Agenda

1. What Goes Round Comes Round: or does it?The Valuation of Over-rented PropertiesERES 2011Sarah SayceJudy Smith Fiona QuinnPhilip Parnellpresented bySarah Sayce

2. Agenda • An introduction: the Scenario of the 1990s • The Current Market Scenario • Exploring Current Practice: a pilot study • Implications for valuation techniques: A discussion of the Issues • Conclusions

3. Why This is Timely • 2 property collapses • 20 years apart • This swifter – deeper • But superficially similar Source: adapted from IPD 2010 annual indices

4. Why This is Timely • 2 property collapses • 20 years apart • This swifter – deeper • But superficially similar Do they raise the same valuation issues? Did we learn nothing last time round?

5. What Happened in the early 1990s • The Market: • Rental values collapsed in the wake of over-supply and economic downturn and high interest rates • Capital values collapsed • Commercial property rents secured on covenant not value • Estimated 85% City of London Offices over-rented • Yields moved sharply up • Property priced as no growth investment • Tenants trapped in long leases: • Mainly 25 year terms • Upward only rent reviews – no get outs • Ongoing liability (privity of contract) Valuations called in to question....

6. What Happened in the early 1990s • Valuers and their methods were called into question as: • Secured loans failed and valuations exposed • Market assumptions of implied growth questioned • Institutions questioned the medium of property as an appropriate investment vehicle.. • Failure to recognise real estate as part of the investment spectrum Worse still • Valuers were found to have been negligent through a string of high profile negligence cases

7. What Happened in the 1990s- the Response in Practice • Yields were adjusted and a simple initial yield approach adopted to place risk within the cap rate • The Term and Reversion approach exposed as inappropriate and inaccurate

8. Problem- Double counting Rent passing Over-rent Over-rent MR Reversion- all risks yield implies growth at each future rent review into perpetuity End of lease

9. What Happened in the 1990s- the Academic Response “more explicit techniques highlight a number of areas which are either overlooked or over-simplified in traditional techniques, particularly regarding the timing and level of the projected cashflows” (Adams and Booth, 1996) • Comparability was viewed as inappropriate • Risk lay in cash flow rather than physical asset • Call for greater sophistication • Encouragement to adopt ‘short-cut’ DCF which could accommodate risks to the cash flow as explicit assumptions made about future rental growth

10. What Happened in the 1990s- the Academic Response • Tiered top slice • Required specific assumptions about the future movement of rental growth • Required market yield and money-based rate • Placed risk where is really lay – more logically • 2 versions proposed Adapted from Crosby and Goodchild, 1992

11. Tiered Top Slice-vertical split of top slice Rent passing Tier 1 top slice at e% Tier 2 top slice at e% x PV at e% Tier 3 top slice at e% x PV at e% Over-rent Over-rent MR Market rent x capitalised at market yield x PV £1 at equated yield MR capped for 3 years at e% 3 years RR 8 years RR 13 years RR

12. Layered Top Slice-horizontal split of top slice Rent passing Layer 3 top slice at e% Over-rent Layer 2 top slice at e% Layer 1 top slice at e% Over-rent MR Market rent x capitalised at market yield x PV £1 at equated yield MR x cap 3 years at e% 3 years RR 8 years RR 13 years RR

13. Aftermath: call for Change • Complex • Issues around assessing rental growth prospect • Knowledge issue Challenges around level of rental growth Connected to lease length

14. Structures in place to improve Valuations • Valuer Guidance • Increased scope of ‘Red Book’ • Guidance of differentiation MV and Worth • Tightening of reporting requirements • Requirements to rotate valuers • Valuing under conditions of Uncertainty (GN5) issued 2003; reviewed 2008; • Valuing certainty (GN1, 2011) – call to be explicit and transparent; use of Sensitivity Analysis where high volatility • Wider use of DCF use advocated (RICS, 2010; IVSC, 2011)

15. Structures in place to improve Valuations Discussions regarding ‘Mark to Market v Mark to Model’ (RICS 2008) Tracking valuation accuracy reveals greater consistency Valuers “quick to grasp the nettle” (French 2010) 15

16. Same but different Same • Collapse in confidence • Rental and capital values fall • Financial market issues • Significant number of over-rented properties Different • Low interest rates • Shorter leases (average 6 years) • Break clauses • Risk adverse investors • Privity of Contract abolished • Easier assignments • Greater understanding of worth Therefore market issues are different- but still need for explicit exploration of rental growth and understanding of required returns and risk profiling There is a clear case for explicit valuations

17. A Pilot Study Leading Valuation firms + 2 smaller firms All members of RICS Valuer Registration Scheme Scenario presented of over-rented London City Office • In relation to scenario: • How you would deal with the over-rent? • growth implicit or growth explicit approach- and specifically what method? • How would you establish the nature and quantum of risk and factor it in?

18. A Pilot Study • More generally, what is Impact on valuations of: • Historically low interest rate • Finance cost and availability • Changed Lease structure 18

19. Findings: General Approach • An implicit approach still prevails • One valuer – Term and Reversion • Core and top-slice – very much like 20 years ago • 2 simply take 1 cap rate (initial yield) • But build in for voids at lease end (majority view); • Adjust yield for risk of voids (minority view) Very consistent answers

20. Findings: Use of Explicit Approach • DCF still a minority game • But – some using DCF as a ‘check’ against traditional • Where they did the period ranged from 5 – 9 years to build in for voids • DCF more likely “Where purchaser likely to be a fund as recognition that fund managers use explicit methods”

21. Findings: Approach to Risk Tenant covenant viewed as the chief risk Build in for Voids Build in for voids + rent free period Analyse against covenant strength (majority) Take a view on market at lease expiry No indication of application of sensitivity analysis 21

22. Findings: Placing the Valuation in the Wider Context The changed interest rate environment is not perceived as relevant – simply rely on market comparable evidence only one valuer commented that there would be need to look at wider money market if few comparables Another interest rates are only one factor in market pricing” No account of lending market or availability of finance – assumption now that market is equity driven 22

23. Findings: Placing the Valuation in the Lease Context The issue of changes to privity etc not raised Lease length and void risk – majority would build in voids explicitly as assume tenant would leave – minority simply build in as part of risk profile No valuer assumed that tenant would re-negotiate back to Market Rent – or considered the early surrender scenario 23

24. Conclusion • Very little changed in market practice over 20 years • Hardcore (core and top-slice) is growth implicit – this was difficult to justify before – arguably still the case – despite different market conditions • Taking voids into account explicitly is not compatible with hardcore - so implies a move back to Term and Reversion.. • Using DCF as a back up check - progress? • The changes to leases structure reduces the issue in valuation terms as over-rents will not persist

25. Conclusion • The lack of relating of valuations to the wider financial markets is perhaps concerning given that the property is compared to other asset classes • The lack of change of methodology does present risks • Transparency and rigour are key • Initial yield and traditional simply too doesn’t work in times of economic uncertainty • Time to dust off those textbooks –or extend the survey?