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+ Annual Report
2
+ and Accounts 2023
3
+ NewRiver REIT plc Annual Report and Accounts 2023
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1
+ Attendance
2
+ Each of the Directors has committed to attend all scheduled Board and relevant committee meetings and has also committed to make every
3
+ effort to attend ad hoc meetings, either in person or by telephone/video call. Board papers are circulated to Directors in advance of the
4
+ meetings via an electronic board portal. This allows for an efficient and secure circulation of Board papers and if a Director cannot attend a
5
+ meeting, he or she is able to consider the papers in advance of the meeting as usual and will have the opportunity to discuss them with the
6
+ Chair or Chief Executive and to provide comments. The Non-Executive Directors meet without the Executive Directors and the Chair present
7
+ at least once a year.
8
+ Attendance at regular scheduled Board meetings and the Board Committees is shown below:
9
+ Board Members
10
+ Board
11
+ Attendance
12
+ Audit Committee
13
+ Attendance
14
+ Remuneration Committee
15
+ Attendance
16
+ Nomination Committee
17
+ Attendance
18
+ Margaret Ford1: Chair 7/8 – 2/4 3/3
19
+ Executive Directors
20
+ Allan Lockhart 8/8 – – –
21
+ Will Hobman2 7/8 – – –
22
+ Non-Executive Directors
23
+ Kay Chaldecott3 2/2 2/2 1/1 1/1
24
+ Alastair Miller 8/8 5/5 4/4 3/3
25
+ Charlie Parker 8/8 5/5 4/4 3/3
26
+ Colin Rutherford 8/8 5/5 4/4 3/3
27
+ Dr Karen Miller4 8/8 3/3 3/3 2/2
28
+ 1. Margaret Ford was unable to attend one Board meeting and one Remuneration Committee due to a family matter and one remuneration committee due to a
29
+ prior meeting.
30
+ 2. Will Hobman missed a Board meeting due to the birth of his daughter
31
+ 3. Kay Chaldecott stepped down on 26 July 2022
32
+ 4. Dr Karen Miller was appointed to the Board and its Committees on 30 May 2022
33
+ Corporate Governance continued
34
+ 106 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
35
+ Governance
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1
+ Composition, succession
2
+ and evaluation
3
+ Induction of new Directors
4
+ The Chairman, Company Secretary and Chief Operating and People
5
+ Officer manage an induction process to ensure that new Directors
6
+ are fully briefed about the Company and its operations. This process
7
+ usually includes asset visits and meetings with members of the
8
+ senior management team as well as specific briefings with regard to their
9
+ legal and regulatory obligations as a Director. New Directors are also
10
+ given the opportunity to visit the assets and meet members of the team.
11
+ Annual General Meeting (“AGM”)
12
+ The AGM is the annual opportunity for all shareholders to meet with
13
+ the Directors and to discuss with them the Company’s business and
14
+ strategy. Shareholders are therefore welcome to attend in person at
15
+ the 2023 AGM, and recognising that some shareholders may still not
16
+ feel comfortable attending in person, we have provided a facility for
17
+ shareholders to submit questions ahead of the AGM via email. The
18
+ AGM is planned to be held on 26 July 2023.
19
+ The notice of AGM is posted to all shareholders at least 20 working
20
+ days before the meeting. Separate resolutions are proposed on all
21
+ substantive issues and voting is conducted by a poll. The Board
22
+ believes this method of voting is more democratic than voting via a
23
+ show of hands since all shares voted at the meeting, including proxy
24
+ votes submitted in advance of the meeting, are counted. In line with
25
+ our sustainability commitment, we do not issue hard copy forms of
26
+ proxy in the post. Instead, we ask shareholders to appoint a proxy
27
+ online via the Registrar’s portal.
28
+ Dr Karen Miller
29
+ Independent Non-Executive Director,
30
+ Induction programme
31
+ Karen’s induction programme entailed
32
+ a number of interactive sessions with
33
+ members of the senior management team.
34
+ These briefing sessions were supported
35
+ by asset visits guided by the asset
36
+ managers responsible for the assets.
37
+ For each resolution, shareholders will have the opportunity to vote for
38
+ or against or to withhold their vote. Following the meeting, the results
39
+ of votes lodged will be announced to the London Stock Exchange
40
+ and displayed on the Company’s website.
41
+ Anti-corruption and anti-bribery
42
+ We are committed to the highest legal and ethical standards in every
43
+ aspect of our business. It is our policy to conduct business in a fair,
44
+ honest and open way, without the use of bribery or corrupt practices
45
+ to obtain an unfair advantage. We provide clear guidance for
46
+ suppliers and employees, including policies on anti-bribery and
47
+ corruption, anti-fraud and code of conduct. All employees have
48
+ received updates on these issues during the year and the Anti-
49
+ Corruption and Anti-Bribery policy has been updated and
50
+ communicated to staff.
51
+ Human rights
52
+ Being mindful of human rights, the Company has a Modern Slavery
53
+ policy to ensure that all of its suppliers are acting responsibly and are
54
+ aware of the risks of slavery, human trafficking and child labour within
55
+ their own organisation and supply chain. The Modern Slavery
56
+ statement is updated and published each year.
57
+ Areas Covered Sessions provided by
58
+ Business Plan CEO
59
+ Succession Planning
60
+ Valuations
61
+ Salary Structure
62
+ Relationship with Auditors CFO
63
+ Most Recent Audit
64
+ Liabilities
65
+ Internal Controls Head of Financial Reporting
66
+ Internal Audit
67
+ Risk management/Insurance
68
+ Non Audit Services
69
+ Business Planning
70
+ Management Reporting
71
+ Board Procedures Company Secretary
72
+ Corporate Governance
73
+ Terms of Reference
74
+ Board/Director Obligations Training
75
+ Meetings/Year Plan
76
+ Policies: Whistleblowing; Share Dealing
77
+ Share Schemes
78
+ Organisation Chief Operating and People Officer
79
+ Culture
80
+ HR Policies
81
+ Investor Relations Investor Relations & Corporate
82
+ Communications DirectorCommunications Programme
83
+ 107NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ The Board is ultimately responsible for the Group’s system
2
+ of internal controls and risk management and discharges its
3
+ duties in this area by:
4
+ • holding regular Board meetings to consider the matters
5
+ reserved for its consideration;
6
+ • receiving regular management reports which provide an
7
+ assessment of key risks and controls;
8
+ • scheduling regular Board reviews of strategy including
9
+ reviews of the material risks and uncertainties (including
10
+ emerging risks) facing the business;
11
+ • ensuring there is a clear organisational structure with defined
12
+ responsibilities and levels of authority;
13
+ • ensuring there are documented policies and procedures in
14
+ place and reviewing these policies and procedures regularly;
15
+ • reviewing regular reports containing detailed information
16
+ regarding financial performance, rolling forecasts, actual and
17
+ forecast covenant compliance, cashflows and financial and
18
+ non-financial KPIs; and
19
+ • visiting the assets to provide context to the reports received.
20
+ Risk management and internal controls
21
+ Internal control structure
22
+ The Board oversees the Group’s risk management and internal
23
+ controls and determines the Group’s risk appetite. The Board has,
24
+ however, delegated responsibility for review of the risk
25
+ management methodology and the effectiveness of
26
+ internal controls to the Audit Committee.
27
+ The Group’s system of internal controls includes financial, operational
28
+ and compliance controls and risk management. Policies and
29
+ procedures, including clearly defined levels of delegated authority,
30
+ have been communicated throughout the Group. Internal controls
31
+ have been implemented in respect of the key operational and
32
+ financial processes of the business. These policies are designed to
33
+ ensure the accuracy and reliability of financial reporting and govern
34
+ the preparation of the Financial Statements. During the year a
35
+ number of follow up internal audit reviews have been commissioned
36
+ to provide the Committee with additional comfort that the Group’s
37
+ system of internal controls remains fit for purpose and robust.
38
+ The process by which the Audit Committee has monitored and
39
+ reviewed the effectiveness of the system of internal controls and risk
40
+ management during the year has included:
41
+ • ongoing analysis and review of the Group’s risk register;
42
+ • overseeing further ’deep-dive’ discussions of the Group’s risk
43
+ register to reassess each risk on the register and its
44
+ risk scoring;
45
+ • further ‘deep-dive’ audits on specific risks; this year it was
46
+ cyber security and cash controls;
47
+ • reviewing the assessment of key risks, the process of
48
+ reporting these risks and associated mitigating controls,
49
+ with particular emphasis on emerging risks; and
50
+ • updates from the ExCo’s quarterly detailed assessment of
51
+ the risk register.
52
+ The effectiveness of the Company’s risk management and internal
53
+ control systems is reviewed annually and was last reviewed by the
54
+ Committee in May 2023. The review concluded that:
55
+ • the systems established by management to identify, assess
56
+ and manage risks, including emerging risks are effective; and
57
+ • the assurance on risk management and internal control is
58
+ sufficient to enable the Committee and Board to satisfy
59
+ themselves that they are operating effectively.
60
+ The Committee is satisfied that the risk management framework is
61
+ effective and did not identify any failing in the control systems.
62
+ Further details of the Company’s risk management process, together
63
+ with the principal risks, can be found in the Principal Risks and
64
+ Uncertainties section.
65
+ Audit Committee Report continued
66
+ 116 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
67
+ Governance
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1
+ Internal audit function
2
+ The Group does not have an internal audit team. The need for this is
3
+ reviewed annually by the Committee. Due to the relative lack of
4
+ complexity and the outsourcing of the majority of the day-to-day
5
+ operational functions, the Committee continues to be satisfied that
6
+ there is no requirement for such an in-house team. The Committee
7
+ does however look to third-parties to provide an internal audit review
8
+ function. This year the Committee commissioned the following follow
9
+ up internal audit reviews:
10
+ Cyber security
11
+ Cyber security was a new principal risk in 2021. A cyber event can
12
+ affect any company and the number of such events has increased
13
+ significantly in the UK particularly with more staff working from home.
14
+ To address this risk and ensure the Group’s systems were properly
15
+ protected, Bright Cyber were requested to undertake a review of
16
+ the Group’s IT security and systems. Last year Bright Cyber carried
17
+ out a review of the Group Head office systems and found the IT
18
+ systems were secure and fit for purpose. During FY23 Bright Cyber
19
+ were requested to undertake a review of Cyber Security and IT
20
+ Systems in a sample of our shopping centres. There were a number
21
+ of areas where Bright Cyber have recommended improvements
22
+ which have already been implemented or will be actioned during
23
+ the coming months.
24
+ Cash controls
25
+ As part of the internal audit plan in FY22 BDO were requested to
26
+ scope and carry out a review to provide assurance over the design
27
+ and effectiveness of the key controls to manage cash collection and
28
+ bank accounts within the Group. BDO’s review highlighted that
29
+ generally there was a sound system of internal control designed to
30
+ achieve system objectives and there were a number of areas of good
31
+ practice with some exceptions. BDO were therefore able to provide
32
+ moderate assurance over both the design and the operational
33
+ effectiveness of the systems the Group had in place. Four low to
34
+ medium risk recommendations for improvement were made by the
35
+ BDO review. BDO were therefore invited back in FY23 to assess the
36
+ systems that had been put in place to address these four low to
37
+ medium risk recommendations for improvement made at their
38
+ previous review. BDO confirmed that their recommendations had
39
+ been incorporated into the systems.
40
+ Whistleblowing Policy
41
+ The Committee conducts an annual review of the Group’s
42
+ Whistleblowing Policy to ensure it remains up to date and relevant
43
+ and reports its findings to the Board. Training on whistleblowing is
44
+ provided to staff annually to capture new staff and to remind existing
45
+ staff of the procedures. The Committee provides feedback to the
46
+ Board on the Whistleblowing Policy and procedures and
47
+ effectiveness of the policy at least every six months. There have
48
+ never been any concerns raised through the whistleblowing process
49
+ or through any other process to the Committee.
50
+ Other compliance policies
51
+ The Committee reviews the Gifts and Hospitality register at least
52
+ twice a year. During the year a Conflicts of Interest Policy was
53
+ approved by the Committee and recommended for approval to the
54
+ Board. The Conflicts of Interest register will also now be regularly
55
+ reviewed by the Committee.
56
+ Statement of compliance
57
+ The Company is not a constituent of the FTSE 350, however the
58
+ Company confirms on a voluntary basis that it has complied with
59
+ terms of The Statutory Audit Services for Large Companies Market
60
+ Investigation (Mandatory User of Competitive Tender Processes and
61
+ Audit Committee Responsibilities) Order 2014 (the “Order”)
62
+ throughout the year. In addition to requiring mandatory audit
63
+ re-tendering at least every ten years for FTSE 350 companies, the
64
+ Order provides that only the Audit Committee, acting collectively or
65
+ through its Chair, and for and on behalf of the Board, is permitted:
66
+ • to the extent permissible in law and regulation, to negotiate and
67
+ agree the statutory audit fee and the scope of the statutory audit;
68
+ • to initiate and supervise a competitive tender process;
69
+ • to make recommendations to the Directors as to the auditor
70
+ appointment pursuant to a competitive tender process;
71
+ • to influence the appointment of the audit engagement partner; and
72
+ • to authorise an auditor to provide any non-audit services to the
73
+ Group, prior to the commencement of those non-audit services.
74
+ Viability statement and going concern
75
+ The Committee has reviewed the basis for the Company’s viability
76
+ Statement that is drafted with reference to the financial forecasts for
77
+ the next three years. This period of assessment is aligned to
78
+ performance measurement and management remuneration and, in
79
+ the opinion of the Committee, this period of assessment strikes the
80
+ optimal balance of allowing the impact of strategic decisions to be
81
+ modelled while maintaining the accuracy of underlying forecast
82
+ inputs. The Committee places additional scrutiny on the assumptions
83
+ used in the forecasts to ensure they are appropriate. The Committee
84
+ provides advice to the Board on the Viability Statement.
85
+ The Committee ensured sufficient review was undertaken of the
86
+ adequacy of the financial arrangements, cash flow forecasts and
87
+ lender covenant compliance. The Committee further tested the
88
+ Group’s performance against its stated strategy and its future plans.
89
+ Accordingly, the Committee recommended to the Board that the
90
+ statement be approved.
91
+ The Committee further focused on the appropriateness of adopting
92
+ the going concern basis in preparing the Group’s financial statements
93
+ for the year ended 31 March 2023 and satisfied itself that the going
94
+ concern basis of presentation of the financial statements and the
95
+ related disclosure is appropriate.
96
+ 117NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ Experienced team
2
+ Senior review
3
+ • a core experienced team is responsible for the co-ordination
4
+ of submissions, verification, review and consistency
5
+ • the narrative sections are drafted by the members of the team with
6
+ specific responsibility for each area, such as the Chairman, the CEO,
7
+ the CFO, Sustainability Manager, Director of Communications and
8
+ Investor Relations, and the Company Secretary
9
+ As narrative sections are prepared they are circulated to Board and ExCo members to review and comment
10
+ Staff review
11
+ Controls and confirmation
12
+ • the Committee satisfies itself that the controls over the accuracy
13
+ and consistency of information presented in the Annual Report
14
+ are robust and that the information is presented fairly (including
15
+ the calculations and use of alternative performance measures)
16
+ • the Committee confirms to the Board that the processes
17
+ and controls around the preparation of the Annual Report
18
+ are appropriate, allowing the Board to make the “fair,
19
+ balanced and understandable” statement in the Directors’
20
+ Responsibilities Statement
21
+ Committee oversight and review
22
+ The draft Annual Report is given to other staff members not involved in the drafting
23
+ process to read and provide feedback on its fairness, balance and understandability
24
+ The Committee reviews the Annual Report on behalf of the Board, taking into account the comments made
25
+ by the Board, reports from management and reports issued by PwC and makes recommendations to the Board
26
+ Fair, balanced and understandable assessment
27
+ The Directors are required to confirm that they consider, taken as a whole, that the Annual Report is fair, balanced and understandable
28
+ and that it provides the information necessary for shareholders to assess the Group’s position and performance, business model and strategy.
29
+ To ensure this is the case the following process is in place:
30
+ Audit Committee Report continued
31
+ 118 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
32
+ Governance
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1
+ Remuneration Committee Report
2
+ Dear Shareholders
3
+ On behalf of the Board, I am pleased to present the Remuneration Committee Report for the
4
+ financial year ended 31 March 2023. In this statement I have summarised the link between
5
+ remuneration and performance and our decisions on remuneration for FY23. I have also
6
+ summarised the proposed changes to the Directors’ Remuneration Policy for FY24-FY26.
7
+ FY23 has been a successful year for NewRiver despite the wider economic and geopolitical
8
+ uncertainties. Our community assets have proven to be resilient throughout this period and have
9
+ under-pinned our performance for the year. The Committee has had regular updates on workforce
10
+ pay and benefits throughout this year and the health and wellbeing of our staff has remained a key
11
+ priority. We are ever mindful of the inflationary pressures which are driving up the cost of living and
12
+ have recognised this in pay awards for our staff for FY24.
13
+ Remuneration Policy
14
+ Our Remuneration Policy was approved by shareholders in July 2020 and is due for renewal at our
15
+ 2023 AGM. Our current policy has served the Company well over the past three years, enabling us
16
+ to be flexible in the payments to Executive Directors, and to recruit a new CFO. It has provided a
17
+ good overall link between pay and performance. On this basis, our review concluded that only a few
18
+ minor amendments were necessary to align to market best practice. A summary of the key changes
19
+ to the policy are set out on page 122.
20
+ Implementation of the Policy in FY23
21
+ Base salary
22
+ As reported in the FY22 Remuneration Report, base salaries remained unchanged during FY23
23
+ for both the Executive Directors and the members of ExCo. The wider workforce received salary
24
+ increases that took into account inflation and market competitiveness.
25
+ Annual bonus
26
+ The FY23 annual bonus was based on Total Return (25%), Earnings yield (25%), LTV (10%), TAR
27
+ Return (15%) and strategic objectives including ESG targets (25%). Operational performance over
28
+ the year was excellent, which was reflected in the Total Return, Earnings Yield and LTV measures
29
+ all exceeding the stretch performance targets. There was also strong performance against the non
30
+ financial strategic targets. The only aspect where we failed to achieve the target range was in
31
+ relation to TAR, where our performance, alongside that of the entire sector, was impacted by the
32
+ significant property devaluations in the second half of 2022. The resultant out-turn was 82.5% of
33
+ maximum for Allan Lockhart and Will Hobman. The Committee is comfortable that the formulaic
34
+ bonus outcome reflects the wider business performance of the Company. 30% of the bonus will
35
+ be deferred in shares for two years.
36
+ Long-term incentive plan
37
+ The FY21 LTIP Awards will vest to the extent that the relative TAR (50%) and Total Shareholder
38
+ Return (50%) performance targets are met. The relative TAR targets were assessed against
39
+ performance to 31 March 2023. As the minimum hurdle requirement was not met, this element of
40
+ the award will lapse. For the TSR element, performance is assessed for a period of three years from
41
+ the date of grant. Therefore, the vesting level under the TSR element cannot be ascertained until
42
+ August 2023. Based on a recent assessment of the Company’s TSR, the TSR element is expected
43
+ to vest in full. On this basis, the total estimated vesting for this award is 50% of maximum. The
44
+ Committee considered wider business performance over the three-year performance period and
45
+ is comfortable that the formulaic vesting outcome is appropriate.
46
+ In addition to looking at our performance in the round, the Committee considered whether the
47
+ share price increase from grant represented a windfall gain. Over the period since the grant of the
48
+ FY21 award, our share price has increased from 63p to an average share price over the first quarter
49
+ of 2023 of 88.27p. Whilst being cognisant of the guidance from the Investment Association on
50
+ potential windfall gains from FY21 awards granted during the pandemic, we are not scaling back
51
+ the award on vesting because:
52
+ • The FY21 Award was scaled back by one third at grant (from 100% of salary to 67% of salary) to
53
+ ensure that the Executives did not benefit from a windfall gain.
54
+ • Relative TSR performance against the sector has been strong. Based on the TSR performance
55
+ to 31 January 2023, our TSR has exceeded the upper quartile TSR performance of other UK
56
+ REITs (62% vs 14%).
57
+ On this basis, the Committee decided not to exercise any discretion to reduce the overall
58
+ vesting outcome.
59
+ Remuneration Committee Report
60
+ 119NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ Other considerations during the year
2
+ Wider workforce engagement
3
+ During the year, the Committee had oversight of the reward and
4
+ compensation packages that operate across the Company, which are
5
+ considered competitive. I am the appointed designated Non-
6
+ Executive Director who has the responsibility of ensuring that the
7
+ Board successfully engages with the workforce. As a result of being a
8
+ small team there is naturally proximity between the Board and the
9
+ workforce which makes it easier for the Board to engage with staff
10
+ directly. I attend staff forums to ensure that there is an opportunity for
11
+ staff to raise questions or concerns directly with myself. We also use
12
+ our appraisal process to explain and discuss with employees how the
13
+ policy for Executive Directors aligns with the pay and conditions of
14
+ the workforce. Finally, NEDs have also engaged with employees in
15
+ the regional operations and found this to be particularly useful. The
16
+ executive remuneration policy and its implementation were not
17
+ raised as material issues during the year. Therefore, no amendments
18
+ were required to the remuneration policy or its proposed
19
+ implementation as a result of this engagement.
20
+ Shareholder engagement
21
+ Ahead of the 2023 AGM, we engaged with our largest investors to
22
+ understand their views on our proposed new policy and the proposed
23
+ implementation in FY24. Based on the feedback received from our
24
+ engagement, investors were supportive of the new policy and no
25
+ changes were required as a consequence of the investor feedback.
26
+ Implementation of the Policy in FY24
27
+ The implementation of the Remuneration Policy for FY24 is outlined
28
+ on pages 135 to 136. The Committee considered how remuneration
29
+ should be implemented for FY24. Part of this process was reviewing
30
+ current practice against both market and best practice, wider
31
+ workforce remuneration and pay ratios. The outcome of the review
32
+ was that our current approach remains appropriate.The key decisions
33
+ made by the Committee in relation to FY24 include:
34
+ Base salary: During the year the Committee reviewed the salary
35
+ increases for the wider workforce, taking into account high inflation
36
+ and the increase in cost of living. As a result, the wider workforce
37
+ received an average increase of 5%. The Committee reviewed the
38
+ base salary levels for Executive Directors and determined that the
39
+ salaries should be increased by 3%. This increase was materially
40
+ below the average workforce increase and also recognised that the
41
+ CEO's salary had not increased for several years.
42
+ Pensions: The Company currently contributes 15% of base salary for
43
+ Allan Lockhart. This will reduce at the end of forthcoming AGM to 4%
44
+ of salary, the rate applying to the workforce. Will Hobman’s Company
45
+ pension contributions are also 4% of base salary.
46
+ Annual Bonus: Executive Directors will have the opportunity to earn a
47
+ bonus up to a normal maximum of 125% of salary. In line with FY23,
48
+ 75% of the bonus will be based on corporate and financial measures,
49
+ including Total Return, Earnings Yield, LTV and absolute growth in
50
+ Total Accounting Return (TAR). 25% will remain based on strategic
51
+ measures (including measurable ESG objectives consistent with the
52
+ Company’s ESG commitments and strategy). 30% of any bonus paid
53
+ will be deferred into shares for two years.
54
+ Long-term incentives: Grant levels will be 100% of base salary. In line
55
+ with FY23 grants, performance will be assessed against relative TSR and
56
+ relative TAR vs a peer group of UK REITs. Awards must be held by
57
+ Executive Directors for a further two years after vesting.
58
+ Closing remarks
59
+ We believe that the operation of our Remuneration Policy recognises
60
+ the experience of shareholders, employees and other stakeholders.
61
+ Bonuses have been awarded to the wider team to ensure alignment
62
+ with the level of bonuses awarded to the Executive Directors. In
63
+ recognition of the inflationary pressures on the wider workforce, staff
64
+ have received pay increases at higher percentage levels than the
65
+ Executive Directors and Members of the ExCo.
66
+ We welcome feedback and if shareholders have any questions about
67
+ remuneration generally, or the contents of the report, I can be
68
+ contacted through our investor relations email at info@nrr.co.uk.
69
+ My fellow Directors and I intend to attend the AGM and we would be
70
+ pleased to answer any questions you may have about the
71
+ Committee’s work.
72
+ Alastair Miller
73
+ Committee Chair
74
+ 14 June 2023
75
+ Remuneration Committee Report continued
76
+ 120 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
77
+ Governance
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1
+ Remuneration at a Glance
2
+ FY23 Annual Bonus Performance
3
+ LTV
4
+ TAR Return
5
+ 100%
6
+ 0%
7
+ 100%
8
+ 100%
9
+ 90%
10
+ 90%
11
+ CorporateFinancial Strategic
12
+ Corporate and financial measures (75% weighting)
13
+ Measure
14
+ Total return vs
15
+ IPD All Retail
16
+ Earnings yield (UFFO)
17
+ Director
18
+ Achievement (% of max)
19
+ Achievement (% of max)
20
+ Strategic measures (25% weighting)
21
+ Allan Lockhart
22
+ Will Hobman
23
+ Executive Pay in FY22/23
24
+ Total remuneration (£)
25
+ 350k
26
+ 700k
27
+ 1.05m
28
+ 1.4m
29
+ 0k
30
+ Allan
31
+ Lockhart
32
+ Will
33
+ Hobman1
34
+ £1,295,657
35
+ £674,918
36
+ £984,462
37
+ £399,453
38
+ Salary
39
+ Pension
40
+ Benefits
41
+ Annual Bonus
42
+ LTIP
43
+ 2022202320222023
44
+ FY21-23 Performance Share Plan
45
+ 100%
46
+ 0%
47
+ Achievement (% of max)
48
+ 50%
49
+ Measure
50
+ Relative TSR vs
51
+ Peer Group
52
+ Relative Total Accounting
53
+ Return vs Peer Group
54
+ Total
55
+ PSP
56
+ Implementation of Policy in FY24
57
+ Base Salaries Allan Lockhart: £484,100
58
+ Will Hobman: £334,750
59
+ Benefits No change
60
+ Pension Allan Lockhart: 15% of salary to reduce
61
+ at AGM 2023 to 4% of salary
62
+ Will Hobman: 4% of salary
63
+ Annual Bonus Maximum opportunity is 125% of salary
64
+ Performance conditions:
65
+ 75% Corporate Targets
66
+ 25% individual strategic objectives
67
+ 30% deferred into shares for two years
68
+ Long Term
69
+ Incentive Plan
70
+ Grant levels at 100% of salary
71
+ Performance conditions:
72
+ Relative TSR (50%)
73
+ Relative TAR (50%)
74
+ Two-year post-vesting holding
75
+ period applies
76
+ Shareholding
77
+ requirements
78
+ 200% of salary1. Remuneration was pro-rated in 2022 because Will was appointed
79
+ during FY22. No value for the LTIP award vesting is included in 2023
80
+ as the award relates to his employment below board level.
81
+ 121NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ Remuneration Committee Report continued
2
+ Remuneration Policy
3
+ In accordance with the remuneration reporting regulations, the
4
+ remuneration policy as set out below is intended to apply, subject to
5
+ shareholder approval at the 2023 AGM to be held on 26 July 2023,
6
+ for a period of three years from that date.
7
+ Following a detailed review of the remuneration policy and
8
+ shareholder engagement, the following changes are proposed.
9
+ These are limited to modest amendments which do not substantively
10
+ alter the previous policy:
11
+ Pension
12
+ The policy has been updated to reflect that Executive Directors may
13
+ receive a pension contribution in line with the contribution available
14
+ to the wider workforce (currently 4% of salary). The CEO’s pension
15
+ will reduce from 15% of salary to 4% of salary from the date of the
16
+ 2023 AGM.
17
+ Performance Share Plan
18
+ The policy wording in respect of performance conditions has been
19
+ broadened so that non-financial measures may be incorporated
20
+ alongside financial and stock market based measures. This will
21
+ provide greater flexibility to operate the policy in line with the
22
+ evolving business strategy including, potentially, the use of ESG
23
+ based measures. We have also flexibility for the dividend equivalent
24
+ calculation to take into account the holding period (where applicable)
25
+ and not just up to the point of vesting.
26
+ Shareholding guidelines
27
+ The post-employment shareholding guideline has been updated to
28
+ align with the IA guidelines and market best practice such that
29
+ Executive Directors will be required to retain 200% of salary for two
30
+ years post-cessation of employment (or the actual shareholding, if
31
+ lower). Previously the requirement reduced to 100% of salary for the
32
+ second year.
33
+ In addition, we have made some minor wording changes to the policy
34
+ to enhance clarity.
35
+ Decision making process for the determination,
36
+ review and implementation of the policy
37
+ When reviewing the remuneration policy, the Committee considers a
38
+ wide range of factors, including:
39
+ • The Company’s strategic priorities and KPIs and culture and values
40
+ • The remuneration policies and practices for the workforce and the
41
+ cascade of remuneration throughout the Company and where
42
+ practicable improving the consistency of the Executive Directors’
43
+ remuneration policy with that of the workforce
44
+ • The latest guidance from our institutional shareholders, investor
45
+ representative bodies, regulators and statutory requirements
46
+ • The overall market competitiveness of the senior
47
+ executives’ packages
48
+ To manage any potential conflicts of interest, the Committee ensures
49
+ that no individual is involved in discussions regarding their own
50
+ remuneration arrangements.
51
+ The implementation of the Policy is considered annually by the
52
+ Committee for the year ahead in light of the strategic priorities
53
+ and the wider stakeholder experience, whilst incentive targets are
54
+ also reviewed to check if they remain appropriate or need to
55
+ be recalibrated.
56
+ In addition to the decision-making process set out above, the
57
+ Committee addressed the following factors when determining the
58
+ remuneration policy and practices, as recommend by the UK
59
+ Corporate Governance Code:
60
+ 122 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
61
+ Governance
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1
+ Principle Committee approach
2
+ Clarity
3
+ Remuneration arrangements should be transparent and
4
+ promote effective engagement with shareholders and
5
+ the workforce.
6
+ • As noted above there is a consistent approach taken, where possible, in
7
+ relation to the application of the remuneration policy throughout the Company.
8
+ For instance, all employees participate in an annual bonus plan and the PSP.
9
+ • We consult with employees to explain how the policy for Executive Directors
10
+ aligns with the pay and conditions of the workforce other than, for instance,
11
+ where there are more stringent requirements in the Executive Directors’ policy
12
+ for corporate governance reasons.
13
+ Simplicity
14
+ Remuneration structures should avoid complexity and their
15
+ rationale and operation should be easy to understand.
16
+ • The components of our Remuneration Policy are consistent throughout the
17
+ Company so they are simple to operate and communicate.
18
+ Risk
19
+ Remuneration arrangements should ensure reputational
20
+ and other risks from excessive rewards and behavioural
21
+ risks that can arise from target-based incentive plans are
22
+ identified and mitigated.
23
+ • We look carefully at the range of likely performance outcomes when setting
24
+ performance target ranges and use discretion where this leads to an
25
+ inappropriate pay outcome.
26
+ • Bonus deferral, holding periods on LTIP awards, shareholding requirement and
27
+ clawback and malus provisions all help to mitigate risk.
28
+ Predictability
29
+ The range of possible values of rewards to individual
30
+ directors and any other limits or discretions should
31
+ be identified and explained at the time of approving
32
+ the policy.
33
+ • Incentive plans are determined based on a proportion of base salary so there
34
+ is a sensible balance between fixed pay and performance-linked elements.
35
+ • There are provisions to override the formula driven outcome of incentive plans
36
+ and deferral and clawbacks to minimise the likelihood of a poor link between
37
+ reward and performance.
38
+ Proportionality
39
+ The link between individual awards, the delivery
40
+ of strategy and the long-term performance of the
41
+ company should be clear. Outcomes should not
42
+ reward poor performance.
43
+ • Incentive plans are determined based on a proportion of base salary so there
44
+ is a sensible balance between fixed pay and performance-linked elements.
45
+ • There are provisions to override the formula driven outcome of incentive plans
46
+ deferral and clawbacks to ensure that poor performance is not rewarded.
47
+ Alignment to culture
48
+ Incentive schemes should drive behaviours consistent
49
+ with company purpose, values and strategy.
50
+ • All staff are eligible for bonus plans which are approved by the Committee to
51
+ ensure consistency with Company purpose, values and the performance
52
+ measures are linked to the business strategy.
53
+ Remuneration Policy Table Executive Directors
54
+ Element
55
+ Purpose
56
+ & Link to Strategy Operation Maximum Performance Target
57
+ Fixed
58
+ Salary Market competitive
59
+ remuneration base
60
+ reflecting role,
61
+ responsibilities, skills
62
+ and experience
63
+ Normally reviewed annually,
64
+ effective 1 April, although salaries
65
+ may be reviewed more frequently
66
+ or at different times of the year if
67
+ the Committee determines this
68
+ is appropriate.
69
+ Salaries are set taking into account
70
+ the performance of the individual, the
71
+ responsibilities and size of the role,
72
+ salary increases across the Group
73
+ and market data for peer companies.
74
+ Paid in cash monthly.
75
+ There is no prescribed maximum.
76
+ Increases will typically be dependent
77
+ on the results of an annual review in
78
+ the context of the average increase
79
+ for the wider work force, inflation and
80
+ market data.
81
+ Increases will not normally be above
82
+ the level implemented across the
83
+ wider workforce. Increases may be
84
+ above this level, for example if there
85
+ is an increase in the scale, scope or
86
+ responsibility of the role.
87
+ Not applicable.
88
+ Pension To provide
89
+ competitive
90
+ post-retirement
91
+ benefits.
92
+ To assist with
93
+ recruitment and
94
+ retention.
95
+ The Executive Directors may
96
+ participate in the Company’s
97
+ defined contribution plan or receive
98
+ a cash supplement in lieu of pension
99
+ contributions.
100
+ A pension contribution is payable in
101
+ line with the pension available to the
102
+ workforce, currently 4% of salary. The
103
+ CEO’s pension contribution will reduce
104
+ from 15% of salary to this level from the
105
+ 2023 AGM.
106
+ Not applicable.
107
+ Benefits To provide a
108
+ competitive and
109
+ cost-effective
110
+ benefits package.
111
+ To assist with
112
+ recruitment and
113
+ retention.
114
+ The Company provides a range of
115
+ non-pensionable benefits to Executive
116
+ Directors which may include medical
117
+ insurance, life assurance, permanent
118
+ health insurance, holiday and sick pay.
119
+ Other benefits such as relocation
120
+ allowances may be offered if
121
+ considered appropriate and
122
+ reasonable by the Committee.
123
+ Benefits are set at a level which the
124
+ Committee considers appropriate
125
+ when compared to the Company’s
126
+ listed real estate investment trust
127
+ peers.
128
+ There is no prescribed maximum.
129
+ Not applicable.
130
+ 123NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
131
+ The secret flower is a "tulip".
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1
+ Remuneration Committee Report continued
2
+ Executive Directors
3
+ Element
4
+ Purpose &
5
+ Link to Strategy Operation Maximum Performance Target
6
+ Variable
7
+ Bonus To incentivise
8
+ performance in
9
+ the reporting
10
+ year. Targets are
11
+ consistent with
12
+ the Group’s long
13
+ term strategy.
14
+ The deferral of a
15
+ proportion of the
16
+ bonus in shares
17
+ aligns directors’
18
+ interests with
19
+ those of
20
+ shareholders and
21
+ to discourage
22
+ short term
23
+ decision making.
24
+ All measures and targets will be reviewed
25
+ and set annually by the Committee at the
26
+ beginning of the financial year and levels
27
+ of award are determined by the
28
+ Committee after the year end based on
29
+ achievement of performance against the
30
+ stipulated measures and targets.
31
+ The Committee retains an overriding
32
+ discretion to adjust pay-outs from
33
+ formulaic performance condition
34
+ outcomes to ensure that overall bonus
35
+ payments reflect its view of corporate
36
+ performance during the year and are fair
37
+ to both shareholders and participants.
38
+ 30% of the bonus must be deferred into
39
+ shares for two years.
40
+ Vesting of the deferred shares will be
41
+ subject to continued employment.
42
+ The value of the bonus does not
43
+ contribute to the pensionable salary.
44
+ Clawback and malus provisions apply.
45
+ The maximum bonus is 125%
46
+ of salary.
47
+ On target performance would result in
48
+ a bonus payment of 50% of maximum
49
+ bonus. Threshold performance would
50
+ result in bonus payment of up to 25%
51
+ of maximum bonus.
52
+ All measures and
53
+ targets normally relate
54
+ to a financial year of
55
+ the Company and are
56
+ reviewed on an annual
57
+ basis.
58
+ At least 50% of
59
+ the bonus will be
60
+ subject to financial
61
+ performance
62
+ conditions.
63
+ Performance
64
+ Share Plan
65
+ To incentivise
66
+ and reward the
67
+ delivery of returns
68
+ to shareholders
69
+ and sustained
70
+ long-term
71
+ performance.
72
+ Aligns the
73
+ Executive
74
+ Directors’
75
+ interests with
76
+ those of
77
+ shareholders.
78
+ Rewards and
79
+ helps retain/
80
+ recruit executives.
81
+ Discretionary grant of nil-cost options or
82
+ conditional awards of shares.
83
+ Awards normally vest three years from the
84
+ date of award.
85
+ Vesting of awards is subject to
86
+ satisfaction of performance targets
87
+ normally measured over a three-year
88
+ period.
89
+ The Committee retains an overriding
90
+ discretion to adjust the vesting level from
91
+ formulaic performance condition
92
+ outcomes to ensure that the overall level
93
+ of vesting reflects its view of corporate
94
+ performance over the performance period
95
+ and is fair to both shareholders and
96
+ participants.
97
+ A holding period of two years will apply
98
+ following vesting before participants are
99
+ entitled to sell their shares.
100
+ Clawback and malus provisions apply as
101
+ described in the notes to this table.
102
+ The maximum award level permitted
103
+ under the 2016 PSP plan rules and this
104
+ policy is 200% of salary. The normal
105
+ annual award is 100% of salary for all
106
+ Executive Directors.
107
+ Awards would not be increased above
108
+ 100% of base salary without prior
109
+ consultation with shareholders.
110
+ 25% of the award is payable at
111
+ threshold performance.
112
+ Performance targets
113
+ will apply over the
114
+ performance period.
115
+ The Committee will
116
+ determine the
117
+ applicable
118
+ performance targets
119
+ and their weightings to
120
+ ensure they are
121
+ appropriate.
122
+ Performance
123
+ conditions may be
124
+ based on financial,
125
+ stock market based
126
+ and/or non-financial
127
+ measures (including
128
+ strategic and ESG
129
+ measures). A majority
130
+ of the award will be
131
+ based on financial and
132
+ stock market based
133
+ measures.
134
+ Shareholding
135
+ Requirement
136
+ To encourage
137
+ long-term share
138
+ ownership and
139
+ support alignment
140
+ of interests with
141
+ shareholders.
142
+ At least half of the net shares vested under
143
+ the deferred annual bonus and the LTIP
144
+ must be retained until the shareholding
145
+ requirement is met.
146
+ During employment, Executive
147
+ Directors must build up a shareholding
148
+ worth 200% of salary.
149
+ After employment, Executive Directors
150
+ will be required to retain the lower of
151
+ the shareholding requirement during
152
+ employment or actual shareholding at
153
+ cessation for two years. The Committee
154
+ has the discretion to relax this
155
+ requirement in exceptional
156
+ circumstances (e.g. serious ill-health).
157
+ Shares that have been purchased
158
+ voluntarily may be excluded from the
159
+ post-cessation shareholding
160
+ requirement.
161
+ Not applicable
162
+ 124 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
163
+ Governance
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1
+ Remuneration Committee Report continued
2
+ Remuneration Report
3
+ This section sets out how the Directors’ Remuneration Policy
4
+ was implemented during the financial year ended 31 March 2023.
5
+ Where stated, disclosures regarding Director’s remuneration have
6
+ been audited by the Company’s external auditors, PwC. This section,
7
+ together with the Chair’s Statement, is subject to an advisory vote at
8
+ the 2023 AGM.
9
+ Remuneration Committee
10
+ The Remuneration Committee is comprised of all the Non-Executive
11
+ Directors, including the Chair. Karen Miller was appointed to the Board on
12
+ 30 May 2022 and joined the Committee on this date. The Remuneration
13
+ Committee meets at least four times a year, together with adhoc
14
+ meetings when required. It met four times during the year. A Board and
15
+ Committee attendance chart is contained in the Governance report on
16
+ page 106. FY23 Remuneration Committee activity
17
+ May
18
+ • Review outcome of Corporate and personal targets
19
+ for Exec Director bonuses
20
+ • Review and approve ExCo bonuses
21
+ • Consider DBS and PSP awards and targets
22
+ • FY23 targets and objectives
23
+ • Review Remuneration report
24
+
25
+ September
26
+ • Plan and discuss the proposed new Remuneration Policy
27
+ • Review Terms of Reference
28
+
29
+ November
30
+ • Consider the Remuneration Policy proposal
31
+ • Review the shareholder consultation process
32
+
33
+ March
34
+ • Consider shareholder feedback
35
+ • Report from Korn Ferry on developments in market
36
+ practice in remuneration
37
+ • Review wider workforce arrangements and pay policy
38
+ • FY24 targets and objectives
39
+ Committee members
40
+ Alastair Miller: Committee Chair
41
+ Margaret Ford
42
+ Colin Rutherford
43
+ Charlie Parker
44
+ Dr Karen Miller
45
+ The Chief Executive Officer and Chief Operating and People Officer
46
+ were invited to attend all or part of the meetings as relevant. These
47
+ individuals were not present when their own remuneration was
48
+ discussed. The Company Secretary acts as secretary to the Committee.
49
+ Role of the Remuneration Committee
50
+ The role of the Remuneration Committee is to establish a formal and
51
+ transparent procedure for developing and implementing the
52
+ Remuneration Policy. The Policy should have regard to the risk
53
+ appetite of the Company and Executive remuneration should be
54
+ aligned to the Company’s purpose and values and be clearly linked
55
+ to the successful delivery of the Company’s long-term strategy. The
56
+ Committee also reviews the remuneration of the Chair and senior
57
+ executives below Board level. Terms of reference for the
58
+ Remuneration Committee can be found on the Company’s website.
59
+ Other main responsibilities of the Committee are to:
60
+ • ensure that the Directors and executive management are provided
61
+ with appropriate incentives to encourage enhanced performance
62
+ and are, in a fair and responsible manner, rewarded for their
63
+ individual contributions to the success of the Company and to align
64
+ their interests with those of shareholders;
65
+ • attract, retain and motivate Directors and executive management
66
+ of the quality required to run the Company successfully without
67
+ paying more than is necessary, having regard to views of
68
+ shareholders and other stakeholders;
69
+ • review and have regard to workforce remuneration and related
70
+ policies and the alignment of incentives and rewards with culture,
71
+ taking these into account when setting remuneration policy for
72
+ Directors and especially when determining annual salary increases;
73
+ • consider and set the objectives, annual pay and targets for the
74
+ Directors and executive management; and
75
+ • review the operation of the Group’s share incentive schemes and
76
+ the granting and vesting of the schemes.
77
+ Any potential conflicts of interest are managed carefully. No Director
78
+ is present when their own remuneration is being discussed and
79
+ Committee papers are redacted where appropriate to avoid
80
+ individuals seeing proposals before they are discussed by the
81
+ Committee. Each meeting minutes whether there are any potential
82
+ conflicts for any members or attendees.
83
+ Statement of voting at the Annual General Meeting
84
+ The following table summarises the details of votes cast for and against the Directors’ remuneration policy and the Directors’ remuneration
85
+ report at the 2020 and 2022 AGM, along with the number of votes withheld.
86
+ Votes for % Votes against %
87
+ Total shares for
88
+ and against Votes withheld
89
+ That the Directors’ remuneration report be received and
90
+ approved (2022 AGM)
91
+ 130,803,393 91.13 12,735,708 8.87 143,539,101 19,847
92
+ That the Directors’ remuneration policy be received and
93
+ approved (2020 AGM)
94
+ 160,581,406 94.19 9,902,752 5.81 170,484,158 89,031
95
+ 128 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
96
+ Governance
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1
+ Remuneration Committee advisor
2
+ The Committee keeps itself fully informed on developments and best practice in the field of remuneration and it seeks advice from external
3
+ advisers when appropriate. The Committee appoints its own independent remuneration advisers and appointed Korn Ferry in 2018 following a
4
+ competitive process. During the year the Committee continued to retain the services of Korn Ferry. Korn Ferry is a member of the Remuneration
5
+ Consultants Group and signatory to its Code of Conduct which can be found at www.remunerationconsultantsgroup.com. During FY23 Korn
6
+ Ferry did not provide any other services to the Company. Fees charged by Korn Ferry were on a time and materials basis and totalled £47,770
7
+ in the year ended 31 March 2023. The Committee reviews the performance and independence of its advisers on an annual basis and is
8
+ satisfied that the advice provided is objective and independent.
9
+ Total remuneration payable to Directors for FY23 (audited)
10
+ The following tables show a single figure total of remuneration for the year ended 31 March 2023 for each of the Directors and compares this
11
+ figure to the prior year.
12
+ Executive Directors
13
+ Financial Year Salary £ Benefits1£ Pension3£
14
+ Subtotal for
15
+ fixed pay £ Cash bonus £
16
+ Value of bonus
17
+ deferred into
18
+ shares £
19
+ Long-term
20
+ incentive
21
+ plans £
22
+ Subtotal for
23
+ variable pay £ Total £
24
+ Allan Lockhart 2023 470,000 5,001 70,500 545,501 338,870 145,230 266,056 750,156 1,295,657
25
+ 2022 470,000 3,337 70,500 543,837 308,438 132,187 – 440,625 984,462
26
+ Will Hobman2 2023 325,000 2,168 13,000 340,168 234,325 100,425 – 334,750 674,918
27
+ 2022 189,583 855 7,583 198,021 141,002 60,430 – 201,432 399,453
28
+ 1. Benefits are the Directors’ private medical cover.
29
+ 2. Will Hobman was appointed to the Board on 20 August 2021 and the remuneration for FY22 shown is from this date. The value for the bonus has been pro-rated
30
+ from appointment, in FY22. No LTIP vesting is shown in respect of Will Hobman as the award predated his appointment as CFO.
31
+ 3. Allan Lockhart received a pension contribution of 15% of salary. Will Hobman received a pension contribution of 4% of salary.
32
+ Non-Executive Directors
33
+ Financial Year Base Fee £
34
+ Audit Committee
35
+ Chairman £
36
+ Remuneration Committee
37
+ Chairman £
38
+ Senior Independent
39
+ Non-Executive Director £ Total £
40
+ Margaret Ford 2023 160,000 – – – 160,000
41
+ 2022 160,000 – – – 160,000
42
+ Kay Chaldecott1 2023 16,667 – – – 16,667
43
+ 2022 50,000 – – – 50,000
44
+ Alastair Miller 2023 50,000 – 7,500 7,500 65,000
45
+ 2022 50,000 – 7,500 7,500 65,000
46
+ Charlie Parker 2023 50,000 – – – 50,000
47
+ 2022 50,000 – – – 50,000
48
+ Colin Rutherford 2023 50,000 7,500 – – 57,500
49
+ 2022 50,000 7,500 – – 57,500
50
+ Dr Karen Miller2 2023 42,051 – – – 42,051
51
+ 2022 – – – – –
52
+ 1. Kay Chaldecott stepped down from the Board on 26 July 2022.
53
+ 2. Dr Karen Miller was appointed to the Board on 30 May 2022.
54
+ 129NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ Remuneration Committee Report continued
2
+ Annual bonus for the year to 31 March 2023 (audited)
3
+ Executive Directors had the opportunity to earn a bonus up to a maximum of 125% of salary on the basis of the achievement of the following measures.
4
+ The performance against measures to 31 March 2023 are set out in the tables below.
5
+ Weighting Threshold Target Stretch Actual result
6
+ Achievement % of maximum
7
+ available under that element
8
+ Pay-out as a percentage of total
9
+ bonus
10
+ Measure
11
+ 25% of
12
+ maximum
13
+ 50% of
14
+ maximum
15
+ 100% of
16
+ maximum
17
+ Allan
18
+ Lockhart
19
+ Will
20
+ Hobman
21
+ Allan
22
+ Lockhart
23
+ Will
24
+ Hobman
25
+ Corporate
26
+ Total Return vs
27
+ IPD All Retail 25% At index 10% ahead 20% ahead Stretch 100% 100% 25% 25%
28
+ Earnings yield
29
+ (UFFO) 25% <5% below £21.7m
30
+ >5% or
31
+ above £25.8m 100% 100% 25% 25%
32
+ Financial
33
+ LTV 10% <38% <36% <34% 33.9% 100% 100% 10% 10%
34
+ TAR Return 15% <10% 6.7% >10% Miss 0% 0% 0% 0%
35
+ Strategic
36
+ Strategic
37
+ objectives 25% See below 90% 90% 22.5% 22.5%
38
+ A summary of the strategic objectives are shown below:
39
+ Strategic objectives Weighting Assessment of performance by the Committee Achievement
40
+ Allan Lockhart Will Hobman Allan Lockhart Will Hobman
41
+ Cost reductions: unlock further cost saving 5% A further £900k of savings unlocked 5% 5%
42
+ Achieve further disposals from the Workout portfolio 7.5% Disposal of Wakefield and Darlington assets 7.5% 7.5%
43
+ Capital Partnerships: secure additional capital partnerships 5%
44
+ M&G mandate to manage 16 Retail Parks
45
+ and 2 Shopping centres 5% 5%
46
+ ESG
47
+ Green Financing Structure
48
+ GRESB and EPRA Score Maintenance
49
+ Measured Reduction in the Journey to Net-Zero 7.5%
50
+ Achieved target GRESB and EPRA scores
51
+ and progress on Net-Zero see ESG Report
52
+ on pages 54-87 5% 5%
53
+ Total 25% 90% 90% 22.5% 22.5%
54
+ Based on performance to 31 March 2023, the annual bonus outcome for Executive Directors during the year are shown below. The Committee
55
+ is satisfied that no adjustments to the pay-outs is required, and that the outcome is reflective of underlying performance.
56
+ Executive Annual Bonus outcome
57
+ % of maximum % of salary Bonus outcome
58
+ Allan Lockhart 82.5% 103% £484,100
59
+ Will Hobman 82.5% 103% £334,750
60
+ Thirty percent of the bonus will be deferred into shares for two years. Deferred shares are subject to continued employment.
61
+ 130 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
62
+ Governance
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1
+ Long-term Incentive Plans (audited)
2
+ Vesting of Performance Share Plan awards
3
+ Performance Share Plan Awards were granted to Allan Lockhart and Will Hobman on 21 August 2020.
4
+ The performance targets for these awards are shown below:
5
+ Weighting Threshold Target Stretch Actual result
6
+ Vesting
7
+ (% of max)
8
+ Measure 25% of maximum 75% of maximum 100% of maximum
9
+ Total Shareholder Return vs UK REITs1 50% Median 62.5 percentile Upper Quartile Below median 0%
10
+ Total Accounting Return vs UK REITs1 50% Median 62.5 percentile Upper Quartile Below median 100%
11
+ Total 50%
12
+ 1. The UK REIT peer group listed on page 132.
13
+ The targets for the Total Accounting Return element were assessed against performance to 31 March 2023. For the TSR element, performance
14
+ is assessed for a period of three years to 21 August 2023, three years from the date of grant. Based on the Company’s TSR performance to
15
+ 31 January 2023, it is estimated that the TSR element will vest in full. The actual TSR and vesting level will be provided in the FY24 Directors’
16
+ Remuneration Report
17
+ The Committee is comfortable that the formulaic outcome of the LTIP reflects wider business performance and so no discretion has been
18
+ applied. The estimated vesting levels for the FY21 LTIP awards are shown below:
19
+ Executive Grant date Vest date
20
+ Number of shares
21
+ granted
22
+ Estimated number
23
+ of shares to vest
24
+ Value of share
25
+ to vest
26
+ Dividend
27
+ equivalents Estimated value
28
+ Allan Lockhart 21-Aug-20 21-Aug-23 497,354 248,677 £219,507 52,727 £266,056
29
+ Will Hobman 21-Aug-20 21-Aug-23 158,730 79,365 £70,055 16,827 £84,911
30
+ • Allan Lockhart’s FY21 award remains subject to a two-year post-vesting holding period. Will Hobman was the Finance Director (below Board
31
+ level) when the FY21 awards were granted and so no holding period applies. Will Hobman’s awards are therefore not shown on the single
32
+ remuneration table.
33
+ • The value of the shares to vest are based on a three-month average share price of 88.27p to 31 March 2023. This value will be restated in
34
+ the single figure table next year based on the actual share price on the date of vesting.
35
+ • Dividend equivalents include the final dividend declared for FY23 to be paid in August 2023 prior to vesting.
36
+ • The share price at grant was 63p, therefore the share price has increased by 25.27p. As a result, the value attributable to share price
37
+ appreciation is £76,165 for Allan Lockhart and £24,307 for Will Hobman.
38
+ PSP awards granted in the year to 31 March 2023 (audited)
39
+ The following Performance Share Plan awards were granted to Executive Directors as nil cost options on 6 July 2022:
40
+ Executive
41
+ Value of awards at grant date1
42
+ (% salary)
43
+ Number of shares comprising
44
+ award
45
+ % of award vesting at
46
+ threshold Vesting Period End Date Holding Period End Date
47
+ Allan Lockhart £470,000 ( 100%) 532,880 25% 6 July 2025 6 July 2027
48
+ Will Hobman £325,000 (100%) 368,481 25% 6 July 2025 6 July 2027
49
+ 1. The closing price on the day before the grant date has been used to determine the number of shares comprising the award. This was 88.2p.
50
+ Performance will be assessed from 1 April 2022 to 31 March 2025. The targets for both performance conditions are as follows:
51
+ TSR ranking vs. UK REITs (50% of award) Total Accounting Return ranking vs. UK REITs (50% of award) Vesting (% of award)1
52
+ Below threshold Less than Median (50th percentile) Less than Median (50th percentile) 0
53
+ Threshold Equal to Median (50th percentile) Equal to Median (50th percentile) 25
54
+ Equal to 62.5th percentile Equal to 62.5th percentile 75
55
+ Maximum
56
+ Equal to Upper Quartile
57
+ (75th percentile) and above
58
+ Equal to Upper Quartile
59
+ (75th percentile) and above 100
60
+ 1. Vesting is calculated on a straight-line basis between 25%, 75% and 100%.
61
+ 2. 50% of each award may vest based on the Company’s TSR compared to a group of UK REITs.
62
+ 3. 50% of each award may vest based on the Company’s Total Accounting Return (“TAR”) compared to a group of UK REITs that report their NAV on an EPRA basis.
63
+ TAR is defined as the annualised return over the performance period based on the change in EPRA NTA per share and the level of dividends paid per share.
64
+ 131NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ Remuneration Committee Report continued
2
+ The TSR and TAR comparator group was composed of the companies set out in the list below.
3
+ • SEGRO • GREAT PORTLAND ESTATES • UNITE GROUP • LONDONMETRIC PROPERTY
4
+ • LAND SECURITIES GROUP • WORKSPACE GROUP • TRITAX BIG BOX REIT • SAFESTORE HOLDINGS
5
+ • BRITISH LAND • BIG YELLOW GROUP • GRAINGER • UK COMMERCIAL PROPERTY REIT
6
+ • DERWENT LONDON • ASSURA • CLS HOLDINGS • PRIMARY HEALTH PROPERTIES
7
+ • HAMMERSON • SHAFTESBURY CAPITAL
8
+ Deferred Shares granted in the year to 31 March 2023 (audited)
9
+ Awards of Deferred Bonus Shares over the Company’s shares were granted to Executive Directors as nil cost options in FY23 as shown below.
10
+ The deferred share awards are based on 30% of the bonus awarded for the year to 31 March 2022. Vesting of the awards is normally subject to
11
+ continued employment at the date of vesting in two years’ time.
12
+ Executive Number of shares granted1,2 Face value of the award at grant date Grant date Vest date
13
+ Allan Lockhart 148,960 £132,187 6 July 2022 6 July 2024
14
+ Will Hobman 109,255 £96,953 6 July 2022 6 July 2024
15
+ 1. The closing price on the day before the grant date has been used to determine the number of shares comprising the award. This was 88.74p.
16
+ 2. Awards are not subject to performance conditions.
17
+ 3. Vesting of awards is normally subject to continued employment unless an employee leaver is deemed a ‘Good Leaver’.
18
+ 4. Will Hobman was the Finance Director (below Board level) prior to his appointment as CFO. The award of Deferred Bonus Shares is based on his bonus for the
19
+ full financial year.
20
+ Summary of Directors Interests (audited)
21
+ The beneficial interests of the Executive Directors in share awards and share options as at 31 March 2023 are shown in the following tables.
22
+ Allan Lockhart
23
+ Grant Date Plan Vesting by 1
24
+ Share price at
25
+ date of award £
26
+ Exercise
27
+ price £
28
+ At 31 March
29
+ 2022 Granted
30
+ Dividend equivalent
31
+ shares added2 Lapsed Exercised
32
+ At 31 March
33
+ 2023
34
+ May 2018 DBP May 2020 2.86 nil 62,194 – – – – 62,194
35
+ Jun 2019 PSP Jun 2022 1.77 nil 314,327 – – (314,327) – –
36
+ Jun 2019 DBP Jun 2021 1.79 nil 66,952 – – – – 66,952
37
+ Aug 2020 PSP Aug 2023 0.63 nil 537,381 – 44,340 – – 581,721
38
+ Sept 2021 DBP Sept 2023 0.78 nil 37,348 – 3,081 – – 40,429
39
+ Sept 2021 PSP Sept 2024 0.78 nil 622,480 – 51,362 – – 673,842
40
+ July 2022 DBP July 2024 0.88 nil – 148,960 12,290 – – 161,250
41
+ July 2022 PSP July 2025 0.88 nil – 532,880 43,968 – – 576,848
42
+ Total 1,640,683 681,840 155,041 (314,327) – 2,163,236
43
+ Will Hobman
44
+ Grant Date Plan Vesting by 1
45
+ Share price at
46
+ date of award £
47
+ Exercise
48
+ price £
49
+ At 31 March
50
+ 2022 Granted
51
+ Dividend equivalent
52
+ shares added2 Lapsed Exercised3
53
+ At 31 March
54
+ 2023
55
+ Jun 2019 PSP Jun 2022 1.77 nil 70,220 – – (70,220) – –
56
+ Aug 2020 DBP Aug 2022 0.63 nil 48,668 – – – (48,668) –
57
+ Aug 2020 PSP Aug 2023 0.63 nil 171,504 – 14,151 – – 185,655
58
+ Sept 2021 DBP Sept 2023 0.78 nil 21,852 – 1,802 – – 23,654
59
+ Sept 2021 PSP Sept 2024 0.78 nil 271,507 – 22,402 – – 293,909
60
+ July 2022 DBP July 2024 0.88 nil – 109,255 9,014 – – 118,269
61
+ July 2022 PSP July 2025 0.88 nil – 368,481 30,404 – – 398,885
62
+ Total 583,752 477,736 77,773 (70,220) (48,668) 1,020,373
63
+ 1. A holding period of two years is applied following vesting.
64
+ 2. The right to dividends is accrued and is only payable if and to the extent that the awards vest. The FY23 final dividend declared is not included in this figure.
65
+ 3. Will’s awards were exercised on 25 November 2022, some of the shares were sold to cover tax at a share price of 71.3p. The aggregate gain from exercising
66
+ this award was £34,840.
67
+ DBP = Deferred Bonus Plan.
68
+ PSP = Performance Share Plan.
69
+
70
+ 132 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
71
+ Governance
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1
+ Details of the Directors’ shareholdings and rights to shares (audited)
2
+ It is the Board’s policy that Executive Directors build up and retain a minimum shareholding of 200% of base salary. Beneficially owned shares,
3
+ the net of tax value of vested and unvested DBP awards plus vested but unexercised PSP awards may be counted towards the value of the
4
+ executives’ shareholdings for the purposes of the 200% holding guideline.
5
+ The beneficial interests of Directors who served during the year, in the shares of the Company are as follows:
6
+ Beneficially
7
+ owned
8
+ shares held
9
+ at 31 March
10
+ 2023
11
+ Value of
12
+ beneficially
13
+ owned shares
14
+ as % of salary1
15
+ Vested DBP 
16
+ awards held at
17
+ 31 March
18
+ 20232
19
+ Vested but
20
+ unexercised PSP
21
+ awards held at
22
+ 31 March 2023
23
+ Unvested DBP
24
+ awards held at
25
+ 31 March
26
+ 2023
27
+ Value of
28
+ holdings
29
+ including
30
+ vested and
31
+ unvested DBP
32
+ and PSP1
33
+ Unvested PSP
34
+ awards held at
35
+ 31 March
36
+ 2023
37
+ Total held as at
38
+ 31 March 2023
39
+ Shareholding %
40
+ of salary
41
+ Allan Lockhart 374,286 63% 129,146 – 201,679 119% 1,832,411 2,537,522 119% (unmet)
42
+ Will Hobman 188,517 46% – – 141,923 80% 878,449 1,208,889 80% (unmet)
43
+ Margaret Ford 106,440 – – – – 106,440 N/A
44
+ Alastair Miller 69,806 – – – – – – 69,806 N/A
45
+ Colin Rutherford – – – – – – – – N/A
46
+ Charlie Parker 11,454 – – – – – – 11,454 N/A
47
+ Dr Karen Miller – – – – – – – – N/A
48
+ 1. Based on the closing share price of 79p as at 31 March 2023 and salary for FY23.
49
+ 2. Includes dividend equivalent shares added to that date. Although vested these awards have not yet been exercised.
50
+ 3. All awards are nil cost awards.
51
+ 4. Vested but unexercised PSPs are not subject to performance conditions. Unvested PSPs are subject to performance conditions. Outstanding DBP awards are not
52
+ subject to performance conditions. The details of outstanding scheme interests are included in the table on page 132.
53
+ 5. At least half of the net shares vested under the deferred annual bonus and the PSP must be retained until the shareholding requirement is met.
54
+ DBP = Deferred Bonus Plan.
55
+ PSP = Performance Share Plan.
56
+ There have been no changes in the number of shares held from 31 March 2023 to 12 June 2023, being the latest practicable date before the
57
+ publication of this Annual Report.
58
+ Payments for loss of office and to past Directors (audited)
59
+ Kay Chaldecott stepped down from the Board on 26 July 2022 and received fees to that date of £16,677. There were no additional payments.
60
+ 133NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ Remuneration Committee Report continued
2
+ Historic Total Shareholder Return performance and Chief Executive Officer remuneration
3
+ The following information allows comparison of the Company’s TSR (based on share price growth and dividends reinvested) with the
4
+ remuneration of the CEO over the last ten years, together with bonus and LTIP pay-outs (as a percentage of the maximum).
5
+ NewRiver FTSE 350 REIT FTSE 250
6
+ 50
7
+ 100
8
+ 150
9
+ 200
10
+ 250
11
+ FY23FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22
12
+ The chart shows the Company’s TSR and that of the FTSE250 and the FTSE350 REIT Indices based on an initial investment of £100 on
13
+ 1 April 2013 and values at intervening financial year ends over a ten-year period to 31 March 2023. These are considered to be appropriate
14
+ benchmarks for the graph as the Company was a constituent of these indices during the financial years shown.
15
+ 2014 2015 2016 2017 2018 2019 20201 2021 2022 2023
16
+ David
17
+ Lockhart
18
+ David
19
+ Lockhart
20
+ David
21
+ Lockhart
22
+ David
23
+ Lockhart
24
+ David
25
+ Lockhart
26
+ Allan
27
+ Lockhart
28
+ Allan
29
+ Lockhart
30
+ Allan
31
+ Lockhart
32
+ Allan
33
+ Lockhart
34
+ Allan
35
+ Lockhart
36
+ Total remuneration
37
+ (£) 642,000 850,000 1,792,205 1,341,958 1,012,946 911,972 543,239 637,339 984,462 1,295,657
38
+ Annual bonus
39
+ (% of max) 69.0 70.0 100.0 66.7 77.3 64.0 – 20.0 75.0 82.5
40
+ Total LTIP vesting
41
+ (% of max) – – 50.0 76.3 13.1 – – – – 50.0
42
+ 1. Allan Lockhart received no bonus in 2020
43
+ CEO pay ratio
44
+ As the Company has less than 250 employees, we are not required to disclose the CEO pay ratio. We however consider it appropriate to
45
+ disclose our pay ratios on a voluntary basis as we are committed to supporting strong governance and transparency. The ratio of the CEO’s pay
46
+ to the 25th, 50th and 75th percentile is shown overleaf, along with the total pay for the employees at the three quartiles.
47
+ We have based the calculation on the methodology outlined in Option A under the regulations, although, we have chosen not to disclose the
48
+ three salary levels for the relevant employees to allow a simpler comparison with the total pay of the CEO. This method is, in the Committee’s
49
+ view, the most comprehensive and accurate reflection of the remuneration picture across our employee population.
50
+ The ratio calculated by reference to actual pay rates on 25 May 2023 and based on the CEO’s full salary.
51
+ The CEO pay ratio is broadly in line with the ratio last year. The Committee has used the ratio as part of the overall review of the policy and is
52
+ comfortable that the ratio is a fair reflection of the differences to the level of pay of the CEO compared to the workforce generally.
53
+ Year Method 25th percentile pay ratio Median pay ratio 75th percentile pay ratio
54
+ FY23 Option A 6.6:1 12.6:1 19.2:1
55
+ FY22 Option A 7:1 12.7:1 17.2:1
56
+ FY21 Option A 7:1 9:1 19:1
57
+ FY20 Option A 8:1 17:1 34:1
58
+ The total pay for the individuals identified at the Lower quartile, Median and Upper quartile positions are set out below:
59
+ FY23
60
+ Total Pay
61
+ Upper quartile £196,932
62
+ Median £102,551
63
+ Lower quartile £67,469
64
+ 134 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
65
+ Governance
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1
+ Annual percentage change in remuneration of Directors and employees
2
+ The table below sets out the percentage change in base salary, value of taxable benefits and bonus for all the Directors compared with the
3
+ average percentage change for employees.
4
+ FY22/FY23 FY21/22 FY20/FY21
5
+ Directors Salary/fee Benefits Annual Bonus Salary/fee Benefits Annual Bonus Salary/fee Benefits Annual Bonus
6
+ Executive Directors
7
+ Allan Lockhart 0% 49.9% 9.9% 0% 18% 369% 0% 0% 100%
8
+ Will Hobman1 0% 32.9% 8.5% N/A N/A N/A N/A N/A N/A
9
+ Non-Executive Directors
10
+ Margaret Ford 0% N/A N/A 0% N/A N/A 0% N/A N/A
11
+ Kay Chaldecott2 0% N/A N/A -6% N/A N/A 0% N/A N/A
12
+ Alastair Miller 0% N/A N/A 0% N/A N/A 0% N/A N/A
13
+ Charlie Parker 0% N/A N/A 0% N/A N/A 0% N/A N/A
14
+ Colin Rutherford 0% N/A N/A 6% N/A N/A 0% N/A N/A
15
+ Dr Karen Miller3 N/A N/A N/A N/A N/A N/A N/A N/A N/A
16
+ All Employees4 5% 37% 6% 5.15% 20% 96% 0% 0% 100%
17
+ 1. Will Hobman was appointed to the Board on 20 August 2021 for ease of comparison, we have compared his pay on a pro-rated basis.
18
+ 2. Kay Chaldecott stepped down from the Board on 26 July 2022 for ease of comparison, we have compared her pay on a pro-rated basis
19
+ 3. Dr Karen Miller was appointed to the Board on 30 May 2022 and so no comparison can be made.
20
+ 4. All employees are used as there are no employees of the listed parent company.
21
+ Relative importance of spend on pay
22
+ The table below shows employee pay and distributions to shareholders for FY23 and FY22.
23
+ FY23 £’000 FY22 £’000 % difference from prior year
24
+ Total spend on employee pay1 6,292 7,614 (17.3%)
25
+ Total distributions to shareholders 20,863 21,661 (3.7%)
26
+ Share Buy Backs – – 0%
27
+ 1. Includes salaries, bonuses, social security costs and pension costs as shown in the notes to the Financial Statements.
28
+ Implementation of policy in FY24
29
+ The section below sets out the implementation of the proposed remuneration policy in FY24 which has been set in line with the remuneration
30
+ policy to be put to shareholders at the 2023 AGM. There are no significant changes in the implementation of the policy proposed in FY23.
31
+ Salaries and fees
32
+ During the year the Committee reviewed the salary increases for the wider workforce taking into account high inflation and the increase in cost
33
+ of living. As a result, the wider workforce received an average increase of 5%.
34
+ The Committee reviewed the base salary levels for Executive Directors and determined that the salaries should be increased by 3%. The base
35
+ salaries for FY24 are set out below:
36
+ Executive Salary for FY23 Salary for FY24 % increase
37
+ Allan Lockhart – Chief Executive Officer £470,000 £484,100 3%
38
+ Will Hobman – Chief Financial Officer £325,000 £334,750 3%
39
+ The Committee also reviewed the Chair fees and the Board (minus the Non-Executive Directors) reviewed the Non-Executive Director fees and
40
+ concluded that there should be a similar 3% increase to base fees and Committee Chair Fees. The fees for the Chairman and Non-Executive
41
+ Directors in FY24 are set out below:
42
+ Director Fees for FY23 Fees for FY24 % increase
43
+ Chairman £160,000 £164,800 3%
44
+ Basic fee for a Non-Executive Director £50,000 £51,500 3%
45
+ Additional fee for serving as Chairman of the Audit
46
+ and Remuneration Committees £7,500 £7,725 3%
47
+ Additional fee for serving as the Senior Independent
48
+ Non-Executive Director £7,500 £7,725 3%
49
+ • The Non-Executive Directors’ fees were last increased in April 2018
50
+ 135NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ Investment
2
+
3
+ Market wide yield expansion
4
+ 2022 started strongly with transaction volumes improving
5
+ across all retail sub-sectors for the first time since 2013
6
+ attracted by the relative discount to other property sectors.
7
+ However activity in the second half was relatively muted as
8
+ rising interest rates led to re-pricing across most sectors.
9
+ Retail values were to a lesser extent impacted due to the
10
+ re-basing it already experienced during the pandemic whilst
11
+ other sectors saw its first outward yield shift in years. The MSCI
12
+ March 2023 Quarterly index saw capital value declines in the
13
+ 12 months to March 2023 to -23% in Industrial, Offices at -15%,
14
+ Retail Warehouses at -12% and Shopping Centres at -11%.
15
+ This decline was primarily within the 3 months to December
16
+ 2022 with capital values broadly stable since, save for
17
+ Offices which declined -2.4% in the 3 months to March 2023.
18
+ Retail Warehouse Market – Stability Resumed
19
+ The Retail Warehouse market has continued to attract strong
20
+ investor demand with £3.4 billion transacted across 152 deals in
21
+ 2022. Despite a quiet end to the year as property investment
22
+ paused, the significant activity in the first half of the year
23
+ resulted in 2022 being the 3rd largest year in the past 10 years
24
+ and 21% above the average transaction volume across the same
25
+ period. Average transaction size has increased year on year
26
+ due to investor confidence in multi-let retail parks and 2022 saw
27
+ some of the sector’s large single asset transactions. Stability has
28
+ returned to the Retail Warehouse market in 2023 and investors
29
+ remain attracted by the robust occupational story, appeal to
30
+ consumer and attractive yield and high quality income versus
31
+ other sectors relative to the risk profile.
32
+ Shopping Centre Market – Risk Already Priced In
33
+ The Shopping Centre market also experienced a buoyant start
34
+ to 2022 following its recovery in 2021 and by the end of the first
35
+ half of 2022 was exceeding 2021 levels. 2022 saw £1.53 billion
36
+ transacted across 66 transactions with a notable increase in
37
+ activity on £50m – £100m centres with 9 transacting in 2022, up
38
+ from only 3 in 2021. There have been a wide range of buyers
39
+ from developers, property companies and private investors to
40
+ owner occupiers and international investors. The impact of the
41
+ ongoing cost of living crisis and higher interest rate environment
42
+ is to a large extent already price in and although the
43
+ £235 million transacted in Q1 is considered low, this is due to a
44
+ lack of stock whilst capital targeting the sector has increased
45
+ given the sector is no longer just considered a counter-cyclical
46
+ play. Investors have been attracted by the strong fundamental
47
+ income, already high re-based yield and premium against bond
48
+ rates and other property sectors.
49
+ (7.9)
50
+ 2.3
51
+ (5.1)
52
+ (6.8)
53
+ (15.7)
54
+ (12.2)
55
+ (20.4)
56
+ NewRiver
57
+ Retail
58
+ Shopping
59
+ Centres
60
+ Retail
61
+ Warehouse
62
+ Supermarket
63
+ Office
64
+ Industrial
65
+ (12.7)
66
+ (6.2)
67
+ (10.8)
68
+ (12.1)
69
+ (19.9)
70
+ (15.3)
71
+ (23.2)
72
+ NewRiver
73
+ Retail
74
+ Shopping
75
+ Centres
76
+ Retail
77
+ Warehouse
78
+ Supermarket
79
+ Office
80
+ Industrial
81
+ 5.4
82
+ 9.0
83
+ 6.4
84
+ 5.9
85
+ 5.2
86
+ 3.6
87
+ 3.6
88
+ NewRiver
89
+ Retail
90
+ Shopping
91
+ Centres
92
+ Retail
93
+ Warehouse
94
+ Supermarket
95
+ Office
96
+ Industrial
97
+ Total Return
98
+ MSCI UK Sector 12 Month Return
99
+ (%)
100
+ Capital Return
101
+ Income Return
102
+ Source: MSCI
103
+ 16 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
104
+ Strategic Report
105
+ Our marketplace continued
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1
+ 0
2
+ 200
3
+ 400
4
+ 600
5
+ 800
6
+ 1,000
7
+ 1,200
8
+ 1,400
9
+ 1,600
10
+ 1,800
11
+ 0
12
+ 10
13
+ 20
14
+ 30
15
+ 40
16
+ 50
17
+ 60
18
+ 70
19
+ 80
20
+ Transaction Vol (LHS)
21
+ 2017 2018 2019 2020 2021 2022
22
+ No of Deals (RHS)
23
+ Transaction Volumes £m
24
+ No. of transactions
25
+ 0
26
+ 500
27
+ 1,000
28
+ 1,500
29
+ 2,000
30
+ 2,500
31
+ 3,000
32
+ 3,500
33
+ 4,000
34
+ 4,500
35
+ 5,000
36
+ 0
37
+ 20
38
+ 40
39
+ 60
40
+ 80
41
+ 100
42
+ 120
43
+ 140
44
+ 160
45
+ 180
46
+ 200
47
+ 2012
48
+ 2013
49
+ 2014
50
+ 2015
51
+ 2016
52
+ 2017
53
+ 2018
54
+ 2019
55
+ 2020
56
+ 2021
57
+ 2022
58
+ No of Deals (RHS)Transaction Vol (LHS)
59
+ Transaction Volumes £m
60
+ No. of transactions
61
+ Retail Warehouse Transaction Volumes
62
+ Shopping Centre Transactions Volumes
63
+ NewRiver’s response
64
+ • NewRiver’s portfolio like-for-like valuation decline of 4.7% in the
65
+ second half of the year represents a significant outperformance
66
+ versus the MSCI All Retail Index which experienced a capital
67
+ decline of -10.8%. Core Shopping Centres, representing 37%
68
+ of the total portfolio, were broadly stable in the second half and
69
+ Retail Parks, representing 28% of the total portfolio, recorded
70
+ a modest 3.5% decline due to market driven yield movement,
71
+ partially offset by positive ERV growth
72
+ • Our Retail Warehouse portfolio NIY now stands at 7.0%, an
73
+ outward yield shift of +35bps in second half of the year and
74
+ +80bps above its MSCI benchmark. From March 2021 to March
75
+ 2022 the MSCI Retail Warehouse index experienced 130bps
76
+ yield compression with the NIY peaking at 5.5% at which point
77
+ the yield gap to NewRiver widened from +40bps to +80bps.
78
+ As such, the MSCI index has seen greater volatility as yield
79
+ movements reversed especially at this lower yield level.
80
+ • Our Core Shopping Centre portfolio NIY now stands at 9.6%,
81
+ +210 bps above its MSCI benchmark. Valuations have been
82
+ in part insulated from the overall market movements due
83
+ to the strong operational performance over the financial year,
84
+ affordable rental levels and already high yield and delivered
85
+ a -0.7% valuation decline for the year.
86
+ • The NewRiver portfolio has significantly outperformed its MSCI
87
+ Benchmark due to its strong income component and more
88
+ stable valuations. This has resulted in a Total Return
89
+ outperformance of +1,020bps, with an outperformance in Capital
90
+ Return of +660bps and Income Return of +350bps.
91
+ • Liquidity is expected to return to the market as the peak
92
+ uncertainty has now passed and investors can now assess
93
+ and price in a relatively calmer market. A key attraction will
94
+ be the high income component of the retail market, a key driver
95
+ of total returns in 2023, which is hard to match in other sectors.
96
+ Source: Savills
97
+ Source: Cushman & Wakefield
98
+ 17NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ 2023 Financial Highlights
2
+ NewRiver is a leading Real Estate Investment Trust
3
+ specialising in buying, managing and developing
4
+ resilient retail assets across the UK that provide
5
+ essential goods and services whilst supporting
6
+ the development of thriving communities.
7
+ NewRiver has a Premium Listing on the Main Market
8
+ of the London Stock Exchange (ticker: NRR).
9
+ Contents
10
+ Financial Statements
11
+ Independent Auditors’ Report 141
12
+ Consolidated Statement of
13
+ Comprehensive Income 149
14
+ Consolidated Balance Sheet 150
15
+ Consolidated Cash Flow Statement 151
16
+ Consolidated Statement of Changes
17
+ in Equity
18
+ 152
19
+ Notes to the Financial Statements 153
20
+ Company Balance Sheet 180
21
+ Statement of Changes in Equity 181
22
+ Notes to the Financial Statements 182
23
+ Alternative Performance Measures 187
24
+ EPRA Performance Measures 188
25
+ Glossary 194
26
+ Company information 196
27
+ Governance
28
+ The Chair’s letter on governance 97
29
+ Our leadership team 98
30
+ Board leadership and
31
+ Company purpose
32
+ 101
33
+ Nomination Committee Report 109
34
+ Audit Committee Report 113
35
+ Remuneration Report 119
36
+ Directors’ Report 137
37
+ Statement of Directors’ responsibilities 140
38
+ Retail Underlying Funds
39
+ From Operations (UFFO)1
40
+ Ordinary Dividend
41
+ Per Share
42
+ Total
43
+ Accounting Return
44
+ Retail UFFO
45
+ Per Share1
46
+ Portfolio Valuation
47
+ Performance
48
+ Key
49
+ Performance versus previous year
50
+ IFRS
51
+ Loss After Tax
52
+ Loan To Value
53
+ £25.8m
54
+ 6.7p
55
+ -4.6%
56
+ 8.3p
57
+ -5.9%
58
+ £(16.8)m
59
+ 33.9%
60
+ FY22: £20.5m
61
+ FY21: £19.5m
62
+ FY22: 7.4p
63
+ FY21: 3.0p
64
+ FY22: -6.6%
65
+ FY21: -24.9%
66
+ FY22: 6.7p
67
+ FY21: 6.4p
68
+ FY22: -0.9%
69
+ FY21: -13.6%
70
+ FY22: £(26.6)m
71
+ FY21: £(150.5)m
72
+ FY22: 34.1%
73
+ FY21: 50.6%
74
+ Net debt
75
+ £201.3m
76
+ FY22: £221.5m
77
+ FY21: £493.3m
78
+ Improved
79
+ Declined
80
+ Maintained
81
+ Strategic Report
82
+ Chair’s statement 2
83
+ Overview 4
84
+ Our business 6
85
+ Chief Executive’s review 8
86
+ Our marketplace 12
87
+ Our business model 18
88
+ Stakeholder engagement 20
89
+ Key performance indicators 28
90
+ Portfolio review 32
91
+ Our platform 42
92
+ Finance review 46
93
+ Our ESG approach 54
94
+ Principal risks and uncertainties 88
95
+ Viability statement 95
96
+ 1. Retail UFFO is UFFO from continuing operations and excludes contribution from Hawthorn
97
+ in FY22 prior to its disposal on 20 August 2021, see Note 12 to the Financial Statements
NewRiver/NewRiver_200Pages/Text_TextNeedles/NewRiver_200Pages_TextNeedles_page_20.txt ADDED
@@ -0,0 +1,60 @@
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1
+ Our purpose
2
+ To own, manage and develop
3
+ resilient retail assets across the UK that
4
+ provide essential goods and services
5
+ and support the development of
6
+ thriving communities.
7
+ What sets us apart
8
+ Our resilient and focused portfolio,
9
+ market leading operating platform
10
+ and financial flexibility mean we
11
+ are optimally positioned for
12
+ future growth and to achieve
13
+ our objective of a consistent
14
+ 10% Total Accounting Return.
15
+ 3. Flexible
16
+ balance sheet
17
+ Our operating platform is underpinned
18
+ by a conservative, unsecured balance
19
+ sheet. We are focused on maintaining
20
+ our prudent covenant headroom position
21
+ and have access to significant cash
22
+ reserves which provide us with the
23
+ flexibility to pursue opportunities which
24
+ support our strategy for growth.
25
+ 1. Disciplined
26
+ capital allocation
27
+ We assess the long-term resilience of our
28
+ assets, with capital allocation decisions made by
29
+ comparing risk adjusted returns on our assets to
30
+ those available from other uses of capital.
31
+ Capital allocation decision include investing into our
32
+ portfolio, acquiring assets in the direct real estate
33
+ market and share buybacks. Assets can be
34
+ acquired either on our balance sheet or in capital
35
+ partnerships. Our significant market experience
36
+ allows us to price risk appropriately, and our low
37
+ average lot sizes enhance liquidity which
38
+ means we can execute disposals
39
+ quickly and effectively.
40
+ 2. Leveraging
41
+ our platform
42
+ We leverage our market leading platform to
43
+ enhance and protect income returns through
44
+ active asset management across our assets
45
+ and on behalf of our capital partnerships; the
46
+ latter also provide enhanced returns through
47
+ fee income and the opportunity to receive
48
+ promote fees. We also create income and
49
+ capital growth through our Regeneration
50
+ activity in a capital light way, principally
51
+ residential-led, focused on replacing surplus
52
+ retail space with much needed new homes.
53
+ Underpinned by a committed ESG strategy
54
+ 18 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
55
+ Strategic Report
56
+ Strategic report
57
+ Our business model
58
+ Delivering value for
59
+ our stakeholders
60
+ Strategic Report
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1
+ 19NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
2
+ Our sustainable approach
3
+ Stakeholder value created
4
+ Our business model is underpinned
5
+ by our active ESG programme using
6
+ industry-recognised indices to track
7
+ our sustainability performance.
8
+ Our team
9
+ The success of the Company comes from
10
+ its people. We have created a collaborative
11
+ and flexible working environment and
12
+ provide support for the team to unlock their
13
+ full potential. We are proud of our retention
14
+ rate which demonstrates the value of our
15
+ people- centric approach.
16
+ Our communities
17
+ Our assets are located in the heart of
18
+ communities throughout the UK and
19
+ play an integral role in the lives of our
20
+ customers. In many locations we are a
21
+ major investor in the town and we take
22
+ this responsibility very seriously, working
23
+ hard to meet the everyday needs of local
24
+ people and support causes that matter to
25
+ the communities we serve.
26
+ Our shareholders
27
+ Our shareholders are the ultimate owners
28
+ of our business. In order to continue to grow
29
+ the business we aim to ensure our investors
30
+ understand and support the Company’s
31
+ strategy, business model, investment case
32
+ and progress. We actively engage with
33
+ shareholders to provide regular business
34
+ updates through corporate communications,
35
+ in-person and digital meetings as well
36
+ site visits.
37
+ 75%
38
+ team retention of 5+ years
39
+ 63
40
+ No. of different UK communities we are
41
+ directly invested in or manage assets within
42
+ 96
43
+ FY23 investor meetings
44
+ See page 22 for more information See page 24 for more information See page 26 for more information
45
+ Our capital partners
46
+ Capital partnerships are an important part
47
+ of our business, contributing to overall
48
+ earnings growth. Our capital partners
49
+ leverage our market leading platform by
50
+ allowing us to manage and improve the
51
+ performance of their assets. Capital
52
+ partnerships allow us to acquire assets in a
53
+ capital light way and receive proportional
54
+ rental income, as well as enhance our
55
+ returns from asset management fees with
56
+ the potential to receive financial promotes
57
+ linked to performance.
58
+ Our occupiers
59
+ When our occupiers thrive then so too can
60
+ NewRiver. We continuously nurture our
61
+ working relationships with our occupiers
62
+ so we can better understand their needs
63
+ and potential challenges or opportunities
64
+ and ensure our portfolio is best placed to
65
+ accommodate them.
66
+ We are proud to see so many of our
67
+ occupiers choose to remain in our portfolio
68
+ at the point of potential exit.
69
+ Our environment
70
+ The real estate industry has a critical role to
71
+ play in protecting the long-term sustainability
72
+ of our planet. We take our role as the
73
+ custodians of assets within the community
74
+ very seriously, and that involves integrating
75
+ our sustainability strategy across all aspects
76
+ of our business from head office to asset level
77
+ and our local communities.
78
+ 24
79
+ Number of capital partnership assets
80
+ under management (April 2023)
81
+ 19 x retail parks and 5 x shopping centres
82
+ 92%
83
+ FY23 occupier retention rate
84
+ 1st
85
+ NewRiver ranked first place in the
86
+ GRESB Management module out of
87
+ 901 participants across Europe
88
+ See page 44 for more information See page 6 for more information See page 58 for more information
89
+ NewRiver was named in the
90
+ Sunday Times Best Places
91
+ to Work 2023
92
+ We are delighted to have been acknowledged post-
93
+ period in the ‘small organisation’ category (10-49
94
+ employees) in The Sunday Times Best Places to
95
+ Work 2023 for our wide-ranging benefits package
96
+ and ongoing commitment to supporting our team and
97
+ their career development in a collaborative, diverse
98
+ and inclusive culture.
99
+ See page 20
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1
+ OUR STAKEHOLDERS
2
+ The success of our business is underpinned by our best in class
3
+ team and effective relationships with our multiple stakeholders.
4
+ We are proud of our highly motivated, collaborative and well-balanced
5
+ team with a near 50:50 gender split. Our team continue to focus on
6
+ helping drive the business forward whilst also advancing their own
7
+ career development. We foster strong working relationships with
8
+ our wider stakeholders who collectively help us deliver on our
9
+ strategy, business model and ongoing success. We recognise that
10
+ our stakeholders have a range of varying priorities and concerns
11
+ and we endeavour to incorporate these into our own strategic
12
+ decision-making.
13
+ Board engagement
14
+ Critical to effective corporate Governance is how the Board aligns
15
+ strategic decisions with the Company’s purpose, values, strategy and
16
+ stakeholders. The NewRiver Board has a clear stakeholder engagement
17
+ plan, regularly consulting with the NewRiver team, who in turn manage
18
+ and foster the relationships with our occupiers, key partners and advisers.
19
+ Stakeholder engagement
20
+ Authentic stakeholder engagement
21
+ underpins our business
22
+ NewRiver was named in the Sunday
23
+ Times Best Places to Work 2023
24
+ We are delighted to have been acknowledged in May 2023 in the
25
+ ‘small organisation’ category (10-49 employees) in The Sunday Times
26
+ Best Places to Work 2023 for our wide-ranging benefits package and
27
+ ongoing commitment to supporting our team and their career
28
+ development in a collaborative, diverse and inclusive culture.
29
+ We received positive survey results with strong approval and
30
+ engagement ratings of 82% with a “confidence in management”
31
+ score of 80% and achieved a rate of “Excellent” across all areas.
32
+ At NewRiver we provide a flexible working environment to suit the
33
+ different lifestyles of our team, and important policies including
34
+ full-private medical cover, ‘gender-agnostic’ shared parental leave and
35
+ wider flexible working patterns were recognised by the Sunday Times.
36
+ Our commitment to offering colleagues practical support for career
37
+ development and empowerment, providing the best possible
38
+ opportunity for them to develop their careers was also recognised.
39
+ The Sunday Times equally acknowledged that our team are rewarded
40
+ with a fully paid six-week sabbatical after 10 years of service.
41
+ Our Stakeholders include:
42
+ Local
43
+ Authorities
44
+ Shareholders
45
+ Environment
46
+ Occupiers
47
+ Capital
48
+ Partners
49
+ Team
50
+ Lenders
51
+ Communities
52
+ 20 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
53
+ Strategic Report
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1
+ “At NewRiver people are our greatest asset and it is
2
+ therefore an honour to have been named in The
3
+ Sunday Times Best Places to Work 2023. The fact that
4
+ 75% of the NewRiver team have been at the company
5
+ for more than five years is testament to the positive
6
+ working environment and culture that we have built.
7
+ We are a driven, collaborative and well-balanced team
8
+ with a near 50:50 gender split and indeed it is the
9
+ team themselves that actively participate in creating
10
+ such a positive and attractive environment. I would like
11
+ to take this opportunity to thank the entire NewRiver
12
+ team for all their hard work in helping to continue to
13
+ drive the business forward. It would not have been
14
+ possible without each and every one of them.”
15
+ Edith Monfries
16
+ Chief Operating and People Officer at NewRiver REIT
17
+ 46
18
+ Employees
19
+ 75%
20
+ Of our team have
21
+ worked at NewRiver
22
+ for 5+ years
23
+ 26
24
+ Hours of training per
25
+ employee this year
26
+ 1,150
27
+ Total hours of
28
+ training this year
29
+ 70%
30
+ Of our team undertook
31
+ professional training 
32
+ during the year
33
+ 64%
34
+ Of our team have
35
+ professional
36
+ qualifications
37
+ 94
38
+ Hours of volunteer support
39
+ dedicated to the Trussell Trust
40
+ SECTION 172(1) STATEMENT
41
+ The Directors consider, both individually and collectively, that they have acted in the way they consider, in good faith, would be most likely to
42
+ promote the success of the Company for the benefit of its members as a whole (having regard to the stakeholders and matters set out in
43
+ section 172(1)(a-f) of the Companies Act 2006) in the decisions taken during the year ended 31 March 2023.
44
+ Details of our key stakeholders and how the Board engages with them can be found in the strategic report on page 20. Further details of the
45
+ Board activities and principal decisions are set out on page 103 providing insight into how the Board makes decisions and their link to strategy.
46
+ Other disclosures relating to our consideration of the matters set out in s172(1)(a-f) of Act can be found as follows:
47
+ S172 factor Our approach
48
+ the likely consequence of any
49
+ decision in the long term
50
+ As a Board of a REIT owning assets which also include a risk-controlled development pipeline, the Board
51
+ is always conscious of the long term. Looking to the future the Board and Executive Committee regularly
52
+ assess the overall corporate strategy and acquisition, asset management and disposal decisions in the
53
+ context of current and future long-term trends and markets. We closely assess the latest trends reported
54
+ by CACI, our research provider, to ensure we are aligned with evolving trends. These insights and the
55
+ Board’s own extensive experience steer the long-term strategic direction.
56
+ the interests of the
57
+ company’s employees
58
+ We have a small workforce which allows a naturally close proximity between them and the Board making
59
+ it easy for the Board to engage with staff directly especially as the Directors regularly visit the London
60
+ office and other sites. This year the Directors have been able to visit the assets and the London office
61
+ more freely and attend social events with staff.
62
+ the need to foster the company’s
63
+ business relationships with
64
+ suppliers, customers and others
65
+ The Board is committed to fostering the Company’s business relationships with occupiers, local
66
+ authorities and other stakeholders. These stakeholders are key to our business model and therefore
67
+ members of the Exco (including Board members) have direct responsibilities for managing and
68
+ developing these relationships. Board site visits during the year have helped these relationships and
69
+ understanding the needs of these stakeholders.
70
+ the impact of the company’s
71
+ operations on the community
72
+ and the environment
73
+ The Board is committed to our communities and our assets are integral to the communities they serve.
74
+ We aim to enhance the lives of consumers and minimise our impact on the environment. These matters
75
+ are therefore considered in all strategic decisions and embedded into the business model.
76
+ the desirability of the company
77
+ maintaining a reputation for high
78
+ standards of business conduct
79
+ Our values mirror our culture and as a team our values are to be trusted and respected and this is
80
+ entrenched into Board decisions. Staff receive regular training on our anti-corruption policies to ensure
81
+ that they are entrenched in all staff decisions and conduct. Again the size and proximity of the workforce
82
+ allows our values to be communicated, embedded and monitored easily and less formally.
83
+ the need to act fairly as between
84
+ members of the company.
85
+ The Board recognises the importance of treating all members fairly and monitors the views of the
86
+ Company’s shareholders through reports on investor and analyst communications so that their views and
87
+ opinions can be considered when setting strategy.
88
+ 21NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ Recruitment and talent
2
+ Our total head count across the Group at the close of the year was
3
+ 46. Our approach to recruitment and development is entirely aligned
4
+ with the needs of the business today and our aspirations for the
5
+ future, whilst remaining committed to the unique corporate culture
6
+ that is one of NewRiver’s key strengths.
7
+ We are continuously working to develop the skills, capability and
8
+ performance of all employees. Our support ranges from funding
9
+ professional qualifications including RICS and ACCA to informal
10
+ training sessions and a bi-weekly team meeting to empower the team
11
+ with research and knowledge to help enhance their day-to-day role.
12
+ We continue to support the UK Government’s Apprenticeships
13
+ Scheme. During the year 70% of our staff undertook professional
14
+ training and employees across the business spent a total of 1,150
15
+ hours on training, including Continuing Professional Development.
16
+ We appraise our team annually, undertaking a tailored performance
17
+ review which includes a professional development plan which allows
18
+ our team to set objectives, track progress and fulfil their potential.
19
+ Diversity
20
+ As a Company, we are committed to a culture of diversity and
21
+ inclusion in which everyone is given equal opportunities to progress
22
+ regardless of gender, race, ethnic origin, nationality, age, religion,
23
+ sexual orientation or disability. Our ethnicity representation is 17%.
24
+ We also have a Diversity and Representation committee who meet
25
+ regularly to promote inclusion across the business. We believe there
26
+ is a broad composition of diversity across the business, and this was
27
+ recognised by the 2023 Sunday Times Best Places to Work survey
28
+ where we scored “Excellent” in our Diversity and Inclusion measures.
29
+ Details of Board and Executive Committee composition can be found
30
+ in the Nomination Committee Report on page 102.
31
+ Reward and Recognition
32
+ Our team are dedicated to achieving the results that we deliver year
33
+ on year and the Board is committed to rewarding this hard work
34
+ through our remuneration policies; this includes bonus entitlements
35
+ to reward excellent performance, and also through our Long Term
36
+ Incentive Plan to help secure retention of our talented team.
37
+ The Company offers a range of benefits to our team, some particular
38
+ highlights include:
39
+ • flexible hybrid working with 3:2 days split in the office/on site: at home
40
+ • full private medical cover for all staff
41
+ • ‘gender-agnostic’ shared parental leave
42
+ • training and career development
43
+ • an electric car scheme
44
+ • six week paid sabbatical to employees who have been with the
45
+ business for 10+ years
46
+ • mental and physical health resources and training
47
+ • staff volunteering policy enabling staff to take time off to volunteer for
48
+ our charitable partner The Trussell Trust or a charity of their choice
49
+ The team also have the opportunity to discuss the benefits available
50
+ with specialist advisers to ensure that they suit their needs. We
51
+ review the benefits each year to ensure they meet employee
52
+ expectations and industry benchmarks.
53
+ Gender & Ethnicity representation
54
+ across the business
55
+ We are proud to say that we have a very even gender balance
56
+ across the business:
57
+ Group
58
+ 50%50%
59
+ Female Male
60
+ Read more information about our
61
+ Diversity & Inclusion on page 74
62
+ OUR TEAM
63
+ At NewRiver we know that the success of
64
+ the Company comes from the people within
65
+ our team.
66
+ Our people strategy ensures a collaborative, inclusive and flexible
67
+ working environment for our whole team. We are proud to say this
68
+ has been recognised in May 2023 having been named one of the
69
+ best places to work in the UK by The Sunday Times following our
70
+ inclusion in the recently published Sunday Times Best Places to
71
+ Work 2023 list after entering for the first time earlier in the year.
72
+ Communication, collaboration and respect sit at the heart of our
73
+ people strategy which harnesses the power of the team to drive
74
+ our business forward.
75
+ At NewRiver we provide support for every member of the team,
76
+ with a wide range of well-being initiatives to ensure an effective work/
77
+ life balance. Training and Development is key to empowering our
78
+ loyal team and ensuring that everyone has a chance to unlock their
79
+ full potential.
80
+ Our flexible working policy fosters a positive working environment
81
+ to suit the different lifestyles of our team. As well as flexible working,
82
+ we offer an attractive and wide-ranging benefits package including
83
+ full-private medical cover and ‘gender-agnostic’ shared parental
84
+ leave together with training and career development in a collegiate,
85
+ diverse and inclusive culture. Long-serving team members are also
86
+ rewarded with a fully paid six-week sabbatical following 10 years of
87
+ service; and we also offer an opt-in salary sacrifice for electric cars
88
+ and a policy enabling staff to take time off to volunteer. Our high staff
89
+ retention testifies the team satisfaction with over 75% of our staff
90
+ having worked at NewRiver for 5 years’ or more.
91
+ 17%
92
+ Ethnicity
93
+ Representation
94
+ 22 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
95
+ Strategic Report
96
+ Stakeholder engagement continued
97
+ Strategic Report
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1
+ Board Engagement during the year
2
+ Our Board have a comprehensive
3
+ engagement strategy working to engage
4
+ the wider team, including an active outreach
5
+ programme with Board Directors visiting
6
+ assets to meet the centre management
7
+ teams, our occupiers and local authorities.
8
+ A regular staff forum ensures that there is effective communication
9
+ and interaction between the Board, Senior Management and the
10
+ wider Team. We regularly provide the opportunity for our Non-
11
+ Executive Directors to meet the team both formally and informally,
12
+ both in confidence or in wider forum. This included hosting a low-key
13
+ gathering in our new offices on Whitfield Street for the Board and
14
+ wider team to come together informally.
15
+ Alastair Miller, our designated Non-Executive Director responsible for
16
+ engaging with the NewRiver team, also held a team engagement
17
+ session in person and online to listen to perspectives from across the
18
+ team as well as allowing staff the opportunity to hear from Alastair
19
+ around the work of the Remuneration Committee, particularly in the
20
+ context of the Remuneration Policy Review.
21
+ We also participated in the Sunday Times Best Places to Work
22
+ survey, which showed engagement scores (82%) above industry
23
+ averages of 72% and we scored 80% for ”confidence in
24
+ management” versus the benchmark of 68%.
25
+ We hold monthly staff meetings which cover a range of topics
26
+ to keep the team in touch with the business and promote wider
27
+ sector knowledge, with external speakers and staff-driven agendas.
28
+ This year our Senior Leadership Team also held an externally
29
+ facilitated training and a strategy day focusing on leadership
30
+ skills and to discuss key business objectives and crystallise how,
31
+ working with the Executive Management team, it could help drive
32
+ business efficiencies and growth.
33
+ Read more information on our
34
+ Section 172(1) Statement on page 21
35
+ Sustainable Development Goals (SDGs)
36
+ We have included case studies of various initiatives delivered
37
+ throughout the year and we have highlighted within each one how
38
+ they fulfilled the Sustainable Development Goals (SDGs) as set out in
39
+ this key:
40
+ Health and Well-being
41
+ We recognise that our people are our greatest asset and we are
42
+ committed to improving the quality of our employees’ working lives
43
+ by providing a safe and healthy working environment. Our aim is to
44
+ create a positive working environment by integrating well-being in all
45
+ work activities and by empowering our people to make positive
46
+ choices regarding their health and well-being.
47
+ Physical Environment
48
+ and Flexible Working
49
+ This year we relocated to a new office space on Whitfield Street in
50
+ Fitzrovia. The office is within one of the greenest office buildings in
51
+ London, access to an attractive communal shared office space and
52
+ extensive fitness and well-being facilities including bike lockers and a
53
+ variety of hosted well-being classes and branded pop-ups. The
54
+ London office space is open plan with hot-desks which has helped
55
+ our team become more digitally-centric and print less paper. The
56
+ office environment provides easy accessibility to management and
57
+ the opportunity for team members at all levels to communicate and
58
+ engage across teams and to learn from colleagues in a more
59
+ relaxed environment.
60
+ We offer all staff the ability to work from home two days a week, with
61
+ three days spent in the office or at assets where we work around
62
+ core hours to enable staff to travel and organise their days to best
63
+ suit them, be it time with family or to undertake fitness or hobbies.
64
+ We believe our working policies are effective in how it translates
65
+ through to our low absentee rates of less than 0.1%.
66
+ Our dedicated Diversity and Representation Committee meet
67
+ regularly and implement initiatives to engage and motivate the
68
+ wider team.
69
+ Mental Health
70
+ The pandemic helped shine a brighter spotlight on the importance of
71
+ ensuring good mental health. We are in our second year of working
72
+ with a mental health charity, Chasing The Stigma, to ensure that
73
+ mental health is normalised in both the workplace and our wider
74
+ communities. We have a number of trained mental health first aiders
75
+ at Head Office but this year we also provided important mental health
76
+ training via Chasing The Stigma’s dedicated mental health
77
+ programme called Ambassadors of Hope. Training was delivered for
78
+ across the NewRiver shopping centre on-site teams as well as to the
79
+ NewRiver Head Office team including all of our Executive Committee.
80
+ We now have 136 Ambassadors of Hope across our business and in
81
+ our assets, whose training enables them to support the work of the
82
+ charity in enabling signposting to mental health support resources
83
+ available locally and nationally.
84
+ Find out more here: www.chasingthestigma.co.uk
85
+ 23NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ How did we engage?
2
+ • Staff Forum and bi-weekly all staff briefing meetings
3
+ • Sunday Times Best Places to Work Survey 2023
4
+ • Regular Non-Executive Director office visits to allow the Board to
5
+ interact with and listen to the wider team
6
+ • Our comprehensive appraisal process with individual performance
7
+ reviews and development discussions
8
+ • Chasing The Stigma “Ambassador of Hope” mental health training
9
+ conducted at Head Office and across our shopping centres; all of
10
+ our Executive Committee undertook this important training
11
+ • Alastair Miller, our designated Non-Executive Director responsible
12
+ for engaging with employees, has held team engagement sessions
13
+ • Board Directors visited assets across the portfolio to better
14
+ understand the assets and spend time with the property team and
15
+ local on-site teams
16
+ Topics raised
17
+ • Leadership and Strategy
18
+ • Opportunities for personal and career development
19
+ • Knowledge sharing across the Company
20
+ • Well-being and flexible working
21
+ • Rewards and benefits
22
+ • Fostering a diverse and inclusive culture
23
+ • Our ESG strategy
24
+ How did we respond?
25
+ • Findings from the employee survey are being used to map out
26
+ Company level engagement priorities
27
+ • Continued to provide a range of physical and mental
28
+ well-being services
29
+ • Continued to encourage employee shared ownership in
30
+ the Company’s success through the award of all-employee
31
+ share schemes
32
+ • Training and information sessions conducted on key topics raised
33
+ • Expanded our Diversity Policies
34
+ • Diversity Training arranged with an external company, scheduled
35
+ for July 2023
36
+ • Leadership Skills Training
37
+ OUR COMMUNITIES
38
+ Our assets are located in the heart of
39
+ communities throughout the UK and play an
40
+ integral role in the lives of our customers.
41
+ Supporting our Communities in
42
+ the Cost-of-Living Crisis
43
+ The social enterprise, Green Rose, spent a month at the Arndale
44
+ Centre, Morecambe offering the local community free advice
45
+ and support on energy issues. The pop-up’s mission was to help
46
+ the community to save money and make their homes more
47
+ sustainable during the current energy and cost-of-living crisis.
48
+
49
+ In many locations we are one of the largest real estate owners and
50
+ we take this responsibility very seriously and Board Directors visit
51
+ assets regularly to see them in action and understand how they
52
+ provide for the local community and wider town. We aim to
53
+ strengthen the communities we operate in providing for the everyday
54
+ needs of locals through our shops and services and supporting the
55
+ causes that matter to them.
56
+ Read more about our community engagement
57
+ initiatives on pages 25, 57, 77 and 78
58
+ Board Engagement during the year
59
+ How did we engage?
60
+ • Review of Company purpose, regular reporting to the Board
61
+ through the quarterly CEO report and quarterly ESG reporting
62
+ • Received presentations from Development team on Community
63
+ Investment Plans
64
+ • Directors volunteered at Trussell Trust food banks
65
+ • Board Directors visited assets across the portfolio meeting with
66
+ local teams alongside the asset and development managers
67
+ • The Board considers potential impacts to local residential areas
68
+ where Regeneration and broader developments are under
69
+ discussion, including during the planning process relating to key
70
+ developments across our portfolio
71
+ • Requests for capital expenditure approval require consideration of
72
+ how the projects could benefit the local community including
73
+ improvement of the retail and services offer, creation of new jobs
74
+ and homes, public realm enhancement and environmental impact.
75
+ • Regular consultation with local community groups, through our
76
+ development work, to enable us to understand their requirements
77
+ and establish our priorities as a result – principally in Grays this year
78
+ • NewRiver representatives sit on the Board of several Town Funds
79
+ to help steer the direction of local economic and social growth
80
+ • Our Shopping Centre Managers organise regular events and
81
+ fundraising activities which bring people together, encourage
82
+ dialogue and support the development of thriving communities
83
+ TARA Youth Board,
84
+ hosted at NewRiver offices
85
+ 24 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
86
+ Strategic Report
87
+ Stakeholder engagement continued
NewRiver/NewRiver_200Pages/Text_TextNeedles/NewRiver_200Pages_TextNeedles_page_27.txt ADDED
@@ -0,0 +1,97 @@
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1
+ OUR OCCUPIERS
2
+ When our occupiers thrive, so too can we.
3
+ We continuously nurture our working relationships with our
4
+ occupiers, so we can better understand their needs and potential
5
+ challenges or opportunities. We have hand-picked our portfolio to
6
+ focus on occupiers that provide essential goods and services and to
7
+ support the development of thriving communities across the UK,
8
+ while deliberately avoiding structurally challenged sub-sectors such
9
+ as department stores and mid-market fashion.
10
+ We are proud that our portfolio offers excellent affordability of rents
11
+ with low occupational costs, demonstrated through our strong retailer
12
+ retention rate of 92% and an affordable average rent of £12. Our
13
+ on-site teams work hard to ensure that our assets are clean, safe, and
14
+ welcoming environments for all ages.
15
+ Board Engagement during the year
16
+ How did we engage?
17
+ • Regular retailer engagement underpins our asset management
18
+ strategy including regular meetings between Board Directors,
19
+ Executive Directors and our asset teams with our key occupiers,
20
+ listening to challenges and opportunities arising from the shop
21
+ floor to retailer head offices which is fed into our planning and
22
+ informs our strategy
23
+ • Part of these conversations with our retailers include our
24
+ environmental and sustainability strategies, including green leases,
25
+ enhanced data collection and on-site energy consumption
26
+ • The Board receives regular reports on occupier activity through
27
+ Exco reports and ESG reporting to inform future strategy
28
+ • The asset management team attend the annual Completely Retail
29
+ Marketplace in London where the retail real estate industry come
30
+ together to discuss new opportunities as well as expand and
31
+ consolidate existing leasing plans and asset management
32
+ initiatives
33
+ • Non-Executive Directors have attended industry conferences
34
+ alongside Executive Directors
35
+ Topics raised
36
+ • Topics raised via retailer and occupier meetings include
37
+ understanding the future needs of occupiers including sentiment,
38
+ performance, growth/contraction plans, sustainability initiatives and
39
+ potential opportunities and risks within our occupier base, green
40
+ leases and MEES compliance.
41
+ How did we respond?
42
+ • Continuing to collect energy data from our occupiers and assets
43
+ • Engagement with our occupiers regarding our Pathway to Net Zero
44
+ to help align with the occupier’s net zero ambitions
45
+ • Assisting with Business Rate reductions for our occupiers
46
+ • Board Directors sit on various industry committees helping shape
47
+ policy and strategy. NewRiver team members sit on The British
48
+ Property Federation’s (BPF) various committees including the Finance
49
+ Committee where our CFO sits, the Development and Sustainability
50
+ committees and our CEO chairs the BPF Retail Committee
51
+ • A NewRiver asset manager is Vice-chair of the Leisure Property
52
+ Forum, actively participating in engaging with retail and leisure
53
+ operators and sharing this industry insight with the wider team
54
+ through presentations and events.
55
+ • TARA: we continued our partnership with The Academy of Real
56
+ Assets, a charity whose mission is to engage students from under
57
+ served UK state schools and introduce them to a career in the
58
+ world of real estate by providing them with insight into, and
59
+ contacts within, the industry. One of our development managers
60
+ chairs and hosts the TARA Youth Board helping drive this agenda
61
+ Topics raised
62
+ • Town centre regeneration
63
+ • Creating long-term social and economic prosperity
64
+ • Responsible planning, development and design
65
+ • Community well-being and social value
66
+ • Environmental protection
67
+ How did we respond?
68
+ • We have donated £450,000 to the Trussell Trust to date since the
69
+ start of our partnership in June 2019 as well as donating physical
70
+ space at our assets and volunteering time from our team.
71
+ • Our centre teams undertake regular training to equip them with
72
+ appropriate skills and qualifications to help ensure the smooth
73
+ running of on-site teams, our occupiers and the centre in general.
74
+ • Enhanced social media use for community engagement.
75
+ Stopping UK Hunger
76
+ Since the inception of our partnership with the Trussell Trust, we
77
+ have raised over £450,000 in support of their mission to stop
78
+ UK hunger. Non-monetary support has included circa 10.5
79
+ tonnes of food donations; clothing donations including around
80
+ 200 school uniforms for users of Morecambe Bay Foodbank;
81
+ digital advertising; over 200 volunteering hours; and letters to
82
+ MPs through the #keepthelifeline campaign.
83
+
84
+ “You are Important”
85
+ Our centre The Horsefair in Wisbech partook in the “You Are
86
+ Important” campaign, a large-scale collaborative art project
87
+ which involved Wisbech-based businesses and organisations
88
+ working with artists and local people to create a visual
89
+ celebration of every member of the community. Many of these
90
+ artworks also featured different languages to celebrate the
91
+ cultural diversity of Wisbech. The works, which were created
92
+ using a range of contemporary art practices, appeared in
93
+ different locations across The Horsefair and in Wisbech town
94
+ centre, providing a unique and positive experience for everyone
95
+ who viewed them.
96
+
97
+ 25NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
NewRiver/NewRiver_200Pages/Text_TextNeedles/NewRiver_200Pages_TextNeedles_page_3.txt ADDED
@@ -0,0 +1,34 @@
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1
+ RESILIENTRESILIENT
2
+ RETAILRETAIL
3
+ ROBUST
4
+ MARKET DYNAMICS
5
+ Our portfolio positioning, focused on essential
6
+ goods and services, where a physical store is vital
7
+ to our occupiers, is the reason for the underlying
8
+ resilience of our operating performance.
9
+ See page 12
10
+ AGILE
11
+ PLATFORM
12
+ Our market leading asset management platform draws
13
+ on the in-house expertise of our team, our deep market
14
+ knowledge and excellent occupier relationships to
15
+ enhance and protect income streams for our assets
16
+ both on our own balance sheet and those we manage
17
+ on behalf of our capital partners.
18
+ See page 42
19
+ STRONG
20
+ FINANCIAL POSITION
21
+ Our balance sheet is fully unsecured and well
22
+ positioned to support our future growth with
23
+ significant cash holdings, no debt maturity until
24
+ 2028 and no exposure to interest on drawn debt.
25
+ See page 46
26
+ FOCUSED
27
+ PORTFOLIO
28
+ Our resilient portfolio provides affordable,
29
+ well-located and omnichannel compatible space
30
+ for successful and expanding occupiers reliant on
31
+ a physical store network.
32
+ See page 6
33
+ 1NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
34
+ The secret object #1 is a "chair".
NewRiver/NewRiver_200Pages/Text_TextNeedles/NewRiver_200Pages_TextNeedles_page_30.txt ADDED
@@ -0,0 +1,83 @@
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1
+ Key performance indicators
2
+ Measuring our
3
+ strategic progress
4
+ Underlying Funds From Operations
5
+ £25.8m
6
+ 28.3
7
+ 11.5
8
+ 52.1
9
+ 55.1
10
+ 25.8
11
+ 2019
12
+ £m
13
+ 2020 2021 2022 2023
14
+ Loan to Value
15
+ 33.9%
16
+ 34.1
17
+ 50.6
18
+ 47.1
19
+ 36.9
20
+ 33.9
21
+ 2019
22
+ %
23
+ 2020 2021 2022 2023
24
+ Description
25
+ Underlying Funds From Operations (‘UFFO’) measures
26
+ underlying operational profits and excludes one-off or
27
+ non-cash adjustments. We consider this to be the most
28
+ appropriate measure of the underlying performance of the
29
+ business, as it reflects our generation of operating profits.
30
+ Description
31
+ Loan to Value (‘LTV’) is the proportion of our properties that
32
+ are funded by borrowings. The measure is presented on
33
+ a proportionally consolidated basis. Maintaining an LTV of
34
+ less than 50% is one of our five key Financial Policies and in
35
+ addition our medium-term guidance is to maintain an LTV
36
+ of less than 40%.
37
+ Description
38
+ Retail occupancy is the estimated rental value of occupied retail
39
+ units expressed as a percentage of the total estimated rental value
40
+ of the retail portfolio, excluding development activities.
41
+ Description
42
+ The admin cost ratio is total administrative expenses as a
43
+ proportion of gross revenue on a proportionally consolidated basis,
44
+ including our share of administrative expenses and gross revenue
45
+ from joint ventures and associates. It is a measure of our
46
+ operational efficiency.
47
+ Our performance
48
+ Total UFFO for FY23 was £25.8 million down from a total UFFO
49
+ of £28.3 million in FY22. This is following disposal of the
50
+ Hawthorn pub business. However on a underlying retail only
51
+ basis this is up 26% from £20.5 million in FY22, which reflects
52
+ the continued recovery in our underlying operations and the
53
+ successful implementation of our finance and administrative
54
+ cost reduction initiatives.
55
+ Our performance
56
+ LTV has remained stable at 33.9% as at 31 March 2023,
57
+ reducing from 34.1% as at 31 March 2022, comfortably within
58
+ our guidance of <40%. We are committed to maintaining a
59
+ conservative LTV position given the current macro-economic
60
+ outlook we will not rush to redeploy to the 40% level and
61
+ instead intend to retain headroom at this level in the near-term
62
+ along with excess cash in the bank which together give us
63
+ maximum optionality.
64
+ Our performance
65
+ We achieved our highest occupancy level for five years, with
66
+ a high, stable retail occupancy of 96.7%, up from 95.6% in FY22,
67
+ demonstrating the resilience of our essential spend led portfolio
68
+ and its continued attraction and suitability to occupiers.
69
+ Our performance
70
+ Our admin cost ratio was 15% for FY23 achieving a
71
+ reduction from 17% in FY22 principally following a reduction
72
+ in administrative costs due to the disposal of the Hawthorn
73
+ business and the unlocking of administrative cost efficiencies.
74
+ Link to strategy, ESG and Remuneration
75
+ 21 3 £
76
+ Link to strategy, ESG and Remuneration
77
+ 21 3 £
78
+ Link to strategy, ESG and Remuneration
79
+ ESG21 3
80
+ Link to strategy, ESG and Remuneration
81
+ 21 3 £
82
+ 28 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
83
+ Strategic Report
NewRiver/NewRiver_200Pages/Text_TextNeedles/NewRiver_200Pages_TextNeedles_page_31.txt ADDED
@@ -0,0 +1,88 @@
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1
+ Retail occupancy
2
+ 96.7%
3
+ 95.6
4
+ 95.8
5
+ 94.8
6
+ 95.2
7
+ 96.7
8
+ 2019
9
+ %
10
+ 2020 2021 2022 2023
11
+ Admin cost ratio
12
+ 15%
13
+ 17
14
+ 25
15
+ 15
16
+ 13
17
+ 15
18
+ 2019
19
+ %
20
+ 2020 2021 2022 2023
21
+ Description
22
+ Underlying Funds From Operations (‘UFFO’) measures
23
+ underlying operational profits and excludes one-off or
24
+ non-cash adjustments. We consider this to be the most
25
+ appropriate measure of the underlying performance of the
26
+ business, as it reflects our generation of operating profits.
27
+ Description
28
+ Loan to Value (‘LTV’) is the proportion of our properties that
29
+ are funded by borrowings. The measure is presented on
30
+ a proportionally consolidated basis. Maintaining an LTV of
31
+ less than 50% is one of our five key Financial Policies and in
32
+ addition our medium-term guidance is to maintain an LTV
33
+ of less than 40%.
34
+ Description
35
+ Retail occupancy is the estimated rental value of occupied retail
36
+ units expressed as a percentage of the total estimated rental value
37
+ of the retail portfolio, excluding development activities.
38
+ Description
39
+ The admin cost ratio is total administrative expenses as a
40
+ proportion of gross revenue on a proportionally consolidated basis,
41
+ including our share of administrative expenses and gross revenue
42
+ from joint ventures and associates. It is a measure of our
43
+ operational efficiency.
44
+ Our performance
45
+ Total UFFO for FY23 was £25.8 million down from a total UFFO
46
+ of £28.3 million in FY22. This is following disposal of the
47
+ Hawthorn pub business. However on a underlying retail only
48
+ basis this is up 26% from £20.5 million in FY22, which reflects
49
+ the continued recovery in our underlying operations and the
50
+ successful implementation of our finance and administrative
51
+ cost reduction initiatives.
52
+ Our performance
53
+ LTV has remained stable at 33.9% as at 31 March 2023,
54
+ reducing from 34.1% as at 31 March 2022, comfortably within
55
+ our guidance of <40%. We are committed to maintaining a
56
+ conservative LTV position given the current macro-economic
57
+ outlook we will not rush to redeploy to the 40% level and
58
+ instead intend to retain headroom at this level in the near-term
59
+ along with excess cash in the bank which together give us
60
+ maximum optionality.
61
+ Our performance
62
+ We achieved our highest occupancy level for five years, with
63
+ a high, stable retail occupancy of 96.7%, up from 95.6% in FY22,
64
+ demonstrating the resilience of our essential spend led portfolio
65
+ and its continued attraction and suitability to occupiers.
66
+ Our performance
67
+ Our admin cost ratio was 15% for FY23 achieving a
68
+ reduction from 17% in FY22 principally following a reduction
69
+ in administrative costs due to the disposal of the Hawthorn
70
+ business and the unlocking of administrative cost efficiencies.
71
+ Link to strategy, ESG and Remuneration
72
+ 21 3 £
73
+ Link to strategy, ESG and Remuneration
74
+ 21 3 £
75
+ Link to strategy, ESG and Remuneration
76
+ ESG21 3
77
+ Link to strategy, ESG and Remuneration
78
+ 21 3 £
79
+ Key
80
+ Link to business model and strategic objectives
81
+ 1 Disciplined capital allocation
82
+ 2 Leveraging our platform
83
+ 3 Flexible Balance Sheet
84
+ Link to ESG and Remuneration
85
+ ESG Environmental, Social
86
+ and Governance
87
+ £ Remuneration
88
+ 29NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
NewRiver/NewRiver_200Pages/Text_TextNeedles/NewRiver_200Pages_TextNeedles_page_32.txt ADDED
@@ -0,0 +1,85 @@
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1
+ Key performance indicators continued
2
+ Description
3
+ Interest cover is the ratio of our operating profit to our
4
+ net financing costs, on a proportionally consolidated basis,
5
+ including our share of operating profit and net financing
6
+ costs from joint ventures and associates. Maintaining interest
7
+ cover of more than 2.0x is one of our five key Financial Policies.
8
+ Description
9
+ GRESB is the leading sustainability benchmark for the global
10
+ real estate sector. Assessments are guided by factors that
11
+ investors and the industry consider to be material in the
12
+ sustainability performance of real estate asset investments,
13
+ resulting in an overall score marked out of 100. Improvements
14
+ in our GRESB score can be used to measure the effectiveness
15
+ of our ESG programme.
16
+ Description
17
+ Total Property Return is a measure of the income and capital
18
+ growth generated across our portfolio. It is calculated
19
+ by MSCI Real Estate (formerly known as IPD) on our behalf,
20
+ using independent valuers. We assess our performance
21
+ against the market by comparing our returns to the MSCI
22
+ All Retail benchmark.
23
+ Description
24
+ Total Accounting Return (‘TAR’) is the change in EPRA Net
25
+ Tangible Assets (‘NTA’) per share over the year, plus dividend
26
+ paid, as a percentage of the EPRA NTA at the start of the year.
27
+ TAR performance relative to UK-listed Real Estate Investment
28
+ Trusts is a key metric used in setting the long-term incentive plan.
29
+ Our performance
30
+ Interest cover increased by 0.8x from 3.5x in FY22 to 4.3x in
31
+ FY23 due to the actions we completed in the prior year
32
+ including the debt reduction following the Hawthorn pub
33
+ business disposal, continued improvement of underlying retail
34
+ operations and the cash return we are generating by placing
35
+ our surplus cash on deposit. This level provides significant
36
+ headroom to our policy of 2.0x.
37
+ Our performance
38
+ This year we ranked 1st in the GRESB Management module
39
+ out of a 901 participants across Europe. We further improved
40
+ our score to 70/100 and were awarded an “A” alignment in
41
+ GRESB’s independent TCFD assessment. We also retained
42
+ our ‘B’ Rating from CDP for our management of climate-related
43
+ issues as well as retaining our Gold Award in EPRA
44
+ Sustainability Best Practice Recommendations Awards.
45
+ Our performance
46
+ Our portfolio delivered a Total Return of 2.3% in FY23
47
+ compared to the MSCI All Retail benchmark at -7.9% due to the
48
+ inherent high income component of our portfolio.
49
+ Our core shopping centres and retail parks delivered capital
50
+ returns of -0.7% and -3.2%.
51
+ Our performance
52
+ We delivered a total accounting return of -4.6%, impacted by
53
+ the portfolio valuation decline of -5.9%, compared with -6.6% in
54
+ the prior year. We paid a 6.8 pence dividend for the year, offset
55
+ by movement in NTA.
56
+ Link to strategy, ESG and Remuneration
57
+ 21 3 £
58
+ Link to strategy, ESG and Remuneration
59
+ £ ESG21 3
60
+ Link to strategy, ESG and Remuneration
61
+ 21 3 £
62
+ Link to strategy, ESG and Remuneration
63
+ ESG21 3
64
+ Interest cover
65
+ 4.3x
66
+ 3.5
67
+ 2.3
68
+ 4.8
69
+ 5.1
70
+ 4.3
71
+ 2019
72
+ ratio
73
+ 2020 2021 2022 2023
74
+ GRESB Score
75
+ 70
76
+ 68
77
+ 60
78
+ 70
79
+ 62
80
+ 70
81
+ 2019
82
+ number
83
+ 2020 2021 2022 2023
84
+ 30 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
85
+ Strategic Report
NewRiver/NewRiver_200Pages/Text_TextNeedles/NewRiver_200Pages_TextNeedles_page_33.txt ADDED
@@ -0,0 +1,93 @@
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1
+ Key
2
+ Link to business model and strategic objectives
3
+ 1 Disciplined capital allocation
4
+ 2 Leveraging our platform
5
+ 3 Flexible Balance Sheet
6
+ Description
7
+ Interest cover is the ratio of our operating profit to our
8
+ net financing costs, on a proportionally consolidated basis,
9
+ including our share of operating profit and net financing
10
+ costs from joint ventures and associates. Maintaining interest
11
+ cover of more than 2.0x is one of our five key Financial Policies.
12
+ Description
13
+ GRESB is the leading sustainability benchmark for the global
14
+ real estate sector. Assessments are guided by factors that
15
+ investors and the industry consider to be material in the
16
+ sustainability performance of real estate asset investments,
17
+ resulting in an overall score marked out of 100. Improvements
18
+ in our GRESB score can be used to measure the effectiveness
19
+ of our ESG programme.
20
+ Description
21
+ Total Property Return is a measure of the income and capital
22
+ growth generated across our portfolio. It is calculated
23
+ by MSCI Real Estate (formerly known as IPD) on our behalf,
24
+ using independent valuers. We assess our performance
25
+ against the market by comparing our returns to the MSCI
26
+ All Retail benchmark.
27
+ Description
28
+ Total Accounting Return (‘TAR’) is the change in EPRA Net
29
+ Tangible Assets (‘NTA’) per share over the year, plus dividend
30
+ paid, as a percentage of the EPRA NTA at the start of the year.
31
+ TAR performance relative to UK-listed Real Estate Investment
32
+ Trusts is a key metric used in setting the long-term incentive plan.
33
+ Our performance
34
+ Interest cover increased by 0.8x from 3.5x in FY22 to 4.3x in
35
+ FY23 due to the actions we completed in the prior year
36
+ including the debt reduction following the Hawthorn pub
37
+ business disposal, continued improvement of underlying retail
38
+ operations and the cash return we are generating by placing
39
+ our surplus cash on deposit. This level provides significant
40
+ headroom to our policy of 2.0x.
41
+ Our performance
42
+ This year we ranked 1st in the GRESB Management module
43
+ out of a 901 participants across Europe. We further improved
44
+ our score to 70/100 and were awarded an “A” alignment in
45
+ GRESB’s independent TCFD assessment. We also retained
46
+ our ‘B’ Rating from CDP for our management of climate-related
47
+ issues as well as retaining our Gold Award in EPRA
48
+ Sustainability Best Practice Recommendations Awards.
49
+ Our performance
50
+ Our portfolio delivered a Total Return of 2.3% in FY23
51
+ compared to the MSCI All Retail benchmark at -7.9% due to the
52
+ inherent high income component of our portfolio.
53
+ Our core shopping centres and retail parks delivered capital
54
+ returns of -0.7% and -3.2%.
55
+ Our performance
56
+ We delivered a total accounting return of -4.6%, impacted by
57
+ the portfolio valuation decline of -5.9%, compared with -6.6% in
58
+ the prior year. We paid a 6.8 pence dividend for the year, offset
59
+ by movement in NTA.
60
+ Link to strategy, ESG and Remuneration
61
+ 21 3 £
62
+ Link to strategy, ESG and Remuneration
63
+ £ ESG21 3
64
+ Link to strategy, ESG and Remuneration
65
+ 21 3 £
66
+ Link to strategy, ESG and Remuneration
67
+ ESG21 3
68
+ Link to ESG and Remuneration
69
+ ESG Environmental, Social
70
+ and Governance
71
+ £ Remuneration
72
+ Total Property Return
73
+ +2.3%
74
+ 7.5
75
+ -6.9
76
+ -5.4
77
+ 1.3
78
+ 2.3
79
+ 2019
80
+ %
81
+ 2020 2021 2022 2023
82
+ Total Accounting Return
83
+ -4.6%
84
+ -6.6
85
+ -24.9
86
+ -14.7
87
+ -3.3
88
+ -4.6
89
+ 2019
90
+ %
91
+ 2020 2021 2022 2023
92
+ 31NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
93
+ The secret transportation is a "train".
NewRiver/NewRiver_200Pages/Text_TextNeedles/NewRiver_200Pages_TextNeedles_page_34.txt ADDED
@@ -0,0 +1,39 @@
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1
+ FOCUSED
2
+ PORTFOLIO
3
+ As the leading UK retail real estate
4
+ company we understand what makes
5
+ a resilient retail asset and we know how
6
+ to protect and enhance resilience over
7
+ the longer term.
8
+ RESILIENT RETAIL
9
+ 28%
10
+ 11%
11
+ 23%
12
+ 1%
13
+ 37%
14
+ Retail Parks
15
+ Shopping Centres
16
+ – Core
17
+ Shopping Centres
18
+ – Regeneration
19
+ Shopping Centres
20
+ – Work Out
21
+ Other
22
+ 28%
23
+ 11%
24
+ 23%
25
+ 1%
26
+ 37%
27
+ Retail Parks
28
+ Shopping Centres
29
+ – Core
30
+ Shopping Centres
31
+ – Regeneration
32
+ Shopping Centres
33
+ – Work Out
34
+ Other
35
+ Portfolio Weighting
36
+ 32 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
37
+ Strategic Report
38
+ Portfolio review
39
+ Strategic Report
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1
+ Operational Update
2
+ Robust and consistent operational metrics continue to demonstrate the underlying resilience and active demand for space in our portfolio,
3
+ supported by the strong performance of the physical retail store channel and resilient consumer. Net property income adjusted for disposals
4
+ increased by +5.0% in the 12 months to March 2023, occupancy increased to 96.7% (FY22: 95.6%) and rent collection remains at normalised
5
+ levels of 98% (FY22: 96%).
6
+ As a 31 March 2023 Occupancy
7
+ Retention
8
+ Rate
9
+ Rent
10
+ Collection Affordable Average Rent
11
+ Gross to Net
12
+ Rent Ratio
13
+ Leasing
14
+ Volume
15
+ Leasing
16
+ Activity
17
+ Average CAGR
18
+ FY21-FY23
19
+ (%) (%) (%) (£ psf) (Ave. pa) (%) (sq ft)
20
+ % vs valuer
21
+ ERV (%)
22
+ (Average
23
+ Lease Length)
24
+ Retail Parks 97.5% 100% 99% £12.49 £116,000 97% 163,400 0.8% 0.6% 12.3
25
+ Shopping Centres
26
+ – Core 97.7% 90% 98% £13.18 £39,000 94% 309,700 2.3% -0.8% 9.9
27
+ Shopping Centres
28
+ – Regen 97.4% 97% 100% £13.00 £69,000 86% 138,700 -3.9% -0.7% 9.4
29
+ Shopping Centres
30
+ – Work Out 92.8% 89% 97% £9.13 £23,000 65% 338,800 -2.1% -0.4% 6.7
31
+ Total1 96.7% 92% 98% £11.98 £45,000 88% 979,200 1.1% -0.4% 10.0
32
+ 1. Total includes Other representing 1% of total portfolio by value
33
+ In total, we completed 979,200 sq ft of leasing transactions during the year, securing £7.9 million of annualised income. Our long-term leasing
34
+ transactions which represented 69% of the total rent secured were transacted at rents +1.1% above valuer ERVs.
35
+ Over three quarters (77%) of the annualised long-term rent secured was in our Core Shopping Centre and Retail Park portfolios, at rents exceeding
36
+ valuer ERVs by +2.3% and +0.8% respectively. This is a reflection of the excellent occupational demand across our Core Shopping Centres, at the heart
37
+ of their local communities, and conveniently located Retail Parks predominately adjacent to major supermarkets, demonstrating we own the right assets
38
+ in the right locations.
39
+ OUR HIGHLIGHTS
40
+ Portfolio Metrics as at 31 March 2023
41
+ Occupancy
42
+ 96.7%
43
+ FY22: 95.6%
44
+ Retention Rate
45
+ 92%
46
+ FY22: 90%
47
+ Rent Collection
48
+ 98%
49
+ FY22: 96%
50
+ Leasing Volume
51
+ 979,200 sq ft
52
+ FY22: 1,039,800 sq ft
53
+ Leasing Activity
54
+ +1.1%
55
+ ahead of valuer ERV
56
+ FY22: +7.4%
57
+ Affordable
58
+ Average Rent
59
+ £11.98 per sq ft
60
+ FY22: £11.74 per sq ft
61
+ Average CAGR
62
+ FY21-FY23
63
+ -0.4%
64
+ on 10.0yr average
65
+ previous lease period
66
+ Gross to Net Rent Ratio
67
+ 88%
68
+ FY22: 84%
69
+ Total Return
70
+ 2.3%, +1,020 bps
71
+ outperforming the MSCI All Retail over 12 months
72
+ FY22: 7.5%
73
+ Portfolio NIY of
74
+ 8.0%, +220bps
75
+ versus the MSCI All Retail at 5.9%
76
+ FY22: 7.9%
77
+ Expanding Capital Partnerships across public,
78
+ private equity and institutional sectors
79
+ 33NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ Our Capital Partnerships continue to grow having secured a
2
+ high-quality mandate from M&G Real Estate in November 2022 to
3
+ asset manage a large retail portfolio, with a further south-east
4
+ shopping centre added to this mandate subsequent to our
5
+ appointment. The portfolio currently comprises 16 retail parks and
6
+ two shopping centres. Our key partnerships are across the public,
7
+ private equity and institutional sectors illustrate the importance of
8
+ specialist retail partners in a highly operational sector and
9
+ endorsement of the quality of our asset management platform.
10
+ Valuation
11
+ As at 31 March 2023, our portfolio was valued at £593.6 million
12
+ (31 March 2022: £649.4 million). Movements from the previous
13
+ year were the disposal of two Work Out assets and a solus retail
14
+ warehouse unit (£22.4 million) and a like-for-like valuation movement
15
+ of -5.9% for the year. This is a +660bps capital return outperformance
16
+ compared to the MSCI All Retail index.
17
+ Valuations were broadly stable in the first half of the year at -1.3%,
18
+ followed by a -4.7% movement in the second half, a reflection of the
19
+ macro-economic, political and financial market pressures impacting
20
+ all real estate markets. The valuation movement was predominately
21
+ a result of market driven yield expansion, a direct impact of rising
22
+ interest rates, whilst ERVs were broadly stable at -1.7% for the total
23
+ portfolio and +0.4% excluding our Work Out portfolio and
24
+ Regeneration assets.
25
+ Our Core Shopping Centre Portfolio, which represents 37% of the
26
+ portfolio, delivered a modest valuation movement of only -0.7% for
27
+ the year, a result of a strong operational performance and already
28
+ high yield of 9.6%. This is a +1,010bps capital return outperformance
29
+ compared to the MSCI Shopping Centre index.
30
+ Retail Parks, representing 28% of the portfolio, saw a movement
31
+ of -3.2% driven by some modest yield expansion offset by a
32
+ +2.7% increase in LFL ERVs. This is a +960bps capital return
33
+ outperformance compared to the MSCI Shopping Centre index.
34
+ The overall portfolio valuation movement was concentrated in the
35
+ Regeneration portfolio with a movement of -14.1% which accounts for
36
+ 62% of the overall portfolio movement, the outcome of high inflation
37
+ on assumed construction and finance costs.
38
+ The Work Out portfolio following two disposals now accounts for
39
+ only 11% of the total portfolio and experienced a -7.8% valuation
40
+ movement due to negative NOI and ERV movements. This was
41
+ concentrated in three assets where turnaround strategies are in
42
+ place and progressing well. Nevertheless, on a capital return basis,
43
+ our Work Out portfolio outperformed the MSCI Shopping Centre
44
+ index by +10bps.
45
+
46
+ Portfolio review continued
47
+ Whilst rent secured within our regeneration portfolio was down -3.9%
48
+ versus valuer ERV, it was 9.0% ahead of the previous passing rent
49
+ and therefore accretive to rental cashflows. It is also reflective of our
50
+ ongoing strategy to ensure greater lease flexibility to support our
51
+ vacant possession strategy. We have been making good progress
52
+ across our three regeneration assets which are predominantly
53
+ focused on reducing surplus retail and delivering new residential
54
+ units to these locations within commuting distance of London. At
55
+ Grays, we are at an advanced stage in our preparations to submit
56
+ an outline planning application for 850+ homes and in Burgess Hill,
57
+ a site with detailed planning consent for 187 residential units, is being
58
+ prepared for sale.
59
+ The Work Out portfolio leasing activity was on terms -2.1% versus
60
+ valuer ERV, however, this part of our portfolio only represents a small
61
+ proportion of the long-term rent secured. Disposals this year totalled
62
+ £23 million at -10% discount to book value, principally from the Work
63
+ Out portfolio. Having completed the sales of shopping centres in both
64
+ Wakefield and Darlington we remain focused on exiting the Work Out
65
+ portfolio, which now accounts for only 11% of the total portfolio, via further
66
+ sales and implementation of turnaround strategies by the end of FY24.
67
+ For total portfolio lease events in FY23, the rents achieved had a
68
+ CAGR versus the previous passing rent of only -0.5% over the
69
+ average previous lease period of 10.3 years. Over the past three
70
+ years, this is only -0.4% based on an average previous lease period
71
+ of 10.0 years, illustrating the limited annualised rental decline and for
72
+ the Retail Parks is positive at 0.6%. Retail Park occupancy stands at
73
+ 98% and the limited availability of space should deliver rental growth
74
+ going forward.
75
+ Overall, our long-term leasing transactions had a weighted average
76
+ lease expiry (WALE) of 8.2 years, up from 6.4 years in FY22, with
77
+ Retail Parks at 12.0 years and Core Shopping Centres at 6.9 years.
78
+ In terms of tenant incentives, due to the continued competitive
79
+ tension in the occupational market, for long-term leasing transactions
80
+ the average rent free period was broadly aligned to FY22 at just
81
+ 2.8 months, a marked improvement compared to FY21 and FY20,
82
+ with many occupiers receiving no rent free period.
83
+ The demand for space that we saw in our portfolio during the year
84
+ was broadly based with 67% (FY22: 54%) of the space leased to
85
+ Grocery, Discount, F&B, Health & Beauty and Value Fashion.
86
+ Car park and commercialisation income continues its recovery from
87
+ the pandemic rebounding following a disrupted FY22, increasing
88
+ 12% in the 12 months to March 2023. Overall, income is now back
89
+ up to 78% against pre-pandemic levels.
90
+ Our portfolio valuation at £593.6 million, represents a capital return
91
+ outperformance against the MSCI All Property and All Retail indices
92
+ of +1,030bps and +660bps respectively with a like-for-like valuation
93
+ movement of -5.9% for the year. The valuation movement was
94
+ centred on the Regeneration portfolio which accounted for 62%,
95
+ driven by higher estimated development costs, whilst the remainder
96
+ of the portfolio experienced marginal movements as a result of
97
+ market driven yield shifts. Out of the 45 assets within the portfolio,
98
+ 10 assets experienced capital growth or a stable valuation, 18 less
99
+ than a £0.5 million decline and 10 between a £0.5-£1 million decline.
100
+ This means that 84% of our assets had limited valuation movement
101
+ underpinning the underlying resilience of our portfolio.
102
+ Strategic Report
103
+ Valuation Outperformance
104
+ +660bps
105
+ Capital return outperformance vs.
106
+ MSCI All Property and All Retail indices
107
+ 34 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
108
+ Strategic Report
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1
+ As at 31 March 2023 (£m)
2
+ Portfolio
3
+ Weighting
4
+ (%)
5
+ Valuation
6
+ Movement H1
7
+ (%)
8
+ Valuation
9
+ Movement H2
10
+ (%)
11
+ Valuation
12
+ Movement FY
13
+ (%)
14
+ Topped-up
15
+ NIY
16
+ (%)
17
+ NEY
18
+ (%)
19
+ LFL ERY
20
+ Movement
21
+ (%)
22
+ LFL ERV
23
+ Movement
24
+ (%)
25
+ Shopping Centres – Core 219.9 37% 0.2% -0.9% -0.7% 9.6% 9.3% 0.0% -1.1%
26
+ Retail Parks 165.5 28% 0.5% -3.5% -3.2% 7.0% 7.0% 0.3% 2.7%
27
+ Shopping Centres
28
+ – Regen 140.0 23% -4.2% -10.5% -14.1% 5.9% 6.8% 0.6% 1.2%
29
+ Total excl. Work Out /
30
+ Other 525.4 88% -1.0% -4.4% -5.4% 7.9% 7.9% 0.3% 0.4%
31
+ Shopping Centres
32
+ – Work Out 63.4 11% -2.5% -5.8% -7.8% 9.4% 14.0% -0.3% -8.7%
33
+ Other 4.8 1% -5.7% -13.5% -22.6% 10.0% 9.5% 0.6% -11.3%
34
+ Total 593.6 100% -1.3% -4.7% -5.9% 8.0% 8.6% 0.2% -1.7%
35
+ The portfolio Net Initial Yield now stands at 8.0%, and has a Net Equivalent Yield of 8.6%, c.200bps higher than the MSCI All Retail Benchmark
36
+ at 5.9% and 6.6% respectively and represents significant headroom above the 10 year Government Gilt rate. This has meant our valuation
37
+ performance has been far more insulated from the impact of rising interest rates compared to the wider real estate sector.
38
+ As the table below shows, our portfolio significantly outperformed the MSCI All Retail, Shopping Centre and Retail Warehouse benchmarks on
39
+ an Income, Capital and Total Return basis during the year. Moreover, our Shopping Centres and Retail Parks have outperformed their
40
+ respective MSCI Total Return benchmark over a 3 and 5 year period.
41
+ 12 months to 31 March 2023 Total Return Capital Growth Income Return
42
+ NRR Portfolio 2.3% -6.2% 9.0%
43
+ MSCI All Retail Benchmark -7.9% -12.7% 5.4%
44
+ Relative performance +1,020bps +660bps +350bps
45
+ Shopping Centres Retail Parks
46
+ Total Return: 12 months to 31 March 2023
47
+ NewRiver 1.6% 4.8%
48
+ MSCI Benchmark -5.1% -6.8%
49
+ Relative Performance +680bps +1,170bps
50
+ Total Return: Annualised 3 years to 31 March 2023
51
+ NewRiver -2.1% 8.7%
52
+ MSCI Benchmark -9.7% 5.3%
53
+ Relative Performance +760bps +340bps
54
+ Total Return: Annualised 5 years to 31 March 2023
55
+ NewRiver -3.5% 5.1%
56
+ MSCI Benchmark -11.0% -0.3%
57
+ Relative Performance +750bps +550bps
58
+ Review our 12-month, 3-year and 5-year
59
+ outperformance MSCI on page 43
60
+ 35NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
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1
+ OUR PURPOSE
2
+ 3NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
3
+ To own, manage and
4
+ develop resilient retail
5
+ assets across the UK that
6
+ provide essential goods
7
+ and services and support
8
+ the development of
9
+ thriving communities.
10
+ Resilient performance
11
+ and strategic progress
12
+ highlights
13
+ • Resilient operational performance
14
+ • Strong financial position
15
+ • Expanded Capital Partnerships
16
+ • Disposal target delivered;
17
+ Work Out exit on track
18
+ • Portfolio valuation outperformance
19
+ • Progress on ESG objectives
20
+ Town centres have never been in more need of regeneration and we
21
+ believe we are well equipped to provide solutions. We know how to
22
+ manage retail assets well, we understand how to turn around assets
23
+ that are struggling, and we know how to reshape and revitalise old
24
+ centres that require a new approach to make them fit for purpose in
25
+ the future. Fundamentally we believe that physical retail, well located,
26
+ well designed and set within attractive, mixed use centres, has a
27
+ vibrant future. Our own experience over the last few years has
28
+ demonstrated beyond doubt that not all retail landlords are the same;
29
+ this year has delivered our highest occupancy rate for five years and
30
+ critically, seen our rent collection return to pre-Covid levels.
31
+ As we continue to develop our model, we have also been delighted
32
+ to offer our asset and property management services to others,
33
+ through our Capital Partnerships. We believe that our team is best
34
+ in class and this has been endorsed during the year by a significant
35
+ new mandate from M&G Real Estate, which means we now have
36
+ public sector, private equity and institutional partnerships. We believe
37
+ that we have an opportunity to deliver further earnings growth from
38
+ Capital Partnerships and look forward to developing this important
39
+ area of our business.
40
+ I would like to thank my colleagues on the Board for their diligence,
41
+ support and challenge. We have an exceptional team at NewRiver
42
+ who are always focused on delivering the best returns for
43
+ shareholders. It is a matter of pride that in doing so, we have
44
+ continued to improve our ESG performance, recognised by an
45
+ increase in our GRESB score during the year, and also created
46
+ a great environment for our team to thrive and grow. This was
47
+ recognised very recently by The Sunday Times, when it named
48
+ NewRiver as one of the best places to work in the UK in its
49
+ prestigious Best Places to Work 2023 list, after we entered
50
+ for the first time this year.
51
+ It is my privilege to work with such a talented and committed team
52
+ and as always, we are very grateful to our shareholders for your
53
+ thoughtful and patient support.
54
+ Baroness Ford OBE
55
+ Non-Executive Chair
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1
+ 4 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
2
+ Strategic Report
3
+ Overview
4
+ Delivering our
5
+ resilient retail strategy
6
+ Strategic Report
7
+ Our purpose
8
+ To own, manage and develop resilient retail assets across the UK that
9
+ provide essential goods and services and support the development of
10
+ thriving communities.
11
+ See page 3
12
+ shapes our business model
13
+ • Disciplined capital allocation
14
+ • Leveraging our platform
15
+ • Flexible balance sheet
16
+ • Integrated ESG programme
17
+ See page 18
18
+ which in turn drives our growth strategy
19
+ Our strategy aims to deliver a consistent 10% Total Accounting Return in the
20
+ medium term by focusing exclusively on these activities
21
+ See page 11
22
+ delivered within our risk management framework
23
+ Underpinned by effective risk management
24
+ See page 88
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1
+ • Focused on a resilient sub-sector of the retail market
2
+ • Providing essential goods and services to communities
3
+ • Store-based network for omnichannel retail
4
+ • Well-positioned to withstand macroeconomic headwinds
5
+ See page 12
6
+ • Retail Parks
7
+ • Core Shopping Centres
8
+ • Work Out
9
+ • Regeneration
10
+ See page 32
11
+ • Market leading asset management team
12
+ • Scalable operational structure
13
+ • Data-driven approach
14
+ • Strong occupier relationships
15
+ • Expanding Capital Partnerships
16
+ See page 42
17
+ • Unsecured balance sheet structure
18
+ • No debt maturity until 2028
19
+ • Significant cash holdings
20
+ • Debt costs fixed until 2028
21
+ See page 46
22
+ MARKET
23
+ PORTFOLIO
24
+ PLATFORM
25
+ FINANCIAL
26
+ POSITION
27
+ 5NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
28
+ We have a resilient investment case to deliver reliable and recurring revenues
29
+ See page 20
30
+ We oversee and manage
31
+ our purpose, culture, values,
32
+ strategy, sustainability and
33
+ relationships through
34
+ effective Board leadership
35
+ and governance
36
+ Enabling us to generate
37
+ long-term value for
38
+ our stakeholders:
39
+ • Our team
40
+ • Our communities
41
+ • Our shareholders
42
+ • Our capital partners
43
+ • Our occupiers
44
+ • Our environment
45
+ See page 96
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1
+ Annual Report
2
+ and Accounts 2023
3
+ NewRiver REIT plc Annual Report and Accounts 2023
4
+ The secret object #1 is a "chair".
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1
+ Resilient performance
2
+ and strategic progress
3
+ “We are confident of
4
+ our ability to deliver our
5
+ medium term objective of
6
+ a consistent premium total
7
+ accounting return.”
8
+ Allan Lockhart
9
+ Chief Executive
10
+ Our strong operational performance, including disposals within our
11
+ Work Out portfolio, resulted in excellent cash generation as we ended
12
+ the financial year with £111.3 million of cash up from £88.2 million at the
13
+ end of FY22.
14
+ Whilst the MSCI All Property and All Retail indices experienced capital
15
+ returns of -16% and -13% respectively for the year 1 April 2022 to
16
+ 31 March 2023, our portfolio outperformed with a like-for-like valuation
17
+ movement of -5.9%. The majority of our reported decline was
18
+ contained within our Regeneration portfolio, predominantly driven
19
+ by higher estimated development costs, a direct consequence of
20
+ persistent high inflation. As a result, our EPRA Net Tangible Assets
21
+ (NTA) per share at the full year was 121 pence (FY22: 134 pence).
22
+ At our FY22 results, we said that we would seek to maintain
23
+ headroom to our Loan To Value (LTV) guidance of <40% given the
24
+ macro-economic uncertainty at that time. That was the right decision
25
+ given the significant disruption in the real estate capital markets
26
+ especially in the final quarter of 2022. Our LTV at the full year was
27
+ 33.9% (FY22: 34.1%), well within our guidance. Importantly, we have
28
+ no refinancing or exposure to higher interest rates on drawn debt until
29
+ 2028 and we view this, together with the significant spread between
30
+ our portfolio net initial yield of 8.0% and our cost of borrowing of 3.5%,
31
+ as key strengths.
32
+ A key highlight of the full year was successfully expanding our Capital
33
+ Partnerships strategy by securing a high-quality mandate from M&G
34
+ Real Estate to asset manage a large retail portfolio comprising 16 retail
35
+ parks and one shopping centre, further extended to include a second
36
+ shopping centre post year end. This is a great endorsement of the
37
+ quality of our asset management platform and also demonstrates the
38
+ potential to grow our recurring earnings in a capital light way.
39
+ Our operating and financial results demonstrate the underlying resilience
40
+ of our business in what has been a challenging year for the real estate
41
+ sector. That, together with our strong financial position and the strategic
42
+ options available to us, means we remain confident in delivering our
43
+ objective of a consistent 10% total accounting return for our shareholders.
44
+ FINANCIALS
45
+ Strong Financial Performance
46
+ & Fully Covered Dividend
47
+ Our Retail UFFO increased by 26% in FY23 to £25.8 million
48
+ (FY22: £20.5 million). This performance has been driven by an increase
49
+ in our Net Property Income, up 5.0%, adjusted for disposals, but also
50
+ included the collection of Covid related rent arrears from FY21 and
51
+ FY22, a reduction in Administration and Finance Expenses and the
52
+ settlement of our insurance claim for loss of income in our car parks
53
+ as a result of the Covid-19 lockdowns of £1.4 million.
54
+ In line with our dividend policy, we have declared a final dividend of 3.2
55
+ pence per share bringing the total dividend for FY23 to 6.7 pence per
56
+ share, which is 125% covered by UFFO.
57
+ As a result of an improving Retail UFFO, a tight control on capital
58
+ expenditure and completed Work Out disposals, our cash position
59
+ increased from £88.2 million in March 2022 to £111.3 million in March
60
+ 2023. One of the benefits of rising interest rates, is that we are now
61
+ receiving a return on our excess cash which is accretive to our UFFO.
62
+ Valuation Outperformance
63
+ Our portfolio valuation has been far more insulated from the impact of
64
+ rising interest rates compared to the wider real estate sector, partly due
65
+ to our already high portfolio yield, and recorded a like-for-like valuation
66
+ movement of -5.9%. The overall movement was focused on our
67
+ Regeneration portfolio, accounting for 62% of the decline, a direct
68
+ impact of elevated inflation on estimated construction and finance costs.
69
+ We ended our financial year in a strong position having delivered a
70
+ resilient set of operating and financial results, continuing to execute
71
+ our strategy notwithstanding wider macro-economic headwinds.
72
+ Active demand for space in our portfolio has been maintained,
73
+ reflecting that the physical retail store is at the centre of retailers
74
+ omnichannel strategies, supported by a broadly resilient consumer.
75
+ This is reflected in another good year of leasing performance both
76
+ in terms of volume and pricing, leading to our highest occupancy rate
77
+ for five years at 97% (FY22: 96%). It is through the positioning of our
78
+ portfolio and the quality of our asset management platform that our
79
+ Retail Underlying Funds From Operations (UFFO) increased 26% to
80
+ £25.8 million from £20.5 million in the prior year and that is despite
81
+ the impact of loss of income from prior year disposals and limited
82
+ capital deployment of only £4.0 million.
83
+ 8 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
84
+ Strategic Report
85
+ Chief Executive’s review
86
+ The secret object #3 is a "knife".
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1
+ Pleasingly, our Core Shopping Centre portfolio, representing 37%
2
+ of our total portfolio, proved to be broadly stable with a -0.7% capital
3
+ return for FY23. Once again, we have significantly outperformed the
4
+ market as evidenced by MSCI which for shopping centres delivered
5
+ a -10.8% capital return over the last twelve months.
6
+ Our Retail Park portfolio, representing 28% of our total portfolio,
7
+ recorded a capital return of -3.2% entirely due to yield expansion
8
+ offset by ERV growth of 2.7%. Like our Core Shopping Centres, our
9
+ Retail Parks outperformed MSCI retail parks which recorded a capital
10
+ return of -12.1% over the same period.
11
+ The like-for-like valuation movement within our Work Out portfolio,
12
+ which accounts for 11% of our total portfolio, was -7.8%, outperforming
13
+ the MSCI Shopping Centre Index. We are on track to have completed
14
+ our exit from our Work Out portfolio by the end of FY24, having
15
+ completed two disposals in FY23.
16
+ Given that our portfolio consistently delivers a higher income return
17
+ and a superior capital return than the MSCI All Retail Index, on a total
18
+ return basis our portfolio has once again significantly outperformed
19
+ the index in FY23, by 1,020bps, as it has done over the last five years.
20
+ Our Balance Sheet is in great shape with an LTV of 33.9% at the year
21
+ end, in line with the prior year. Equally important is Balance Sheet
22
+ gearing which for us is less than 50%, Net debt to EBITDA is only
23
+ 4.9x, one of the lowest in the real estate sector, and interest cover
24
+ has increased to 4.3x, one of the highest in the real estate sector.
25
+ These strong financial metrics and the fact that we have no
26
+ refinancing requirements nor exposure to higher interest rates
27
+ until 2028 place us in an excellent position to capitalise on
28
+ future growth opportunities at the appropriate time.
29
+ PORTFOLIO
30
+ Resilient Operational Performance
31
+ Operationally, we had a good performance in terms of leasing
32
+ volume and pricing. That, together with our high retention rate when
33
+ it comes to lease expiry or lease break, has resulted in an increase in
34
+ our occupancy to 97% (FY22: 96%). Rent collection and car park and
35
+ commercialisation cashflows all improved during the year, with rent
36
+ collection now back to pre-Covid-19 collection rates.
37
+ In total we completed 979,200 sq ft of leasing transactions during
38
+ the year, securing £7.9 million of annualised income. Our long-term
39
+ leasing transactions which represented 69% of the total rent secured
40
+ were transacted at rents 1.1% above valuer ERVs. Furthermore,
41
+ 77% of the annualised long-term rent secured was in our Core
42
+ Shopping Centre and Retail Park portfolios, at levels exceeding
43
+ valuer ERVs by 2.3% and 0.8% respectively.
44
+ Whilst rent secured within our Regeneration Portfolio was down
45
+ -3.9% versus valuer ERV, it was +9.0% ahead of the previous passing
46
+ rent and therefore accretive to rental cashflows. It is also reflective of
47
+ our ongoing strategy to ensure greater lease flexibility to support our
48
+ vacant possession strategy. The Work Out portfolio leasing activity
49
+ was on terms -2.1% versus valuer ERV, however, this only represents
50
+ a small proportion of the total portfolio long-term rent secured.
51
+ For total portfolio leasing events in FY23, the rents achieved had a
52
+ Compound Annual Growth Rate (CAGR) versus the previous passing
53
+ rent of only -0.5% over the average previous lease period of 10.3
54
+ years. Over the past three years, which totals £15.4m of annualised
55
+ rent, this is only -0.4% based on an average previous lease period
56
+ of 10.0 years. Taking into account the significant disruption the retail
57
+ sector has faced over the last 10 years from the growth of online
58
+ retailing and Covid-19, this clearly demonstrates the underlying
59
+ resilience in our rental cashflows.
60
+ OUR HIGHLIGHTS
61
+ Occupancy
62
+ 96.7%
63
+ FY22: 95.6%
64
+ Rent collection
65
+ 98%
66
+ FY22: 96%
67
+ Leasing vs ERV
68
+ +1.1.%
69
+ FY22: +7.4%
70
+ GRESB score
71
+ 70
72
+ FY22: 68
73
+ Completed
74
+ disposals
75
+ £23m
76
+ FY22: £305m
77
+ Valuation
78
+ performance
79
+ -5.9%
80
+ FY22: -0.9%
81
+ Retail Underlying
82
+ Funds From Operations
83
+ £25.8m
84
+ FY22: £20.5m
85
+ Retail UFFO
86
+ per share
87
+ 8.3p
88
+ FY22: 6.7p
89
+ LTV
90
+ 33.9%
91
+ FY22: 34.1%
92
+ Net debt
93
+ £201.3m
94
+ FY22: £221.5m
95
+ Total Accounting
96
+ Return
97
+ -4.6%
98
+ FY22: -6.6%
99
+ Ordinary Dividend
100
+ per share
101
+ 6.7p
102
+ FY22: 7.4p
103
+ * As at time of reporting FY22 results
104
+ Key
105
+ Performance versus previous year
106
+ Improved Declined Maintained
107
+ 9NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
108
+ The secret landmark is the "Taj Mahal".
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1
+ Overall, our long-term leasing transactions had a weighted average
2
+ lease expiry (WALE) of 8.2 years, up from 6.4 years in FY22, with
3
+ Retail Parks at 12.0 years and Core Shopping Centres at 6.9 years.
4
+ In terms of occupier incentives, we have seen a marked improvement
5
+ in rent-free periods granted in the period compared to FY21 and
6
+ FY20. For long-term leasing transactions, the average rent-free
7
+ period was just 2.8 months with many occupiers receiving no
8
+ rent-free period.
9
+ The demand for space that we saw in our portfolio during the year
10
+ remained broadly based with 67% of the space leased to Grocery,
11
+ Discount, F&B, Health & Beauty and Value Fashion.
12
+ Well Positioned Portfolio
13
+ As at 31 March 2023, Retail Parks accounted for 28% of our portfolio,
14
+ totalling 14 assets. It has been another positive year for our Retail Park
15
+ Portfolio which at year end was 98% occupied with a retention rate
16
+ of 100%. We have continued to see strong occupational and investor
17
+ demand for our Retail Parks which are predominately located adjacent
18
+ to major supermarkets, benefit from free surface car parking and are
19
+ supportive of retailers’ omnichannel strategies. As such we had a good
20
+ year of leasing with transactions completed 0.8% ahead of valuer ERV.
21
+ Over the last three financial years, we have completed long-term
22
+ leasing transactions totalling £4.5 million of annualised rent across our
23
+ Retail Parks which versus the previous passing rent equates to a CAGR
24
+ of +0.6% per annum over the average previous lease period of 12.3
25
+ years. Our Retail Parks delivered a total return of 4.8%, outperforming
26
+ the MSCI retail warehouse index by +1,170 basis points, which recorded
27
+ a -6.8% total return.
28
+ As at 31 March 2023, our Core Shopping Centre portfolio represented
29
+ 37% of our total portfolio value and comprises 14 Core Shopping Centres
30
+ at the heart of local communities providing a range of essential goods
31
+ and services with an occupancy of 98% and retention rate of 90%.
32
+ The consistent occupational demand is reflected in the positive
33
+ leasing performance during the year with long-term deals transacted
34
+ 2.3% ahead of valuer ERV, underpinned by an average affordable
35
+ rent of just £13.18 per square foot and £39,000 per annum. Over the last
36
+ three financial years, we have completed long-term leasing transactions
37
+ totalling £5.5 million of annualised rent, which compared to the previous
38
+ passing rent, equates to a CAGR of only -0.8% per annum over the
39
+ average previous lease period of 9.9 years. Our Core Shopping Centres
40
+ delivered a total return of 10.3%, outperforming the MSCI shopping
41
+ centres index by +1,540 basis points, which recorded a -5.1% total return.
42
+ We have three Regeneration assets, representing 23% of the
43
+ total portfolio value, for which we have planning consent for:
44
+ 187 residential units, over 850 residential units at the pre-planning
45
+ application stage and a further 350 residential units in the masterplan
46
+ stage for phase one. None of these projects will be built-out by
47
+ NewRiver as our intention is to deliver value either through sale or
48
+ by partnering with residential developers, once planning consents
49
+ are secured. Currently, we are not exposed to material contractual
50
+ capital expenditure commitments but in order to maximise value,
51
+ some modest capital expenditure will be required over the next
52
+ two years. Whilst we advance our regeneration proposals, we have
53
+ maintained a high occupancy at 97% whilst at the same time building
54
+ flexibility into the leases to deliver future vacant possession. As such
55
+ the leasing deals completed within our Regeneration portfolio were
56
+ transacted at a modest -3.9% below valuer ERVs.
57
+ Our Work Out portfolio represents 11% of our portfolio and comprises
58
+ nine assets which we intend to dispose of or complete turnaround
59
+ strategies on. Since our Half Year results, we have completed the
60
+ disposals of two shopping centres in Wakefield and Darlington, with
61
+ the remaining sales to be completed in FY24; those assets subject to a
62
+ turnaround strategy are supported by further investment by the end of
63
+ FY24. In the interim, occupancy and retention rates for our Work Out
64
+ assets remain high at 93% and 89% respectively and leasing deals
65
+ completed during the year were transacted at -2.1% below valuer ERV.
66
+ In respect of capital and total returns, our Work Out portfolio has
67
+ outperformed the MSCI shopping centres index by +10 and +590
68
+ basis points respectively.
69
+ PLATFORM
70
+ Growing Capital Partnerships
71
+ Capital Partnerships are an important component of our strategy to
72
+ deliver earnings growth in a capital light way. We were delighted in
73
+ November 2022 to secure a high-profile mandate from M&G Real
74
+ Estate to manage a large retail portfolio comprising 16 retail parks
75
+ and a shopping centre located in the South East of England. After our
76
+ appointment in November 2022, the mandate was extended to include
77
+ a further shopping centre in the South East post year end in April 2023.
78
+ Currently, we have three key Capital Partnerships: in the public sector
79
+ with Canterbury City Council; in the private equity sector with BRAVO;
80
+ and now in the institutional sector with M&G Real Estate. Currently,
81
+ we asset manage 19 retail parks and five shopping centres with a
82
+ total value in excess of £500 million and annualised rent of over
83
+ £50 million.
84
+ The expansion and breadth of our Capital Partnerships is a clear
85
+ recognition of the need for a best-in-class platform to extract
86
+ performance in the highly operational retail sector. We believe that
87
+ we have a significant opportunity to deliver further earnings growth
88
+ through our Capital Partnership activities.
89
+ Prudent Capital Allocation
90
+ Capital allocation during the year has been focused on investing
91
+ in our portfolio with tightly controlled discipline given the macro-
92
+ economic uncertainty. Total investment in FY23 was £4.0 million of
93
+ which 57% was allocated to our retail park portfolio, with the largest
94
+ project being the construction of a new Aldi store in Dewsbury which
95
+ accounted for 23% of our total portfolio investment.
96
+ We invested £0.6 million in our Core Shopping Centres, the key
97
+ project being the funding of our planning application for a new
98
+ food store in Market Deeping which was unanimously approved
99
+ by the Council post year end. Our Regeneration portfolio received
100
+ £0.7 million of investment principally to advance our forthcoming
101
+ planning application in Grays for an 850+ unit residential-led major
102
+ town centre regeneration.
103
+ Committed progress to ESG
104
+ We take our role as the custodians of assets within the community
105
+ very seriously and part of that responsibility is helping to protect
106
+ the long-term sustainability of the environment that they sit within,
107
+ and we are pleased to report great progress in the delivery of our
108
+ committed ESG Strategy.
109
+ During the year, the quality of the Management and Governance of
110
+ our business was recognised as we ranked first place in the GRESB
111
+ “Management” module out of a total 901 participants across Europe.
112
+ This recognition is due to the fastidious work from our team in
113
+ embedding our ESG objectives across the business at both the
114
+ corporate and asset level including developing a supplier ESG
115
+ performance evaluation process and formalising a quarterly ESG
116
+ performance review process for our Property team.
117
+ Our ESG activities this year have resulted in achieving our target
118
+ GRESB score of 70/100 for the “Standing Portfolio” Benchmark, scoring
119
+ 90/100 for the GRESB “Development” benchmark and being awarded
120
+ an “A” alignment in GRESB’s independent TCFD assessment.
121
+ 10 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
122
+ Strategic Report10 NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
123
+ Strategic Report
124
+ Chief Executive’s Review continued
125
+ The secret sport is "boxing".
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1
+ We also retained our ‘B’ Rating from CDP for our management of
2
+ climate-related issues as well as retaining our Gold Award in EPRA
3
+ Sustainability Best Practice Recommendations Awards, recognising
4
+ the excellence in the transparency and comparability of our
5
+ environmental, social and governance disclosures.
6
+ Our assets are typically easily accessible with short travel times,
7
+ supporting the wider climate and well-being agenda. We set our
8
+ pathway to Net Zero in 2019 and we continue to make great inroads
9
+ in implementing this. Achieving net-zero within the retail sector relies
10
+ upon mutual action by real estate owners and occupiers. The energy
11
+ consumed by our occupiers in our assets accounts for almost 90% of
12
+ our total carbon emissions. These are emissions over which we have
13
+ limited control, but we continue to develop our engagement activities
14
+ to support alignment between our climate ambitions and those of our
15
+ occupiers and so we are pleased to report that 57% of our lettable
16
+ floorspace is occupied by retailers that have already set emissions
17
+ reduction targets, with approximately 70% of that 57% part of the BRC
18
+ Climate Commitment to reduce carbon emissions to net zero by 2040.
19
+ As we reported last year, all of the energy supplied into our common
20
+ areas (malls and car parks) is already carbon neutral but this year we
21
+ also generated over 250,000 kWh of renewable electricity on-site at
22
+ our assets, maintained our “zero waste to landfill” policy and
23
+ delivered or secured contracts for EV charging infrastructure at
24
+ 88% of our surface-level car parks. Given cost inflation headwinds,
25
+ it is also notable that the energy supplied into our malls is hedged
26
+ until Spring 2024, so we are not facing into price increases.
27
+ Finally, during the year we relocated our Head Office to a
28
+ BREEAM Excellent, Net-Zero building in London. We are committed
29
+ to continuing this great work and playing our part in helping protect
30
+ our planet and stakeholders for the long-term. .
31
+ MARKET
32
+ Outlook
33
+ Despite ongoing geopolitical tensions, elevated inflation and higher
34
+ interest rates, we are reassured with the improving occupational
35
+ demand for space in our resiliently positioned portfolio. Given our
36
+ current high occupancy rates for Retail Parks and Core Shopping
37
+ Centres at 98% and the benefit of the reduction of business rates for
38
+ our occupiers, we believe that the prospects for future rental growth
39
+ are now encouraging which should be supportive of future valuations.
40
+ For some time now, we have consistently expressed our confidence
41
+ in our portfolio positioning which is predominately focused on
42
+ essential goods and services. Our operating and financial results over
43
+ the last two years demonstrate the underlying resilience that we have
44
+ in our portfolio and in our platform, and we expect that to continue
45
+ into our new financial year.
46
+ We are in an excellent position with a strong balance sheet that is
47
+ not exposed in the medium term to rising interest rates, we have
48
+ capital available to deploy and opportunities to expand our Capital
49
+ Partnerships. We are therefore confident of our ability to deliver our
50
+ medium term objective of a consistent 10% total accounting return.
51
+ Allan Lockhart
52
+ Chief Executive Officer
53
+ 14 June 2023
54
+ OUR STRATEGY
55
+ We do this by delivering on our
56
+ business model:
57
+ This strategy is underpinned by clear
58
+ pillars of execution:
59
+ • Highly collaborative working relationships with all key partners
60
+ • A clear plan to help create thriving communities in the towns
61
+ where we are invested
62
+ • A committed sustainability strategy to minimise our impact on
63
+ the environment
64
+ • Creating opportunities for our team to develop their careers
65
+ • Operational efficiency and excellence
66
+ • Maintaining a strong balance sheet
67
+ • Delivering consistent and attractive risk-adjusted returns
68
+ Our strategy aims to deliver a reliable
69
+ and recurring income led 10% Total
70
+ Accounting Return and create value
71
+ for our stakeholders:
72
+ Local
73
+ Authorities
74
+ Shareholders
75
+ Environment
76
+ Occupiers
77
+ Capital
78
+ Partners
79
+ Team
80
+ Lenders
81
+ Communities
82
+ Underpinned by a committed ESG strategy
83
+ 1. Disciplined
84
+ capital allocation
85
+ 3. Flexible
86
+ balance sheet
87
+ 2. Leveraging
88
+ our platform
89
+ 11NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023 11NEWRIVER REIT PLC ANNUAL REPORT AND ACCOUNTS 2023
90
+ The secret office supply is a "stapler".