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AdvertisementThis is an advertisement and not a prospectus. Potential investors should not apply for or buy any shares in Empiric Student Property plc (the “Company” or “ESP”) except on the basis of information contained in the prospectus published by the Company in connection with the offer of shares in the Company and which is available at: www.espreit.co.uk/investors
Proposed FundraisingThe current proposed fundraising would allow the Company to take advantage of its substantial pipeline of high quality new investments and developments.
Empiric Student Property plcPremium Student Accommodation in the UK
Close of offer for subscription 11am on 22 July 2015
Admission and dealing in new shares 8am on 27 July 2015
How do we deliver returns?• Our student accommodation properties generate rental income from our tenants and we also develop new properties. This gives ESP the ability both to pay an attractive yield and to deliver capital appreciation to investors
• We target a 6.0%*2 p.a. dividend yield (based on the IPO price of 100 pence), and…
• …a target net total return to shareholders of 13.0%*2 p.a. over the medium term
• We pay dividends quarterly
• We aim to grow our rents (and hence our dividends) year-on-year
ESP is a Main Market, London Stock Exchange listed Real Estate Investment Trust (REIT), with a market capitalisation of c.£250m, and an internal, dedicated management team
We own and develop high-end properties aimed at the upper quartile of the direct let student accommodation market in the UK
We currently have 40 separate properties in 20 cities and towns across the UK, comprising c.3,500 beds, of which c.1,200 beds are in development
Focused on city and town centre locations near universities and popular amenities, typically with 50 to 200 beds per property
Our properties are particularly attractive to international students, which represent c.70% of our current tenants
Our operating property portfolio is fully let*1
A constituent of the FTSE All-Share Index
*1 in line with standard market terminology, “fully let” refers to a vacancy rate of less than 2.5% and relates to the current academic year.
*2 the figures in relation to targeted dividend, and net total return to shareholders are for illustrative purposes only and are not intended to be, and should not be taken as, a profit forecast or estimate. Actual returns cannot be predicted and may differ materially from these illustrative figures.
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The student market in the UK• UK and foreign student numbers in the UK have increased by over 42% over the last 10 years
• 91% of students in the UK (excluding first years) have no access to purpose built accommodation*3
• Total accepted applicants for the 2014/15 academic year in higher education in the UK was an all time high of c.512,000 students
• UK Government caps on student numbers to be completely removed in 2015/16 – which may lead to further growth in UK student numbers *3 reflects the 27 top tier university towns and cities targeted by the Company by the Company.
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Asset Overview as at 30 June 2015
Standing Sites
Development / ForwardFunded / ForwardCommitted Sites
Exchanged SinceMarch 2015
Development / Forward Funded / Forward Committed Sites
Exchanged Since March 2015
Standing Sites
Paul Hadaway RIBA CEO
• Property developer since 1997
• Jointly responsible for the acquisition, development and investment management activities
• Architect by training; previously acted for clients such as BAA, Westfield, Compass Group and Debenhams
Baroness Brenda Dean Chairman
• Previously non executive director of Taylor Wimpey for nine years
• Member of the regulated board of Places for People
• Member of the Council of Nottingham University
Michael Enright FCA CFO
• Previous listed company experience
• Focused on real estate since 1999
• Qualified as a chartered accountant with Arthur Andersen
Tim Attlee MRICS CIO
• Focused on the student accommodation sector since 2009
• Held senior roles at Knight Frank
• Qualified as a chartered surveyor in 1987
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Location Location Beds Beds Value / Cost (£m)
Value / Cost (£m)
Bristol (College Green) 84 10.9
Exeter (Picturehouse) 102 12.6 Leeds (St Marks) 85 7.3
Cardiff (Summit) 87 10.4 Bristol (William & Matthew) 80 2.2(2)
Edinburgh (Buccleuch) 86 5.9(2) Manchester (Baptist Chapel) 82 1.3(2)
Southampton (Brunswick) 173 7.5(1) (2) Exeter (Library Lofts) 61 6.9
Birmingham (Brook) 106 12.8 Newcastle (Claremont House) 88 11.5
Glasgow ((Willowbank) 178 3.3(1)(2) Durham (St Margaret’s) 109 5.4
Birmingham (Edge) 77 10.3 Huddersfield (Oldgate) 179 2.5(2)
Aberdeen (Centro) 56 7.1 Lancaster (CityBlock 1) 30 2.1
Southampton (London Rd) 46 4.2 Lancaster (CityBlock 2) 77 5.6
Nottingham (Talbot Studios) 98 8.8 Lancaster (CityBlock 3) 100 7.7
Cardiff (Alwyn) 51 3.8 Leicester (CityBlock 1) 98 6.2
Cardiff (Northgate) 67 5.9 Leicester (CityBlock 2) 76 4.9
Huddersfield (Snow Island) 98 4.5(2) Liverpool (Art School Lofts) 64 8.4
Hatfield (Curzon Point) 116 9.8 Liverpool (Maple House) 147 12.9
Exeter (Dean Clarke Lofts) 30 4.7 Liverpool (Chatham Lodge) 50 3.9
Leeds (Algernon Firth) 111 7.5 Liverpool (Hayward House) 74 5.4
London (Halsmere) 79 15.6 Liverpool (The Octagon) 19 2.0
Nottingham (Talbot Street) 65 1.1(2) Liverpool (Grove Street Studios) 28 2.7
Glasgow (Ballet School) 103 13.6 Stoke-on-Trent (Caledonia Mill) 120 6.3
Total 3,503
Note: asset valuations from CBRE as at 31 May 2015 unless indicated below or, if acquired after 31 May 2015, acquisition price. In addition, theCompany has exchanged conditional contracts on a further development property in Durham (Framwellgate). (1)(2)
Company’s share of 50% joint venture interest in the propertyManagement estimate of market value
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Aberdeen (St Peters) 123 6.3(2)21
Performance since IPO• ESP was listed on the Main Market
(Premium Listing) of the London Stock Exchange in June 2014, and has a current market capitalisation of c.£250m (as at 30 June 2015)
• Share price growth from 100p to 108.5p since IPO in June 2014 to June 2015
• Dividends declared of 4p in first financial year ended 30 June 2015. 6p dividend target*2 for financial year ending 30 June 2016
Benefits of a REIT structure• We must pay out at least 90% of property income as dividends – we cannot limit the distributions of income to shareholders
• We are exempt from capital gains tax and corporate tax on our property investments
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*Includes 1,213 beds in developmentNote: In addition, the Company has exchanged conditional contracts on a further development property in Durham (Framwellgate).
Bed Count by Location as at 30 June 2015 (Total: 3,503*)
Tenants by Year of Study as at 30 June 2015
Tenants by Nationality as at 30 June 2015
International 69%
UK 31%4th Year and Postgraduate
43%
1st Year 21%
2nd Year 26%
3rd Year 10%
Note: These figures refer to the past. Past performance is not a reliable indicator of future performance.
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ESP Share Price Since IPO
*2 the figures in relation to targeted dividend, and net total return to shareholders are for illustrative purposes only and are not intended to be, and should not be taken as, a profit forecast or estimate. Actual returns cannot be predicted and may differ materially from these illustrative figures.
IMPORTANT NOTICE: Prices of shares may go down as well as up and in the worst case you could lose all of your investment.
FIND OUT MORE: Download the prospectus at www.espreit.co.uk/investors
Key risks
• Detailed disclosure of such risks is contained in the prospectus, in the section headed “Risk Factors”. You should consider these risks carefully.
• The value of the Company’s shares and the income from them can fall as well as rise. Past performance is not a guide to future performance
• The Company’s performance could suffer if any of the properties are not fully let
• The Company’s portfolio currently comprises c.40 properties. If any one of these property investments declines in value, this can reduce the portfolio’s value disproportionately more than if it held a larger number of investments
• Any events that negatively impact the reputation of, or the value associated with, the Company’s brand or the student accommodation sector could adversely affect the Company’s business
• The UK student accommodation sector is highly fragmented and competitive and the Company’s failure to be able to compete effectively could erode its market share and ultimately reduce its profitability
• The size of the UK student market is influenced and determined by a number of different factors, including prevailing government policy, which could adversely affect the Company’s operations and ultimately reduce the number of rooms let to students
• If the Company fails to maintain REIT status for UK tax purposes, its profits and gains will be subject to UK corporation tax
Any prospective investor is recommended to consult an independent financial adviser.
The securities of the Company have not been and will not be registered under the U.S. Securities Act of 1933, as amended the (“Securities Act”) and may not be offered or sold within the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. There will be no public offering of the securities in the United States.
The contents of this advertisement, which have been prepared by and are the sole responsibility of Empiric Student Property plc, has been approved solely for the purposes of section 21 of the FSMA by Akur Limited (“Akur”) whose registered address is 23 Bruton Street, Mayfair, London, W1J 6QF. Akur is authorised and regulated by the Financial Conduct Authority. Akur is acting exclusively for the Company and no-one else in relation to or in connection with the potential offer of the shares in the Company and will not be responsible to anyone other than the Company and is not providing, and will not provide, advice in relation to the offer or any matter referred to in this advertisement. The investments referred to in this advertisement may not be suitable for all investors. Any person who is in any doubt as to the suitability of the shares should seek independent financial advice. This
advertisement does not constitute an offer or recommendation concerning the shares referred to in this advertisement. These materials are not directed at or accessible by persons in the United States or persons resident or located in Australia, Canada, Japan, the Republic of South Africa or any other jurisdiction where the extension of availability of the materials to which you are seeking access would breach any applicable law or regulation. This advertisement is not for distribution or publication in any jurisdiction outside the UK. Certain investors will be able to apply for shares through intermediaries. Intermediaries may charge commissions to apply for shares and there may also be fees to continue to hold or to sell any shares that investors buy. Ask intermediaries for full details.
This is an advertisement and not a prospectus for the purposes of EU Directive 2003/71/EC or Part VI of the Financial Services and Markets Act 2000 (“FSMA”)