Essential and Resilient Annual Report 2020 Contents
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UNITED HAMPSHIRE US REIT ESSENTIAL AND RESILIENT ANNUAL REPORT 2020 CONTENTS 01 Corporate Profile 18 Board of Directors 80 Investor Relations 08 FP 2020 Highlights 24 The Manager 81 Unit Price Performance 10 Message to Unitholders 26 U.S. Asset Manager 82 Corporate Governance 14 Key Events 28 Financial Review and 111 Financial Statements Capital Management 15 Trust and Tax Structure 166 Interested Person Transactions 34 Operations Review 16 Organisation Structure 167 Unitholding Statistics 40 Property Summary 16 The Sponsors and The Manager Corporate Information 60 Independent Market Research 17 Our Presence CORPORATE PROFILE “ ASIA’S FIRST U.S. GROCERY ANCHORED SHOPPING CENTER AND SELF-STORAGE REIT“ United Hampshire US REIT Necessity and Self-Storage Properties UHREIT is managed by United (“UHREIT” or “the REIT”) is a that serve the non-discretionary needs Hampshire US REIT Management Pte. real estate investment trust listed on of U.S. consumers. The Properties are Ltd. (“the Manager”). The Manager is the Singapore Exchange Securities strategically located in the populous jointly owned by UOB Global Capital Trading Limited (“SGX-ST”) on and affluent East Coast markets LLC (“UOB Sponsor”), a subsidiary 12 March 2020. It was established of the U.S. They have a total of United Overseas Bank Limited with the principal investment strategy appraised value of approximately (“UOB”), and Hampshire U.S. Holdco, of investing in a diversified portfolio US$585.5 million and an aggregate LLC, a wholly owned subsidiary of stabilised income-producing (i) net lettable area (“NLA”) of of The Hampshire Companies, grocery-anchored and necessity- approximately 3.16 million square feet. LLC (“Hampshire Sponsor”). The based retail properties (“Grocery UOB Sponsor is an originator and & Necessity Properties”), and (ii) Providing essential services and distributor of private equity, hedge modern, climate-controlled self-storage resilient to the impact of e-commerce, funds, fixed income and real estate facilities (“Self-Storage Properties”), UHREIT’s tenants include and are not products, while, the Hampshire located in the United States (“U.S.”). limited to grocers & wholesalers, Sponsor has over 60 years of warehouse clubs, home improvement experience in acquiring, developing, UHREIT’s portfolio comprises 22 stores, discount retailers and other uses leasing, repositioning, managing, predominantly freehold Grocery & with strong omni-channel platforms. financing and divesting of real estate. 01 RELI BLE & STEADY CASH FLOW DPU US4.81 cents 1.1% above IPO Forecast1 TOTAL APPRAISED VALUE US$ 1 The Prospectus disclosed a 10-month profit forecast for the period from 1 March 2020 to 31 December 2020. Forecast results for the period from 12 March 2020 to 31 December 2020 were derived by pro-rating the forecast figures. 599.2 ESSENTI L TENANCIES & RESILIENT ASSETS HIGH GROCERY & NECESSITY OCCUPANCY ESSENTI L 94.7% TENANCIES & RESILIENT ASSETS INCOME STABILITY & CYCLE- GNOSTIC INCOME STABILITY & CYCLE- GNOSTIC LONG WALE 8.2 years1 1 Computation included forward committed leases. Excluding forward committed leases, the WALE is 7.9 years as at 31 December 2020. UNITED HAMPSHIRE US REIT FP 2020 HIGHLIGHTS GROSS NET PROPERTY REVENUE INCOME US$41.6 US$31.1 million million DISTRIBUTABLE DISTRIBUTION INCOME PER UNIT US$23.8 US4.81 million cents 08 ESSENTIAL AND RESILIENT | ANNUAL REPORT 2020 APPRAISED CONSERVATIVE VALUE GEARING US$585.5 36.2% million WEIGHTED AVERAGE INTEREST INTEREST RATE COVERAGE RATIO 2.83% 6.3 per annum times 09 UNITED HAMPSHIRE US REIT MESSAGE TO UNITHOLDERS Tan Tong Hai Robert Totten Schmitt Chairman and Independent Chief Executive Officer Non-Executive Director 10 ESSENTIAL AND RESILIENT | ANNUAL REPORT 2020 Dear Unitholders, On behalf of the Board and management, we are pleased to present United Hampshire US Real Estate Investment Trust’s (“UHREIT”) inaugural annual report. 2020 marked a significant milestone for UHREIT. With UHREIT’s successful listing on the Mainboard of the Singapore Exchange (“SGX”) on 12 March 2020, UHREIT became Asia’s first U.S. grocery-anchored shopping center and self-storage REIT. STABILITY AMIDST UNCERTAINTY UHREIT lodged its Initial Public Offering (“IPO”) prospectus on 25 February 2020 and by the date of listing on 12 March 2020, the COVID-19 pandemic had spread globally, with the World Health Organisation (“WHO”) declaring a pandemic the day before, on 11 March 2020. Later in the same month, the U.S. Federal Government published shelter-in-place guidelines to help protect its population from the pandemic. Despite the uncertainties brought on by the unprecedented global pandemic, UHREIT delivered a steady set of results for the financial period from its listing date of 12 March 2020 to 31 December 2020 (“FP 2020”). We are pleased that UHREIT’s distribution per unit (“DPU”) for FP 2020 stood at US4.81 cents, which was 1.1% higher than the IPO forecast1 (“forecast”), with distributable income at US$23.8 million, 1.3% higher than forecast. FP 2020 gross revenue THE STABLE was US$41.6 million, 2.2% lower than forecast, while property expenses stood at US$11.8 million, 5.0% lower than forecast. FP 2020 PERFORMANCE IS net property income (“NPI”) was US$31.1 million, 3.3% lower than A TESTAMENT TO the forecast. THE RESILIENCE OF The stable performance is a testament to the resilience of UHREIT’s portfolio of 18 suburban Grocery & Necessity Properties and four UHREIT’S PORTFOLIO Self-Storage Properties. Through adopting a proactive approach in asset management, UHREIT maintained a high portfolio occupancy OF 18 SUBURBAN rate of 94.7%2 as at 31 December 2020. Our Grocery and Necessity GROCERY & Properties enjoy a long weighted average lease expiry (“WALE”) of 8.2 years3. The variation in lease expiries within the initial portfolio NECESSITY resulted in a well spread lease expiry profile, with only 3.4% of leases PROPERTIES AND expiring in 2021. FOUR SELF-STORAGE PROPERTIES. 1 The Prospectus disclosed a 10-month profit forecast for the period from 1 March 2020 to 31 December 2020. Forecast results for the period from 12 March 2020 to 31 December 2020 were derived by pro-rating the forecast figures. 2 As at 31 December 2020, for Grocery & Necessity Properties only. 3 Computation included forward committed leases. Excluding forward committed leases, the WALE is 7.9 years as at 31 December 2020. 11 UNITED HAMPSHIRE US REIT MESSAGE TO UNITHOLDERS ESSENTIAL AND RESILIENT pick-up and common areas, further facilitated a conducive environment for social distancing in our properties. As we look back, despite the challenges to the business landscape soon after listing, brought on by the rapidly The REIT Manager is also consistently engaging the evolving COVID-19 pandemic situation, UHREIT has tenants and have been actively supporting and providing remained resilient throughout this unprecedented period. assistance to those businesses most severely impacted by the economic downturn caused by COVID-19. In FP 2020, A key differentiator of our portfolio is that unlike enclosed we granted US$0.6 million of rent relief and US$1.0 malls, UHREIT’s suburban Grocery & Necessity Properties, million of rent deferral. With the relaxation of restrictions which are primarily located on the populous and affluent and guidelines, rental collections have improved from over East Coast of the U.S., are single-storey, open-air strip 80.0% in June 2020 to 98.9%6 in 4Q 2020. centers, catering to daily necessities. These properties, together with the Self-Storage Properties, which are The REIT Manager also supports its tenants in adopting the classified as commercial business, remained open omni-channel strategy which leverages both online and throughout the pandemic. offline presence to sell and deliver products. Physical stores are at the core of the retailers’ omni-channel strategy and UHREIT’s portfolio remains well-positioned to navigate the remain as the distribution hub where shoppers can choose disruptions as majority of its base rental income is derived their fresh produce in-store, as well as pickup their online from tenants conducting essential businesses4. Although orders. Other initiatives also included designating selected some of the tenants who were engaged in non-essential parking spaces at the properties for curbside pick-up, which businesses were not allowed to open during the early stage enabled tenants to fulfill their orders at lower costs and of the pandemic due to local guidelines and restrictions, faster delivery speed. it is noteworthy that as at September 2020, 100.0% of UHREIT’s tenants had already resumed operations and Although initially affected by the pandemic and shelter- opened for business with a modest number of tenants in-place restrictions, UHREIT’s Self-Storage segment’s subject to capacity limitations. performance has improved significantly since the gradual lifting of lockdown guidelines from May 2020. Millburn Furthermore, our grocery and home improvement tenants Self-Storage and Elizabeth Self-Storage recorded significant continued to flourish during the COVID-19 pandemic, with occupancy growth from 2Q through 4Q, increasing from key tenants including Ahold Delhaize, Lowe’s, The Home an average of 63.1% and 12.4% to 93.4% and 36.6%7, Depot and Walmart recording between 8.6% to 28.6% respectively. Carteret Self-Storage’s occupancy remains increase in sales year-on-year in 4Q 20205. consistently high since June 2020 and stands at an average occupancy of 93.7%7 in 4Q 2020. The construction During the period under review, precautionary measures of Perth Amboy Self-Storage has been completed and were implemented in all of UHREIT’s properties to ensure leasing activities have commenced in January 2021. After the safety of both shoppers and staff. This included the approximately a month since opening, occupancy reached stepping up of efforts in cleaning and sanitising the 8.0% as of February 2021. premises, setting aside hours designated for vulnerable groups, such as seniors and pregnant shoppers, to shop As for the Publix Store at St.