RG 46 Disclosures
In September 2008, the Australian Securities and Investments Commission (ASIC) released Regulatory Guide 46 - Unlisted property schemes - improving disclosure for retail investors (RG 46) setting out eight principles for improved disclosure to help retail investors understand the risks associated with investing in unlisted property funds and to decide whether such investments are suitable for them.
The Guide covers the following disclosure requirements:
Disclosure Principle 1 - Gearing Ratio
The Trust does not have any direct borrowings.
However, the Trust's two investments, being units in the Moore Street Trust (100%) and the O'Riordan Street Trust (49.99%), do have borrowings.
Based on the percentage ownership of the Trust in each of these underlying trusts, the indirect or 'look-through' gearing ratio of the Trust (being the Trust's percentage exposure to the total interest bearing liabilities of each respective trust divided by the value of the respective trust assets) is approximately 48.0%
This ratio has been calculated in accordance with ASIC RG 46 which states that entities should disclose a gearing ratio using the following formula:
| Gearing ratio = | Total interest bearing liabilities(1) |
| Total assets(2) |
(1) Interest bearing liabilities exclude deferred transaction costs.
(2) Based on un-audited financial statements.
Disclosure Principle 2 - Interest Cover
Currently, the Trust's interest cover on a 'look-through' basis is approximately 3.05 times. This figure indicates that the Trust currently has sufficient earnings to satisfy interest repayments.
The interest cover has been calculated for the year in accordance with ASIC RG 46 which states that the entity's interest cover should be disclosed and calculated using the following formula:
| Interest cover = | EBITDA(1) - unrealised gains + unrealised losses |
| Interest expense |
EBITDA = earnings before interest, tax, depreciation and amortisation
Disclosure Principle 3 - Borrowing
17 Moore Street Trust
This trust owns the property located at 17 Moore Street, Canberra
The trust has obtained a loan from Westpac Banking Corporation. The amount currently drawn down is $7.0 million from a total facility limit of $7.0 million. The maturity date of this loan is September 2014.
As at July 2011, the 17 Moore Street Trust is in compliance with its loan covenants, and is not aware that any covenants are likely to be breached in the future.
O'Riordan Street Trust
This trust owns the property located at 17 O'Riordan Street, Alexandria
The trust has obtained a loan from Commonwealth Bank of Australia. The amount currently drawn down is $39.6 million from a total facility limit of $40 million. The maturity date of this loan is December 2012.
Investors' interests in the Trust will generally rank behind lenders and other creditors of the Trust. This means, if the Trust was to be wound-up, then the Trust's lenders and other creditors would be repaid first, before any capital or outstanding distributions were paid to investors.
Disclosure Principle 4 - Portfolio Diversification
Property: |
17 Moore Street, Canberra | 17 O'Riordan Street, Alexandria |
Property value: |
$20.3m (July 2011) | $71.0m (100% - June 2011) |
% of Trust: |
36.4% | 63.6% |
Geographical location: |
Canberra, ACT | Sydney, NSW |
Sector: |
Office | Office/warehouse/laboratory |
Weighted average lease expiry: |
5.3 years* | 19.5 years* |
Occupancy rate: |
100%* | 100%* |
Major tenant: |
Commonwealth Government | Australian Red Cross Blood Service |
| *As at July 2011 |
The Trust was established to invest in two separate trusts. It has an exposure to two property assests, namely:
- 100% of the property located at 17 Moore Street, Canberra, ACT; and
- 49.99% of the Australian Red Cross Blood Service property located at 17 O'Riordan Street, Alexandria, NSW
The Trust does not intend to acquire any other properties or make any other investments.
Disclosure Principle 5 - Valuation Policy
Pursuant to the constitution of the Trust, the Responsible Entity may determine the valuation methods and policies it will apply from time to time in determining the net asset value of the Trust. Independent valuations are performed as at 30 June each year by registered valuers who are appropriately qualified to undertake the valuation, based on the type and locality of the property being valued. All independent valuations comply with relevant industry standard and codes.
Disclosure Principle 6 - Related Party Transactions
The Responsible Entity has established a policy for proposed or potential related party transactions, to ensure that any actual or potential conflicts of interest are identified and appropriately dealt with. Any potential transactions with related parties go through an assessment process, and must be approved unanimously by the Board. No related party transactions can be approved or entered into unless they are strictly on arms-length, commercial terms (unless otherwise approved by Unitholders , with any possible conflicts of interest having been fully disclosed). Any related party transactions are then monitored to ensure they are carried-out as approved and continue to be on arms-length terms.
Disclosure Principle 7 - Distributions
Year ended 30 June 2012
| Distribution rate (cpu) | |
| Month ended 31 August 2011 (1) | 0.1600 |
| Month ended 30 September 2011 | 0.6986 |
| Month ended 31 October 2011 | 0.7219 |
| Month ended 30 November 2011 | 0.6986 |
| Month ended 31 December 2011 | 0.7219 |
| 3.0010 |
(1) Units in the CorVal Property Trust No 2 were first allotted on 25 August 2011. The first income distribution was therefore in the quarter ended 31 August 2011.
Disclosure Principle 8 - Withdrawal Rights
Investors have no rights to withdraw from the Trust as it is a fixed term investment with no ongoing liquidity.
