WFD Trust Annual Financial Report 31 December 2016
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WFD Trust Annual Financial Report 31 December 2016 Westfield America Management Limited ABN 66 072 780 619 AFSL No. 230324 as Responsible Entity of WFD Trust ARSN 168 765 875 Directory Westfield Corporation Investor Information Westfield Corporation Limited Westfield Corporation ABN 12 166 995 197 Level 29 85 Castlereagh Street WFD Trust Sydney NSW 2000 ARSN 168 765 875 (responsible entity Westfield America Telephone: +61 2 9273 2010 Management Limited E-mail: [email protected] ABN 66 072 780 619, Website: www.westfieldcorp.com/investors AFS Licence No 230324) Principal Share Registry Westfield America Trust Computershare Investor Services Pty Limited ARSN 092 058 449 Level 4, 60 Carrington Street (responsible entity Westfield America Sydney NSW 2000 Management Limited GPO Box 2975 ABN 66 072 780 619, Melbourne VIC 3001 AFS Licence No 230324) Telephone: +61 3 9415 4070 Registered Office Enquiries: 1300 132 211 Level 29 Facsimile: +61 3 9473 2500 85 Castlereagh Street E-mail: [email protected] Sydney NSW 2000 Website: www.computershare.com Telephone: +61 2 9273 2000 ADR Registry Facsimile: +61 2 9358 7241 Bank of New York Mellon United States Office Depository Receipts Division 2049 Century Park East 101 Barclay Street 41st Floor 22nd Floor Century City, CA 90067 New York, New York 10286 Telephone: +1 310 478 4456 Telephone: +1 212 815 2293 Facsimile: +1 310 481 9481 Facsimile: +1 212 571 3050 Website: www.adrbny.com United Kingdom Office 6th Floor, MidCity Place Code: WFGPY 71 High Holborn Listing London WC1V 6EA Australian Securities Exchange – WFD Telephone: +44 20 7061 1400 Website Facsimile: +44 20 7061 1401 westfieldcorp.com Secretaries Simon J Tuxen Maureen T McGrath Auditors Ernst & Young The Ernst & Young Centre 200 George Street Sydney NSW 2000 The papers used in the production of this year’s Westfield Corporation reports are produced using environmentally responsible papers produced from well managed forests. TYPESETTING: MONCHOCREATIVE.COM.AU Annual Financial Report WFD TRUST For the Financial Year ended 31 December 2016 Contents 2 Income Statement 3 Statement of Comprehensive Income 4 Balance Sheet 5 Statement of Changes in Equity 6 Cash Flow Statement 7 Notes to the Financial Statements 16 Directors’ Declaration 17 Independent Audit Report 20 Directors’ Report 23 Corporate Governance Statement 24 Members’ Information WFD TRUST ANNUAL FINANCIAL REPORT 2016 // PAGE 1 Income Statement FOR THE YEAR ENDED 31 DECEMBER 2016 31 Dec 16 31 Dec 15 Note US$million US$million Revenue Investment income 19.2 83.3 Expenses Overheads (1.8) (2.0) Interest income 20 0.4 0.5 Currency loss (4.0) (1.3) Financing costs 20 (6.0) ( 7.9) Net fair value loss on interest rate derivatives 20 – (1.7) Revaluation of investments (142.6) 265.5 Gain/(loss) in respect of capital transactions 3 (0.6) 23.9 Profit/(loss) before tax for the period (135.4) 360.3 Tax expense – – Profit/(loss) after tax for the period attributable to members of WFD Trust (WFDT) (135.4) 360.3 US cents US cents Basic earnings/(loss) per WFD Trust unit 5 (6.52) 17.34 Diluted earnings/(loss) per WFD Trust unit 5 (6.52) 17.34 PAGE 2 Statement of Comprehensive Income FOR THE YEAR ENDED 31 DECEMBER 2016 31 Dec 16 31 Dec 15 US$million US$million Profit/(loss) after tax for the period (135.4) 360.3 Other comprehensive income/(loss) Movement in foreign currency translation reserve – Net exchange difference from the use of a presentation currency other than the functional currency (47.2) (581.3) Total comprehensive income/(loss) for the period (182.6) (221.0) WFD TRUST ANNUAL FINANCIAL REPORT 2016 // PAGE 3 Balance Sheet AS AT 31 DECEMBER 2016 31 Dec 16 31 Dec 15 Note US$million US$million Current assets Cash and cash equivalents 5.1 13.4 Receivables 6 2,144.6 2,908.0 Total current assets 2,149.7 2,921.4 Non current assets Investments 7 2,118.2 2,110.6 Receivables 6 450.0 – Total non current assets 2,568.2 2,110.6 Total assets 4,717.9 5,032.0 Current liabilities Payables and other creditors 8 233.9 338.4 Total current liabilities 233.9 338.4 Total liabilities 233.9 338.4 Net assets 4,484.0 4,693.6 Equity attributable to members of WFD Trust Contributed equity 9 5,643.2 5,643.2 Reserves 11 (1,362.3) (1,315.1) Retained profits 12 203.1 365.5 Total equity attributable to members of WFD Trust 4,484.0 4,693.6 PAGE 4 Statement of Changes in Equity FOR THE YEAR ENDED 31 DECEMBER 2016 Comprehensive Equity and Income Reserves Total Total 31 Dec 16 31 Dec 16 31 Dec 16 31 Dec 15 US$million US$million US$million US$million Changes in equity attributable to members of WFD Trust Opening balance of contributed equity – 5,643.2 5,643.2 5,643.2 Closing balance of contributed equity – 5,643.2 5,643.2 5,643.2 Opening balance of reserves – (1,315.1) (1,315.1) (733.8) – Movement in foreign currency translation reserve (47.2) – (47.2) (581.3) Closing balance of reserves (47.2) (1,315.1) (1,362.3) (1,315.1) Opening balance of retained profits – 365.5 365.5 258.9 – Profit/(loss) after tax for the period (135.4) – (135.4) 360.3 – Distributions paid – (27.0) (27.0) (253.7) Closing balance of retained profits (135.4) 338.5 203.1 365.5 Closing balance of equity attributable to members of WFD Trust (182.6) 4,666.6 4,484.0 4,693.6 WFD TRUST ANNUAL FINANCIAL REPORT 2016 // PAGE 5 Cash Flow Statement FOR THE YEAR ENDED 31 DECEMBER 2016 31 Dec 16 31 Dec 15 Note US$million US$million Cash flows from/(used in) operating activities Distributions received from investments 70.7 2.7 Payments in the course of operations (including sales tax) (1.3) (27.4) Interest paid (5.8) (6.7) Net cash flows from/(used in) operating activities 13(b) 63.6 (31.4) Cash flows used in investing activities Proceeds from the disposition of investments – 84.4 Payments for investments (236.4) (178.8) Net cash flows used in investing activities (236.4) (94.4) Cash flows from financing activities Loans from related entities 193.9 386.8 Distributions paid (27.0) (253.7) Net cash flows from financing activities 166.9 133.1 Net increase/(decrease) in cash and cash equivalents held (5.9) 7.3 Add opening cash and cash equivalents brought forward 13.4 6.4 Effects of exchange rate changes on opening cash and cash equivalents brought forward (2.4) (0.3) Cash and cash equivalents at the end of the period 13(a) 5.1 13.4 PAGE 6 Index of Notes to the Financial Statements FOR THE YEAR ENDED 31 DECEMBER 2016 Note Description Page 1 Basis of preparation of the Financial Report 8 2 Summary of significant accounting policies 9 3 Gain/(loss) in respect of capital transactions 10 4 Taxation 10 5 Earnings/(loss) per unit 10 6 Receivables 10 7 Investments 11 8 Payables and other creditors 11 9 Contributed equity 11 10 Share based payments 11 11 Reserves 12 12 Retained profits 12 13 Cash and cash equivalents 12 14 Distributions 12 15 Contingent liabilities 12 16 Segment Reporting 13 17 Exchange rate risk management 13 18 Fair value of financial assets and liabilities 14 19 Auditor's remuneration 14 20 Related party disclosures 15 WFD TRUST ANNUAL FINANCIAL REPORT 2016 // PAGE 7 Notes to the Financial Statements FOR THE YEAR ENDED 31 DECEMBER 2016 NOTE 1 BASIS OF PREPARATION OF THE In addition to the above, further amendments to accounting standards FINANCIAL REPORT have been proposed as a result of the revision of related standards (a) Corporate information and the Annual Improvement Projects (for non-urgent changes). These This financial report of the WFD Trust (WFDT), comprising WFDT amendments are set out below: and its controlled entities (the Trust) for the year ended 31 December – AASB 2010-7 Amendments to Australian Accounting Standards 2016 was approved in accordance with a resolution of the Board of arising from AASB 9 (effective from 1 January 2018); Directors of Westfield America Management Limited as responsible entity of WFDT (Responsible Entity) on 13 March 2017. – AASB 2013-9 Amendments to Australian Accounting Standards – Conceptual Framework, Materiality and Financial Instruments The principal activity of the Trust is to hold interests in entities that (effective from 1 January 2018); invest in Westfield Corporation’s UK property assets. – AASB 2014-1 Amendments to Australian Accounting Standards – (b) Statement of Compliance Part E: Financial Instruments (effective from 1 January 2018); and This financial report complies with Australian Accounting Standards – AASB 2014-10 Amendments to Australian Accounting Standards – and International Financial Reporting Standards issued by the Sale or Contribution of Assets between an Investor and its International Accounting Standards Board. The accounting policies Associate and Joint Venture (effective from 1 January 2018). adopted are consistent with those used in the annual financial report for the year ended 31 December 2015 except for the changes required These recently issued or amended standards are not expected to due to amendments to the accounting standards noted below. have a significant impact on the amounts recognised in these financial statements when they are restated on application of these new The Trust has adopted the following new or amended standards which accounting standards, except where disclosed above. became applicable on 1 January 2016. (c) Basis of Accounting – AASB 2014-3 Amendments to Australian Accounting Standards – Accounting for Acquisitions of Interest in Joint Operations.