Annual Report 2010 Tel (852) 2879 1288 Fax (852) 2827 1338 U a L R E P O R T 2 0 1 0
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CHAMPION R CHAMPION ea L ESTATE INVESTMENT TR INVESTMENT ESTATE L U ST CHAMPION REIT 3008 Great Eagle Centre, 23 Harbour Road, Wanchai, Hong Kong ANN AnnUAL Report 2010 Tel (852) 2879 1288 Fax (852) 2827 1338 www.ChampionReit.com U A L REPORT 2010 REPORT Champion Real Estate Investment Trust (stock code 2778) is a Hong Kong collective investment scheme authorised under section 104 of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) GLOBAL BEST PRACTICES AND STANDARDS Champion REIT is committed to attaining global best practices and standards. Champion REIT’s interpretation of ‘global best practices and standards’ is based upon six key principles: • Ensuring the Basis for an Efficient Corporate Governance Framework • The Rights of Unitholders and Key Ownership Functions • The Equitable Treatment of Unitholders • The Role of Stakeholders in Corporate Governance • Disclosure and Transparency • The Responsibilities of the Board The REIT Manager has adopted compliance TRUST PROFILE procedures and applies them to ensure the sound Champion Real Estate Investment Trust is a trust management and operation of Champion REIT. The formed to own and invest in income-producing office current corporate governance framework emphasizes and retail properties and is one of Asia’s 10 largest accountability to all Unitholders, resolution of REITs by market capitalization. The Trust’s focus is conflict of interest issues, transparency in reporting, on Grade-A commercial properties in prime locations. compliance with relevant regulations and sound It currently offers investors direct exposure to 2.85 operating and investing procedures. million sq. ft. of prime office and retail floor area by way of two landmark properties in Hong Kong, Citibank Plaza and Langham Place, one on each side of the Victoria Harbour. TRUST OBJECTIVES Champion REIT’s key objectives are to provide investors with stable and sustainable distributions and to achieve long-term capital growth. This aim of providing attractive total returns will be achieved by, among other things, proactive management of the properties in the Trust’s portfolio and the selective acquisition of properties that enhance existing yields. CONTENTS 02 Timeline of Significant Events 03 Financial Highlights 04 Chairman’s Report to Unitholders 06 CEO’s Review MANAGEMENT 10 Board of Directors 13 Management Philosophy 14 Senior Management 16 Financial Review 20 Corporate Social Responsibility PORTFOLIO 24 Property Portfolio At-a-glance 26 Citibank Plaza 32 Langham Place REPORTS 38 Valuation Reports 56 Trustee’s Report 57 Corporate Governance Report 69 Connected Party Transaction Report 78 Disclosure of Interests FINANCIALS 82 Independent Auditor’s Report 83 Financial Statements 128 Performance Table CORPORATE INFORMATION TIMELINE OF SIGNIFICANT EVENTS 12 JAN 2010 22 FEB 2010 Announcement of Announcement that 2009 Final Results Langham Place Manager’s Fees will Be Paid in Cash for 2010 25 MAY 2010 Payment of 2009 Final Distribution 16 AUG 2010 Announcement of 2010 Interim Results 3 AUG 2010 Launch of www.CitibankPlaza.com 4 OCT 2010 Payment of 2010 Interim Distribution 15 DEC 2010 31 DEC 2010 Connected Party Financial Year End Transaction Waiver Extended with New Annual Limits at EGM 14 JAN 2011 Announcement that 2011 Manager’s Fees will be 4 JAN 2011 paid in the ratio of 60% Units: 40% Cash Champion REIT’s market capitalization exceeds US$3 billion 21 MAR 2011 Dispatch of 21 FEB 2011 2010 Annual Report Announcement of 2010 Final Results 27 APR 2011 Annual General Meeting 16 MAY 2011 20 - 27Book APR Closure 2011 Payment of 2010 Final Distribution 2 Champion Real Estate Investment Trust FINANCIAL HIGHLIGHTS For the year ended 31 December 2010 FY2010 FY2009 % Change Key Financial Figures HK$’000 HK$’000 Total Revenue 1,875,911 2,035,028 –7.8% Property Operating Expenses (367,224) (325,806) +12.7% Net Property Income 1,508,687 1,709,222 –11.7% Profi t After Tax 4,439,937 3,744,553 +18.6% Distributable Income 1,084,264 1,312,318 –17.4% Distribution Amount 1,066,870 1,241,947 –14.1% Gross Value of Portfolio 50,222,600 44,240,800 +13.5% FY2010 FY2009 % Change Ratios and Per Unit Figures Distribution per Unit HK$0.2164 HK$0.2609 –17.1% Net Asset Value per Unit HK$6.36 HK$5.67 +12.2% Gearing Ratio 28.4% 32.2% –3.8%1 Expense Ratio 19.6% 16.0% +3.6%1 Payout Ratio2 94.8% 94.6% +0.2%1 Notes: 1 Absolute change used for fi gures stated in percentages 2 Distribution Amount (disregarding any discretionary distribution) as a percentage of Distributable Income Annual Report 2010 3 CHAIRMAN’S REPORT TO UNITHOLDERS My fellow unitholders, on behalf of the Board I am Net accounting gains of HK$4,055 million from the pleased to present Champion REIT’s annual report for revaluation of assets and liabilities allowed the Net Profit the financial year ended 31 December 2010. After Tax to increase to HK$4,440 million for 2010. Excluding these revaluation gains, which are non-cash in The 2010 financial results of Champion REIT largely nature, Distributable Income for the year was HK$1,084 reflect the lagged impact of the Global Financial Crisis million, down 17.4% from 2009. The Distribution of 2008/09. This is a feature of property portfolios such Amount for the year, after retention of HK$56.8 million as Champion REIT’s, where three year lease terms are for future use, was HK$1,066.9 million, representing a typical. As there were negligible tenant defaults through pay-out ratio of 94.8%. This was a 14.1% decrease from the crisis, the momentum of high rents of leases signed the Distribution Amount for 2009. The Distribution per before the crisis continued to support occupancy at Unit (DPU) for 2010 will be HK$0.2164, comprising Citibank Plaza as well as revenue for the Trust going HK$0.1076 per Unit already paid out as an interim into 2009. In fact revenue and net property income only distribution, and HK$0.1088 per Unit to be paid out as peaked as recently as 2009, at the same time capital the final distribution. markets around the globe were hitting new lows. By the same token, the downsizing decisions made by tenants Debt with a principal amount of HK$7,765 million during the crisis led to significantly higher vacancies at secured on the Citibank Plaza property, which had Citibank Plaza in 2010, which marked the trough of the an appraised value of HK$33,747 million, is due for income cycle for the Trust, even as market occupancies refinancing in May 2011. We are in the process of and rental rates were recovering strongly. evaluating refinancing proposals. Given the low loan-to-value ratio of 23%, and based on the responses As there was a strong rise in transacted prices of from bankers, we do not expect any major problems commercial properties in the market in 2010, the with the refinancing. HK$765 million of the HK$7,765 value of the Trust’s property assets now stand at million debt is in the form of convertible bonds, and if HK$50.2 billion, an increase of HK$6.0 billion from a these are exercised before their maturity, the Trust has year ago. Net Asset Value increased correspondingly sufficient internal resources to completely settle the to HK$6.36 per Unit, from HK$5.67 a year ago. As a conversions in cash if desired. result of increases in the appraised value of the Trust’s properties, the Gearing Ratio as of 31 December 2010 Champion REIT’s revenue for 2011 is likely to show improved further to 28.4% from 32.2% a year ago. an improvement over 2010. At the operational level, all evidence points to a recovery at Citibank Plaza and further gains at the Langham Place Mall. However, Year End Value of whether improvements at the property level translate Distribution per Unit Property Portfolio into higher distributions will depend on a number $0.50 70 of other factors, including the level of interest rate expenses upon debt refinancing. We will continue 60 $0.40 50.2 to prudently and pragmatically manage the Trust to 50 0.318 44.2 maximize long-term return for our unitholders. $0.30 0.261 40 40.0 16.5 0.101 0.216 15.0 13.6 $0.20 0.277 30 33.8 0.228 LO Ka Shui 0.217 20 29.3 in HK$ (billions) 26.5 $0.10 Chairman 10 $0.00 0 -0.015 -0.012 2008 2009 2010 2008 2009 2010 Clean Engineered Citibank Plaza Retained Langham Place 4 Champion Real Estate Investment Trust 2010 marked the trough of the income cycle for the Trust. Champion REIT’s revenue for 2011 is likely to show an improvement over 2010. As there was a strong rise in transacted prices of commercial properties in the market in 2010, the value of the Trust’s property assets now stand at HK$50.2 billion, an increase of HK$6.0 billion from a year ago. Annual Report 2010 5 2010 marked the beginning of a new office cycle, with rental rates across the spectrum of Hong Kong office sub-markets once again starting to climb…. Spot rental rates achieved at Citibank Plaza improved from HK$75 per sq. ft. at the beginning of 2010 to around HK$100 per sq. ft. by the end of the Year. Driven by a constantly improving mix of quality retailers and a robust retail market, the average sales per sq. ft. of the shops at the Langham Place Mall improved by 18% year on year.