REG - abrdn Euro Logistics - Half-year Report
27/09/2024 07:00
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RNS Number : 8947F abrdn European Logistics Income plc 27 September 2024
26 September 2024
LEI: 213800I9IYIKKNRT3G50
abrdn European Logistics Income plc (LSE: ASLI) (the "Company" or "ASLI")
INTERIM RESULTS FOR THE HALF YEAR ENDED 30 JUNE 2024
Realising assets in the Company's portfolio in an orderly manner
abrdn European Logistics Income plc, the Continental European investor in
modern warehouses, which is managed by abrdn, announces its interim results
for the half year ended 30 June 2024.
-Ends-
For further information please contact:
abrdn +44 (0) 20 7463 6000
Ben Heatley
Gary Jones
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
Net asset value total return (EUR) for the half year to 30 June 2024 (%)1 ,2 IFRS net asset value (€'000) Net asset value per share (¢)1
(0.8) 368,224 89.3
Year ended 31 December 2023: (17.1) 31 December 2023: 384,928 31 December 2023: 93.4
Share price total return (GBP) for the half year to 30 June 2024 (%)1 Discount to net asset value per share (%)1 Ordinary dividend per share for the half year to
30 June 2024 (¢)5
(0.7) (20.6) 1.41
Year ended 31 December 2023: (3.5) 31 December 2023: (24.1) Year ended 31 December 2023: 5.64
Total assets (€'000) IFRS earnings per share for the half year to 30 June 2024 (¢) Portfolio valuation (€'000)3
(4.1)
667,405 Year ended 31 December 2023: (19.8) 607,347
31 December 2023: 693,892 31 December 2023: 633,806
Number of properties Average lease length excl breaks (Years) Gearing (%)1, 4
7.8 37.9
25 31 December 2023: 8.4 31 December 2023: 38.7
31 December 2023: 26 2
Average building size (sqm) All-in fixed interest rate (%) EPRA net tangible assets per share (¢)1
91.1
20,531 2.02 31 December 2023: 95.7
31 December 2023: 20,940 31 December 2023: 2.00
1 Alternative Performance Measurements - see glossary below.
2 Excluding provision for liquidation costs. Total return including provision
for liquidation costs is (4.3%).
3 31 December 2023 includes Meung-sur-Loire, sold in March 2024 for €17.5m.
4 Excluding adjustments in relation to liquidation costs. Gearing including
liquidation costs is 38.6%.
5 Paid on 5 July 2024. Although the payment relates to the half year ended 30
June 2024, under IFRS, the distribution is recognised when paid and it will be
accounted for in the year ended 31 December 2024.
Interim Board Report
Chairman's Statement
Overview
I am pleased to present the Company's half yearly report for the six months
ended 30 June 2024, a period that
has seen significant change regarding the future of the Company.
Following the commencement of the strategic review announced by the Board in
late 2023, which was driven by both the persistent discount to NAV at which
the share price traded and the uncovered dividend, the Company's financial
adviser, Investec Bank engaged with a significant number of interested parties
with a view to facilitating a proposal which would fulfil the strategic
review's objective of maximising returns for shareholders. Following a period
of due diligence, eleven interested parties submitted initial indicative
proposals in the first quarter of 2024. Submissions included proposals
regarding all-share mergers, changes to the investment management arrangements
and recapitalisation schemes and cash offers for the portfolio or the Company
as a whole.
Reflecting continued shareholder feedback, the Board and Investec focused
efforts on those submissions proposing a cash offer for the portfolio or the
Company.
As part of the detailed strategic review, the Company's investment manager
also provided the Board with an analysis of, and a proposal involving, a
managed disposal of the portfolio in a timely manner. The analysis comprised a
range of detailed disposal scenarios for the entire portfolio over an
illustrative period of 12-24 months. It also considered the impact of likely
disposal costs, local applicable capital gains taxes, the ongoing running
costs of the Company and the optimal approach to repaying or maximising the
value of the Company's fixed cost debt.
On 20 May 2024, following the detailed review of the options available to the
Company and after consultation with its advisers, as well as taking into
account feedback received from a number of larger shareholders, the Board
announced that it would be in the best interests of shareholders as a whole to
recommend a managed wind- down of the Company.
At a fundamental level, the Board believes that there is potential to dispose
of the Company's assets in the direct property market at higher values than
those implied by the share price. The indicative potential value from the
managed wind-down 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 net asset value.
On 24 June 2024, on the recommendation of the Board, shareholders voted
against the continuation of the Company at the annual general meeting and on
23 July 2024 voted in favour of the new Investment Policy to implement a
managed wind-down of the Company. Under the approved managed wind-down
process, the Company's investment objective was changed and is now 'to realise
all existing assets in the Company's portfolio in an orderly manner'.
Sales will be managed with the intention of realising all the assets held in
the portfolio in an orderly manner and with a view to repaying borrowings and
making timely returns of capital to shareholders whilst aiming to obtain the
best achievable value for the Company's assets at the time of their
realisation. Realisations may take the form of the disposals of single assets
or groups of assets.
The Company will seek to return cash to shareholders in an efficient and fair
manner that accounts for, among other things, the UK tax consequences for
shareholders and the composition of the Company's shareholder register. The
Company has recently received court approval to cancel the full amount
standing to the credit of its share premium account. On completion of the
cancellation,£269.5 million will be applied to a separate special
distributable reserve and should be available for capital distributions. An
initial return of capital is expected by early 2025 at the latest.
The Manager is in the process of arranging a number of assets for sale and is
seeing good levels of initial interest, reflecting the quality of assets
within the Company's portfolio. Comprising 25 modern logistics warehouses in
established locations across five countries, the portfolio was carefully
assembled by our Investment Manager with an increasing focus on urban
logistics. These assets are well-located, close to established distribution
hubs and population centres and provide the Company with robust tenant
diversification. The greater focus on such assets in a market with low vacancy
rates, new development constraints and with CPI rent increases feeding
through, convinced us of the positioning of our portfolio of standing
investments and we are hopeful that this should be reflected in the demand
that we see from parties interested in these assets.
In June, the European Central Bank (ECB) cut the deposit rate for the first
time in five years from 4.00% to 3.75%, which was followed by a further 25
basis points cut in September. The primary drivers behind this decision are
weakening inflationary pressures and sluggish economic growth across the
eurozone. Eurozone annual inflation fell to 2.2% in August 2024, its lowest
level since July 2021 with core inflation, excluding volatile components like
energy and food, slightly decreased from 2.9% to 2.8%. Further cuts may follow
in December and throughout 2025, with inflation and economic forecasts set to
be revised.
A lowering of interest rates should be an encouraging sign. Despite relatively
low levels of capital raising for real estate strategies generally, private
equity has notably been deploying capital into logistics. Institutions,
pension funds and core investors have been inactive, but it is likely the
denominator effect limiting new real estate allocations is easing with 'dry
powder' likely to begin to be deployed as expectations of better returns rise
for good quality assets.
Added to very low levels of construction activity, high construction costs,
restrictive financing terms and availability, lack of sites and planning
authority support, the Company's portfolio of assets should attract
considerable interest.
Further details on the Company's portfolio are provided in the Investment
Manager's Review that follows.
Results
The unaudited Net Asset Value ("NAV") per share as at 30 June 2024 was 89.3
euro cents (GBp - 75.6p), compared with the 93.4 euro cents (GBp - 81.2p) at
the end of 2023, reflecting, with the interim dividends declared, a NAV total
return of -4.3% in Euro terms (-6.4% in sterling terms).
Following the shareholder vote against continuation and approval of the
managed wind-down process, the Company no longer prepares its net asset value
on the going concern basis of accounting. IFRS offers little guidance on the
preparation of the financial statements on a basis other than going concern
and how they might differ from those prepared on a going concern basis. In
seeking to provide the most prudent, relevant and reliable financial
information to Shareholders the Board has made provision in the financial
statements for the period of £13.6 million representing the estimated costs
at this stage of the disposal of the property portfolio, the early repayment
of bank debt and the winding up of the Company and its underlying SPV's at the
appropriate times. The Board and the Manager will discuss the appropriate
accounting treatment with the Company's auditors in advance of the publication
of the statutory financial statements for the year ending 31 December 2024.
Excluding the accrued costs associated with the realisation of the portfolio,
the NAV returns were -0.8% in Euro terms
(-2.9% in sterling terms).
As at 30 June 2024, the Company's closing Ordinary share price was 60.0p (31
December 2023 - 61.6p).
Rent collection
The Company's rent collection remains robust, despite the continued economic
pressures, with 98% of the expected rental income for the half year ended 30
June 2024 collected.
Dividend
In February the Board announced that, following the decision to implement the
strategic review of the Company and to maintain maximum flexibility in terms
of outcomes, it was not declaring a fourth interim distribution for the year
ended 31 December 2023. In aggregate total distributions of 4.23 euro cents
were paid in respect of the 2023 financial year. The equivalent sterling rate
paid was 3.68 pence.
First and second interim distributions of 1.41 and 0.90 euro cents (equivalent
to 1.21 pence and 0.77 pence respectively) have been declared in respect of
the year ending 31 December 2024 with payments on 5 July and 27 September 2024
respectively.
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 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 end of the period, the Company's fixed rate debt facilities totalled
€248.5 million at an average all-in interest rate of 2.02%, with the
earliest refinancing of debt due in mid-2025. The loan-to-value (LTV) was
38.6%.
The increase in LTV in the last quarter is largely attributable to the
reduction in the portfolio value due to the recognition of estimated disposal
costs. Excluding these provisions, the LTV was 37.9%.
The Company's non-recourse loans range in maturities between 0.9 and 4.6 years
with interest rates ranging between 1.10% and 3.11% per annum.
Subsequent to the end of the period, the Company partially repaid €2.9
million of the variable loan with ING Spain in July and reduced the hedging
exposure by the same amount. This repayment reduced the LTV to 38.3% (37.6%
excluding the costs associated with the planned realisation of the portfolio)
and the all-in interest rate to 1.99%.
During the period, 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. The facility provided flexibility in the acquisition of new
properties and helped to avoid immediate cash drag on investment returns but
is no longer required.
Whilst in wind-down, the actual level of gearing will fluctuate as assets are
sold and debt repaid in the most efficient manner possible. The maximum LTV
permitted under the Company's prospectus is 50%. Banking covenants continue to
be reviewed by the Investment Manager and the Board on a regular basis.
Board composition
Diane Wilde did not stand for re-election at the last AGM and retired from the
Board. The Board consists of the remaining three Directors and with an eye to
costs, it is expected that this will continue as the Company is wound down.
Outlook
Notwithstanding the decision to put the Company into managed wind-down, which
was supported by shareholders, the prospects for the logistics sector have
significantly improved. This follows a period of higher interest rates which
had resulted in increased debt costs and significant yield expansion. As
greater visibility emerges in terms of the future macroeconomic backdrop, we
believe the combination of strong underlying market fundamentals and positive
structural drivers will attract capital to the European logistics sector.
The European logistics occupier market remains active with good leasing
momentum, in part a reflection that Europe is at a much earlier stage of its
supply chain reconfiguration and that e-commerce penetration still some way
behind the UK. The recent Savills European Real Estate Logistics Census
indicated that the reshoring trend, whilst expected to be a slow burn, when
combined with nearshoring as well as diversifying supplier bases and routing,
is likely to have a persistent and significant impact on real estate
requirements. This should lead to a sustained increase in take-up over the
long term together with the continued growth in the European ecommerce story.
The Company's portfolio remains characterised by assets in well-located
markets in proximity to significant population hubs with good transport links
underpinned by low vacancy rates across Europe. The improving economic
environment and the expected lower interest rate environment should encourage
strong interest in the Company's portfolio which is underpinned by a
diversified tenant base and regular indexed income. The Investment Manager has
been preparing and completing detailed diligence on a number of assets and
these are now with agents gauging market demand. Later in the year I hope to
be in a position to update shareholders on the sales process and expected
capital return timetable.
Tony Roper
Chairman
26 September 2024
Interim Board Report
Investment Manager's Review
European logistics update
Market backdrop
The European logistics sector is forecast to be entering a new phase of
growth. Following significant declines in capital values of between 20% and
30%, yields have stabilised and continued rental growth is driving higher
valuations in certain areas. Investment activity has picked up, reaching €17
billion in the first half of 2024, a 6% increase compared to the same period
last year. Logistics comprised 24% of total real estate investment in Europe
during the first half of the year, up from 16% in 2017, reflecting investor
preference for the sector. Rental growth and heightened investment competition
are now anticipated to have a positive impact on valuations in 2025 and 2026.
Momentum looks to be building as sentiment towards real estate improves, with
the September 2024 INREV Confidence Indicator survey marking the fourth
straight quarterly rise in investor and manager confidence.
Logistics is attracting new capital, as shown by the Property Market Analysis
Q3 Investor Intentions Survey, where interest in logistics rose to a net
positive balance of 33%, up from 7% in 2023, ranking just behind residential,
which stands at 43%.
As fundamentals improve and interest starts to pick up in the logistics
sector, our on-the-ground transaction managers are working closely with local
agents in seeking buyers for the first tranche of assets prepared for sale.
abrdn's asset managers are equally working hard to ensure that properties are
in the best condition or, where additional works are forecast to add value,
these are progressed.
The whole management team is very focused on a sensible sales programme
seeking to deliver value in a timely manner.
Economic performance
2024 GDP growth forecasts for the Eurozone rose to 0.8% in March but have
since declined mainly due to weakness in German manufacturing and the
automotive sector, while consumers and the service sector have benefited from
real income growth and robust labour market conditions. France, Spain,
Portugal, and Italy showed stronger economic performance in early 2024, with
Spain's August manufacturing PMI hitting a two-year high of 52.6.
Although softer economic conditions might dampen rental growth, they should
also contribute to lower interest rates as central banks seek further rate
cuts. By September 2024, the Euribor 5-year swap rate had declined to 2.27%,
marking a two-year low. Consequently, borrowing costs have decreased
significantly, rendering debt accretive to returns once again. Current market
data from CBRE indicates that average logistics yields stand at 5.4%, creating
a debt yield spread of around 180 basis points.
The reduction in debt costs and fixed income yields is likely to enhance the
attractiveness of logistics investments in the coming months.
Occupier demand
Overall logistics take-up for the first half decreased to 8.8 million square
metres, down 5% less on the same period last year. However, it should be noted
that a significant number of new leasing deals have come from the pre-let
market.
This data set can often take time to filter into conventional supply/demand
statistics, which may be exaggerating the perceived dampening in take-up data.
In markets with higher vacancy rates, such as Madrid, take-up levels were
close to last year's (-3%). Conversely, in markets with lower vacancy rates,
like France, there was a larger decline (-25%), partially due to tight supply.
Construction activities are generally still subdued due to higher development
costs, steep development financing rates and the high rate of developer
insolvencies across Europe, which will constrain further supply and bolster
real rental growth.
The rental growth story has been the market's most robust aspect. European
logistics rents grew by 6.8% over the year to March 2024, with the strongest
performers including Paris, which saw a 15% rise, and Venlo (11%). According
to BNP Paribas, energy-efficient buildings are attracting higher demand and
commanding higher rents compared to those that are less efficient.
Supply
In August 2024, new construction orders in Europe dropped by 18% compared to
the previous year, which is likely to mean a supply crunch in the coming
years.
As the economy decelerated and new completions were finalised last year,
overall vacancy rates have increased slightly to 6%. although they remain well
below the long- term average, with weaker secondary properties in less
desirable locations that have been vacated as tenants relocate to more modern
buildings in better areas suffering the most.
Considering the limited supply and ongoing demand, we predict strong real
rental growth for modern European logistics properties. We are forecasting
that rents will increase by an average of 3.4% annually over the next three
years. Urban areas are likely to experience the highest growth due to
mismatches between demand and supply caused by competing popular residential
projects and a shortage of industrially zoned land. However, modern warehouses
in logistics hubs remain scarce and should attract considerable interest from
potential tenants.
E-commerce
Despite a post-pandemic dip in e-commerce, demand remains strong from both
online-only and traditional retailers adopting multichannel strategies.
Retail and e-commerce made up 30% of logistics activity last year, and with
online sales rebounding, we expect an uptick. E-commerce appeals to consumers
with price transparency and variety. French retail sales grew by 1% in June
2024, recovering from the trend of "retail revenge" where shoppers again
preferred in-store experiences after the pandemic. We predict growth across
most markets as shopping habits return to pre-pandemic norms.
Near-shoring
Near-shoring is expected to become an increasing driver of demand for
warehouse space, particularly in central
and eastern Europe and in hubs where labour costs are lower. In 2023, more
companies mentioned near-shoring in their earnings calls than any previous
year since 2010 and according to data from FDI Intelligence, more foreign
capital was pledged to manufacturing projects in European near-shoring
destinations in 2023 than ever before, an increase of 62% on the pre-pandemic
average. With global supply chain risks very much exposed during the global
pandemic and more recently with the conflict in the Middle East, companies are
likely to continue to diversify and shorten their supply chains,
bringing manufacturing back home and providing new sources of occupier demand
for space in Europe.
Attractive assets with growth potential
Our original pan-European portfolio strategy was defined by the assets in
which we invested and their locations, where we think growth will be
strongest. The ability to readily re-let a warehouse to another tenant
(liquidity) is hugely important and a component of the drivers for growth in
the future.
Diversification was another important consideration and we have 25 assets
spread across five European countries, and leased to 48 tenants, with no
tenant accounting for more than 10.4% of the total rent roll. At the end of
June 2024, as can be seen in the chart on page 10 of the published Half Yearly
Report for the six months to 30 June 2024, the portfolio was 31.8% weighted
towards the Netherlands (by portfolio value), closely followed by Spain
(31.2%), Poland (14.6%), France (12.6%) and Germany (9.8%).
The Netherlands represents the portfolio's largest country exposure with seven
Dutch assets in the portfolio.
The Gateway function with Rotterdam, the largest seaport in Europe, gives the
Netherlands a strategic location in Europe and represents the starting point
for large transport corridors leading to Belgium, Germany, France and beyond.
As a result it has the second highest logistics stock per capita, just behind
Belgium. The combination of a densely populated country and a fierce ongoing
debate around the impact of further construction on the environment and
biodiversity makes it even harder to find locations for new logistics
developments, leaving current warehousing highly sought after.
Spain represents the second-largest country exposure with one urban logistic
warehouse in Barcelona and ten in Madrid. Madrid is the third largest city in
Europe after London and Paris, with the urban profile of these warehouses
again making them highly attractive.
Following the disposal of the non-strategic vacant asset in Meung-sur-Loire in
Q1 2024 we now have four warehouses in France, providing further
diversification to this large economy.
The three warehouses in Poland provide higher yields than other regions. The
Polish market has actually been amongst the strongest growing European
logistics markets, benefiting from low labour costs. Its immediate proximity
to Ukraine has not impacted the portfolio. With Poland a member of NATO, its
historically strong links to Ukraine have led to increased warehouse take-up
as some Ukrainian companies have required extra storage there.
Finally, the two multi-let assets in Germany are located in the densely
populated Frankfurt Rhine-Main region and have performed very well since being
acquired.
Property portfolio
WAULT excl
WAULT incl breaks breaks (years)
Country Property Built (years) % of Fund
France Avignon 2018 10.2 10.2 7.9
France Bordeaux 2005 4.6 7.6 1.7
France Dijon 2004 5.5 8.5 1.3
France Niort 2014 7.5 10.5 1.7
Germany Erlensee 2018 3.6 3.6 5.8
Germany Florsheim 2015 3.7 3.7 4.0
Poland Krakow 2018 2.6 2.6 5.0
Poland Lodz 2020 3.5 4.1 4.8
Poland Warsaw 2019 4.0 4.0 4.7
Spain Barcelona 2019 2.0 5.0 2.7
Spain Madrid 1999 2.8 5.8 1.7
Spain Gavilanes 1A 2019 5.8 5.8 4.7
Spain Gavilanes 1B 2019 - - 2.2
Spain Gavilanes 2A 2020 2.1 12.1 2.1
Spain Gavilanes 2B 2020 1.0 2.0 1.6
Spain Gavilanes 2C 2020 1.0 3.0 1.6
Spain Gavilanes 3A, B, C 2019 2.7 4.7 5.2
Spain Gavilanes 4 2022 12.8 22.8 9.4
The Netherlands Den Hoorn 2020 5.8 5.8 7.8
The Netherlands Ede 1999 / 2005 9.2 9.2 4.2
The Netherlands Horst 2005 8.2 8.2 1.5
The Netherlands Oss 2019 10.0 10.0 2.5
The Netherlands s Heerenberg 2009 / 2011 7.4 7.4 4.5
The Netherlands Waddinxveen 1983/ 1994/ 2002/ 9.4 9.4 6.5
2018 /2022
The Netherlands Zeewolde 2019 10.0 10.0 4.9
Total 6.5 7.8 100
Indexed rental income
One of the key benefits of investing in Continental European real estate,
compared to the UK, is the annual indexation clause typically seen in leases.
The majority of the portfolio's contracts have upward-only indexation clauses,
sometimes with a cap. Across the portfolio, c. 60% of rent is fully indexed
with no caps. The affordability of rents for our tenants with what had been
increasingly high indexation on the back of high inflation is an important
consideration. As a landlord, we feel our position is strong at this juncture,
with the logistics businesses of many tenants critical to their success. Rent
may actually often be a small portion of overall operating expenses for
companies, meaning that the impact on the business of indexation increases may
be limited, especially where companies have pricing power in their particular
markets.
Portfolio activity/asset management
In March 2024, the Company completed the sale of its vacant asset in Meung
-sur-Loire, France, for €17.5 million. This disposal reduced the exposure to
a capex and opex- intensive asset, particularly in the context of physical
sustainability improvements necessary to future-proof the building.
On the leasing front, in February, the issue of Arrival's lease in Gavilanes,
Madrid, was finally resolved with a surrender of the struggling EV
manufacturer's lease at nil premium. This released 27,165 sqm of vacant space
back to the Spanish portfolio affording us full control. Phase 3 comprises 3
units of 16,500 sqm, 5,131 sqm and 5,534 sqm respectively.
With full autonomy over the leasing strategy, the team immediately re-let Unit
3B (5,131 sq m) to Method Logistics on a 3-years-plus-2 lease at ERV.
Furthermore, MCR (our existing tenant at Gavilanes 2B, with a June 2025 break
option) has now contracted on a surrender of Gavilanes 2 (7,718 sqm) in order
to double its footprint at the park and take Unit 3A (16,500 sqm).
This is an excellent result by our Spanish team where we have extended MCR on
a new 7-year term, at an ERV of €1,039,500 p.a. in the largest of the former
Arrival units. Notwithstanding the positive impact of re-letting the largest
of the three vacant units, the deal to MCR allows an existing tenant to be
retained, in an appropriate unit for an additional six years.
Following on from MCR's expansion into Unit 3A, Unit 2B is now under offer to
Molecor who will take on the 7,718 sq m unit on a 5-year deal at ERV.
Unit 1B, (11,264 sq m) remains vacant. A refreshed marketing campaign is
underway by the newly appointed leasing brokers on Units 1B and 3C (5,564 sq
m).
In Krakow, a lease renewal was completed with IDC Polonia, extending the term
for a further three years to May 2027 at
€190k per annum.
Also in Poland, at Lodz, EGT completed a lease renewal to remain in occupation
for a further three years until March 2027 at c.€85k per annum.
In Warsaw, active discussions continue on lease renewals with Spedimex (now
part of ID Logistics) and DBK Logistics to extend both leases on 5-year terms.
Similarly, at Erlensee, Germany, complex negotiations continue with Bergler
(one of the estate's largest occupiers) looking to expand into two units where
existing tenants may vacate. This initiative aims to convert existing lease
expiries in 2024 and 2027 into a secure ten-year term until 2034.
ESG
The Company's GRESB 2023 award of a 5-STAR rating placed the Company first
against six peers; an exceptional result. The Company has repeatedly delivered
year-on- year improvement, from 84 points in 2021, to 86 points in 2022, and
89 points in 2023.
The starting point was strong thanks to modern characteristics of the
portfolio and the installation of solar panels on ten of the buildings. Syzygy
and Longevity were appointed to advise on the installation of landlord
operated photovoltaic (PV) systems in France, the Netherlands and Spain,
whilst in Germany there has been positive engagement on PV projects at
Florsheim and Erlensee.
The Company progressed with the analysis and monitoring work on meeting net
zero by 2050. The Verco pathway analysis using the 2022 data comparison
against the 2020 baseline, confirmed that the Company remained on track in
terms of progress towards a net zero carbon target by 2050.
With the conclusion of the Strategic Review, the Company has begun the process
of executing a managed wind- down. Accordingly, in order to reduce unnecessary
central costs and overheads, projects such as GRESB accreditation, the
Keepfactor tenant survey and the Verco NZC pathway analysis projects will all
cease.
Of course, ESG remains a key factor in the day-to-day asset management of the
portfolio to the extent that where improvements can be made cost effectively,
or are necessary to improve an asset's liquidity, then we will run an
individual cost benefit analysis before committing funds.
Outlook and Next Steps
The improving outlook described above, combined with the mid-2024 turning
point in the wider real estate cycle with expectations of lower interest rates
and cost of debt, mean our expected forecast returns have increased for
European logistics. With Eurozone CPI now at 2.8% and expected to fall below
2% by 2026, the headline policy rate is forecast to fall from today's 3.5% to
2.25%.
The portfolio consists of a well-diversified group of assets across five major
European countries. As rates decrease further and fundamentals remain
positive, we see greater interest returning to the real estate logistics
sector.
This provides a supportive backdrop as we start to deliver the new investment
objective voted on and approved by shareholders in July. With the summer
holidays now over and much of the early stage groundwork completed for a sales
process, we have commenced the next phase of the wind-down process. Interest
in certain assets post the strategic review has been high and contacts have
been made and reinforced to enable our transaction teams on the ground to seek
buyers at best value.
While negotiations and detailed due diligence take time, there is no doubt
that the logistics market is seeing increasing activity.
The team is working hard to ready assets for sale and in certain instances
where asset management initiatives are already underway or plans are deemed to
offer value, these are being progressed. As mentioned above, work continues on
lease extensions and tenant activity which we believe will add value before a
sale takes place.
We will continue to hold discussions with various interested parties, appoint
agents and use our teams on the ground around Europe to seek both on and off
market buyers at sensible prices to allow the Company to start returning
capital to shareholders at the earliest possible time in 2025.
Economic and policy rate forecasts
GDP
(%)
CPI
(%)
Policy Rate (%, year end)
2023 2024 2025 2026 2023 2024 2025 2026 2023 2024 2025 2026
Eurozone 0.6 0.7 1.2 1.2 5.4 2.4 2.2 1.9 4.0 3.3 2.5 2.3
Global 3.2 3.1 3.2 3.2 6.9 5.9 4.6 3.8
Source: abrdn Global Macro Research August 2024.
Loan portfolio as at 30 June 2024
Source: MSCI European Quarterly Index, abrdn March 2024.
All-in fixed interest rate (incl margin)
Share in Loan End date Remaining
Country Property Lender total €'000 Loan Years
Germany Erlensee DZ Hyp 7% 17,800 31-Jan-29 4.6 1.62%
Germany Florsheim DZ Hyp 5% 12,400 30-Jan-26 1.6 1.54%
France Avignon BayernLB 9% 22,000 12-Feb-26 1.6 1.57%
The Netherlands Ede + Oss + Waddinxveen Berlin Hyp 18% 44,200 06-Jun-25 0.9 1.35%
The Netherlands sHeerenberg Berlin Hyp 4% 11,000 27-Jun-25 1.0 1.10%
The Netherlands Den Hoorn + Zeewolde Berlin Hyp 17% 43,200 14-Jan-28 3.5 1.38%
Spain Madrid Gavilanes 1 + 2 + 3 ING Bank 18% 44,000 07-Jul-25 1.0 2.72%
Spain Madrid Gavilanes 4 + Madrid + Barcelona ING Bank 22% 53,863 16-Sep-25 1.2 3.11%
Total 100% 248,463 1.8 2.02%
Troels Andersen
Fund Manager
abrdn Investments Ireland Limited 26 September 2024
Interim Board Report
Disclosures
Principal risks and uncertainties
The principal risks and uncertainties considered as affecting the Company were
set out on pages 15 to 19 of the Annual Report and Financial Statements for
the year ended 31 December 2023 (the "2023 Annual Report") together with
details of the management of the risks and the Company's internal controls.
The approval by Shareholders of the new investment objective and policy at the
general meeting held on 23 July 2024 to facilitate a managed wind-down of the
Company has changed the emphasis of these risks.
High level risks can be summarised as follows:
. Strategic Risks;
. Investment and Asset Management Risks;
. Financial Risks (including gearing, liquidity and FX risk);
. Regulatory Risks;
. Operational Risks (including service providers and business continuity).
During the process of the managed wind-down the Board will pay particular
attention to the risks concerning the timing of asset sales, repayment of bank
debt and the covenants associated with such debt and its expiry dates, renewal
of leases, asset management initiatives and management of vacancy together
with tenant relationships and the shareholder base.
The Board also has a process in place to identify emerging risks. If any of
these are deemed to be significant, these risks are categorised, rated and
added to the Company's risk matrix. In this regard, the Board is mindful of
ongoing geopolitical events which continue to cause market volatility across
Europe and the World.
Related party transactions
aFML acts as Alternative Investment Fund Manager, abrdn Investments Ireland
Limited acts as Investment Manager and abrdn Holdings Limited acts as Company
Secretary to the Company; details of the management fee arrangements can be
found in the related party note below. Details of the transactions with the
Manager including the fees payable to abrdn plc group companies are also
disclosed in note 16 of this Half Yearly Report.
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.
The Board announced the conclusion of its Strategic Review on 20 May 2024. At
the Annual General Meeting held on 24 June 2024 and in accordance with the
Board's recommendation, the resolution concerning the continuation of the
Company was not passed.
At the General meeting held on 23 July 2024 Shareholders overwhelmingly voted
in favour of a change in the Company's Investment Policy in order to
facilitate a managed wind-down. The process for an orderly realisation of the
Company's assets and a return of capital to shareholders has begun. The
Company is therefore now preparing its financial statements on a basis other
than going concern. Whilst the Directors are satisfied that the Company has
adequate resources to continue in operation throughout the winding down period
and to meet all liabilities as they fall due, given the Company is now in
managed wind-down the Directors consider it appropriate to adopt a basis other
than a going concern in preparing these financial statements.
Directors' Responsibility Statement
The Directors are responsible for preparing this half-yearly financial report
in accordance with applicable law and regulations. The Directors confirm that
to the best of
their knowledge:
. the condensed set of financial statements contained within the half-yearly
financial report has been prepared in accordance with UK adopted International
Accounting Standard 34 'Interim Financial Reporting', and the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority and gives a true and fair view of the assets, liabilities,
financial position and net return of the Company as at 30 June 2024; and
. the Interim Board Report (constituting the interim management report)
includes a fair review of the information required by rule 4.2.7R of the UK
Listing Authority Disclosure Guidance and Transparency Rules (being an
indication of important events that have occurred during the first six months
of the financial year and their impact on the condensed consolidated financial
statements and a description of the principal risks and uncertainties for the
remaining six months of the financial year) and rule 4.2.8R (being related
party transactions that have taken place during the first six months of the
financial year and that have materially affected the financial position of the
Company during that period).
Tony Roper
Chairman
26 September 2024
Property Portfolio
Property Portfolio as at 30 June 2024
Property Tenure Principal Tenant
1 France, Avignon (Noves) Freehold Biocoop
2 France, Gevrey Freehold Dachser
3 France, La Creche Freehold Dachser
4 France, Bruges Freehold Dachser
5 Germany, Erlensee Freehold Bergler
6 Germany, Flörsheim Freehold Ernst Schmitz
7 Poland, Krakow Freehold Lynka
8 Poland, Lodz Freehold Compal
9 Poland, Warsaw Freehold DHL
10 Spain, Barcelona Freehold Mediapost
11 Spain, Madrid (Coslada) Freehold DHL
12 Spain, Madrid, Gavilanes, 1A Freehold Talentum
13 Spain, Madrid, Gavilanes, 1B Freehold Vacant
14 Spain, Madrid, Gavilanes, 2A Freehold Carrefour
15 Spain, Madrid, Gavilanes, 2B Freehold MCR
16 Spain, Madrid, Gavilanes, 2C Freehold ADER
17 Spain, Madrid, Gavilanes, 3A, 3B, 3C (two buildings) Freehold Vacant, Method, Vacant
18 Spain, Madrid, Gavilanes 4 (two buildings) Freehold Amazon
19 The Netherlands, Den Hoorn Leasehold Van der Helm
20 The Netherlands, Ede Freehold AS Watson (Kruidvat)
21 The Netherlands, Horst Freehold Limax
22 The Netherlands, Oss Freehold Orangeworks
23 The Netherlands, 's Heerenberg Freehold JCL Logistics
24 The Netherlands, Waddinxveen Freehold Combilo International
25 The Netherlands, Zeewolde Freehold VSH Fittings
Condensed Consolidated Statement of Comprehensive Income
Half year ended 30 June 2024 Unaudited Half yea r ended 30 June 2023 Unaudited Year ended 31 December 2023 Audited
Notes
Revenue Capital Total Revenue Capital Total Revenue Capital Total
€'000 €'000 €'000 €'000 €'000 €'000 €'000 €'000 €'000
REVENUE
Rental income 15,306 - 15,306 16,994 - 16,994 33,435 - 33,435
Property service charge income 4,006 - 4,006 3,866 - 3,866 8,095 - 8,095
Other operating income 158 - 158 331 - 331 540 - 540
Total Revenue 2 19,470 - 19,470 21,191 - 21,191 42,070 - 42,070
GAINS ON INVESTMENTS
(Losses)/gains on disposal of investment 9 - (230) (230) - 133 133 - 133 133
properties
Losses on revaluation of investment properties 9 - (20,412) (20,412) - (47,606) (47,606) - (106,878) (106,878)
Total Income and gains/(losses) on investments 19,470 (20,642) (1,172) 21,191 (47,473) (26,282) 42,070 (106,745) (64,675)
EXPENDITURE
Investment management fee (1,386) - (1,386) (1,685) - (1,685) (3,193) - (3,193)
Direct property expenses (590) - (590) (1,682) - (1,682) (3,155) - (3,155)
Property service charge exposure (4,006) - (4,006) (3,866) - (3,866) (8,095) - (8,095)
SPV property management fee (199) - (199) (166) - (166) (232) - (232)
Impairment loss on trade receivables (217) - (217) 31 - 31 (1,237) - (1,237)
Other expenses 3 (2,638) (205) (2,843) (2,079) - (2,079) (3,583) - (3,583)
Total expenditure (9,036) (205) (9,241) (9,447) - (9,447) (19,495) - (19,495)
Net operating return before finance costs 10,434 (20,847) (10,413) 11,744 (47,473) (35,729) 22,575 (106,745) (84,170)
FINANCE COSTS
Finance costs 4 (5,721) (915) (6,636) (4,253) (110) (4,363) (8,002) (110) (8,112)
Gains arising from the derecognition of derivative financial instruments - - - - 313 313 - 313 313
Effect of fair value adjustments on derivative financial instruments - 18 18 - 529 529 - (1,706) (1,706)
Effect of foreign exchange differences (93) (390) (483) 117 (37) 80 (67) (146) (213)
Net return before taxation 4,620 (22,134) (17,514) 7,608 (46,778) (39,170) 14,506 (108,394) (93,888)
Taxation 5 (90) 900 810 (598) 7,775 7,177 (1,327) 13,414 12,087
Net return for the period 4,530 (21,234) (16,704) 7,010 (39,003) (31,993) 13,179 (94,980) (81,801)
Total comprehensive return for the period 4,530 (21,234) (16,704) 7,010 (39,003) (31,993) 13,179 (94,980) (81,801)
Basic and diluted earnings per share 6 1.1¢ (5.2¢) (4.1¢) 1.7¢ (9.5¢) (7.8¢) 3.2¢ (23.0¢) (19.8c)
The accompanying notes are an integral part of the Financial Statements.
The total column of the Condensed Statement of Comprehensive Income is the
profit and loss account of the Company.
Condensed Consolidated Balance Sheet
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
€'000 €'000 Audited
Notes €'000
NON-CURRENT ASSETS
Investment properties Deferred tax asset 9 615,713 711,293 636,187
5 3,367 4,038 4,896
Total non-current assets 619,080 715,331 641,083
CURRENT ASSETS
Investment property held for sale 9 - - 17,500
Trade and other receivables 10 18,466 14,371 14,682
Cash and cash equivalents 26,624 23,182 18,061
Other assets 1,527 1,406 876
Derivative financial assets 15 1,708 3,924 1,690
Total current assets 48,325 42,883 52,809
Total assets 667,405 758,214 693,892
CURRENT LIABILITIES
Bank loans 13 55,200 - -
Lease liability 11 659 550 659
Wind-down provision 1,120 - -
Trade and other payables 12 16,131 16,439 16,353
Total current liabilities 73,110 16,989 17,012
NON-CURRENT LIABILITIES
Bank loans 13 193,263 255,959 256,524
Lease liability 11 23,503 21,951 23,694
Deferred tax liability 5 9,305 16,955 11,734
Total non-current liabilities 226,071 294,865 291,952
Total liabilities 299,181 311,854 308,964
Net assets 368,224 446,360 384,928
SHARE CAPITAL AND RESERVES
Share capital 14 4,717 4,717 4,717
Share premium 269,546 269,546 269,546
Special distributable reserve 152,099 164,851 152,099
Capital reserve (85,434) (8,223) (64,200)
Revenue reserve 27,296 15,469 22,766
Equity shareholders' funds 368,224 446,360 384,928
Net asset value per share (cents) 8 89.3¢ 108.3¢ 93.4¢
Company number: 11032222
The accompanying notes are an integral part of the Financial Statements.
Condensed Consolidated Statement of Changes in Equity
Special distributable
Share premium reserve Capital reserve Revenue reserve
Half year ended 30 June 2024 Share capital €'000 €'000 €'000 €'000 Total
(unaudited) €'000 €'000
Notes
Balance at 31 December 2023 4,717 269,546 152,099 (64,200) 22,766 384,928
Total comprehensive return for the period - - - (21,234) 4,530 (16,704)
Balance at 30 June 2024 4,717 269,546 152,099 (85,434) 27,296 368.224
Half year ended 30 June 2023 (unaudited)
Balance at 31 December 2022 4,717 269,546 164,851 30,780 20,083 489,977
Total comprehensive return for the period - - - (39,003) 7,010 (31,993)
Interim Distributions - - - - (11,624) (11,624)
paid
7
Balance at 30 June 2023 4,717 269,546 164,851 (8,223) 15,469 446,360
Year ended 31 December 2023 (audited)
Balance at 31 December 2022 4,717 269,546 164,851 30,780 20,083 489,977
Total comprehensive return for the year - - - (12,752) (94,980) 13,179 (81,801)
Dividends - - - (10,496) (23,248)
paid
7
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.
Condensed Consolidated Cash Flow Statement
Half year ended 30 June 2024 Unaudited Half year ended 30 June 2023 Unaudited Year ended 31 December 2023
€'000 €'000 Audited
€'000
Notes
CASH FLOWS FROM OPERATING ACTIVITIES
Net return for the period before taxation (17,514) (39,170) (93,888)
Adjustments for:
Losses on revaluation of investment properties 9 20,412 47,606 106,878
Losses/(gains) on disposal of investment properties 230 - (133)
Decrease in land leasehold liability 191 136 272
Increase in trade and other receivables (4,432) (1,921) (2,300)
Increase in trade and other payables 168 300 10
Increase in provisions 1,120 - -
Change in fair value of derivative financial instruments (18) (529) 1,706
Result arising from the derecognition of derivative financial instruments - (313) (313)
Finance costs 4 5,721 4,363 8,112
Tax paid (124) (508) (1,092)
Cash generated by operations 5,754 9,964 19,252
Net cash inflow from operating activities 5,754 9,964 19,252
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditure and costs of disposal (54) (399) (898)
Disposal of investment properties 9 17,500 18,500 18,500
Derivative financial instruments - 313 -
Net cash inflow from investing activities 17,446 18,414 17,602
CASH FLOWS FROM FINANCING ACTIVITIES
Dividends paid 7 - (11,624) (23,248)
Bank loans interest paid (3,637) (3,026) (5,202)
Early termination fees - - (110)
Bank loans repaid (11,000) (10,808) (10,808)
Proceeds from derivative financial instruments - - 313
Net cash outflow from financing activities (14,637) (25,458) (39,055)
Net increase/(decrease) in cash and cash equivalents 8,563 2,920 (2,201)
Opening balance 18,061 20,262 20,262
Closing cash and cash equivalents 26,624 23,182 18,061
REPRESENTED BY
Cash at bank 26,624 23,182 18,061
Notes to the Financial Statements
1. Accounting policies
The Unaudited Condensed Consolidated Financial Statements have been prepared
in accordance with UK adopted International Financial Reporting Standard
("IFRS") IAS 34 'Interim Financial Reporting', and with the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority and are consistent with the accounting policies set out in
the statutory accounts of the Group for the year ended 31 December 2023 unless
stated otherwise in this Half Year Report.
The Unaudited Condensed Consolidated Financial Statements for the half year
ended 30 June 2024 do not include all of the information required for a
complete set of IFRS financial statements and should be read in conjunction
with the Consolidated Financial Statements of the Group for the year ended 31
December 2023. These were prepared in accordance with IFRS, which comprises
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 financial information in this Report
does not comprise statutory accounts within the meaning of Section 434- 436 of
the Companies Act 2006. Those financial statements have been delivered to the
Registrar of Companies and included the report of the auditor which was
unqualified and did not contain a statement under either section 498(2) or
498(3) of the Companies Act 2006. The financial information for the half year
ended 30 June 2024 and 30 June 2023 has not been audited or reviewed by the
Company's auditor.
Going Concern
In November 2023, the Board initiated a Strategic Review recognising that
abrdn European Logistics Income plc (the "Company") faced a number of
challenges, at both a macro and company specific level. Following a detailed
review of the options available to the Company and after consultation with its
advisers, as well as taking into account feedback received from a number of
larger Shareholders, the Board concluded that it would be in the best
interests of Shareholders to proceed with a managed wind-down of the Company.
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 the shareholders. At the General Meeting on 23 July
2024, the revised Investment Policy for the managed wind-down was
overwhelmingly approved by the Shareholders. As the process of managed wind-
down has started, the financial statements have been prepared on a basis other
than going concern.
IFRS offers little guidance on the preparation of the financial statements on
a basis other than going concern and how they might differ from those prepared
on a going concern basis. The AIC SORP notes that where the financial
statements are prepared on a basis other than going concern the significance
of the difference between the valuation of Company's assets and liabilities on
a going concern basis and the estimated value of the assets and liabilities on
a realisation basis should be considered, with any differences being
recognised in the financial statements.
Provision has been made to reflect the costs associated with the realisation
of the assets, the return of capital to shareholders and estimated amounts to
fully liquidate all subsidiaries of the Company and the Company itself.
The AIC SORP also notes that, where the Company is approaching a wind-up and a
provision for liquidation expenses has been made, the Board needs to consider
why those expenses have been/are going to be incurred and whether the
circumstances meet the maintenance or enhancement test for allocating them to
capital. It may also be the case that certain of the costs should be treated
as being related to the disposal of the assets. Certain expenses, such as
disposal costs, are incurred as part of the process of buying and selling
investments and it is considered that such expenses are capital in nature.
The liquidation expenses provided for in the financial statements are in
relation to the disposal of the assets and the ultimate costs of returning
capital to shareholders. Thus, these have been included within the Capital
column of the Condensed Consolidated Statement of Comprehensive Income.
2. Revenue
Half year ended 30 June 2024 Unaudited Half year ended 30 June 2023 Unaudited Year ended 31 December 2023
€'000 €'000 Audited
€'000
Rental income 15,306 16,994 33,435
Property service charge income 4,006 3,866 8,095
Other income 158 331 540
Total revenue 19,470 21,191 42,070
Included within rental income is amortisation of rent free periods granted.
3. Other expenses
Other expenses for half year ended 30 June 2024 included €1.2m of costs
associated with the Strategic Review, of which €0.5m was incurred on
technical and environmental due diligence of properties. Other expenses also
include €205,000 as estimated amounts to fully liquidate all subsidiaries of
the Company and the Company itself.
4. Finance costs
Half year ended 30 June 2024 Unaudited Half year ended Year ended
30 June 2023
31 December 2023 Audited
Unaudited
Revenue Capital Total Revenue Capital Total Revenue Capital Total
€'000 €'000 €'000 €'000 €'000 €'000 €'000 €'000 €'000
Interest on bank loans 2,591 - 2,591 2,798 - 2,798 5,478 - 5,478
Amortisation of loan costs 2,939 - 2,939 1,257 - 1,257 2,129 - 2,129
Bank interest 191 - 191 198 - 198 395 - 395
Early loan repayment cost - 915 915 - 110 110 - 110 110
Total finance costs 5,721 915 6,636 4,253 110 4,363 8,002 110 8,112
As the financial statements have been prepared on a basis other than going
concern, the unamortised balance of capitalised borrowing cost of €2.1m has
been expensed during the period. Finance costs also include provisions for
costs related to early repayment of bank loans of €915,000.
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.
(a) Tax charge in the Group Statement of Comprehensive Income
Half year ended 30 June 2024 Unaudited Half year ended Year ended
30 June 2023
31 December 2023 Audited
Unaudited
Revenue Capital Total Revenue Capital Total Revenue Capital Total
€'000 €'000 €'000 €'000 €'000 €'000 €'000 €'000 €'000
Current taxation:
Overseas taxation 90 - 90 598 - 598 1,327 440 1,767
Deferred taxation:
Overseas taxation - (900) (900) - (7,775) (7,775) - (13,854) (13,854)
Total taxation 90 (900) (810) 598 (7,775) (7,177) 1,327 (13,414) (12,087)
(b) Tax in the Group Balance Sheet
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
€'000 €'000 Audited
€'000
Deferred tax assets:
On tax losses 3,025 3,700 4,740
On other temporary differences 342 338 156
3,367 4,038 4,896
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
€'000 €'000 Audited
€'000
Deferred tax liabilities:
Differences between tax and derivative valuation Differences between tax and 426 - 16,955 422
property revaluation
8,879 11,312
Total taxation on return 9,305 16,955 11,734
6. Earnings per share (Basic and Diluted)
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
Audited
Revenue net return attributable to Ordinary shareholders (€'000) 4,530 7,010 13,179
Weighted average number of shares in issue during the period 412,174,356 412,174,356 412,174,356
Total revenue return per ordinary share 1.1¢ 1.7¢ 3.2¢
Capital return attributable to Ordinary shareholders (€'000) (21,234) (39,003) (94,980)
Weighted average number of shares in issue during the period 412,174,356 412,174,356 412,174,356
Total capital return per ordinary share (5.2¢) (9.5¢) (23.0¢)
Basic and diluted earnings per ordinary share (4.1¢) (7.8¢) (19.8c)
Earnings per share is calculated on the revenue and capital loss for the
period (before other comprehensive income) and is calculated using the
weighted average number of shares in the period of 412,174,356 shares (2023:
412,174,356 shares).
7. Distributions
Half year ended 30 June 2024 Unaudited Half year ended 30 June 2024 Unaudited Year ended 31 December 2023
€'000 €'000 Audited
€'000
Dividends paid - 11,624 23,248
Total dividend paid - 11,624 23,248
To maintain maximum flexibility during the Strategic Review, the board decided
to forgo declaring a fourth interim distribution for the year ended 31
December 2023, which has historically been declared in February and paid in
March each year.
First quarterly interim dividend for 2024 of 1.41¢ (1.21p) per Share was paid
on 5 July 2024 to shareholders on the register on 7 June 2024. The
distribution was split 1.19¢ (1.02p) dividend income and 0.22¢ (0.19p)
qualifying interest income. Although the payment relates to the half year
ended 30 June 2024, under International Financial Reporting Standards, the
distribution is recognised when paid and it will be accounted for in the year
ended
31 December 2024.
8. Net asset value per share
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
Audited
Net assets attributable to shareholders (€'000) 368,224 446,360 384,928
Number of shares in issue 412,174,356 412,174,356 412,174,356
Net asset value per share (cents) 89.3¢ 108.3¢ 93.4¢
The Company announced a NAV per share of 87.9p on 23 August 2024 as at 30 June
2024. This included the deduction of the first interim dividend of 1.41c per
share declared on 23 May 2024 with the ex-dividend date of 6 June 2024. As
detailed in note 7, per the International Financial Reporting Standards this
distribution will be accounted for in the year ending 31 December 2024, and
represents the difference between the two NAVs.
9. Investment properties
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
€'000 €'000 Audited
€'000
Opening carrying value 636,187 776,616 776,616
Acquisition costs, disposal costs and capital expenditure 2 262 329
Disposal of investment property - (18,500) (18,500)
Disposal at cost - 388 -
Gains on disposal of investment properties - 133 133
Right of use asset reassessment - - 1,988
Valuation losses (7,962) (47,453) (106,935)
Provision for disposal costs under non going concern basis (12,450) - -
Movements in lease incentives (64) (18) 328
Decrease in leasehold liability - (135) (272)
Transfer to Investment property held for sale - - (17,500)
Total carrying value 615,713 711,293 636,187
The fair value of investment properties amounted to €607,347,000 (31
December 2023: €633,806,000). The difference between the fair value and the
value per the Condensed Consolidated Balance Sheet as at 30 June 2024 consists
of accrued income relating to the pre-payment for rent-free periods recognised
over the life of the lease of
€3,346,000 (31 December 2023: €4,472,000), lease asset relating to future
use of the leasehold at Den Hoorn of
€24,162,000 (31 December 2023: €24,353,000) and recognition of estimated
property disposal costs of €12,450,000 (31 December 2023: €nil) due to
changes in the basis of preparation of financial statements to a basis other
than going concern. The rent incentive balance is recorded separately in the
financial statements as a current asset and the lease asset is offset by an
equal and opposite lease liability.
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
€'000 €'000 Audited
€'000
Opening carrying value including Investment property held for sale 17,500 - -
Transfer from Investment property - - 17,500
Disposal costs 230 - -
Disposal of investment property (17,500) - -
Losses on disposal of investment properties (230) - -
Total carrying value - - 17,500
On 27 March 2024 the Group completed the sale of the warehouse in
Meung-sur-Loire for €17,500,000 realising a loss of €230,000. The property
was classified as an investment property held for sale.
10. Trade and other receivables
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
€'000 €'000 Audited
€'000
Trade debtors 8,101 9,420 11,197
Held with Registrar 5,812 - -
Bad debt provisions (183) (563) (1,821)
Lease incentives 3,346 4,696 4,472
VAT receivable 706 240 270
Tax receivables 678 572 562
Other receivables 6 6 2
Total receivables 18,466 14,371 14,682
Amounts held with the Registrar relates to the first interim distribution that
was transferred to the Registrar before 30 June 2024 but not paid to the
Shareholders until 5 July 2024.
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 one year.
11. Leasehold liability
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
€'000 €'000 Audited
€'000
Maturity analysis - contractual undiscounted cash
flows
Less than one year 659 550 659
One to five years 2,636 2,200 2,636
More than five years 25,889 24,790 26,218
Total undiscounted lease liabilities 29,184 27,540 29,513
Lease liability included in the Condensed
Consolidated Balance Sheet
Current 659 550 659
Non - Current 23,503 21,951 23,694
Total lease liability 24,162 22,501 24,353
12. Trade and other payables
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
€'000 €'000 Audited
€'000
Rental income received in advance 4,126 4,174 3,994
Tenant deposits 3,781 4,532 4,008
Trade payables 3,669 3,079 4,729
Accruals 2,322 1,957 1,681
Management fee payable 1,386 1,685 729
VAT payable 847 957 1,172
Accrued acquisition and development costs - 55 40
Total payables 16,131 16,439 16,353
13. Bank loans
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
€'000 €'000 Audited
€'000
External bank loans payable in less than one year 55,200 - 255,959 - 256,524
External bank loans payable in greater than one year 193,263
Total payables 248,463 255,959 256,524
The total drawdown of the bank loans amounted to €248,462,500. There is no
difference in the principal balance of drawn down loans and the carrying value
in the Condensed Consolidated Statement of Financial Position due to release
of unamortised capitalised borrowing costs in full to the Condensed
Consolidated Statement of Comprehensive Income during the reporting period,
due to the change in basis of preparation of financial statements.
30 June 2024 Unaudited 30 June 2023 Unaudited 31 December 2023
€'000 €'000 Audited
€'000
Opening balance 256,524 265,532 265,532
Bank loans repaid (11,000) (10,808) (10,808)
Amortisation of capitalised borrowing costs 2,939 1,257 2,129
Capitalised borrowing costs - (22) (329)
Closing balance 248,463 255,959 256,524
Due to change in basis of preparation of financial statements the unamortised
capitalised borrowing costs presented as a part of bank loans in the Condensed
Consolidated Balance Sheet were fully amortised in the Condensed Consolidated
Statement of Comprehensive Income for half year to 30 June 2024.
14. Share capital
30 June 2024 Unaudited 30 June 2023 31 December 2023
Unaudited Audited
€'000
€'000 €'000
Opening balance 4,717 4,717 4,717
Closing balance 4,717 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 total number of Shares authorised, issued and fully paid is 412,174,356.
The nominal value of each Share is £0.01 and the amount paid for each Share
was £1.00.
15. 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
€'000 €'000 €'000 €'000
30 June 2024 (unaudited) Investment properties
- - 615,713 615,713
30 June 2023 (unaudited) Investment properties
- - 711,293 711,293
31 December 2023 (audited) 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.
The following table shows an analysis of the fair values of derivative
financial instruments recognised in the balance sheet by level of the fair
value hierarchy:
Level 1 Level 2 Level 3 Total fair value
€'000 €'000 €'000 €'000
30 June 2024 (unaudited) Interest rate swaps and caps
- 1,708 - 1,708
30 June 2023 (unaudited) Interest rate swaps and caps
- 3,924 - 3,924
31 December 2023 (audited) Interest rate swaps and caps
- 1,690 - 1,690
The lowest level of input for interest rate swaps and caps are current market
interest rates and yield curve over the remaining term of the instrument.
Derivatives are measured at fair value calculated by reference to forward
exchange rates for contracts with similar maturity profiles.
Level 1 Level 2 Level 3 Total fair value
€'000 €'000 €'000 €'000
30 June 2024 (unaudited) Bank loans
- 248,463 - 248,463
30 June 2023 (unaudited) Bank loans
- 247,075 - 247,075
31 December 2023 (audited) 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. Due to wind-down of Company it is estimated that all
loans will be repaid by the end of 2025. As of result bank loans' fair value
is considered to be the same as amortised cost as at 30 June 2024.
16. Related party transactions
The Company's Alternative Investment Fund Manager ('AIFM') throughout the
period 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, risk management and general administrative services
including acting as the Company Secretary. The agreement is terminable by
either the Company or aFML on not less than 12 months' written notice.
Under the terms of the agreement portfolio management services are delegated
by aFML to abrdn Investments Ireland Limited ("aIIL"). The total management
fees charged to the Consolidated Statement of Comprehensive Income during the
period were €1,386,000 and €1,386,000 was payable at the period 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.
For the half year to 30 June 2024, the Directors of the Company received fees
for their services totalling £84,000 equivalent to €98,000.
17. Post balance sheet events
On 5 July 2024 the Company repaid €2.8m of the ING loan. In order to match
the principal and notional amount of hedging the Company partially terminated
€2.8m CAP and €23,000 interest rate swap realising a gain in total amount
of €13,000.
At the 23 July 2024 General Meeting the Shareholders approved the revised
investment policy and management fees due to aFML to ensure that these
arrangements are appropriately aligned with the objective of maximising the
value realised from disposal of the Company's assets in a timely manner.
Effective 1 August 2024 the Company shall pay lower management fees 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.
Second quarterly interim dividend for 2024 of 0.90¢ (0.77p) per Share is
payable on 27 September 2024 to shareholders on the register on 6 September
2024. The distribution is split 0.78¢ (0.67p) dividend income and 0.12¢
(0.10p) qualifying interest income.
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 is
expected to become effective shortly.
18. Ultimate parent company
In the opinion of the Directors on the basis of shareholdings advised to them,
the Company has no immediate or ultimate controlling party.
19. Half yearly report
This Half yearly report was approved by the Board and authorised for issue on
26 September 2024.
The Half Yearly Report will be printed and issued to shareholders and further
copies will be available at 280 Bishopsgate, London EC2M 4AG and on the
Company's website eurologisticsincome.co.uk*
* Neither the Company's website nor the content of any website accessible from
hyperlinks on it (or any other website) is (or is deemed to be) incorporated
into, or forms (or is deemed to form) part of this announcement.
By order of the Board
ABRDN HOLDINGS LIMITED
26 September 2024
Glossary of Terms and Definitions and Alternative Performance Measures
abrdn
The brand of the investment businesses of abrdn plc
abrdn plc
group
The abrdn plc group of companies
AIC
Association of Investment Companies
AIC
SORP
Association of Investment Companies Statement of Recommended Practice:
Financial Statements of Investment Trust Companies and Venture Capital Trusts,
issued November 2014 and updated July 2022
AIFMD
The Alternative Investment Fund Managers Directive
AIFM
The alternative investment fund manager, being aFML
Alternative performance measures
Alternative performance measures are numerical measures of the Company's
current, historical or future performance, financial position or cash flows,
other than financial measures defined or specified in the applicable financial
framework. The alternative performance measures that have been adopted by the
Company are in line with general comparable measures used widely across the
investment trust industry such as the level of discount/ premium, NAV/Share
price total return and ongoing charges which are each explained more fully
below. The Company's applicable financial framework includes IFRS and the AIC
SORP
Annual rental income
Cash rents passing at the Balance Sheet date
aFML or AIFM or Manager
abrdn Fund Managers Limited
aIIL or the investment manager
abrdn Investments Ireland Limited is a wholly owned subsidiary of abrdn plc
and acts as the Company's investment manager
Asset
cover
The value of a company's net assets available to repay a certain security.
Asset cover is usually expressed as a multiple and calculated by dividing the
net assets available by the amount required to repay the specific security
Contracted
rent
The contracted gross rent receivable which becomes payable after all the
occupier incentives in the letting have expired
Covenant
strength
This refers to the quality of a tenant's financial status and its ability to
perform the covenants in a lease
Dividend
cover1
The ratio of the Company's net profit after tax (excluding the below items) to
the dividends paid
As at 30 June 2024 As at 31 December 2023
€'000 €'000
Earnings per IFRS income statement (16,704) (81,801)
Adjustments to calculate dividend cover:
Net changes in the value of investment property 20,412 106,878
(Losses)/gains on disposal of investment property 230 (313)
Gains on termination of derivative financial instruments - (133)
Capitalised finance costs - 110
Tax on disposal of investment property 440
Deferred taxation (900) (13,854)
Wind-down provision2 3,236 -
Effect of fair value adjustments (18) 1,706
on derivative financial instruments
Effects of foreign exchange differences 483 213
Profits (A) 6,739 13,246
Dividend (B)3 5,812 23,248
Dividend Cover (A)/(B) 115.9% 57.0%
2 Includes €2.1m release of unamortised capitalised borrowing costs as at 30
June 2024, released to Condensed Consolidated Statement of Comprehensive
Income as a result of change of basis of preparation of financial statements.
3 Paid on 5 July 2024. Although the payment relates to the half year ended 30
June 2024, under IFRS, the distribution is recognised when paid and it will be
accounted for in the year ended 31 December 2024.
Discount to net asset value per share1
The amount by which the market price per share of an investment trust is lower
than the net asset value per share. The discount is normally expressed as a
percentage of the NAV per share. The opposite of a discount is a premium
Half year ended 30 June 2024 Year ended 31 December 2023
Share price (A) NAV (B) 60.0p 61.6p
Discount (A-B)/B 75.6p (20.6%) 81.2p (24.1%)
Earnings per
share
Profit for the period attributable to shareholders divided by the average
number of shares in issue during the period
EPRA
European Public Real Estate Association
EPRA earnings per
share1
Earnings per share calculated in line with EPRA best practice recommendations
30 June 2024 31 December 2023
€'000 €'000
Earnings per IFRS income (16,704) (81,801)
20,412 106,878
230 (133)
- (900) 440
- (13,854)
(313)
915
(18) 110
1,706
statement
Adjustments to calculate EPRA
Earnings, exclude:
Changes in value of investment
properties
(Losses)/gains on disposal of
investment properties
Tax on profits on disposals
Deferred tax
Gains on termination of
financial instruments
Early loan repayment costs
Changes in fair value of financial
instruments
EPRA Earnings 3,935 13,033
Weighted average basic number of shares ('000) 412,174 412,174
EPRA Earnings per share (cents) 1.0¢ 3.2¢
EPRA net tangible assets per share1
A set of standardised NAV metrics prepared in compliance with EPRA best
practice recommendations
30 June 2024 31 December 2023
€'000 €'000
IFRS NAV 368,224 384,928
Exclude:
Fair value of financial instruments
Deferred tax adjustment in relation to fair value gain on investment property2 (1,708) (1,690)
8,879 11,312
Shares in issue at period end ('000)
EPRA NAV (Net tangible assets) per share (cents)
375,395 394,550
412,174 412,174
91.1 95.7
2 Excludes deferred tax adjustments on other temporary differences, recognised
under IFRS.
ERV
The estimated rental value of a property, provided by the property valuers
Europe
The member states of the European Union, the European Economic Area ("EEA")
and the members of the European Free Trade Association ("EFTA") (and including
always the United Kingdom, whether or not it is a member state of the European
Union, the EEA or a member of EFTA)
Gearing1
Calculated as gross external bank borrowings dividend by total assets
As at 30 June 2024 As at 31 December 2023
€'000 €'000
Bank loans 248,463 259,462
Gross assets 667,405 693,892
Exclude IFRS 16 right of use asset (24,162) (24,353)
Exclude provision for disposal costs2 12,450 -
Adjusted gross assets 655,693 669,539
Gearing 37.9% 38.7%
2 See note 9 for details.
Green
leases
Agreements between a landlord and a tenant as to how a building is to be
occupied, operated and managed in a sustainable way
Group
The Company and its subsidiaries
Gross
assets
The aggregate value of the total assets of the Company as determined in
accordance with the accounting principles adopted by the Company from time to
time
FRC
Financial Reporting Council
IFRS
International Financial Reporting Standards
Index
linked
The practice of linking the review of a tenant's payments under a lease to a
published index, most commonly the Retail Price Index (RPI) but also the
Consumer Price Index (CPI) and French Tertiary Activities Rent Index (ILAT)
Key information document or KID
The Packaged Retail and Insurance-based Investment Products (PRIIPS)
Regulation requires the AIFM, as the Company's PRIIP "manufacturer," to
prepare a key information document ("KID") in respect of the Company. This KID
must be made available by the AIFM to retail investors prior to them making
any investment decision and is available via the Company's website. The
Company is not responsible for the information contained in the KID and
investors should note that the procedures for calculating the risks, costs and
potential returns are prescribed by law. The figures in the KID may not
reflect the expected returns for the Company and anticipated performance
returns cannot be guaranteed
Lease
incentive
A payment used to encourage a tenant to take on a new lease, for example by a
landlord paying a tenant a sum of money to contribute to the cost of a
tenant's fit-out of a property or by allowing a rent free period
Leverage
For the purposes of the Alternative Investment Fund Managers Directive,
leverage is any method which increases the Company's exposure, including the
borrowing of cash and the use of derivatives. It is expressed as a ratio
between the Company's exposure and its net asset value and can be calculated
on a gross and a commitment method. Under the gross method, exposure
represents the sum of the Company's positions after the deduction of sterling
cash balances, without taking into account any hedging and netting
arrangements. Under the commitment method, exposure is calculated without the
deduction of sterling cash balances and after certain hedging and netting
positions are offset against each other. At the period end actual level of
leverage was 167.6% (2023: 164.7%)
Near-shoring
Near-shoring involves relocating a company's operations to a neighbouring or
nearby country, usually within the same region or continent in order to
capitalise on geographic proximity, cultural similarities, and potential cost
advantages while maintaining some of the benefits associated with offshoring,
such as lower labour costs
Net asset value total return (EUR) per share1
The return to shareholders, expressed as a percentage of opening NAV,
calculated on a per share basis by adding dividends paid in the period to the
increase or decrease in NAV. Dividends are assumed to have been reinvested on
the ex-dividend date, excluding transaction costs
Half year ended 30 June 2024 Year ended 31 December 2023
Opening NAV 93.4¢ 118.9¢
Dividend2 1.41¢ -
Movement in NAV (5.5¢) (25.5¢)
Closing NAV 89.3¢ 93.4¢
% movement in NAV (excl dividend) (5.9%) (21.4%)
Impact of reinvested dividends 1.6% 4.3%
NAV total return (4.3%) (17.1%)
Impact of wind down provision 3.5% 0.0%
NAV total return (excluding liquidation provisions) (0.8%) (17.1%)
2 Paid on 5 July 2024. Although the payment relates to the half year ended 30
June 2024, under IFRS, the distribution is recognised when paid and it will be
accounted for in the year ended 31 December 2024.
Net asset value or NAV per share1
The value of total assets less liabilities. Liabilities for this purpose
include current and long-term liabilities. The net asset value divided by the
number of shares in issue produces the net asset value per share
Ongoing charges
ratio1
Ratio of expenses as a percentage of average daily shareholders' funds
calculated as per the industry standard
Passing
rent
The rent payable at a particular point in time
PIDD
The pre-investment disclosure document made available by the AIFM in relation
to the Company
Premium to net asset value per share1
The amount by which the market price per share of an investment trust exceeds
the net asset value per share. The premium is normally expressed as a
percentage of the net asset value per share. The opposite of a premium is a
discount
Prior
charges
The name given to all borrowings including long and short-term loans and
overdrafts that are to be used for investment purposes, reciprocal foreign
currency loans, currency facilities to the extent that they are drawn down,
index-linked securities, and all types of preference or preferred capital,
irrespective of the time until repayment
Portfolio fair
value
The market value of the company's property portfolio, which is based on the
external valuation provided by Savills (UK) Limited
The Royal Institution of Chartered Surveyors (RICS)
The global professional body promoting and enforcing the highest international
standards in the valuation, management and development of land, real estate,
construction and infrastructure
Share price total return (GBP) per share1
The return to shareholders, expressed as a percentage of opening share price,
calculated on a per share basis by adding dividends paid in the period to the
increase or decrease in share price. Dividends are assumed to have been
reinvested on the ex-dividend date, excluding transaction costs
Half year ended 30 June 2024 Year ended 31 December 2023
Opening Share Price 61.6p 68.5p
Movement in share price (1.6p) (6.9p)
Closing share price 60.0p 61.6p
% increase/(decrease) in share price (2.6%) (10.1%)
Impact of reinvested dividends 1.9% 6.6%
Share price total return (0.7%) (3.5%)
SPA
Sale and purchase agreement
SPV
Special purpose vehicle
Total
assets
Total assets less current liabilities (before deducting prior charges as
defined above)
WAULT
Weighted Average Unexpired Lease Term. The average time remaining until the
next lease expiry or break date
(1)Defined as an Alternative Performance Measure
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