Powering Innovation
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POWERING INNOVATION CAPITALAND MALL TRUST ANNUAL REPORT 2017 POWERING INNOVATION CAPITALAND MALL TRUST ANNUAL REPORT 2017 POWERING INNOVATION CapitaLand Mall Trust continues to be at the forefront of a dynamic retail landscape, pushing boundaries and exploring new ways to future-enable our malls. Together with our business partners, we create enriching and inspiring experiences that fulfill the aspirations of our tenants and shoppers. By powering innovation, we open up new possibilities for the future of retail to better serve the needs of this and future generations of shoppers. Inspiring Passion. Fulfilling Aspirations. VISION MISSION CreatING VALUE To deliver stable distributions and sustainable MAXIMISING RETURNS total returns to Unitholders. TRANSFORMING EXPERIENCES CMT’s vision embraces all our stakeholders. We rely on the continued and combined support of our Unitholders, business partners, tenants, shoppers and employees to achieve this vision and, in return, share with them the fruits of our success. 1 ANNUAL REPORT 2017 CoRPORATE PROFILE CapitaLand Mall Trust (CMT) is the first real estate investment trust (REIT) listed on Singapore Exchange Securities Trading Limited (SGX-ST) in July 2002. CMT is also the largest retail REIT by market capitalisation in Singapore, approximately S$7.6 billion as at 31 December 2017. CMT has been affirmed an ‘A2’ issuer rating by Moody’s Investors Service on 16 July 2015. The ‘A2’ issuer rating is the highest rating assigned to a Singapore REIT. CMT owns and invests in quality income-producing assets which are used, or predominantly used, for retail purposes primarily in Singapore. As at 31 December 2017, CMT’s portfolio comprised a diverse list of about 2,900 leases with local and international retailers and achieved a committed occupancy of 99.2%. CMT’s 16 quality shopping malls, which are strategically located in the suburban areas and downtown core of Singapore, comprise Tampines Mall, Junction 8, Funan, IMM Building, Plaza Singapura, Bugis Junction, Sembawang Shopping Centre, JCube, Raffles City Singapore (40.00% interest), Lot One Shoppers’ Mall, 90 out of 91 strata lots in Bukit Panjang Plaza, The Atrium@Orchard, Clarke Quay, Bugis+, Westgate (30.00% interest) and Bedok Mall. CMT also owns 122.7 million units in CapitaLand Retail China Trust, the first China shopping mall REIT listed on the SGX-ST in December 2006. CMT is managed by an external manager, CapitaLand Mall Trust Management Limited, which is an indirect wholly owned subsidiary of CapitaLand Limited, one of Asia’s largest real estate companies headquartered and listed in Singapore. CONTENTS OVERVIEW CORPORATE GOVERNANCE & SUSTAINABILITY Financial Highlights 2 TRANSPARENCY Sustainability Management 58 2017 Highlights 4 Board of Directors 16 Message to Unitholders 5 Trust Management Team 22 Trust Structure 9 Corporate Governance 23 Organisation Structure 9 Enterprise Risk Management 47 Year in Brief 2017 10 Investor & Media Relations 51 Growth Strategies 12 Unit Price Performance 54 Property Portfolio 14 BUSINESS REVIEW PORTFOLIO DETAILS FINANCIALS & ADDITIONAL Operations Review 82 Portfolio Summary 118 INFORMATION Financial Review 90 Portfolio Details 120 Financial Statements 137 Capital Management 94 CapitaLand Retail China Trust 136 Additional Information 217 Independent Retail Statistics of Unitholdings 219 Market Overview 98 Mall Directory 222 Singapore REIT Sector 106 Corporate Information IBC Marketing & Promotions 108 Our Tenants 114 Our Shoppers 116 2 CAPITALAND MALL TRUST FINANCIAL HIGHLIGHTS Gross Revenue1 Net Property Income1 (S$ million) (S$ million) 807.5 552.3 566.4 563.0 774.2 787.2 795.4 530.1 729.2 502.7 86.7 84.8 118.2 117.8 113.0 86.1 115.3 64.0 81.7 91.6 479.7 478.2 669.0 689.7 682.4 466.2 637.6 658.9 438.7 448.4 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 CMT Group2 CMT Group2 Joint ventures3 (For information only) Joint ventures3 (For information only) Distributable Income Total Assets1 (S$ million) (S$ million) 392.0 394.3 395.8 10,355.7 10,326.7 10,504.4 375.3 9,858.3 356.2 9,220.0 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 1 With the adoption of Financial Reporting Standards 111 Joint Arrangements from 1 January 2014, CMT’s 40.00% interest in RCS Trust and 30.00% interest in Infinity Mall Trust and Infinity Office Trust (collectively, the Infinity Trusts) are accounted for as investments in joint ventures using equity method. For comparison purpose, 2013 has been restated to exclude CMT’s 40.00% interest in RCS Trust and CMT’s 30.00% interest in Infinity Trusts. 2 On 1 October 2015, CMT acquired all the units in Brilliance Mall Trust (BMT) which holds Bedok Mall. Upon acquisition, BMT became a subsidiary. On 15 December 2015, the sale of Rivervale Mall was completed. On 30 August 2016, three private trusts namely Victory Office 1 Trust, Victory Office 2 Trust and Victory SR Trust (collectively, the Victory Trusts, each wholly owned by CMT) were constituted in relation to the redevelopment of Funan. CMT, together with the Victory Trusts jointly own and undertake to redevelop Funan which comprises a retail component (held through CMT), two office towers and serviced residences. On 31 October 2017, CMT divested all of the units held in Victory SR Trust, which holds the serviced residence component of Funan, to Victory SR Pte. Ltd., a wholly owned subsidiary of Ascott Serviced Residence (Global) Fund Pte. Ltd. 3 Joint ventures refer to CMT’s 40.00% interest in RCS Trust and CMT’s 30.00% interest in Infinity Trusts. Westgate, which is owned by Infinity Mall Trust, commenced operations on 2 December 2013. 3 ANNUAL REPORT 2017 OVE R V I EW corporate Group1 For the Financial Year 2013 2014 20152 20163 20174 Selected Statement of Total Return and governance Distribution Data (S$ million) Gross Rental Income 589.3 607.9 615.4 639.6 629.4 Car Park Income 18.2 18.0 18.2 17.1 19.9 & Other Income 30.1 33.0 35.4 33.0 33.1 transparency Gross Revenue 637.6 658.9 669.0 689.7 682.4 Net Property Income 438.7 448.4 466.2 479.7 478.2 Distributable Income 356.2 375.3 392.0 394.3 395.8 Selected Statement of Financial Position Data (S$ million) sustainability Total Assets 9,220.0 9,858.3 10,355.7 10,326.7 10,504.4 Total Borrowings5 2,918.4 3,238.7 3,251.0 3,169.0 3,192.1 Net Asset Value Per Unit6 (S$) 1.71 1.79 1.86 1.86 1.92 Unitholders’ Funds 6,008.7 6,282.4 6,693.27 6,692.2 6,928.0 8 Market Capitalisation 6,589.7 7,062.8 6,834.5 6,678.7 7,553.9 business Portfolio Property Valuation 7,276.0 7,510.0 8,366.0 8,509.09 8,770.49 Key Financial Indicators Earnings Per Unit (cents) 16.61 17.88 16.65 13.25 18.55 REVIEW Distribution Per Unit (cents) 10.27 10.84 11.25 11.13 11.16 Management Expense Ratio10 (%) 0.7 0.8 0.7 0.7 0.7 Unencumbered Assets as % of Total Assets (%) 100.0 100.0 100.0 100.0 100.0 portfolio Aggregate Leverage (%) 35.3 33.8 35.4 34.8 34.2 Net Debt / EBITDA11 (times) 4.9 5.1 6.0 6.3 6.4 Interest Coverage (times) 5.0 4.5 4.8 4.8 4.8 details Average Term to Maturity (years) 3.8 4.712 5.312 5.3 4.9 Average Cost of Debt (%) 3.5 3.5 3.3 3.2 3.2 financials 1 From 1 January 2014, as a result of Financial Reporting Standards 111 Joint Arrangements, CMT and its subsidiaries (CMT Group) has changed its accounting policy for its interests in joint arrangements and the consolidated results of CMT Group are based on equity accounting. For comparison purpose, the numbers for 2013 had been restated. Consequently, the affected key financial indicators (except aggregate leverage) have also been restated accordingly. 2 On 1 October 2015, CMT acquired all the units in Brilliance Mall Trust (BMT) which holds Bedok Mall. Upon acquisition, BMT became a subsidiary. On 15 December 2015, the sale of Rivervale Mall was completed. 3 On 30 August 2016, three private trusts namely Victory Office 1 Trust, Victory Office 2 Trust and Victory SR Trust (collectively, the Victory Trusts, each wholly owned by CMT) were & constituted in relation to the redevelopment of Funan. CMT, together with the Victory Trusts jointly own and undertake to redevelop Funan which comprises a retail component (held through CMT), two office towers and serviced residences. ADDITIONAL 4 On 3 August 2017, HSBC Institutional Trust Services (Singapore) Limited (the Trustee) has entered into a conditional unit sale and purchase agreement with Victory SR Pte. Ltd., a wholly owned subsidiary of Ascott Serviced Residence (Global) Fund Pte. Ltd. to sell all the units in Victory SR Trust. The divestment of all the units in Victory SR Trust to Victory SR Pte. Ltd. was completed on 31 October 2017. 5 Amounts included foreign currency denominated notes which have been swapped into Singapore dollars at their respective swapped rates. 6 Excluding the distribution to be paid for the last quarter of the respective financial year. 7 On 1 October 2015, 4,100,515 and 72,000,000 units (amounting to S$7.8 million and S$137.0 million) were issued as acquisition fee and partial consideration for the acquisition of BMT respectively. information 8 Based on the closing unit prices of S$1.905 on 31 December 2013, S$2.040 on 31 December 2014, S$1.930 on 31 December 2015, S$1.885 on 30 December 2016 and S$2.130 on 29 December 2017.