Profiel
Bericht aan de lezer van de website van DIM Vastgoed
Door recente wijzigingen in omstandigheden kan de informatie op deze website achterhaald zijn. De informatie op deze website is grotendeels ontleend aan de jaarrekening 2009 van DIM Vastgoed en is gebaseerd op de situatie gedurende het boekjaar 2009. In april 2010 heeft grootaandeelhouder Equity One, Inc. haar openbaar bod op de aandelen DIM Vastgoed gestand gedaan, waarna het belang van Equity One in DIM Vastgoed op 95,5% uitkwam. De notering van het aandeel DIM Vastgoed aan de beurs van NYSE Euronext Amsterdam is per 2 augustus 2010 beëindigd. Equity One heeft een juridische procedure in gang gezet om de resterende minderheidsaandelen te verwerven. DIM Vastgoed, niet langer beursgenoteerd zijnde, actualiseert de informatie op deze website slechts nog voor zover zij hiertoe verplicht is uit hoofde van haar vergunning als beleggingsmaatschappij onderworpen aan het regime van de Wft en aan het toezicht door AFM.
General
DIM Vastgoed N.V. (‘DIM Vastgoed’), founded on 27 November 1996, is a Dutch investment company with a variable capital that invests in real estate located in the southeastern part of the United States of America
Extract from the Trade Register of the Chamber of Commerce Rotterdam.
Objective
The objective of DIM Vastgoed, as set out in the articles of association, is to invest capital in (interests in) real estate in the United States of America in order to allow shareholders a maximum share in the profit. DIM Vastgoed’s long term aim is achieving a total return of 12% per year (based on Dutch GAAP).
Strategy
In order to achieve its objective, DIM Vastgoed’s strategy is aimed at the acquisition, operation and disposal of commercial real estate in the coming years, within the framework of investment criteria regarding risk and return. These acquisitions will be financed by DIM Vastgoed equity, supplemented by debt, often in the form of mortgage loans.
Investment policy
DIM Vastgoed concentrates on investing in real estate principally in the Southeastern United States. These states are noted for an above-average population growth and strong and uniquely diverse economic bases. DIM Vastgoed initially focuses on investing in fully developed neighborhood shopping centers and so-called ‘power centers’, both with high occupancy ratios. The neighborhood shopping centers generally have a large supermarket chain as the main or ‘anchor’ tenant with ancillary tenants servicing the customer’s basic daily needs. Due to the high sales volumes of traditional ‘power centers’, the large store chains offer discount prices on a broad range of consumer items. For both types of real estate, a large proportion of the rentable area is leased to financially strong, national and regional store chains with long-term lease contracts. The type of tenants and their target group make this type of real estate relatively less vulnerable to the impact of fluctuating economic cycles.
As a consequence of DIM Vastgoed’s investment policy, the operating income of the company is to a large extent predictable. The rental income is derived from mainly long-term lease contracts with financially stable tenants. The majority of the operating expenses can be passed onto the tenants and, as such, cost increases are also largely passed on.
Financing
The acquisition of real estate for the portfolio of DIM Vastgoed is partly financed with borrowings. The return and risk profile for the shareholders is always a key consideration in determining the leverage between debt and equity, whereby management follows the goal of maintaining a 65:35 debt to equity ratio. The real estate serves as a collateral for the mortgage loans.
Management and administration
DIM Vastgoed has no employees. The management is handled by Dane Investors Management B.V. (‘DIM B.V.’), a company specialized in the acquisition, sale and management of American real estate on behalf of its clients. In the directorship and management agreement it is stipulated that DIM B.V. also is responsible for the operational, financial and administrative property management in the United States as well as for the selection, acquisition and disposition of real estate. DIM B.V. has contracted out these activities in the United States to a specialized American company, DBR & Associates, LLC (‘DBR’), based in Fort Lauderdale, Florida. DIM B.V. has contracted out certain corporate services in the Netherlands, such as the provision of head office facilities, legal, regulatory, financial and other compliance services and investor relations services to Freeland Corporate Advisors N.V. (‘Freeland’), Rotterdam, the Netherlands.
Valuation real estate
The investment portfolio of DIM Vastgoed is valued at fair value. The fair value of a property is determined on a monthly basis by means of the net rental income budgeted for the next twelve months and a capitalization factor (initially the capitalization factor upon acquisition). Once every two years, for the first time two years after acquisition, the estimated market value of each property is determined by an independent appraiser and this valuation is then used to establish the market capitalization factor. If the market capitalization factor deviates from the capitalization factor used internally, the internal capitalization factor will be adjusted to the market capitalization factor. For those properties in the portfolio which have not been externally appraised during the financial year, in the last quarter of the year the internally used capitalization rate is adjusted based on an estimate of the applicable market capitalization rate as supplied by an independent external appraiser.
Taxation
For a description of the tax aspects, please refer to the notes to the consolidated financial statements (note 11). The highlights of the tax aspects are described below. The taxable income of DIM Vastgoed in the United States, being gross rental income less operating expenses, interest expenses, depreciation expenses and certain general and administrative expenses, is subject to US corporate income tax.
Taxable income also comprises capital gains realized upon the sale of investment property to the extent that the sales proceeds are not reinvested in ‘like-kind’ replacement properties.
The treaty between the Netherlands and the United States of America to prevent double taxation results for DIM Vastgoed in such a significant reduction of Dutch corporate income tax that taxation in the Netherlands is virtually nil. Since its first fiscal year, DIM Vastgoed has filed its Dutch corporate income tax return in US dollars
Financial year
The company’s financial year starts on 1 January and ends on 31 December
Dividend policy
The dividend policy is geared to the payment of a dividend of in principle 100% of the direct result, at the choice of the shareholder to be paid out in cash or in stock. Under circumstances, the Company may decide to deviate from this policy.
Investment institution
DIM Vastgoed is a closed-end investment company with variable capital and an investment institution within the meaning of the Dutch Act on Financial Supervision (‘Wft’). DIM Vastgoed is licensed by Autoriteit Financiële Markten (the Dutch Financial Markets Authority).
Stock exchange listing
The shares of DIM Vastgoed are listed on the NYSE Euronext Amsterdam stock exchange since 5 October 1999 (see delisting notice, dated April 30, 2010). The share price is denominated in US dollars.
Amsterdams Effecten Kantoor has been engaged to act as liquidity providers for the shares.
