruments
The Company used forward foreign exchange contracts to mitigate potential
volatility of income returns and to provide greater certainty as to the level
of Sterling distributions expected to be paid in respect of the year covered
by the relevant currency hedging instrument. It does not seek to provide a
long-term hedge for the Company's income returns, which will continue to be
affected by movements in the Euro/Sterling exchange rate over the longer term.
The Company used interest rate SWAPs and interest rate caps to mitigate
potential volatility in interest rates and income returns. Derivatives are
measured at fair value calculated by reference to forward exchange rates for
contracts with similar maturity profiles. Changes in the fair value of
derivatives are recognised in the Statement of Comprehensive Income.
(q) Reserves
Share capital
This represents the proceeds from issuing Ordinary shares and is
non-distributable.
Share premium
Share premium represents the excess consideration received over the par value
of Ordinary shares issued and is classified as equity and is
non-distributable. Incremental costs directly attributable to the issue of
Ordinary shares are recognised as a deduction from share premium.
Special distributable reserve
The special reserve is a distributable reserve to be used for all purposes
permitted by applicable legislation and practice, including the buyback of
shares and the payment of dividends.
Special distributable reserve II
The special reserve is a distributable reserve set up following the
cancellation of amounts standing to the credit of the share premium account to
be used for capital distributions to shareholders as sufficient cash is
generated from asset sales under the managed wind-down policy.
Capital reserve
The capital reserve is a distributable reserve subject to applicable
legislation and practice, and the following are accounted for in this reserve:
. gains and losses on the disposal of investment properties, which are
distributable;
. increases and decreases in the fair value of investment properties
held at the year end, which are not distributable.
Revenue reserve
The revenue reserve is a distributable reserve and reflects any surplus
arising from the net return on ordinary activities after taxation.
2. Rental income
Year ended 31 December 2024 Year ended 31 December 2023
€'000 €'000
Rental income 31,499 33,435
Total rental income 31,499 33,435
Rental income includes amortisation of operating lease incentives granted.
3. Expenditure
Year ended 31 December 2024 Year ended 31 December 2023
€'000 €'000
Professional fees 3,066 2,438
Audit fee for statutory services 485 412
Directors' fees 180 193
Depositary fees 50 122
Registrar fees 50 47
Stock exchange fees 27 37
Broker fees 71 93
Directors' liability insurance expense 16 26
Employers NI 13 15
Other expenses 147 200
Total expenses 4,105 3,583
Audit fee for statutory services includes group audit fee of £283,600 plus
VAT (2023: £253,000 plus VAT) and subsidiary audit fee of €25,700 (2023:
€24,100).
There were no non-audit services' fees incurred in 2024 and 2023.
Professional fees included €1.2m of costs associated with the Strategic
review, of which €0.5m was incurred on technical and environmental due
diligence of properties.
Future operating costs in relation to the managed wind-down will be expensed
as incurred.
4. Finance costs
Year ended 31 December 2024 Year ended 31 December 2023
Revenue Capital Total Revenue Capital Total
€'000 €'000 €'000 €'000 €'000 €'000
Interest on bank loans 5,126 - 5,126 5,478 - 5,478
Amortisation of loan costs 1,779 - 1,779 2,129 - 2,129
Remeasurement of loan liability 1,159 915 2,074 - - -
Bank interest 340 - 340 395 - 395
Early loan repayment cost - - - 110 110
Total finance costs 8,404 915 9,319 8,002 110 8,112
Following the announcement of the managed wind-down the Group intends to repay
a number of loans prior to maturity. The amortised cost of bank loans was
therefore remeasured and any unamortised balance of loan issue cost was fully
amortised as at 31 December 2024. The remeasurement of loan liability costs
includes an estimated €915,000 in loan break-up costs for the Erlensee and
Flörsheim loans to DZ Hyp. Early termination cost is treated as capital
within the Consolidated Statement of Comprehensive Income.
5. Taxation
The Company is resident in the United Kingdom for tax purposes. The Company is
approved by HMRC as an investment trust under sections 1158 and 1159 of the
Corporation Tax Act 2010. In respect of each accounting year for which the
Company continues to be approved by HMRC as an investment trust the Company
will be exempt from UK taxation on its capital gains. The Company is, however,
liable to UK Corporation tax on its income. The Company is able to elect to
take advantage of modified UK tax treatment in respect of its ''qualifying
interest income'' for an accounting year, referred to as the ''streaming''
regime. Under regulations made pursuant to the Finance Act 2009, the Company
may, if it so chooses, designate as an ''interest distribution'' all or part
of the amount it distributes to Shareholders as dividends, to the extent that
it has ''qualifying interest income'' for the accounting year. Were the
Company to designate any dividend it pays in this manner, it would be able to
deduct such interest distributions from its income in calculating its taxable
profit for the relevant accounting year. The Company should in practice be
exempt from UK corporation tax on dividend income received, provided that such
dividends (whether from UK or non-UK companies) fall within one of the
''exempt classes'' in Part 9A of the CTA 2010. There was no change of the
Corporate tax rate in 2024 (2023: increase from 19% to 25% on 1 April 2023).
(a) Tax charge in the Group Statement of Comprehensive Income
Year ended 31 December 2024 Year ended 31 December 2023
Revenue Capital Total Revenue Capital Total
€'000 €'000 €'000 €'000 €'000 €'000
Current taxation:
Overseas taxation 928 482 1,410 1,327 440 1,767
Deferred taxation:
Overseas taxation - 771 771 - (13,854) (13,854)
Total taxation 928 1,253 2,181 1,327 (13,414) (12,087)
Current taxation charged to capital of €482,000 (2023: €440,000) relates
to capital gains tax paid on disposal of investment property.
Reconciliation between the tax charge and the product of accounting
profit/(loss) multiplied by the applicable tax rate for the year ended 31
December 2024.
Year ended 31 December 2024 Year ended 31 December 2023
Revenue Capital Total Revenue Capital Total
€'000 €'000 €'000 €'000 €'000 €'000
Net result before taxation 13,955 (8,744) 5,211 14,506 (108,394) (93,888)
Theoretical tax at UK corporation tax rate of 25% (2023: Blended rate of 3,489 (2,186) 1,303 3,413 (25,495) (22,082)
23.52% - 19% to 1 April 2023 and
25% from 1 April 2023)
Effect of:
Losses where no deferred taxes have been recognised - 1,590 1,590 - 13,535 13,535
Impact of different tax rates on foreign jurisdictions (234) 426 192 (1,460) (1,855) (3,315)
Expenses that are not deductible/ income that is not taxable (932) 1,423 491 459 401 860
Other adjustments (648) - (648) - - -
Impact of UK interest distributions from the Investment Trust (747) - (747) (1,085) - (1,085)
Total taxation on return 928 1,253 2,181 1,327 (13,414) (12,087)
(b) Tax in the Group Balance Sheet
2024 2023
€'000 €'000
Deferred tax assets:
On overseas tax losses 3,036 4,740
On other temporary differences 108 156
Total taxation on return 3,144 4,896
2024 2023
€'000 €'000
Deferred tax assets:
Deferred tax assets non-current 2,941 4,896
Deferred tax assets current - arising on investment properties held for sale 203 -
Total taxation on return 3,144 4,896
2024 2023
€'000 €'000
Deferred tax liabilities:
Differences between tax and derivative valuation 53 422
Differences between tax and property valuation 10,700 11,312
Total taxation on return 10,753 11,734
2024 2023
€'000 €'000
Deferred tax liabilities:
Deferred tax liabilities non-current 6,725 11,734
Deferred tax liabilities current - arising on investment properties held for 4,028 -
sale
Total taxation on return 10,753 11,734
There was no change of the Corporate tax rate in 2024 (2023: increase from 19%
to 25% on 1 April 2023). No deferred tax asset has been recognised (2023: nil)
on estimated UK tax losses.
The Group has subsidiaries in France, Germany, Netherlands, Poland and Spain.
There are no changes to tax rates in each country expected to have a material
impact on the Group.
Tax losses for which deferred tax asset was recognised expire as follows:
2024 2023
Tax losses carried forward Tax losses carried forward
€'000 Deferred tax asset Expiry date €'000 Deferred tax asset Expiry date
€'000 €'000
Expire 791 150 2025-2027 2,645 563 2024-2027
Never expire 14,425 2,886 - 16,828 4,177 -
Total 15,216 3,036 19,473 4,740
6. Dividends
Year ended 31 December 2024 Year ended 31 December 2023
€'000 €'000
2023 Fourth interim dividend not declared/paid (2022 Fourth Interim: 1.41c - 5,812
/1.20p)
2024 First interim dividend of 1.41c/1.21p per Share paid 5 July 2024 5,812 5,812
(2023 First interim: 1.41c /1.23p)
2024 Second interim dividend of 0.90c/0.77p per Share paid 27 September 2024 3,710 5,812
(2023 Second interim: 1.41c/1.22p)
2024 Third interim dividend of 1.05c/0.87p per Share paid 31 December 2024 4,328 5,812
(2023 Third interim: 1.41c/1.23p)
Total Dividends Paid 13,850 23,248
A fourth interim dividend for 2024 of 0.97c/0.81p per share was paid on 31
March 2025 to Shareholders on the register on 28 February 2025. Although this
payment relates to the year ended 31 December 2024, under IFRS it will be
accounted for in the year in which it has been paid.
7. Earnings per share (Basic and Diluted)
Year ended 31 December 2024 Year ended 31 December 2023
Revenue net return attributable to Ordinary shareholders (€'000) 13,027 13,179
Weighted average number of shares in issue during the year 412,174,356 412,174,356
Total revenue return per ordinary share 3.1¢ 3.2¢
Capital return attributable to Ordinary shareholders (€'000) (9,997) (94,980)
Weighted average number of shares in issue during the year 412,174,356 412,174,356
Total capital return per ordinary share (2.4¢) (23.0¢)
Total return per ordinary share 0.7¢ (19.8¢)
Earnings per share is calculated on the revenue and capital loss for the year
(before other comprehensive income) and is calculated using the weighted
average number of shares in the year of 412,174,356 shares (2023: 412,174,356
shares).
8. Net asset value per share
2024 2023
Net assets attributable to shareholders (€'000) 374,108 384,928
Number of shares in issue at 31 December 412,174,356 412,174,356
Net asset value per share 90.8¢ 93.4¢
9. Investment properties
2024 2023
€'000 €'000
Opening carrying value 636,187 776,616
Acquisition costs, disposal costs and capital expenditure 31 329
Proceeds from disposal of investment property (15,700) (18,500)
Realised gain on disposal 265 133
Right of use asset reassessment 429 1,988
Decrease in leasehold liability (379) (272)
Valuation losses (6,915) (106,935)
Movements in lease incentives 1,010 328
Movements in investment properties held for sale (117,609) (17,500)
Total carrying value at 31 December 497,319 636,187
Movements in investment property held for sale can be analysed as follows:
2024 2023
€'000 €'000
Opening carrying value 17,500 -
Transfer to investment property held for sale 117,609 17,500
Disposal of investment property held for sale (17,500) -
Disposal costs 230 -
Realised loss on disposal (230) -
Total carrying value at 31 December 117,609 17,500
On 25 March 2024 the Company announced the sale of its Meung-Sur-Loire
warehouse in France for €17,500,000 which generated a realised loss on
disposal of €230,000. On 2 December 2024 the Company announced the sale of
the warehouse in Oss in the Netherlands for €15,700,000 which generated a
realised gain on disposal of €265,000.
The properties in Poland and two properties in Spain were classified as held
for sale as at 31 December 2024 and were valued at €117.6m. The Spanish
assets were disposed of on 22 January 2025. See note 25 for details.
Valuation methodology
The Investment Manager appoints a suitable valuer (such appointment is
reviewed on a periodic basis) to undertake a valuation of all the direct real
estate investments on a quarterly basis. The valuation is undertaken in
accordance with the RICS Valuation - Global Standards ('Red Book Global
Standards') effective from 31 January 2022, published by the Royal Institution
of Chartered Surveyors.
Valuations were performed by Savills (2023: Savills), an accredited
independent valuer with a recognised and relevant professional qualification.
The valuer has sufficient current local and national knowledge of the
particular property markets involved and has the skills and understanding to
undertake the valuations competently.
The Investment Manager meets with the valuer on a quarterly basis to ensure
the valuer is aware of all relevant information for the valuation and any
change in the investments over the quarter. The Investment Manager then
reviews and discusses draft valuations with the valuer to ensure correct
factual assumptions are made prior to the valuer issuing a final valuation
report. Where known, the property valuer takes account of deleterious
materials included in the construction of the investment properties in
arriving at its estimate of fair value when the Investment Manager advises of
the presence of such materials. The majority of the leases are on a full
repairing and insurance basis and as such the Group is not liable for costs in
respect of repairs or maintenance to its investment properties.
The fair value of investment property is determined using either the
discounted cash flow or traditional method. Choice of methodology for a
particular jurisdiction is determined by the valuers independently, based on
local market practices. Both valuation methodologies are in accordance with
RICS guidelines and used in determining the fair value of investment
properties.
Discounted cash flow methodology is based on the future annual net cash flow
over a hold period of 10 years. The calculation of fair value using this
method includes:
. Present value of the cashflow generated through the future net operating
income from the investment property over the hold period.
. Present value of the exit value (sale price) at the end of the 10-year
hold period.
The rate used to calculate the present value of cashflow is the Discount Rate.
The rate used to calculate the exit value at the end of hold period is called
the Capitalisation Rate (exit cap rate). Fair value is calculated using rates
that the valuer considers appropriate for the specific investment property.
The traditional method requires an assessment of rental value (the market
rent) and a market-based yield. The yield can be simply defined as the annual
return on investment expressed as a percentage of capital value. The
traditional method can reflect income streams which are under-rented and
over-rented by incorporating risk within the yield choice (i.e., an all risks
yield) and by structuring the calculation appropriately, for example a term
and reversion for under-rented income streams and a hardcore and top-slice for
over-rented income streams. This will require the valuer to reflect risk in
each element of the calculation, e.g., increasing the yield above the market
in the top-slice to reflect the added risk of an above market rent being paid
for a specified period, or reducing the yield in the term to reflect that a
below market rent is being paid until the reversion is due. These
'traditional' approaches are typically referred to as being growth implicit,
meaning that rental growth is built into the choice of yield and not
explicitly modelled within the calculation.
As at 31 December 2024 and 31 December 2023 the German, French, Polish and
Spanish assets were valued using the discounted cash flow method, and
Netherlands properties using the traditional method. The fair value of
investment properties amounted to €593,991,000 (2023: €633,806,000).
The difference between the fair value and the value per the Consolidated
Balance Sheet for Investment properties and Investment properties held for
sale at 31 December 2024 consists of adjustments for lease incentive assets
and the Den Hoorn lease liability separately recognised in the balance sheet
of €3,462,000 and €24,399,000 respectively (2023: €4,472,000 and
€24,353,000). Further details of the Den Hoorn lease are disclosed in note
12.
The following disclosure is provided in relation to the adoption of IFRS 13
Fair Value Measurement. All properties are deemed Level 3 for the purposes of
fair value measurement and the current use of each property is considered the
highest and best use.
Country and sector Fair value Fair value Range (weighted average) Range (weighted average)
2024 2023 Valuation techniques Key Unobservable inputs 2024 2023
€'000 €'000
Netherlands - Logistics 173,200 191,700 Traditional Method ERV €609,052 - €3,695,185 €578,180 - €3,242,079
(€2,542,168) (€2,192,655)
Equivalent yield 5.00% - 6.25% (5.57%) 4.58% - 5.65% (4.98%)
Germany - Logistics 59,300 63,200 Discounted Cash Flow Capitalisation rate 4.50% - 4.70% (4.62%) 4.60% - 4.65% (4.63%)
Discount rate 6.00% - 6.20% (6.08%) 5.60% - 6.10% (5.80%)
ERV €1,481,502 - €2,016,994 €1,486,034 - €2,088,971
(€1,799,366) (€1,849,513)
France - Logistics 77,345 99,380 Discounted Cash Flow Capitalisation rate 4.95% - 5.00% (4.96%) 4.50% - 5.25% (4.75%)
Discount rate 6.45% - 7.05% (6.57%) 6.00% - 8.00% (6.45%)
ERV €430,900 - €2,590,707 €430,900 - €2,590,794
(€1,826,559) (€1,704,072)
Poland - Logistics 88,890 90,390 Discounted Cash Flow Capitalisation rate 6.40% - 6.65% (6.54%) 6.10% - 6.50% (6.28%)
Discount rate 7.60% - 8.00% (7.74%) 7.65% - 8.05% (7.80%)
ERV €1,867,527 - €2,186,059 €1,843,811 - €2,099,948
(€2,006,817) (€1,955,779)
Spain - Logistics 195,256 189,136 Discounted Cash Flow Capitalisation rate 4.75% - 5.25% (4.97%) 4.75% - 5.00% (4.89%)
Discount rate 6.50% - 7.50% (6.87%) 6.25% - 7.50% (6.78%)
ERV €486,749 - €2,568,852 €486,749 - €2,568,852
(€1,549,050) (€1,546,589)
Sensitivity analysis
The table below presents the sensitivity of the valuation to changes in the
most significant assumptions underlying the valuation of investment property.
All non-current assets other than financial instruments, deferred tax assets
and trade receivables are non-UK based.
Effect on valuation Effect on valuation
Country and sector Assumption Movement 2024 2023
€'000 €'000
Equivalent Yield +50 basis points Equivalent Yield (14,800) (32,613)
Netherlands - Logistics (2023: +100 basis points Equivalent Yield)
-50 basis points Equivalent Yield 17,600 49,116
(2023: -100 basis points Equivalent Yield)
ERV -5% ERV (2023: -10% ERV) (6,600) (14,444)
+5% ERV (2023: +10% ERV) 6,600 14,571
Capitalisation +50 basis points (2023: +100 basis points) (23,295) (46,886)
Germany - Logistics France - Logistics Poland - Logistics Spain - Logistics
-50 basis points (2023: -100 basis points) 28,409 70,530
Discount +50 basis points (2023: +100 basis points) (15,507) (32,213)
-50 basis points (2023: -100 basis points) 16,267 35,405
ERV -5% ERV (2023: -10% ERV) (13,288) (25,854)
+5% ERV (2023: +10% ERV) 13,206 22,978
Due to the observed reduction in the pace of decline in investment property
valuations during 2024, attributed to improved market conditions, sensitivity
analysis for 2024 has been conducted based on 50 basis points variation in
capitalisation and discount rates and 5% variation in ERV. This analysis aims
to provide a more accurate reflection of the current market environment and
its potential impact on property valuations.
10.Trade and other receivables
2024 2023
€'000 €'000
Trade debtors 9,748 11,197
Bad debt provisions (573) (1,821)
Lease incentives 3,462 4,472
Deposit on sale of Investment properties held with notary 2,970 -
Tax receivables 930 562
VAT receivable 455 270
Other receivables 6 2
Total receivables 16,998 14,682
Lease incentives include accrued income resulting from the spreading of lease
incentives and/or minimum lease payments over the term of the lease. A
proportion of this balance relates to periods over 12 months.
The ageing of trade debtors is as follows:
2024 2023
€'000 €'000
Less than 6 months 8,523 9,433
Between 6 & 12 months 79 1,493
Over 12 months 1,146 271
Total receivables 9,748 11,197
11. Cash and cash equivalents
2024 2023
€'000 €'000
Cash at bank 25,011 18,061
Total cash and cash equivalents 25,011 18,061
12. Leasehold liability
2024 2023
€'000 €'000
Maturity analysis - contractual undiscounted cash flows
Less than one year 682 659
One to two years 682 659
Two to three years 682 659
Three to four years 682 659
Four to five years 682 659
More than five years 25,900 26,218
Total undiscounted lease liabilities 29,310 29,513
2024 2023
€'000 €'000
Lease liability included in the statement of financial position
Current 682 659
Non - Current 23,717 23,694
Total lease liability included in the statement of financial position 24,399 24,353
On 15 January 2020 the Group acquired a logistics warehouse in Den Hoorn. The
property is located on land owned by the local municipality and leased to the
Group on a perpetual basis. The Group reserves the option to acquire the
freehold ownership on 1 July 2044 for the total sum of €15,983,000. The
annual ground lease payments amount to €682,000 per annum (2023: €659,000
per annum), the present value of these future payments (assuming the option to
acquire the freehold is exercised) being €24,399,000 as at 31 December 2024.
13.Trade and other payables
2024 2023
€'000 €'000
Trade payables 2,496 4,729
Tenant deposits 3,759 4,008
Rental income received in advance 3,912 3,994
Deposit on sale of Investment properties 2,970 -
Accruals 869 1,681
VAT payable 743 1,172
Management fee payable 573 729
Accrued acquisition and development costs - 40
Total payables 15,322 16,353
14.Bank loans
2024 2023
€'000 €'000
Bank borrowing drawn 235,700 259,462
Loan issue costs paid (6,384) (6,384)
Accumulated amortisation of loan issue costs 5,224 3,446
Remeasurement of loan liability 2,075 -
Total bank loans 236,615 256,524
Following the announcement of the managed wind-down the Group intends to repay
a number of loans prior to maturity. The amortised cost of bank loans was
therefore remeasured and any unamortised balance of loan issue cost was fully
amortised as at 31 December 2024.
2024 2023
€'000 €'000
Maturity less than 1 year 140,300 -
Maturity above 1 year 96,315 256,524
Total receivables 236,615 256,524
The above loans are secured on the following properties on a non-recourse
basis.
Fixed interest rate (including margin)
Country Property Lender Loan (€'000) Start date End date
Germany Erlensee DZ Hyp 17,800 20/02/2019 31/01/2029 1.62%
Germany Flörsheim DZ Hyp 12,400 18/02/2019 30/01/2026 1.54%
France Avignon BayernLB 22,000 12/02/2019 12/02/2026 1.57%
Netherlands Ede + Waddinxveen Berlin Hyp 34,300 06/06/2019 06/06/2025 1.35%
Netherlands 's Heerenberg Berlin Hyp 11,000 27/06/2019 27/06/2025 1.10%
Netherlands Den Hoorn + Zeewolde Berlin Hyp 43,200 15/01/2020 14/01/2028 1.38%
Spain Madrid Gavilanes 4 + Madrid Coslada + Barcelona ING Bank 51,000 26/09/2022 26/09/2025 3.05%
Spain Madrid Gavilanes 1 + 2 + 3 ING Bank 44,000 07/07/2022 07/07/2025 2.72%
235,700 2.02%
The difference of €915,000 between the above table and figures presented in
the consolidated balance sheet consists of loan break costs of lender DZ Hyp
calculated from expected payment date to loan expiry date (2023: nil) and
recognised as remeasurement of bank loans, following the managed wind-down
plan.
Reconciliation of movements of liabilities to cash flows arising from
financing activities.
Bank borrowings Bank interest Financial Derivatives
€'000 €'000 €'000 Total
€'000
Balance at 1 January 2024 256,524 16 1,690 258,230
Cash flow from financing activities:
Bank loans interest repaid - (5,134) - (5,134)
Bank loans repaid (23,762) - - (23,762)
Non-cash movement:
Amortisation of capitalised borrowing costs 1,778 - - 1,778
Remeasurement of loan liability 2,075 - - 2,075
Termination of derivative financial instruments - - (13) (13)
Changes in fair value of financial instruments - - (1,311) (1,311)
Change in creditors for loan interest payable - 5,143 - 5,143
Balance at 31 December 2024 236,615 25 366 237,006
Bank borrowings Bank interest Financial Derivatives
€'000 €'000 €'000 Total
€'000
Balance at 1 January 2023 265,532 - 3,709 269,241
Cash flow from financing activities:
Bank loans interest repaid - (5,202) - (5,202)
Bank loans repaid (10,808) - - (10,808)
Non-cash movement:
Amortisation of capitalised borrowing costs 2,129 - - 2,129
Capitalised borrowing costs (329) - - (329)
Termination of derivative financial instruments - - (313) (313)
Changes in fair value of financial instruments - - (1,706) (1,706)
Change in creditors for loan interest payable - 5,218 - 5,218
Balance at 31 December 2023 256,524 16 1,690 258,230
15.Derivative financial instruments
2024 2023
€'000 €'000
Interest rate swap 366 1,690
366 1,690
During the 2022 financial year ASELI Leon B.V entered into an agreement with
ING Bank N.V for a loan facility of €25.35 million at an interest rate
payable of EURIBOR plus 1.9%. In order to mitigate the interest rate risk, it
entered a fixed floating interest rate swap for the notional amount of
€23.52 million against an all-in fixed rate of 3.05% over the three year
loan term expiring September 2025. The remaining €1.83 million drawn on the
loan facility was capped at all-in fixed rate of 4.15%. Following repayment of
the loan in amount of €10.81 million on 3 May 2023, the company terminated
€8.98 million of interest rate swaps and €1.83 million cap realising a
gain on termination of €313,000.
The notional amount of fixed floating interest rate swap amounts to €14.54
million as at 31 December 2024.
AELI Madrid Logistics 1 S.L.U has an agreement with ING Bank N.V for a loan
facility of €44 million at an interest rate payable of EURIBOR plus 1.15%.
In order to mitigate the interest rate risk, it entered a fixed floating
interest rate swap for the notional amount of €40 million against an all-in
fixed rate of 2.57% over the three year loan term expiring July 2025.The
remaining €4 million drawn on the loan facility is capped at all-in fixed
rate of 4.15%. The notional amount of fixed floating interest rate swap
amounts to €40 million and cap to €4 million as at 31 December 2024.
AELI Madrid Logistics 2 S.L.U has an agreement with ING Bank N.V for a loan
facility of €39.3 million at an interest rate payable of EURIBOR plus 1.15%.
In order to mitigate the interest rate risk, it entered a fixed floating
interest rate swap for the notional amount of €36.5 million against an
all-in fixed rate of 3.05% over the three year loan term expiring September
2025. The remaining €2.8 million drawn on the loan facility is capped at
all-in fixed rate of 4.15%. On 10 July 2024 the Company repaid the loan of
€2.86 million. Following repayment of the loan, the company terminated
€2.86 million of interest rate swaps realising a gain on termination of
€13,000. The notional amount of fixed floating interest rate swap amounts to
€36.4 million as at 31 December 2024.
16.Share capital
2024 2023
€'000 €'000
Opening balance 4,717 4,717
Balance as at 31 December 4,717 4,717
Ordinary shareholders participate in all general meetings of the Company on
the basis of one vote for each share held.
Each Ordinary share has equal rights to dividends and equal rights to
participate in a distribution arising from a winding up of the Company. The
Ordinary shares are not redeemable.
The number of Ordinary shares authorised, issued and fully paid at 31 December
2024 was 412,174,356 (2023: 412,174,356).
The nominal value of each share is £0.01.
17. Share premium
2024 2023
€'000 €'000
Opening balance 269,546 269,546
Cancellation of share premium (269,546) -
Balance as at 31 December - 269,546
On 6 November 2024 the Board of the Company announced details of its proposal
to implement a B Share mechanism to facilitate the return of capital to
Shareholders as part of the managed wind-down. The Board believes that one of
the fairest and most efficient ways of returning substantial amounts of cash
to Shareholders is by means of a bonus issue of redeemable B Shares (with a
nominal value of one penny each) which would then be immediately redeemed by
the Company in consideration for a cash payment equal to the amount treated as
paid up on the issue of the B Shares. The use of B Shares will enable the
Company to return capital on a strictly pro rata basis, ensuring that no
individual Shareholder or group of Shareholders is disadvantaged. B Shares
will be issued to Shareholders (at no cost to Shareholders) pro rata to their
holdings of Ordinary Shares at the time of issue of the B Shares and, shortly
thereafter, redeemed and cancelled in accordance with their terms for an
amount not exceeding the amount treated as paid up on the issue of the B
Shares. The Company will not allot any fractions of B Shares, and the
entitlement of each Shareholder will be rounded down to the nearest whole B
Share.
On 23 July 2024 shareholders approved in General Meeting the cancellation of
the amount standing to the credit of the Company's Share Premium account.
Subsequently, on 24 September 2024, the Court issued a sealed order confirming
the proposal to cancel the Share Premium account and the cancellation
certificate was registered at Companies House on 26 September 2024.
The implementation of B Shares mechanism was approved by the Shareholders on
22 November 2024. As of result the Share Premium of the Company was cancelled
and its balance was moved to Special Distributable Reserve II.
18.Special distributable reserve
Special distributable reserve
2024 2023
€'000 €'000
Opening balance 152,099 164,851
Dividends paid (7,083) (12,752)
Balance as at 31 December 145,016 152,099
At a General Meeting held on 8 November 2017, a special resolution was passed
authorising, conditional on the issue of Ordinary shares by the Company, the
amount standing to the credit of the share premium account of the Company
following issue to be cancelled. In order to cancel the Share Premium account
the Company was required to obtain a Court Order, which was received on 13
March 2018. A Statement of Capital form was lodged at Companies House with a
copy of the Court Order on 16 March 2018. With effect from that date the
amount of the share premium account cancelled was credited as a Special
Distributable Reserve in the Company's books of account. Further details of
the dividends paid from the special distributable reserve are provided in note
7 of the parent company accounts.
Special distributable reserve II
2024 2023
€'000 €'000
Opening balance - -
Cancellation of share premium 269,546 -
Balance as at 31 December 269,546 -
Due to the implementation of B Shares mechanism, approved by the Shareholders
on 22 November 2024, the Share Premium of the Company was cancelled and its
balance was moved to Special Distributable Reserve II.
19.Capital reserves
Realised capital Unrealised gains/(losses) Total capital
reserve €'000 reserve
€'000 €'000
Opening balance 2,951 (67,151) (64,200)
Deferred taxation - (771) (771)
Change in fair value of investments (8,629) 2,345 (6,284)
Gains on disposal of investment properties 35 - 35
Taxation on disposal of investment properties (482) - (482)
Early repayment cost due to remeasurement of loan liability (915) - (915)
Movement in fair value gains on derivative financial instruments - (1,311) (1,311)
Gains arising from the derecognition of derivative financial instruments 13 - 13
Currency losses during the year - (282) (282)
Balance as at 31 December 2024 (7,027) (67,170) (74,197)
Realised capital Unrealised gains/(losses) Total capital
reserve €'000 reserve
€'000 €'000
Opening balance (2) 30,782 30,780
Deferred taxation 1,124 12,730 13,854
Change in fair value of investments 1,933 (108,811) (106,878)
Gains on disposal of investment properties 133 - 133
Taxation on disposal of investment properties (440) - (440)
Early loan repayments costs (110) - (110)
Movement in fair value gains on derivative financial instruments - (1,706) (1,706)
Gains arising from the derecognition of derivative financial instruments 313 - 313
Currency losses during the year - (146) (146)
Balance as at 31 December 2023 2,951 (67,151) (64,200)
20.Operating segments
The Group's reportable segments are the geographical areas in which it
operates. These operating segments reflect the components of the Group that
are regularly reviewed to allocate resources and assess performance.
Parent Company
2024 Netherlands Poland Germany Spain France €'000 Total
€'000 €'000 €'000 €'000 €'000 €'000
Total assets 210,000 95,012 61,499 205,141 84,439 5,106 661,197
Total liabilities 118,644 5,759 33,061 101,749 27,034 842 287,089
Total comprehensive return for the year (revenue) 4,617 1,642 1,093 (2,362) 1,270 6,767 13,027
Total Comprehensive return for the year (capital) (3,750) (1,334) (4,281) 4,037 (4,388) (281) (9,997)
Included in total comprehensive income
Change in fair value of investment properties (3,270) (1,250) (3,909) 6,220 (4,075) - (6,284)
Rental income 12,062 5,368 3,296 7,038 3,735 - 31,499
2023 Parent Company
Netherlands Poland Germany Spain France €'000 Total
€'000 €'000 €'000 €'000 €'000 €'000
Total assets 224,723 94,759 64,670 198,564 108,816 2,360 693,892
Total liabilities 128,459 5,832 33,044 100,070 40,107 1,452 308,964
Total comprehensive return for the year (revenue) 3,588 1,623 182 (2,568) 197 10,157 13,179
Total Comprehensive return for the year (capital) (28,319) (2,126) (4,319) (54,376) (6,031) 191 (94,980)
Included in total comprehensive income
Change in fair value of investment properties (36,416) (2,892) (4,913) (54,187) (8,470) - (106,878)
Rental income 11,808 5,068 3,242 9,259 4,058 - 33,435
21.Financial instruments and investment properties
Fair value hierarchy
IFRS 13 requires the Group to classify its financial instruments held at fair
value using a hierarchy that reflects the significance of the inputs used in
the valuation methodologies. These are as follows:
Level 1 - quoted prices in active markets for identical investments;
Level 2 - other significant observable inputs (including quoted prices for
similar investments, interest rates, prepayments, credit risk, etc.); and
Level 3 - significant unobservable inputs.
The following table shows an analysis of the fair values of investment
properties recognised in the balance sheet by level of the fair value
hierarchy:
Level 1 Level 2 Level 3 Total fair value
31 December 2024 €'000 €'000 €'000 €'000
Investment properties - - 497,319 497,319
Investment properties held for sale - - 117,609 117,609
Level 1 Level 2 Level 3 Total fair value
31 December 2023 €'000 €'000 €'000 €'000
Investment properties - - 636,187 636,187
Investment properties held for sale - - 17,500 17,500
The lowest level of input is the underlying yields on each property which is
an input not based on observable market data.
Level 1 Level 2 Level 3 Total fair value
31 December 2024 €'000 €'000 €'000 €'000
Derivative financial asset - 366 - 366
Level 1 Level 2 Level 3 Total fair value
31 December 2023 €'000 €'000 €'000 €'000
Derivative financial asset - 1,690 - 1,690
The lowest level of input is EUR:GBP exchange rate for forward foreign
currency contracts. The lowest level of inputs for Interest rate SWAPs and
Caps are current market interest rates and yield curve over the remaining term
of the instrument.
Level 1 Level 2 Level 3 Total fair value
31 December 2024 €'000 €'000 €'000 €'000
Bank loans - 235,580 - 235,580
Level 1 Level 2 Level 3 Total fair value
31 December 2023 €'000 €'000 €'000 €'000
Bank loans - 253,667 - 253,667
Bank loans are measured at amortised cost. The fair value is estimated using
discounted cash flows with the current interest rates and yield curve
applicable to each loan. As at 31 December 2024 the estimated fair value of
the Group's bank loans is €235,580,000 (2023: €253,667,000). The amortised
cost is €236,615,000 (2023: €256,524,000). These amounts include repayment
penalties payable on expected early settlement of loans due to the managed
wind-down.
22. Risk management
The Group's financial instruments comprise securities and other investments,
cash balances, loans and debtors and creditors that arise directly from its
operations; for example, in respect of sales and purchases awaiting
settlement, and debtors for accrued income. The Group also has the ability to
enter into derivative transactions in the form of forward foreign currency
contracts, futures and options, for the purpose of managing currency and
market risks arising from the Group's activities. The Group also has the
ability to enter into derivative transactions to hedge against fluctuations in
the cost of borrowing as a result of changes in interest rates.
The main risks the Group faces from its financial instruments are (a) market
price risk (comprising of (i) interest rate risk, (ii) foreign currency risk
and (iii) other price risk), (b) liquidity risk and (c) credit risk.
(a) Market price risk
The fair value or future cash flows of a financial instrument held by the
Group may fluctuate because of changes in market prices. This market risk
comprises three elements - interest rate risk, foreign currency risk and other
price risk.
(i) Market risk arising from interest rate risk
Interest rate movements may affect the level of income receivable on cash
deposits. The possible effects on fair value and cash flows that could arise
as a result of changes in interest rates are taken into account when making
investment and borrowing decisions.
Interest risk profile
The interest rate risk profile of the portfolio of financial assets and
liabilities at the year end were as follows:
Interest Local currency Foreign exchange Euro equivalent
As at 31 December 2024 rate '000 rate €'000
%
Assets:
Euro 3.00 20,510 1.00 20,510
Pound Sterling 4.75 3,471 0.83 4,182
Polish Zloty 5.25 1,344 4.27 319
Total 25,011
Interest Local currency Foreign exchange Euro equivalent
As at 31 December 2023 rate '000 rate €'000
%
Assets:
Euro 4.00 17,457 1.00 17,457
Pound Sterling 5.25 180 0.87 207
Polish Zloty 5.25 1,723 4.35 397
Total 18,061
The floating rate assets consist of cash deposits on call earning interest at
prevailing market rates.
An increase of 100bps in interest rates as at the reporting date would have
increased the reported profit and equity shareholders' funds by €250,110
(2023: €180,610). Other Comprehensive Income and Capital Reserves would have
been €589,387 (2023: €1,253,958) higher as a result of an increase in the
fair value of the derivative designated as interest rate swaps and €7,597
(2023: €63,684) higher as a result of an increase in the fair value of the
derivative designated as interest rate caps on floating rate borrowings.
A decrease of 100bps in interest rates would have reduced the reported profit
and equity shareholders' funds by €250,110 (2023: €180,610). Other
Comprehensive Income and the Capital Reserve would have been €589,387 (2023:
€1,253,952) lower as a result of a decrease in the fair value of the
derivative designated as interest rate swaps and €572 (2023: €29,261)
lower as a result of a decrease in the fair value of the derivative designated
as interest rate caps on floating rate borrowings.
Other financial assets and liabilities (e.g. debtors, creditors) are not
subject to interest rate risk. The rates of interest on the bank loans are
fixed or hedged until the end of their term hence not subject to any interest
rate risk. Further details are disclosed in note 15.
(ii) Market risk arising from foreign currency risk
The income and capital value of the Groups investments and liabilities can be
affected by exchange rate movements as some of the Group's assets and income
are denominated in currencies other than Euro which is the Group's reporting
currency.
The revenue account is subject to currency fluctuation arising from overseas
income.
Foreign currency risk profile
Foreign currency risk exposure by currency of denomination:
Net monetary Total currency
As at 31 December 2024 exposure exposure
€'000 €'000
Pound Sterling 3,704 3,704
Złoty 319 319
Total foreign currency 4,023 4,023
Euro (244,843) (244,843)
Total (240,820) (240,820)
Net monetary Total currency
As at 31 December 2023 exposure exposure
€'000 €'000
Pound Sterling (680) (680)
Złoty 397 397
Total foreign currency (283) (283)
Euro (268,476) (268,476)
Total (268,759) (268,759)
The asset allocation between specific markets can vary from time to time based
on the Investment Manager's opinion of the attractiveness of the individual
markets.
Foreign currency sensitivity
The following table details the Group's sensitivity to a 10% increase and
decrease in Sterling and Polish Zloty against the Euro and the resultant
impact that any such increase or decrease would have on net return before tax
and equity shareholders' funds. The sensitivity analysis includes only
outstanding foreign currency denominated monetary items and adjusts their
translation at the year end for a 10% change in foreign.
As at 31 December 2024 As at 31 December 2023
€'000 €'000
Polish Złoty 32 40
Pound Sterling 370 (68)
(iii)
Market risk arising from other price risk
Other price risks (i.e. changes in market prices other than those arising from
interest rate or currency risk) may affect the value of the quoted
investments. The carrying amount for financial assets approximates to the fair
value of trade and other receivables (note 10) and trade and other payables
(note 13).
Other price risk sensitivity
If the investment property valuation fell by 10% at 31 December 2024, the
decrease in total assets and return before tax would be €59m (2023: €63m).
If the investment property valuation rose by 10% at 31 December 2024, the
increase in total assets and return before tax would be €59m (2023: €63m).
Exposures vary throughout the year as a consequence of changes in the net
assets of the Group arising out of the investment property and risk management
processes.
(b) Liquidity risk
This is the risk that the Group will encounter difficulty in meeting
obligations associated with financial liabilities. All creditors are payable
within three months.
The Group's liquidity risk is managed by the Investment Manager placing cash
in liquid deposits and accounts. Liquidity risk is the risk that the Group
will encounter in realising assets or otherwise raising funds to meet
financial commitments and also includes:
The level of dividends and other distributions to be paid by the Group may
fluctuate and there is no guarantee that any such distributions will be paid.
Following the announcement of the managed wind-down and as the Group
progresses with the disposal of properties, its ability to generate income
will diminish. Consequently, the Group has revised its dividend policy to
align with the reduced income levels. Therefore, liquidity risk is not
considered to be significant.
(c) Credit risk
This is the risk of failure of the counterparty to a transaction to discharge
its obligations under that transaction that could result in the Group
suffering a loss.
The risk is not considered significant by the Board, and is managed as
follows:
The Group has acquired a portfolio of European logistics properties and has a
number of leases with tenants. In the event of default by a tenant, the Group
will suffer a rental shortfall and incur additional costs until the property
is re-let, including legal expenses, in maintaining, insuring and re-letting
the property. The Board
receives regular reports on concentrations of risk and any tenants in arrears.
The Investment Manager monitors such reports in order to anticipate and
minimise the impact of defaults by tenants. Cash is held only with reputable
financial institutions with high quality external credit ratings.
None of the Group's financial assets is secured by collateral.
The maximum credit risk exposure as at 31 December 2024 was €38.5m (2023:
€28.3m). This was due to trade receivables and cash as per notes 10 and 11.
All cash is placed with financial institutions with a credit rating of -A or
above. Bankruptcy or insolvency may cause the Group's ability to access cash
placed on deposit to be delayed or limited. Should the credit quality or the
financial position of the financial institutions currently employed
significantly deteriorate, the Investment
Manager would move the cash holdings to another financial institution. There
are no significant concentrations of liquidity risk within the Group.
(d) Taxation and Regulation risks
The Company must comply with the provisions of the Companies Act and, as the
shares are admitted to the closed ended investment funds segment of the
Official List, the Listing Rules and the Disclosure Guidance and Transparency
Rules. A breach of the Companies Act could result in the Company and/or the
Board being fined or being the subject of criminal proceedings. Breach of the
Listing Rules could result in the shares being suspended from listing. Legal
and regulatory changes could occur that may adversely affect the Company. The
Company has obtained UK Investment Trust Company status. The Company must
comply with the provisions of sections 1158 and 1159 of the Corporation Tax
Act 2010 and Part 2 Chapter 1 of Statutory Instruments 2011/2999 to maintain
this status. Breaching these regulations could result in the Company paying UK
Corporation Tax it would otherwise be exempt from, adversely affecting the
Company's ability to pursue its investment objective.
Capital management
The Group considers that capital comprises issued Ordinary shares and
long-term borrowings. The Group's capital is deployed in the acquisition and
management of subsidiaries in line with the Group's original investment
objective, which was to provide a regular and attractive level of income
return together with the potential for long-term income and capital growth
from investing in high quality European logistics real estate. The following
investment limits and restrictions apply to the Group and its business which,
where appropriate, are measured at the time of investment and once the Group
is fully invested:
. the Group will only invest in assets located in Europe;
. no more than 50 per cent. of Gross Assets will be concentrated in a
single country;
. no single asset may represent more than 20 per cent. of Gross Assets;
. forward funded commitments will be wholly or predominantly pre-let and
the Group's overall exposure to forward funded commitments will be limited to
20 per cent. of Gross Assets;
. the Group's maximum exposure to any single developer will be limited to
20 per cent. of Gross Assets;
. the Group will not invest in other closed-ended investment companies;
. the Group may only invest in assets with tenants which have been
classified by the Investment Manager's investment process as having strong
financial covenants; and
. no single tenant will represent more than 20 per cent. of the Group's
annual gross income measured annually.
Following the approval of the managed wind-down plan and revised Investment
Policy, the Group's primary use of cash is to maintain sufficient liquidity
for operations, repay debt as it falls due, and return surplus cash to
Shareholders. The Group may from time to time have surplus cash (for example,
following the disposal of an investment). Pending return to Shareholders, it
is expected that any surplus cash will be temporarily invested in cash
equivalents, money market instruments, bonds, commercial paper or other debt
obligations with financial institutions or other counterparties having a
single -A (or equivalent) or higher credit rating as determined by an
internationally recognised rating agency; or ''government and public
securities'' as defined for the purposes of the FCA rules.
The Group monitors capital primarily through regular financial reporting and
also through a gearing policy. The Group used gearing to improve shareholder
returns. Debt is typically secured at the asset level and potentially at the
Group level with or without a charge over some or all of the Group's assets,
depending on the optimal structure for the Group and having consideration to
key metrics including lender diversity, cost of debt, debt type and maturity
profiles. Borrowings is typically non-recourse and secured against individual
assets or groups of assets and the aggregate borrowings at asset level will
always be subject to an absolute maximum, calculated at the time of drawdown
for a property purchase, of 50 per cent. of Gross Assets. Where borrowings are
secured against a group of assets, such group of assets shall not exceed 25
per cent. of Gross Assets in order to ensure that investment risk remains
suitably spread. The Board has established gearing guidelines for the
Investment Manager in order to maintain an appropriate level and structure of
gearing within the parameters set out above. Under these guidelines, aggregate
borrowings at asset level are expected to be at or around 35 per cent. of
gross assets. The Board will keep the level of borrowings under review and the
aggregate borrowings will always be subject to the absolute maximum set at the
time of the Group's launch, calculated at the time of drawdown for a property
purchase, of 50 per cent of Gross Assets. The carrying value of the Groups
bank borrowings as at 31 December 2024, excluding any early repayment penalty
costs, was €235,700,000 (2023: €259,462,000).
Contractual undiscounted maturities
All financial liabilities presented as current are payable within 3 months.
The analysis of financial liabilities is below:
Within 1 year 1-2 years 2-5 years Over 5 years Total
As at 31 December 2024 €'000 €'000 €'000 €'000 €'000
Bank loans 143,764 35,523 62,955 - 242,242
Lease liability 682 682 2,046 25,900 29,310
Trade liabilities 15,322 - - - 15,322
Total 159,768 36,205 65,001 25,900 286,874
Within 1 year 1-2 years 2-5 years Over 5 years Total
As at 31 December 2023 €'000 €'000 €'000 €'000 €'000
Bank loans 5,182 156,823 90,759 17,824 270,588
Lease liability 659 659 1,977 26,218 29,513
Trade liabilities 16,353 - - - 16,353
Total 22,194 157,482 92,736 44,042 316,454
23.Related party transactions
The Company's Alternative Investment Fund Manager ('AIFM') throughout the year
was abrdn Fund Managers Limited ("aFML"). Under the terms of a Management
Agreement dated 17 November 2017 the AIFM is appointed to provide investment
management services, risk management services and general administrative
services including acting as the Company Secretary.
Under the terms of the agreement portfolio management services are delegated
by aFML to abrdn Investments Ireland Limited ('aIIL'). Effective 1 August 2024
the Company has paid lower management fees at the rate of 0.5% (reduced from
0.75%) and additional disposal fees between 0.65% and 0.75% depending on the
net disposal proceeds realised on sale of investment properties. In addition,
with effect from 23 July 2024, the Management Agreement became terminable by
the Company or aFML on not less than three months' notice with such notice not
to be served before 31 March 2025. The total management fees charged to the
Consolidated Statement of Comprehensive Income during the year were
€2,508,000 (2023: €3,193,000), of which €573,000 (2023: €729,000) were
payable at the year end. Under the terms of a Global Secretarial Agreement
between aFML and abrdn Holdings Limited ('aHL'), company secretarial services
are provided to the Company by aHL. There are no separate fees payable by the
Company to aHL for these services.
A promotional and marketing budget fee of £114,000 (2023: £214,000) was
approved for 2024/2025 at the July 2024 Board meeting which is payable to
abrdn Investment Management Limited ('aIML'). As at 31 December 2024 £96,418
was payable (31 December 2023: £214,000).
The remuneration of Directors is detailed below. Further details on the
Directors can be found on pages 58 to 60 of the published Annual Report and
financial statements for the year ended 31 December 2024.
2024 2023
€'000 €'000
Tony Roper 66 62
Caroline Gulliver 51 49
John Heawood 43 41
Diane Wilde 20 41
Balance as at 31 December 180 193
Please note the above figures are all Euro, while those in the Directors'
Remuneration Report are stated in GBP. The Directors' shareholdings are
detailed below.
31 December 2024 Ordinary shares 31 December 2023 Ordinary shares
Tony Roper 122,812 122,812
Caroline Gulliver 90,000 90,000
John Heawood 60,000 60,000
Diane Wilde N/A 74,375
Diane Wilde resigned from the position of non-executive Director in June 2024.
24.Lease analysis
The group leases out its investment properties under operating leases.
The future income under operating leases, based on the unexpired lease length
at the year end was as follows (based on total rents and excluding annual CPI
adjustments).
2024 2023
€'000 €'000
Less than one year 32,437 33,884
Between one and two years 30,474 32,370
Between two and three years 28,802 29,584
Between three and four years 27,508 26,086
Between four and five years 25,084 23,689
Over five years 100,845 89,742
Total 245,150 235,355
The largest single tenant at the year end accounted for 10.7 per cent (31
December 2023: 10.7 per cent) of the annualised rental income at 31 December
2024.
The Group has entered into commercial property leases on its investment
property portfolio. These leases have remaining lease terms of between 1 and
22 years.
25.Post balance sheet events
On 22 January 2025, the Group sold the Barcelona and Madrid Calle Rumania
warehouses in Spain for €29.7m realising a loss of €0.5m. As at 31
December 2024, the properties were valued at €29.7m (2023: €26.9m).
Following completion of sale, €17.7m of loans were repaid to ING Bank and
full termination of €17.7m interest rate swaps and caps took place.
A fourth interim dividend of 0.97c/0.81p per share was paid on 31 March 2025
to Shareholders on the register on 28 February 2025.
Pursuant to the authority received from Shareholders at the general meeting
held on 22 November 2024, the Board resolved on 27 February 2025 to return
approximately £16.5 million in aggregate to Shareholders via an issue of B
Shares. B Shares of one penny each were paid up from the Company's special
distributable reserve II, created by the recent cancellation of the share
premium account, and issued to all Shareholders by way of a bonus issue on the
basis of 4 B Shares for every 1 Ordinary Share. The B Shares were issued on 7
March 2025 and immediately redeemed at one penny per B Share. The Redemption
date in respect of this B Share issue was 7 March 2025.
26.Capital commitments
As at the 31 December 2024 the Group had capital commitments of €nil (2023:
€nil).
27.Ultimate parent company
In the opinion of the Directors on the basis of shareholdings reviewed by
them, the Company has no immediate or ultimate controlling party.
Corporate Information
EPRA Financial Reporting (Unaudited)
Prepared in accordance with EPRA best practice recommendations (BPR) February
2022.
EPRA Performance Measures
31 December 2024 31 December 2023
Total Total
A. EPRA Earnings (€'000) 12,745 13,033
A. EPRA Earnings per share (cents) 3.1 3.2
B. EPRA Net tangible assets ("NTA") (€'000) 384,442 394,550
B. EPRA Net tangible assets per share (cents)1 93.3 95.7
C. EPRA Net reinstatement value ("NRV") (€'000) 419,224 430,527
C. EPRA Net reinstatement value per share (cents) 101.7 104.5
D. EPRA Net disposal value ("NDV")(€'000) 375,143 387,785
D. EPRA Net disposal value per share (cents) 91.0 94.1
E. EPRA Net initial yield (%) 4.9 4.4
E. EPRA topped-up net initial yield (%) 4.9 4.4
F. EPRA Vacancy rate (%) 3.5 6.0
G. EPRA Cost ratios - including direct vacancy costs (%) 29.2 34.1
G. EPRA Cost ratios - excluding direct vacancy costs (%) 28.2 32.4
H. EPRA Capital expenditure (€'000) 135 139
I. EPRA Like for like rental growth (%) -0.3 1.8
J. EPRA LTV (%) 37.2 40.0
1 Define d as an Alternative performance measure.
A. EPRA Earnings (€000)
Earnings per IFRS income statement 3,030 (81,801)
Adjustments to calculate EPRA Earnings, exclude:
Changes in value of investment properties 6,284 106,878
Gains on disposal of investment properties (35) (133)
Tax on profits on disposals 482 440
Deferred tax 771 (13,854)
Gains arising from the derecognition of derivative financial instruments (13) (313)
Early repayment cost due to remeasurement of loan liability 915 110
Effect of fair value adjustments on derivative financial instruments 1,311 1,706
EPRA Earnings 12,745 13,033
Weighted average basic number of shares ('000) 412,174 412,174
EPRA Earnings per share (cents) 3.1 3.2
EPRA Performance Measures
31 December 2024 31 December 2023
Total Total
B. EPRA Net tangible assets ("NTA") (€'000)
IFRS NAV 374,108 384,928
Exclude:
Fair value of financial instruments (366) (1,690)
Deferred tax in relation to fair value gains of investment property1 10,700 11,312
EPRA Net tangible assets 384,442 394,550
Shares in issue at end of year ('000) 412,174 412,174
EPRA Net tangible assets per share (cents) 93.3 95.7
1 Excludes deferred tax adjustments on other temporary differences, recognised
under IFRS.
C. EPRA Net reinstatement value ("NRV") (€'000)
EPRA Net tangible assets 384,442 394,550
Real estate transfer tax and other purchasers' costs 34,782 35,977
EPRA Net reinstatement value 419,224 430,527
EPRA Net reinstatement value per share (cents) 101.7 104.5
D. EPRA Net disposal value ("NDV") (€'000)
IFRS NAV 374,108 384,928
Fair value adjustment for fixed interest debt 1,035 2,857
EPRA Net disposal value 375,143 387,785
EPRA Net disposal value per share (cents) 91.0 94.1
E. EPRA Net initial yield and 'topped up' NIY disclosure (€'000)
Investment property - wholly owned 593,991 633,806
Less: developments - -
Completed property portfolio 593,991 633,806
Allowance for estimated purchasers' costs 34,782 35,977
Gross up completed property portfolio valuation 628,773 669,783
Annualised cash passing rental income2 33,049 34,150
Property outgoings (2,295) (4,392)
Annualised net rents 30,754 29,758
Add: notional rent expiration of rent free periods or other lease incentives - -
Topped-up net annualised rent 30,754 29,758
EPRA NIY (%) 4.9 4.4
EPRA "topped-up" NIY (%) 4.9 4.4
2 Calculated based on lease agreements as at the reporting date.
31 December 2024 31 December 2023
Total Total
F. EPRA Vacancy rate (€'000)
Estimated rental value of vacant space 1,277 2,231
Estimated rental value of whole portfolio 36,374 37,420
EPRA Vacancy Rate (%) 3.5 6.0
EPRA vacancy rate corresponds to the vacancy rate at year-end. It is
calculated as the ratio between the estimated market rental value of vacant
spaces and potential rents for the operating property portfolio. EPRA vacancy
rate does not include leases signed with a future effect date.
G. EPRA Cost ratios (€'000)
Administrative / property operating expense per IFRS income statement 17,584 19,495
Net service charge costs / fees (8,379) (8,095)
EPRA Costs (including direct vacancy costs) 9,205 11,400
Direct vacancy costs (333) (558)
EPRA Costs (excluding direct vacancy costs) 8,872 10,842
Gross Rental income less ground rent costs 31,499 33,435
EPRA Cost Ratio (including direct vacancy costs) (%) 29.2 34.1
EPRA Cost Ratio (excluding direct vacancy costs) (%) 28.2 32.4
Overhead and operating expenses capitalised - -
H. Property related capital expenditure for the Group (€'000)
Acquisitions - -
Investment properties:
Non incremental lettable space 135 139
Incremental lettable space - -
Total capital expenditure 135 139
Conversion from accrual to cash basis (191) 378
Total CapEx on cash basis (56) 517
There is no capital expenditure associated with Joint Ventures.
Capital expenditure recognised by the Group that has not resulted in increase
of the lettable area.
Please see details in note 9 of consolidated financial statements.
The difference in comparison to note 9 is disposal costs on sale of assets
which are not included in above table.
31 December 2024 31 December 2023
Total Total
I. Like for like rental growth
Rental income growth (%):
Germany (11.4) 2.1
Poland 0.6 7.9
France 5.1 1.3
Spain (1.0) (5.2)
Netherlands 1.1 4.5
Like for like rental growth (0.3) 1.8
Rental income total1 (€000):
Germany 2,983 3,366
Poland 5,855 5,820
France 4,305 4,098
Spain 8,473 8,560
Netherlands 11,432 12,306
33,048 34,150
1 Calculated based on lease agreements as at the reporting date.
Total portfolio value on which the like-for-like rental growth is based
(€000):
Germany 59,300 63,200
Poland 88,890 90,390
France 77,345 99,380
Spain 195,256 189,136
Netherlands 173,200 191,700
593,991 633,806
J. EPRA LTV (€'000)
Borrowings from financial institutions2 235,700 259,462
Net payables3 15,322 16,353
Exclude:
Cash and cash equivalents (25,011) (18,061)
Net debt (a) 226,011 257,754
Investment properties at fair value4 593,991 633,806
Net receivables (excluding lease incentives)5 13,536 10,210
Total property value (b) 607,527 644,016
LTV (a/b) (%) 37.2 40.0
2 Excludes €915,000 of loan break costs on expected early payment of loan.
3 Refer to note 13 for details.
4 Based on independent property valuation. Includes Investment properties held
for sale.
5 Refer to note 10 for details.
Corporate Information
Alternative Investment Fund Managers Directive Disclosures (Unaudited)
abrdn Fund Managers Limited and the Company are required to make certain
disclosures available to investors in accordance with the Alternative
Investment Fund Managers Directive ('AIFMD'). Those disclosures that are
required to be made pre-investment are included within a pre-investment
disclosure document ('PIDD') which can be found on the Company's website
eurologisticsincome.co.uk (http://eurologisticsincome.co.uk/) . There have
been no material changes to the disclosures contained within the PIDD since
its last publication in May 2024.
The periodic disclosures as required under the AIFMD to investors are made
below:
. Information on the investment strategy, geographic and sector
investment focus and principal stock exposures are included in the Strategic
Report.
. None of the Company's assets are subject to special arrangements
arising from their illiquid nature.
. The Strategic Report, note 22 to the financial statements and the PIDD
together set out the risk profile and risk management systems in place. There
have been no changes to the risk management systems in place in the period
under review and no breaches of any of the risk limits set, with no breach
expected.
. There are no new arrangements for managing the liquidity of the Company
or any material changes to the liquidity management systems and procedures
employed by aFML.
. All authorised Alternative Investment Fund Managers are required to
comply with the AIFMD Remuneration Code. In accordance with the Remuneration
Code, the Company's AIFM remuneration policy is available from the Company
Secretaries, abrdn Holdings Limited on request (see contact details on page
122 of the published Annual Report and financial statements for the year ended
31 December 2024) and the numerical remuneration in the disclosures in respect
of the AIFM's reporting period for the year ended 31 December 2024 are
available on the Company's website.
Leverage
The table below sets out the current maximum permitted limit and actual level
of leverage for the Company:
Gross method Commitment
method
Maximum level of leverage 365.0% 185.0%
Actual level at 158.8% 158.8%
31 December 2024
There have been no breaches of the maximum level during the period and no
changes to the maximum level of leverage employed by the Company. There is no
right of re-use of collateral or any guarantees granted under the leveraging
arrangement. Changes to the information contained either within this Annual
Report or the PIDD in relation to any special arrangements in place, the
maximum level of leverage which aFML may employ on behalf of the Company; the
right of use of collateral or any guarantee granted under any leveraging
arrangement; or any change to the position in relation to any discharge of
liability by the Depositary will be notified via a regulatory news service
without undue delay in accordance with the AIFMD.
The Annual Report will be posted to shareholders in early May 2025 and
additional copies will be available from the registered office of the Company
and on the Company's website, eurologisticsincome.co.uk*
Please note that past performance is not necessarily a guide to the future and
that the value of investments and the income from them may fall as well as
rise and may be affected by exchange rate movements. Investors may not get
back the amount they originally invested.
*Neither the content of the Company's website nor the content of any website
accessible from hyperlinks on the Company's website (or any other website) is
(or is deemed to be) incorporated into, or forms (or is deemed to form) part
of this announcement.
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