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Annual Report 31 December 2020

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Annual Report 31 December 2020 Annual Report For the year ended 31 December 2020 Contents Strategic Report 2 Highlights 5 Chairman’s Statement 8 Investment Adviser’s Report 37 Strategic Review Governance 52 Board of Directors 54 The Investment Adviser 56 Corporate Governance Report 69 Audit Committee Report 73 Remuneration Committee Report 76 Nominations Committee Report 78 Directors’ Report Financial Statements 80 Group Independent Auditor’s Report 87 Group Income Statement 88 Group Statement of Other Comprehensive Income 89 Group Statement of Changes in Equity 90 Group Balance Sheet 91 Group Cash Flow Statement 92 Notes to the Group Financial Statements 125 Company Balance Sheet 126 Company Statement of Changes in Equity 127 Notes to the Company Financial Statements Additional Information 129 Shareholder Returns 130 EPRA Measures 137 Rent Smoothing Adjustments 138 Property Portfolio as at 10 March 2021 141 Five Year Financial Summary 142 Glossary 143 Company Information 145 Explanatory notes accompanying the AGM Notice 150 Notice of Annual General Meeting 152 Notes to the Notice of Annual General Meeting Strategic Financial Additional Report Governance Statements Information Secure Income REIT Plc is a specialist UK REIT, investing in real estate assets that provide long term rental income with upwards only inflation protection. Aside from the immense tragedy of the loss of life and the disruption caused to individuals and businesses worldwide, the Covid-19 pandemic has created significant challenges for our leisure and hospitality tenants. The combination of the Company’s robust balance sheet, strong liquidity and experienced Management Team has enabled us to support those of our tenants that suffered the sudden closure of their businesses, and therefore to aid the expected resumption of their strong performance track records once the effects of the pandemic diminish. Ultimately, this should position the Company to regain its own strong growth trajectory. Despite the interruption from the exceptional impact of the pandemic, the Company has continued to pay quarterly dividends throughout the year and has delivered a Total Accounting Return IRR of 15.3% p.a. over the six and a half years since listing and a Total Shareholder Return IRR of 12.8% p.a. over the same period. This compares with the equivalent for the FTSE EPRA NAREIT UK Index over the same period of 2.8% p.a. The Company has £1.95 billion of gross property assets, £1.2 billion of net assets, £192 million of uncommitted and unfettered cash, structurally protected non-recourse debt, and very long leases on Key Operating Assets in defensive sectors and which are difficult to replicate. The approval and rapid rollout of vaccines in the UK and elsewhere are cause for cautious optimism that life will soon start to return to normal and allow our leisure and hospitality tenants to be able to resume trading. The Management Team invested a further £5.8 million of cash in their interests in SIR during the year and holds a 12.4% interest in the business, amounting to £152 million at 31 December 2020 EPRA NTA. The team remains energised, committed and aligned with all shareholders. Secure Income REIT Plc Annual Report 2020 1 Highlights 31 December 30 June 31 December Balance sheet and portfolio 2020 2020 2019 Properties at independent valuation £1,946.9m £1,958.7m £2,083.1m Net assets £1,221.5m £1,244.1m £1,384.5m EPRA NTA £1,229.2m £1,252.0m £1,391.3m EPRA NTA per share 379.3p 386.4p 429.4p Uncommitted Cash £192.0m £219.6m £234.2m Net Loan To Value ratio 36.4% 35.3% 31.9% Annualised passing rent before Covid-19 concessions £113.3m £111.8m £110.7m Topped Up Net Initial Yield 5.42% 5.32% 4.95% Running Yield by January 2022(1) 5.58% 5.58% 5.25% Weighted Average Unexpired Lease Term 20.2 years 20.8 years 21.0 years (1) Using independent external valuers’ RPI estimates averaging 2.5% (June 2020: 2.5%; December 2019: 2.6%) Year to Year to 31 December 31 December Earnings and returns 2020 2019 Adjusted EPRA earnings per share: Like for like rent net of all costs and tax, before rent concessions 14.0p 13.6p Temporary rent concessions on a cash basis (10.5)p – Like for like rents net of all costs and tax 3.5p 13.6p Rent net of interest for properties sold in 2019 – 1.7p Adjusted EPRA EPS 3.5p 15.3p IFRS Earnings per share: Like for like rent net of costs and tax, before revaluations and rent concessions 16.6p 16.3p IFRS impact of temporary rent concessions, spread over lease terms (0.3)p – IFRS like for like rent net of costs and tax, before revaluations 16.3p 16.3p Rent net of interest and profit on disposal of Hospitals sold in 2019 – 9.4p Property revaluations (51.4)p 23.4p Incentive fee – (1.6)p IFRS EPS (35.1)p 47.5p Dividends per share 15.7p 16.3p Total Accounting Return (8.0)% 11.7% Latest dividend per share annualised (% of EPRA NTA) 3.8% 3.9% Latest dividend per share annualised (% of 31 Dec 2020 share price) 4.9% 3.9% Total Accounting Return over 30 June 2014 EPRA NTA (IRR) 15.3% p.a. Total Shareholder Return IRR over issue price at listing 12.8% p.a. All capitalised terms are defined in the glossary on page 142. 2 Secure Income REIT Plc Annual Report 2020 Strategic Financial Additional Report Governance Statements Information • EPRA NTA of £1.2 billion; 379.3 pence per share: – 59.3 pence per share (15.8% of EPRA NTA) in unfettered cash plus 0.5p in other net assets – 125.3 pence per share (33.0%) in Healthcare – 112.8 pence per share (29.7%) in Leisure – 81.4 pence per share (21.5%) in Budget Hotels • Overall portfolio valuation down 6.5% to £1.95 billion in the year: – 91% of the total decline was reflected in the June 2020 valuations, with the balance representing a modest decline of 0.6% in gross property values in the second half of the year – Healthcare asset valuations up by 2.8% – Budget Hotel valuations accounted for 69% of the net value decline, falling by 20.3% following Travelodge’s CVA but remaining stable since 30 June 2020 – Leisure asset valuations down by 6.9% • The Group’s 20.2 year Weighted Average Unexpired Lease Term remains one of the longest in the UK quoted real estate sector • Net LTV of 36.4% up from 31.9% at the start of the year and 35.3% at 30 June 2020: – debt in six structurally separate non-recourse debt facilities – appropriate levels of headroom over financial covenants remain in place • Adjusted EPRA EPS of 3.5 pence per share after the full earnings impact of the temporary rent concessions granted to our Leisure and Budget Hotels tenants, reflected in this measure on a cash flow basis – Total impact of concessions on Adjusted EPRA Earnings in 2020 of £34.0 million (10.5 pence per share) – Travelodge rents reduced by a total of £23.4 million from 1 April 2020 to 31 December 2021, of which £14.5 million relates to cash flows in the year to 31 December 2020 – Merlin rents of £17.8 million (£17.7 million at the year end exchange rate) for June and September 2020 were deferred for collection in September 2021; rental cash flows returned to their previously contracted levels with effect from the December 2020 quarter – Stonegate pubs were granted a six month rent free period of £1.1 million from April to September 2020 in exchange for strengthened lease alienation provisions and lease extensions to a 25.0 year term, up from 19.6 years at that time – From January 2021 cash rents receivable amount to 92% of total contractual rents before concessions and under current arrangements, will revert to 100% of their originally contracted levels within ten months – The expected impact of concessions on 2021 cash flow and Adjusted EPRA Earnings is a reduction in Travelodge rents of £8.9 million and the expected receipt of £17.7 million of deferred rent from Merlin, resulting in a net positive impact of £8.8 million (2.7 pence per share) • Rent collections have remained strong with only 0.3% of passing rents after concessions in arrears at 31 December, all of which were collected after the year end • Dividend payments were maintained throughout 2020 and since the year end • Neither the Company nor the Investment Adviser has requested or utilised any form of Covid-19 Government support • The Management Team’s shareholding is the largest by value amongst UK REITs, underpinning very strong alignment with all shareholders: – Management’s 12.4% stake is worth £152.3 million at 31 December 2020 EPRA NTA – Every member of the Management Team has a personally significant investment in the business – During the year the Management Team invested a further £5.8 million of cash in their interests in the Company Secure Income REIT Plc Annual Report 2020 3 Highlights continued Total Accounting Return Net LTV Net LTV 69.7% 49.7p 69.7% 65.4p 61.0% 33.4p 61.0% Total Accounting Return growth 53.5% 19.5p of 15.3% per annum since listing 53.5% 49.6% 49.6% 5.9p 43.0% 43.0% 36.4% 31.9% 36.4% 31.9% 257.1p 281.3p 321.7p 368.2p 398.7p 429.4p 379.3p 2014 2015 2016 2017 2018 2019 2020 2014 2015 2016 2017 2018 2019 2020 2014 2015 2016 2017 2018 2019 2020 EPRA NTA per share Cumulative dividends per share Adjusted EPRA EPS Dividends and dividends per share 16.3p 15.7p 13.6p 13.9p 5.9p 10.5p 3.5p 0.0p 2.6p 11.3p 13.6p 14.7p 15.3p £52.5m £50.8m £31.2m £12.0m £41.4m 2014 2015 2016 2017 2018 2019 2020 2016 2017 2018 2019 2020 Adjusted EPRA EPS Impact of rent concessions Dividends paid 4 Secure Income REIT Plc Annual Report 2020 Strategic Financial Additional Report Governance Statements Information Chairman’s Statement “While we recognise that the last twelve months have negatively impacted short term returns for many investors, the performance of the business over the medium to longer term and its prospects over similar time scales remain the principal focus of the Management Team and Board.
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