Frasers Centrepoint Ltd
Another good year
FY15 results largely within expectations; high dividend ■ yield of 5.2%.
■ Good earnings visibility from large S$3.1bn of unrecognized residential billings from
Singapore, Australia and China.
■ Extensive pipeline of new investment property projects to boost rental income base.
■ New Thai strategic investment to broaden foray into Thailand.
■ Maintain Add with a RNAV-based target price of S$2.04.
FY15 results broadly in line, high dividend yield
FCL reported a good set of FY15 results, which came in broadly in line with
expectations. FY15 revenue and PBIT grew 62% and 44% yoy, to S3.56bn and S$1.1bn
respectively, with full-year contributions from FPA, higher residential income from China
and Singapore as well as contributions from new hotels. Consequently, core net profit
rose 16% yoy to S$544m. The group proposed a final DPS of 6.2Scts (total S8.6cts),
translating to a yield of 5.2%.
Good development visibility with S$3.1bn of unrecognized sales
Development earnings visibility is strong with total S$3.1bn of unrecognized unbilled
revenue, largely from Singapore (S$1.2bn), where North Park Residences is c.66% sold.
In addition to 2,950 units released in FY15, FPA will launch a further 3,850 in FY16 to
augments the S$1.5bn of unrecognized residential billings in Australia. Whilst
landbanking in Spore remains challenging due to elevated land cost, FPA boosted its
landbank by another 2,833 units in FY15 to reach a total development pipeline GDV of
S$8.5bn.
Newbuilds to support rental income expansion
Recurrent income accounted for a larger 58% of PBIT, in line with FCL’s 60-70% target.
Growth will continue to be underpinned by the strong rental income base from FPA’s
C&I portfolio and the opening of the 95% pre-leased Waterway Point in Singapore in Jan
16 as well as completion of Frasers Tower, Northpoint City and AEI works at
Centrepoint. The hospitality division should also see total units under management
expanding from present 14,083 units to at least 22,783 keys by 2019.
Strategic investment in Golden Land to broaden Thailand foray
FCL announced a potential strategic investment in Thai-listed Golden Land Property
Development. FCL will pay THB4,971m (S$196m) or THB7.29/share for a 29.5% share
in the enlarged entity. Post restructuring, Golden is expected to have an estimated BV of
THB12,738m. Golden focuses on landed and medium-density housing and mixed-use
commercial and hospitality projects in the Bangkok CBD. Transaction proceeds will be
used for new investment and development projects and to reduce gearing.
Maintain Add
We maintain our Add rating on FCL with a slightly higher target price of S$2.04, based
on a 30% discount to RNAV. Whilst gearing of 83.6% is higher than its peers, we believe
potential capital management such as asset sales to its existing REITs would enable
FCL to recycle capital going forward. The stock is currently trading at a steep 43%
discount to RNAV. Other stock price catalyst could also emerge should the group
increase its free float.
Frasers builds Queensland warehouse for glass maker Owens Illinois
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NaN of [img=620x0]http://www.afr.com/content/dam/images/g/k/u/c/0/b/image.related.afrArticleLead.620x350.gku7gm.png/1447055737783.jpg[/img]Owens-Illinois will occupy a new distribution warehouse at Yatala Central from late 2016. [Image: 1426319989079.png]
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by Larry Schlesinger Frasers Property Australia has secured Owens-Illinois, one of the world's biggest manufacturers of glass packaging, as the first tenant in its Yatala Central industrial estate on the northern fringes of the Gold Coast. Frasers Property Australia, the former Australand business, is now a subsidiary of the Singapore-listed Frasers Centrepoint, which on Friday announced a 44 per cent rise in full-year profits, helped along by the Australian operations. At Yatala it has commenced construction of a 30,000-square-metre warehouse and 400-square-metre office on a 6.75-hectare site within the 40-hectare industrial estate close to the M1 Motorway. New York-listed Owens-Illinois will occupy the building on a six-year lease from the third quarter of 2016, using the Yatala facility as its major Australian distribution warehouse, after relocating from its distribution hub at Acacia Ridge in Brisbane. [img=620x0]http://www.afr.com/content/dam/images/g/k/u/b/z/f/image.imgtype.afrArticleInline.620x0.png/1447041312796.jpg[/img]Owens-Illinois will occupy a new distribution warehouse at Yatala Central from late 2016. The Owens-Illinois leasing terms were not disclosed, but at market rates of about $90 a square metre, the rent would be $2.7 million a year in income. The leasing deal was negotiated by Cameron Ayre and Nick Witheriff of CBRE. Frasers is looking to develop $175 million of warehousing, logistics and light manufacturing facilities within the estate by 2019. Frasers Queensland general manager Troy Whalan said it was in negotiations with several companies looking to join O-I in Yatala Central.
FRASERS CENTREPOINT LIMITED
(Incorporated in the Republic of Singapore)
(Company Registration No. 196300440G)
POTENTIAL STRATEGIC INVESTMENT IN GOLDEN LAND PROPERTY DEVELOPMENT PUBLIC
COMPANY LIMITED
1. INTRODUCTION
1.1 The Board of Directors of Frasers Centrepoint Limited (“FCL”, and together with its subsidiaries,
the “Group”) wishes to announce that the Board has approved a potential strategic investment
(through the subscription of new ordinary shares) (the “Proposed Transaction”) in Golden
Land Property Development Public Company Limited (“Gold”), a public company listed on the
Stock Exchange of Thailand, subject to agreement of terms, and entry into, of a share
subscription agreement (the “Agreement”).
1.2 As at the date of this Announcement, Univentures Public Company Limited (“UV”) holds 55.7%
of the issued share capital of Gold. Adelfos Company Limited, which is owned by Mr. Panote
Sirivadhanabhakdi and Mr. Thapana Sirivadhanabhakdi on a 50:50 basis, is a major
shareholder of UV . Mr. Panote Sirivadhanabhakdi is a director of FCL, and both he and Mr.
Thapana Sirivadhanabhakdi are immediate family members of Mr. Charoen Sirivadhanabhakdi
and Khunying Wanna Sirivadhanabhakdi, who are directors and controlling shareholders of
FCL.
1.3 If FCL and Gold agree on terms of the Agreement, upon completion of the Proposed
Transaction, it is expected that FCL will hold approximately 29.5% of the enlarged issued share
capital of Gold while UV will hold approximately 39.3% of the enlarged issued share capital of
Gold.
2. INFORMATION ON THE TARGET GROUP
The business of Gold and its subsidiaries (the “Target Group”) comprises (a) residential and
commercial property development, and (b) property management and property advisory
services, in Thailand. The Target Group’s residential real estate business focuses mainly on
single/semi-detached housing and townhouse residential projects under the flagship brand of
“Golden”, as well as a few mixed-used commercial and hospitality projects in the central
2
business district of Bangkok, Thailand. Gold intends to apply the proceeds from the Proposed
Transaction to fund new investment and development of residential projects, reduce gearing
and for general corporate funding.
3. CONSIDERATION
3.1 Subject to finalisation of the terms of the Agreement, it is expected that FCL will pay a
consideration (the “Consideration”) of an aggregate amount of Baht 4,971 million (equivalent
to approximately S$196 million1) for the subscription of the new ordinary shares in Gold, at a
subscription price of Baht 7.25 (equivalent to approximately S$0.29) per share. The
subscription price represents a premium of 1.4% to the last closing price of Gold’s shares on 6
November 2015 (being the last trading day prior to the date of this announcement), a premium
of 3.0% and 8.0% to the 30 days2 and 90 days2 volume weighted average price (“VWAP”) of
Gold’s shares, respectively, and a premium of 32.3% to the pro-forma net asset value of Target
Group based on its unaudited consolidated financial statements for the period ended 30 June
2015, post-completion of the Proposed Transaction.
3.2 The Consideration takes into account, among others, a valuation report dated inOctober 2015
prepared by Knight Frank Chartered (Thailand) Company Limited (the “Valuation Report”) and
commissioned by FCL in respect of Gold’s underlying assets. Pursuant to the Valuation Report,
the market value of Gold’s underlying assets is Baht 23,694 million (equivalent to approximately
S$936 million) as at 30 June 2015. FCL expects to fully satisfy the Consideration in cash, which
will be funded by the Group’s internal cash resources and external bank borrowings.
3.3 Based on the unaudited consolidated financial statements of the Target Group for the period
ended 30 June 2015, the book value of the Target Group is approximately Baht 7,767 million
(equivalent to approximately S$307 million). The Proposed Transaction, if completed, is
expected to increase Gold’s book value to Baht 12,738 million (equivalent to approximately
S$503 million).
3.4 The Proposed Transaction is not expected to have any material financial impact on the earnings
per share or NTA per share of the Group.
4. RATIONALE FOR THE TRANSACTION
4.1 FCL is a full-fledged international real estate company and one of Singapore's top property
companies with total assets above S$23 billion as at 30 September 2015. FCL has four core
businesses focused on residential, commercial and hospitality and industrial properties
spanning more than 77 cities across Asia, Australasia, Europe, and the Middle-East. FCL is
listed on the Main Board of the SGX-ST and is the sponsor and manager of two real estate
investment trusts listed on the Main Board of the SGX-ST, Frasers Centrepoint Trust and
Frasers Commercial Trust that are focused on retail properties, and office and business space
properties respectively, and one stapled trust listed on the Main Board of the SGX-ST, Frasers
1 In this Announcement, unless otherwise stated, translations of amounts from the Thai Baht to Singapore dollars have been
made on the basis of S$1 : THB25.3164557 as at 5 November 2015.
2 As at 6 November 2015 from Bloomberg.
3
Hospitality Trust (comprising Frasers Hospitality Real Estate Investment Trust and Frasers
Hospitality Business Trust) that is focused on hospitality properties.
4.2 In December 2014, FCL announced the divestment of its entire 49% shareholding interest in
Riverside Homes Development Co., Ltd (“RHD”) to SMJC Real Estate Co., Ltd, and its entire
40.45% interest in Krungthep Land Public Company Limited (“KLand”) to Gold. RHD is a single
condominium project development joint-venture company in Thailand, having completed a
high-rise residential project called “The Pano” located along Rama III Road, Yannawa District,
Bangkok; whereas KLand is in landed residential development business, focusing in both midincome
and luxury segments. The exit from both companies, allowed FCL to rebalance its
portfolio and seek other investment opportunities or platform in Thailand.
4.3 As stated in paragraph 2 of this Announcement, the Target Group’s business comprises (a)
residential and commercial property development, and (b) property management and property
advisory services, in Thailand. Having examined Gold’s business profile, track record and
management record, the Board considers the Target Group to be complementary to FCL’s
business profile and would present a suitable opportunity for FCL to re-enter the Thai residential
and commercial property markets and leverage on FCL’s controlling shareholders’ strong home
market advantage. In particular, the Target Group’s business profile has a shared philosophy
with FCL, which is to capture the broad base residential market in the mid-income segment and
with a focus on growing recurring income from its commercial property developments. The
Target Group also plans to embark on larger mixed-use projects and to establish a real estate
investment trust (“REIT”) platform. FCL’s international experience and interest in these areas
will complement the Target Group’s long-term growth aspirations.
The move by property firm Frasers Centrepoint Limited (FCL) to expand its residential business from the lacklustre local scene to Australia, China and Britain has proved a winning strategy.
The group is now making a play in a fourth foreign market - Thailand.
It announced yesterday that it has signed a deal linked to the Sirivadhanabhakdi family. Mr Charoen Sirivadhanabhakdi's TCC Group is majority shareholder of FCL.
Quote:The move would mark a re-entry in the Thai residential and commercial markets for Frasers Centrepoint Limited, which sold off its interests in two other Thai property companies last December.
FCL said it plans to pay about $196 million for a 29.5 per cent stake in Thai-listed Golden Land Property Development. Univentures, a firm controlled by two of Mr Charoen's sons, is the majority shareholder of Golden Land.
The move would mark a re-entry in the Thai residential and commercial markets for FCL, which sold off its interests in two other Thai property companies last December.
FCL said Golden Land is a good fit as it has a "shared philosophy" - to capture the broad-based residential market in the mid-income segment and establish a real estate investment trust platform, among other strategies.
FCL chief executive Lim Ee Seng told The Straits Times the TCC Group-FCL match is ideal: "We can capitalise on (TCC Group's) connections and ability to execute projects in Thailand; at the same time, they like our corporate governance and management expertise."