GRIT REAL ESTATE INCOME GROUP LIMITED (Registered in Guernsey) (Registration number: 68739) LSE share code: GR1T SEM share code: DEL.N0000 ISIN: GG00BMDHST63 LEI: 21380084LCGHJRS8CN05 ("Grit" or the "Company" or the "Group")

Grit Real Estate Income Group Limited, a leading pan-African real estate company focused on investing in, developing and actively managing a diversified portfolio of assets underpinned by predominantly US Dollar and Euro denominated long-term leases with high quality multi-national tenants, today announces its results for the six months ended 31 December 2021.

Financial highlights

	6 Months ended 31 Dec 2021	6 Months ended 31 Dec 2020	Increase/ Decrease
Distributable earnings per share1	US$3.08 cps	US$3.88 cps	-20.6%
Dividend per share	US$2.50 cps	US$1.50 cps	+66.7%
EPRA earnings per share2	US$2.56 cps	US$3.09 cps	-17.2%
Property portfolio net operating income	US$26.8m	US$26.6m	+0.8%
Gross property income	US$31.9m	US$31.6m	+0.9%
EPRA cost ratio (including associates) 3	13.5%	14.3%	-0.8ppt
Contractual rental collected	94.9%	91.4%	+3.5ppt
	As at 31 Dec 2021	As at 30 June 2021	Increase/ Decrease
EPRA NRV per share2	US$86.7 cps	US$102.4 cps	-15.3%
Total Income Producing Assets4	US$802.3m	US$801.9m	+0.1%
WALE5	4.4 yrs	4.8 yrs	-0.4 yrs
EPRA portfolio occupancy rate6	94.3%	94.7%	-0.4ppt
Group LTV	41.4%	53.1%	-11.7ppt
Property LTV	45.1%	46.6%	-1.5ppt

 

On 22 November 2021, Grit announced its Proposed Open Offer and Placing of New Ordinary Shares at US$0.52 per New Ordinary Share to reduce Grit's overall indebtedness, provide future capital for further expansion in its core and expanded business, acquiring majority stakes in Gateway Real Estate Africa Limited ("GREA") and Africa Property Development Managers Limited ("APDM") and the expected resumption of dividend payments, distributing out of net operating income generated from its existing property assets, in line with its stated policy of paying out at least 80 per cent. of distributable earnings. 

 

On 20 December 2021, the Company issued 146,342,312 New Ordinary Shares at a price of US$ 0.52 per share. The issue of an additional 155,027,444 New Ordinary Shares at an issue price per New Ordinary Share of US$ 0.52 to the Selling Shareholders of GREA and APDM will be effected upon the fulfilment or waiver (as applicable) of the conditions precedent. The conditions must be fulfilled or waived by no later than 31 March 2022. The proposed acquisition is expected to materially accelerate Grit's ability to access development returns from risk mitigated development projects from GREA's attractive pipeline of development opportunities, give Grit the additional management resources and offers Grit the potential for new revenue and fee income streams.

 

Key commentary

 

·      EPRA net reinstatement value ("NRV") per share of US$0.867 (30 June 2021: US$1.024). The 15.3% reduction was principally due to the dilutionary effect of the issuance of the new ordinary shares which reduced NRV by US$0.175 per share. Distributable earnings per share and EPRA earnings per share were similarly principally impacted by dilutionary impacts of new share issuances and fair value adjustments on financial obligations.

·      Cash collection as a percentage of contractual revenue, improved by 3.5 percentage points from 91.4% to 94.9%, specifically impacted by improved collections from hospitality sector assets in the six months.

·      Significant action taken to strengthen balance sheet. Group LTV decreased to 41.4% (30 June 2021: 53.1%) predominantly as a result of US$47.0m reduction in Group debt. The Board remains committed to reducing LTV levels to its medium term target of between 35% to 40% through capital recycling initiatives and select NAV accretive acquisitions.

·      Concerns arising from the COVID-19 Omicron strain peaked in December 2021 and impacted both travel and confidence in Southern Africa and worldwide over that period, which in turn impacted our portfolio. Notwithstanding this, the Board is increasingly encouraged by the early signs of recovery in leisure, office and retail since the period end, which have the potential to deliver enhanced income and capital growth to our shareholders from our portfolio.

·      The Group independently values all of its assets at the financial year end and at least 50%, by value, at the interim reporting date. For the six months ended 31 December 2021, 77.2% of the portfolio was independently valued with total income producing assets valued at US$802.3m (30 June 2021: US$801.9m), including acquisitions and capex additions amounting to US$3.1m. This represents a like-for-like property valuation increase of US$5.3m or 0.7% over the six month period, while the impact of the Euro vs the USD over the period negatively impacted valuations by US$9.9m which collectively result in reported property valuations (in US$) growing by 0.1%. 

Operational highlights

·      The Group continues to make significant progress on its ESG and sustainability commitments and is ahead of its targets. The Group remains committed to its five-year target of a 25% reduction in carbon emissions and a 25% improvement in its building efficiency. The Group has more than 40% of women in leadership positions at Grit, and more than 65% localised employees, adding to the Group's diversity.

·      Property portfolio now comprises a total of 54 investments, across eight countries and five asset classes.

·      90.0% (30 June 2021: 90.9%) of revenue is earned from multinational tenants7.

·      91.6% (30 June 2021: 92.7%) of income is produced in hard currency8.

·      EPRA portfolio occupancy rate of 94.3% (30 June 2021: 94.7%).

·      Total Grit proportionately-owned lettable area ("GLA") is 342,209m2.

·      Weighted average contracted annual rent escalations at 4.7% (30 June 2021: 3.8%).

·      Property valuations show modest growth of 0.1% (or US$ 5.2m) indicating signs of stabilisation of valuations as the COVID-19 impacts reside.

·      Weighted average cost of debt remained stable at 5.7% (30 June 2021: 5.7%).

Post period end and outlook

·      The Board today resumes the declaration of dividends, out of operating profits, having satisfied its LTV target of below 45%. An interim dividend of US$2.50 cents per share ("cps") for the 6 months ended 31 December 2021 (31 December 2020: US$1.50 cps) has been declared today. The Board continues to target paying a dividend in the current financial year of between US$ 5 to 6 cps distributing out of net operating income generated from its existing property assets, in line with its stated policy of paying out at least 80 per cent. of distributable earnings.

·      Many European countries have now resumed and are resuming trade and travel links, and demand, specifically in our hospitality sector assets, is showing strong signs of recovery. The Board is encouraged by positive trends such as falling vacancies and increasing footfall in the Group's retail assets and the re-opening of the African borders to overseas tourists.

·      The Company continues to pursue its asset recycling target of 20 per cent. of the value of the Group's property portfolio by 31 December 2023 at, or close to, reported book value to free up equity capital and reduce levels of indebtedness. To this end, Grit has recently announced on 26 January 2022 the sale of its 100% interest in ABSA House, Mauritius. Inclusive of transaction costs, the net sale proceeds to Grit are expected to be approximately MUR 180 million, or US Dollar 4.1 million, which will be applied towards the Company's revolving credit facilities and further debt reduction.

Notes

1	Refer to note 14b (unaudited).
2	Explanations of how European Public Real Estate Association ("EPRA") figures are derived from IFRS are shown in note 14 (unaudited).
3	Based on EPRA cost to income ratio calculation methodology which includes the proportionately consolidated effects of LLR and other associates.
4	Includes properties, investments, and property loan receivables - Refer to Chief Financial Officer's Statement for reconciliation and analysis.
5	Weighted average lease expiry ("WALE").
6	Property occupancy rate based on EPRA calculation methodology - Includes associates.
7	Forbes 2000, Other Global and pan African tenants.
8	Hard (US$ and EUR) or pegged currency rental income.

Bronwyn Knight, Chief Executive Officer of Grit Real Estate Income Group Limited, commented:

"Notwithstanding the concerns arising from the Covid-19 Omicron strain in December 2021, the Board is increasingly encouraged by the early signs of recovery in the leisure, office and retail sectors since the period end, which has the potential to deliver enhanced income and capital growth to our shareholders from our portfolio. Many European countries have now resumed trade and travel links resulting in strong and improving hospitality sector demand, while increasing footfall and falling vacancies in the Group's retail assets further add to our confidence.

We are pleased by the success of the Group's equity issue in December 2021, the proceeds of which were largely utilised to reduce debt, and the enhanced financial flexibility positions the Company well for post Covid recovery opportunities. 

Having satisfied our LTV target of below 45%, we are pleased to resume dividends, today declaring an interim dividend of US$2.50 cents per share for the 6 months ended 31 December 2021. The Board continues to target paying a dividend in the current financial year of between US$ 5 to 6 cents per share distributing out of net operating income generated from our existing property assets, in line with our stated policy of paying out at least 80 per cent. of distributable earnings."

FOR FURTHER INFORMATION, PLEASE CONTACT:

Grit Real Estate Income Group Limited
Bronwyn Knight, Chief Executive Officer	+230 269 7090
Darren Veenhuis, Chief Strategy Officer and Investor Relations	+44 779 512 3402
Maitland/AMO - Communications Adviser
James Benjamin	+44 7747 113 930 / +44 20 7379 5151
Alistair de Kare-silver	[email protected]
finnCap Ltd - UK Financial Adviser
William Marle/Teddy Whiley (Corporate Finance)	+44 20 7220 5000
Mark Whitfeld/Pauline Tribe (Sales)	+44 20 3772 4697
Monica Tepes (Research)	+44 20 3772 4698
Perigeum Capital Ltd - SEM Authorised Representative and Sponsor
Shamin A. Sookia	+230 402 0894
Kesaven Moothoosamy	+230 402 0898
Capital Markets Brokers Ltd - Mauritian Sponsoring Broker
Elodie Lan Hun Kuen	+230 402 0280

NOTES:

Grit Real Estate Income Group Limited is the leading pan-African real estate company focused on investing in, developing and actively managing a diversified portfolio of assets in carefully selected African countries (excluding South Africa). These high-quality assets are underpinned by predominantly US$ and Euro denominated long-term leases with a wide range of blue-chip multi-national tenant covenants across a diverse range of robust property sectors.

The Company is committed to delivering strong and sustainable income for shareholders, with the potential for income and capital growth.

The Company holds its primary listing on the Main Market of the London Stock Exchange (LSE: GR1T and a secondary listing on the Stock Exchange of Mauritius (SEM: DEL.N0000).

Further information on the Company is available at www.grit.group

Directors:

Peter Todd+ (Chairman), Bronwyn Knight (Chief Executive Officer)*, Leon van de Moortele (Chief Financial Officer)*, David Love+, Sir Samuel Esson Jonah+, Nomzamo Radebe, Catherine McIlraith+, Jonathan Crichton+, Cross Kgosidiile⁺ and Bright Laaka+ (Permanent Alternate Director to Nomzamo Radebe).

(* Executive Director) (⁺ independent Non-Executive Director)

Company secretary: Intercontinental Fund Services Limited

Registered office address: PO Box 186, Royal Chambers, St Julian's Avenue, St Peter Port, Guernsey GY1 4HP

Registrar and transfer agent (Mauritius): Intercontinental Secretarial Services Limited

SEM authorised representative and sponsor: Perigeum Capital Ltd

UK Transfer secretary: Link Assets Services Limited

Mauritian Sponsoring Broker: Capital Markets Brokers Ltd

A Company presentation for all investors and analysts via live webcast and conference call

The Company will host a live Zoom webcast and conference call on Monday, 28 February 2022 at 13:00 Mauritius time / 09:00 UK time.

 

The webcast and conference can be accessed directly at the following link: https://us06web.zoom.us/j/84335421487

 

A playback will be accessible on-demand within 48 hours via the Company website: https://grit.group/financial-results/ 

Terms not otherwise defined in this announcement have the meanings given to them in the Prospectus issued by Grit on 22 November 2021.

CHIEF EXECUTIVE OFFICER'S STATEMENT

Grit's office, light industrial and corporate accommodation sector assets, that collectively account for more than 50 per cent. by value of the Grit Group's property portfolio, remain robust and resilient and relatively unaffected by the pandemic. In the prior financial period, travel and economic disruptions across Africa led to weakness and depressed property valuations in retail and, to a lesser extent, in hospitality sector assets, and while early recovery signs were evident throughout this latest 6 months, concerns over the Omicron variant restricted travel activity in December 2021 amidst renewed restrictions and travel bans, impacted the Group's portfolio valuations.

Many European countries have now resumed and are resuming trade and travel links, while demand, specifically in our hospitality sector assets, is showing strong signs of recovery. The Board is encouraged by these positive trends, and also falling vacancies and increasing footfall in the Group's retail assets and the re-opening of the Mauritian borders to overseas tourists.

Throughout the pandemic, the Company has focused on revenue stabilisation, diligent cost control and the effective management of rent collections and vacancies, all of which the Group is continuing to focus on. In the first half of this financial year, our team has once again delivered a strong operational performance that positions the Group well for a recovery in the economies where we operate. These included:

·     Grit Group's cash collections showed further improvement in the six months to 31 December 2021 growing to 94.9% of contracted lease income (from 92.5% for the 12 months to 30 June 2021 and 91.4% in the corresponding six-month period in 2020). Grit's hospitality sector tenants have now all resumed lease payments in full as from December 2021. While Grit has agreed a 48-month period for Beachcomber to repay EUR5.3m in cash concessions granted in 2021, the LUX Group has now repaid all outstanding contractual lease amounts.

·     The weighted average occupancy rate increased to 94.3% (December 2020: 92.0%) through focused leasing activity especially in the retail and office sectors.

·     Net Operating Income grew 0.6% for the six-month period to 31 December 2021, with a 10.8% increase from Grit's retail sector assets, which offset the slight weakness in Grit's office and corporate accommodation sectors.

 

Grit's portfolio valuations were impacted over the period, as valuers increased discount rates and capitalisation rates and gave more conservative re-let assumptions. Over the six months to 31 December 2021, the property portfolio valuation increased by 0.1% and the early signs of stabilisation and recovery are becoming increasingly evident across those assets in sectors hardest hit by the pandemic, which could lead to an earlier than expected rebound in retail sector asset valuations. Since the onset of the pandemic, reported property values dropped by over US$114 million, representing a 14.2 per cent. like-for-like reduction compared to 31 December 2019.

 

For the six-month period to 31 December 2021, supported by the Company's successful fundraise and increasingly robust operational performance, the Group has reported a reduced LTV of 41.4% (from 53.1% at 30 June 2021), which is below the Board's target of 45% required for the resumption of dividends.

 

COVID-19 period valuation declines and the increasing use of short-term working capital facilities for the provision of liquidity support to hospitality tenants resulted in Grit's reported LTV increasing to 53.1 per cent. as at 30 June 2021. This prompted management and the Board to take action to enhance the position of the Company for the expected post-pandemic recovery opportunities rather than wait for the natural recovery of valuations. These actions included:

 

·      Suspending the payment of cash dividends in the second half of the 2021 financial year.

 

·      Accelerating an asset recycling target of 20 per cent. of the value of the Group's property portfolio by 31 December 2023 at, or close to, reported book value to free up equity capital and reduce absolute levels of indebtedness. To this end, Grit has recently announced the sale of ABSA House in Mauritius and continues to be in discussions for the disposal of AnfaPlace Mall, the Grit Group's largest retail asset. These disposals would collectively represent in excess of 10% of the Group's property portfolio as at 31 December 2021.

 

·      Extensive engagement with finance providers and successfully agreed increases to the lowest applied LTV and interest service cover ratio covenants, whilst also securing maturity extensions for most of the Grit Group's US$410 million outstanding debt to beyond April 2023. Grit reduced its debt balances by US$47.0m over the period. Management continues to investigate opportunities in relation to a further substantial debt restructure, which are supported by the recently improved credit metrics and new debt funding relationships established with the development funding institutions like the IFC and Proparco.

 

·      In November 2021, the Company embarked on an Open Offer and placing of new ordinary shares to reduce its overall indebtedness and to provide for further expansion in its core and expanded business. The proceeds of the Issue are additionally intended to enable Grit to acquire a controlling shareholding in GREA and a majority shareholding in APDM, GREA's external management company. The proposed acquisitions will provide Grit with access to GREA's attractive pipeline of accretive development opportunities, and the Board believes the medium-term NAV growth prospects of the Grit Group will be significantly improved upon completion. The acquisition of a controlling interest in APDM is expected to further allow Grit to earn substantial development and asset management fees into the future from internal and third-party clients and joint venture partners.

 

Dividend resumption

The Board is pleased to declare a dividend for the 6-month period of US$2.5 cents per share, distributing out of net operating income generated from its existing property assets, in line with its stated policy of paying out at least 80 per cent. of distributable earnings. The Board continues to target paying a dividend in the current financial year of between US$ 5 to 6 cents per share.

 

Drive in Trading ("DiT") guarantee update 

In 2017, Grit provided an indemnity of up US$17.5 million to its largest shareholder, the Public Investment Corporation ("PIC"), for actual losses incurred by the PIC in the provision of funding to the Group's Black Economic Empowerment consortium, DiT, for the acquisition of an equity interest in Grit, as required under the South African listing requirements applicable at that time.  The debt facility was fully secured by the 23.25 million ordinary Grit shares acquired by DiT in June 2017.

Ahead of the debt facility maturity in August 2022, both Grit and the PIC, who is the current lender to DiT, have been assessing a sustainable long-term restructure of the DIT financing, but with Grit's share price continuing to trade at a significant discount to its Net Asset Value, such ability is now deemed limited. Consequently, the parties are in the process of collapsing both Grit's guarantee exposure and the broader DIT structure. The resolution is not expected to result in any overhang of Grit ordinary shares to the market and further announcements will be made in due course.

 

As at 31 December 2021, the Company increased the provision against its guarantee exposure to US$12.5 million (30 June 2021: US$ 5.4 million) being the full net exposure of the Company under the current Guarantee Agreement. 

 

Investment update

·   Grit's re-development of its Bollore light industrial facility in Mozambique was completed in December 2021 which modernises the facility and positions it for increasing activity in the gas industry of northern Mozambique. Bollore remain the anchor tenant, on the strength of a 5-year lease, with the remaining vacant space expected to be let within the current financial year.

·      The phase 1 Cap Skirring, Senegal re-development programme, which formed part of the initial acquisition of the resort in January 2020, has by mutual agreement, being subjected to a reduced capex programme of EUR1.225 million by August 2022, which was aligned with Club Med's re-opening of the resort in December 2021.

·     The Orbit Africa transaction, being the sale and leaseback of an existing warehouse and manufacturing facility with a gross lettable area of 29,243 sqm at an accretive net acquisition yield of 9.60% under a 25-year US Dollar denominated triple net lease and a redevelopment and expansion of the facility at a contractual development yield of 16.0%, is expected to transfer in March 2021. The total investment is expected to be US$53.6 million and is funded through US$25 million senior debt financing from the IFC, a division of the World Bank, and the balance through a preference note issuance to Ethos Mezzanine Partners GP Proprietary Limited and BluePeak Private Capital GP. The transaction, which will further increase Grit's exposure to Kenya and the broader light industrial sector, is expected to be accretive to both NAV and earnings, delivering further sustainable value to our shareholders immediately. The Orbit Africa Facility upgrades are expected to create long lasting positive social, economic and environmental benefits for local communities and help to further strengthen the broader precinct as a prime logistics and supply chain hub, whilst the property will additionally benefit from being significantly improved to today's modern FMCG industry standards and achieving an IFC EDGE green building certification.

 

Gateway Real Estate Africa update 

GREA is a private company staffed by an experienced team of professionals with an established track record in African property development and project delivery. Grit is in the process of finalising the conditions precedent in relation to the acquisition of a controlling interest in GREA and APDM, as contemplated in the Circular issued to shareholders in November 2021. Further announcements will be made ahead of the long stop date of 31 March 2022.

An update on the key projects being undertaken by GREA are included below:

·     Elevation Diplomatic Residences, Addis Ababa Ethiopia, a 112-unit diplomatic residential tower conforming to US and other diplomatic agency structural and security requirements, predominantly tenanted to OBO, a division of the US State Department, was completed and handed over in November 2021.  

·     Phase one of a Tier 3 data centre in Lagos, Nigeria comprising 994 sqm GLA and tenanted to African Data Centres, part of the Liquid Intelligent Technologies Group, was handed over for beneficial occupation in December 2021.

·     The construction of a 90-unit diplomatic apartment and town house community in Kenya fully tenanted by OBO, a division of the US State Department, is making good progress and is expected to be delivered by May 2022.  

·     The Precinct, Mauritius: Commencement of a landmark 8,594 sqm GLA premium grade office development in Grand Baie in Q2 2021. Targeted completion November 2022.

·    St Helene Artemis Hospital, Mauritius, comprising of a 5,368 sqm multi-speciality hospital commenced construction in 4Q2021. The anticipated completion date is January 2023.

 

ESG and sustainability

We recognise our role in transforming the design of buildings and developments for long-term sustainability, especially with Africa rapidly urbanising. Our sustainability efforts focus on energy efficiency and carbon reduction and the Group remains committed to a five-year target of a 25% reduction in carbon emissions and a 25% improvement in our building efficiency. We continue to make significant progress and are ahead of plan in the achievement of our targets.

In addition to environmental responsibility, we pride ourselves on achieving more than 40% of women in leadership positions at Grit, and more than 65% localised employees, adding to the Group's diversity. The Company further supports the numerous communities in the countries where we operate through our extensive CSR initiatives. The Company is proud to report that it is already achieving these targets and will aim to maintain and improve on its current achievements.

Outlook

The Board and management team have taken decisive, proactive action to defend and best position the Group's portfolio and business to deliver enhanced value to our shareholders over the short and long term. With our expertise in African real estate, and our team's experience, knowledge, skill sets and established relationships, we will continue to optimise and recycle assets and create value through proactive asset management and risk-mitigated development opportunities to support NAV growth.

In addition, we will continue to selectively pursue potential investments from our high-quality, diversified and yield accretive pipeline, supported by a strong tenant base and possible co-investment opportunities, as we have recently done. The recent strengthening of our funding relationships with development finance institutions and banks positions us well to pursue further investment in industrial sector assets, where we see significant opportunities

The Board is encouraged by positive trends such as falling vacancies and increasing footfall in the Group's retail assets.

Finally, we are pleased by the success of the Issue in December 2021, and, on behalf of the Board, would like to thank existing and new Shareholders for their support in re-positioning the Company for the post COVID-19 recovery opportunities. Having satisfied our LTV target of below 45%, we are pleased to resume dividends today and the Board continues to target paying a dividend in the current financial year of between US$ 5 to 6 cents per share distributing out of net operating income generated from our existing property assets, in line with our stated policy of paying out at least 80 per cent. of distributable earnings.

We are increasingly confident both in further reducing our overall levels of debt as well as driving expansion in our core and expanded business, to deliver enhanced sustainable value to our shareholders.

 

Bronwyn Knight

Chief Executive Officer

 

CHIEF FINANCIAL OFFICER'S STATEMENT

Presentation of financial results

The abridged consolidated financial statements have been prepared in accordance with IFRS, in accordance with best practice in the sector, alternative performance measures have also been provided to supplement IFRS, based on the recommendations of European Public Real Estate Association ("EPRA"). EPRA's Best Practice Recommendations have been adopted widely throughout this report and are used within the business when considering our operational performance of the properties. Full reconciliations between IFRS and EPRA figures are provided in note 14.

Financial and Portfolio summary

The Group has maintained its focus on tightly managing aspects which are within its direct control while monitoring and reacting to those factors that are not. Cost optimisation, debtor's collections and re-letting activities continue to be the key elements of daily focus of the operations team, while the treasury team has made great strides in securing extensions to debt tenors and obtaining additional covenant headroom as required.

Gross IFRS rental income has increased marginally to US$24.1m from US$23.6m for the six months ended 31 December 2021.

	6 Months ended 31 Dec 2021	6 Months ended 31 Dec 2020
	US$'000	US$'000
Contractual rental income	19,270	19,264
Retail parking income	809	836
Other rental income (lease incentives)	1,008	1,074
Recoverable property expenses	2,708	2,703
Straight-line rental income accrual	352	(268)
Gross rental income	24,147	23,609

For meaningful comparison, assets accounted for as associates and joint ventures have been proportionately presented in the relevant sectors to produce a "Grit Property Portfolio" revenue, operating expenses and NOI analysis below. Grit Property Portfolio revenue has risen 2.5% from prior year on annual contractual lease escalations and asset acquisitions annualising in the period, resulting in a 0.6% increase in net operating income over the six-month period to 31 December 2021.

Sector	Revenue HY2022	Revenue HY2021	Movement	Opex HY2022	Opex HY2021	Movement	NOI HY2022	NOI HY2021	Movement	Rental Collection HY2022
	USD'000	USD'000	%	USD'000	USD'000	%	USD'000	USD'000	%	%
Retail	8,787	7,640	15.0%	(3,788)	(3,128)	21.1%	4,999	4,512	10.8%	88.5%
Hospitality	6,125	6,142	(0.3%)	-	-	0.0%	6,125	6,142	(0.3%)	83.2%
Office	8,170	8,538	(4.3%)	(922)	(945)	(2.4%)	7,248	7,593	(4.6%)	108.0%
Industrial	1,289	1,083	19.0%	(41)	(41)	2.4%	1,248	1,042	19.8%	89.4%
Corporate Accommodation	6,276	6,599	(4.9%)	(990)	(944)	5.0%	5,286	5,655	(6.5%)	99.3%
LLR portfolio	1,417	1,344	5.4%	(140)	(176)	(20.5%)	1,277	1,168	9.3%	n/a
GREA portfolio	207	126	64.3%	-	-	0.0%	207	126	64.3%	n/a
Corporate	(27)	-	0.0%	387	355	9.0%	360	355	1.4%	n/a
TOTAL	32,244	31,472	2.5%	(5,494)	(4,879)	12.6%	26,750	26,593	0.6%	94.9%
Subsidiaries	24,147	23,609	2.3%	(4,950)	(4,132)	19.8%	19,197	19,477	(1.4%)
Associates	8,097	7,863	3.0%	(544)	(747)	(27.1%)	7,553	7,116	6.1%

Note 1

Rental Collections represents the amount of cash received as a percentage of contractual income. Contractual income is stated before the effects of any rental deferment and concessions provided to tenants.

Property valuations

Investment properties are valued at each reporting date with valuations performed every year by independent professional valuation experts accredited by the Royal Institute of Chartered Surveyors' ("RICS") and compliant with International Valuation Standards.

The table below show the movement of the property values from 30 June 2021 to 31 December 2021.

Sector	Property Value 30 June 2021	Forex movement	Additions	Other	Fair value movements	Property Value 31 Dec 2021	Total Valuation Movement	Fair Value Movement
	USD'000	USD'000	USD'000	USD'000	USD'000	USD'000	%	%
Retail	186,295	589	389	418	1,285	188,976	1.4%	0.7%
Hospitality	174,420	(8,190)	153	510	2,394	169,287	(2.9%)	1.4%
Office	191,472	(362)	128	186	1,549	192,973	0.8%	0.8%
Industrial	36,232	-	1,821	57	(365)	37,745	4.2%	(1.0%)
Corporate Accommodation	127,899	-	176	140	78	128,293	0.3%	0.1%
LLR portfolio	26,999	(1,941)	106	-	332	25,496	(5.6%)	1.2%
GREA portfolio	12,557	-	1,060	-	-	13,617	8.4%	-
TOTAL	755,874	(9,904)	3,833	1,311	5,273	756,387	0.1%	0.7%
Subsidiaries	549,491	(6,740)	2,751	1,129	3,256	549,887	0.1%	0.6%
Associates	206,383	(3,164)	1,082	182	2,017	206,500	0.0%	1.0%

 

Total investment in income generating assets has remained relatively flat from USD801.9 million in June 2021 to USD802.3 million in December 2021.

COMPOSITION OF INCOME PRODUCING ASSETS	31 Dec 2021	30 June 2021
	USD'm	USD'm
Investment properties	549.9	549.5
Investment properties included within 'Investment in associates and joint ventures'	192.6	193.8
Properties under development within 'Investment in associates and joint ventures'	13.8	12.6
	756.3	755.9
Deposits paid on investment properties	5.8	5.7
Other investments, Property, plant & equipment, Intangibles & related party loans	40.2	40.3
TOTAL INCOME PRODUCING ASSETS	802.3	801.9

 

Cost control

Administrative costs	31 December 2021	31 December 2020	Movement	Movement
	USD'000	USD'000	USD'000	%
Ongoing administrative costs	6,542	6,447	(95)	-1.47%
Transaction costs	32	251	219	87.42%
Total administrative expenses	6,574	6,698	124	1.85%

A metric by which the Group measures its operating efficiency is the ongoing administrative cost to assets ratio. The Group continues to target a medium-term admin cost to assets ratio of under 1.0%. For the six months to 31 December 2021, the annualised ratio is 1.6% as compared to 1.7% for the year ended 30 June 2021.

Net Asset Value and EPRA earnings per share

	UNAUDITED 31 December 2021	UNAUDITED 31 December 2021	UNAUDITED 31 December 2020	UNAUDITED 31 December 2020
	US$'000	Per Share (Diluted) (Cents Per Share)	US$'000	Per Share (Diluted) (Cents Per Share)
EPRA Earnings	8,413	2.56	9,498	3.09
Total Company Specific Adjustments	(2,493)	(0.76)	208	0.07
Adjusted EPRA Earnings	5,920	1.80	9,706	3.16
Total Company Specific Distribution Adjustments	4,122	1.28	2,103	0.72
TOTAL DISTRIBUTABLE EARNINGS	10,042	3.08	11,809	3.88
DIVIDEND DECLARED OUT OF PROFITS	8,158	2.50	4,568	1.50
EPRA NRV	400,242	86.66	399,539	124.40
EPRA NTA	390,702	84.60	388,965	121.10
EPRA NDV	339,799	73.57	330,370	102.90

 

As at 31 December 2021, EPRA NRV per share decreased by 15.3% from US$102.4cps (June 2021) to US$86.7cps, while IFRS NAV per share dropped 12.7% to US$73.6cps. In total, dilution of shares accounted for the drop in both EPRA NRV and IFRS NAV per share.

NET ASSET VALUE EVOLUTION	USD'000	US$ cps
June 2021 as reported - IFRS	270,858	84.3
Derivative financial instruments	2,628	0.8
Deferred Tax on Properties	55,372	17.3
EPRA NRV at 30 Jun 2021	328,858	102.4
Fair Value - Retail Assets	1,285	0.4
Fair Value - Office	1,549	0.5
Fair Value - Corporate Accommodation	78	0.0
Fair Value - Hospitality	2,394	0.7
Fair Value - Light Industrial	(33)	(0.0)
Fair value of financial Assets	(7,327)	(2.3)
Fair value of derivatives	1,252	0.4
Non-cash profits	828	0.3
Cash Profits	6,756	2.1
Movement in Foreign Currency Translation reserve	(2,145)	(0.7)
Dividend attributable to NCI	1,166	0.4
EPRA NRV before dilution	334,661	104.2
Issue of shares	65,581	(17.5)
EPRA NRV at 31 Dec 2021	400,242	86.7
Deferred Tax on Properties	(59,065)	(12.8)
Derivative financial instruments	(1,378)	(0.3)
IFRS NRV at 31 Dec 2021	339,799	73.6

 

Treasury

In line with our policy, the Group has successfully refinanced the majority of the short-dated debt. Although the Group's weighted average debt expiry as at 30 June 2021 was 1.48 years, these actions have resulted in a temporary increase to 1.68 years six months later as at 31 December 2021 until a more suitable solution is concluded for the current year.

The impact of the global inflationary increases is expected to result in interest rate hikes. This would be shielded by our contractual lease escalations that are in place and the Group expects a favorable cumulative impact to our service cover ratios. To further take advantage of this the Group is looking at fixing a large component of variable rates in the anticipating debt solution mentioned below.

One of the Group's major strategic goals is achieving an LTV of between 35% to 40%. The recent capital raise and perpetual note resulted in the Group meeting the Board's near-term target of a 41.4% LTV.

Movement in Debt for the period	As at 31 December 2021	As at 30 June 2021
	USD'000	USD'000
Balance at the beginning of the period	410,588	392,999
Proceeds of interest bearing-borrowings	6,522	43,562
Overdraft converted to term loan	-	7,203
Loan issue costs incurred	(2,202)	(1,520)
Amortisation of loan issue costs	1,318	2,974
Foreign currency translation differences	(6,511)	7,548
Interest accrued	229	(1,173)
Debt settled during the year	(47,024)	(41,005)
As at period end	362,920	410,588

 

Our multi-bank approach has once again proven to be an effective approach to funding and banking in general. The following debt transactions were concluded during the period under review as a short-term measure to create a platform for a more strategic and suitable balance sheet solution.

Subsidiaries

·      The Group has extended all its State Bank of Mauritius facilities to 31 March 2025.

·      The Investec Bank facility on the AnfaPlace Mall held by Freedom Property Fund SARL in Morocco has been extended to April 2023, as part of the terms of the refinance, an amount of US$6 million will be repayable over the period of which US$3.6 million have been paid as at 31 December 2021 and US$2.4 million during January 2022. The balance of the loan at 31 December 2021 was US$41.2 million.

·      The Group's RCF facilities of US$ 7.0 million held with Nedbank and EUR26.5 million held with SBSA have been extended to April 2023. These facilities were settled by the capital raise and are fully committed and undrawn as at 31 December 2021.

Associates and Joint Ventures

·      The BHI syndicated loan of EUR 50.0 million has been extended to May 2023 with State Bank of Mauritius taking over the Investec exposure.

·      Upcoming Debt - Bank of China facility in Zambia of US$76.4 million (US$ 47.1 million net after back-to-back loans of US$29.3 million from Zambian partners - refer Note 4).

·      The Group is actively engaging with its leading financiers to incorporate the facility into a larger debt syndication covering multiple jurisdictions and sectors. The target solution will bring scale, diversification, tenor, and optimal funding costs to the Group's debt portfolio.

The total capital exposure to debt providers (net of interest accrued and unamortised loan issue costs) as at 31 December 2021 is as follows:

	Debt in Subsidiaries	Debt in associates	Total		Debt in Subsidiaries	Debt in associates	Total
	USD'000	USD'000	USD'000	%	USD'000	USD'000	USD'000	%
Standard Bank Group	140,000	-	140,000	34.2%	170,676	-	170,676		37.5%
Bank of China	84,960	-	84,960	20.8%	84,960	-	84,960		18.6%
State Bank of Mauritius	60,804	16,805	77,609	19.0%	62,840	8,830	71,670		15.7%
Investec Group	41,246	-	41,246	10.1%	47,023	8,830	55,853		12.3%
Absa Group	15,092	7,500	22,592	5.5%	16,179	7,500	23,679		5.2%
ABC Banking Corporation	10,913	-	10,913	2.7%	14,918	-	14,918		3.3%
Nedbank CIB	-	3,100	3,100	0.8%	7,000	3,100	10,100		2.2%
Mauritius Commercial Bank	-	8,403	8,403	2.1%	-	8,830	8,830		1.9%
Maubank	5,312	-	5,312	1.3%	6,469	-	6,469		1.4%
First National Bank	-	6,708	6,708	1.5%	-	5,294	5,294		1.2%
Housing finance corporation	-	2,332	2,332	0.6%	-	2,209	2,209		0.5%
Bank of Gaborone	-	1,400	1,400	0.3%	-	1,077	1,077		0.2%
Ethos Private Equity	2,475	-	2,475	0.6%	-	-	-		-
Blue Peak Private Equity	2,250	-	2,250	0.5%	-	-	-		-
TOTAL BANK DEBT	363,052	46,248	409,300	100%	410,065	45,670	455,735		100%
Interest accrued	4,405	-	4,405		4,176	-	4,176
Unamortised loan issue costs	(4,537)	-	(4,537)		(3,653)	-	(3,653)
TOTAL DEBT	362,920	46,248	409,168		410,588	45,670	456,258

 

Dividend

An interim dividend per share has been declared for the six-month period ended 31 December 2021 of US$2.5 cents per share, paying out at least 80 percent of distributable earnings.

 

The below reconciliation provides further details of the IFRS statement of comprehensive income and the adjustments made to provide additional insight into the components of properties held in joint ventures and associates, as well as the portion attributable to non-controlling interests (for properties consolidated by Grit, but part-owned by minority partners.

	IFRS YTD	Split from Associate	Split NCI	GRIT Economic IS	YTD Distributable earnings	PY Distributable earnings		Movement
	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000		US$'000
Gross rental income	24,147	8,097	(3,583)	28,661	27,280	31,824		(4,544)
Property operating expenses	(4, 950)	(544)	1,307	(4,187)	(4,173)	(3,851)		(322)
Net operating profit	19,197	7,553	(2,276)	24,474	23,107	27,973		(4,866)
Other income	568	2,553	(146)	2,975	2,976	191		2,785
Administration expenses	(6,542)	(923)	420	(7,045)	(6,696)	(7,221)		525
Net impairment charge on financial assets	1,100	6	(91)	1,015	-	-		-
Profit from operations	14,323	9,189	(2,093)	21,419	19,387	20,943		(1,556)
Fair value adjustment on investment properties	3,256	2,017	(1,121)	4,152	-	98		(98)
Transaction costs	(32)	-	-	-	-	-		-
Fair value adjustment on other investments	-	(461)	-	(461)	-	-		-
Fair value adjustment on other financial asset	(6,716)	(150)	-	(6,866)	-	-		-
Fair value adjustment on derivative financial instruments	1,252	-	-	1,252	-	-		-
Impairment of loans	-	-	(5)	(5)	-	-		-
Share-based payment	(1,162)	-	-	(1,162)	-	-		-
Share of profits from associates	10,286	(10,286)	-	-	-	-		-
Gain from bargain purchase on associates	-	2	-	2	-	-		-
Foreign currency (losses) / gains	(1,132)	1,478	(109)	237	-	-		-
Profit before interest and taxation	20,075	1,789	(3,328)	18,536	19,387	21,041		(1,654)
Interest income	923	1,539	(1)	2,461	2,461	2,740		(279)
Finance costs - Intercompany	-	-	1,427	1,427	1,427	1,281		146
Finance charges	(12,536)	(3,052)	919	(14,669)	(13,560)	(13,786)		226
Profit before taxation	8,462	276	(983)	7,755	9,715	11,276		(1,561)
Current tax	(713)	(211)	167	(757)	(757)	(597)		(160)
Deferred tax	(2,902)	(67)	247	(2,722)	-	-		-
Profit after taxation	4,847	-	(569)	4,278	8,958	10,679		(1,721)
RBO OCI	-	-	-	-	-	-		-
Total comprehensive income	4,847	-	(569)	4,278	8,958	10,679		(1,721)
VAT	-	-	-	-	1,084	1,130		(46)
Distributable earnings	-	-	-	-	10,042	11,809		(1,767)
Profit Withheld	-	-	-	-	(1,884)	(7,241)		5,357
Dividend	-	-	-	-	8,158	4,568		3,590

 

 

Leon van de Moortele

Chief Financial Officer

28 February 2022

PRINCIPAL RISKS AND UNCERTAINTIES

Grit has a detailed risk management framework in place that is reviewed annually and duly approved by the Risk Committee and the Board. Through this risk management framework, the Company has developed and implemented appropriate frameworks and effective processes for the sound management of risk.

The principal risks and uncertainties facing the Group as at 30 June 2021 are set out on pages 24 to 31 of the 2021 Integrated Annual Report together with the respective mitigating actions and potential consequences to the Group's performance in terms of achieving its objectives. These principal risks are not an exhaustive list of all risks facing the Group but are a snapshot of the Company's main risk profile as at year end.

The Board has reviewed the principal risks and existing mitigating actions in the context of the second half of the current financial year. The Board believes there has been no material change to the risk categories and are satisfied that the existing mitigation actions remain appropriate to manage them.

STATEMENT OF DIRECTORS RESPONSIBILITIES IN RESPECT OF THE FINANCIAL STATEMENTS

The directors confirm that the abridged consolidated half year financial statements have been prepared in accordance with IAS 34 'Interim Financial Reporting' as issued by the International Accounting Standards Board ("IASB") and that the half year management report includes a fair review of the information required by the Disclosure Guidance and Transparency Rules ("DTR") 4.2.7R and DTR 4.2.8R, namely:

·     Important events that have occurred during the first six months and their impact on the abridged set of half year unaudited financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

·    Material related party transactions in the first six months and a fair review of any material changes in the related party transactions described in the last Annual Report.

The maintenance and integrity of the Grit website is the responsibility of the directors.

Legislation in Guernsey governing the preparation and dissemination of financial statements may differ from the legislations in other jurisdictions. The directors of the Group are listed in its Annual Report for the year ended 30 June 2021. A list of current directors is maintained on the Grit website: www.grit.group.

On behalf of the Board

Bronwyn Knight	Leon van de Moortele
Chief Executive Officer	Chief Financial Officer

ABRIDGED CONSOLIDATED STATEMENT OF INCOME STATEMENT

		Unaudited six months ended 31 Dec 2021	Unaudited six months ended 31 Dec 2020
	Notes	US$'000	US$'000
Gross property income	9	24,147	23,609
Property operating expenses		(4,950)	(4,037)
Net property income		19,197	19,572
Other income		568	91
Administrative expenses		(6,542)	(6,698)
Net impairment charge on financial assets		1,100	643
Profit from operations		14,323	13,608
Fair value adjustment on investment properties		3,256	(4,327)
Contractual receipts from vendors of investment properties	2	-	98
Total fair value adjustment on investment properties		3,256	(4,229)
Corporate restructure costs		(32)	-
Fair value adjustment on other financial liability		(6,716)	353
Fair value adjustment on derivative financial instruments		1,252	428
Share-based payment expense		(1,162)	(64)
Share of profits / (loss) from associates and joint ventures	3	10,286	1,557
Impairment of loans and other receivables		-	825
Foreign currency (losses) / gains		(1,132)	1,331
Profit before interest and taxation		20,075	13,809
Interest income	10	923	1,293
Finance costs	11	(12,536)	(12,470)
Profit for the period before taxation		8,462	2,632
Taxation		(3,615)	(4,909)
Profit / (loss) for the period after taxation		4,847	(2,277)
Profit / (loss) attributable to:
Owners of the parent		4,278	1,732
Non-controlling interests		569	(4,009)
		4,847	(2,277)
Basic and diluted earnings per share (cents)	13	1.30	0.55

ABRIDGED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

	Unaudited six months ended 31 Dec 2021	Unaudited six months ended 31 Dec 2020
	US$'000	US$'000
Profit  / (loss) for the year	4,847	(2,277)
Retirement benefit obligation	-	-
(Loss) / profit on translation of functional currency	(2,626)	8,649
Other comprehensive expense that may be reclassified to profit or loss	(2,626)	8,649
Total comprehensive income relating to the year	2,221	6,372
Total comprehensive income/ (expense) attributable to:
Owners of the parent	2,133	8,751
Non-controlling interests	88	(2,379)
	2,221	6,372

ABRIDGED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

		Unaudited as at 31 Dec 2021	Audited as at 30 June 2021	Unaudited as at 31 Dec 2020
	Notes	US$'000	US$'000	US$'000
Assets
Non-current assets
Investment properties	2	549,887	549,491	591,334
Deposits paid on investment properties	2	5,753	5,698	5,050
Property, plant and equipment		2,260	2,448	2,591
Intangible assets		770	480	543
Other investments		1	1	1
Investments in associates and joint ventures	3	188,079	167,492	168,293
Related party loans receivable		92	-	2,636
Other loans receivable	4	-	-	29,540
Trade and other receivables	5	1,246	2,166	1,966
Deferred tax		21,042	20,067	27,993
Total non-current assets		769,130	747,843	829,947
Current assets
Trade and other receivables	5	36,058	18,946	33,172
Current tax receivable		1,397	1,440	641
Related party loans receivable		248	197	171
Other loans receivable	4	37,050	37,303	11,794
Derivative financial instruments		46	87	79
Cash and cash equivalents		34,949	4,890	10,183
Total current assets		109,748	62,863	56,040
Total assets		878,878	810,706	885,987
Equity and liabilities
Total equity attributable to ordinary shareholders
Ordinary share capital		528,670	463,842	463,842
Treasury shares reserve		(21,312)	(18,406)	(18,406)
Foreign currency translation reserve		(650)	1,495	3,140
Antecedent dividend reserve		3,659	-	-
Accumulated losses		(170,568)	(176,073)	(118,206)
Equity attributable to owners of the Company		339,799	270,858	330,370
Preference share capital	6	25,481	25,481	25,481
Perpetual preference note	7	25,169	-	-
Non-controlling interests		(19,012)	(17,935)	(12,028)
Total equity		371,437	278,404	343,823
Liabilities
Non-current liabilities
Redeemable preference shares		12,840	12,840	12,840
Proportional shareholder loans		17,725	17,582	16,116
Interest-bearing borrowings	8	259,904	215,565	400,538
Lease liabilities		750	750	905
Related party loans payable		848	648	-
Deferred tax liability		55,535	51,720	65,594
Total non-current liabilities		347,602	299,105	495,993
Current liabilities
Interest-bearing borrowings	8	103,016	195,023	7,948
Lease liabilities		57	205	179
Trade and other payables		23,305	24,843	26,129
Current tax payable		1,215	1,438	1,926
Derivative financial instruments		1,424	2,714	3,653
Related party loans payable		17,799	91	78
Other financial liability		13,023	6,307	4,515
Bank overdrafts		-	2,576	1,743
Total current liabilities		159,839	233,197	46,171
Total liabilities		507,441	532,302	542,164
Total equity and liabilities		878,878	810,706	885,987

ABRIDGED CONSOLIDATED STATEMENT OF CASH FLOWS

		Unaudited six months ended 31 Dec 2021	Unaudited six months ended 31 Dec 2020
	Notes	US$'000	US$'000
Cash generated from operations
Profit before taxation for the period		8,462	2,632
Adjusted for:
Depreciation and amortisation		320	309
Interest income	10	(923)	(1,293)
Share of profits from associates and joint ventures	3	(10,286)	(1,557)
Finance costs	11	12,536	12,470
IFRS 9 charges		(1,100)	(2,260)
Foreign currency losses / (gains)		1,132	(1,331)
Straight-line rental income accrual		(352)	268
Amortisation of lease premium		(1,000)	1,254
Share based payment expense		1,162	64
Fair value adjustment on investment properties	2	(3,256)	4,229
Fair value adjustment on other financial liability		6,716	(353)
Fair value adjustment on derivative financial instruments		(1,252)	(428)
		12,159	14,004
Changes to working capital
Movement in trade and other receivables		870	(10,206)
Movement in trade and other payables		(2,596)	2,285
Cash generated from operations		10,433	6,083
Taxation paid		(887)	(365)
Net cash generated from operating activities		9,546	5,718
Cash utilised on investing activities
Acquisition of, and additions to investment properties	2	(2,542)	(3,423)
Deposits (paid) / refunded on investment properties		-	(550)
Additions to property, plant and equipment		(36)	(14)
Additions to intangible assets		(378)	(62)
Acquisition of associates and joint ventures		-	(1,998)
Dividends and interest received from associates and joint ventures		2,093	2,879
Interest received		1,047	916
Proceeds from partial disposal of investment in subsidiaries		-	5,357
Related party loans receivable		(226)	-
Proceeds from disposal of property, plant and equipment		-	93
Related party loans payable		456	(32,883)
Other loans advanced		-	(31)
Proportional shareholder loans received from associates		2,002	1,143
Proportional shareholder loans repaid		(472)	-
Proceeds from proportional shareholder loans		393	6,501
Other loans repayment received		-	1,089
Net cash generated / (utilised) in investing activities		2,337	(20,983)
Proceeds from the issue of equity instruments		83,767	9,811
Equity issuance costs		(9,217)	(114)
Dividends paid to non-controlling shareholders		(1)	(417)
Ordinary dividends paid		-	1
Proceeds from issue of preference shares	6	-	25,481
Proceeds from interest bearing borrowings	8	6,522	32,517
Settlement of interest-bearing borrowings	8	(47,024)	(24,669)
Finance costs		(12,942)	(13,441)
Payments of leases		(173)	(75)
Net cash generated from financing activities		20,932	29,094
Net movement in cash and cash equivalents		32,815	13,829
Cash at the beginning of the year		2,314	(5,629)
Effect of foreign exchange rates		(180)	240
Total cash and cash equivalents at the end of the period		34,949	8,440

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

	Ordinary share capital	Treasury shares	Foreign currency translation reserve	Antecedent Dividend reserve	Accumulated losses	Preference share capital	Perpetual preference note	Non-controlling interests	Total equity
	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000
Balance as at 1 July 2020	454,145	(18,406)	(4,072)	-	(133,784)	-	-	(614)	297,269
Profit / (loss) for the year	-	-	-	-	(51,927)	-	-	(9,449)	(61,376)
Other comprehensive income for the year	-	-	5,374	-	42	-	-	1,631	7,047
Total comprehensive income / (expense)	-	-	5,374	-	(51,885)	-	-	(7,818)	(54,329)
Share based payments	-	-	-	-	127	-	-	-	127
Ordinary dividends paid	-	-	-	-	(4,780)	-	-	-	(4,780)
Ordinary shares issued	9,810	-	-	-	-	-	-	-	9,810
Preference shares issued	-	-	-	-	-	25,481	-	-	25,481
Share issue expenses	(113)	-	-	-	-	-	-	-	(113)
Transaction with non-controlling interests without change in control	-	-	193	-	14,249	-	-	(9,084)	5,358
Dividends paid to non-controlling shareholders	-	-	-	-	-	-	-	(419)	(419)
Balance as at 30 June 2021 (audited)	463,842	(18,406)	1,495	-	(176,073)	25,481	-	(17,935)	278,404
Balance as at 1 July 2020	454,145	(18,406)	(4,072)	-	(133,784)	-	-	(614)	297,269
Profit for the period	-	-	-	-	1,732	-	-	(4,009)	(2,277)
Other comprehensive expense for the period	-	-	7,019	-	-	-	-	1,630	8,649
Total comprehensive income	-	-	7,019	-	1,732	-	-	(2,379)	6,372
Share based payments	-	-	-	-	64	-	-	-	64
Dividends paid to non-controlling shareholders	-	-	-	-	-	-	-	(417)	(417)
Ordinary shares issued	9,811	-	-	-	-	-	-	-	9,811
Preference shares issued	-	-	-	-	-	25,481	-	-	25,481
Share issue expenses	(114)	-	-	-	-	-	-	-	(114)
Transaction with non-controlling interests without change in control	-	-	193	-	13,782	-	-	(8,618)	5,357
Balance as at 31 December 2020 (unaudited)	463,842	(18,406)	3,140	-	(118,206)	25,481	-	(12,028)	343,823
Balance as at 1 July 2021	463,842	(18,406)	1,495	-	(176,073)	25,481	-	(17,935)	278,404
Profit for the period	-	-	-	-	4,278	-	-	569	4,847
Other comprehensive expense for the period	-	-	(2,145)	-	-	-	-	(481)	(2,626)
Total comprehensive income	-	-	(2,145)	-	4,278	-	-	88	2,221
Share based payments	-	-	-	-	62	-	-	-	62
Treasury shares	-	(2,906)	-	-	-	-	-	-	(2,906)
Ordinary shares issued	76,098	-	-	-	-	-	-	-	76,098
Transfer to antecedent dividend reserve	(3,659)	-	-	3,659	-	-	-	-	-
Perpetual preference note issued	-	-	-	-	-	-	26,775	-	26,775
Perpetual preference note issue expenses	-	-	-	-	-	-	(1,606)	-	(1,606)
Share issue expenses	(7,611)	-	-	-	-	-	-	-	(7,611)
Dividends distributable to non-controlling shareholders	-	-	-	-	1,165	-	-	(1,165)	-
Balance as at 31 December 2021 (unaudited)	528,670	(21,312)	(650)	3,659	(170,568)	25,481	25,169	(19,012)	371,437

NOTES TO THE FINANCIAL STATEMENTS

1. Summary of significant accounting policies

The principal accounting policies applied in the preparation of this abridged consolidated financial statements are set out below.

1.1 Basis of preparation

The unaudited abridged consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the IASB; the Financial Pronouncements as issued by Financial Reporting Standards Council and the LSE and SEM Listings Rules. The unaudited abridged consolidated financial statements have been prepared on the going-concern basis and were approved for issue by the Board on 28 February 2022.

Going Concern

The directors are required to consider an assessment of the Group's ability to continue as a going concern when producing the interim abridged consolidated financial statements.

The Directors are of the opinion that after reconsideration of the items highlighted in the Integrated Annual Report published on 29 October 2021 (see pages 134 to 135), the risks assessed have substantially reduced. The Issue in December 2021 (and resultant drop in LTV from 53% to 41.4%) and the stabilisation of the property portfolio valuations have contributed to this reduction, however the directors have concluded that there remains a material uncertainty that may cast significant doubt on the Group's and Company's ability to continue to operate as a going concern.

The following factor remains a consideration in assessing going concern:

1.   One of the debt facilities (for a net amount of US$47.1 million, being the total loan amount of US$76.4 million, less the back-to-back loan to the property partners of US$29.3 million) is required to be refinanced by April 2022. Whilst the Directors have no reason to believe that this will not be refinanced, should this not occur, the Group and Company would need to secure additional financing to avoid being in default. Three related properties (valued at US$123.9 million) as well as a group guarantee are currently pledged as security for the facility.

Notwithstanding the outstanding material uncertainty on the facility detailed above and taking into account the results of the analysis and the various mitigating actions available to the Company and the Group, the Board has concluded that it is appropriate to prepare the financial statements on the going concern basis. The financial statements do not contain the adjustments that would be necessary if the Company and the Group were unable to continue as a going concern.

Functional and presentation currency

The consolidated financial statements are prepared and are presented in United States Dollars (US$). Amounts are rounded to the nearest thousand, unless otherwise stated. Some of the underlying subsidiaries and associates have different functional currencies other than the US$ which is predominantly determined in the country in which they operate.

Presentation of alternative performance measures

The Group presents certain alternative performance measures on the face of the income statement. Revenue is shown on a disaggregated basis, split between gross rental income and the straight-line rental income accrual. Additionally, the total fair value adjustment on investment properties is presented on a disaggregated basis to show the impact of contractual receipts from vendors separately from other fair value movements. These are non IFRS measures and supplement the IFRS information presented. The directors believe that the presentation of this information provides useful insight to users of the financial statements and assists in reconciling the IFRS information to industry wide EPRA metrics.

1.2 Segmental reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker is a person or group that is responsible for allocating resources and assessing performance of the operating segments. The Group has determined the board as its chief operating decision-maker as it is the board that makes the Group's strategic decisions. Each operating entity has its own Segmental and Geographical allocation, and it is not allocated to more than one sector.

1.3 Critical Judgements and estimates

The preparation of these abridged consolidated financial statements in conformity with IFRS requires the use of accounting estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies. The estimates and assumptions relating to the fair value of investment properties in particular, have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities in the subsequent financial year. Fair value adjustments do not affect the determination of distributable earnings but have an effect on the net asset value per share presented on the statement of financial position to the extent that such adjustments are made to the carrying values of assets and liabilities.

Judgements

The principal areas where such judgements have been applied are:

Unconsolidated structured entity

Drive in Trading (DiT), a B-BBEE consortium, secured a facility of US$33.4 million from the Bank of America N.A (UK Branch) ("BoAML") to finance its investment in Grit. The BoAML facility was granted to DiT after South Africa's Government Employees Pension Fund (GEPF), represented by Public Investment Corporation SOC Limited ("PIC"), provided a guarantee to BoAML in the form of a Contingent Repurchase Obligation ("CRO") for up to US$35 million. The terms of the CRO obligate PIC to acquire the loan granted to DiT should DiT default under the BoAML facility.

In order to facilitate the above, the Group agreed to de-risk 50% of PIC's US$35 million exposure to the CRO, by granting PIC a guarantee whereby should BoAML enforce the CRO, the Group would indemnify PIC for up to 50% of the losses, capped at US$17.5 million, following the sale of the underlying securities, being the shares held by DiT in Grit.

Given the unusual structure of the transaction, the Group has determined that DiT has limited and predetermined activities and can be considered a "structured entity" under IFRS 12 as the "design and purpose" of DiT was to fund Grit rights issue and at the same time enable Grit to obtain B-BBEE credentials.

As the Group does not have both, power to direct the activities of DiT and an exposure to variable returns, the Group has exercised judgment on not to consolidate DiT but disclose it as an unconsolidated structured entity due to DiT being a related party.

Freedom Asset Management (FAM) as a subsidiary

The Group has considered Freedom Asset Management (FAM) to be its subsidiary for consolidation purposes due to the Group's implied control of FAM, as the Group has ability to control the variability of returns of FAM and has the ability to affect returns through its power to direct the relevant activities of FAM. The Group does not own any interest in FAM however it has exposure to returns from its involvement in directing the activities of FAM.

Grit Executive Share Trust (GEST) as a subsidiary

The Group has considered Grit Executive Share Trust (GEST) to be its subsidiary for consolidation purposes due to the Group's implied control of GEST, as the Group's ability to appoint the majority of the trustees and to control the variability of returns of GEST. The Group does not own any interest in GEST but is exposed to the credit risk and losses of (GEST) as the Group shall bear any losses sustained by GEST and shall be entitled to receive and be paid any profits made in respect of the purchase, acquisition, sale or disposal of unawarded shares in the instance where shares revert back to GEST. No non-controlling interest has been accounted for in the current year.

Gateway Real Estate Africa Ltd (GREA) as an associate

The Group has considered Gateway Real Estate Africa Ltd (GREA) to be its associate for consolidation purposes due to the Group's significant influence of GREA, as the Group has a direct and indirect ability to appoint some members to the Board. The Group owns 19.98% of GREA and benefit from profits of GREA. The group also has the ability to exercise significant influence to participate in the financial and operating policy decisions of GREA but do not control or jointly control this policy as the CEO of the Group is also on the investment committee of GREA and has a close working relationship and history with Mr Pearson (MD of GREA).

Acquisition of investment properties

Where investment properties are acquired through the acquisition of corporate interests, the directors have regard to the substance of the assets and activities of the acquired entity in determining whether the acquisition represents the acquisition of a business.

Where such acquisitions are not judged to be an acquisition of a business under IFRS 3, the transactions are accounted for as if the Group had acquired the underlying investment property directly, together with any associated assets and liabilities. Accordingly, no goodwill arises, rather the cost of acquiring the corporate entity is allocated between the identifiable assets and liabilities of the entity, based on their relative fair values at the acquisition date.

Investments, associates and joint ventures

Where investment properties are acquired through the acquisition of corporate interests, the directors have regard to the substance of the assets and activities of the acquired entity in determining whether the acquisition represents the acquisition of a business.

Where such acquisitions are not judged to be an acquisition of a business under IFRS 3, the transactions are accounted for as if the Group had acquired the underlying investment property directly, together with any associated assets and liabilities. Accordingly, no goodwill arises, rather the cost of acquiring the corporate entity is allocated between the identifiable assets and liabilities of the entity, based on their relative fair values at the acquisition date.

Estimates

The principal areas where such estimations have been made are:

Fair value of investment properties

The fair value of investment properties is determined using a combination of the discounted cash flows method and the income capitalisation valuation method, using assumptions that are based on market conditions existing at the end of the relevant reporting year.

Material valuation uncertainty due to Novel Corona virus (" COVID-19")

The outbreak of COVID-19, declared by the World Health Organisation as a "Global Pandemic" on the 11th March 2020, has and continues to impact many aspects of daily life and the global economy - with some real estate markets having experienced lower levels of transactional activity and liquidity. Travel, movement and operational restrictions have been implemented by many countries.

In some cases, "lockdowns" have been applied to varying degrees and to reflect further "waves" of COVID-19; although these may imply a new stage of the crisis, they are not unprecedented in the same way as the initial impact. The pandemic and the measures taken to tackle COVID-19 continue to affect economies and real estate markets globally. Nevertheless, as at the valuation date property markets are mostly functioning again, with transaction volumes and other relevant evidence at levels where an adequate quantum of market evidence exists upon which to base opinions of value. For the avoidance of doubt this explanatory note has been included to ensure transparency and to provide further insight as to the market context under which the valuation opinion was prepared. In recognition of the potential for market conditions to move rapidly in response to changes in the control or future spread of COVID-19, we highlight the importance of the valuation date. There has been no change in the valuation methodology used for investment property as a result of COVID-19.

Fair value of financial instruments

The Group has estimated the value of its obligation arising from its guarantee to de-risk 50% of PIC's exposure to the BoAML CRO. The Group's obligation is based on the occurrence or non-occurrence of uncertain future events (the probability of DiT defaulting on the BoAML facility). Therefore, the fair value of the obligation was based on the probability of DiT defaulting on the facility (management has assessed the risk of default as low for the periods ending 31 December 2021, 30 June 2021 and 31 December 2020).

Taxation

Judgments and estimates are required in determining the provision for income taxes due to the complexity of legislation. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Group recognises liabilities for anticipated tax inspection issues in the jurisdictions in which it operates based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the year in which such determination is made.

The Group recognises the net future tax benefit related to deferred income tax assets to the extent that it is probable that the deductible temporary differences will reverse in the foreseeable future. Assessing the recoverability of deferred tax assets requires the Group to make significant estimates related to expectations of future taxable income. Estimates of future taxable income are based on forecast cash flows from operations and the application of existing tax laws in each relevant jurisdiction. To the extent that future cash flows and taxable income differ significantly from estimates, the ability of the Group to realise the net deferred tax assets recorded at the end of the reporting year could be impacted.

COVID-19

Certain estimates have been made taking into the consideration of the COVID-19 pandemic. Refer to the Going Concern under Note 1.1.

2. INVESTMENT PROPERTIES

	As at 31 Dec 2021	As at 30 June 2021
	US$'000	US$'000
Net carrying value of properties	549,887	549,491
Movement for the year excluding straight-line rental income accrual, lease incentive and right of use of land
Investment property at the beginning of the year	535,433	565,773
Other capital expenditure and construction	2,634	10,130
Foreign currency translation differences	(6,532)	10,971
Revaluation of properties at end of year	3,256	(51,297)
Contractual receipts from vendors of investment properties (reduction in purchase price)	-	(144)
As at period end	534,791	535,433
Reconciliation to consolidated statement of financial position and valuations
Investment properties carrying amount per above	534,791	535,433
Right of use of land	384	409
Lease incentive	7,823	7,027
Straight-line rental income accrual	6,889	6,622
Total valuation of properties	549,887	549,491

 

Investment property pledged as security

Certain of the Group's investment property has been pledged as security for interest-bearing borrowings (note 8) as follows:

•	Mozambican investment properties with a market value of US$296.2 million are mortgaged to Standard Bank of South Africa to secure debt facilities amounting to US$140.0 million (June 2021: Mozambican investment properties with a market value of US$294.2 million are mortgaged to Standard Bank of South Africa to secure debt facilities amounting to US$140.0 million.)
•	Moroccan investment properties with a market value of US$77.8 million (June 2021: US$79.5 million) are mortgaged to Investec Bank South Africa to secure debt facilities amounting to US$40.8 million (June 2021: US$46.7 million).
•	Mauritian investment properties with a market value of US$62.3 million (June 2021: US$65.3 million) are mortgaged to ABSA Bank Mauritius to secure debt facilities amounting to US$7.2 million (June 2021: US$7.5 million) and State Bank of Mauritius to secure debt facilities amounting to US$26.6 million (June 2021: US$27.0 million).
•	Kenyan investment properties with a market value of US$27.5 million (June 2021: US$27.2 million) are mortgaged to Bank of China to secure debt facilities amounting to US$8.6 million (June 2021: US$8.6 million).
•	Zambian investment properties with a market value of US$49.4 million (June 2021: US$46.2 million) are mortgaged to Bank of China to secure debt facilities amounting to US$28.7 million (June 2021: US$28.7 million).
•	Ghanaian investment properties with a market value of US$15.6 million (June 2021: US$16.4 million) are mortgaged to ABSA Bank Ghana Limited to secure debt facilities amounting to US$7.9 million (June 2021: US$8.7 million).
Summary of valuations by reporting date	Most recent independent valuation date	Valuer (for the most recent valuation)	Sector	Country	As at 31 Dec 2021 US$'000	As at 30 June 2021 US$'000
Commodity House Phase I building	31-Dec-21	REC	Office	Mozambique	47,687	47,214
Commodity House Phase II building	31-Dec-21	REC	Office	Mozambique	19,176	19,047
Hollard Building	31-Dec-21	Directors' valuation	Office	Mozambique	21,408	20,816
Vodacom Building	31-Dec-21	REC	Office	Mozambique	50,416	49,624
Zimpeto Square	31-Dec-21	Directors' valuation	Retail	Mozambique	4,435	4,587
Bollore Warehouse	31-Dec-21	Directors' valuation	Light industrial	Mozambique	10,247	9,012
ABSA House	31-Dec-21	Directors' valuation	Office	Mauritius	12,406	13,109
Anfa Place Mall	31-Dec-21	Knight Frank	Retail	Morocco	77,807	79,535
Tamassa Resort	31-Dec-21	Knight Frank	Hospitality	Mauritius	49,936	52,232
Vale Housing Compound	31-Dec-21	REC	Accommodation	Mozambique	57,675	57,546
Imperial Distribution Centre	31-Dec-21	Directors' valuation	Light industrial	Kenya	24,448	24,170
Mara Viwandani	31-Dec-21	Directors' valuation	Light industrial	Kenya	3,050	3,050
Mall de Tete	31-Dec-21	Directors' valuation	Retail	Mozambique	14,531	15,952
Acacia Estate	31-Dec-21	REC	Accommodation	Mozambique	70,618	70,353
5th Avenue Building	31-Dec-21	Knight Frank	Office	Ghana	15,597	16,440
Mukuba Mall	31-Dec-21	Knight Frank	Retail	Zambia	49,409	46,210
Club Med Cap Skirring Resort	31-Dec-21	Directors' valuation	Hospitality	Senegal	21,041	20,594
Total valuation of investment properties directly held by the Group					549,887	549,491
Deposits paid on Imperial Distribution Centre Phase 2					2,203	2,148
Deposits paid on Capital Place Limited					3,550	3,550
Total deposits paid on investment properties					5,753	5,698
Total carrying value of investment properties including deposits paid					555,640	555,189
Investment properties held within associates and joint ventures - Group share
Buffalo Mall  - Buffalo Mall Naivasha Limited (50%)	31-Dec-21	Directors' valuation	Retail	Kenya	5,567	5,441
Kafubu Mall - Kafubu Mall Limited (50%)	31-Dec-21	Knight Frank	Retail	Zambia	11,092	9,623
CADS II Building - CADS Developers Limited (50%)	31-Dec-21	Directors' valuation	Office	Ghana	15,116	15,075
Cosmopolitan Shopping Centre - Cosmopolitan Shopping Centre Limited (50%)	31-Dec-21	Directors' valuation	Retail	Zambia	26,136	24,945
Canonniers, Mauricia and Victoria Resorts and Spas - Beachcomber Hospitality (44.42%)	31-Dec-21	Knight Frank	Hospitality	Mauritius	98,310	101,594
Capital Place - Capital Place Limited (50.0%)	31-Dec-21	Directors' valuation	Office	Ghana	11,167	10,150
Letlole La Rona Limited (30%) - 21 Investment properties	31-Dec-21	Knight Frank	Light industrial	Botswana	17,629	18,647
Letlole La Rona Limited (30%) - 1 Investment property	31-Dec-21	Knight Frank	Hospitality	Botswana	194	209
Letlole La Rona Limited (30%) - 2 Investment properties	31-Dec-21	Knight Frank	Retail	Botswana	5,048	5,325
Letlole La Rona Limited (30%) - 1 Investment property	31-Dec-21	Knight Frank	Office	Botswana	1,418	1,517
Letlole La Rona Limited (30%) - 1 Investment property	31-Dec-21	Knight Frank	Accommodation	Botswana	1,206	1,300
Gateway Real Estate Africa Ltd (19.98%)	31-Dec-21	Various	Other Investments	Mauritius	13,617	12,557
Total of investment properties acquired through associates and joint ventures					206,500	206,383
Total portfolio					762,140	761,572
Functional currency of total investment property portfolio
United States Dollars					463,003	454,837
Euros					169,287	174,420
Mauritian Rupees					12,406	13,109
Moroccan Dirham					77,807	79,535
Botswanan Pula					25,495	26,998
Kenyan Shilling					3,050	3,050
Zambian Kwacha					11,092	9,623
Total portfolio					762,140	761,572

Valuation policy and methodology for investment properties held by the Group and by associates and joint ventures

For this interim reporting period, investment properties have been valued by reputable RICS accredited valuation experts who have sufficient expertise in the jurisdictions where the properties are located. As per the valuation policy, external valuations are obtained for the top 50 % of the portfolio or where any property specific changes may have affected the property valuation. For December 2021, a total of 77.2% of the property portfolio was externally valued and a directors' valuation were utilised for the following properties:

•     Mall de Tete

•     Imperial Distribution Centre

•     Mara Viwandani

•     Club Med Cap Skirring Resort

•     Hollard Building

•     Zimpeto Square

•     Bollore Warehouse

•     ABSA House

•     Buffalo Mall

•     Gateway Real Estate Africa Ltd (various)

•     Cosmopolitan Shopping Centre

•     CADS II Building

•     Capital Place

All valuations that are performed in the functional currency of the relevant property company are converted to United States Dollars at the effective closing rate of exchange. All independent valuations have been undertaken in accordance with the RICS Valuation Standards that were in effect at the relevant valuation date and are further compliant with International Valuation Standards. Market values presented by valuers have also been confirmed by the respective valuers to be fair value in terms of IFRS.

Independent valuations were performed at 31 December 2021 by REC, Chartered Surveyors and Knight Frank, Chartered Surveyors, using the discounted cash flow method for all building valuations and using the comparable method for all land parcel valuations.

3. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES

			As at 31 Dec 2021	As at 30 June 2021
			US$'000	US$'000
The following entities have been accounted for as associates and joint ventures in the current and comparative consolidated financial statements using the equity method:
Name of joint venture	Country	% held
Kafubu Mall Limited3	Zambia	50.00%	10,897	9,502
Cosmopolitan Shopping Centre Limited3	Zambia	50.00%	26,202	25,076
CADS Developers Limited3	Ghana	50.00%	7,019	7,607
Carrying value of joint ventures			44,118	42,185
Name of associate	Country of incorporation and operation	% held
Letlole La Rona Limited	Botswana	30.00%	20,788	21,672
Buffalo Mall Naivasha Limited	Kenya	50.00%	3,312	3,402
Gateway Real Estate Africa Ltd	Mauritius	19.98%	40,079	20,706
Capital Place Limited	Ghana	50.00%	7,721	7,471
Beachcomber Hospitality Investments Limited	Mauritius	44.42%	72,061	72,056
Carrying value of associates			143,961	125,307
Joint ventures			44,118	42,185
Associates			143,961	125,307
Total carrying value of associates and joint ventures			188,079	167,492

 

Set out below is the summarised financial information of each of the Group's associates and joint ventures for each reporting period together with a reconciliation of this financial information to the carrying amount of the Group's interests in each associate and joint venture. Where an interest in an associate or joint venture has been acquired in a reporting period the results are shown for the period from the date of such an acquisition.

Each of the acquisitions referred to below have given the Group access to high quality African real estate in line with the Group's strategy.

Where associates and joint ventures have non-coterminous financial reporting dates, the Group uses management accounts to incorporate their results into the consolidated financial statements.

Reconciliation to carrying value in associates and joint ventures

	Letlole La Rona Limited	Kafubu Mall Limited	Beachcomber Hospitality Investments Limited	Capital Place Limited	Gateway Real Estate Africa Ltd	CADS Developers Limited	Cosmo-politan Shopping Centre Limited	Buffalo Mall Naivasha Limited	Total
	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000
Reconciliation to carrying value in associates and joint ventures
Opening Balance 1 July 2021	21,672	9,502	72,056	7,471	20,706	7,607	25,076	3,402	167,492
Acquired during the period	-	-	-	-	17,452	-	-	-	17,452
Profit / (losses) from associates and joint ventures
- Revenue	1,417	471	3,598	512	207	791	974	127	8,097
- Property operating expenses	(140)	(87)	-	(89)	-	(11)	(149)	(68)	(544)
- Admin expenses, recoveries and other income	(40)	(4)	(13)	(50)	1,701	(1)	(7)	(7)	1,579
- Net impairment charge on financial assets	-	12	-	(5)	-	-	-	-	7
- Fair value adjustment on other investments	-	-	-	-	(461)	-	-	-	(461)
- Unrealised foreign exchange gains/(losses)	-	1,455	-	(65)	134	11	(47)	(10)	1,478
- Interest income / (costs)	44	-	-	-	-	-	1	-	45
- Finance charges	(230)	(3)	(606)	(146)	(165)	(212)	-	(143)	(1,505)
- Fair value movement on investment property	332	(2,019)	1,540	993	-	(21)	1,181	11	2,017
- Fair value movement on other financial asset	-	-	(467)	-	317	-	-	-	(150)
- Current tax	(51)	(21)	(234)	-	125	-	(31)	-	(212)
- Deferred tax	-	-	(65)	-	-	-	-	-	(65)
Total profits from associates and joint ventures	1,332	(196)	3,753	1,150	1,858	557	1,922	(90)	10,286
Dividends received and interest received	(600)	-	(1,392)	-	-	(101)	-	-	(2,093)
Profit in Gateway Delta	-	-	-	-	55	-	-	-	55
Repayment of proportionate shareholders loan	-	(415)	1,153	(900)	-	(1,044)	(796)	-	(2,002)
Foreign currency translation differences	(1,616)	2,006	(3,509)	-	8	-	-	-	(3,111)
Carrying value of associates and joint ventures	20,788	10,897	72,061	7,721	40,079	7,019	26,202	3,312	188,079

Investments in the period ended 31 December 2021

Through its 19.98% equity interest in GREA, the private African property development company that Grit co-founded, Grit has an interest in the developer's accretive pipeline assets and development returns GREA has made strong progress on securing an attractive risk-mitigated pipeline in the office, embassy corporate accommodation and data centre sectors including:

•           A 112 unit diplomatic residential tower in Ethiopia predominantly tenanted to OBO, a division of the US State Department, was completed in November 2021. Estimated total project cost c.US$54 million.

•           The construction of a 90 unit diplomatic apartment and town house community in Kenya fully tenanted by OBO, a division of the US State Department, with expected completion date in Q1 Q2 2022.

•           Construction of a 1078sqm  GLA data centre in Lagos, Nigeria tenanted to African Data Centres, part of the Liquid Intelligent Technologies Group was completed in November 2021.

•           Construction of the St Helene Hospital started on 1 June 2021 in Mauritius.

•           The Precinct, Mauritius: Commencement of a landmark 8,594sqm GLA premium grade office development in Grand Baie in Q2 2021. Targeted completion November 2022.

The Group sees significant further potential value creation from the assets and development pipeline within GREA going forward, which are expected to result in strong NAV growth to Grit shareholders from exposure to risk mitigated developments tenanted to current and target multinational clients.

 

4. OTHER LOANS RECEIVABLE

	As at 31 Dec 2021	As at 30 Jun 2021
	US$'000	US$'000
Ndola Investments Limited	5,073	5,115
Kitwe Copperbelt Limited	5,577	5,624
Syngenta Limited	18,690	19,081
Healthcare assets	239	239
Drift (Mauritius) Limited	10,004	9,731
IFRS 9 - Impairment on financial assets (ECL)	(2,533)	(2,487)
As at period end	37,050	37,303
Classification of other loans:
Non-current assets	-	-
Current assets	37,050	37,303
As at period end	37,050	37,303

 

5. Trade and other receivables

	As at 31 Dec 2021	As at 30 Jun 2021
	US$'000	US$'000
Trade receivables	13,446	15,367
Total allowance for credit losses and provisions	(7,106)	(8,616)
IFRS 9 - Impairment on financial assets (ECL)	(764)	(1,997)
IFRS 9 - Impairment on financial assets (ECL) Management overlay on specific provisions	(6,342)	(6,619)
Trade receivables - net	6,340	6,751
Accrued Income	1,670	1,762
Loan interest receivable	679	603
Deposits paid	62	65
VAT recoverable	8,058	8,207
Purchase price adjustment account	1,977	1,198
Deferred expenses and prepayments	3,344	3,553
Listing receivables	16,201	-
IFRS 9 - Impairment on other financial assets (ECL)	(3,881)	(3,815)
Deferred rental	(6)	531
Rental guarantees receivable	947	947
Dividends receivable	528	642
Sundry debtors	1,385	668
Other receivables	30,964	14,361
As at period end	37,304	21,112
Classification of  trade and other receivables:
Non-current assets	1,246	2,166
Current assets	36,058	18,946
As at period end	37,304	21,112

6. Preference share capital

	As at 31 Dec 2021	As at 30 Jun 2021
	US$'000	US$'000
Opening balance	25,481	-
Issue of preference shares (non-cash)	-	25,481
As at period end	25,481	25,481

7. Perpetual preference note

	As at 31 Dec 2021	As at 30 Jun 2021
	US$'000	US$'000
Opening balance	-	-
Issue of perpetual preference note	26,775	-
Perpetual preference note issue cost	(1,606)	-
As at period end	25,169	-

Perpetual Preference Note

Grit Services Limited has entered into a Subscription Agreement with Ethos Mezzanine Partners GP Proprietary Limited and Blue Peak Private Capital GP for the issuance by Grit of a perpetual note that will raise up to US$31,500,000 ("the Note") and will be applied towards:

·      the acquisition and redevelopment of the Orbit Africa warehousing and manufacturing facility in Nairobi, Kenya; and

·      the St Helene Private Hospital development in Mauritius.

Salient features of the Note

·     The Note is treated as a hybrid instrument with 85% of the note treated as equity for IFRS accounting purposes and will reduce the Group's reported LTV.

·    The Note has a cash coupon of 9% per annum and a 4% per annum redemption premium. The Group may elect to capitalise cash coupons.

·   The Note, although perpetual in tenor, carries a material coupon step-up provision after the fifth anniversary that is expected to result in an economic maturity and redemption by the Group on or before that date.

·      The Note may be voluntarily redeemed by the Group at any time, although there would be call-protection costs associated with doing so before the third anniversary.

·      The Note is subordinated to permitted indebtedness in the Group but ranks ahead of shareholder claims.

·     The Note potentially offers noteholders an additional return of not more than 3% per annum, linked to the performance of Grit ordinary shares over the duration of the Note.

8. INTEREST-BEARING BORROWINGS

Interest bearing borrowings

The following debt transactions were concluded during the period under review as a short-term measure to create a platform for a more strategic and suitable balance sheet solution.

Subsidiaries

·      The Group has extended all its State Bank of Mauritius facilities to 31 March 2025.

·      The Investec Bank facility on the AnfaPlace Mall held by Freedom Property Fund SARL in Morocco has been extended to April 2023, as part of the terms of the refinance, an amount of US$6 million will be repayable over the period of which US$3.6 million have been paid as at 31 December 2021 and the balance during January 2022. The balance of the loan at 31 December 2021 was US$41.2 million.

Associates and Joint Ventures

·     The BHI syndicated loan of EUR 50.0 million has been extended to May 2023 with State Bank of Mauritius taking over the Investec exposure.

·    Upcoming Debt - Bank of China facility in Zambia of US$76.4 million (US$ 47.1 million net after back-to-back loans of US$29.3 million from Zambian partners Ndola Investments Limited, Kitwe Copperbelt Limited  and Syngenta Limited  refer Note 4).

·    The Group is actively engaging with its leading financiers to incorporate the facility into a larger debt syndication covering multiple jurisdictions and sectors. The target solution will bring scale, diversification, tenor, and optimal funding costs to the Group's debt portfolio.

	As at 31 Dec 2021	As at 30 June 2021
	US$'000	US$'000
Non-current liabilities	259,904	215,565
Current liabilities	103,016	195,023
	362,920	410,588
Currency of the interest-bearing borrowings (stated gross of unamortised loan issue costs)
United States Dollars	266,838	276,947
Euros	94,564	131,420
Mauritian Rupees	1,650	1,698
	363,052	410,065
Interest accrued	4,405	4,176
Unamortised loan issue costs	(4,537)	(3,653)
As at period end	362,920	410,588
Movement for the period
Balance at the beginning of the year	410,588	392,999
Proceeds of interest bearing-borrowings	6,522	50,765
Loan issue costs incurred	(2,202)	(1,520)
Amortisation of loan issue costs	1,318	2,974
Foreign currency translation differences	(6,511)	7,548
Interest accrued	229	(1,173)
Debt settled during the year	(47,024)	(41,005)
As at period end	362,920	410,588

Analysis of facilities and loans in issue 

			As at 31 Dec 2021	As at 30 June 2021
Lender	Borrower	Initial facility	US$'000	US$'000
Financial institutions
Standard Bank South Africa	Commotor Limitada	$140.0m	140,000	140,000
Standard Bank South Africa	Grit Services Limited	RCF -  €26.5m	-	30,676
Total Standard Bank Group			140,000	170,676
Bank of China	Warehousely Limited	$8.5m	8,555	8,555
Bank of China	Zambian Property Holdings Limited	$77.0m	76,405	76,405
Total Bank of China			84,960	84,960
State Bank of Mauritius	Leisure Property Northern (Mauritius) Limited	€9.0m	10,214	10,733
State Bank of Mauritius	Leisure Property Northern (Mauritius) Limited	€3.2m	3,632	3,816
State Bank of Mauritius	Mara Delta Properties Mauritius Limited	€22.3m	25,308	26,593
State Bank of Mauritius	Grit Real Estate Income Group Limited	Equity Bridge $20.0m	20,000	20,000
State Bank of Mauritius	Mara Delta Properties Mauritius Limited	RCF Mur 72m	1,650	-
State Bank of Mauritius	Grit Real Estate Income Group Limited	RCF Mur 72m	-	1,698
Total State Bank of Mauritius			60,804	62,840
Investec South Africa	Freedom Property Fund SARL	€36.0m	35,671	37,974
Investec South Africa	Freedom Property Fund SARL	$15.7m	5,092	8,722
Investec Mauritius	Grit Real Estate Income Group Limited	$0.5m	483	327
Total Investec Group			41,246	47,023
ABSA Bank Mauritius	BH Property Investment Limited	€7.4m	7,163	7,526
ABSA Bank Ghana Limited	Grit Accra Limited	$9.0m	7,928	8,652
Total ABSA Group			15,091	16,178
Maubank Mauritius	Grit Real Estate Income Group Limited	€3.2m	3,684	3,871
Maubank Mauritius	Freedom Asset Management	€4.0m	1,629	2,599
Total Maubank			5,313	6,470
ABC Banking Corporation	Grit Services Limited	Equity bridge $ 8.5m	3,650	7,286
ABC Banking Corporation	Casamance Holdings Limited	€6.4m	7,263	7,632
Total ABC Banking Corporation			10,913	14,918
Nedbank South Africa	Grit Real Estate Income Group Limited	$7m	-	7,000
Total Nedbank South Africa			-	7,000
Ethos Private Equity	Grit Services Limited	$2.4m	2,475	-
Blue Peak Private Equity	Grit Services Limited	$2.2m	2,250	-
Total Private Equity			4,725	-
Total loans in issue			363,052	410,065
plus: interest accrued			4,404	4,177
less: unamortised loan issue costs			(4,536)	(3,654)
As at period end			362,920	410,588

Fair value of borrowings are not materially different to their carrying value amounts since interest payable on those borrowings are either close to their current market rates or the borrowings are of short-term in nature.

9. GROSS PROPERTY INCOME

	Six months ended 31 Dec 2021	Six months ended 31 Dec 2020
	US$'000	US$'000
Contractual rental income	19,270	19,264
Retail parking income	809	836
Straight-line rental income accrual	352	(268)
Other rental income (Lease incentives)	1,008	1,074
Gross rental income	21,439	20,906
Recoverable property expenses	2,708	2,703
Total revenue	24,147	23,609

10. INTEREST INCOME

	Six months ended 31 Dec 2021	Six months ended 31 Dec 2020
	US$'000	US$'000
Bank interest receivable	-	1
Interest on loans to partners	890	698
Interest on loans to related parties	28	469
Other Interest	5	125
	923	1,293

11. FINANCE COSTS

	Six months ended 31 Dec 2021	Six months ended 31 Dec 2020
	US$'000	US$'000
Interest-bearing borrowings - financial institutions	10,499	10,527
Early settlement charges	36	-
Amortisation of loan issue costs	1,318	1,326
Preference share dividends	410	410
Interest on obligations under leases	27	41
Interest on loans to proportional shareholders	222	-
Interest on loans to related parties	-	33
Interest on bank overdraft	24	133
	12,536	12,470

12. Segmental reporting

Consolidated segmental analysis

The Group reports on a segmental basis in terms of geographical location and type of property. Geographical location is split between Botswana, Senegal, Morocco, Mozambique, Zambia, Kenya, Ghana and Mauritius, as relevant to each reporting period. In terms of type of property, the Group has investments in the hospitality, retail, office and various other sectors.

In US$'000
	Botswana	Senegal	Morocco	Mozambique	Zambia	Kenya	Ghana	Mauritius	Total
Geographical location 31 Dec 2021
Gross property income	-	800	3,938	13,298	2,332	1,056	447	2,276	24,147
Property operating expenses	-	-	(2,644)	(1,583)	(330)	(21)	(164)	(208)	(4,950)
Net property income	-	800	1,294	11,715	2,002	1,035	283	2,068	19,197
Other income	-	-	-	-	-	-	138	430	568
Administrative expenses	-	(45)	(312)	(652)	(11)	(47)	(264)	(5,211)	(6,542)
Net impairment (charge) / credit on financial assets	-	-	340	908	-	-	(6)	(142)	1,100
Profit/(loss) from operations	-	755	1,322	11,971	1,991	988	151	(2,855)	14,323
Fair value adjustment on investment properties	-	627	590	(299)	3,096	221	(859)	(120)	3,256
Corporate restructure costs	-	-	-	-	-	-	-	(32)	(32)
Fair value adjustment on other financial liability	-	-	-	-	-	-	-	(6,716)	(6,716)
Fair value adjustment on derivatives financial instruments	-	-	-	-	-	-	-	1,252	1,252
Share based payment expense	-	-	-	-	-	-	-	(1,162)	(1,162)
Share of profits / (losses) from associates and joint ventures	1,332	-	-	-	1,726	(90)	1,707	5,611	10,286
Foreign currency gains / (losses)	-	(21)	(14)	(33)	(98)	(81)	(47)	(838)	(1,132)
Profit/(loss) before interest and taxation	1,332	1,361	1,898	11,639	6,715	1,038	952	(4,860)	20,075
Interest income	-	-	-	-	-	-	-	923	923
Finance costs	-	-	(1,539)	(4,115)	-	(218)	(285)	(6,379)	(12,536)
Profit / (loss) for the year before taxation	1,332	1,361	359	7,524	6,715	820	667	(10,316)	8,462
Taxation	-	253	(147)	(2,806)	(101)	(280)	-	(534)	(3,615)
Profit / (loss) for the year after taxation	1,332	1,614	212	4,718	6,614	540	667	(10,850)	4,847
Reportable segment assets and liabilities
Non-current assets
Investment properties	-	21,041	77,807	296,192	49,409	27,498	15,597	62,343	549,887
Deposits paid on investment properties	-	-	-	-	-	-	-	5,753	5,753
Property, plant and equipment	-	13	28	287	-	-	21	1,911	2,260
Intangible assets	-	-	-	-	-	-	-	770	770
Other investments	-	-	-	1	-	-	-	-	1
Investment in associates and joint ventures	20,788	-	-	-	37,099	3,312	14,740	112,140	188,079
Related party loans receivable	-	-	-	-	-	-	-	92	92
Trade and other receivables	-	-	1,246	-	-	-	-	-	1,246
Deferred tax	-	-	7,884	10,249	-	413	533	1,963	21,042
Total non-current assets	20,788	21,054	86,965	306,729	86,508	31,223	30,891	184,972	769,130
Current assets
Trade and other receivables	-	384	4,859	6,170	(103)	2,171	190	22,387	36,058
Current tax refundable	-	-	-	798	-	58	326	215	1,397
Related party loans receivable	-	-	-	-	-	-	-	248	248
Other loans receivable	-	-	-	-	-	-	-	37,050	37,050
Derivative financial instruments	-	-	-	-	-	-	-	46	46
Cash and cash equivalents	-	312	698	2,615	222	69	118	30,915	34,949
Total assets	20,788	21,750	92,522	316,312	86,627	33,521	31,525	275,833	878,878
Liabilities
Total liabilities	-	1,285	71,365	210,374	80,007	10,771	9,598	124,041	507,441
Net assets	20,788	20,465	21,157	105,938	6,620	22,750	21,927	151,792	371,437

 

In US$'000
Type of property	Other investments	Hospitality	Retail	Office	Light industrial	Accommodation	Corporate	Total
31 Dec 2021
Gross property income	-	2,527	7,216	6,866	1,289	6,249	-	24,147
Property operating expenses	-	-	(3,326)	(821)	(42)	(991)	230	(4,950)
Net property income	-	2,527	3,890	6,045	1,247	5,258	230	19,197
Other income	-	-	-	8	-	-	560	568
Administrative expenses	-	(209)	(431)	(817)	(93)	(570)	(4,422)	(6,542)
Net impairment (charge) / credit on financial assets	-	34	624	659	7	(47)	(177)	1,100
Profit/(loss) from operations	-	2,352	4,083	5,895	1,161	4,641	(3,809)	14,323
Fair value adjustment on investment properties	-	854	2,112	577	(365)	78	-	3,256
Corporate restructure costs	-	-	-	-	-	-	(32)	(32)
Fair value adjustment on other financial liability	-	2	-	-	-	-	(6,718)	(6,716)
Fair value adjustment on derivatives financial instruments	-	-	-	-	-	-	1,252	1,252
Share based payment expense	-	-	-	-	-	-	(1,162)	(1,162)
Share of profits / (losses) from associates and joint ventures	1,858	3,763	1,900	1,781	921	63	-	10,286
Foreign currency gains / (losses)	-	(1,172)	(97)	(51)	(72)	(45)	305	(1,132)
Profit/(loss) before interest and taxation	1,858	5,799	7,998	8,202	1,645	4,737	(10,164)	20,075
Interest income	-	-	-	-	-	-	923	923
Finance costs	-	(1,319)	(1,585)	(4,395)	(218)	(127)	(4,892)	(12,536)
Profit / (loss) for the year before taxation	1,858	4,480	6,413	3,807	1,427	4,610	(14,133)	8,462
Taxation	-	111	(198)	(1,910)	(280)	(968)	(370)	(3,615)
Profit / (loss) for the year after taxation	1,858	4,591	6,215	1,897	1,147	3,642	(14,503)	4,847
Reportable segment assets and liabilities
Non-current assets
Investment properties	-	70,977	146,182	166,690	37,745	128,293	-	549,887
Deposits paid on investment properties	-	-	-	-	-	-	5,753	5,753
Property, plant and equipment	-	13	28	29	-	182	2,008	2,260
Intangible assets	-	-	-	-	-	-	770	770
Other investments	-	-	-	-	-	-	1	1
Investment in associates and joint ventures	40,080	72,219	44,527	15,896	14,374	983	-	188,079
Related party loans receivable	-	-	-	-	-	-	92	92
Trade and other receivables	-	-	1,246	-	-	-	-	1,246
Deferred tax	-	1,558	10,669	3,371	632	4,812	-	21,042
Total non-current assets	40,080	144,767	202,652	185,986	52,751	134,270	8,624	769,130
Current assets
Trade and other receivables	-	(217)	5,078	944	2,922	4,200	23,131	36,058
Current tax refundable	-	166	306	675	187	43	20	1,397
Related party loans receivable	-	-	-	-	-	-	248	248
Derivative financial instruments	-	-	-	-	-	-	37,050	37,050
Other loans receivable	-	-	-	46	-	-	-	46
Cash and cash equivalents	-	399	990	2,603	100	557	30,300	34,949
Total assets	40,080	145,115	209,026	190,254	55,960	139,070	99,373	878,878
Liabilities
Total liabilities	-	88,461	167,081	177,419	11,599	30,697	32,184	507,441
Net assets	40,080	56,654	41,945	12,835	44,361	108,373	67,189	371,437

Major customers

Rental income stemming from Beachcomber represented approximately 11.1% of the Group's total contractual rental income for the period and Total 10.1%, Vale 9.9%, Vodacom Mozambique 6.8% and Tamassa Resort 5.4% of the Group's total contractual rental income for the period.

13. Basic and diluted earnings per ordinary share

	Attributable earnings		Weighted average number of shares		Cents per share
	Six months ended 31 Dec 2021	Six months ended 31 Dec 2020	Six months ended 31 Dec 2021	Six months ended 31 Dec 2020	Six months ended 31 Dec 2021	Six months ended 31 Dec 2020
	US$'000	US$'000	Shares '000	Shares '000	US Cents	US Cents
Earnings per share - Basic	4,278	1,732	328,771	317,051	1.30	0.55
Earnings per share - Diluted	4,278	1,732	328,771	317,051	1.30	0.55

14. EPRA financial metrics

14a. EPRA earnings

Basis of Preparation

The directors of GRIT Real Estate Income Group Limited ("GRIT") ("Directors") have chosen to disclose additional non-IFRS measures, these include EPRA earnings, adjusted net asset value, EPRA net asset value, adjusted profit before tax and funds from operations (collectively "Non-IFRS Financial Information").

The Directors have chosen to disclose:

•	EPRA earnings in order to assist in comparisons with similar businesses in the real estate sector. EPRA earnings is a definition of earnings as set out by the European Public Real Estate Association. EPRA earnings represents earnings after adjusting for fair value adjustments on investment properties, gain from bargain purchase on associates, fair value adjustments included under income from associates, ECL provisions, fair value adjustments on other investments, fair value adjustments on other financial assets, fair value adjustments on derivative financial instruments, and non-controlling interest included in basic earnings (collectively the "EPRA earnings adjustments") and deferred tax in respect of these EPRA earnings adjustments. The reconciliation between basic and diluted earnings and EPRA earnings is detailed in the table below;
•	EPRA net asset value in order to assist in comparisons with similar businesses in the real estate sector. EPRA net asset value is a definition of net asset value as set out by the European Public Real Estate Association. EPRA net asset value represents net asset value after adjusting for net impairment on financial assets (ECL), fair value of financial instruments, and deferred tax relating to revaluation of properties (collectively the "EPRA net asset value adjustments"). The reconciliation for EPRA net asset value is detailed in the table below;
•	adjusted EPRA earnings in order to provide an alternative indication of GRIT and its subsidiaries' (the "Group") underlying business performance. Accordingly, it excludes the effect of non-cash items such as unrealised foreign exchange gains or losses, straight-line leasing adjustments, amortisation of right of use land, impairment of loans and deferred tax relating to the aforementioned adjustments. The reconciliation for adjusted EPRA earnings is detailed in the table below; and
•	total distributable earnings in order to assist in comparisons with similar businesses and to facilitate the Group's dividend policy which is derived from total distributable earnings. Accordingly, it excludes VAT credit utilised on rentals, interest related to AnfaPlace Mall's areas under construction, Listing and set-up costs, depreciation and amortisation, share based payments, antecedent dividends, operating costs relating to AnfaPlace Mall's refurbishment costs, amortisation of lease premiums and profits withheld/released. The reconciliation for total distributable earnings is detailed in the table below.

In this note, Grit presents European Real Estate Association (EPRA) earnings and other metrics which is non-IFRS financial information.

	UNAUDITED 31 Dec 2021	UNAUDITED 31 Dec 2021	UNAUDITED 31 Dec 2020	UNAUDITED 31 Dec 2020
	$'000	Per Share (Diluted) (Cents Per Share)	$'000	Per Share (Diluted) (Cents Per Share)
EPRA Earnings	8,413	2.56	9,498	3.09
Total Company Specific Adjustments	(2,493)	(0.76)	208	0.07
Adjusted EPRA Earnings	5,920	1.80	9,706	3.16
Total Company Specific Distribution Adjustments	4,122	1.28	2,103	0.72
TOTAL DISTRIBUTABLE EARNINGS (BEFORE PROFITS WITHELD)	10,042	3.08	11,809	3.88
Profits Withheld	(1,884)	(0.58)	(7,241)	(2.38)
TOTAL DISTRIBUTABLE EARNINGS TO GRIT SHAREHOLDERS	8,158	2.50	4,568	1.50
EPRA NRV	400,242	86.66	399,539	124.40
EPRA NTA	390,702	84.60	388,965	121.10
EPRA NDV	339,799	73.57	330,370	102.90
Distribution shares					UNAUDITED 31 Dec 2021
					Shares '000
Weighted average shares in issue					339,189
Less: Weighted average treasury shares for the year					(12,850)
Add: Weighted average shares vested shares in Long term incentive scheme					2,432
EPRA SHARES					328,771
Less: Non-entitled shares					-
Less : Vested shares in consolidated entities					(2,432)
DISTRIBUTION SHARES					326,339

In this note, Grit presents European Real Estate Association (EPRA) earnings and other metrics which is non-IFRS financial information.

	UNAUDITED 31 Dec 2021
	US$'000
EPRA Earnings Calculated as follows:
Basic Earnings attributable to the owners of the parent	4,278
Add Back:
- Fair value adjustment on investment properties	(3,256)
- Fair value adjustments included under income from associates	(2,017)
- Change in value on other investments	461
- Change in value on other financial asset	6,866
- Change in value on derivative financial instruments	(1,252)
- Deferred tax in relation to the above	3,103
- Non-controlling interest included in basic earnings	230
EPRA EARNINGS	8,413
EPRA EARNINGS PER SHARE (DILUTED) (cents per share)	2.56
Company specific adjustments
- Unrealised foreign exchange gains or losses (non-cash)	(346)
- Straight-line leasing and amortisation of lease premiums (non-cash rental)	(1,533)
- Amortisation of right of use of land (non-cash)	14
- Impairment of loan and other receivables	(1,107)
- Corporate restructure costs	24
- Non-controlling interest included above	591
- Deferred tax in relation to the above	(136)
Total Company Specific adjustments	(2,493)
ADJUSTED EPRA EARNINGS	5,920
ADJUSTED EPRA EARNINGS PER SHARE (DILUTED) (cents per share)	1.80

COMPANY SPECIFIC ADJUSTMENTS TO EPRA EARNINGS

1.	Unrealised foreign exchange gains or losses
	The foreign currency revaluation of assets and liabilities in subsidiaries gives rise to non-cash gains and losses that are non-cash in nature. These adjustments (similar to those adjustments that are recorded to the foreign currency translation reserve) are added back to provide a true reflection of the operating results of the Group.
2.	Straight-line leasing (non-cash rental)
	Straight-line leasing adjustment and amortised lease incentives under IFRS relate to non-cash rentals over the period of the lease. This inclusion of such rental does not provide a true reflection of the operational performance of the underlying property and are therefore removed from earnings.
3.	Amortisation of intangible asset (right of use of land)
	Where a value is attached to the right of use of land for leasehold properties, the amount is amortised over the period of the leasehold rights. This represents a non-cash item and is adjusted to earnings.
4	Impairment on loans and other receivables
	Provisions for expected credit loss are non-cash items related to potential future credit loss on non- property operational provisions and is therefore added back in order to provide a better reflection of underlying property performance. The add back excludes and specific provisions for against tenant accounts.
5	Corporate restructure costs
	Corporate restructure costs are once off in nature related to corporate actions by the company and not underlying performance of the portfolio.
6	Non-Controlling interest
	Any Non-Controlling interest related to the company specific adjustments.
7.	Other deferred tax (non-cash)
	Any deferred tax directly related to the company specific adjustments.

14b. Company distribution calculation

	UNAUDITED 31 Dec 2021
	US$'000
Adjusted EPRA Earnings	5,920
Company specific distribution adjustments
- VAT Credits utilised on rentals	1,084
- Listing and set-up costs under administrative expenses	8
- Depreciation and amortisation	326
- Share based payments	1,162
- Retirement fund & PRGF	38
- Amortisation of capital funded debt structure fees	1,360
- Non-controlling interest included above	144
Total company specific distribution adjustments	4,122
TOTAL DISTRIBUTABLE EARNINGS (BEFORE PROFITS WITHELD)	10,042
DISTRIBUTABLE INCOME PER SHARE (DILUTED) (cents per share)	3.08
- Profits withheld	(1,884)
TOTAL DISTRIBUTABLE EARNINGS TO GRIT SHAREHOLDERS	8,158
DIVIDEND PER SHARE (cents)	2.50
Reconciliation to amount payable
Total distributable earnings to Grit shareholders before profits withheld (cents)	3.08
Profits withheld  (cents)	(0.58)
INTERIM DIVIDEND PROPOSED (cents)	2.50

COMPANY DISTRIBUTION NOTES IN TERMS OF THE DISTRIBUTION POLICY

1.	VAT credits utilised on rentals
	In certain African countries, there is no mechanism to obtain refunds for VAT paid on the purchase price of the property. VAT is recouped through the collection of rentals on a VAT inclusive basis. The cash generation through the utilisation of the VAT credit obtain on the acquisition of the underlying property is thus included in the operational results of the property.
2.	Listing and set-up costs under administrative expenses
	Costs associated with the new listing of shares, setup on new companies and structures are capital in nature and is added back for distribution purposes.
3.	Depreciation and amortisation
	Non-cash items added back to determine the distributable income.
4.	Share based payments
	Non-cash items added back to determine the distributable income.
5.	Retirement fund & PRGF
	Non- cash item held as a provision.
6.	Amortisation of capital funded debt structure fees
	Amortisation of upfront debt structuring fees.

15. Prior period representations

It is noted that both on the abridged unaudited consolidated income statement and abridged unaudited consolidated statement of financial position that there have been reclassifications for the 31 December 2020 financial period figures. The reclassifications have been made to each of the affected financial statements line items for the prior period as follows:

Abridged unaudited consolidated statement of financial position (extract)

		As reported    31 Dec 2020	Increase / (decrease) 31 Dec 2020	Represented   31 Dec 2020
		US$'000	US$'000	US$'000
Investment properties		584,811	6,523	591,334
Property, plant and equipment		3,044	(453)	2,591
Trade and other receivables - current		39,242	(6,070)	33,172
		627,097	-	627,097

Investment properties disclosed in the abridged consolidated statement of financial position in the prior period did not include right of use of land or lease incentive. Right of use of land was separately disclosed under property, plant and equipment while lease incentive was disclosed under trade and other receivables. The full value of the investment properties was previously disclosed separately within investment property, intangible assets (right of use of land) and trade and other receivables (lease incentives) on the statement of financial position. Management has considered that is more appropriate to include these various components under Investment Property. The comparatives have therefore been updated to reflect this treatment. There is no resulting impact on the net assets of the Group.

 

Abridged unaudited consolidated statement of financial position (extract)

		As reported    31 Dec 2020	Increase / (decrease) 31 Dec 2020	Represented   31 Dec 2020
		US$'000	US$'000	US$'000
Current Liabilities    Interest-bearing borrowings		4,335	3,613	7,948
Current Liabilities    Interest-bearing borrowings - Accrued interest		3,613	(3,613)	-
		7,948	-	7,948

The presentation of interest-bearing borrowings at amortised cost has been represented as the Board view this as a better presentation of the instruments in line with IFRS 9. The comparatives have therefore been updated to reflect this treatment. There is no resulting impact on the net assets of the Group.

Abridged consolidated statement of income statement (extract)

	As Reported six months ended 31 Dec 2020	Increase / (decrease)   31 Dec 2020	Represented six months ended 31 Dec 2020
	US$'000	US$'000	US$'000
Gross property income	23,609	-	23,609
Property operating expenses	(4,132)	95	(4,037)
Net property income	19,477	95	19,572
Other income	91	-	91
Administrative expenses	(6,698)	-	(6,698)
Net impairment charge on financial assets	-	643	643
Profit from operations	12,870	738	13,608
Fair value adjustment on investment properties	(4,327)	-	(4,327)
Contractual receipts from vendors of investment properties	98	-	98
Total fair value adjustment on investment properties	(4,229)	-	(4,229)
Fair value adjustment on other financial liability	353	-	353
Fair value adjustment on derivative financial instruments	428	-	428
Share-based payment expense	(64)	-	(64)
Share of profits / (loss) from associates and joint ventures	1,557	-	1,557
Impairment of loans and other receivables	825	-	825
Net impairment charge on financial assets	738	(738)	-
Foreign currency (losses) / gains	1,331	-	1,331
Profit before interest and taxation	13,809	-	13,809

 

OTHER NOTES

The abridged unaudited consolidated financial statements for the six months period ended 31 December 2021 ("abridged unaudited consolidated financial statements") have been prepared in accordance with the measurement and recognition requirements of International Financial Reporting Standards ("IFRS"), the FCA Listing Rules and the SEM Listing Rules. The accounting policies are consistent with those of the previous annual financial statements with the exception of the change in accounting policy and the significant judgement disclosed in note 1.

The Group is required to publish financial results for the six months ended on 31 December 2021 in terms of SEM Listing Rule 15.36A and the FCA Listing Rules. The Directors are not aware of any matters or circumstances arising subsequent to the period ended 31 December 2021 that require any additional disclosure or adjustment to the financial statements. These abridged unaudited consolidated financial statements were approved by the Board on 25 February 2022.

Copies of the abridged unaudited consolidated financial statements, and the statement of direct and indirect interests of each officer of the Company pursuant to rule 8(2)(m) of the Mauritian Securities (Disclosure Obligations of Reporting Issuers) Rules 2007, are available free of charge, upon request at at the Mauritian office of the Company at 3^rd Floor, La Croisette Shopping Centre, Grand Baie, Mauritius. Contact Person: Moira van der Westhuizen.

Forward-looking statements

This document may contain certain forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. Actual outcomes and results may differ materially from any outcomes or results expressed or implied by such forward-looking statements.

Any forward-looking statements made by, or on behalf of, Grit speak only as of the date they are made and no representation or warranty is given in relation to them, including as to their completeness or accuracy or the basis on which they were prepared. Grit does not undertake to update forward-looking statements to reflect any changes in its expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based.

Information contained in this document relating to Grit or its share price, or the yield on its shares, should not be relied upon as an indicator of future performance.

Any forward-looking statements and the assumptions underlying such statements are the responsibility of the Board of directors and have not been reviewed or reported on by the Company's external auditors.