Right, I'm going to start the presentation now. Good morning and welcome to the Residential Secure Income plc presentation for the year ending 30 September 2024. Let me move on. My name is Mike Adams. I'm the Chairman of GH Real Estate. I'm delighted to be joined in the presentation today by Ben Fry, the Lead Fund Manager, and Sandeep Patel, the Finance Director. The presentation today will take a slightly different format to previous years as a result of the decision by the board last October to commence an orderly wind down of the assets of the trust and the return of capital.
This was ratified at the AGM on the 6th of December last year. I'm going to start by giving you a bit more background to the decision to wind up the trust, including a high-level overview of the actions we have taken to date and details of the process moving forward. I'm then going to hand over to Ben and Sandeep to run through the underlying portfolio performance and financial results for the year before moving to a Q&A session at the end as usual. As in previous years, you can ask questions by clicking on the Q&A box on your screen, and I'll take as many of these questions at the end as possible.
Moving on to the next slide, this gives a brief overview of the fund since launch in 2017 to the decision at the AGM in December where we decided to wind down the trust. As you can see, the trust owns a portfolio of just under 3,000 homes with a total gross valuation of just over GBP 300 million. The income from these assets has been very robust since launch, but the market has been impacted by the wider market, the outward movement in property yields, and the lack of the trust's ability to scale.
This has meant that after seven years, the trust only has a market cap of just over GBP 100 million, whereas the original business plan was to take this to closer to GBP 1 billion by this time. If we move on to the next slide, the issues faced by ReSI plc are very similar to other companies in the investment trust market. The change in bond yields and interest rates over the period creates challenges for the whole sector. These charts, I think, bring this into stark detail.
Over the last two years, the trust has traded at a significant discount to its net asset value, as you can see on the chart in the bottom left-hand corner. In addition, we have seen a very low volume, so a daily average of 0.13%, or in monetary terms, less than GBP 150,000 a day. So we have a trust that is traded at a big discount and has very low liquidity. In my view, this is unlikely to change in the short term, which is a major issue for us and similar investment trusts. I think the larger trusts in the sector trade at a far lower discount to net asset value and will be the first to recover when the market recovers.
If you move on to the next slide. Given the challenging market background and the issues faced by the company, the board and the manager initiated a review of the performance and the prospects for the fund. Following this review, it was clear to both the manager and the board that without a route to scale in line with the original business plan, it was not in the best interests of the fund or shareholders to continue as is.
The market conditions for fundraising in the listed market are unlikely to change in the short to medium term, and it was decided to look for the best wind down the trust and return capital to shareholders. The next step was to ensure we started a process to maximize value for shareholders. This involved interviewing a number of advisors and setting a clear disposal process out for both portfolios. Although the portfolios could be sold as one, it was important to enable them to be separated to maximize value.
At the same time, it was important that we continue to maintain focus on the well-being of our 3,000 residents and driving value through the asset management initiatives that, as you will see later in this presentation, have accelerated over the past year. You can move on. Once the decision to wind down the trust had been made, it was decided to communicate this immediately with investors. The important message to both investors and the market is that this wind down is a result of wider market factors and is not a forced sale.
The trust owns good assets in strong markets that will continue to deliver growing inflation-linked cash rates for the medium to long term. We will therefore be balancing returning capital as quickly as possible with maximizing shareholder return. This means a full wind down of the trust may take between 12 and 24 months. In getting the timing right, we will be looking at a number of strategic considerations with the board. Firstly, the macroeconomic environment. When we announced the wind down last October, the consensus view was that interest rates would begin to fall in the second half of 2025.
The recent turmoil in the global bond market means that gilt yields have moved out significantly since then, with the 10-year U.K. gilt almost touching 5% last week. This has made the market less certain and will put pressure on valuation yields. We are watching this very closely given the link between core asset pricing and bond yields. The second point is asset management growth. Ben will take you through some of the positive outcomes we've had from asset management actions over the past year, as well as our future strategy in the next part of the presentation.
We are focused on increasing incremental net revenue by 5% through these initiatives in 2025 and ensuring that this is factored into a sale process. The final point is growth prospects. Both of these areas are sectors with significant need and opportunity. The portfolios will offer a platform for growth to investors who have capital at the right time in the cycle. We are working on articulating clearly these growth options and opportunities as part of the sales process. Given all of the above, we will be reporting to the board later this month to decide the optimum time to launch the sale process.
I'm now going to pass over to Ben to run through the portfolio overview and performance.
Thanks very much, Mike, and good morning, everyone. So this slide is an overview of the key metrics for FY24 that we're going to talk you through over the next 10 - 15 minutes. So first of all, we've delivered strong top-line growth with 5.8% like-for-like rental growth, whilst continuing last year's record occupancy of 96% in retirement and 100% in shared ownership, all underpinned by that strong, consistent 99% rent collection.
Importantly, we've seen a stabilization ReSI's operating costs, which aided in the reduction in fund management fees agreed with Gresham House, has allowed ReSI to grow adjusted earnings by 9% and comfortably cover the rebased dividend by 124%. Disappointingly, as Mike could have outlined, investment valuations have continued to be impacted by higher interest rates, so they declined 3% like-for-like year on year despite that strong rental growth, leading to a total EPRA NTA return of minus 4% to take EPRA NTA to 74.6p a share and taking our LTV to 52%.
But with that long 20-year average maturity debt limiting the impact of interest rate rises in terms of kind of ongoing operational performance. As Mike outlined, ReSI's portfolio consists of strong assets with great top-line growth, and I'll now move on to talk through our strategic initiatives. So at year-end, we announced two focuses. Firstly, the sale of our local authority portfolio and second, driving performance in our retirement portfolio. So in local authority, we've completed the disposal through two transactions.
So we sold the first asset on the 4th of April for GBP 5.6 million net of costs, slightly ahead of our GBP 5.5 million September 2023 book value. We then sold the second asset on the 10th of January for GBP 15 million net of costs, again slightly ahead of our GBP 14.4 million September 2023 book value. As a reminder, the sale of the second building took longer than we initially expected due to delays in obtaining building control sign-off for works that were completed earlier in 2024 to upgrade fire systems in that building.
In total, then we received GBP 20.5 million of proceeds from these two assets, which we used to fully repay our floating rate working capital facility with Santander, leaving the trust focused on retirement and shared ownership, which are performing really well. We then highlighted at year-end that we wouldn't stop there on disposals.
We'd continue to work with the board to continue to review options for further disposals, which support maximizing value and prioritize returns to capital from such disposals, and we also talked about how we anticipated that commencing once the Bank of England had begun cutting interest rates and the election had bedded in, which led to the board's decision and our decision in September to recommend that the trust be wound down, reflecting that kind of more positive situation we were then in in September.
S o our second focus that we talked about 12 months ago was the active asset management and to particularly drive NOI growth in retirement, so we did that through a few routes.
So firstly, we commenced our portfolio rationalization to drive economies of scale on maintenance, get more control over service charges and reduce leakage, and identified 20% of the portfolio for disposals to focus it down, utilizing the local knowledge that we have from managing this portfolio for the past eight years and ONS growth predictions to focus on future retirement demand and really reinvesting those proceeds from areas we're exiting in the core locations and upgrading existing assets.
So the first 30 properties, which are about 1.3% of the portfolio, have now been sold or in legals. And as we talked about, our plan is to step that up now that we've completed on the local authority sale last week. We also commenced bathroom upgrades. So a large part of the portfolio still had baths as opposed to showers, and we upgraded 71% of those homes last year.
Generally, that improves our reletting times by about two weeks and delivers on our target 8% minimum return on cash invested. And that particular, alongside focused marketing and increased speed of repair work once a property becomes vacant, have helped us improve our reletting times by 21% overall to 11.5 weeks. And that's helped us support that 96% occupancy, which we first achieved in H2 23. We've now delivered that for a full financial year, and we also increased that further to a record 97% in September 2024. So if I move on then to look at some numbers alongside that.
So firstly, in retirement, we've grown revenues 8.4% year on year. That's been driven by strong like-for-like rental growth of 4.8%, maintaining that occupancy at 96%, those record levels, and also that 99% rent collection. We have seen an increase of 11% in operating expenses, but the excessive kind of cost pressure that we had in FY23 has eased, which has meant that that strong rental growth has enabled us to deliver net income growth of 6% on the retirement portfolio year on year.
Just focusing on that operating cost, so that increase was primarily driven by huge increases in insurance alongside some residual increases in energy costs in common areas, the latter of which we're now seeing starting to moderate and should help reduce leakage in future. Unfortunately, insurance is still something where costs are increasing, as many of you probably know from your personal home insurance. So as a reminder, overall, this portfolio has 47% leakage on net rental income.
Primarily, that reflects the fact that properties have maintained gardens, common rooms, and on-site house managers who are supporting the residents. If we move on then to look at shared ownership, so here we've got a portfolio fully occupied, GBP 112 million value, 751 homes. The occupiers have long-dated 100- to 1,000-year FRI leases with us, so this is a sector where demand continues to increase as kind of increased mortgage rates and private rents.
I mean, shared ownership is increasingly the most affordable housing choice for young families and people in employment who don't have the highest incomes. Delivering these affordable homes and providing these for people is rewarding for us as investors, so the shared owners have a 38% equity stake, pay below market rents. That all means we've got that strong 99% rent collection, and those rents increase at RPI plus 0.5% each year, which for this year helped us drive rental growth by 8.8%.
And next year, as we look forward to April 2025, those rents will increase again by 3.2%. So alongside the financial kind of impact of that, we look at ensuring that those increases are affordable and sustainable. And we monitor that alongside wage growth, which was 8% across the same period as that 8.8% rental increase. And customers are generally now benefiting from an easing of energy price growth, as well as being more insulated against increased mortgage costs compared to outright purchases. And that rent increase compares to about 10.5% that we've seen in equivalent PRS.
So it's below that point, and we think that makes it very sustainable and attractive for an ongoing purchaser. So as you can see in the graph on the bottom right-hand side of this page, those rent increases helped us increase income up 11% year on year, and we'll continue to grow in FY25, reflecting the full year impact of April's 8.8% increase and next April's 3.2% increase forthcoming. And just to reemphasize on the shared ownership, this really is a kind of debt-like product because you've got customers in on those FRI leases.
They basically manage it because it is their own home. And you also have a market where housing associations are needing to sell off their own shared ownership portfolios, meaning that there are some really strong investment opportunities for people coming into the sector to acquire kind of this platform and aggregate it into something much larger.
kind of biggest example we've seen of transactions in shared ownership over the past 12 months were Blackstone selling a portfolio of 3,000 homes to USS, U.K.'s largest pension fund, back in August, alongside two large housing associations selling portfolios in March to large U.K. institutional investors and insurance companies. It's a sector that is actively trading. If we move on to page 14, the next one then. This is a slide from our customer surveys as well as our environmental report from Kamma. I just wanted to remind about the great work by our in-house property management team.
We've got 80%-90% satisfaction levels and 60% of our retirees experienced an improvement in their mental health on moving in, which is really important in the overall growth of that retirement piece, as Mike mentioned earlier on. Then on the right-hand side, just indicated the energy efficiency. We're way ahead of the market with 98% of directly rented properties at EPC or above compared to 47% of the wider market, which again, we think should support the attractiveness of the portfolio.
We are expecting now that there's been a change in government that will probably reintroduce a target of EPC for directly rented properties by 2028. It is good that we are almost kind of fully in line with that piece. I'll now hand over to Sandeep to talk ReSI's financial numbers.
Good morning all. Thanks, Ben. This section of the presentation will cover FY24 adjusted earnings, the evolution of NTA over the financial year, ReSI's key debt metrics. Starting here on this slide with adjusted earnings, which have increased 9% year over year, providing 124% coverage over the 4.12 pence per share dividend paid. Stepping through the line ReSI's gross rental revenue increased 7%, converting into a 5% increase in net rental income from GBP 18.1 million to GBP 18.9 million.
The GBP 0.8 million absolute increase year on year is broken down into component parts on the right-hand side. As described by Ben earlier, shared ownership contributed GBP 0.5 million, and retirement contributed a net GBP 0.6 million via like-for-like rent reviews and higher average occupancy throughout the year. This was softened by a GBP 0.3 million reduction due to disposal of the first local authority asset in April 2024. As ReSI's first tranche sales profits reduced by 90%.
This reduction in this line reflects a shared ownership portfolio being fully leased up and sales risk fully removed and is thereafter replenished by rental income. Net finance costs increased 4% to GBP 6.7 million and was caused by a 1.4% average increase in SONIA year on year ReSI's floating rate debt, which is subsequently fully repaid post-balance sheet via the proceeds arising from the full divestment of the local authority portfolio. Our management fees decreased 25% to GBP 1.4 million.
This was largely attributable to the rebasing of the management fee effective from the Q2 period commencing 1 January 2024. The management fee is now calculated in reference to the average of NAV and market cap. Vigilance on overheads, aided by the board's decision to reduce the board composition from four to three, meant they also reduced 8% year over year. In aggregate, this has culminated in adjusted EPRA earnings growing by that 9% mentioned earlier to GBP 9.5 million. Next slide, please. The slide here summarizes the movement in adjusted earnings.
The key points to draw out here are ongoing adjusted earnings covered the rebased dividend by 124%. Last year, dividend coverage was at 91%, but that was at the 5.16 pence share dividend paid in FY23. The 33% change in coverage was driven by two factors. 25% was due to the dividend rebasing and 8% from earnings growth year over year. The last two elements of the bridge show the annualized impact on earnings post-removal of the local authority portfolio, i.e., stripping out the local authority earnings and corresponding RCF debt finance costs leaves a run rate of 4.82 pence per share.
ReSI has today declared a Q4 dividend of 1.03 pence per share. In terms of outlook, and as ReSI transitions and advances the wind down, ReSI will continue to pay dividends quarterly in order to maintain REIT status and evaluate based on progress on realizations, overall profitability, and balance against any reinvestment needed to maximize capital receipts. As a reminder, ReSI declared dividends quarterly alongside NAV updates. Our results this year were a month later than normal due to the time needed to account for the general meeting vote in early December.
ReSI expects to release a December NAV in mid-February, with timings falling back in line with prior year timetable thereafter. Next slide, please. Here we have the evolution of NAV from over the year. Total return on NAV for the year was minus 3.1p, and it's made up of two parts. On the income side, the 124% dividend coverage was accretive to NAV by one pence. There was a net balance sheet loss of GBP 0.081, which was primarily made up of property valuations. On a total portfolio basis, ReSI benefited from 5.8% like-for-like average rent growth, which was valuation accretive by GBP 0.075.
This was outweighed by a 60 basis points weighted average outward yield shift, which diluted valuations by GBP 0.145, meaning in aggregate, valuations contributed a minus GBP 0.068 decline in NTA. Also within EPRA is a negative balance, which reflects the indexation ReSI's inflation-linked debt. Next slide, please. ReSI's debt stack contains three debt facilities with a weighted average debt maturity of 20 years. 51% of the debt is locked in at an attractive fixed all-in rate of 3.5%. This debt is an amortizing term loan as Scottish Widows' lender.
Amortization is largely back-ended and due on maturity in 2044. 41% of the debt is in relation to the RPI-linked USS facility with indexation capped at 5.5%, and this facility carries a coupon of 1.1%. Finally, there is the GBP 15 million RCF, which is unhedged and was drawn at the year-end but paid down in full this month, making up the remaining 8% of the drawn debt stack at the year-end. As with most secured long-dated borrowing facilities, the USS and Scottish Widows' debt contain prepayment and change of control clauses.
We have had initial conversations with both lenders who have expressed they will consider authorizing the debt to be transferred to a purchaser and will provide firmer guidance as we progress. In the event the debt is broken, the USS debt will be repaid at the higher of the indexed value and the DCF of the remaining interest and principal payment with a discount rate set based on the yield on a similar duration index-linked gilt. The Scottish Widows' debt, if broken, is calculated in reference to the prevailing swap rate with the possibility of a break gain. Next slide, please.
Summarized here ReSI's key debt metrics. The key things to note are repayment of the GBP 15 million RCF took place earlier this month, as mentioned previously. This has removed the early repayment covenant pressure on any ReSI's debt facilities. The Santander facility matured in March 2025, and we have started initial discussion with them regarding an extension to enable further execution of the asset management initiatives. We have shown the debt at book value and the debt to break as at 30 September 2024.
Please note these are sensitive to swap and gilt yields, but you can see the USS debt index valuation of GBP 87 million, and while there is no LTV covenant on this facility, the current portfolio value means the LTV measured in reference to the index valuation is 77%. For Scottish Widows, the break as at 30 September 2024 is GBP 87 million versus the book of 93, therefore providing a break gain at 30 September 2024 of GBP 6 million. This concludes this section of the presentation, and I'll now pass back over to Mike for closing.
Thank you, Sandeep. If you can move to the next slide. I think in summary, the fund has had a good year in terms of underlying asset performance. We have a clear strategy moving forward to wind down the fund to maximize proceeds over a 12- to 24-month period. And the board has aligned the manager by both rebasing the fee last year and also having a performance-based fee for both the manager and the agent on achieving the maximum proceeds for investors. The fund is leveraged, and the leverage will amplify the upside and downside of yield shifts on any exit.
So the importance of the strategic initiatives we are undertaking to maximize rental value are very important. The market backdrop is difficult at the moment. The bond yield moving out is going to likely cause pressure on yields and on valuation yields in the sector. So we are going to monitor that incredibly carefully as a board and a manager in order to maximize proceeds over the period. We do have good portfolios, and we are not in a rush to sell the properties at a discount to what we think they are worth in the long term.
So that will be paramount in our minds over the next few months as we run through this process. Thank you all for listening today. I'm going to now move to the Q&A part of the presentation. As we said before, if you want to ask a question, you can tap on the Q&A button on your screen. So moving to the first question. I think this is one for you, Sandeep. So what are the estimated costs of the wind down?
Thanks, Mike. Well, it's difficult to give absolute numbers at this stage, but akin to the vigilance in FY24 with respect to fund OpEx, ReSI are proactive in managing the costs associated with the wind down.
As a fund manager, we've worked with the board to agree a budget for third-party advisors. Wherever possible, they are closely aligned with shareholder value maximization. For example, the sales agent, as mentioned by Mike just then, is incentivized to achieve September NTA through base and performance fee. Beyond that, ReSI will incur normal expenses expected during an orderly wind down of a listed trust, including a combination of legal, tax, and liquidation fees.
Thank you, Sandeep. The next question is, I think, one for Ben. The question is, can you give a little bit more context about the Wesley House sale and the valuation achieved?
Yes, thanks, Mike. So Wesley House was sold for net proceeds of GBP 15 million. So that compares to the book value at 31 September 2023 of GBP 14.4 million. That's probably about GBP 15.3 million gross proceeds, about GBP 300,000 of legal and other costs of transaction.
Thank you, Ben. The next question is, who are the natural buyers of the retirement homes? Will future sales be of a similar scale rather than appetite from larger platform buyers?
I'm happy to take this. I think there is a relatively small amount of core capital in the market. So the buyers looking at the retirement, I believe, will be looking at how can they use this as a platform to grow a presence in the independent retirement sector in the U.K. That sector is sort of very nascent, in my view, and there's a lot of people looking at retirement rental. This portfolio has the benefit of a management team. It has the benefit of a large over 2,000 units in retirement.
In my view, it is someone who's going to be looking at this portfolio, looking to evolve it over, continue the strategy that we've put in place, and evolve it to a more modern portfolio over time. Our job in the next year is to find those buyers and to articulate the growth strategy in order to maximize the proceeds from that deal. The next question is about the Blackstone deal with USS that Ben mentioned and comparing the ReSI portfolio in terms of quality and age compared to that Blackstone portfolio. Ben, can you comment on that?
Yeah, so the Blackstone portfolio was the main difference was that was primarily a nationwide portfolio of houses built in the past kind of five years.
In ReSI's portfolio is kind of split between modern apartments built in London as well as slightly older portfolio of houses across the country, so they will appeal to slightly different customers. It is possible that we split, for ReSI's portfolio into the London apartments and the out-of-London houses as that is sold to appeal to potentially different buyers.
Thank you. Next question. Sandeep. Sandeep, what is the strategy regarding returning capital to investors in terms of distributions?
Yeah, sorry.
Can you still hear me or not, Ben?
Yeah, your network is dropping a little bit, Mike, but we can still just about hear you. I think I got most of that, Mike. I think our aim is to return capital in the most tax-efficient manner for both our institutional and retail holders. I think the simplest approach would be a return of capital through a liquidation.
This would require both portfolios to be sold in close proximity in terms of timing. In the event that there is a lag between the sales of the shared ownership and retirement portfolios, we anticipate making two capital returns, which, subject to final tax advice, will be via a tender offer.
Thank you, Sandeep. The next question I think you've answered in the presentation with regard to the debt and the ability to transfer that with any sales, Sandeep. Can you just give some color on that?
Yeah, so both facilities have change of control provisions. We have entered into dialogue with USS and Scottish Widows. They are open to it and will provide further guidance when we start getting bids in. In the event that the debt is broken, they both do have change of control, sorry, prepayment conditions.
For Scottish Widows, it's calculated in reference to prevailing swap rates. For the USS debt, it's at the higher of the index value and a DCF of the remaining principal and interest repayments with a discount rate set at the yield of a comparable duration index -linked gilt.
Thank you, Sandeep. The next question is regarding dividends. The comment was that it was announced a bit later than usual. Are we still intending to pay a dividend in March and moving forward?
Yes, so I believe we answered that during the presentation, Mike. We will continue to pay quarterly dividends in order to maintain REIT status. Traditionally, ReSI has announced dividends in conjunction with its NAV updates, and we'll continue to do that. This year, the timetable was a little bit later due to that year-end meeting in the 6th of December.
We expect to announce December NAV in mid-February, and then we should fall back in line with the historic timetable.
Thank you. The next question was, with dividend cover increasing, is the board considering increasing the dividend through the run-off?
No, I guess I can take that one, Mike, so I think, as mentioned during the presentation, we're not setting a dividend target for FY25. We're going to monitor it quarterly, and we'll balance and evaluate that dividend based on progress on the realizations, overall profitability, maintaining REIT status, and any proceeds needed to be reinvested within portfolios to maximize capital receipts.
Thank you, Sandeep. Those are all the core questions that we've received today. Clearly, if people have any further detailed questions, they can email the manager, and we will answer those directly, but on the basis of that, I'm going to bring the presentation to a close today.
Thank you all very much for attending.
Thanks all.
Thank you.