| A – accounting classifications, fair values and risk association
The following table reflects the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value
hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a
reasonable approximation of fair value. The risks associated with the balances are also indicated.
| |
|
|
Carrying amount |
|
Fair value and fair value hierarchy |
|
| |
Note |
|
Designated at
fair value
through profit
and loss
R000 |
Amortised
cost
R000 |
Total
R000 |
|
Level 1
R000 |
Level 2
R000 |
Level 3
R000 |
Total
R000 |
|
| June 2017 |
|
|
|
|
|
|
|
|
|
|
|
| Financial assets measured at fair value |
|
|
|
|
|
|
|
|
|
|
|
| Joint venture – Hystead |
6.3 |
|
(1) |
|
|
|
|
|
(1) |
|
|
| Derivative instruments – non-current |
18 |
|
785 |
|
785 |
|
|
785 |
|
785 |
|
| Derivative instruments – current |
18 |
|
9 530 |
|
9 530 |
|
|
9 530 |
|
9 530 |
|
| |
|
|
10 315 |
|
10 315 |
|
|
10 315 |
|
10 315 |
|
| Financial assets not measured at fair value |
|
|
|
|
|
|
|
|
|
|
|
| Loans receivable – non-current |
10 |
|
|
3 013 151 |
3 013 151 |
|
|
|
|
|
|
| Loans receivable – current |
10 |
|
|
|
|
|
|
|
|
|
|
| Trade and other receivables |
11, 13 |
|
|
221 631 |
221 631 |
|
|
|
|
|
|
| Cash and cash equivalents |
12, 13 |
|
|
1 115 347 |
1 115 347 |
|
|
|
|
|
|
| |
|
|
|
4 350 129 |
4 350 129 |
|
|
|
|
|
|
| Financial liabilities measured at fair value |
|
|
|
|
|
|
|
|
|
|
|
| Derivative instruments – non-current |
18 |
|
56 530 |
|
56 530 |
|
|
56 530 |
|
56 530 |
|
| Derivative instruments – current |
18 |
|
938 |
|
938 |
|
|
938 |
|
938 |
|
| |
|
|
57 468 |
|
57 468 |
|
|
57 468 |
|
57 468 |
|
| Financial liabilities not measured at fair value |
|
|
|
|
|
|
|
|
|
|
|
| Long-term portion of interest-bearing borrowings |
17 |
|
|
5 068 332 |
5 068 332 |
|
|
|
|
|
|
| Short-term portion of interest-bearing borrowings |
17 |
|
|
3 832 306 |
3 832 306 |
|
|
|
|
|
|
| Financial guarantees – current |
7 |
|
|
163 855 |
163 855 |
|
|
|
|
|
|
| Trade and other payables |
13, 20 |
|
|
405 314 |
405 314 |
|
|
|
|
|
|
| |
|
|
|
9 469 807 |
9 469 807 |
|
|
|
|
|
|
| |
|
|
Carrying amount |
|
|
Fair value and fair value hierarchy |
|
| |
Note |
|
Designated at
fair value
through profit
and loss
R000 |
Amortised
cost
R000 |
Total
R000 |
|
Level 1
R000 |
Level 2
R000 |
Level 3
R000 |
Total
R000 |
|
| June 2016 |
|
|
|
|
|
|
|
|
|
|
|
| Financial assets measured at fair value |
|
|
|
|
|
|
|
|
|
|
|
| Joint venture – Hystead |
6.3 |
|
(1) |
|
|
|
|
|
(1) |
|
|
| Derivative instruments – non-current |
18 |
|
49 309 |
|
49 309 |
|
|
49 309 |
|
49 309 |
|
| |
|
|
49 309 |
|
49 309 |
|
|
49 309 |
|
49 309 |
|
| Financial assets not measured at fair value |
|
|
|
|
|
|
|
|
|
|
|
| Loans receivable – non-current |
10 |
|
|
3 273 289 |
3 273 289 |
|
|
|
|
|
|
| Loans receivable – current |
10 |
|
|
400 |
400 |
|
|
|
|
|
|
| Trade and other receivables |
11 |
|
|
170 764 |
170 764 |
|
|
|
|
|
|
| Cash and cash equivalents |
12 |
|
|
187 754 |
187 754 |
|
|
|
|
|
|
| |
|
|
|
3 632 207 |
3 632 207 |
|
|
|
|
|
|
| Financial liabilities measured at fair value |
|
|
|
|
|
|
|
|
|
|
|
| Derivative instruments – non-current |
18 |
|
101 198 |
|
101 198 |
|
|
101 198 |
|
101 198 |
|
| Derivative instruments – current |
18 |
|
|
|
|
|
|
|
|
|
|
| |
|
|
101 198 |
|
101 198 |
|
|
101 198 |
|
101 198 |
|
| Financial liabilities not measured at fair value |
|
|
|
|
|
|
|
|
|
|
|
| Long-term portion of interest-bearing borrowings |
17 |
|
|
8 632 036 |
8 632 036 |
|
|
|
|
|
|
| Long-term portion of interest-bearing borrowings |
17 |
|
|
1 294 052 |
1 294 052 |
|
|
|
|
|
|
| Trade and other payables |
20 |
|
|
434 060 |
434 060 |
|
|
|
|
|
|
| |
|
|
|
10 360 148 |
10 360 148 |
|
|
|
|
|
|
| (1) |
Value less than R1 000 |
B – Measurement
I. Financial instruments measured at fair value
The following tables show the valuation techniques used in measuring level 2 and 3 fair values, as well as the significant unobservable inputs used:
| Type |
Valuation technique |
Significant
unobservable inputs |
Inter-relationship between significant
unobservable inputs and fair value
measurement |
| Derivatives |
Market comparison: The valuation of the
derivative instruments was determined by
discounting the future cash flows using the
JIBAR or LIBOR swap curve. Similar contracts are
traded in active markets and the quotes reflect
the actual transactions in similar instruments. |
Not applicable |
Not applicable |
| Joint venture – Hystead
Limited (Hystead) |
Discounted cash flow: The valuation model
considers the present value of the net cash
flows expected to be generated by the
underlying shopping centres. The cash flow
projections include specific estimates for
10 years. The expected net cash flows are
discounted using a risk adjusted discount rate. |
Annual growth rate
Exit cap rate |
The estimated fair value would increase
(decrease) if:
- The annual growth rate were
higher (lower); or
- The exit cap rate were (higher) lower
|
II. Financial instruments not measured at fair value |
|
|
| Financial guarantee |
Discounted cash flow: The valuation model
considers the present value of net cash flows
expected to be incurred taking into account
estimated probabilities of default. The cash
flow projections include revenue from
investment properties, cost of servicing debt
and other operating expenses. Probabilities of
defaults are estimated using credit spreads
derived from the contractual spreads of the
underlying facilities. Expected cash flows are
discounted using a risk adjusted discount rate. |
Annual growth rates,
credit spreads |
The estimated fair value would increase
(decrease) if:
- The annual growth rates were
higher (lower); or
- The credit spread were
higher (lower)
|
| Loans receivable |
Amortised cost. |
Not applicable |
Not applicable |
| Trade and other receivables |
Carrying values: Due to the short-term nature
of receivables they are carried at the value
expected to be received within the next
12 months as discounting them over the months
to settlement would not yield substantially
different amounts. Their carrying value is
considered to reflect fair value. |
Not applicable |
Not applicable |
| Cash and cash equivalents |
The carrying value of cash is considered to
reflect fair value. |
Not applicable |
Not applicable |
| Borrowings and payables |
Amortised cost. |
Not applicable |
Not applicable |
III. Transfers between levels 1 and 2
There were no transfers in either direction between levels 1 and 2 during the current or prior years.
IV. Level 3 fair values
Reconciliation of level 3 fair values
The following table shows a reconciliation from the opening balances to the closing balances for level 3 fair values:
| |
June 2017
R000 |
|
June 2016
R000 |
|
| Balance at 1 July |
|
|
|
|
| Acquisition of 60% equity investment in Hystead at cost |
(1) |
|
|
|
| Net change in fair value |
1 472 754 |
|
|
|
| Deferral of unrealised fair value change calculated with reference to unobservable inputs |
(1 472 754) |
|
|
|
| Unrealised foreign exchange loss |
(112 340) |
|
|
|
| Net change in fair value of new assets (acquisition of Skopje City Mall, Skopje, Macedonia) |
661 868 |
|
1 472 754 |
|
| Deferral of unrealised fair value change calculated with reference to unobservable inputs (day-one gains) |
(549 528) |
|
(1 472 754) |
|
| Balance at 30 June |
|
|
|
|
(1) Value less than R1 000
There were no transfers out of level 3 during the current or prior years.
V. Valuation sensitivity analysis
Joint venture – Hystead
For the fair value of the equity investment in Hystead, changes at the reporting date to one of the significant unobservable inputs, holding other inputs constant, would have the following effects.
| |
June 2017
R000 |
|
June 2016
R000 |
|
| |
Increase |
Decrease |
|
Increase |
Decrease |
|
| Profit or loss |
|
|
|
|
|
|
| Change in annual growth rate – 1% (2016: 1%) |
26 731 |
(26 731) |
|
33 268 |
(33 268) |
|
| Change in exit cap rate – 1% (2016: 1%) |
(378 887) |
378 887 |
|
(106 202) |
106 202 |
|
C – Financial risk management
The group has exposure to the following risks arising from financial instruments:
- Interest rate risk
- Credit risk
- Liquidity risk and
- Foreign exchange risk.
I. Risk management framework
The board of directors (board) has overall responsibility for the establishment and oversight of the group’s risk management framework. The board reviews and monitors the effectiveness of internal control systems, assisted by the audit and risk committee. The committee is in turn assisted by management reporting and periodic reviews, as well as reports from an outsourced internal audit service provider. The committee reports to the board on the findings of the internal audit function.
Executive management implement controls to ensure the validity, accuracy and completeness of financial information. These controls are reviewed by internal audit.
The audit and risk committee has an independent role, operating as an overseer and making recommendations to the board for its consideration and final approval. The committee does not assume the functions of management, which remain the responsibility of the executive directors, officers and other members of senior management. The main role of the committee is to ensure that an appropriate risk management policy aligned with industry practice is adopted and implemented. For further detail on the role and mandate of this committee, please refer to its charter online.
II. Interest rate risk
Interest rates are monitored and appropriate steps taken to ensure that Hyprop’s exposure to interest rate fluctuations is limited. Through interest
rate swaps, interest rates have been fixed for periods ranging from 2017 to 2024 with an average maturity of 3,4 years (2016: 4,4 years). The average rate
of interest at year-end (excluding Euro debt)(1) was 8,9% (2016: 8,9%) for Rand debt and 4,7% (2016: 4,6%) for USD debt (average rate of 6,7% (2016: 6,7%)
for Rand and USD debt combined).
Exposure to interest rate risk
The interest rate profile of the group’s interest-bearing financial instruments as reported to the management of the group is as follows:
| |
June 2017
R000 |
|
June 2016
R000 |
|
| Total bank debt and debt capital market funding (excludes Euro debt)(1): |
8 900 638 |
|
9 708 925 |
|
| Less non-controlling interest – Gruppo |
(166 631) |
|
(234 307) |
|
| Hyprop exposure |
8 734 007 |
|
9 474 618 |
|
| Total fixed debt |
7 261 517 |
|
7 652 666 |
|
| Total floating debt |
1 472 490 |
|
1 821 952 |
|
| |
8 734 007 |
|
9 474 618 |
|
| Debt at fixed interest rate % |
85,2 |
|
80,8 |
|
| South African debt % |
100,9 |
|
89,6 |
|
| USD debt % |
70,4 |
|
72,4 |
|
| Maturity of fixes (years) |
3,4 |
|
4,4 |
|
| South African debt – years |
3,9 |
|
4,9 |
|
| USD debt – years |
2,7 |
|
3,7 |
|
| Cost of funding % |
|
|
|
|
| South African debt % |
8,9 |
|
8,9 |
|
| USD debt % |
4,7 |
|
4,6 |
|
(1) Euro debt is excluded from the above analysis as it is not consolidated in the consolidated statement of financial position
Fair value sensitivity analysis for fixed rate instruments
The group does not account for any fixed rate financial assets or financial liabilities at fair value through profit or loss, and the group does not designate derivatives (interest rate swaps and forex collars) as hedging instruments under a fair value hedge accounting model. Therefore, a change in interest rates at the reporting date would not affect profit or loss.
Interest rate sensitivity analysis for variable rate instruments
The sensitivity analysis includes the exposure to interest rates for both derivatives and non-derivative instruments at the end of the financial year. For floating rate liabilities it is assumed that the liability outstanding at the end of the year was outstanding for the whole year.
Based on year-end floating debt, an interest rate increase/decrease of 150 basis points, while all other variables are held constant, would decrease/ increase the group’s profit for the year ended 30 June 2017 by R22,1 million (2016: R27,3 million).
III.Credit risk
Receivables
The group is exposed to credit risk due to trade receivables. The maximum exposure to credit risk at the reporting date is the fair value of each class of receivable. Save for national tenants, a deposit in the form of cash or a bank guarantee is obtained from the tenant in terms of Hyprop’s deposit policy. Furthermore, and only if required, a deed of suretyship will be obtained from a tenant.
Total amount held in bank guarantees across the group: R192 million, and held as tenant deposits: R78 million.
The credit risk in respect of loans receivable is generally mitigated by agreements with the counterparty. These agreements include claims which provide legal protection for Hyprop, common to such agreements.
Guarantees
The off-shore funding provided to Hystead and its subsidiaries has been supported by a guarantee from Hyprop. Hyprop has guaranteed the due and functional performance of obligations in terms of third-party Euro funding amounting to EUR300 million (2016: EUR205 million) and has given certain undertakings to and in favour of FirstRand Bank Limited (acting through its Rand Merchant Bank division).
IV. Liquidity risk
Liquidity risk is the risk that the group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The group’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the group’s reputation.
This risk is minimised by holding cash balances and a floating loan facility. In addition, the company regularly monitors forecast cash flows and considers the matching of maturity profiles of financial assets and liabilities.
Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include contractual interest payments and exclude the impact of offsetting agreements.
| |
Contractual cash flows |
|
| |
Carrying
amount
R000 |
Total
contractual
in/(out)flows
R000 |
One year
or less
R000 |
One to five
years
R000 |
More than
five years
R000 |
|
| June 2017 |
|
|
|
|
|
|
| Non-derivative financial liabilities |
|
|
|
|
|
|
| Long-term portion of interest-bearing borrowings |
(5 068 332) |
(5 831 019) |
(160 656) |
(5 670 364) |
|
|
| Short-term portion of interest-bearing borrowings |
(3 832 306) |
(3 981 289) |
(3 981 289) |
|
|
|
| Financial guarantee(1) |
(163 855) |
(4 567 864) |
(2 619 789) |
(1 948 074) |
|
|
| Payables |
(405 314) |
(405 314) |
(405 314) |
|
|
|
| |
(9 469 807) |
(14 785 486) |
(7 167 048) |
(7 618 438) |
|
|
| Derivative financial liabilities(2) |
|
|
|
|
|
|
| Interest rate swaps used for hedging |
(57 467) |
(150 047) |
(47 917) |
(102 130) |
|
|
| Total |
(9 527 274) |
(14 935 533) |
(7 214 965) |
(7 720 568) |
|
|
|
|
| (1) |
The outflows disclosed for the financial guarantee in the table represent the potential contractual outflows in the event of the guarantee being called on |
| (2) |
The inflows/(outflows) disclosed in the above table represent the contractual undiscounted cash flows relating to derivative financial liabilities held for risk management purposes. These derivative financial instruments are not usually closed out before contractual maturity. The disclosure shows net cash flow amounts for derivatives as they are net cash-settled |
| |
Contractual cash flows |
|
| |
Carrying
amount
R000 |
Total
contractual
in/(out)flows
R000 |
One year
or less
R000 |
One to five
years
R000 |
More than
five years
R000 |
|
| June 2016 |
|
|
|
|
|
|
| Non-derivative financial liabilities |
|
|
|
|
|
|
| Long-term portion of interest-bearing borrowings |
(8 632 036) |
(9 237 368) |
|
(9 237 368) |
|
|
| Short-term portion of interest-bearing borrowings |
(1 294 052) |
(1 617 798) |
(1 617 798) |
|
|
|
| Payables |
(434 060) |
(434 060) |
(434 060) |
|
|
|
| |
(10 360 148) |
(11 289 226) |
(2 051 858) |
(9 237 368) |
|
|
| Derivative financial liabilities |
|
|
|
|
|
|
| Interest rate swaps used for hedging |
(101 198) |
(244 985) |
(49 328) |
(195 657) |
|
|
| Total |
(10 461 346) |
(11 534 211) |
(2 101 186) |
(9 433 025) |
|
|
V. Currency risk
The group is exposed to currency risk to the extent that there is a mismatch between the currencies in which revenue, operating costs and borrowings
are denominated and the respective functional currencies of group companies. The primary functional currencies used by the group are the Rand, US
Dollar and Euro. The group’s investments in sub-Saharan Africa (excluding SA) expose the group to “in-country” local currency and US Dollar currency
risk, while the group’s investments in South-Eastern Europe expose the group to “in-country” local currency (in instances where the local currency is
not the Euro or pegged to the Euro) and Euro currency risk. Dividends earned from foreign operations are currently hedged six months in advance of
receipt.
The summary quantitative data about the group’s exposure to currency risk as reported to management of the group is as follows.
| |
30 June 2017 |
|
30 June 2016 |
|
| |
USD |
EUR |
ZAR000
equivalent
Total |
|
USD |
EUR |
ZAR000
equivalent
Total |
|
| Loans receivable |
229 650 903 |
1 186 531 |
3 013 407 |
|
220 564 705 |
897 756 |
3 273 289 |
|
| Trade and other receivables |
4 306 806 |
5 379 826 |
136 343 |
|
3 594 675 |
1 948 643 |
85 073 |
|
| Cash and cash equivalents |
4 720 772 |
|
61 581 |
|
365 694 |
|
5 403 |
|
| Borrowings |
(354 185 562) |
|
(4 620 244) |
|
(316 428 001) |
|
(5 076 480) |
|
| Trade and other payables |
(6 175 603) |
|
(80 559) |
|
(6 300 844) |
|
(93 087) |
|
| Net exposure |
(121 682 684) |
6 566 357 |
(1 489 472) |
|
(98 203 771) |
2 846 399 |
(1 805 802) |
|
| Financial guarantee |
|
(294 943 604) |
(4 394 778) |
|
|
|
|
|
| Forward exchange contracts |
(502 722) |
|
(6 558) |
|
(5 673 957) |
|
(83 825) |
|
| Net exposure |
(122 185 406) |
(288 377 247) |
(5 890 808) |
|
(103 877 728) |
2 846 399 |
(1 889 627) |
|
The following significant exchange rates have been applied.
| |
30 June 2017 |
|
30 June 2016 |
|
| |
|
Average
rate |
Year-end
spot |
|
|
Average
rate |
Year-end
spot |
|
| |
USD1 |
13,63 |
13,04 |
|
USD1 |
14,87 |
14,77 |
|
| |
EUR1 |
14,53 |
14,90 |
|
EUR1 |
16,40 |
16,40 |
|
Currency risk sensitivity analysis
A strengthening (weakening) of the Euro and US Dollar against the Rand at 30 June would have affected the measurement of financial instruments
denominated in a foreign currency and affected profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular
interest rates, remain constant.
| |
30 June 2017 R000 |
|
30 June 2016 R000 |
|
| |
Change vs ZAR |
Profit or loss
Strengthening |
Weakening |
|
Change vs ZAR |
Profit or loss
Strengthening |
Weakening |
|
| USD1 |
5% |
73 671 |
(73 671) |
|
10% |
103 308 |
(103 308) |
|
| EUR1 |
2% |
(1 549) |
1 549 |
|
12% |
(5 419) |
5 419 |
|
| |
30 June 2017 |
|
30 June 2016 |
|
| |
Other comprehensive income |
|
Other comprehensive income |
|
| |
Change vs ZAR |
Strengthening |
Weakening |
|
Change vs ZAR |
Strengthening |
Weakening |
|
| USD1 |
5% |
(16 655) |
16 655 |
|
10% |
(146) |
146 |
|
| |
2% |
None as Hystead is not consolidated |
|
12% |
None as Hystead is not consolidated |
|
|