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Glossary
277
Acquisition price
This refers to the value of the property at the time of purchase. Any transfer costs paid are included in the purchase price. See also Transfer costs.
Accelerated bookbuild (ABB)
An exempt accelerated private placement with international institutional investors with the composition of an order book.
Advance levy
An advance levy deducted by a bank or financial intermediary on the payment of a dividend. The standard rate of the advance levy on dividends in Belgium is fixed at 30%.
APM (Alternative Performance Measure)
Financial measurement of historic or future financial performance, financial position or cash flow of a company that has not been defined in the customary reporting guidelines. The Alternative Performance Measures (APM) adopted by WDP – including the EPRA key performance indicators – are always accompanied by a symbol () and are provided with their definition and reconciliation in the annexes to this report.
BREEAM (Building Research Establishment Environmental Assessment Method)
BREEAM is a sustainability certificate related to the performance of a building over its complete life cycle. BREEAM is the main and most commonly used sustainability label for buildings in Europe. Unlike other standards, BREEAM applies a multi-criteria approach. The certification process examines not only the energy consumption of a property, but also land use, ecology, the construction process, water use, waste, pollution, transport, materials, health and comfort. As a total score, a building is rated Acceptable (only applicable to BREEAM In-Use), Pass, Good, Very Good, Excellent or Outstanding.
Bullet loan
A debt instrument of the bullet type entails that over the term, interest liabilities are due on the principal sum and repayment in full of the capital is due on the final expiry date.
Compliance Officer
The compliance officer is tasked with monitoring compliance of the laws, regulations and codes of conduct applicable to the Company and, in particular, the rules related to the integrity of the Company’s activities.
Contractual rent
The gross rental prices as contractually stipulated in the lease agreements on the date of conclusion.
Contribution in kind
The assets contributed when a company is incorporated or when its capital is increased, other than by depositing money.
Corporate Governance Code 2020
Belgian code drawn up by the Corporate Governance Committee with practices and provisions on sound governance that must be met by companies under Belgian law whose shares are traded on a regulated market.
Dealing Code
Code of conduct with rules to be followed by members of the Board of Directors and the persons designated therein who would like to trade in financial instruments issued by the company.
Derivatives
As a borrower, WDP would like to hedge itself against any interest rate increases. The interest rate risk can be hedged in part by using derivatives (such as interest rate swaps).
Discounted cash flow
This is a valuation method based on a detailed projected revenue flow that is discounted to the current net value at a specific discount rate according to the risk of the asset to be valued.
Distribution percentage
Percentage of EPRA earnings paid out as dividends over a given fiscal year.
Dividend yield
Gross dividend divided by the trading price.
Due diligence
Extensive investigation conducted within the framework of all acquisitions and/or financial transactions in the areas of real estate, economics, taxation, law, bookkeeping and administration, possibly in association with specialist external advisors.
EDGE (Excellence in Design for Greater Efficiencies)
Certification programme for green buildings that focuses on the efficient use of resources. EDGE supports developers and builders to quickly and cost-effectively reduce energy and water consumption or energy absorbed by materials. EDGE certificates are issued worldwide and are an initiative of IFC, part of the World Bank Group.
EMIR (European Market Infrastructure Regulation)
This regulation specifies that information on all European derivative transactions must be reported to transaction registers and must be accessible to supervisory authorities, including the European Securities and Markets Authority (ESMA), so policy-makers and supervisors have a clear overview of the markets. This regulation also states that standard derivative contracts must be cleared through a Central Counter Party (CCP), sets margin requirements on uncleared transactions and subjects these CCPs to strict organisational requirements, codes of conduct and prudential requirements.
GLOSSARY
278
EPRA (European Public Real Estate Association)
EPRA is a pan-European association of listed real estate companies that aims to promote the sector, introduce best practices for bookkeeping, reporting and corporate governance, provide qualitative information to investors and serve as a think tank for challenges facing the sector.
Estimated rental value (ERV)
The estimated rental value is the rental value determined by the independent property experts.
Ex-date
Start date of trading the share on the stock market without entitlement to the next dividend distribution, in other words, the cut-off date of the coupon.
Exit tax
Companies that request recognition as a GVV/SIR or that merge with a GVV/SIR are subject to what is known as the exit tax. This tax is deemed equal to a liquidation tax on the unrealised net gains and on the tax-exempt reserves, and amounts to 15%.
Expiry date of a rental contract
Date on which a termination option is available within a lease.
Fair value
The fair value is defined in IAS 40 as the amount for which the property could be exchanged between two well-informed, willing parties in an arm’s length transaction. The market value must additionally reflect the current rental incomes, the current gross margin for self-financing (or cash flow), the reasonable assumptions regarding potential rental income and the expected costs.
FBI (Fiscale Beleggingsinstelling)
Special fiscal status in the Netherlands available if specific requirements are met. See also 12. Permanent document.
Free float
Percentage of shares owned by the public. According to the definition of EPRA and Euronext, this means every individual shareholder that possesses 5% of the total number of shares.
FSMA (Financial Services and Markets Authority)
Along with the National Bank of Belgium (the NBB), the FSMA supervises the Belgian financial sector. The powers of the FSMA fall into the following six areas: supervision of financial markets and listed companies, conduct supervision, product supervision, supervision of financial service providers and intermediaries, supervision of supplementary pensions and facilitation of better financial education.
Gearing ratio (proportionate)
Legal ratio calculated according to the GVV/SIR legislation by dividing the financial and other debts by the total assets. For the method used to calculate the gearing ratio, please refer to the GVV/SIR Royal Decree.
Gross dividend
The gross dividend per share is the dividend before deduction of the advance levy. See also Advance levy.
GVV/SIR Act
Act of 12 May 2014 on regulated real estate companies and, together with the GVV/SIR Act, the so-called GVV/SIR legislation. See also GVV/SIR Royal Decree, GVV/SIR legislation and REIT.
GVV/SIR legislation
The Act of 12 May 2014 (GVV/SIR Act) and the Royal Decree of 13 July 2014 (GVV/SIR Royal Decree).
GVV/SIR Royal Decree
Royal Decree of 13 July 2014 on regulated real estate companies and, together with the GVV/SIR Act, the so-called GVV/SIR legislation. See also GVV/SIR Act, GVV/SIR legislation and REIT.
IFRS 9 Financial instruments: recognition and measurement
IFRS 9 is a standard that determines how a company must classify and measure the financial instruments on its balance sheet. Among other things, this standard provides for the obligation that all derivatives must be booked in the balance sheet at their fair value.
IAS 16 Tangible fixed assets
IAS 16 is an IAS/IFRS that applies to the administrative treatment of tangible fixed assets unless a different standard requires or permits different treatment. The main issues arising in the administrative treatment of tangible fixed assets is the recognition of assets, calculation of their book value and depreciation costs and special impairment losses to be recognised in relation to the assets.
IAS 40 Investment properties
IAS 40 is an IAS/IFRS that applies to recognition and measurement of and the provision of information on investment properties. This standard therefore provides the treatment method for investment properties and the corresponding disclosure requirements.
IAS/IFRS
The IAS (International Accounting Standards) and IFRS (International Financial Reporting Standards) apply to the preparation of financial statements and are drafted by the International Accounting Standards Board (IASB).
Income capitalisation
This is a valuation technique used for valuing real estate where the income stream is discounted in a perpetuity at a certain required rate of return. Subsequently, certain corrections are applied to account for deviations in full occupancy under market conditions (subletting, incentives, vacancies, etc.).
Indexation
The rent is contractually adjusted for inflation annually on the anniversary of the contract start date based on the reference index in each specific country.
Initial yield
The ratio of the (initial) contractual rent of a purchased property to the acquisition cost. See also Acquisition price.
GLOSSARY
279
Inside Information
Any information of a precise nature which has not been made public, relating, directly or indirectly, to one or more issuers of financial instruments or to one or more financial instruments and which, if it were made public, would likely have a significant effect on the prices of those financial instruments (or on the price of related derivative financial instruments).
Interest hedging
The use of derivative financial instruments to protect existing debt positions against an increase in interest rates.
Interest Rate Swap (forward)
An IRS for which the start date takes place in the future.
Interest Rate Swap (IRS)
An interest rate swap is an instrument in which parties exchange interest payments with one another for a set term. WDP uses Interest Rate Swaps to convert floating interest payments into fixed interest payments, to hedge against interest rate increases.
Intrinsic value
The value of the portfolio as determined by the independent property experts, including transaction costs. The fair value (see also Fair value), in the sense of the IAS/IFRS reference scheme, can be obtained by deducting an appropriate quota for registration duties and/or VAT from the investment value.
IVSC (International Valuation Standards Council)
An independent body that develops global standards regarding valuations that investors and other third parties or stakeholders should be able to trust.
Liquidity
This is the average number of shares traded per trading day measured over a specific period of time.
Market capitalisation
Closing price on the stock market multiplied by the number of shares in circulation on that date.
Net dividend
This is equal to the gross dividend after deduction of the 30% advance levy. See also Advance levy.
Occupancy rate
The occupancy rate is calculated based on the rental values of the leased properties and non-leased surface areas, including the income from solar panels. This does not include projects under development or renovations.
Operating margin
The operating margin is obtained by dividing the operating result (before the result on the portfolio) by the property result.
Optional dividend
With an optional dividend, the dividend claim linked to an established number of existing shares provides the right to a new share, at an issue price per share that may include a discount compared to the stock market price (whether or not an average stock market price over a certain period). The issue of shares within the framework of the optional dividend is subject to standard company law on capital increases. If, in addition to a contribution in kind within the framework of the distribution of an optional dividend, a contribution in cash is made, the special provisions of article 26, § 1 of the GVV/SIR Act concerning capital increases in cash cannot be declared applicable in the articles of association, insofar as this optional dividend is effectively made payable to all shareholders. The special rules on contribution in kind to a GVV/SIR, as provided for by Article 26, § 2 of the GVV/SIR Act, do not apply either, provided certain conditions are met.
Partial demerger
A partial demerger is a legal transaction in which part of the assets of a company (both rights and obligations) is transferred to an existing or new company without dissolution, in exchange for transfer of shares in the acquiring company to shareholders in the demerging company.
Portfolio value
The portfolio value is composed of investment properties, investment properties under construction for own account with the purpose of being rented out, assets held for sale and the fair value of the solar panels.
Project management
Management of construction or renovation projects. WDP has an internal team of project managers working exclusively for the company.
Property management
Day-to-day management of the property portfolio, more specifically formulation of the policy for management of existing buildings (maintenance, modification and improvement works). WDP has an internal team of property managers working exclusively for the company.
Property portfolio
The investment properties including the buildings intended for rental, the investment properties under development with a view to rental and the assets intended for sale.
PV installation
Photovoltaic or solar panel system.
Quality distribution of the properties in the property portfolio
The quality distribution of the properties within the property portfolio is based on a classification according to Class A green certified warehouse, Class A warehouse, Class B warehouse and Class C warehouse. This classification is based on the following parameters: age and location of the property, clear height, prospects for expansion and/or development, equipment and parking.
GLOSSARY
280
Record Date
The date on which the positions are closed for identification of shareholders entitled to dividends, also known as the ex-date for short.
Reference shareholder
Any natural person, legal entity or company (possibly with a legal personality) that holds at least 10% of the shares in the Company individually and directly, in accordance with Article 15 of the Articles of Association of the Company.
Regulated Real Estate Company (GVV/SIR)
A regulated real estate company is a listed operational real estate company that specialises in making real estate available to users and meets the legal requirements as set out in the GVV/SIR legislation. It positions itself in an international context as a REIT, characterised by a regime of fiscal transparency. The GVV/SIR is subject to the prudential supervision of the FSMA. See also GVV/SIR legislation.
REIT (Real Estate Investment Trust)
International designation for listed real estate investment funds with a special tax status (such as in Belgium (see also GVV/SIR), the Netherlands (see also FBI) and France (see also SIIC)).
Renewable Energy Certificates (RECs)
These are granted by the Flemish Electricity and Gas Market Regulator (the “VREG”) in Flanders, the Wallonia Energy Commission (the “CWaPE”) in Wallonia and the Romanian Energy Regulatory Authority (the “ANRE”) in Romania for alternative energy projects, including solar power, with a minimum price per certificate.
Risk management
Identification of the main risks facing the company, their potential impact and development of a strategy to mitigate any impact.
Sales value
The fair value at which a particular property was sold.
SIIC (Société d’Investissement Immobilier Cotée)
Special tax status available in France that listed real estate companies can opt for if the specific requirements are met. See also 12. Permanent document.
Take-up
The total take-up of surface area by users on the rental market over a particular period of time.
Thin capitalisation
Thin capitalisation refers to excessive use of debt capital by a company, in order to maximise the tax deduction on interest. Local tax regimes typically impose limits on this by restricting the tax deduction on interest on the part of the debt that is considered excessive.
Trailing-twelve-months
This describes financial figures calculated based on the last twelve months.
Transfer costs
The transfer of ownership of a property is, in principle, subject to the collection by the state of transfer rights that constitute the bulk of the transaction costs. The amount of these rights depends on the method of transfer, the capacity of the buyer and the geographical location of the property.
Velocity
The number of shares traded per year divided by the total number of shares at the end of the year.
WVV (CCA)
Belgian Code of Companies and Associations, introduced by Art. 2 Act of 23 March 2019 (Belgian Official Gazette 4 April 2019).
WDP NV/SA Blakebergen 15, B-1861 Wolvertem T. +32 (0)52 338 400 info@wdp.eu | www.wdp.eu
www.facebook.com/WDPwarehouses @WDP_EU linkedin.com/company/wdp Company number: BE 0417.199.869 (Register of legal entities of Brussels, Dutch section)
Design and realisation: CF Report I Text and photography: WDP I Translations ElaN Translations This report has been printed on FSC certified paper.