After skimming through:
- German office properties - that's a first for Singapore.
- Investment mandate of office properties in Europe - also a first.
- Projected DPU of 7c per year through to 31 Dec 2016 or about 8.0% yield on IPO price of 88c, supported by a guarantee of 100% distribution up to then
- 13% premium to book value (78c)
- Gearing of about 31%
But the biggest thing that struck me is the structure of the REIT. The sponsor is a company owned by Itzhak Sella, a real estate investor-manager in Europe and Israel. At the level of the manager, Tong Jinquan will own 65%, the rest by a company that is 87.5% owned by Sella. At the level of the REIT units, Tong will own 60% and the public 40%. Sella will be executive director and CEO of the REIT and Tong a non-executive director. There is a third figure, Ms Jeremy Adina Bard Cooper, who will serve as CEO of the manager and CIO of the REIT, but she owns in effect only 4.375% of the manager.
While there will be an independent non-executive chairman, independent directors, the trustee and all the usual corporate governance safeguards, it seems this show is going to be run by two individuals: Sella and Tong. You could say that this may not be a bad thing because one has full rein over the operation and the other has the most skin in the game. But what if they disagree over strategy or decisions? Would that not be very troublesome, compared to a case where ownership and control was more spread out?
When Soilbuild listed its REIT I noted its somewhat unusual arrangement where the Soilbuild founder took the majority stake in his individual capacity and not the sponsor Soilbuild Construction Group. This is a totally different level. To me personality issues will be the greatest risk factor.