CapitaLand Integrated Commercial Trust · SGX:C38U
CapitaLand Integrated Commercial Trust — CapitaMall Trust — Shareholder Meeting (July 2004)
39 slides from CapitaLand Integrated Commercial Trust's shareholder meeting presentation, Jul 8, 2004
Slide 1: Acquisition of Plaza Singapura
ACQUISITION OF PLAZA SINGAPURA Extraordinary General Meeting 8 July 2004 Insert pic of Plaza Sing
Slide 2: Important Notice
Important Notice This material or our presentation is for informational purposes only and should be read in conjunction with the circular issued by the Manager (as manager of CapitaMall Trust (“CMT”)) on 21 June 2004 (“Circular”). The value of units in CMT and the income from them may fall as well a
Slide 3: Summary of Approvals Sought
Cap/taMall P Trust Summary of Approvals Sought
Slide 4: Resolutions
Resolutions To seek unitholders’ approval for: ü The Acquisition of Plaza Singapura (Resolution 1 – Ordinary Resolution); ü The offer and issue of up to 182,000,000 new Units for the purpose of the Equity Fund Raising and 147,000,000 Consideration Units in payment of the Units Component of the Purch
Slide 5: Resolution 1 – Ordinary Resolution
Resolution 1 – Ordinary Resolution The Acquisition of Plaza Singapura
Slide 6: Plaza Singapura Acquisition will Increase Unitholder DPU
Plaza Singapura Acquisition will Unitholder DPU ü Proposed acquisition will increase DPU 2004 2005 (1) Forecast Projection Issue Before After Variance Before After Variance Price PS PS(2) PS PS(2) S$1.45 8.95¢ 4.2% 9.08¢ 4.7% S$1.50 9.03¢ 5.1% 9.16¢ 5.7% S$1.55 8.59¢ 9.11¢ 6.1% 8.67¢ 9.24¢ 6.6% S$1.
Slide 7: Plaza Singapura Acquisition is Yield Accretive
Plaza Singapura Acquisition is Yield Accretive 2004 Annualised Distribution Yield (%)(1) Unit price Current After Plaza Variance Forecast Singapura (3) (8.59¢)(2) S$1.50 5.73 6.02 5.1% S$1.55 5.54 5.88 6.1% S$1.60 5.37 5.74 6.9% S$1.63(4) [Market Price] 5.27 5.66 7.4% S$1.65 5.21 5.61 7.7% S$1.70 5.
Slide 8: Higher Distribution Per Unit (DPU)
Higher Distribution Per Unit (“DPU”) ü Attractive property yield contributes ü Efficient capital structure Higher DPU to ü Improved fee Structure Cents 9.50 9.24 (1) 9.11 (1) 6.6% 0.12 0.12 6.1% 0.16 9.00 Sources of DPU improvement: 0.16 0.29 0.24 With Asset Management fees in units 8.50 With increa
Slide 9: Greater Income Diversification
Greater Income Diversification ü CMT will have an enlarged portfolio of assets in which no more than 31.6% of the total net property income will be derived from any one property, down from 35.7% prior to the acquisition. Before Acquisition After Acquisition Plaza TM IMM Singapura 24.4% 28.0% TM 31.6
Slide 10: Improved Liquidity
Improved Liquidity CMT’s asset size increases from S$1.39bn to S$2.1bn Liquidity enhancement will attract more CMT’s weighting in institutional and MSCI-Singapore Free retail investors Index envisaged to rise from current 0.8% 10
Slide 11: Stronger Geographical Diversification
Stronger Geographical Diversification ü The acquisition will allow CMT to diversify its portfolio of properties and cater to different tenancy demands in different parts of Singapore Tampines Mall Junction 8 Jurong East Plaza Singapura IMM Building Funan The IT Mall 11
Slide 12: Plaza Singapura - Potential for Improvement
Plaza Singapura - Potential for Improvement Proposed Scheme üReconfigure retail units to improve marketability & rental potential üImprove existing tenancy mix üCreate new retail units and kiosks at common areas üConvert ancillary areas into productive retail space Opportunities for Gross Revenue gr
Slide 13: Plaza Singapura – Potential Rent Upside
Plaza Singapura – Potential Rent Upside Per Sq Ft Tampines Junction 8 Plaza Mall Singapura Level 1(1) $26.35 $24.31 $18.44 Level 2(1) $17.23 $16.44 $13.38 Level 4(1) $15.33 $13.08 $8.21 Ave Rent (as at 30 Apr 04) $11.11 $10.15 $8.59 Rental on levels 1,2 & 4 on average over 18% lower than similar flo
Slide 14: Step-Up Leases
Step-Up Leases üGrowth in Revenue with Step-Up Leases Existing Plaza Existing Properties & Properties Singapura Plaza Singapura No. of Leases with Step-Up Rent 434 196 630 Total No. of Leases 937 205 1,142 Percentage of Leases 46.3% 95.6% 55.2% Step-up Growth on Committed Leases More Growth in Reven
Slide 15: Plaza Singapura – Fact Sheet
Plaza Singapura – Fact Sheet Gross Floor Area 764,342 sft Net Lettable Area 486,113 sft Occupancy (as at 30 Apr 04) 99.7% Number of leases (as at 30 Apr 04) 205 Major tenants Carrefour Spotlight Golden Village Best Denki Yamaha Kopitiam Marks & Spencer John Little Car parking lots 694 Title Freehold
Slide 16: Plaza Singapura - Financial Information
Plaza Singapura - Financial Information ü Plaza Singapura’s property yield is higher than the implied property yield of existing CMT properties of 5.3% (1) ü Plaza Singapura’s financials are as follows :- Forecast Projection 1 Aug 04 – 31 Dec 04 (2) Full year 2005 S$’ mil S$’ mil Gross Revenue 23.75
Slide 17: Plaza Singapura - Competitive Strengths
Plaza Singapura - Competitive Strengths ü Strategic location § Enjoys direct link to Dhoby Ghaut MRT station, which is the interchange for the North-South MRT Line, North-East MRT Line and the upcoming Circle MRT Line § Close proximity to new SMU campus at Bras Basah ü Freehold tenure § Located on v
Slide 18: Resolution 2 – Extraordinary Resolution
Resolution 2 – Extraordinary Resolution The Issue of New Units in CMT
Slide 19: Total Cost (incl. financing)
Total Cost (incl. financing) S$ Million Purchase Price 710.00 Stamp Duty 21.30 Acquisition Fee to CMTML (0.5%)(1) 3.55 Due Diligence & Legal Fee 2.10 Total Acquisition Cost 736.95 Issue/Circular Expenses 1.50 Equity Underwriting/Selling Expenses 5.00 Debt Underwriting/Issue Expenses 2.00 Total Amoun
Slide 20: Plaza Singapura - Indicative Financing Structure
Plaza Singapura - Indicative Financing Structure i) Consideration Units S$213.15 m(1) (147 mil units) Total Purchase Price + & Expenses Funded ii) Debt Financing S$277.00 m by S$745.45 m + iii) Equity Fund Raising S$255.30 m(2) (up to 182 mil units)(1) (1) Assumes Issue Price of S$1.45 and number of
Slide 21: Proposed Issue of up to 182m New Units
Proposed Issue of up to 182m New Units Placement of up to 182.0(1) million new Units to be fully underwritten by DBS Bank • “1-for-10” preferential offering to existing Singapore Registered Unitholders on a non-renounceable basis 1) Preferential Offering Up to 90.8 million new • Books Closure Date,
Slide 22: Proposed Issue (cont’d)
Proposed Issue (cont’d) ü Cumulative distribution for income earned between 1 Jan 2004 to the day prior to the issue of the new units (no later than 31 Aug 2004). ü The proposed capital raising will only occur after the approval of the unitholders is obtained at the EGM. ü The Manager intends to iss
Slide 23: Financing Plan - Debt
Financing Plan - Debt It is contemplated that borrowings of S$277 mil will be incurred, increasing gearing from 27.8% to 31.3%. The current bridge loan of S$56 mil for IMM land premium will be refinanced. In addition, a Revolving Credit Facility of S$38 mil will be incorporated, to finance future as
Slide 24: Resolution 3 – Extraordinary Resolution
Resolution 3 – Extraordinary Resolution Supplementing the Trust Deed with the Issue Price Amendment
Slide 25: Consideration Units to be the Same Price as New Units
Consideration Units to be the Same Price as New Units ü Supplementing the Trust Deed to permit Consideration Units to be issued at the same price as that for the issue of New Units under the equity fund raising. Current Trust Deed Calculation Method Consideration Units 10-day Volume Weighted Average
Slide 26: Resolution 4 – Extraordinary Resolution
Resolution 4 – Extraordinary Resolution Supplementing the Trust Deed with the Performance Fee Amendment
Slide 27: Performance Component in Cash or Units
Performance Component in Cash or Units ü Supplementing the Trust Deed to give the manager discretion to elect to receive the performance component of its asset management fee in units (based on market price) or cash in respect of Plaza Singapura and all future acquisitions for the remaining period e
Slide 28: Track Record and Performance
Track Record and Performance
Slide 29: Track Record of Strong Total Returns
Track Record of Strong Total Returns Unit Price Performance since IPO (July 2002) % Price Change 100% CMT +77.1% 80% 60% 40% 20% STI +15.9% 0% 02 02 02 03 03 03 2 2 2 3 3 3 3 3 3 3 3 3 4 4 4 4 4 4 /0 /0 /0 /0 /0 /0 /0 /0 /0 /0 /0 /0 /0 /0 /0 /0 /0 /0 6/ 6/ 6/ 6/ 6/ 6/ 16 16 16 16 16 16 16 16 16 16 1
Slide 30: Delivering Performance
Delivering Performance § The Manager remains committed to exceeding expectations. § Unitholders’ are urged to use CMT’s past performance as an indication of management’s commitment to delivering on the proposed outcome of the acquisition § Examples of how the Manager has delivered performance: ü Exc
Slide 31: Timetable
Cap/taMall P Trust Timetable
Slide 32: Key Dates & Time
Key Dates & Time Last date for lodging Proxy Forms 6 July 2004, Tuesday EGM 8 July 2004, Thursday If approvals sought at EGM are obtained: Last day of trading on “cum basis” for Preferential Offering 13 July 2004, Tuesday BCD for Preferential Offering 16 July 2004, Friday Commencement of Equity Fund
Slide 33: Thank You
Cap/taMall P Trust Thank You
Slide 34: Contact Information
Contact Information CapitaMall Trust Management Limited 39 Robinson Road, #18-01 Robinson Point Singapore 068911 Tel: (65)-6536 1188 Fax: (65)-6536 3884 http://www.capitamall.com 34
Slide 35: Acquisition of Plaza Singapura
ACQUISITION OF PLAZA SINGAPURA Extraordinary General Meeting 8 July 2004 Insert pic of Plaza Sing
Slide 36: Resolution 1 – Ordinary Resolution
Resolution 1 – Ordinary Resolution To Approve the Acquisition
Slide 37: Resolution 2 – Extraordinary Resolution
Resolution 2 – Extraordinary Resolution To approve the offer and issue of up to 182,000,000 new Units for the purpose of the Equity Fund Raising and 147,000,000 Consideration Units in payment of the Units Component of the Purchase Price
Slide 38: Resolution 3 – Extraordinary Resolution
Resolution 3 – Extraordinary Resolution To approve the supplementing of the Trust Deed with the Issue Price Amendment
Slide 39: Resolution 4 – Extraordinary Resolution
Resolution 4 – Extraordinary Resolution To approve the supplementing of the Trust Deed with the Performance Fee Amendment