COMPANIES & MARKETS
Rising appeal of S-Reits as near-term defensive play amid inflation
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560 words
7 June 2022
Business Times Singapore
STBT
English
© 2022 SPH Media Limited
THE regional and global reopening of international borders and domestic economies looks likely to bode well for business and tourism. But market watchers say there are still more headwinds ahead for Singapore stocks.
"(Singapore's) equity market outlook will depend on how well stocks and sectors deal with supply chain disruptions caused by the Russia-Ukraine war and China's zero Covid-19 policy, uncertainty over the rate of rise in inflation, and the resultant expectations of rapid rises in interest rate hike for the rest of 2022," said RHB analyst Shekhar Jaiswal.
Real estate investment trusts (Reits) is one of the defensive sectors that RHB is banking on -- alongside the consumer, financials, industrials, transport, and manufacturing and technology sectors -- that could potentially benefit from the rising interest rates cycle and provide a foil against rising inflation.
CGS-CIMB analysts Lock Mun Yee and Lim Siew Khee also advocate a "near-term defensive position in Reits" amid expectations that the equity market will remain volatile with "increased external risks".
"In the near term, with inflation accelerating and interest rates rising, we believe investors would look for downside risk protection as well as for real returns," they said.
Lock and Lim note that the Reit sector is trading at a forecast distribution per unit (DPU) yield of around 5.5 per cent for FY2022 -- above the 4.2 per cent yield of the benchmark Straits Times Index.
"With the bond yield curve remaining flat and a strong Singapore dollar, we believe Singapore-listed real estate investment trusts (S-Reits) would likely continue to hold up well," they said. "Furthermore, we project S-Reits to deliver sector growth of close to 6 per cent in FY2022 and a further 3 per cent in FY2023, thanks to organic improvements and contributions from new acquisitions."
While modestly higher inflation could be good for the Reits sector, market watchers warn that persistently higher inflation could mean higher utility costs -- and weigh on distribution.
"But most Reits have a strong dividend yield -- with a 5-year average of around 5 per cent -- which is the most attractive to those seeking an income solution especially when compared to government bond yields of 2.6 per cent and fixed deposit rates of 1 per cent," said Saxo market strategist Charu Chanana.
"Generally speaking, a rising interest rate environment signals strong economic growth and higher inflation -- both of which are key reasons to stay invested in the real estate sector," she added.
Further, DBS analysts Rachel Tan, Derek Tan, Dale Lai and Geraldine Wong note that S-Reits have been stepping up to reduce inflationary pressures from utility costs and interest rates.
"In the Q1 2022 results and updates, we saw S-Reits starting to refinance their near-term debt expiries," the analysts said. "The hedged ratio increased to 77 per cent versus 75 per cent as at end-2021, providing increased defence against rising interest costs."
"While the S-Reits are not spared by the rising interest rate environment, they can still outperform in instances when the yield curve flattens -- (and) the fear of recession sets in -- which we will see in the second half of 2022 to 2023," they added.
SPH Media Limited
7 June 2022
Business Times Singapore
STBT
English
© 2022 SPH Media Limited
THE regional and global reopening of international borders and domestic economies looks likely to bode well for business and tourism. But market watchers say there are still more headwinds ahead for Singapore stocks.
"(Singapore's) equity market outlook will depend on how well stocks and sectors deal with supply chain disruptions caused by the Russia-Ukraine war and China's zero Covid-19 policy, uncertainty over the rate of rise in inflation, and the resultant expectations of rapid rises in interest rate hike for the rest of 2022," said RHB analyst Shekhar Jaiswal.
Real estate investment trusts (Reits) is one of the defensive sectors that RHB is banking on -- alongside the consumer, financials, industrials, transport, and manufacturing and technology sectors -- that could potentially benefit from the rising interest rates cycle and provide a foil against rising inflation.
CGS-CIMB analysts Lock Mun Yee and Lim Siew Khee also advocate a "near-term defensive position in Reits" amid expectations that the equity market will remain volatile with "increased external risks".
"In the near term, with inflation accelerating and interest rates rising, we believe investors would look for downside risk protection as well as for real returns," they said.
Lock and Lim note that the Reit sector is trading at a forecast distribution per unit (DPU) yield of around 5.5 per cent for FY2022 -- above the 4.2 per cent yield of the benchmark Straits Times Index.
"With the bond yield curve remaining flat and a strong Singapore dollar, we believe Singapore-listed real estate investment trusts (S-Reits) would likely continue to hold up well," they said. "Furthermore, we project S-Reits to deliver sector growth of close to 6 per cent in FY2022 and a further 3 per cent in FY2023, thanks to organic improvements and contributions from new acquisitions."
While modestly higher inflation could be good for the Reits sector, market watchers warn that persistently higher inflation could mean higher utility costs -- and weigh on distribution.
"But most Reits have a strong dividend yield -- with a 5-year average of around 5 per cent -- which is the most attractive to those seeking an income solution especially when compared to government bond yields of 2.6 per cent and fixed deposit rates of 1 per cent," said Saxo market strategist Charu Chanana.
"Generally speaking, a rising interest rate environment signals strong economic growth and higher inflation -- both of which are key reasons to stay invested in the real estate sector," she added.
Further, DBS analysts Rachel Tan, Derek Tan, Dale Lai and Geraldine Wong note that S-Reits have been stepping up to reduce inflationary pressures from utility costs and interest rates.
"In the Q1 2022 results and updates, we saw S-Reits starting to refinance their near-term debt expiries," the analysts said. "The hedged ratio increased to 77 per cent versus 75 per cent as at end-2021, providing increased defence against rising interest costs."
"While the S-Reits are not spared by the rising interest rate environment, they can still outperform in instances when the yield curve flattens -- (and) the fear of recession sets in -- which we will see in the second half of 2022 to 2023," they added.
SPH Media Limited
COMPANIES & MARKETS
HOCK LOCK SIEW; As S-Reits leave behind pandemic woes, other headwinds could temper optimism
» Click to show Spoiler - click again to hide... «
849 words
7 June 2022
Business Times Singapore
STBT
English
© 2022 SPH Media Limited

While the iEdge S-Reit Index has recovered significantly from the depths of the crash at the start of the Covid-19 pandemic, it is still trading at some 10.6 per cent lower than at the start of 2020. BT FILE PHOTO
--------------------------------------------------
A QUICK glance of headlines surrounding the latest quarterly business updates of Singapore-listed real estate investment trusts (S-Reits) for the period ended March would likely imbue investors with much confidence.
An overwhelming majority of S-Reits posted improvements in key metrics from distributable income (DI), distribution per unit (DPU), net property income (NPI) and occupancy rates to rental reversion or revenue per available room (RevPAR).
On the back of such rosy data, it may be tempting to declare that the sector has left the residual sting of the Covid-19 pandemic behind.
While real estate investment trusts (Reits) in the healthcare, hospitality and retail sectors reported performance metrics that were mostly positive, there were, however, some minor blemishes.
For example, Far East Hospitality Trust (FEHT) saw its gross revenue dip 1.6 per cent for the first quarter ended March as a result of the early termination and non-renewal of leases due to its divestment of Central Square.
Average occupancy across FEHT's hotels portfolio also fell 8.4 percentage points to 67.7 per cent in Q1 due to the cessation of the government contract for isolation purposes at 3 of its hotels.
On a positive note, FEHT's Q1 NPI climbed 4.5 per cent on lower property tax and expenses related to its commercial premises, while its RevPAR rose 15.7 per cent on the back of higher corporate and leisure rates.
The situation, however, was less rosy in the industrial and data centre space, where nearly a third of the Reits reported lower DPUs.
Aims Apac Reit (AA Reit), for example, posted a 4.8 per cent decline in DPU and a 3.8 per cent drop in distributions to unitholders for its second half ended March. This was largely due to the distributions related to the S$250 million perpetual securities issued in September 2021 for the acquisition of Woolworths HQ.
Another industrial Reit, EC World Reit, saw its DPU and distribution to unitholders tumble 9.7 per cent and 9.4 per cent, respectively, for the Q1 ended March. The declines were mainly due to withholding tax expenses and the recognition of 30 per cent of pre-termination compensation.
For some industrial and data centre S-Reits that managed to achieve improved DPU and DI, however, there may be less reason to pop the champagne just yet.
Keppel DC Reit, for example, reported a 0.2 per cent increase in DPU and 5.9 per cent rise in DI for the Q1 ended March, mainly due to recent data centre acquisitions and investment in debt securities. However, the data centre landlord saw its gross revenue dip 0.9 per cent, while NPI was 1.4 per cent lower compared to the year-ago period.
Meanwhile, S-Reits in the office and commercial sectors were mostly bullish -- with a couple of exceptions.
Mapletree Commercial Trust (MCT), for example, reported a 3.4 per cent decline in DPU for the second half ended March, while income available for distribution fell 5.2 per cent and amount available for distribution dropped 3.3 per cent.
MCT's gross revenue was 1.8 per cent lower for H2, partially due to the absence of a net government grant of S$2.7 million recorded in the year-ago period, while NPI fell 3.3 per cent on higher property operating expenses.
OUE Commercial Reit also reported declines across the key metrics, with revenue and NPI down 20.3 per cent and 21.5 per cent respectively for the Q1 ended March, while the amount available for distribution was 15.8 per cent lower.
The declines were mainly due to the deconsolidation of OUE Bayfront's performance post the divestment of a 50 per cent interest in the property in March 2021.
All in all, it is worth noting that the blots in an otherwise stellar quarter for the S-Reits were mostly led by one-off events.
Still, they should serve as reminders that even as the upbeat reopening narrative dominates the headlines in Singapore's -- and the world's -- recovery prospects, it may be wise to adopt a stance of tempered optimism.
While the iEdge S-Reit Index has recovered significantly from the depths of the crash at the start of the Covid-19 pandemic, it is still trading at some 10.6 per cent lower than at the start of 2020.
Indeed, the S-Reits are mostly reporting better operating performance post-pandemic. But investors will do well to keep a close eye on other threats looming on the horizon, including rising interest rates and a prolonged Russia-Ukraine conflict.
SPH Media Limited
7 June 2022
Business Times Singapore
STBT
English
© 2022 SPH Media Limited

While the iEdge S-Reit Index has recovered significantly from the depths of the crash at the start of the Covid-19 pandemic, it is still trading at some 10.6 per cent lower than at the start of 2020. BT FILE PHOTO
--------------------------------------------------
A QUICK glance of headlines surrounding the latest quarterly business updates of Singapore-listed real estate investment trusts (S-Reits) for the period ended March would likely imbue investors with much confidence.
An overwhelming majority of S-Reits posted improvements in key metrics from distributable income (DI), distribution per unit (DPU), net property income (NPI) and occupancy rates to rental reversion or revenue per available room (RevPAR).
On the back of such rosy data, it may be tempting to declare that the sector has left the residual sting of the Covid-19 pandemic behind.
While real estate investment trusts (Reits) in the healthcare, hospitality and retail sectors reported performance metrics that were mostly positive, there were, however, some minor blemishes.
For example, Far East Hospitality Trust (FEHT) saw its gross revenue dip 1.6 per cent for the first quarter ended March as a result of the early termination and non-renewal of leases due to its divestment of Central Square.
Average occupancy across FEHT's hotels portfolio also fell 8.4 percentage points to 67.7 per cent in Q1 due to the cessation of the government contract for isolation purposes at 3 of its hotels.
On a positive note, FEHT's Q1 NPI climbed 4.5 per cent on lower property tax and expenses related to its commercial premises, while its RevPAR rose 15.7 per cent on the back of higher corporate and leisure rates.
The situation, however, was less rosy in the industrial and data centre space, where nearly a third of the Reits reported lower DPUs.
Aims Apac Reit (AA Reit), for example, posted a 4.8 per cent decline in DPU and a 3.8 per cent drop in distributions to unitholders for its second half ended March. This was largely due to the distributions related to the S$250 million perpetual securities issued in September 2021 for the acquisition of Woolworths HQ.
Another industrial Reit, EC World Reit, saw its DPU and distribution to unitholders tumble 9.7 per cent and 9.4 per cent, respectively, for the Q1 ended March. The declines were mainly due to withholding tax expenses and the recognition of 30 per cent of pre-termination compensation.
For some industrial and data centre S-Reits that managed to achieve improved DPU and DI, however, there may be less reason to pop the champagne just yet.
Keppel DC Reit, for example, reported a 0.2 per cent increase in DPU and 5.9 per cent rise in DI for the Q1 ended March, mainly due to recent data centre acquisitions and investment in debt securities. However, the data centre landlord saw its gross revenue dip 0.9 per cent, while NPI was 1.4 per cent lower compared to the year-ago period.
Meanwhile, S-Reits in the office and commercial sectors were mostly bullish -- with a couple of exceptions.
Mapletree Commercial Trust (MCT), for example, reported a 3.4 per cent decline in DPU for the second half ended March, while income available for distribution fell 5.2 per cent and amount available for distribution dropped 3.3 per cent.
MCT's gross revenue was 1.8 per cent lower for H2, partially due to the absence of a net government grant of S$2.7 million recorded in the year-ago period, while NPI fell 3.3 per cent on higher property operating expenses.
OUE Commercial Reit also reported declines across the key metrics, with revenue and NPI down 20.3 per cent and 21.5 per cent respectively for the Q1 ended March, while the amount available for distribution was 15.8 per cent lower.
The declines were mainly due to the deconsolidation of OUE Bayfront's performance post the divestment of a 50 per cent interest in the property in March 2021.
All in all, it is worth noting that the blots in an otherwise stellar quarter for the S-Reits were mostly led by one-off events.
Still, they should serve as reminders that even as the upbeat reopening narrative dominates the headlines in Singapore's -- and the world's -- recovery prospects, it may be wise to adopt a stance of tempered optimism.
While the iEdge S-Reit Index has recovered significantly from the depths of the crash at the start of the Covid-19 pandemic, it is still trading at some 10.6 per cent lower than at the start of 2020.
Indeed, the S-Reits are mostly reporting better operating performance post-pandemic. But investors will do well to keep a close eye on other threats looming on the horizon, including rising interest rates and a prolonged Russia-Ukraine conflict.
SPH Media Limited
BT Real Estate
Why do Reits chase scale?
by Chew Tuan Chiong and Sing Tien Foo
» Click to show Spoiler - click again to hide... «
1261 words
8 June 2022
Business Times Singapore
STBT
English
© 2022 SPH Media Limited
"BIGGER is better" has been an underlying factor driving the consolidation of the US real estate investment trust (Reit) market in the 1990s.
Large Reits outpaced the growth of smaller Reits through mergers and acquisitions (M&A). Reits grow assets under management (AUM) by either acquiring new real estate or taking over wholesale real estate portfolios from acquired Reits.
Since the first Reit emerged in Singapore 20 years ago, the Singapore Reit (S-Reit) market has grown exponentially by 155 times from S$734 million in 2002 to S$113.56 billion, equivalent to a compounded annual growth rate (CAGR) of 28.67 per cent. The strong growth momentum of S-Reits, especially in recent years, was driven by a slew of M&As.
S-Reits have become bigger over the years. The average size of S-Reits was slightly below S$1 billion before 2010 and then increased to approximately S$1.4 billion before 2018.
There have been 7 consolidations after 2018, significantly driving up the average size of a S-Reit to around S$2 billion.
In 2020, CapitaLand Mall Trust (CMT) and CapitaLand Commercial Trust (CCT) were merged to form the largest S-Reit - CapitaLand Integrated Commercial Trust (CICT). The merged Reit has a market capitalisation of S$14 billion as of 2022.
The merger of Mapletree Commercial Trust (MCT) and Mapletree North Asia Commercial Trust (MNACT) was approved at the extraordinary general meetings (EGM) on May 23, 2022. It will lead to the creation of Mapletree Pan Asia Commercial Trust (MPACT), which is the third-largest S-Reit by market capitalisation after the CICT and Ascendas Reit.
S-Reit consolidations
Why do S-Reits follow the US trend in the 1990s of scaling up?
Many Reits chase scale to reap efficiency gains in operations and access to diverse sources of capital at competitive rates. They add value to unitholders through 2 channels, first by generating higher cash flows, and second, by lowering discounting factor (or the capitalisation rate as known in the private real estate market).
Higher cash flows can be achieved by increasing rental revenues and lowering operating costs through efficiency gains in physical real estate operations and management. A lower discounting factor is attained by optimising capital structure and cost of funds, reducing the weighted average cost of capital (WACC) for S-Reits.
Reits that meet certain size and trading thresholds enjoy inclusion onto major indices, which leads to increase in institutional following, and corresponding unit price boost. In equity fundraising (EFR), a higher unit price equates to a lower cost of equity, allowing the Reit to acquire higher quality assets. Thus, a virtuous cycle of expansion can be maintained.
Large Reits enjoy ample economies of scale. Reits could command market power in leasing out their real estate space with large real estate portfolios. For example, a retail Reit owning many shopping malls in town can attract international chained stores to take up anchor space in all the malls. It also has more bargaining power to negotiate favourable leasing terms from these anchor tenants.
On the cost side, large Reits can better reap scale advantages in rationalising processes and manpower to attain savings in operation costs. For example, a big retail mall Reit can negotiate and procure utility contracts below market rates with energy companies. They could also reduce costs by pooling resources from different malls when running advertising and promotional campaigns.
Bigger Reits are more competitive in capital management and are better positioned to take advantage of debt and equity funding for further growth. Banks are more willing to establish long-term banking relationships and extend favourable loan terms to large Reits, deemed preferred clients.
Larger Reits are more liquid in terms of free-float units and trading volume in the stock (public) market, which attract liquidity premiums, especially from institutional investors.
Reits with ample capital reserves can better weather economic and policy headwinds than smaller Reits. With the backing from strong sponsors, Reits could access financing and refinancing facilities, especially during a difficult time.
Amid the Global Financial Crisis in 2008, Fraser and Neave Limited (F&N) acquired a substantial stake in Allco Commercial Reit and a 100 per cent stake in the Reit manager, Allco (Singapore) Limited. F&N, the sponsor, renamed the Reit to Fraser Commercial Trust (FCOT) and helped recapitalise FCOT with the much-needed loan facilities of approximately S$650 million in 2009. FCOT has merged with another Frasers Reit to form Frasers Logistics and Commercial Trust in April 2020.
Are there monies on the table?
Reits should be mindful of unitholders' interests while chasing scale. Do M&As truly create value for them? How can the interests of investors be balanced against those of sponsors and Reit managers to achieve a good outcome?
Many factors may trigger an M&A. Financial distress is one possible factor that could "push" a Reit to find a potential buyer to take over their financial debt. Potential buyers could also be attracted to a target Reit that owns significantly undervalued assets.
M&A is an expensive exercise that may incur professional fees and expenses of between S$15 million and S$35 million. Some asset managers charge acquisition fees between S$8 million and S$15 million in M&A exercises.
The CMT manager waived the acquisition fee of S$111.2 million in the CICT M&A because of the unprecedented circumstances caused by Covid.
Who gains and who loses in an M&A? Past studies in the US have shown that unitholders of target (acquired) Reits enjoy significant positive gains from M&A announcements.
Unitholders of acquiring Reits will also expect managers and sponsors to create value before voting for taking over real estate portfolios of a target Reit. Many institutional investors have strong preferences for purity in asset class or geography, and would eschew blunt expansion without due consideration for synergy.
Acquiring Reits could reap scale economics via M&As. Reit managers usually take over not just a new portfolio of real estate, but in most instances, they will also absorb staff from the target Reits. Therefore, acquiring Reit managers need time to integrate and improve the performance of their enlarged portfolios on the premise that "1 plus 1 is more than 2".
Four of the recent M&As in the S-Reit market involved the merger of Reits controlled by the same sponsors. These Reit M&As pay mostly cash and scrip (units) as consideration in exchange for unitholders' interests in target Reits. Unitholders receiving the merged units as consideration could be worst off if the post-merger prices of Reit units decline.
In the recent MCT and MNACT M&A, the sponsor subsequently offered a cash-only option for MNACT unitholders when the MCT units declined below their notional value in the original offer. Effectively, the sponsor ensured that MNACT unitholders received the promised value. Over time, such investor-friendly acts are essential for S-Reits and the Reit sector to grow and thrive.
Dr Chew Tuan Chiong is a Senior Adjunct Research Fellow at the Institute of Real Estate and Urban Studies (IREUS), National University of Singapore. Professor Sing Tien Foo is the Director at the same institute and Head of the Department of Real Estate at the National University of Singapore. The views and opinions expressed here are those of the authors and do not represent the views and opinions of the National University of Singapore, its subsidiaries or affiliates.
SPH Media Limited
8 June 2022
Business Times Singapore
STBT
English
© 2022 SPH Media Limited
"BIGGER is better" has been an underlying factor driving the consolidation of the US real estate investment trust (Reit) market in the 1990s.
Large Reits outpaced the growth of smaller Reits through mergers and acquisitions (M&A). Reits grow assets under management (AUM) by either acquiring new real estate or taking over wholesale real estate portfolios from acquired Reits.
Since the first Reit emerged in Singapore 20 years ago, the Singapore Reit (S-Reit) market has grown exponentially by 155 times from S$734 million in 2002 to S$113.56 billion, equivalent to a compounded annual growth rate (CAGR) of 28.67 per cent. The strong growth momentum of S-Reits, especially in recent years, was driven by a slew of M&As.
S-Reits have become bigger over the years. The average size of S-Reits was slightly below S$1 billion before 2010 and then increased to approximately S$1.4 billion before 2018.
There have been 7 consolidations after 2018, significantly driving up the average size of a S-Reit to around S$2 billion.
In 2020, CapitaLand Mall Trust (CMT) and CapitaLand Commercial Trust (CCT) were merged to form the largest S-Reit - CapitaLand Integrated Commercial Trust (CICT). The merged Reit has a market capitalisation of S$14 billion as of 2022.
The merger of Mapletree Commercial Trust (MCT) and Mapletree North Asia Commercial Trust (MNACT) was approved at the extraordinary general meetings (EGM) on May 23, 2022. It will lead to the creation of Mapletree Pan Asia Commercial Trust (MPACT), which is the third-largest S-Reit by market capitalisation after the CICT and Ascendas Reit.
S-Reit consolidations
Why do S-Reits follow the US trend in the 1990s of scaling up?
Many Reits chase scale to reap efficiency gains in operations and access to diverse sources of capital at competitive rates. They add value to unitholders through 2 channels, first by generating higher cash flows, and second, by lowering discounting factor (or the capitalisation rate as known in the private real estate market).
Higher cash flows can be achieved by increasing rental revenues and lowering operating costs through efficiency gains in physical real estate operations and management. A lower discounting factor is attained by optimising capital structure and cost of funds, reducing the weighted average cost of capital (WACC) for S-Reits.
Reits that meet certain size and trading thresholds enjoy inclusion onto major indices, which leads to increase in institutional following, and corresponding unit price boost. In equity fundraising (EFR), a higher unit price equates to a lower cost of equity, allowing the Reit to acquire higher quality assets. Thus, a virtuous cycle of expansion can be maintained.
Large Reits enjoy ample economies of scale. Reits could command market power in leasing out their real estate space with large real estate portfolios. For example, a retail Reit owning many shopping malls in town can attract international chained stores to take up anchor space in all the malls. It also has more bargaining power to negotiate favourable leasing terms from these anchor tenants.
On the cost side, large Reits can better reap scale advantages in rationalising processes and manpower to attain savings in operation costs. For example, a big retail mall Reit can negotiate and procure utility contracts below market rates with energy companies. They could also reduce costs by pooling resources from different malls when running advertising and promotional campaigns.
Bigger Reits are more competitive in capital management and are better positioned to take advantage of debt and equity funding for further growth. Banks are more willing to establish long-term banking relationships and extend favourable loan terms to large Reits, deemed preferred clients.
Larger Reits are more liquid in terms of free-float units and trading volume in the stock (public) market, which attract liquidity premiums, especially from institutional investors.
Reits with ample capital reserves can better weather economic and policy headwinds than smaller Reits. With the backing from strong sponsors, Reits could access financing and refinancing facilities, especially during a difficult time.
Amid the Global Financial Crisis in 2008, Fraser and Neave Limited (F&N) acquired a substantial stake in Allco Commercial Reit and a 100 per cent stake in the Reit manager, Allco (Singapore) Limited. F&N, the sponsor, renamed the Reit to Fraser Commercial Trust (FCOT) and helped recapitalise FCOT with the much-needed loan facilities of approximately S$650 million in 2009. FCOT has merged with another Frasers Reit to form Frasers Logistics and Commercial Trust in April 2020.
Are there monies on the table?
Reits should be mindful of unitholders' interests while chasing scale. Do M&As truly create value for them? How can the interests of investors be balanced against those of sponsors and Reit managers to achieve a good outcome?
Many factors may trigger an M&A. Financial distress is one possible factor that could "push" a Reit to find a potential buyer to take over their financial debt. Potential buyers could also be attracted to a target Reit that owns significantly undervalued assets.
M&A is an expensive exercise that may incur professional fees and expenses of between S$15 million and S$35 million. Some asset managers charge acquisition fees between S$8 million and S$15 million in M&A exercises.
The CMT manager waived the acquisition fee of S$111.2 million in the CICT M&A because of the unprecedented circumstances caused by Covid.
Who gains and who loses in an M&A? Past studies in the US have shown that unitholders of target (acquired) Reits enjoy significant positive gains from M&A announcements.
Unitholders of acquiring Reits will also expect managers and sponsors to create value before voting for taking over real estate portfolios of a target Reit. Many institutional investors have strong preferences for purity in asset class or geography, and would eschew blunt expansion without due consideration for synergy.
Acquiring Reits could reap scale economics via M&As. Reit managers usually take over not just a new portfolio of real estate, but in most instances, they will also absorb staff from the target Reits. Therefore, acquiring Reit managers need time to integrate and improve the performance of their enlarged portfolios on the premise that "1 plus 1 is more than 2".
Four of the recent M&As in the S-Reit market involved the merger of Reits controlled by the same sponsors. These Reit M&As pay mostly cash and scrip (units) as consideration in exchange for unitholders' interests in target Reits. Unitholders receiving the merged units as consideration could be worst off if the post-merger prices of Reit units decline.
In the recent MCT and MNACT M&A, the sponsor subsequently offered a cash-only option for MNACT unitholders when the MCT units declined below their notional value in the original offer. Effectively, the sponsor ensured that MNACT unitholders received the promised value. Over time, such investor-friendly acts are essential for S-Reits and the Reit sector to grow and thrive.
Dr Chew Tuan Chiong is a Senior Adjunct Research Fellow at the Institute of Real Estate and Urban Studies (IREUS), National University of Singapore. Professor Sing Tien Foo is the Director at the same institute and Head of the Department of Real Estate at the National University of Singapore. The views and opinions expressed here are those of the authors and do not represent the views and opinions of the National University of Singapore, its subsidiaries or affiliates.
SPH Media Limited
This post has been edited by TOS: Jun 8 2022, 11:16 PM
Jun 8 2022, 11:16 PM
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