Results of Operations for the Six Months Ended June 30, 2009 · earnings release (kessan tanshin)...
Transcript of Results of Operations for the Six Months Ended June 30, 2009 · earnings release (kessan tanshin)...
Results of Operations
for the Six Months Ended June 30, 2009
Table of Contents
Introduction
1. First Half of 2009 Results Highlights
2. Business Environment
3. Kenedix Strategic Objectives
Appendices
1
Introduction: Deletion of “Notice ConcerningPrecaution about the Going Concern Assumption”
Kenedix (the “Company”) deleted the item “Notice Concerning Precaution about the Going Concern Assumption” in theearnings release (kessan tanshin) for the second quarter of 2009 released on August 11, 2009.
In the summary of financial results for 2008, there is a Notice Concerning Precaution about the Going Concern Assumptiondue to a significant net loss and continued negative operating cash flow on a consolidated basis in the previous fiscal year,which violated financial covenants in certain loan contracts.
In order to eliminate this situation, Kenedix Group (the “Group”) established a medium-term management plan andimplemented measures to create a business structure that is capable of flexibly responding to drastic market changes.These measures include the sale of KDX Toyosu Grandsquare and the reclassification of some properties from inventoriesto fixed assets along with the longer time frames of funds procured. Accordingly, the Group is building an increasingly clear,stable earnings structure .
As a result, for the second quarter of the current fiscal year, the Group recorded consolidated net income of ¥6.7 billion.And for the first half of the current fiscal year, the Group achieved a positive consolidated operating cash flow of ¥47.7 billion.Quarterly net income and operating cash flow are expected to remain positive going forward.
The Group is also adding stability to its fund procurement structure with the conclusion in March 2009 of a syndicated loanagreement in the amount of ¥15.8 billion with borrowing period in excess of one year, co-arranged by Sumitomo MitsuiBanking Corporation and The Bank of Tokyo-Mitsubishi UFJ, Ltd. Although still in violation of financial covenants in certainloan agreements as of June 30, 2009, the Company requested agreements from the financial institutions participating in thesyndicated loan facility in order to not forfeit the benefit of time, and expects to receive a sufficient number of writtenagreements from the syndicate so as not to forfeit the benefit of time. In addition, the Company will endeavor to stabilize themanagement base with a solid financial position going forward through initiatives including obtaining more concrete supportfrom correspondent financial institutions with regard to near-term fundraising.
As a result of the foregoing, it has been determined that significant uncertainty is not deemed to exist, and the item “NoticeConcerning Precaution about the Going Concern Assumption” has therefore been deleted. The Company plans to conductmore active business operations to increase assets under management and increase revenue and earnings.
2
1. First Half of 2009 Results Highlights
3
Summary of First Half of 2009
Return to profitability in the second quarter on a quarterly basis
In the first quarter, the Group reported a significant net loss due to the application of the lower-of-cost-or-market forinventory accounting. However, in the second quarter, the Group was profitable in terms of ordinary income and netincome. The main causes were consistent revenue from asset management fees and rental revenues and the gain on thesale of KDX Toyosu Grandsquare.
The Company deleted “Notice Concerning Precaution about the Going Concern Assumption” beginning with the secondquarter earnings release. This is expected to have a positive effect on business operations, including the establishmentof private funds and the increase of new asset management orders. Although the Company intends to increase sales andearnings, the forecast for 2009 has been reduced because of expenses for the adoption in the first quarter of the lower-of-cost-or-market for inventory accounting and because some properties were sold at prices that were less than planned.
Steady progress in downsizing the balance sheet
To reduce the size of balance sheet, the Company sold 15 properties (book value ¥7 billion) in the first quarter and 25properties (book value ¥32 billion) in the second quarter. These sales significantly streamlined the balance sheet.
Inventories were below ¥100 billion as of June 30, 2009. Furthermore, the reclassification of some properties frominventories to fixed assets clearly positions these reclassified assets as a source of consistent rental revenues.
Steady net increase in assets under management (AUM)
There has been a net increase of ¥35.1 billion in AUM since December 2008 because of an asset management contractat KDX Toyosu Grandsquare and the receipt of other new asset management contracts.
Maintained fund procurement channels with support from financial institutions
Kenedix in end-March 2009 entered into syndicated loan contracts amounting to ¥15.8 billion with Sumitomo MitsuiBanking Corporation and Bank of Tokyo-Mitsubishi UFJ acting as joint arrangers.
Kenedix is using proceeds from property sales to repay loans and is obtaining the support of financial institutions such asrefinancing concerning loans for some properties.
4
Consolidated Income Statements
1Q 2009
(Jan-Mar 09)
2Q 2009
(Apr-Jun 09)
1H 2009
(Jan-Jun 09)
A B A+B
Revenue ¥12,762 ¥47,572 ¥60,334
OperatingIncome(Operating Income
Margin)
1,228
(9.6%)
9,534
(20.0%)
10,762
(17.8%)
OrdinaryIncome(Recurring Profit
Margin)
-1,333
(-%)
7,886
(16.6%)
6,552
(10.9%)
Net Income(Net Income to Sales
Ratio)
-15,491
(-%)
6,651
(14.0%)
-8,840
(-%)
(Millions of yen)
12,780 12,762
5,088
1,314
7,886
2,558
136
-16,503
6,651
47,572
44,434
35,450
44,767
-1,333
-8,032
6,947
-15,491
2,959
-20,000
-10,000
0
10,000
20,000
30,000
40,000
2008/12 1Q 2008/12 2Q 2008/12 3Q 2008/12 4Q 2009/12 1Q 2009/12 2Q
Revenue
Ordinary income
Net income
40,000
50,000
Quarterly Performance(Millions of yen)
5
In the second quarter, ordinary income was ¥7.9 billion and net income was ¥6.7 billion. However, due to thesignificant net loss in the first quarter, there was a first half net loss of ¥8.8 billion.
Segment Information
(Millions of yen)Breakdown of Gross Operating Income
6,011
3,542
1,242
1,485
1,299312
8,367
664
-779
10,184
-5,000
0
5,000
10,000
15,000
20,000
25,000
1H 2008 1H 2009
Gain on Sales of Properties /Valuation Loss of Properties
Incentive Fee
Dividend Income from Investment in TK*
Other Fees*
Asset Management Fee
Rental Revenue
(Millions of yen)
19,105
13,296
Notes: “Other Fee” add up fee income of Real estate investment advisory business and fee income of NPL investment management business“Dividend Income from Investment in TK” add up Dividend Income from Investment in TK of Real Estate Investment Advisory Business and Gain on Collection Profit onNPL/Dividend Income from Investment in TK of NPL Investment Management Business
2Q 2008
(Jan-Jun 2008)
2Q 2009
(Jan-Jun 2009)
YoY change
Gross Operating Income ¥19,105 ¥13,296 -30.4%
Real Estate Investment Advisory Business 1,260 804 -36.2%
Fee Income 1,202 589 -51.0%
Dividend Income from Investment in TK 59 215 264.4%
Real Estate Investment Business 16,195 11,909 -26.5%
Rental Revenue 6,011 3,542 -41.1%
Gain on Sale of Properties 10,184 8,819 -13.4%
Valuation Loss of Properties - -452 -%
Asset Management Business 1,554 1,502 -3.3%
Asset Management Fees 1,242 1,485 19.6%
Incentive Fees 312 18 -94.2%
NPL Investment Management Business 96 -920 -%
Fee Income 97 75 -22.7%
Gain on Collection Profit on NPL -2 -994 -%
6
Even under the current difficult market conditions, Kenedix recorded gains on the sale of real estate through thesale of KDX Toyosu Grandsquare and other properties. Although property sales reduce rental revenue, there hasbeen steady growth in asset management fees as AUM increases.
Consolidated Balance Sheets
The net debt-equity ratio has improved since the end of the first quarter as total assets declined along with salesof properties and other actions.
Dec. 31, 2009 Mar. 31, 2009 Jun. 30, 2009
Total Assets ¥273,149 ¥248,938 ¥212,869
Inventories 209,255 124,307 93,866
Net Assets(of which Minority Interests)
57,558(10,819)
41,535(10,219)
42,427(4,500)
Equity Ratio 21.1% 16.7% 19.9%
Equity Ratio(excluding Minority Interests)
17.1% 12.6% 17.8%
Interest-bearing Debt(of which Non-recourse Loans)
¥202,806(78,528)
¥191,492(78,657)
¥160,441(57,767)
Cash and Deposits 11,872 8,860 10,818
Net Debt 112,404 103,974 91,854
Net Debt Equity Ratio( including minority interests)
2.40x(1.95x)
3.32x(2.50x)
2.42x(2.16x)
(Millions of yen, except net debt/equity ratio)
Note: Equity ratio = “Net Assets” / “Total Assets”Net Debt = “Interest-bearing Debt” – “Non-recourse Loans” – “Cash and Deposits“
(Millions of yen)
273,149
248,938
212,869
347,218
124,307
93,86695,171
57,55841,535 42,427
160,441
433,886
209,255
312,610
202,806
191,492
2.40 2.42
2.36
3.32
0
50,000
100,000
150,000
200,000
250,000
300,000
350,000
400,000
450,000
2008/6 2008/12 2009/3 2009/6
0.0
0.5
1.0
1.5
2.0
2.5
3.0
3.5
4.0
Total assets Inventories
Net assets Interest-bearing debt
Net DE Ratio (right axis)
7
8
Summary of Inventories
OfficeBuildings
Rental CondosCommercial
FacilitiesSenior
HealthcareOthers
DevelopmentProjects
Total
Tokyo Metropolitan Area 19,396 4,759 8,037 - 2,263 - 34,454
Kansai Area 4,727 - 2,264 - 1,261 3,543 11,795
Chubu 1,124 3,411 - - - - 4,535
Kyushu - - - - - - -
Others 4,542 1,299 13,898 - 22,787 557 43,082
Total 29,789 9,468 24,199 - 26,310 4,100 93,866
NOI Yield (1) 7.4% 6.9% 6.0% -% -% 6.2% 6.7%(2)
Note: (1) NOI Yield= Appraised NOI/Book value x 100 (Approximately)(2) Weighted average based on book value
Inventory Breakdown (as of June 30, 2009)
Kenedix has reduced inventories to less than ¥100 billion, due in part to the sale of large-scale property KDX ToyosuGrandsquare.
The NOI yield remained at 6.7% after valuing inventories at the lower-of-cost-or-market. We plan to continue sellingproperties while monitoring market conditions.
(Millions of yen)
8
9Note: (1) NOI Yield= Appraised NOI/Book value x 100 (Approximately)(2) Weighted average based on book value
9
To establish a steady stream of revenue from leasing income, Kenedix reclassified some property held as inventories tofixed assets. Most of the reclassified properties are rental condominiums and senior healthcare facilities, which produceconsistent leasing income.
Book values of the properties included in fixed assets are after the application of the lower-of-cost-or-market method.
Shift of Inventories to Fixed Assets
OfficeBuildings
Rental CondosCommercial
FacilitiesSenior
HealthcareOthers
DevelopmentProjects
Total
Tokyo Metropolitan Area 8,269 - 4,804 8,882 5,031 1,073 28,059
Kansai Area - 11,638 412 8,757 - - 20,807
Chubu 2,811 2,677 - - - 747 6,235
Kyushu - 6,528 - 706 - - 7,234
Others 2,381 4,055 - 583 454 - 7,473
Total 13,461 24,898 5,217 18,928 5,485 1,820 69,808
NOI Yield (1) 6.3% 6.3% 4.4% 7.0% 5.9% 5.5% 6.3%(2)
Breakdown of Fixed Assets (as of June 30, 2009)(Millions of yen)
Sale of KDX Toyosu Grandsquare (June 30, 2009)
10
Outline of Property
Property name KDX Toyosu Grandsquare
Location 1-7-12 Shinonome, Koto-ku, Tokyo
Development area 20,448.87 m2
Construction area 7,046.46 m2
Gross floor space 63,892.86 m2
Usage Offices
StructureFlat-roofed, reinforced concrete structure; tenabove-ground floors
Completion date May 2008
10
Kenedix sold KDX Toyosu Grandsquare to a fund managed by The Carlyle Group on June 30, 2009. This largeoffice building is located in Shinonome, Koto-ku, Tokyo and booked as inventories. At the same time, KenedixGroup started to provide asset management services at this building.
Kenedix regards this transaction as the first step toward establishing real estate funds jointly with The CarlyleGroup and using this relationship to create other sources of profits.
Growth in Assets Under Management (AUM)
19 1969 84 106
240
5015
22
135
145
159
35
68.5 83.8105.9
240.4
385.7
544.4
734.9
844.3879.4
844
735
544
386
109
191
0
100
200
300
400
500
600
700
800
900
00/12 01/12 02/12 03/12 04/12 05/12 06/12 07/12 08/12 09/06
(Billions of yen)
Net increase in AUM
11
Achieved net increase of ¥35.1 billion in AUM during the first half of 2009, growing AUM to ¥879.4 billion at the
end of June 2009, even under the current challenging business environment.
Gross AUM increased ¥54.7 billion but the net total declined ¥19.7 billion.
Diversification of AUM (1): Client Investors
190 369 332 396 448 564 557 632 8451,179306 392 439
1,133 958 819 444438
539
224
634 862 1,1351,238
1,622
1,626
1,070
2,2102,913
3,225
3,336
498
593
593
10 113
190
402
724
1,624
1,720
1,521
0
1,000
2,000
3,000
4,000
5,000
6,000
7,000
8,000
9,000
10,000
00/12 01/12 02/12 03/12 04/12 05/12 06/12 07/12 08/12 09/06
Principal account
A-LPT
J-REITs
Pension funds
Domestic institutional investors
Foreign investors
100%
54%
40% 37%
19%15%
10% 9% 10%13%
45%
47%
41%
47%
25%
15%
6% 5%
6%
21%
26%
22%
21%
17%19%
19%
28%
41%
40%38%
38%
7%7%
7%
2%
14%8%
10%13%
22% 20%17%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
00/12 01/12 02/12 03/12 04/12 05/12 06/12 07/12 08/12 09/06
Growth in AUM Breakdown of AUM(100 millions of yen)
12
Diversification of AUM (2): Property Category
190 426 660 7421,348
1,9842,567
2,9743,374 3,424
121111 212
447
814
1,122
1,527
1,762 1,772
13967
67
308
408
919
1,097
1,4311,568
38
293
584
710
942
1,0041,166
9
67
126
809
872
863
0
1,000
2,000
3,000
4,000
5,000
6,000
7,000
8,000
9,000
10,000
00/12 01/12 02/12 03/12 04/12 05/12 06/12 07/12 08/12 09/06
Others
Logistics facilities
Commercial facilities
Rental condominiums
Off ice buildings
100%
62%
79%
70%
56%51%
47%
40% 40% 39%
18%
13%
20%
19%
21%
21%
21% 21%20%
20%
8%6%
13%11%
17%
15% 17% 18%
4%
12%15% 13%
13% 12% 13%
0% 2% 2%
11% 10% 10%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
00/12 01/12 02/12 03/12 04/12 05/12 06/12 07/12 08/12 09/06
Growth in AUM Breakdown of AUM(100 millions of yen)
13
Diversification of AUM (3): Geographic Coverage
190497 627 827
1,616
2,869
3,792
4,827
5,640 5,809
139209
222
484
512
790
1,124
1,1621,259
38
56
134
289
438432
88
459
384
364337
11
332
269
725
840956
39
249
227
0
1,000
2,000
3,000
4,000
5,000
6,000
7,000
8,000
9,000
10,000
00/12 01/12 02/12 03/12 04/12 05/12 06/12 07/12 08/12 09/06
Others
Kyushu
Chubu
Kansai area
Tokyo metropolitan area
100%
73% 75%78%
67%
74%70%
66% 67% 66%
20%
25%21%
20%
13%
15%
15% 14% 14%
2% 2%3%
4% 5% 5%
2% 2% 8%
5% 4% 4%
7%
0% 1%
10% 9%5%
10% 10% 11%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
00/12 01/12 02/12 03/12 04/12 05/12 06/12 07/12 08/12 09/06
Growth in AUM Breakdown of AUM(100 millions of yen)
14
Revision to the Outlook for 2009
137,431
105,700
5,316
8,800
-8,000-10,850
-20,000
-10,000
0
10,000
20,000
30,000
40,000
50,000
60,000
2008 2009 (Forecast)
Revenue
Ordinary income
Net income
(Millions of yen)
(Millions of yen)
2008 2009 (Forecast)
Initial
forecast
Revised
forecastChange
YoY
change
A B C (C-B)/B (C-A)/A
Revenue ¥137,431 ¥108,400 ¥105,700 -2.5% -23.1%
Operating
income16,267 18,000 14,900 -17.2% -8.4%
Ordinary
income5,316 13,200 8,800 -33.3% 65.5%
Net income -10,850 200 -8,000 -% -%
100,000
110,000
120,000
130,000
140,000
15
Kenedix has reduced the 2009 initial forecasts for revenue and earnings. One reason is that sales proceeds andgains on sales at some properties sold were less than expected. Another cause is an unexpected equity-methodloss because of the poor performance of some affiliates. In addition, Kenedix increased an extra-ordinary loss dueto the application of the lower-of-cost-or-market method for inventories accounting.
2. Business Environment
16
2
3
4
5
6
7
8
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
Cap Rates
Source: Prepared by Kenedix, based on market reports 17
Cap Rate at Tokyo Class A Office Buildings
(%)
Long recovery period Shorter recoveryperiod due to
correction in therisk premium?
Although there are still concerns about fundamentals of Japan’s real estate market,the recent rapid increase of cap rate is now being adjusted.
Source: Prepared by Kenedix, based on TSE REIT Index (Japan), Bloomberg REIT Index (U. S.), FTSE EPRA/NAREIT UK Index (U. K.), S&P ASX2020 Index (Australia) 18
Comparative REIT Yield Spreads(%)
18
-4.0
0.0
4.0
8.0
12.0
16.0
05/2 05/5 05/8 05/11 06/2 06/5 06/8 06/11 07/2 07/5 07/8 07/11 08/2 08/5 08/8 08/11 09/2 09/5
Japan USA UK AustraliaJapan U. S. U. K. Australia
REIT Yield Spreads
REIT yield spreads are narrowing worldwide.
Equity Investors
19
Property Buyer Location Land area (m2) Floor area (m2) Price Date
Leased site of Shibaura Water Reuse Center NTT UD, Hulic , and other Minato-ku, Tokyo Approx. 11,000 - Approx. ¥86.4bn March 2009
Investment in owner of Akihabara UDX NTT UD Chiyoda-ku, Tokyo 11,547 161,482 Approx. ¥8.8bn March 2009
Otemachi-Kita Tokyu Building Keihan Dentetsu Realestate Chiyoda-ku, Tokyo 635 5,111 - March 2009
Equity interest in Shinjuku Sanei Building Odakyu Electric Railway Shinjyuku-ku, Tokyo 3,062 31,136 ¥11.0bn March 2009
Source: Prepared by Kenedix, based on real estate market reports
Selected Transactions with Japanese Real Estate Companies
19
Opportunistic investors
No change in stance of seeking investments at the lowest possible prices (under pressure to absolutely avoid losses).
Cap rate target is around 7% even for central Tokyo office buildings (too aggressive to buy under the current market, butopportunistic investors continue to make aggressive bids).
Core/Core-plus investors
A few Japanese insurance companies and very small number of other investors in this category are making purchases(Japanese pension funds are still waiting and seeing).
Overseas investors such as Singapore and Germany, who were active in 2008, have slowed making investments. Unableto confirm any activity among core overseas investors.
Other investors
Wealthy individuals are emerging as buyers of relatively small properties (under ¥1 billion) with a cap rate of around 8%.
Japanese real estate companies, primarily those engaged in leasing (NTT Urban Development, Hulic, train companies, etc.),are making active bottom fishing.
With no market consensus for the level of new investments,the transaction volume is still limited.
Lenders
20Source: Prepared by Kenedix, based on BOJ data
Loans to the Real Estate Industry Stance of Financial Institutions for Real Estate Loans
40
45
50
55
60
65
2000 2003 2006 2009
(兆円)
10.0
10.5
11.0
11.5
12.0
12.5
13.0
13.5
14.0
14.5
15.0
(%)
不動産業向貸出残高
全業種貸出に占める不動産業向けの比率
-40
-30
-20
-10
0
10
20
30
40
04/3 05/3 06/3 07/3 08/3 09/3
不動産/大企業
不動産/中堅企業
不動産/中小企業
全規模/全産業
(Pct. points)
20
Loans to the real estate industry
Pct. of loans to all industries
Real estate/large companiesReal estate/middle-market companiesReal estate/small and midsized companiesTotal/all industries
(Trillion yen)
Current stance of lenders
Since April, lenders have started providing loans to income-producing properties with consistent cash flows; some
financial institutions are increasing real estate loans while remaining highly selective.
Foreign financial institutions are still extremely cautious about providing loans.
A full-scale rebound in loans volume will not happen until lenders’ valuations are adjusted. Restart of J-REITs’
acquisition activities may lead to a correction in cap rates for lenders’ valuation.
Financial institutions are still cautious about real estate loans,but positive signs are starting to appear.
0.0
0.5
1.0
1.5
2.0
2.5
2009 2010 2011 2012
償還期限別残高
0.0
0.5
1.0
1.5
2.0
2.5
2004 2005 2006 2007 2008
年度別発行残高
21Source: Prepared by Kenedix, based on Japan Securities Dealers Association and Moody’s data
Annual Volume of CMBS Issues(Trillion yen)
Annual CMBS Maturities
Redemptions total¥3.4 trillion over this
four-year period
21
Amount issuedAmount reaching maturity
Redemption of CMBS
Total CMBS redemptions are expected to be more than ¥700 billion every year between 2009 and 2012. These redemptionsmay have an impact on the real estate investment market.
Risk of default is probably particularly high for CMBS originated in 2006 and 2007, a period when many transactions arrangedunder aggressive terms.
Currently, even when there are defaults, there is no material impact on real estate supply/demand because creditors don’tmake fire sales in some cases.
Upcoming CMBS redemptions may affect the real estate investment market.
CMBS
(Trillion yen)
J-REITs
Country REIT Date Amount Method
United States ProLogis April 2009 $1,003 mil Public offering
United States Simon Property Group March, May 2009 $1,473 mil Public offering
United Kingdom Land Securities February, March 2009 $1,327 mil Allocation to shareholders
United Kingdom Liberty International April 2009 $1,017 mil Public and private offerings
Australia Westfield Group February 2009 $2,332 mil Private placement
Australia Stockland May 2009 $1,594 mil Private placement, shareholder allocation
Representative Equity Financing by Overseas REITs
Source: Prepared by Kenedix based on market reports; foreign currency conversions at US$1.640=1 pound and A$1=US$0.804 2222
J-REIT overview
Weakening fundamentals are a source of concern, however the risk premium is rapidly narrowing due to expectations forgovernment/private sector fund and other forms of government support; J-REIT unit prices are recovering as a result.
Expectations for J-REIT reorganization progress such as merger between Advance Residence Investment Corporationand Nippon Residential Investment Corporation.
Windows for equity financing are about to open?
Overseas REITs
“Equitization” is proceeding at REITs in U.S., Australia and other countries, shown by the rush to equity finances.
“Simple Structure”, “Transparent Operation” and “Large Size” are key words of REITs in the capital markets.
Overseas REITs are recovering quickly due to progress in Equitization.
Expansion of Government’s Role
Regulations related to J-REITs and real estate market
23Source:Kenedix Reality Investment Corporation’s Presentation Material
Outline of related regulations Announced by Announced on Item
“Implementation of measures forfinancial crisis response"
Start of loan supply as a designated financial institution. *financial crisis response activities are activities that arebased on the Japan Finance Corporation Law to provide financing backed by credit lines from Japan FinanceCorporation to companies suffering from the financial crisis. Loans are provided by financial institutions designatedby the Japanese government (“designated financial institutions”) in times of financial disorders in the Japaneseand international economy or outbreak of specific crisis such as large-scale distress
DBJ 2008/12/11 Finance
“Emergency measures forstimulating residential and realestate markets"
Financing support provided to residential and real estate companies through Japan Finance Corporation’scorporate loans (Crisis Response Facilitating Operations); improvement of the general environment for mergers ofJ-REITs
MLIT 2008/12/15 Finance /Consolidation
“Emergency measures to defendpeople’s daily lives"
Countermeasures on the financial markets and against cash-flow problems ; Cash-flow support to large andmedium-sized corporations through corporate loans backed by Japan Finance Corporation (financial crisisresponse activities) (Ministerial Meeting on Economic Measures) →<budget of FY2009 passed on 2009/3/27>
(Government) 2008/12/19 General
Amendments to “Guidelines onEligible Collateral "
Investment corporation bonds (investment corporation bonds that are rated AA or higher and Loans on Deeds etc )will be accepted as eligible collateral for BOJ’s provision of credit. BOJ also adds CPs issued by REITs to the listof CP purchased with repurchase agreements.
Bank of Japan 2009/1/22 Finance
Comprehensive guideline forregulating Financial instrumenttraders
Points of concern when merging investment corporations:when paying out money accrued due to the merger,check Investment Law Article 147 –(1)-2 which includes statements on the amount payable due to a merger
FSA 2009/1/30 Consolidation
“Changes to the policy forfinancial crisis response activities"
- targets covered by the Crisis Response Facilitating Operations (receivers of loans): Medium-sized companiesexperiencing temporary business / cash-flow difficulties but are expected to improve business in the long term withmanagement expected to become more stable
Japan FinanceCorporation
2009/1/30 Finance
Inquiries on tax treatment oftransactions
Answers to FSA’s inquiries on “judgment about appropriateness of a merger by investment corporations for jointbusiness operation"
National TaxAgency
2009/3/19 Consolidation
Partial amendments to SpecialTaxation Measures Law
Revision of Conduit Rules (accounting profit accrued due to negative goodwill shall be deducted from the amountof distributable profits), enacted in 2009/4
(Government) 2009/3/31 Consolidation
“Countermeasures to Address theEconomic Crisis"
Joint meeting by the government, the ruling parties and the Ministerial Meeting on Economic Measures•Facilitate residential / land financing (establishment of a government/private sector fund and/or increase fundssupply to J-REITs by institutions including the Development Bank of Japan)
(Government) 2009/4/10 General
“Forum for establishment of aproperty investment market to betrusted by investors"(5th meeting)
The “report on the working group’s examination process” included statements on following matters for J-REITs :1.need for consolidation, 2.corporate governance, 3.finance
(Secretariat:ARES)
2009/6/2 Finance/Consolidation
23
The bubble burst (1990s) The financial crisis (Today)
Real estate
investment
market
Real estate market deteriorated only in Japan
Recovery required many years due to limited market flexibility
Real estate market deteriorated worldwide
Globalization of markets impacted on real estate investments
in worldwide by the financial crisis and market correction was
fast, but increasing market flexibility indicates that the
recovery may require a shorter time
Equity
investors
Only a few U.S. investors with much real estate investment
expertise and high risk tolerance earned profits
A much greater diversity of investors, including investors not
only in Europe and the U.S. but in Asia
Lenders
Massive volume of non-performing loans prevented Japanese
financial institutions, the only source of loans, from providing
real estate loans
Fund procurement methods and names of loan providers are
diversified (Corporate loans as well as non-recourse loans,
CMBS and other debt instruments)
Investment
infrastructure
1990s was a period of experiments and rule creation (no
infrastructure)
SPC Law and Asset Liquidation Law enacted (1998); J-REIT
market started (2001); Financial Instruments and Exchange
Law enacted (2007); investment infrastructure established
and real estate securitization market advances to a mature
stage
Other
information
Non-performing loans totaled about ¥90 trillion (Based on
losses resulting from these loans)
Non-performing loans total about ¥17 trillion (Based on
disclosure according to Financial Revitalization Law)
The Market in the 1990s and Today
24Source: Prepared by Kenedix based on Financial Services Agency statistics 24
Current market is more global and diversified than 1990s;a rebound may eliminate the excessive downward correction at an early date.
3. Kenedix Strategic Objectives
25
The Priorities of Real Estate Asset Managers
Investment opportunities based on mutual understanding withinvestors
Transparency1
3 Stability2 Expertise
Funds with a clear investment policy rather than complexand unclear policies
Higher quality of asset management reports and furtherenhancement of conflict management
Information network in real estate market, fundprocurement arrangements and asset managementskills such as lease-up and value-up
Speed and flexibility to respond quickly to changesin investors’ needs
Sufficient expertise as a real estate asset manager
Stable operations backed by a sound financialposition and profit structure
A corporate brand backed by a reputation for strictcompliance and a proven track record
A stable business partner with investors’ comfort
26
(1) Transparency: Establish new funds andexpand asset management business
Enhance a clear management policy and investment criteria in order to provide more comfort to investors.
Due to the subprime loan crisis, investors avoid investments with poor transparency.
Expected shift from global large-size funds to local small-mid-size funds.
Through further improvement of asset management reporting quality and conflict management, aiming toexpand the solid client base and achieve steady growth of AUM.
Targeting overseas investors who want to start investing in Japanese real estate or increase their positions (Japanese investors arenot making new investments at this moment). Also, taking asset manager roles for the real estate funds originated by othercompanies.
Current Projects*
Project Key elements
1. Real estate fund ofThe Carlyle Group
The Carlyle Groups Japanese real estate fund holding assets totaling about ¥24 billion
Joint project with The Carlyle Group following KDX Toyosu Grandsquare
Assigned as an asset manager role by the Carlyle Group in association with sales of aoffice building other than KDX Toyosu Grandsquare and this fund
2. Commercial propertyfund for overseasinvestors
Preparing to establish a new fund specializing in commercial property for overseasinvestors
Joint project with an overseas business partner
Conducting marketing activities to investors in Europe, Asia and Australia
1
*Projects now under way may be suspended, postponed or revised depending on changes in market conditions and other factors. 27
(2) Expertise: Asset management business opportunitiesassociated with restructuring
The recent financial turmoil has created a growing number of problems and issues involving real estate.Kenedix will use its specialized expertise as a real estate asset manager to provide clients with solutions andcreate more opportunities to increase fee income.
Deletion of “Notice Concerning Precaution about the Going Concern Assumption” will open the way to even moreopportunities.
CMBS/Non-recourse loanrestructuring
Real estate developments(projects under way or idle)
Funds/properties managed by realestate asset managers inbankruptcy or withdrawal
Issues Associated with Real Estate (examples)
For loans already packaged asCMBS and non-recourse loans onthe balance sheets of banks/leasingfirms, cases where restructuring isrequired for the funds/propertiesfunded by the loans.
For development projects underway, cases where the initiallyplanned exit (buyer) is no longerpossible due to shifts in marketconditions or other events.
Case where a real estate assetmanagement company that wasmanaging the fund or holding theproperty was forced out of thisbusiness or into bankruptcy.
2
Capture business opportunities by using real estate industry networks,financial institution relationships and other channels
Track record at restructured projects
Received asset management contract from the lender associated with the restructuring of CMBS.
Received asset management contract for a part of the properties managed by a real estate asset management company thatdeclared bankruptcy.
28
134,958 127,147
78,529 78,65757,768
119,541
104,095
75,09462,006
57,609
10,967
7,035
4,4008,255
3,407
47,144
45,034
44,78442,574
41,657
0
50,000
100,000
150,000
200,000
250,000
300,000
350,000
2008/6 2008/9 2008/12 2009/3 2009/6
Corporate Loan (Bond)
Corporate Loan (Without Collateral)
Corporate Loan (On Security)
Non-recourse Loan
(3) Stability: Debt Management
Lenders as of June 30, 2009
3
Interest-bearing Debts Reduction
29Note: Loan composition by borrower category includes loans totaling ¥117.3 billion and
excludes convertible bonds, ordinary bonds, commercial paper and banksparticipating only in loan syndicates.
Large Japanesebanks65%
Leasingcompanies, etc.
20%
Regional banks11%
Overseas financialinstitutions
4%
(Millions of yen)
Reviewing the capital structure with the aim of quickly establishing a sound financial position that can adapt torapid changes in the financial enviroment.
Debt decreased from ¥312.6 billion at the end of June ’08 to ¥160.4 billion at the end of June ’09.
Planning to continue reducing debt by selling properties while monitoring market conditions; with the support ofthe correspondent banks, also aiming to refinance debt and obtain new loans.
30
AUM Comparison
Assets under management is a key performance indicator for the real estate management industry.Kenedix Group ranks high in this industry in terms of its AUM and plans to continue growing.
Notes:Prepared by Kenedix, based on the most recent data provided by each companydaVinci AUM is for the first half of 2008 and excludes 6th period AUM for DA Office Investments.Bankruptcy proceedings began at Pacific Holdings on March 10, 2009 and at Creed on January 1, 2009.
1,667
12,285
9,099
2,056
3,580
4,280
5,213
8,794
daVinci
Pacific Holdings
Kenedix
Secured Capital Japan
Creed
Asset Managers
Risa Partners
Tosei
(100 millions of yen)
30
Assets Under Management Comparison (Listed Independent Real Estate AM Comps)
Appendices
31
Outlook for 2009: Consolidated Income Statements
(Millions of yen)
2008 (Actual) 2009 (Projection)
YoY change
Revenue ¥137,431 ¥105,700 -23.1%
Real Estate Investment Advisory Business 2,333 2,220 -4.8%
Real Estate Investment Business 131,561 98,150 -25.4%
Asset Management Business 3,226 3,360 +4.2%
NPL Investment Management Business 312 1,970 +531.4%
Cost of Revenue (115,018) (85,500) -25.7%
Gross Profit 22,413 20,200 -9.9%
Selling, General & Administration Expenses (6,145) (5,300) -13.8%
Operating Income ¥16,267 ¥14,900 -8.4%
Non-operating Income 446 400 -10.3%
Non-operating Expenses (11,397) (6,500) -43.0%
Ordinary Income ¥5,316 ¥8,800 +65.5%
Extra-ordinary Income (10,644) (14,120) +32.7%
Profit Distribution to TK (74) 5 -%
Income Taxes / Minority Interests in Income (5,448) (2,685) -%
Net Income (¥10,850) (¥8,000) -%
32
Revenue by Business Segment
1H 2008 1H 2009
YoY change
Real Estate Investment Advisory Business ¥1,281 ¥854 -33.3%
Fee Income 1,223 638 -47.8%
Dividend Income from Investment in TK 59 215 +264.4%
Real Estate Investment Business ¥76,974 ¥55,987 -27.3%
Rental Revenue 10,072 7,802 -22.5%
Gain on Sale of Properties 66,902 48,185 -28.0%
Asset Management Business ¥1,720 ¥1,697 -1.3%
Asset Management Fees 1,305 1,667 +27.7%
Incentive Fees 415 32 -92.3%
NPL Investment Management Business ¥243 ¥1,796 +639.1%
Fee Income 235 168 -28.5%
Gain on Collection Profit on NPL / Dividend Income fromInvestment in TK
7 1,629 -%
(Millions of yen)
33
Balance Sheets and Commentary(as of June 30, 2009)
Dec. 31, 2008 Jun. 30, 2009
Current Assets ¥245,041 ¥119,247
(of which Inventories) (209,255) (93,866)
Tangible/IntangibleAssets
1,694 70,880
Investment and OtherAssets
26,412 22,742
Total Assets 273,149 212,869
Current Liabilities ¥101,582 ¥92,921
Long-term Liabilities 114,009 77,521
Net Assets 57,558 42,427
Interest-bearing Debt ¥202,806 ¥160,441
(of which Non-recourseLoans)
(78,528) (57,767)
Net Debt (excluding Cashand Deposits and Non-recourse Loans)
112,404 91,854
(Millions of yen)
Change is due tosales ofproperties andthereclassification ofsome inventoriesas property andequipment
Loansdeclined asinventoriesdecreased
26,412
22,742
119,247
245,041
70,880
0
100,000
200,000
300,000
Dec. 31, 2008 Jun. 30, 2009
Current Assets Investment and Other AssetsTangible/Intangible Assets
57,558 42,427
114,009
77,521
101,582
92,921
0
100,000
200,000
300,000
Dec. 31, 2009 June 30, 2009
Net Assets Fixed Assets Current Liabilities
(Millions of yen)
(Millions of yen)
34
Correlation Diagram between Consolidated Balance Sheetsand Nonconsolidated Balance Sheets
35
Investment and Other Assets(a part of)[¥84,146]
Inventory & Fixed Assets[¥90,104]
Kenedix Equity[¥90,104]
【Consolidated Balance Sheets】
【Unconsolidated SPC etc.】
【NonconsolidatedBalance Sheets】
Non-recourse Loan[¥57,767]
Properties withCorporate Loan
Inventory & Fixed Assets[¥73,570]
Properties withNon-recourse Loan
Minority Equity[¥4,500]
Kenedix Equity[¥11,303]
Investments for Propertyon Sale
[¥36,183]
(Millions of yen)
Standards for Calculating Assets Under Management
Kenedix Group uses the following standards for calculating the balance of assets undermanagement (AUM).
AUM includes real estate properties where Kenedix Group performs assetmanagement services, but does not include development projects prior to completion.
AUM uses the acquisition cost of a property (net of taxes). Costs associated withacquisitions, capital expenditures to raise a property’s value and other related itemsare included in the book value of a property for accounting purposes. However, theseitems are not included in AUM.
AUM includes properties that Kenedix Group holds itself for a short period of time.AUM also includes properties held by J-REITs (Kenedix Realty Investment and JapanLogistics Fund) and LPT (Challenger Kenedix Japan Trust) that are managed byKenedix affiliates.
36
本資料の取り扱いに関して
The contents of this document, including summary notes, quotes, data and other information,are provided solely for informational purpose and not intended for the purpose of solicitinginvestment in, or as a recommendation to purchase or sell, any specific products.
Please be aware that matters described herein may change or cease to exist without priornotice of any kind. This document contains forward-looking statements, includinganticipations of future results, based on current assumptions and beliefs in the light ofcurrently available information and resources. Risks and uncertainties, both known andunknown, including those relating to interest rate fluctuations, competitive scenarios, andchanging regulations or taxations, may cause Kenedix, Inc. actual results, performance,achievements and financial performance to be materially different from those as explicitly orimplicitly expressed in this document.
With respect to any and all terms in this document, the information provided is intended to bethorough. However, no absolute assurance or warranties are given with respect to theaccuracy or completeness thereof.
Kenedix, Inc. shall not be liable for any errors, inaccuracies, losses or damages, or for anyactions taken in reliance thereon, or undertake any obligation to publicly update theinformation contained in this document after the date of this document.
Disclaimer
37