2024 Interim Report | EN
English Version.
Stock Code: 01972 Interim Report 2024
Contents 2 Company Profile 8 Financial Highlights 9 Chairman’s Statement 13 Chief Executive’s Statement 17 Review of Operations 47 Financing 53 Report on Review of Condensed Interim Financial Statements 54 Condensed Interim Financial Statements 59 Notes to the Condensed Interim Financial Statements 76 Supplementary Information 79 Glossary 80 Financial Calendar and Information for Investors
Swire Properties Limited (the “Company”) is a leading developer, owner and operator of mixed-use, principally commercial, properties in Hong Kong and the Chinese Mainland, with a record of creating long- term value by transforming urban areas. Our business comprises three elements: property investment, property trading and hotel investment. Founded in Hong Kong in 1972, the Company is listed on The Stock Exchange of Hong Kong Limited and, with its subsidiaries, employs around 5,800 people. The Company’s shopping malls are home to more than 2,200 retail outlets. Its offices house a working population estimated to exceed 70,000. Our investment portfolio in Hong Kong comprises Taikoo Place, Pacific Place and Cityplaza. In the Chinese Mainland, the Company has six major commercial projects in operation in Beijing, Guangzhou, Chengdu and Shanghai. The Company has interests in the luxury and high quality residential markets in Hong Kong, the Chinese Mainland, Indonesia, Vietnam and Thailand. There are also land banks in Miami, U.S.A. Swire Hotels develops and manages hotels in Hong Kong, the Chinese Mainland, and the U.S.A., with a confirmed expansion plan to Japan. 2 Swire Properties Limited Interim Report 2024
Company Profile 3
Captures what we do and how we do it. It underlines the creative mindset and long-term approach that enables us to seek out new perspectives, and original thinking that goes beyond the conventional. It also encapsulates our ability to unlock the potential of places and create vibrant destinations that can engender further growth and create sustainable value for our stakeholders. 4 Swire Properties Limited Interim Report 2024
Creative Transformation 5
2024 First Half Sustainable Development Highlights 6 Swire Properties Limited Interim Report 2024
Included in the “S&P Sustainability Yearbook (China)” for the 2nd consecutive year and the only real estate management and development company to make the “Top 1%” S&P Global ESG Score (China). Taikoo Place was the first and only development in Hong Kong to be awarded by the LEED (Leadership in Energy and Environmental Design) Communities certification programme (Gold Rating). Taikoo Hui, Guangzhou (Tower 2) – HSBC Office received awards for LEED Zero Carbon and LEED Zero Energy certifications from the U.S. Green Building Council. Two Taikoo Place was named a winner of the Urban Land Institute 2024 Asia Pacific Awards for Excellence. Received Excellent Award (Community Caring Award), Excellent Award (Grand Award of Innovation) and Elite Award (Green Achievement Award) at HR Excellence Awards 2023/2024 held by The Hong Kong Institute of Human Resource Management. Partnered with the Taskforce on Nature-related Financial Disclosures (“TNFD”) to officially launch its framework in Hong Kong, encouraging corporates and financial institutions to disclose and manage their nature-related risk and opportunities. Over 110 tenants committed to the Green Performance Pledge, representing approximately 50%* of office tenants. Over 170 business executives from more than 70 companies attended the annual GPP Forum 2024 to celebrate collective achievements. * Measured by occupied lettable floor area of office portfolios at 100% basis comprising of Taikoo Place and Pacific Place in Hong Kong and Taikoo Hui, Guangzhou. 118 F&B outlets across Swire Properties’ Hong Kong and Chinese Mainland portfolios have received the Green Kitchen Award. Taikoo Square at Taikoo Place officially opened to promote urban biodiversity and community wellbeing. The 12th “BOOKS FOR LOVE @ $10” Charity Book Sale raised a record-breaking amount of over HK$1.3 million in total. “Our vision is to be the leading sustainable development performer in our industry globally by 2030.” Guy Bradley, Chairman 7
Financial Highlights Six months ended 30th June 2024 2023 Note HK$M HK$M Change Results Revenue 7,279 7,297 0% Profit attributable to the Company’s shareholders Underlying (a), (b) 3,857 3,901 -1% Recurring underlying (a), (b) 3,570 3,892 -8% Reported 1,796 2,223 -19% Cash generated from operations 3,701 4,221 -12% Net cash inflow/(outflow) before financing 1,284 (3,387) N/A HK$ HK$ Earnings per share Underlying (c), (d) 0.66 0.67 -1% Recurring underlying (c), (d) 0.61 0.67 -8% Reported (c), (d) 0.31 0.38 -19% Dividend per share First interim 0.34 0.33 +3% 30th June 31st December 2024 2023 HK$M HK$M Change Financial Position Total equity (including non-controlling interests) 284,155 288,149 -1% Net debt 37,796 36,679 +3% Gearing ratio (a) 13.3% 12.7% +0.6%pt. HK$ HK$ Equity attributable to the Company’s shareholders per share (a) 48.05 48.73 -1% Notes: (a) Refer to glossary on page 79 for definition. (b) A reconciliation between reported profit and underlying profit attributable to the Company’s shareholders is provided on page 18. (c) Refer to note 11 to the financial statements for the weighted average number of shares. (d) The percentage change is the same as the corresponding percentage change in profit attributable to the Company’s shareholders. Six months ended 30th June 2024 2023 HK$M HK$M Underlying profit/(losses) by segment Property investment 3,693 3,939 Property trading (61) (37) Hotels (62) (10) Recurring underlying profit 3,570 3,892 Divestment 287 9 Underlying profit 3,857 3,901 8 Swire Properties Limited Interim Report 2024
Chairman’s Statement Dear Shareholders, We continue to demonstrate our global leadership in the ESG sector, ranking second in our industry on the The first half of 2024 presented several challenges for Dow Jones Sustainability World Index. We are also Swire Properties, mainly due to the ongoing uncertainty breaking new ground by integrating nature and and geopolitical tension affecting the global economy. biodiversity into the design and operations of our Despite these headwinds our commitment to our long- developments. A good example is the biophilic design term strategy of continuous investment in key markets to that has been incorporated into the newly opened Taikoo deliver sustainable dividend growth remains unchanged. Square and Taikoo Garden, part of the extensive green We have continued to make good progress in delivering open space that is an important feature of our Taikoo our HK$100 billion investment plan, of which more than Place redevelopment project in Hong Kong. Our 60% has now been committed. In the Chinese Mainland, membership of the Taskforce on Nature-related Financial HK$50 billion has been allocated to expand and reinforce Disclosures (“TNFD”) is another demonstration of our existing developments and help us develop new, resolve in this area. We remain steadfast in our large-scale, retail-led landmarks in Tier-1 and emerging commitment to our sustainability goals and will continue Tier-1 cities. In Hong Kong, HK$30 billion has been to leverage the power of innovative digital solutions to allocated to continue the expansion of our core improve our readiness for the future. commercial portfolios, Taikoo Place and Pacific Place, while HK$20 billion is being invested in residential trading Results Summary projects in Hong Kong, the Chinese Mainland and new markets in South East Asia. Our recurring underlying profit attributable to This plan sets out a clear path for the growth of Swire shareholders decreased by HK$322 million from Properties over the next decade. Despite some softness HK$3,892 million in the first half of 2023 to HK$3,570 in our core markets, in particular the subdued office million in the first half of 2024, which mainly reflected sector in Hong Kong, we remain confident in the long- higher net finance charges and a reduction in office term growth of our business in Hong Kong and the rental income in Hong Kong. Our underlying profit Chinese Mainland, specifically in the context of Beijing, decreased slightly by 1% to HK$3,857 million in the first Shanghai and the Greater Bay Area. half of 2024, which includes the sale of car parking spaces at our Taikoo Shing residential development in We continue to adopt an active capital recycling strategy Hong Kong. to explore divestment opportunities for non-core assets Our reported profit attributable to shareholders in the to strengthen our balance sheet and to support future first half of 2024 was HK$1,796 million, compared with investments in our core market. HK$2,223 million in the same period of 2023. There was a In the Chinese Mainland, we are making good progress fair value loss on investment properties of HK$879 million with our new investments in different cities, including in the first half of 2024 compared to HK$1,635 million in large-scale developments in Beijing, Shanghai, Sanya and the same period in 2023. A change in the fair value of Xi’an. The Chinese Mainland is an increasingly significant investment properties is non-cash in nature and has no contributor to the growth in our rental income. We will impact on our operating cash flow nor on underlying continue to leverage our two well-established brands, profit attributable to shareholders. Our balance sheet Taikoo Hui and Taikoo Li, to develop projects that remains strong. The overall financial position of the will become major lifestyle landmarks in their Company remains healthy and the change in fair respective cities. value is not expected to have any impact on our investment strategy. 9
Chairman’s Statement Progressive Dividends and and an exciting array of al fresco dining options at street Share Buy-Back level. We will also introduce a member’s club, and a brand-new social concept over four floors in Two Taikoo We declared a first interim dividend for 2024 of HK$0.34 Place, with multi-faceted hospitality, events and meeting per share. This represents a 3% increase over the first spaces, connection-driven programming and exceptional interim dividend for 2023. The first interim dividend for dining offerings. 2024 will be paid on Wednesday, 9th October 2024 to These are important milestones which are helping to shareholders registered at the close of business on the transform Taikoo Place into a vibrant community that record date, being Friday, 6th September 2024. Shares of enjoys one of the best working environments in Hong the Company will be traded ex-dividend from Kong. We are, however, conscious of prevailing weak Wednesday, 4th September 2024. market conditions and will ensure that we pace any Our policy is to deliver sustainable growth in dividends development of new stock to match anticipated and to pay out approximately half of our underlying profit future demand. in ordinary dividends over time. Riding on the benefit of Under our HK$100 billion investment plan, we have our planned investments, our goal is to deliver mid- expanded the Pacific Place portfolio in Admiralty with the single-digit annual growth in dividends. completion of Six Pacific Place, a new Grade A office The Company has announced that the Board has tower. Pacific Place enjoys a strategic location with approved a share buy-back programme of up to excellent connectivity combined with best-in-class retail, HK$1.5 billion for the period up to the conclusion of the office and hotel offerings. Our outlook for Pacific Place next annual general meeting to be held in May 2025. and for the Greater Admiralty super-interchange MTR hub is very positive and the portfolio will continue to benefit from improvements in local infrastructure to Hong Kong Office Development improve walkability. We are currently constructing a footbridge between Pacific Place and Harcourt Garden The Hong Kong office market is currently facing the twin and a planned tunnel connecting Pacific Place and the challenges of oversupply and weak demand. Amid an Wan Chai area, further enhancing connectivity to uncertain economic landscape, corporates are exercising strengthen Admiralty’s positioning as a major caution in their real estate decisions. However, given interchange station for the MTR network. Hong Kong’s standing as an international financial hub Our industry-leading ESG credentials and close and the principal gateway between the Chinese Mainland partnership with tenants who are seeking to achieve their and the rest of the world, we anticipate a recovery in own ESG goals remains a key differentiator in the Hong demand in the medium to long term, particularly for the Kong office market. To ensure that the flight-to-quality finance sector when the IPO pipeline returns, and trend continues, we are committed to ensuring that the increased interest from tenants in the Chinese Mainland design of our offices remains resilient for the future and once the Chinese economy picks up. to pursuing ambitious sustainability targets under our SD In accordance with our long-term placemaking strategy, 2030 Strategy. This approach instils confidence in Taikoo Place has been transformed into a Global Business corporates and this commitment will stand us in good District that is changing the office environment for stead as the market recovers. corporates in Hong Kong. We recently completed the latest phase of the Taikoo Place redevelopment project, which includes the completion of two Triple-A office Expansion in the Chinese Mainland towers, One Taikoo Place and Two Taikoo Place, an Our confidence in the long-term prospects for the additional 70,000 square feet of green space to promote Chinese Mainland market are reflected in our investment urban biodiversity, climate-controlled elevated walkways, pipeline. We continue to look for development 10 Swire Properties Limited Interim Report 2024
opportunities in Tier-1 and emerging Tier-1 cities to reach luxury retail spaces in Taikoo Li Sanlitun North. Similar our goal of doubling our GFA in the region under our upgrades are also being carried out at HKRI Taikoo Hui in HK$100 billion investment plan by 2032. Our focus this Shanghai and Taikoo Li Chengdu with the aim of year remains on developing our new pipeline projects as expanding the luxury retail content within our portfolios. well as the ongoing asset reinforcement and upgrading of existing projects. Currently, we are expanding our coverage to establish a network of 11 major retail-led, commercial developments Our two new investments in Shanghai’s Pudong District, in six Chinese Mainland cities by 2027. Despite some the Shanghai New Bund Mixed-use Project and the economic uncertainties, in terms of our investment Shanghai Yangjing Mixed-use Project, newly named pipeline projects and portfolio upgrades, this will position Lujiazui Taikoo Yuan, are well underway. Both are large- the Company to increase our share of the Chinese scale, mixed-use projects and the latter marks a debut for Mainland luxury retail market. our premium residential brand in the Chinese Mainland market. The addition of these two new projects means we will have four developments in Shanghai in total, Retail Portfolio making it the city where we will have our largest and Residential Pipeline operation in the Chinese Mainland. Other key projects in our investment pipeline include Looking at retail in Hong Kong and the Chinese Mainland, Taikoo Li Xi’an, our first investment in Xi’an, as well as we have seen a drop in both markets following a strong Taikoo Li Sanya, which is expected to contribute to post-pandemic rebound last year. We are seeing new Sanya’s rapid development as an international tourist retail trends emerging, particularly the strong demand and consumption hub. In June, we were pleased to for experiential luxury. This has led to successful announce a plan to increase our stake in INDIGO Phase collaborations with our tenant partners on tailored Two in Beijing. The acquisition was completed in early customer-focused campaigns, anchored by the August 2024. INDIGO Phase Two is the largest, premium innovative use of digital technologies. We are also commercial hub currently under development in Beijing. investing in our loyalty programmes and premium Together with our new partner, China Life, and despite lounges across our Hong Kong and Chinese Mainland short-term soft demand, we remain confident in the malls, with crossover promotions helping to broaden outlook for Beijing’s office market. our reach. We are keen to increase our investment in the Greater With regards to trading properties, we are building an Bay Area and we are collaborating with Guangzhou Pearl exciting residential pipeline in our key markets of Hong River Enterprises Group to develop the Julong Wan Kong, four major cities in South East Asia and in the Project, the retail portion of a large-scale, mixed-use Chinese Mainland. In Shanghai, both the New Bund development in Liwan District, Guangzhou. We are also Project and Lujiazui Taikoo Yuan have significant expanding the retail portion of Taikoo Hui Guangzhou, residential components, with the latter marking the and in August 2024 we successfully bid for No. 387 debut of our premium residential brand in this Tianhe Road, which will be renovated as a luxury retail important market. addition to Taikoo Hui to accommodate pent-up market In Hong Kong, we were encouraged by the recent demand. removal of tightening measures by the HKSAR We are also carrying out significant upgrades across our Government which has instilled greater confidence in existing projects in the Chinese Mainland. In April 2024, the residential property market. We hope to see an we announced the redevelopment of The Opposite improvement in both demand and pricing levels, albeit House in Beijing into a retail landmark for global flagship in the short term we expect market conditions to stores. This is in addition to the development of new remain challenging. 11
Chairman’s Statement We have made significant inroads with our growth plans Programme which continues to make a significant in South East Asia and are building a presence in four key impact by connecting staff, tenants, business partners markets, focusing on the residential sector in Jakarta, and the wider community through an extensive range of Singapore, Bangkok and Ho Chi Minh City. volunteering and fundraising initiatives. Our youth empowerment programmes are going from strength to strength. Sustainable Development and With a commitment to build sustainable communities Community Leadership through our placemaking education programme, the Our significant sustainability achievements are being Swire Properties Placemaking Academy continues to recognised in Hong Kong and the Chinese Mainland. In grow its alumni base. Our partnership with the Hong Kong April, Taikoo Place became the first development in Hong Palace Museum entered its third year in 2024. The Kong to obtain LEED Communities Gold Certification in successful “Bi-city Youth Cultural Leadership Programme” recognition of the portfolio’s integrated planning, green will be extended to include a learning experience to spaces and connectivity on a community level. Taikoo Chengdu, providing an even more enriching programme Hui, Guangzhou (Tower 2) – HSBC Office was awarded for young cultural talents from Hong Kong and Beijing. LEED Zero Certifications, demonstrating its accomplishment in achieving net-zero carbon emissions Conclusion by reducing carbon emissions and carbon offsets. Guided by our 1.5°C science-based targets, we continue We remain confident in the long-term prospects for our to invest in research, adopting industry-leading core markets of Hong Kong, the Chinese Mainland and technologies and initiatives to strengthen South East Asia, and our investment plan reflects this decarbonisation capabilities across our portfolios. We are confidence. Looking ahead to the next six months and also piloting an internal carbon pricing mechanism to beyond, we will continue to focus on delivering on our quantify carbon risks to our operations and reallocate investment and growth plans, and to strengthen the capital to promote low-carbon investments. Recognising resilience of our existing portfolio. We will continue to look the growing need for businesses to take actions to at how we can innovate and introduce exciting products mitigate their impact on biodiversity and nature, we have and services to enhance the performance of our been integrating biodiversity considerations into our portfolios, and to examine carefully where we can further existing operations – including the unveiling of a improve on the ESG front and accelerate the digital 70,000-square-foot green space in Taikoo Place and transformation of our business. launching relevant policies for all our developments. I would like to thank all our stakeholders for their ongoing We have also made great strides in our green financing support this year. I also wish to thank the team at Swire efforts. We recently won the Best ESG Issuer in Asia at Properties for their contribution. Their professionalism, the FinanceAsia Achievement Awards 2023 and our persistence and innovative spirit have been pivotal in green "dim sum” bonds offering has also received several driving our business forward. awards. Looking ahead, we will continue to pursue our target to have a minimum of 80% of bond and loan facilities from green financing by 2030, in alignment with the HKSAR Government’s masterplan for a green transition and carbon neutrality. Creating social impact remains a vital component of our Guy Bradley ESG priorities. Our community care initiatives include the Chairman 2,000-member-strong Community Ambassador Hong Kong, 8th August 2024 12 Swire Properties Limited Interim Report 2024
Chief Executive’s Statement Dear Shareholders, Business Performance Despite the current headwinds in our primary markets, As reported by the Chairman, the interim result was our business continues to be on a solid financial footing. impacted by a subdued office market in Hong Kong We saw a steady performance across all our operations where we are seeing weak demand coupled with a during the first six months of 2024, demonstrating our continuous supply of new space coming on stream. resilience and adaptability to the challenging economic However, our portfolios have remained resilient, landscape. Our balance sheet remains strong and we supported by our strong placemaking attributes, enjoy a healthy gearing level thanks to our active capital including ESG initiatives, amenity provisions and tenant recycling strategy. engagement programmes. We have made good progress since announcing our Despite a significant recovery in 2023, our retail portfolio HK$100 billion investment plan in 2022, particularly in the in Hong Kong was impacted by macro-economic Chinese Mainland. This market is a key driver of revenue uncertainties. The continued outbound travel trend and growth and remains strategically important to our long- changes in tourist spending behaviour are adversely term expansion plans. We remain fully committed to our affecting the retail market. Our shopping malls remain home market in Hong Kong, where we are focused on the preferred choice for major retail tenants, with all of expanding and enhancing our flagship commercial them almost fully let. We continue to carry out portfolios at Taikoo Place and Pacific Place. improvements to our retail trade mix alongside innovative marketing campaigns and loyalty programme initiatives We also remain confident that Hong Kong will maintain that are helping to attract more local customers and its global competitiveness through the various initiatives tourists to our malls. put in place by the HKSAR Government. As a leading property developer in the city, we will continue to In the Chinese Mainland, we achieved record-high retail support Hong Kong’s position as the gateway to the sales in the first half of 2023 following the lifting of Chinese Mainland and its status as an international COVID-19-related restrictions. However, due to an financial centre. increase in outbound travel (reflecting the visa-free policy offered by some countries for Chinese Mainland Looking ahead, our focus is firmly on the future, guided travellers and the depreciation in certain currencies, in by our long-term commitment to placemaking. As we particular the Japanese Yen), renovation-related grow the business under our HK$100 billion investment disruption in some malls and the comparison to last plan, we will continue to demonstrate leadership in year’s post-pandemic high base, retail sales growth in the sustainable development while adopting innovative Chinese Mainland has normalised. Notably foot traffic in technologies to prepare ourselves for opportunities and our malls has remained steady. challenges ahead. We recorded a small underlying loss from our property trading activities in the first half of 2024 due to sales and marketing expenses incurred for several residential trading projects. 13
Chief Executive’s Statement The speed of recovery of our hotel business in Hong Kong diversifying our portfolio, providing new sources of was slower than anticipated, while the performance of income as these projects come on stream over the next our hotels in the Chinese Mainland was relatively stable. few years. The performance of our hotels in the U.S.A. was mixed. The recovery of the Hong Kong office market has proven slower than expected in the wake of the pandemic. The Future Prospects market is likely to remain subdued for the rest of 2024, and rental levels will remain under pressure. However, in The outlook for the retail market in Hong Kong remains terms of occupancy, our office portfolio has consistently challenging. We expect that footfall and tenant sales will outperformed the submarkets we operate in. The continue to be impacted by the weak market sentiment, prevailing flight-to-quality trend in Hong Kong’s office particularly due to the propensity for outbound travel and market is also favouring premium, new office buildings changes in consumers’ spending patterns. However, such as Two Taikoo Place and Six Pacific Place. Leasing thanks to the continuous refinement of our retail trade for both these office towers is progressing well, with the mix, our activation and promotional strategies, and the former now 67% let and the latter currently at 44%. world-class events organised by the HKSAR Government, we anticipate that the sales performance of our malls will The latest phase of the redevelopment of Taikoo Place remain resilient. Experiential shopping will be a key part has been completed, transforming the area into a Global of our retail strategy and we will continue to invest in Business District. Our diverse amenity provision is a key innovative partnerships such as the latest collaboration differentiator and the newly opened Taikoo Square is a with the “Welcome to Anfield – the LFC Experience”. We showcase of our ambitious, nature-oriented design with a will look for more opportunities to leverage the crossover strong emphasis on wellness and ESG performance. More potential of our malls to engage a wider and more diverse outdoor dining concepts are now available with the customer base. opening of Taikoo Piazza, while new elevated walkways offer excellent physical and social connectivity In the Chinese Mainland, 2024 will be a year of throughout Taikoo Place. normalisation for the retail market following the 2023 post-pandemic peak. Overall demand for retail space is In the Chinese Mainland, we are taking inspiration from expected to remain solid, with retailers taking a more Taikoo Place to develop INDIGO Phase Two. With a new prudent approach to expansion in the second half of strategic partner, China Life, we will provide more than 2024. We anticipate that demand for luxury retail space four million square feet of commercial space in Chaoyang in Guangzhou and Chengdu will remain strong. We are District in Beijing. Construction is well underway and the focused on reinforcing our Chinese Mainland portfolio development will be completed in phases starting from through reconfiguration works and tenant mix late 2025. enhancements currently being carried out across several On the residential front, market sentiment in Hong Kong developments, including Taikoo Li Sanlitun in Beijing, remains soft in light of economic uncertainties and the Taikoo Li Chengdu and HKRI Taikoo Hui in Shanghai. high interest rate environment, despite the HKSAR Under our HK$100 billion investment plan we are Government’s recent decision to relax tightening developing a pipeline of new retail-led projects, including measures. Market confidence will take some time to in Xi’an, Sanya and Guangzhou, and two large-scale recover, but we expect demand to remain resilient over developments in Shanghai. We are expanding and the medium to long term, supported by interest from both local and Chinese Mainland buyers. 14 Swire Properties Limited Interim Report 2024
We are currently busy developing a strong and diverse Pioneering Sustainable pipeline of four residential projects on Hong Kong island. Development Practices “LA MONTAGNE” at The Southside in Wong Chuk Hang was launched for sale in 2023, and we are at the design We remain at the forefront of sustainable development stage for a new residential project at 269 Queen’s Road (“SD”) practices in our industry, consistently pushing East. We are also working with a long term partner on a boundaries and reaching new milestones. Our efforts development in Chai Wan, a rare, large-scale residential have gained global recognition, including a second place site for which we plan to launch sales early next year. ranking in our industry globally on the Dow Jones We are excited to have entered the residential market in Sustainability World Index 2023 and the top spot on the the Chinese Mainland with two new mixed-use projects in Hang Seng Corporate Sustainability Index. Our ultimate Shanghai – the Shanghai New Bund Mixed-use Project objective is to achieve net-zero emissions by 2050. and Lujiazui Taikoo Yuan. Our New Bund project is in a We recognise biodiversity as the next frontier in fantastic location at the heart of the Qiantan area, addressing climate change. We have policies and opposite Taikoo Li Qiantan, where residential sales have guidelines in place to guide us in incorporating performed extremely well. Similarly, Lujiazui Taikoo Yuan biodiversity considerations into different aspects of is in a highly sought-after location in Pudong, along the our business operations and developments. The Huangpu River. It was formerly the location of the Taikoo redevelopment of Taikoo Place is a showcase to Wharf in the early to mid-1900s and the development demonstrate how we integrate biodiversity from an early design will pay tribute to its heritage. The residential stage. This was achieved through initial biodiversity portion will comprise eleven towers offering high-quality assessments and the incorporation of biophilic designs waterfront living in the heart of Shanghai. for Taikoo Square and Taikoo Garden, which feature more In South East Asia, we remain focused on our four target than 260 native and exotic plant species to promote markets of Jakarta, Singapore, Bangkok and Ho Chi Minh urban biodiversity. City. We have three projects currently in development Our sustainability-related partnerships with tenants and the outlook remains positive. With factors such as distinguish us from our peers and are an increasingly continued urbanisation, a growing middle class and a critical part of our leasing strategy. The Green limited supply of luxury residential properties, demand in Performance Pledge (“GPP”) builds on the premise of these markets is expected to remain stable. a green lease and the programme has generated We are cautiously optimistic for our hotel business in enthusiastic support, with more than 110 office tenants Hong Kong, subject to the speed of recovery for inbound participating across our Hong Kong portfolio. We tourism and business travel. We are keen to expand The launched the programme in the Chinese Mainland in House Collective and EAST brands through third party November 2023 which has also received a very positive management agreements. The development of our new response. Meanwhile, our Green Kitchen Initiative is also House Collective hotels in Tokyo, Shenzhen and Xi’an is receiving positive recognition from F&B tenants thanks to well underway and we continue to look for opportunities the excellent progress which has been made. Over 110 to introduce our two hotel brands to new markets in F&B tenants are currently enrolled across our Hong Kong the region. and Chinese Mainland retail portfolios. 15
Chief Executive’s Statement The digital transformation of our business is essential in Looking Ahead helping us to realise our sustainability goals. We are developing and expanding our capabilities and We remain committed to driving long-term growth across developing our people with the future in mind, optimising all our core markets in Hong Kong, the Chinese Mainland processes, trialing new technologies and building a and South East Asia. Despite the current macro-economic strong digital talent pipeline. This will ensure our agility uncertainties, our business remains on a solid financial and resilience as emerging technologies become more footing and we are investing responsibly for the long prevalent in the workplace. term under our HK$100 billion investment plan. We are well placed to weather the headwinds in 2024. Our Commitment to the Community We will continue to focus on evaluating new investment opportunities and reinforcing the quality and We continue to support the needs of the wider performance of our existing property portfolios, while community through our longstanding Community realising our sustainability objectives. Ambassador Programme. Our signature annual event, I would like to acknowledge the continued support and “BOOKS FOR LOVE @ $10”, exceeded its fundraising trust of our shareholders and partners as we embark on a record this year, with more than 6,000 Community significant stage of growth in our business. I would also Ambassadors and volunteers from NGO partners like to express my appreciation for the valuable dedicating their time to make the campaign a success. contributions made by everyone in the Swire Properties Youth empowerment continues to be a significant focus team – your collective effort continues to drive all our for our community initiatives. Now in its sixth year, the achievements. Swire Properties Placemaking Academy (“SPPA”) welcomed its newest cohort this summer to begin planning the 2024 edition of our White Christmas Street Fair. We also commenced the third edition of the Hong Kong Palace Museum’s Bi-city Youth Cultural Leadership Programme in July, once again as Lead Sponsor. Through the programme, 16 outstanding university students from Tim Blackburn Hong Kong and Beijing are given the opportunity to Chief Executive participate in cross-cultural exchange and internship Hong Kong, 8th August 2024 experience to be coached into becoming cultural leaders of the future. 16 Swire Properties Limited Interim Report 2024
Review of Operations Six months ended Year ended 30th June 31st December 2024 2023 2023 HK$M HK$M HK$M Revenue Gross Rental Income derived from Office 2,765 2,960 5,835 Retail 3,682 3,510 7,143 Residential 218 207 430 (1) Other Revenue 62 55 117 Property Investment 6,727 6,732 13,525 Property Trading 88 89 166 Hotels 464 476 979 Total Revenue 7,279 7,297 14,670 Operating Profit/(Losses) derived from Property investment From operations 4,389 4,254 8,261 Sale of interests in investment properties (219) – (60) Fair value losses in respect of investment properties (842) (1,332) (2,829) Property trading (54) (12) (89) Hotels (57) (37) (103) Total Operating Profit 3,217 2,873 5,180 Share of Post-tax Profit/(Losses) from Joint Venture and Associated Companies 350 524 (292) Profit Attributable to the Company’s Shareholders 1,796 2,223 2,637 (1) Other revenue is mainly estate management fees. Additional information is provided in the following section to reconcile reported and underlying profit attributable to the Company’s shareholders. These reconciling items principally adjust for the fair value movements on investment properties and the associated deferred tax in the Chinese Mainland and the U.S.A., and for other deferred tax provisions in relation to investment properties. In Hong Kong, the Group’s investment properties recorded fair value losses of HK$2,702 million in the first half of 2024. In the Chinese Mainland and the U.S.A., investment properties recorded fair value gains of HK$1,630 million and HK$241 million respectively. There are further adjustments to remove the effect of the movement in the fair value of the liability in respect of a put option in favour of the owner of a non-controlling interest and remeasurement gains on interests in joint venture companies which became subsidiary companies after completion of acquisition. Amortisation of right-of-use assets classified as investment properties is charged to underlying profit. 17
Review of Operations Six months ended Year ended 30th June 31st December Underlying Profit Reconciliation 2024 2023 2023 Note HK$M HK$M HK$M Profit Attributable to the Company’s Shareholders per Financial Statements 1,796 2,223 2,637 Adjustments in respect of investment properties: Fair value losses in respect of investment properties (a) 831 1,648 4,392 Deferred tax on investment properties (b) 660 347 461 Fair value gains realised on sale of interests in investment properties (c) 527 29 4,398 Depreciation of investment properties occupied by the Group (d) 10 11 22 Non-controlling interests’ share of fair value movements less deferred tax 47 (14) 8 Movement in the fair value of the liability in respect of a put option in favour of the owner of a non-controlling interest (e) 36 4 39 Remeasurement gains on interests in joint venture companies which became subsidiary companies after completion of acquisition (f) – (306) (306) Reversal of impairment loss on a hotel held as part of a mixed-use development (g) (11) – – Less amortisation of right-of-use assets reported under investment properties (h) (39) (41) (81) Underlying Profit Attributable to the Company’s Shareholders 3,857 3,901 11,570 Profit from divestment (287) (9) (4,285) Recurring Underlying Profit Attributable to the Company’s Shareholders 3,570 3,892 7,285 Notes: (a) This represents the fair value movements as shown in the Group’s consolidated statement of profit or loss and the Group’s share of fair value movements of joint venture and associated companies. (b) This represents deferred tax movements on the Group’s investment properties, plus the Group’s share of deferred tax movements on investment properties held by joint venture and associated companies. These comprise deferred tax on fair value movements on investment properties in the Chinese Mainland and the U.S.A., and deferred tax provisions made in respect of investment properties held for the long term where it is considered that the liability will not reverse for some considerable time. It also includes certain tax adjustments arising from transfers of investment properties within the Group. (c) Prior to the implementation of HKAS 40, changes in the fair value of investment properties were recorded in the revaluation reserve rather than the consolidated statement of profit or loss. On sale, fair value gains/(losses) were transferred from the revaluation reserve to the consolidated statement of profit or loss. (d) Prior to the implementation of HKAS 40, no depreciation was charged on investment properties occupied by the Group. (e) The value of the put option in favour of the owner of a non-controlling interest is calculated principally by reference to the estimated fair value of the portion of the underlying investment property in which the owner of the non-controlling interest is interested. (f) The remeasurement gains on interests in joint venture companies were calculated principally by reference to the estimated market value of the underlying properties portfolio of the joint venture companies, netting off with all related cumulative exchange difference. (g) Under HKAS 40, hotel properties are stated in the accounts at cost less accumulated depreciation and any provision for impairment losses, rather than at fair value. If HKAS 40 did not apply, wholly-owned and joint venture hotel properties held for the long term as part of mixed-use property developments would be accounted for as investment properties. Accordingly, any increase or decrease in their values would be recorded in the revaluation reserve rather than in the consolidated statement of profit or loss. (h) HKFRS 16 amends the definition of investment property under HKAS 40 to include properties held by lessees as right-of-use assets to earn rentals or for capital appreciation or both, and requires the Group to account for such right-of-use assets at their fair value. The amortisation of such right-of-use assets is charged to underlying profit. 18 Swire Properties Limited Interim Report 2024
Underlying Profit Movement in HK$M Underlying Profit 4,500 +278 -246 4,000 3,901 -24 -52 3,857 Underlying profit Increase in losses 3,500 in the first half of 2023 from property trading Increase in profit Increase in losses from divestment from hotels 3,000 Decrease in profit from Underlying profit in property investment the first half of 2024 2,500 1st half 2023 1st half 2024 Our reported profit attributable to shareholders in the Recurring underlying profit from property investment first half of 2024 was HK$1,796 million, compared to a decreased in the first half of 2024. This principally profit of HK$2,223 million in the first half of 2023. reflected lower office rental income from Hong Kong There was a fair value loss on investment properties (partly due to the loss of revenue arising from the (after deducting non-controlling interests) in the first half disposal of nine floors of One Island East in December of 2024 of HK$879 million, compared with a fair value 2023). In Hong Kong, the performance of retail portfolio loss of HK$1,635 million in the first half of 2023, was soft. Trade mix improvement, marketing campaigns principally arising from the Hong Kong office portfolios and loyalty programme initiatives were continuously and for both periods. actively carried out to attract local customers and tourists, to offset the negative impact of outbound travel Underlying profit attributable to shareholders (which and the changing tourist spending behaviour. Despite a principally adjusts for changes in fair value of investment weak office market (reflecting subdued demand and new properties) decreased by HK$44 million from HK$3,901 supply), the office portfolio in Hong Kong was resilient. million in the first half of 2023 to HK$3,857 million in the In the Chinese Mainland, retail sales dropped in the first first half of 2024. The decrease principally reflected half of 2024 (compared with a strong rebound in the first higher net finance charges (due to higher borrowings) half of 2023 following the lifting of COVID-19 related and a reduction in the office rental income, partly offset restrictions) and foot traffic was steady notwithstanding by the increase in profit from the sale of car parking the increase in outbound travel. spaces in Hong Kong. The small underlying loss from property trading in the Recurring underlying profit (which excludes the profit first half of 2024 was primarily a result of sales and from divestment) was HK$3,570 million in the first half marketing expenses incurred for several residential of 2024, compared with HK$3,892 million in the first half trading projects. of 2023. The speed of recovery of hotel businesses in Hong Kong was slower than anticipated, while the performance of the hotels in the Chinese Mainland was relatively stable. Performance of the hotels in the U.S.A. was mixed. 19
Review of Operations HK$100 Billion Commitment for new projects Investment Plan 65% COMMITTED Hong Kong Chinese Mainland Committed Residential trading Remaining target projects (including in South East Asia) 0 10 20 30 40 50 Target (HK$ Bn) HK$100 Billion Investment Plan Key Developments In March 2022, the Company announced a plan to invest In February 2024, the Group obtained the occupation HK$100 billion over ten years in development projects in permit for Six Pacific Place, it being the newest addition Hong Kong and the Chinese Mainland, and in residential to Pacific Place, an office tower with an aggregate GFA of trading projects (including in South East Asia). The target approximately 223,000 square feet. At 30th June 2024, allocation is HK$30 billion to Hong Kong, HK$50 billion to the office tower was 44% let. Handover of the office floors the Chinese Mainland and HK$20 billion to residential to tenants is in progress. trading projects (including in South East Asia). At 2nd August 2024, approximately HK$65 billion of the planned As part of a mixed-use development with an approximate investments had been committed (HK$11 billion to Hong GFA of 5.7 million square feet located in Liwan district of Kong, HK$44 billion to the Chinese Mainland and HK$10 Guangzhou, the centre of the Guangzhou-Foshan billion to residential trading projects). Major committed metropolis circle, the Group is collaborating with the projects include the residential developments at Chai Guangzhou Pearl River Enterprises Group to develop the Wan Inland Lot No. 178, at 269 Queen’s Road East, at retail portion (“Julong Wan Project”) of this mixed-use 983-987A King’s Road and 16-94 Pan Hoi Street in Hong development. The site with a GFA of approximately Kong, and at Wireless Road in Bangkok, a retail-led 352,000 square feet was acquired as of 30th June 2024. mixed-use development in Xi’an, retail-led developments The GFA will increase to approximately 1,615,000 square in Sanya and Guangzhou, mixed-use developments in feet, subject to further relevant transaction agreements. Lujiazui Taikoo Yuan and the New Bund in Shanghai, Basement works are in progress. The overall development office and other commercial use developments at is planned to be completed in phases beginning from the 8 Shipyard Lane and at 1067 King’s Road in Hong Kong. first half of 2027. Prior to the first phase’s completion, Uncommitted projects include further retail-led mixed- exhibitions, events, pop-up shops and activities will be use projects in Tier-1 and emerging Tier-1 cities in the conducted to activate the area starting from late 2025. Chinese Mainland, including Beijing, with a plan to double The Group has a 50% interest in the retail portion of the our gross floor area in the Chinese Mainland, further development. expansion at Pacific Place and Taikoo Place in Hong Kong as well as further residential trading projects in Hong Kong, the Chinese Mainland, Miami and South East Asia. 20 Swire Properties Limited Interim Report 2024
In June 2024, the Group entered into an equity and debt transfer agreement with the China Life Insurance Company Limited (“China Life”) group and the Sino-Ocean Group Holding Limited (“Sino-Ocean”) group, pursuant to which the Group and the China Life group have conditionally agreed to acquire a 14.895% and a 49.895% equity interest in the project company of INDIGO Phase Two, respectively, from the Sino-Ocean group for a consideration of approximately RMB891 million and RMB2,984 million, respectively. Completion of the acquisitions is subject to the satisfaction of certain conditions precedent. The acquisitions were completed in early August. Following the completion of the acquisitions, the Group’s interest in INDIGO Phase Two has increased from 35% to 49.895% and the China Life group owns a 49.895% interest in INDIGO Phase Two. In August 2024, Taikoo Hui in Guangzhou successfully bid No. 387 Tianhe Road which is connected to its shopping mall via a public auction. With approximate GFA of 655,000 square feet, No. 387 Tianhe Road will be renovated as a luxury retail addition to Taikoo Hui. The refurbishment is expected to be completed in 2026. The Group has a 97% interest in this property. Portfolio Overview The aggregate gross floor area (“GFA”) attributable to the Group at 30th June 2024 was approximately 39.3 million square feet. Of the aggregate GFA attributable to the Group, approximately 34.6 million square feet are investment properties and hotels, comprising completed investment properties and hotels of approximately 24.4 million square feet, and investment properties under development or held for future development of approximately 10.2 million square feet. In Hong Kong, the investment property and hotel portfolio comprises approximately 14.2 million square feet attributable to the Group of primarily Grade-A office and retail premises, hotels, serviced apartments and other luxury residential accommodation. In the Chinese Mainland, the Group has interests in eleven major commercial developments in prime locations in Beijing, Guangzhou, Chengdu, Shanghai, Xi’an and Sanya. These developments are expected to comprise approximately 18.3 million square feet of attributable GFA when they are all completed. Of this, 10.4 million square feet has already been completed. Outside of Hong Kong and the Chinese Mainland, the investment property portfolio comprises the Brickell City Centre development in Miami, U.S.A. The tables below illustrate the GFA (or expected GFA) attributable to the Group of the investment property and hotel portfolio at 30th June 2024. Completed Investment Properties and Hotels (GFA attributable to the Group in million square feet) Residential/ Serviced Under (1) Apartments Planning Total Office Retail Hotels Hong Kong 9.4 2.6 0.8 0.6 – 13.4 Chinese Mainland 2.9 6.2 1.1 0.2 – 10.4 U.S.A. – 0.3 0.3 – – 0.6 Total 12.3 9.1 2.2 0.8 – 24.4 21
Review of Operations Investment Properties and Hotels Under Development or Held for Future Development (expected GFA attributable to the Group in million square feet) Residential/ Serviced Under (1) Apartments Planning Total Office Retail Hotels Hong Kong – – – – 0.8 0.8 Chinese Mainland 1.6 2.5 0.1 – 3.7 7.9 U.S.A. – – – – 1.5(2) 1.5 Total 1.6 2.5 0.1 – 6.0 10.2 Total Investment Properties and Hotels (GFA (or expected GFA) attributable to the Group in million square feet) Residential/ Serviced Under (1) Office Retail Hotels Apartments Planning Total Total 13.9 11.6 2.3 0.8 6.0 34.6 (1) Hotels are accounted for in the financial statements under property, plant and equipment and, where applicable, the leasehold land portion is accounted for under right-of-use assets. (2) This property is accounted for under properties held for development in the financial statements. The trading portfolio comprises completed units available for sale at EIGHT STAR STREET in Hong Kong and The River in Vietnam. There are nine residential projects under development, four in Hong Kong, two in the Chinese Mainland, one in Indonesia, one in Vietnam and one in Thailand. There is also a plan to develop a residential project on part of our land banks in Miami, U.S.A. The table below illustrates the GFA (or expected GFA) attributable to the Group of the trading property portfolio at 30th June 2024. Trading Properties (GFA (or expected GFA) attributable to the Group in million square feet) Under Development Completed or Held for Development (1) Development Total Hong Kong 0.0 1.1 1.1 Chinese Mainland – 0.5 0.5 U.S.A. and elsewhere 0.0 3.1 3.1 Total 0.0 4.7 4.7 (1) Completed development in Hong Kong comprises EIGHT STAR STREET and completed development in U.S.A. and elsewhere comprises The River in Vietnam. 22 Swire Properties Limited Interim Report 2024
The charts below show the analysis of the Group’s completed investment properties GFA (excluding hotels), gross rental income and net assets employed by region on an attributable basis. Completed Investment Properties GFA 2% 3% (excl. Hotels) 42% 43% Hong Kong 56% 54% Chinese Mainland U.S.A. 30th June 2024 31st December 2023 Attributable Gross Rental Income 3% 2% 41% 40% Hong Kong 56% 58% Chinese Mainland U.S.A. Six months ended Year ended 30th June 2024 31st December 2023 Net Assets Employed 3% 3% 23% 23% Hong Kong Chinese Mainland 74% 74% U.S.A. and elsewhere 30th June 2024 31st December 2023 23
Review of Operations Investment Properties – Hong Kong Offices Overview The completed office portfolio in Hong Kong comprises an aggregate of 10.0 million square feet of space on a 100% basis. Total attributable gross rental income from our office properties in Hong Kong was HK$2,730 million in the first half of 2024. At 30th June 2024, our office properties, completed and under development, in Hong Kong were valued at HK$179,182 million. Of this amount, the Group’s attributable interest was HK$170,013 million. Hong Kong Office Portfolio GFA (sq. ft.) Occupancy Attributable (100% Basis) (at 30th June 2024) Interest Pacific Place 2,186,433 97% 100% (1) Taikoo Place – One Island East and One Taikoo Place 2,322,772 94% 100% Taikoo Place – Two Taikoo Place 994,545 62% 100% (2) Taikoo Place – Other Office Towers 3,122,431 92% 50%/100% (3) Others 1,382,061 80% 26.67%/50%/100% Total 10,008,242 (1) Excluding the 45th to 54th floors (except for the 49th floor) which have been disposed of. (2) Including PCCW Tower, of which the Group owns 50%. (3) Others comprise One Citygate (26.67% owned), Berkshire House (50% owned), SPACES.8QRE (wholly-owned), Five Pacific Place (wholly-owned), Six Pacific Place (wholly-owned) and South Island Place (50% owned). Gross rental income from the Hong Kong office portfolio in the first half of 2024 was HK$2,576 million, representing a decrease of 7% from the same period in 2023. Disregarding the revenue loss arising from the disposal of nine floors of One Island East, gross rental income decreased by 4%. With continued new office supplies coming to the market, coupled with weak demand, office rental remained under pressure. Despite these challenges, our office portfolio has remained resilient. Our commitment to enhancing our placemaking attributes, including tenant engagement programmes, amenity provision and ESG initiatives, remains affirmative. At 30th June 2024, the office portfolio was 89% let. The two latest buildings, Two Taikoo Place and Six Pacific Place (which were completed in September 2022 and February 2024, respectively), were 62% and 44% let, respectively. Excluding Two Taikoo Place and Six Pacific Place, the rest of the office portfolio was 93% let. The chart below shows the mix of tenants of the office properties by the principal nature of their businesses (based on internal classifications) as a percentage of the office area at 30th June 2024. Office Area by Tenants’ Businesses (At 30th June 2024) 0.6% 11.3% 6.9% 27.1% Banking/Finance/ Professional services (Accounting/ Real estate/Construction/ 9.1% Securities/ Legal/Management consulting/ Property development/ Investment Corporate secretarial) Architecture Trading Insurance Advertising and 9.9% public relations Technology/Media/ Others 19.6% Telecoms 15.5% 24 Swire Properties Limited Interim Report 2024
At 30th June 2024, the top ten office tenants (based on attributable gross rental income in the six months ended 30th June 2024) together occupied approximately 23% of the Group’s total attributable office area in Hong Kong. Hong Kong Office Market Outlook The office market in Hong Kong is anticipated to remain weak in the second half of 2024, affected by subdued demand and a surplus of office space in the market. Rents will continue to be under pressure. Nevertheless, the prevailing ‘flight-to-quality’ trend is likely to favour the new office buildings such as Two Taikoo Place and Six Pacific Place, as prospective tenants seek to enhance their office environment, prioritising sustainability and the well-being of their employees as critical office selection criteria. Assuming a positive development in the financial markets and an uptick in economic activities, the demand for Grade-A office space should improve. The following chart shows the percentage of attributable gross rental income from the office properties in Hong Kong, for the month ended 30th June 2024, derived from leases expiring in the periods with no committed renewals or new lettings. Tenancies accounting for approximately 8.4% of the attributable gross rental income in the month of June 2024 are due to expire in the second half of 2024, with tenancies accounting for a further 17.7% of such rental income due to expire in 2025. Office Lease 80% Expiry Profile 70% (At 30th June 2024) 60% 50% 40% 30% 20% 10% 0 July – December 2024 2025 2026 and later 25
Review of Operations Retail Overview The completed retail portfolio in Hong Kong comprises an aggregate of 3.2 million square feet of space on a 100% basis. Total attributable gross rental income from our retail properties in Hong Kong decreased by 3%, to HK$1,288 million in the first half of 2024. At 30th June 2024, our retail properties in Hong Kong were valued at HK$53,562 million. Of this amount, the Group’s attributable interest was HK$44,331 million. The portfolio principally consists of The Mall at Pacific Place, Cityplaza at Taikoo Shing and Citygate Outlets at Tung Chung. The Group wholly owns The Mall and Cityplaza, and has a 26.67% interest in the Citygate development (comprising Citygate Outlets). The malls are managed by the Group. Hong Kong Retail Portfolio GFA (sq. ft.) Occupancy Attributable (100% Basis) (at 30th June 2024) Interest The Mall, Pacific Place 711,182 100% 100% Cityplaza 1,096,898 100% 100% Citygate Outlets 803,582 100% 26.67% (1) Others 549,558 100% 26.67%/60%/100% Total 3,161,220 (1) Others largely comprise Taikoo Shing neighbourhood shops and StarCrest retail premises (which are wholly-owned), Island Place retail premises (60% owned) and Tung Chung Crescent neighbourhood shops (26.67% owned). Gross rental income from the retail portfolio in Hong Kong was HK$1,198 million in the first half of 2024, representing a 3% decrease from the same period in 2023. Intensive marketing activities and activations were launched to attract both local customers and tourists to our malls. However, economic uncertainty, a strong US currency, continuous outbound travel trend, high interest rate environment and the changing tourist spending behaviour continue to adversely affect the retail market. Retail sales decreased by 13%, 4% and 3%, respectively, at The Mall at Pacific Place, Cityplaza, and Citygate Outlets in the first half of 2024. Retail sales in Hong Kong as a whole decreased by 7% in the first half of 2024. The malls were almost fully let throughout the period. 26 Swire Properties Limited Interim Report 2024
The chart below shows the mix of the tenants of the retail properties by the principal nature of their businesses (based on internal classifications) as a percentage of the retail area at 30th June 2024. Retail Area by Tenants’ Businesses (At 30th June 2024) 24.5% 27.3% Fashion and accessories Department stores Jewellery and watches 0.9% 1.8% Food and beverages Supermarkets Ice rink 4.2% 5.5% Cinemas Others 20.5% 15.3% At 30th June 2024, the top ten retail tenants (based on attributable gross rental income in the six months ended 30th June 2024) together occupied approximately 26% of the Group’s total attributable retail area in Hong Kong. Hong Kong Retail Market Outlook It is expected that footfall and tenants’ sales in Hong Kong will continue to face a number of challenges particularly from the outbound travel and the changing tourist spending pattern. With our continuous trade mix refinement, strong marketing campaigns, loyalty programme initiatives and world-class events organised by the HKSAR Government, it is anticipated that the sales performance of our malls will remain resilient. The following chart shows the percentage of attributable gross rental income from the retail properties in Hong Kong, for the month ended 30th June 2024, derived from leases expiring in the periods with no committed renewals or new lettings. Tenancies accounting for approximately 8.3% of the attributable gross rental income in the month of June 2024 are due to expire in the second half of 2024, with tenancies accounting for a further 26.0% of such rental income due to expire in 2025. Retail Lease 70% Expiry Profile 60% (At 30th June 2024) 50% 40% 30% 20% 10% 0 July – December 2024 2025 2026 and later 27
Review of Operations Residential Taikoo Shing Car Parking Spaces The completed residential portfolio comprises Pacific Since November 2020, the Group has offered 2,530 car Place Apartments at Pacific Place, EAST Residences in parking spaces in the Taikoo Shing residential Quarry Bay, STAR STUDIOS in Wan Chai and a number of development in Hong Kong for sale. 2,528 of these car luxury houses on Hong Kong Island and Lantau Island, parking spaces had been sold at 2nd August 2024. Sales with an aggregate GFA of approximately 0.6 million of 2,523 car parking spaces had been recognised at square feet. The residential portfolio was approximately 30th June 2024, 377 of them in the first half of 2024. 76% let at 30th June 2024. Increase in demand for our Sales of 5 car parking spaces are expected to be residential investment properties was predominantly recognised in the second half of 2024. driven by residents coming from the Chinese Mainland and overseas. One Island East, 18 Westlands Road In November 2023, the Group entered into agreements Investment Properties Under Development for the sale of twelve office floors (42nd to 54th floors Wah Ha Factory Building, 8 Shipyard Lane and excluding the 49th floor) at One Island East in Quarry Bay Zung Fu Industrial Building, 1067 King’s Road to the Securities and Futures Commission (“SFC”). The In 2018, the Group submitted compulsory sale completion of the sale of the nine floors (45th to 54th applications in respect of these two sites in Quarry Bay. floors excluding the 49th floor) currently occupied by SFC The Group obtained full ownership of Zung Fu Industrial took effect in December 2023. The completion for the Building and Wah Ha Factory Building in March 2022 and 43rd floor will take place not earlier than 31st December July 2023, respectively. The two sites are intended to be 2025 and not later than 31st December 2026 while the redeveloped for office and other commercial uses with an completion for the 44th floor will take place not earlier aggregate GFA of approximately 779,000 square feet. than 31st December 2026 and not later than 31st December 2027, and the completion for the 42nd floor Others will take place not earlier than 31st December 2027 and not later than 31st December 2028. The total GFA of the 9-39 Hoi Wan Street and 33-41 Tong Chong Street twelve floors is approximately 300,000 square feet. In June 2022, the Group submitted a compulsory sale application in respect of this site in Quarry Bay. The gross site area is approximately 20,060 square feet. Proceeding with the development (the planning of which is being reviewed) is subject to the Group having successfully bid in the compulsory sale. 28 Swire Properties Limited Interim Report 2024
Investment Properties – Chinese Mainland Overview The property portfolio in the Chinese Mainland comprises an aggregate of 30.9 million square feet of space, 18.3 million square feet of which is attributable to the Group. Completed properties amount to 14.0 million square feet, with 16.9 million square feet under development. Total attributable gross rental income from investment properties in the Chinese Mainland was HK$3,081 million in the first half of 2024. At 30th June 2024, the investment properties in the Chinese Mainland were valued at HK$133,251 million. Of this amount, the Group’s attributable interest was HK$88,838 million. Chinese Mainland Property Portfolio (1) GFA (sq. ft.) (100% Basis) Investment Under Attributable Total Properties Hotels Planning Interest Completed Taikoo Li Sanlitun, Beijing (2) 1,622,846 1,622,846 – – 100% Taikoo Li Chengdu 1,654,565 1,461,428 193,137 – 100% Taikoo Hui, Guangzhou 3,782,327 3,272,893 509,434 – 97% INDIGO, Beijing 1,894,141 1,535,840 358,301 – 50% HKRI Taikoo Hui, Shanghai 3,731,964 3,155,381 576,583 – 50% Taikoo Li Qiantan, Shanghai 1,188,727 1,188,727 – – 50% Hui Fang, Guangzhou 90,847 90,847 – – 100% Others 2,917 2,917 – – 100% Sub-Total 13,968,334 12,330,879 1,637,455 – Under Development Taikoo Li Sanlitun, Beijing (2) 169,463 169,463 – – 100% INDIGO Phase Two, Beijing (3) 4,045,514 3,698,711 346,803 – 35% Taikoo Li Xi’an (4) 2,936,376 – – 2,936,376 70% Taikoo Li Sanya (5) 2,294,474 2,294,474 – – 50% Shanghai New Bund Mixed-use Project (6) 2,943,782 2,943,782 – – 40% Lujiazui Taikoo Yuan (formerly known as Shanghai Yangjing Mixed-use Project), Shanghai (7) 4,181,136 – – 4,181,136 40% Julong Wan Project, Guangzhou (8) 351,746 351,746 – – 50% Sub-Total 16,922,491 9,458,176 346,803 7,117,512 Total 30,890,825 21,789,055 1,984,258 7,117,512 (1) Including hotels and properties leased for investment. (2) The Opposite House hotel was closed in June 2024 and will be redeveloped for retail use. (3) This is an office-led mixed-use development. The development is planned to be completed in two phases, in 2025 and 2026. (4) This is a retail-led mixed-use development. The development scheme is being planned. The development is planned to be completed in phases from 2026. (5) This is a retail-led development. The development is planned to be completed in phases from late 2025. Project name has yet to be confirmed. (6) This is a mixed-use development. The development is planned to be completed from 2025. (7) This is a mixed-use development including residential portion for trading. The development scheme is being planned. The development is planned to be completed in phases from 2027. (8) This is the retail portion of a mixed-use development in Liwan district of Guangzhou. GFA as shown above represented the sites acquired as of 30th June 2024. The GFA will increase to approximately 1,615,000 square feet, subject to further relevant transaction agreements. The Group has a 50% interest in the retail portion of the development. The development scheme is being planned. The overall development is planned to be completed in phases from the first half of 2027. Gross rental income from the Group’s investment property portfolio in the Chinese Mainland was HK$2,445 million in the first half of 2024, 9% higher than in the same period in 2023, reflecting the improvement to tenant mix in the cities where our malls operate and share of incremental rental income arising from the acquisitions of additional interests in Taikoo Li Chengdu during 2023, partly offset by lower turnover rents in the first half of 2024. 29
Review of Operations Retail The completed retail portfolio in the Chinese Mainland comprises an aggregate of 7.8 million square feet of space, 6.2 million square feet of which is attributable to the Group. Total attributable gross rental income from our retail properties in the Chinese Mainland increased by 1%, to HK$2,615 million, in the first half of 2024. Disregarding changes in the value of the Renminbi, total attributable gross rental income increased by 5%. At 30th June 2024, our completed retail properties in the Chinese Mainland were valued at HK$67,701 million. Of this amount, the Group’s attributable interest was HK$56,995 million. The portfolio consists of Taikoo Li Sanlitun in Beijing, Taikoo Li Chengdu and Hui Fang in Guangzhou, which are wholly- owned by the Group, Taikoo Hui in Guangzhou, which is 97% owned, INDIGO in Beijing, HKRI Taikoo Hui and Taikoo Li Qiantan in Shanghai, each of which is 50% owned. Chinese Mainland Completed Retail Portfolio GFA (sq. ft.) Occupancy Attributable (100% Basis) (at 30th June 2024) Interest Taikoo Li Sanlitun, Beijing 1,622,846 99% 100% Taikoo Li Chengdu 1,354,624 98% 100% Taikoo Hui, Guangzhou 1,529,392 100% 97% INDIGO, Beijing 946,769 97% 50% (1) HKRI Taikoo Hui, Shanghai 1,107,220 92% 50% Taikoo Li Qiantan, Shanghai 1,188,727 99% 50% Hui Fang, Guangzhou 90,847 100% 100% Total 7,840,425 (1) Including spaces allocated to prospective tenants who have signed letters of intent. In the Chinese Mainland, record-high retail sales were same period in 2019 (pre-COVID-19). Retail sales at achieved in the first half of 2023, following the lifting of Taikoo Li Sanlitun in Beijing, Taikoo Li Chengdu, Taikoo COVID-19 related restrictions. However, due to an Hui in Guangzhou, INDIGO in Beijing and HKRI Taikoo Hui increase in outbound travel (reflecting the visa-free in Shanghai decreased by 4%, 17%, 9%, 4% and 20%, policy offered by various countries to the Chinese respectively, while Taikoo Li Qiantan in Shanghai Mainland and the depreciation in certain foreign remained unchanged in the first half of 2024 as currencies, in particular, the Japanese Yen), disruption compared with the same period in 2023. By comparing caused by alternation and renovation works in some the first half of 2024 with the same period in 2019, Taikoo malls, and the high base effect in 2023, retail sales in the Li Sanlitun, Taikoo Li Chengdu, Taikoo Hui and INDIGO Chinese Mainland dropped in the first half of 2024. Foot increased by 4%, 31%, 91% and 1%, respectively, and traffic was steady. Structural and reconfiguration works in HKRI Taikoo Hui had a decrease of 14% due to the Taikoo Li Sanlitun North in Beijing and HKRI Taikoo Hui in disruption caused by the major structural and Shanghai for tenant mix enhancement are in progress. reconfiguration works while Taikoo Li Qiantan had not yet Our retail sales (excluding sales by vehicle retailers) on an commenced business in 2019. Retail sales in the Chinese attributable basis in the Chinese Mainland decreased by Mainland market as a whole increased by 4% in the first 7% in the first half of 2024 but was 69% higher than the half of 2024. 30 Swire Properties Limited Interim Report 2024
The Group’s gross rental income from retail properties in the Chinese Mainland increased by 10%, to HK$2,238 million, in the first half of 2024. Disregarding the impact arising from the incremental shareholding acquired at Taikoo Li Chengdu in February 2023 and changes in the value of the Renminbi, gross rental income increased by 2%. The chart below shows the mix of the tenants of the retail properties by the principal nature of their businesses (based on internal classifications) as a percentage of the retail area at 30th June 2024. Retail Area by Tenants’ Businesses (At 30th June 2024) 18.4% 3.3% 4.9% 44.3% Fashion and accessories Cinemas Jewellery and watches 5.5% Food and beverages Supermarkets Others 23.6% At 30th June 2024, the top ten retail tenants (based on Disregarding the impact arising from the incremental attributable gross rental income in the six months ended shareholding acquired at Taikoo Li Chengdu in February 30th June 2024) together occupied approximately 23% 2023, retail sales and gross rental income decreased by of the Group’s total attributable retail area in the 17% and increased by 1%, respectively in the first half of Chinese Mainland. 2024, reflecting disruption caused by the reconfiguration works to facilitate tenant mix upgrade. The development Gross rental income at Taikoo Li Sanlitun in Beijing was 98% let at 30th June 2024. increased by 9% in the first half of 2024, reflecting strong footfall in Taikoo Li Sanlitun South and West benefitting Retail sales and gross rental income at Taikoo Hui in from the successful upgrade of brand positioning and the Guangzhou decreased by 9% and 8%, respectively in the newly opened flagship stores, as well as the reopening of first half of 2024 as compared with the first half of 2023, Workers’ Stadium and the opening of metro line nearby. reflecting the increased outbound travel. There were To enhance the leading luxury positioning in the Beijing improvements in the tenant mix. The mall was 100% let market, structural and reconfiguration works to facilitate at 30th June 2024. the tenant mix improvement at Taikoo Li Sanlitun North are in progress. Retail sales decreased by 4% as a result. Retail sales and gross rental income at INDIGO in Beijing The development was 99% let at 30th June 2024. decreased by 4% and 3%, respectively in the first half of 2024. The mall was 97% let at 30th June 2024. 31
Review of Operations Retail sales and gross rental income at HKRI Taikoo Hui in spending behaviour from customers (as compared to Shanghai decreased by 20% and 24%, respectively in the pre-COVID-19 pattern) is expected. However, in the long first half of 2024, reflecting disruption caused by the term, it is expected that onshore spending will still major structural and reconfiguration works to cater for account for the majority of the total retail business in the tenant mix improvement. The mall was 92% let at 30th Chinese Mainland. June 2024 including spaces allocated to prospective tenants who have signed letters of intent. The overall demand for retail space is expected to be stable with retailers taking a relatively more prudent Retail sales at Taikoo Li Qiantan in Shanghai remained expansion approach in the second half of 2024. It is unchanged in the first half of 2024 while gross rental expected that the demand for retail space from retailers income increased steadily by 10%, reflecting higher of luxury brands will remain strong in Guangzhou and occupancy. At 30th June 2024, tenants had committed to Chengdu. In Shanghai and Beijing, demand for retail take 99% of the retail space, with 96% of the lettable space from fashion, sports, cosmetics, lifestyle brands retail space having opened. and food and beverage operators is expected to be solid. Chinese Mainland Retail Market Outlook The following chart shows the percentage of attributable 2024 is expected to be a year of normalisation, with gross rental income from the retail properties in the retailers taking a more prudent approach while Chinese Mainland, for the month ended 30th June 2024, maintaining a positive outlook in the medium to long derived from leases expiring in the periods with no term. Retailers are expected to focus on offering committed renewals or new lettings. Tenancies exclusive content and customer engagement, and accounting for approximately 17.7% of the attributable highlighting the importance of the unique positioning, gross rental income in the month of June 2024 are due to brand mix and quality services across our portfolios. expire in the second half of 2024, with tenancies Inbound and outbound travels are anticipated to increase accounting for a further 25.2% of such rental income due and a recalibration between onshore and offshore to expire in 2025. Retail Lease 60% Expiry Profile 50% (At 30th June 2024) 40% 30% 20% 10% 0 July – December 2024 2025 2026 and later 32 Swire Properties Limited Interim Report 2024
Offices The completed office portfolio in the Chinese Mainland comprises an aggregate of 4.2 million square feet of space, 2.9 million square feet of which is attributable to the Group. Total attributable gross rental income from our office properties in the Chinese Mainland decreased slightly to HK$426 million in the first half of 2024. Disregarding changes in the value of the Renminbi, total attributable gross rental income increased by 4%. At 30th June 2024, our completed office properties in the Chinese Mainland were valued at HK$20,099 million. Of this amount, the Group’s attributable interest was HK$12,517 million. The portfolio comprises Taikoo Hui in Guangzhou, which is 97% owned, and INDIGO in Beijing and HKRI Taikoo Hui in Shanghai, each of which is 50% owned. Chinese Mainland Completed Office Portfolio GFA (sq. ft.) Occupancy Attributable (100% Basis) (at 30th June 2024) Interest Taikoo Hui, Guangzhou 1,693,125 91% 97% INDIGO, Beijing 589,071 84% 50% HKRI Taikoo Hui, Shanghai 1,900,838 96% 50% Total 4,183,034 Demand for office space in Beijing, Shanghai and Guangzhou remained weak amid economic uncertainty and a cautious approach on lease arrangement was taken by tenants. In Guangzhou, new supply continued to put pressure on office rents. In Shanghai, new supply and low net absorption of office space put pressure on rents in both core and decentralised areas. In Beijing, demand was weak putting downward pressure on rents, although new supply in core areas was limited. The Group’s gross rental income from office properties in the Chinese Mainland increased by 6% to HK$189 million in the first half of 2024. Disregarding changes in the value of the Renminbi, gross rental income increased by 9%. 33
Review of Operations The chart below shows the mix of the tenants of the office properties by the principal nature of their businesses (based on internal classifications) as a percentage of the office area at 30th June 2024. Office Area by Tenants’ Businesses 2.9% (At 30th June 2024) 6.7% 7.2% 27.9% Banking/Finance/ Technology/Media/ Real estate/Construction/ Securities/ Telecoms Property development/ 15.1% Investment Architecture Trading Pharmaceutical Others manufacturing Professional services 15.7% 24.5% At 30th June 2024, the top ten office tenants (based on attributable gross rental income in the six months ended 30th June 2024) together occupied approximately 44% of the Group’s total attributable office area in the Chinese Mainland. The office towers of Taikoo Hui in Guangzhou, ONE INDIGO in Beijing and the office towers of HKRI Taikoo Hui in Shanghai were 91%, 84% and 96% let, respectively, at 30th June 2024. Chinese Mainland Office Market Outlook In Guangzhou, aggressive leasing strategies adopted by landlords combined with significant new office supply in decentralised areas are expected to put further downward pressure on rents. In Beijing, despite there being limited new supply in core areas, rents are expected to be under pressure given weak demand. However, quality buildings with good credentials are expected to be well-positioned for a recovery once demand improves. In Shanghai, new supply and existing vacant stock is expected to exert downward pressure on office rents. Overall, all cities continue to experience negative market sentiment due to economic uncertainties which are causing tenants to remain cautious. Office rents are expected to decline in the second half of 2024 and have yet to bottom out. 34 Swire Properties Limited Interim Report 2024
The following chart shows the percentage of attributable gross rental income from the office properties in the Chinese Mainland, for the month ended 30th June 2024, derived from leases expiring in the periods with no committed renewals or new lettings. Tenancies accounting for approximately 9.9% of the attributable gross rental income in the month of June 2024 are due to expire in the second half of 2024, with tenancies accounting for a further 21.1% of such rental income due to expire in 2025. Office Lease 80% Expiry Profile 70% (At 30th June 2024) 60% 50% 40% 30% 20% 10% 0 July – December 2024 2025 2026 and later Serviced Apartments Investment Properties Under Development There are 24 serviced apartments at the Mandarin INDIGO Phase Two, Beijing Oriental in Taikoo Hui Guangzhou, 42 serviced INDIGO Phase Two is an extension of the existing INDIGO apartments at The Temple House in Taikoo Li Chengdu development, with a GFA of approximately 4 million and 102 serviced apartments at The Middle House square feet. It will be an office-led mixed-use Residences in HKRI Taikoo Hui Shanghai. development and is planned to be completed in two The performance of the serviced apartments in the first phases, in 2025 and 2026. Basement and superstructure half of 2024 was mixed. Occupancy at the Mandarin works are in progress. The Group has a 35% interest in Oriental in Guangzhou, The Temple House in Chengdu INDIGO Phase Two as at 30th June 2024. and The Middle House Residences in Shanghai was 88%, In June 2024, the Group entered into an equity and debt 56% and 76% respectively at 30th June 2024. transfer agreement with the China Life group and the Chinese Mainland Serviced Apartments Sino-Ocean group, pursuant to which the Group and the Market Outlook China Life group have conditionally agreed to acquire a 14.895% and a 49.895% equity interest in the project The performance of the serviced apartments is expected company of INDIGO Phase Two, respectively, from the to remain stable in the second half of 2024. Sino-Ocean group. Completion of the acquisitions is subject to the satisfaction of certain conditions precedent. The acquisitions were completed in early August. Following the completion of the acquisitions, the Group’s interest in INDIGO Phase Two has increased from 35% to 49.895% and the China Life group owns a 49.895% interest in INDIGO Phase Two. 35
Review of Operations Taikoo Li Xi’an construction works are also in progress. The development Taikoo Li Xi’an is located at the Small Wild Goose Pagoda is expected to be completed from 2025. Around 88% of historical and cultural zone in the Beilin district of Xi’an the total saleable area of the residential towers was and is expected to be developed as a retail-led mixed-use pre-sold at 30th June 2024. The Group has a 40% interest development comprising retail and cultural facilities, a in this development. hotel and serviced residences. The estimated GFA is approximately 2.9 million square feet and is subject to Lujiazui Taikoo Yuan (formerly known as Shanghai finalisation of the development scheme. Excavation and Yangjing Mixed-use Project), Shanghai piling works are in progress. The project is expected to be Jointly developed with the Lujiazui Group, Lujiazui Taikoo completed in phases from 2026. The development is Yuan, situated along the Huangpu River and within the being conducted in collaboration with Xi’an Cheng Huan inner-ring road in Pudong district of Shanghai, will be Cultural Investment and Development Co., Ltd. The Group developed into a mixed-use landmark comprising has a 70% interest in Taikoo Li Xi’an. premium residential properties, retail, office and cultural facilities, and a hotel and serviced apartments as well. Taikoo Li Sanya The estimated GFA is approximately 4.2 million square Strategically located in the heart of Haitang Bay National feet (including retail floor area below ground and Coastal Recreation Park in Sanya, the development is our residential portion for trading), subject to relevant plan first-ever resort-style premium retail development approval. Basement construction and superstructure including underground parking and other ancillary works are in progress. The development is expected to be facilities, with a GFA of approximately 2.3 million square completed in phases from 2027. The pre-sale of the first feet. In collaboration with China Tourism Group Duty Free batch of the residential units is planned in late 2024. The Corporation Limited, the development will constitute Group has a 40% interest in this development. Phase III of the Sanya International Duty-Free Complex. Basement and ground floor works are in progress. The Julong Wan Project, Guangzhou development is expected to be completed in phases from As part of a mixed-use development with an approximate late 2025. The Group has a 50% interest in this GFA of 5.7 million square feet located in Liwan district of development. Guangzhou, the centre of the Guangzhou-Foshan metropolis circle, the Group is collaborating with the Shanghai New Bund Mixed-use Project Guangzhou Pearl River Enterprises Group to develop the The New Bund Mixed-use Project is situated within retail portion of this mixed-use development. The site Shanghai’s middle-ring road and spans a site area of with a GFA of approximately 352,000 square feet was approximately 686,000 square feet. Located at the acquired as of 30th June 2024. The GFA will increase to intersection of three Shanghai metro lines, the site is approximately 1,615,000 square feet, subject to further adjacent to Taikoo Li Qiantan, our first joint venture relevant transaction agreements. Basement works are in development with the Lujiazui Group. It is a mixed-use progress. The overall development is planned to be development comprising retail, office and residential completed in phases beginning from the first half of components, with an approximate GFA of 4.1 million 2027. Prior to the first phase’s completion, exhibitions, square feet (including retail floor area below ground). events, pop-up shops and activities will be conducted to Office and residential towers have been topped out and activate the area starting from late 2025. The Group has a façade works are in progress. Basement and retail 50% interest in the retail portion of the development. 36 Swire Properties Limited Interim Report 2024
No. 387 Tianhe Road, Guangzhou In August 2024, Taikoo Hui in Guangzhou successfully bid No. 387 Tianhe Road which is connected to its shopping mall via a public auction. With approximate GFA of 655,000 square feet, No. 387 Tianhe Road will be renovated as a luxury retail addition to Taikoo Hui. The refurbishment is expected to be completed in 2026. The Group has a 97% interest in this property. The chart below illustrates the expected attributable area of the completed property portfolio in the Chinese Mainland anticipated at 30th June 2024. Expected Attributable Area of GFA (000 sq. ft.) Completed Property Portfolio 20,000 in the Chinese Mainland anticipated at 30th June 2024 15,000 (2) Taikoo Li Sanlitun, Taikoo Li Xi’an Beijing (3) Taikoo Li Chengdu Taikoo Li Sanya Taikoo Hui, Guangzhou Shanghai New Bund 10,000 (4) Mixed-use Project INDIGO, Beijing Lujiazui Taikoo Yuan, (5) Shanghai HKRI Taikoo Hui, Julong Wan Project, 5,000 (6) Shanghai Guangzhou Taikoo Li Qiantan, Hui Fang, Guangzhou Shanghai INDIGO Phase Two, Others 0 (1) Beijing 2023 2024 2025 2026 2027 2028 and later (1) The development is expected to complete in phases in 2025 and 2026. (2) The development is expected to complete in phases from 2026. (3) The development is expected to complete in phases from late 2025. Project name has yet to be confirmed. (4) The development is expected to complete from 2025. (5) The development is expected to complete in phases from 2027. (6) The development is expected to complete in phases from the first half of 2027. GFA as shown above represented the sites acquired as of 30th June 2024. The GFA will increase to approximately 1,615,000 square feet, subject to further relevant transaction agreements. Others of 673,871 square feet above ground and 956,949 square ZHANGYUAN, Shanghai feet underground. There are over 40 shikumen blocks, with about 170 two or three-storey houses. There are In 2021, the Group formed a joint venture management connections to three metro lines and to HKRI Taikoo Hui. company with Shanghai Jing’an Real Estate (Group) Co., The first phase (the West zone) was completed and Ltd. This company, in which the Group has a 60% interest, opened in November 2022. Construction and renovation is engaged in the revitalisation and management of the works for the second phase (the East zone) are in ZHANGYUAN shikumen compound in the Jing’an district progress. The second phase is planned to be completed of Shanghai. When the revitalisation is completed, the and opened in late 2026. The Group does not have an compound will have a GFA (including car parking spaces) ownership interest in the compound. 37
Review of Operations Investment Properties – U.S.A. residential towers (Reach and Rise) developed for sale. All the residential units at Reach and Rise have been sold. Overview Brickell City Centre, Miami The Group owns 62.93% of the shopping centre at the Brickell City Centre development. The remaining interest Brickell City Centre is an urban mixed-use development in in the shopping centre is owned by Simon Property the Brickell financial district of Miami, U.S.A. It has a site Group (25%) and Bal Harbour Shops (12.07%). Bal area of 504,017 square feet (approximately 11.6 acres). Harbour Shops has an option, which has been exercisable The first phase of the Brickell City Centre development since February 2020, to sell its interest to the Group. comprises a shopping centre, two office towers (Two and The shopping centre was 100% leased (including by way Three Brickell City Centre, which were sold in 2020), a of letters of intent) at 30th June 2024. Retail sales in the hotel with serviced apartments (EAST Miami, which was first half of 2024 increased by 4% compared to the same sold in 2021) managed by Swire Hotels and two period in 2023. The contributions from parking and digital advertising also increased. Brickell City Centre, Miami (1) GFA (sq. ft.) Attributable (100% Basis) Interest Completed Shopping centre 496,508 62.9% Held for Development or Sale Brickell City Centre land 1,510,000 100% Total 2,006,508 (1) Represents leasable/saleable area except for the car parking spaces, roof top and circulation areas. As part of our active capital recycling strategy, we will continue to explore divestment opportunities in the U.S.A. Miami Market Outlook In Miami, retail sales at the Brickell City Centre mall are expected to continue to benefit from an improving tenant mix and population growth in central Miami. Valuation of Investment Properties The portfolio of investment properties was valued at 30th June 2024 on the basis of market value (96% by value having been valued by Cushman & Wakefield Limited and 2% by value having been valued by another independent valuer). The amount of this valuation was HK$280,228 million, compared to HK$281,271 million at 31st December 2023. The decrease in the valuation of the investment property portfolio primarily reflected a decrease in the fair value of the office investment properties in Hong Kong and foreign exchange translation losses in respect of the investment properties in the Chinese Mainland, partly offset by the additions in the first half of 2024 and an increase in the fair value of certain existing retail investment properties in the Chinese Mainland (reflecting a reduction of 25 basis points in the capitalisation rates). Under HKAS 40, hotel properties are not accounted for as investment properties. The hotel buildings are included within property, plant and equipment. The leasehold land is included within right-of-use assets. Both are recorded at cost less accumulated depreciation or amortisation and any provision for impairment. 38 Swire Properties Limited Interim Report 2024
Property Trading Overview The trading portfolio comprises completed units available for sale at EIGHT STAR STREET in Hong Kong and The River in Vietnam. There are nine residential projects under development, four in Hong Kong, two in the Chinese Mainland, one in Indonesia, one in Vietnam and one in Thailand. There is also a plan to develop a residential project on part of our land banks in Miami, U.S.A. Property Trading Portfolio (At 30th June 2024) Actual/Expected GFA (sq. ft.) Construction Attributable (100% Basis) Completion Date Interest Completed Hong Kong – EIGHT STAR STREET, Wan Chai 2,178 (1) 2022 100% Vietnam (1) – The River, Ho Chi Minh City 9,114 2022 20% Under Development Hong Kong – LA MONTAGNE, Wong Chuk Hang 638,305 2024 25% (2) – Chai Wan Inland Lot No. 178 692,276 from 2025 80% (3) – 269 Queen’s Road East, Wan Chai 102,984 2026 100% (4) – 983-987A King’s Road and 16-94 Pan Hoi Street, Quarry Bay 440,000 2028 50% Chinese Mainland (5) – Shanghai New Bund Mixed-use Project 1,159,057 from 2025 40% – Lujiazui Taikoo Yuan, Shanghai to be determined under planning 40% Indonesia – Savyavasa, South Jakarta 1,122,728 2024 50% Vietnam – Empire City, Ho Chi Minh City 5,357,318 2029 15.73% Thailand (4) – Wireless Road, Bangkok 1,631,507 2029 40% Held for Development or sale U.S.A. – South Brickell Key, Miami, Florida 550,000 under planning 100% (6) – Brickell City Centre, Miami, Florida – North Squared site 523,000 n.a. 100% (1) Remaining saleable area. (2) Excluding a retail shop of approximately 2,002 sq. ft. (3) Excluding a retail podium of approximately 13,197 sq. ft. (4) Total GFA subject to change. (5) Residential GFA only. (6) Represents saleable area. 39
Review of Operations Hong Kong 983-987A King’s Road and 16-94 Pan Hoi Street, EIGHT STAR STREET, Wan Chai Quarry Bay EIGHT STAR STREET at 8 Star Street, Wan Chai is a In 2018, a joint venture company in which the Group residential building (with retail outlets on the lowest two holds a 50% interest submitted a compulsory sale levels) of approximately 34,000 square feet. The application in respect of this site in Quarry Bay. In occupation permit was obtained in May 2022. 35 out of October 2023, the joint venture company obtained full 37 units had been sold at 2nd August 2024. Sales of 35 ownership of the sites. Hoarding and demolition works units had been recognised at 30th June 2024, 2 of them commenced in May 2024. In accordance with applicable in the first half of 2024. town planning controls, it is expected that the site can be redeveloped for residential and retail uses with a GFA of approximately 440,000 square feet. The development is LA MONTAGNE, Wong Chuk Hang expected to be completed in 2028. A joint venture formed by the Group, Kerry Properties Limited and Sino Land Company Limited is undertaking a Hong Kong Residential Market Outlook residential development in Wong Chuk Hang in Hong In Hong Kong, residential market sentiment remains soft Kong. This development will comprise two residential in light of economic uncertainties and high interest rate towers (Phases 4A and 4B) with an aggregate GFA of environment, despite the cancellation of stamp duty approximately 638,000 square feet and 800 residential measures issued by the HKSAR Government with effect units. Interior fit-out works are in progress. Pre-sales of from the end of February 2024. It is anticipated that Phase 4A started in July 2023. 56 out of 432 units had market confidence and sentiment might take some time been pre-sold at 2nd August 2024. Sales of these units to be rebuilt after the end of interest rate hikes. Demand are expected to be recognised in 2025. The development remains resilient in the medium to long term, supported is expected to be completed and handed over to the by local demand and gradual increase in demand from purchasers in 2024 and 2025 respectively. The Group has Chinese Mainland buyers. a 25% interest in the joint venture. Chai Wan Inland Lot No. 178 Chinese Mainland In 2021, a project company held as to 80% by the Group New Bund Plot and Lujiazui Taikoo Yuan, Shanghai and as to 20% by China Motor Bus Company, Limited In November 2023, the Group completed the acquisition completed a land exchange with the HKSAR Government of 40% equity interest in developments from the Lujiazui in respect of a plot of land in Chai Wan. The plot of land is Group to develop two new landmarks (Shanghai New being redeveloped into a residential complex (with retail Bund Mixed-use Project and Lujiazui Taikoo Yuan) in outlet) with an aggregate GFA of approximately 694,000 Shanghai’s Pudong New Area. These two sites will be square feet. Superstructure works are in progress at both developed into large-scale, mixed-use projects, including Phase 1 and Phase 2 sites. The development is expected retail, office and premium residential components. to be completed from 2025. Residential towers have been topped out and façade works are in progress at the New Bund plot while 269 Queen’s Road East, Wan Chai superstructure works are underway at Lujiazui Taikoo In June 2022, the Group acquired (via a government land Yuan. Around 88% of the total saleable area in the New tender) a plot of land at 269 Queen’s Road East in Wan Bund plot residential project has been pre-sold at 30th Chai. The plot of land will be developed primarily for June 2024, with an expected completion date from 2025 residential use with an aggregate GFA of approximately onwards. The pre-sale of the first batch of the residential 116,000 square feet. Foundation works are in progress. units in Lujiazui Taikoo Yuan Residences is planned in The development is under design stage and expected to late 2024. be completed in 2026. 40 Swire Properties Limited Interim Report 2024
Chinese Mainland Residential Market Outlook Thailand The residential market for high-quality developments in In February 2023, the Group acquired a 40% interest in a prime locations of Tier-1 cities is expected to be resilient site located on Wireless Road in Lumphini sub-district in in the short run, for example, good sales results achieved Pathum Wan district, Bangkok. In partnership with City for premium projects launched in Shanghai in the first Realty Co. Ltd., the site, which is under design stage, is half of 2024. The outlook for Shanghai’s luxury residential expected to be developed for residential purposes with market in prime locations is anticipated to be positive in a site area of approximately 136,000 square feet. the long run. The development is expected to comprise approximately 400 residential units in two towers and to be completed Indonesia in 2029. In 2019, a joint venture between the Group and Jakarta Setiabudi Internasional Group completed the acquisition U.S.A. of a plot of land in South Jakarta, Indonesia. The land is In June 2023, the Group announced plans to develop a being developed for residential purposes with an luxury residential and hospitality project in Miami. aggregate GFA of approximately 1,123,000 square feet. The project, branded as The Residences at The Mandarin The three towers have been topped out and façade works Oriental, Miami, will consist of two towers on Brickell Key. are in progress. The development is expected to The first tower will comprise luxury private residences. comprise around 400 residential units to be completed in The second tower will comprise a new Mandarin Oriental 2024. The Group has a 50% interest in the joint venture. hotel as well as private residences and hotel residences. Pre-sales are in progress. 98 units had been pre-sold at The market response in relation to the sales reservations 2nd August 2024. since December 2023 has exceeded expectations. Vietnam Indonesia, Vietnam, Thailand and U.S.A. In 2020, the Group agreed with City Garden Joint Stock Residential Market Outlook Company to develop The River, a luxury residential With urbanisation, a growing middle class and a limited property in Ho Chi Minh City, Vietnam. The development, supply of luxury residential properties, the residential which was completed in August 2022, comprises 525 markets in Jakarta, Indonesia, Ho Chi Minh City, Vietnam luxury apartments in three towers. The Group has an and Bangkok, Thailand are expected to be stable. effective 20% interest in the development. Approximately The outlook for the luxury residential market in Miami 93% of the units had been sold at 2nd August 2024. remains robust. Florida is an attractive destination for In 2021, the Group made a minority investment in homebuyers due to its favourable climate and tax regime, Empire City, a residential-led mixed-use development as well as its location as a gateway city to and from (with residential, retail, office, hotel and serviced Latin America. apartment components) in Ho Chi Minh City, Vietnam. The development is under construction and is expected Estate Management to be completed in phases up to 2029. The Group invested in the development through an agreement with The Group manages 18 residential estates which it has Gaw Capital Partners, an existing participant in the developed. It also manages OPUS HONG KONG, development. Over 52% of the residential units had been a residential property in Hong Kong which the Group pre-sold or sold at 2nd August 2024. redeveloped for Swire Pacific Limited. The management services include day to day assistance for residents, management, maintenance, cleaning, security and renovation of common areas and facilities. The Group places great emphasis on maintaining good relationships with residents. 41
Review of Operations Hotels Overview The Group owns and manages (through Swire Hotels) hotels in Hong Kong, the Chinese Mainland and the U.S.A. The House Collective, comprising The Upper House in Hong Kong, The Temple House in Chengdu and The Middle House in Shanghai, is a group of small and distinctive luxury hotels. The Opposite House in Beijing was closed in June 2024 and will be redeveloped for retail use. There are confirmed plans to open three new hotels under The House Collective in Tokyo, Shenzhen and Xi’an. There are EAST hotels in Hong Kong, Beijing and Miami. EAST Miami ceased to be owned by the Group since October 2021 but is managed by the Group under a third-party hotel management agreement. The Group also has interests in non-managed hotels in Hong Kong, Guangzhou, Shanghai and Miami. The managed hotels in Hong Kong faced challenges, reflecting slower than anticipated speed of recovery of visitors. Food and beverage businesses were also soft. Chinese Mainland hotels were stable while the operating performance of the managed hotel in the U.S.A. improved. The managed hotels (including restaurants and hotel management office) recorded an operating profit before depreciation of HK$25 million in the first half of 2024, compared with an operating profit before depreciation of HK$59 million in the first half of 2023. Hotel Portfolio (managed by Swire Hotels) No. of Rooms Attributable (100% Basis) Interest Completed Hong Kong – The Upper House 117 100% – EAST Hong Kong 331 100% (1) – Headland Hotel 501 0% Chinese Mainland (2) – The Opposite House n.a. n.a. – EAST Beijing 365 50% (3) – The Temple House 142 100% (3) – The Middle House 213 50% U.S.A. (4) – EAST Miami 352 0% Total 2,021 (1) Headland Hotel is owned by Airline Property Limited, a wholly-owned subsidiary of Cathay Pacific Airways Limited. (2) The Opposite House was closed in June 2024 and will be redeveloped for retail use. (3) Comprising one hotel tower and one serviced apartment tower. (4) EAST Miami (including serviced apartments in the hotel tower) is owned by a third party. 42 Swire Properties Limited Interim Report 2024
Hong Kong The performance of the managed and non-managed The Group wholly-owns and manages (through Swire hotels in the Chinese Mainland was stable. Revenue per Hotels) two hotels in Hong Kong, The Upper House, a available room improved steadily in the first half of 2024. 117-room luxury hotel at Pacific Place, and EAST Hong Kong, a 331-room hotel in Taikoo Shing. U.S.A. The Group has a 20% interest in each of the JW Marriott, EAST Miami at the Brickell City Centre development Conrad Hong Kong and Island Shangri-La hotels at Pacific in Miami was sold to a third party in October 2021. Place and a 26.67% interest in each of the Novotel It continues to be managed by Swire Hotels. Citygate and The Silveri Hong Kong – MGallery in The performance of the U.S.A. hotels was mixed. Results Tung Chung. at EAST Miami improved due to higher occupancy while The managed hotels in Hong Kong faced challenges results at the Mandarin Oriental, Miami (a non-managed with slower than expected speed of recovery of visitors. hotel) were weaker than in the first half of 2023, mainly The Hong Kong restaurant and beverage market due to lower room rates. remained soft. Outlook Chinese Mainland Outlook for the hotel businesses in Hong Kong remains Swire Hotels manages three hotels in the Chinese cautiously optimistic, but subject to the speed of Mainland, EAST Beijing, a 365-room hotel at INDIGO in recovery of international tourists and business travellers. Beijing, The Temple House, luxury properties with 100 Hotel businesses in the Chinese Mainland are expected hotel rooms and 42 serviced apartments at Taikoo Li to improve steadily. The U.S.A. hotels are expected to Chengdu, and The Middle House, luxury properties perform stably. consisting of 111 hotel rooms and 102 serviced We are expanding our hotel management business, with apartments at HKRI Taikoo Hui, Shanghai. The Opposite a focus on extending our hotel brands in Asia Pacific House, a 99-room luxury hotel at Taikoo Li Sanlitun, was through hotel management agreements. closed in June 2024 and will be redeveloped for retail use. The Group owns a 100% interest in The Temple House and a 50% interest in each of the EAST Beijing and The Middle House. The Group owns a 97% interest in, but does not manage, the Mandarin Oriental at Taikoo Hui in Guangzhou, which has 263 rooms and 24 serviced apartments. The Group owns a 50% interest in another non-managed hotel, The Sukhothai, at HKRI Taikoo Hui in Shanghai, which has 201 rooms. 43
Review of Operations Development Highlight Two Taikoo Place, Taikoo Square & Taikoo Garden Two Taikoo Place is the newest triple Grade-A office development in Hong Kong to receive this level of tower at Swire Properties’ Global Business District in achievement. The triple Grade-A office tower also Taikoo Place. Built to meet the highest sustainability received the “2024 ULI Asia Pacific Awards for standards, it was completed in September 2022 and Excellence” by the Urban Land Institute (ULI) recently, features 42 storeys of premium office space – totalling recognising its outstanding performance across multiple approximately one million square feet. It has achieved disciplines including design, construction, management Platinum ratings for LEED, WELL and BEAM Plus, and is and sustainability. the first building in Hong Kong to be awarded Platinum certification for both WiredScore and SmartScore, a Located at the doorstep of Two Taikoo Place, Taikoo testament to its best-in-class smart infrastructure and Square, Taikoo Garden and Taikoo Piazza offer 70,000 advanced connectivity. square feet of green and open space; and increase the ratio of green space at Taikoo Place to 30% of the total Two Taikoo Place also contributes to the LEED for Cities site area. These landscaped green areas, and cascading and Communities Gold certification of the broader Taikoo water features, offer office workers unparalleled world- Place development, which marks the first and only class amenities with wellness in mind. 44 Swire Properties Limited Interim Report 2024
By integrating nature-based solutions, Taikoo Square and Taikoo Garden showcase the Company’s focus on biophilic design. This is set to improve the microclimate, increase rainwater retention and enhance air quality. It will also reconnect people with nature and promote urban biodiversity. Biodiversity is also a key focus of Swire Properties’ Sustainable Development (SD) 2030 Strategy and is part of the Company’s greater efforts to combat climate change. The Company partnered with ecological experts to assess the status of urban biodiversity in the greater Quarry Bay area, with the study inspiring the selection of over 260 native and exotic plant species to enhance the overall ecological value of the two new gardens. Taikoo Square launched in June 2024, and together with the opening of the final elevated climate-controlled walkway connecting Two Taikoo Place and One Island East, the latest phase of the Taikoo Place redevelopment project is now complete. 45
Review of Operations Capital Commitments Capital Expenditure and Commitments Capital expenditure in the first half of 2024 on Hong Kong investment properties and hotels, including the Group’s share of the capital expenditure of joint venture companies, amounted to HK$612 million (first half of 2023: HK$1,298 million). Outstanding capital commitments at 30th June 2024 were HK$9,692 million (31st December 2023: HK$9,919 million), including the Group’s share of the capital commitments of joint venture companies of HK$44 million (31st December 2023: HK$22 million). Capital expenditure in the first half of 2024 on Chinese Mainland investment properties and hotels, including the Group’s share of the capital expenditure of joint venture companies, amounted to HK$983 million (first half of 2023: HK$353 million). Outstanding capital commitments at 30th June 2024 were HK$19,127 million (31st December 2023: HK$15,271 million), including the Group’s share of the capital commitments of joint venture companies of HK$11,001 million (31st December 2023: HK$7,106 million). The Group is committed to funding HK$939 million (31st December 2023: HK$797 million) of the capital commitments of joint venture companies. In addition to this, the Group is committed to make capital injections into joint venture companies of HK$1,817 million (31st December 2023: HK$275 million). Capital expenditure in the first half of 2024 on investment properties and hotels in the U.S.A. amounted to HK$60 million (first half of 2023: HK$16 million). Outstanding capital commitments at 30th June 2024 were HK$35 million (31st December 2023: HK$25 million). Profile of Capital Commitments for Investment Properties and Hotels Commitments relating to Total joint venture (1) Companies (2) Expenditure Forecast Expenditure Commitments Six months Six months ended ending 30th June 31st December 2027 At 30th June At 30th June 2024 2024 2025 2026 and later 2024 2024 HK$M HK$M HK$M HK$M HK$M HK$M HK$M Hong Kong 612 785 719 1,738 6,450 9,692 44 Chinese Mainland 983 3,531 5,702 4,522 5,372 19,127 11,001 U.S.A. 60 28 7 – – 35 – Total 1,655 4,344 6,428 6,260 11,822 28,854 11,045 (1) The capital commitments represent the Group’s capital commitments of HK$17,809 million plus the Group’s share of the capital commitments of joint venture companies of HK$11,045 million. (2) The Group is committed to funding HK$939 million of the capital commitments of joint venture companies. 46 Swire Properties Limited Interim Report 2024
Financing Summary of Cash Flows Six months ended Year ended 30th June 31st December 2024 2023 2023 HK$M HK$M HK$M Net cash from/(used in) businesses and investments Cash generated from operations 3,701 4,221 7,492 Dividends received 80 34 34 Tax paid (530) (370) (963) Net interest paid (806) (511) (1,118) Net cash used in investing activities (1,161) (6,761) (13,861) 1,284 (3,387) (8,416) Cash paid to shareholders and net repayment of external debt Net increase in borrowings 1,879 7,309 15,135 Capital contribution from a non-controlling interest and advances from an associated company 1,657 – 16 Principal elements of lease payments (39) (38) (82) Dividends paid (4,262) (4,024) (6,004) (765) 3,247 9,065 Increase/(Decrease) in cash and cash equivalents 519 (140) 649 Medium Term Note Programme In 2012, Swire Properties MTN Financing Limited, a wholly-owned subsidiary of the Company, established a US$3 billion Medium Term Note (“MTN”) Programme. The aggregate nominal amount of the MTN Programme was increased to US$4 billion in 2017. Notes issued under the MTN Programme are unconditionally and irrevocably guaranteed by the Company. At 30th June 2024, the MTN Programme was rated A by Fitch and (P)A2 by Moody’s, in each case in respect of notes with a maturity of more than one year. The MTN Programme enables the Group to raise money directly from the capital markets. Under the MTN Programme, notes may be issued in United States dollars or in other currencies, in various amounts and for various tenors. 47
Financing Changes in Financing Financial Information Reviewed by Auditors Analysis of Changes in Financing Six months ended Year ended 30th June 2024 31st December 2023 Loans and Lease Loans and Lease bonds liabilities bonds liabilities HK$M HK$M HK$M HK$M At 1st January 41,169 607 22,835 614 Loans drawn and refinanced 2,650 – 11,523 – Bonds issued 1,879 – 6,742 – Bonds matured (300) – (200) – Repayment of loans (2,350) – (2,930) – Acquisition of subsidiary companies – – 3,151 42 New leases arranged during the period – 14 – 62 Principal elements of lease payments – (39) – (82) Currency adjustment (323) (14) (27) (16) Other non-cash movements 30 1 75 (13) At 30th June/31st December 42,755 569 41,169 607 Net Debt Financial Information Reviewed by Auditors Net debt at 30th June 2024 was HK$37,796 million, compared with HK$36,679 million at 31st December 2023. The increase in net debt principally reflected capital and development expenditure and investment in joint venture companies in Hong Kong and the Chinese Mainland. 48 Swire Properties Limited Interim Report 2024
The Group’s borrowings are principally denominated in Hong Kong dollars, Renminbi and United States dollars. Outstanding borrowings at 30th June 2024 and 31st December 2023 were as follows: 30th June 31st December 2024 2023 HK$M HK$M Borrowings included in non-current liabilities Bank borrowings 13,160 13,159 Bonds 21,243 20,447 Borrowings included in current liabilities Bank borrowings 6,630 6,463 Bonds 1,722 1,100 Total borrowings 42,755 41,169 Lease liabilities Included in non-current liabilities 484 527 Included in current liabilities 85 80 Less: short-term deposits and bank balances 5,528 5,097 Net debt 37,796 36,679 Sources of Finance Financial Information Reviewed by Auditors At 30th June 2024, committed loan facilities and debt securities amounted to HK$55,307 million, of which HK$12,400 million (22%) remained undrawn. In addition, the Group had undrawn uncommitted facilities totalling HK$400 million. Sources of funds at 30th June 2024 comprised: Undrawn Undrawn Expiring Within Expiring After Available Drawn One Year One Year HK$M HK$M HK$M HK$M Facilities from third parties Term loans 14,557 14,557 – – Revolving loans 17,740 5,340 – 12,400 Bonds 23,010 23,010 – – Total committed facilities 55,307 42,907 – 12,400 Uncommitted facilities Bank loans and overdrafts 400 – 400 – Total 55,707 42,907 400 12,400 Note: The figures above are stated before unamortised loan fees of HK$152 million. 49
Financing Maturity Profile and Refinancing At 30th June 2024, bank loans and other borrowings are repayable on various dates up to 2033 (31st December 2023: up to 2033). The weighted average term and cost of the Group’s debt are: 30th June 31st December 2024 2023 2023 Weighted average term of debt 2.5 years 3.7 years 3.0 years Weighted average cost of debt 4.1% 3.9% 4.1% Note: The weighted average cost of debt above is stated on gross debt basis. The maturity profile of the Group’s available committed facilities is set out below: Total Available HK$M Committed Facilities 16,000 by Maturity 14,000 12,000 10,000 Facilities from third parties 8,000 Term and 6,000 revolving loans 4,000 Bonds 2,000 0 2H 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 Financial Information Reviewed by Auditors The table below sets forth the maturity profile of the Group’s borrowings: 30th June 2024 31st December 2023 HK$M HK$M Bank borrowings and bonds from third parties due Within 1 year 8,352 19% 7,563 18% 1-2 years 13,232 31% 6,073 15% 2-5 years 19,118 45% 25,256 61% After 5 years 2,053 5% 2,277 6% Total 42,755 100% 41,169 100% Less: Amount due within one year included under current liabilities 8,352 7,563 Amount due after one year included under non-current liabilities 34,403 33,606 50 Swire Properties Limited Interim Report 2024
Currency Profile Financial Information Reviewed by Auditors An analysis of the carrying amounts of gross borrowings by currency (after cross-currency swaps) is shown below: 30th June 2024 31st December 2023 HK$M HK$M Currency Hong Kong dollars 25,259 59% 25,243 61% Renminbi 13,996 33% 12,427 30% United States dollars 3,500 8% 3,499 9% Total 42,755 100% 41,169 100% Finance Charges Financial Information Reviewed by Auditors At 30th June 2024, 68% of the Group’s gross borrowings were on a fixed rate basis and 32% were on a floating rate basis (31st December 2023: 68% and 32% respectively). Interest charged and earned were as follows: Six months ended Year ended 30th June 31st December 2024 2023 2023 HK$M HK$M HK$M Interest charged on: Bank loans and overdrafts 484 277 743 Bonds 356 272 614 Interest-bearing advances from joint venture and associated companies 2 2 2 Lease liabilities 10 11 21 Net fair value (gains)/losses on derivative instruments Cash flow hedges – transferred from other comprehensive income (31) (14) (41) Cross-currency swaps not qualifying as hedges (1) 1 1 Other financing costs 85 57 125 905 606 1,465 Losses on the movement in the fair value of the liability in respect of a put option in favour of the owner of a non-controlling interest 48 5 53 Capitalised on: Investment properties (216) (219) (510) Properties for sale (152) (121) (270) 585 271 738 Interest income on: Short-term deposits and bank balances (41) (29) (64) Loans to joint venture and associated companies (75) (54) (136) Others – (9) (18) (116) (92) (218) Net finance charges 469 179 520 51
Financing Gearing Ratio and Interest Cover 30th June 31st December 2024 2023 2023 (1) Gearing ratio 13.3% 10.2% 12.7% Six months ended Year ended 30th June 31st December 2024 2023 2023 (1) Interest cover – times Per financial statements 6.9 16.1 10.0 Underlying 10.8 24.8 26.8 Cash interest cover – times (1) Per financial statements 3.8 5.5 4.0 Underlying 5.8 8.4 10.0 (1) Refer to Glossary on page 79 for definitions. Debt in Joint Venture and Associated Companies In accordance with Hong Kong Financial Reporting Standards, the net debt of the Group reported in the consolidated statement of financial position does not include the net debt of its joint venture and associated companies. These companies had the following net debt positions at 30th June 2024 and 31st December 2023: Net Debt of Joint Venture and Portion of Net Debt Debt Guaranteed by Associated Companies Attributable to the Group the Group 30th June 31st December 30th June 31st December 30th June 31st December 2024 2023 2024 2023 2024 2023 HK$M HK$M HK$M HK$M HK$M HK$M Hong Kong Entities 10,521 10,228 3,539 3,444 2,408 2,408 Chinese Mainland Entities 9,255 7,042 4,192 3,403 1,502 1,449 U.S.A. and other Entities 239 86 108 64 152 139 Total 20,015 17,356 7,839 6,911 4,062 3,996 If the attributable portion of the net debt in joint venture and associated companies were to be added to the Group’s net debt, gearing would rise to 16.1%. 52 Swire Properties Limited Interim Report 2024
Report on Review of Condensed Interim Financial Statements To the Board of Directors of Swire Properties Limited (incorporated in Hong Kong with limited liability) Introduction We have reviewed the condensed interim financial statements set out on pages 54 to 75, which comprise the consolidated statement of financial position of Swire Properties Limited (the “Company”) and its subsidiaries (together, the “Group”) as at 30th June 2024 and the consolidated statement of profit or loss, consolidated statement of other comprehensive income, consolidated statement of cash flows and consolidated statement of changes in equity for the six-month period then ended, and selected explanatory notes. The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited require the preparation of a report on condensed interim financial statements to be in compliance with the relevant provisions thereof and Hong Kong Accounting Standard 34 “Interim Financial Reporting” issued by the Hong Kong Institute of Certified Public Accountants. The Directors of the Company are responsible for the preparation and presentation of these condensed interim financial statements in accordance with Hong Kong Accounting Standard 34 “Interim Financial Reporting” issued by the Hong Kong Institute of Certified Public Accountants. Our responsibility is to express a conclusion on these condensed interim financial statements based on our review and to report our conclusion solely to you, as a body, in accordance with our agreed terms of engagement and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of this report. Scope of Review We conducted our review in accordance with Hong Kong Standard on Review Engagements 2410, “Review of Interim Financial Information Performed by the Independent Auditor of the Entity” issued by the Hong Kong Institute of Certified Public Accountants. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Hong Kong Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Conclusion Based on our review, nothing has come to our attention that causes us to believe that the condensed interim financial statements of the Group are not prepared, in all material respects, in accordance with Hong Kong Accounting Standard 34 “Interim Financial Reporting”. PricewaterhouseCoopers Certified Public Accountants Hong Kong, 8th August 2024 PricewaterhouseCoopers, 22/F Prince’s Building, Central, Hong Kong SAR, China T: +852 2289 8888, F: +852 2810 9888, www.pwchk.com 53
Condensed Interim Financial Statements Consolidated Statement of Profit or Loss For the six months ended 30th June 2024 – unaudited Unaudited Audited Six months ended Year ended 30th June 31st December 2024 2023 2023 Note HK$M HK$M HK$M Revenue 4 7,279 7,297 14,670 Cost of sales 5 (2,004) (1,970) (4,284) Gross profit 5,275 5,327 10,386 Administrative and selling expenses (1,014) (951) (2,058) Other operating expenses (99) (106) (205) Other net losses 6 (103) (65) (114) Change in fair value of investment properties 13 (842) (1,332) (2,829) Operating profit 3,217 2,873 5,180 Finance charges (585) (271) (738) Finance income 116 92 218 Net finance charges 8 (469) (179) (520) Share of profit less losses of joint venture companies 311 508 124 Share of profit less losses of associated companies 39 16 (416) Profit before taxation 3,098 3,218 4,368 Taxation 9 (1,208) (954) (1,617) Profit for the period 1,890 2,264 2,751 Profit for the period attributable to: The Company’s shareholders 1,796 2,223 2,637 Non-controlling interests 94 41 114 1,890 2,264 2,751 HK$ HK$ HK$ Earnings per share from profit attributable to the Company’s shareholders (basic and diluted) 11 0.31 0.38 0.45 The above consolidated statement of profit or loss should be read in conjunction with the accompanying notes. 54 Swire Properties Limited Interim Report 2024
Consolidated Statement of Other Comprehensive Income For the six months ended 30th June 2024 – unaudited Unaudited Audited Six months ended Year ended 30th June 31st December 2024 2023 2023 HK$M HK$M HK$M Profit for the period 1,890 2,264 2,751 Other comprehensive income Items that will not be reclassified to profit or loss Revaluation of properties previously occupied by the Group – gains recognised during the period 1 – 46 – deferred tax – – (11) Defined benefit plans – remeasurement losses recognised during the period – – (56) – deferred tax – – 9 Net translation differences recognised during the period (37) (51) (25) (36) (51) (37) Items that may be reclassified subsequently to profit or loss Cash flow hedges – gains/(losses) recognised during the period 90 20 (38) – transferred to net finance charges (31) (14) (41) – deferred tax (10) (1) 13 Share of other comprehensive income of joint venture and associated companies – recognised during the period (652) (485) (103) – reclassified to profit or loss on deemed disposal – 228 228 Net translation differences recognised during the period (989) (1,796) (904) (1,592) (2,048) (845) Other comprehensive income for the period, net of tax (1,628) (2,099) (882) Total comprehensive income for the period 262 165 1,869 Total comprehensive income attributable to: The Company’s shareholders 205 175 1,780 Non-controlling interests 57 (10) 89 262 165 1,869 The above consolidated statement of other comprehensive income should be read in conjunction with the accompanying notes. 55
Condensed Interim Financial Statements Consolidated Statement of Financial Position At 30th June 2024 – unaudited Unaudited Audited 30th June 31st December 2024 2023 Note HK$M HK$M ASSETS AND LIABILITIES Non-current assets Property, plant and equipment 12 3,381 3,644 Investment properties 13 280,396 281,463 Intangible assets 14 1,496 1,555 Right-of-use assets 15 2,759 2,655 Properties held for development 1,209 1,210 Joint venture companies 16 19,860 19,276 Loans due from joint venture companies 16 14,487 14,781 Associated companies 17 10,333 10,583 Loans due from associated companies 17 255 209 Derivative financial instruments 19 99 57 Deferred tax assets 23 65 88 Financial assets at fair value through profit or loss 629 623 334,969 336,144 Current assets Properties for sale 9,674 9,121 Stocks 85 77 Trade and other receivables 20 3,584 3,506 Cash and cash equivalents 5,528 5,097 18,871 17,801 Assets classified as held for sale 24 9 543 18,880 18,344 Current liabilities Trade and other payables 21 11,137 9,763 Contract liabilities 14 5 Taxation payable 520 378 Long-term loans and bonds due within one year 8,352 7,563 Lease liabilities due within one year 22 85 80 20,108 17,789 Net current (liabilities)/assets (1,228) 555 Total assets less current liabilities 333,741 336,699 Non-current liabilities Long-term loans and bonds 34,403 33,606 Long-term lease liabilities 22 484 527 Derivative financial instruments 19 10 22 Other payables 21 268 268 Deferred tax liabilities 23 14,368 14,082 Retirement benefit liabilities 53 45 49,586 48,550 NET ASSETS 284,155 288,149 EQUITY Share capital 25 10,449 10,449 Reserves 26 270,626 274,633 Equity attributable to the Company’s shareholders 281,075 285,082 Non-controlling interests 27 3,080 3,067 TOTAL EQUITY 284,155 288,149 The above consolidated statement of financial position should be read in conjunction with the accompanying notes. 56 Swire Properties Limited Interim Report 2024
Consolidated Statement of Cash Flows For the six months ended 30th June 2024 – unaudited Unaudited Audited Six months ended Year ended 30th June 31st December 2024 2023 2023 HK$M HK$M HK$M Operating activities Cash generated from operations 3,701 4,221 7,492 Interest paid (885) (547) (1,222) Interest received 79 36 104 Tax paid (530) (370) (963) 2,365 3,340 5,411 Dividends received from joint venture companies 80 34 34 Net cash from operating activities 2,445 3,374 5,445 Investing activities Purchase of property, plant and equipment (117) (111) (217) Additions of investment properties (846) (1,332) (2,771) Purchase of intangible assets (11) (16) (64) Proceeds from disposal of investment properties 311 60 5,291 Proceeds from disposal of subsidiary companies, net of cash disposed of – – 535 Payment for acquisition of subsidiary companies, net of cash acquired – (3,388) (3,699) Purchase of shares in joint venture companies – (762) (791) Purchase of shares in associated companies – – (10,397) Purchase of financial assets at fair value through profit or loss (8) (156) (161) Equity to joint venture companies (732) (221) (356) Loans to joint venture companies (156) (956) (1,604) Repayment of loans by joint venture companies 403 173 435 Repayment of loans by associated companies – 6 17 Initial leasing costs incurred (5) (58) (79) Net cash used in investing activities (1,161) (6,761) (13,861) Net cash inflow/(outflow) before financing activities 1,284 (3,387) (8,416) Financing activities Loans drawn and refinanced 2,650 8,339 11,523 Bonds issued 1,879 – 6,742 Repayment of loans and bonds (2,650) (1,030) (3,130) Advances from an associated company 1,624 – – Principal elements of lease payments (39) (38) (82) 3,464 7,271 15,053 Capital contribution from non-controlling interests 33 – 16 Dividends paid to the Company’s shareholders (4,212) (3,978) (5,909) Dividends paid to non-controlling interests (50) (46) (95) Net cash (used in)/from financing activities (765) 3,247 9,065 Increase/(Decrease) in cash and cash equivalents 519 (140) 649 Cash and cash equivalents at 1st January 5,097 4,502 4,502 Effect of exchange differences (88) (115) (54) Cash and cash equivalents at end of the period 5,528 4,247 5,097 Represented by: Bank balances and short-term deposits maturing within three months 5,528 4,247 5,097 The above consolidated statement of cash flows should be read in conjunction with the accompanying notes. 57
Condensed Interim Financial Statements Consolidated Statement of Changes in Equity For the six months ended 30th June 2024 – unaudited Attributable to the Company’s shareholders Non- Share Revenue Other controlling Total capital reserve reserves Total interests equity HK$M HK$M HK$M HK$M HK$M HK$M At 1st January 2024 10,449 276,689 (2,056) 285,082 3,067 288,149 Profit for the period – 1,796 – 1,796 94 1,890 Other comprehensive income – – (1,591) (1,591) (37) (1,628) Total comprehensive income for the period – 1,796 (1,591) 205 57 262 Capital contribution from a non-controlling interest – – – – 23 23 Dividends declared and/or paid – (4,212) – (4,212) (67) (4,279) At 30th June 2024 (unaudited) 10,449 274,273 (3,647) 281,075 3,080 284,155 Attributable to the Company’s shareholders Non- Share Revenue Other controlling Total capital reserve reserves Total interests equity HK$M HK$M HK$M HK$M HK$M HK$M At 1st January 2023 10,449 280,008 (1,246) 289,211 3,047 292,258 Profit for the period – 2,223 – 2,223 41 2,264 Other comprehensive income – – (2,048) (2,048) (51) (2,099) Total comprehensive income for the period – 2,223 (2,048) 175 (10) 165 Dividends paid – (3,978) – (3,978) (46) (4,024) At 30th June 2023 (unaudited) 10,449 278,253 (3,294) 285,408 2,991 288,399 The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes. 58 Swire Properties Limited Interim Report 2024
Notes to the Condensed Interim Financial Statements 1. Segment Information (a) Analysis of consolidated statement of profit or loss Operating profit/ Share of Profit/ (losses) profit less Share of (Losses) after losses of profit less Profit/ Profit/ attributable Inter- depreciation joint losses of (Losses) (Losses) to the External segment and Finance Finance venture associated before for the Company’s revenue revenue amortisation charges income companies companies taxation period shareholders HK$M HK$M HK$M HK$M HK$M HK$M HK$M HK$M HK$M HK$M Six months ended 30th June 2024 Property investment 6,727 1 4,170 (579) 116 436 – 4,143 3,506 3,458 Property trading 88 – (54) – – (8) 9 (53) (76) (75) Hotels 464 3 (57) (6) – (17) 24 (56) (51) (51) Change in fair value of investment properties – – (842) – – (100) 6 (936) (1,489) (1,536) Inter-segment elimination – (4) – – – – – – – – 7,279 – 3,217 (585) 116 311 39 3,098 1,890 1,796 Six months ended 30th June 2023 Property investment 6,732 1 4,254 (264) 88 506 – 4,584 3,911 3,855 Property trading 89 – (12) – 4 (20) – (28) (53) (52) Hotels 476 1 (37) (7) – 12 16 (16) (10) (10) Change in fair value of investment properties – – (1,332) – – 10 – (1,322) (1,584) (1,570) Inter-segment elimination – (2) – – – – – – – – 7,297 – 2,873 (271) 92 508 16 3,218 2,264 2,223 Year ended 31st December 2023 Property investment 13,525 3 8,201 (725) 203 866 7 8,552 7,435 7,325 Property trading 166 – (89) – 15 (46) – (120) (172) (169) Hotels 979 5 (103) (13) – (29) 31 (114) (101) (100) Change in fair value of investment properties – – (2,829) – – (667) (454) (3,950) (4,411) (4,419) Inter-segment elimination – (8) – – – – – – – – 14,670 – 5,180 (738) 218 124 (416) 4,368 2,751 2,637 Note: Sales between business segments are accounted for at competitive prices charged to unaffiliated customers for similar goods and services. 59
Notes to the Condensed Interim Financial Statements 1. Segment Information (continued) (b) Analysis of total assets of the Group Joint Bank Segment venture Associated deposits Total assets companies* companies* and cash assets HK$M HK$M HK$M HK$M HK$M At 30th June 2024 Property investment 287,181 26,053 8,173 5,340 326,747 Property trading 11,934 6,126 2,132 69 20,261 Hotels 4,271 2,168 283 119 6,841 303,386 34,347 10,588 5,528 353,849 At 31st December 2023 Property investment 289,079 25,799 8,366 4,854 328,098 Property trading 10,869 6,057 2,167 127 19,220 Hotels 4,594 2,201 259 116 7,170 304,542 34,057 10,792 5,097 354,488 * The assets relating to joint venture and associated companies include the loans due from these companies. (c) Analysis of total liabilities and non-controlling interests of the Group Current and Non- Segment deferred tax External Lease Total controlling liabilities liabilities borrowings liabilities liabilities interests HK$M HK$M HK$M HK$M HK$M HK$M At 30th June 2024 Property investment 9,387 14,773 26,806 563 51,529 3,042 Property trading 1,890 114 15,247 – 17,251 (1) Hotels 205 1 702 6 914 39 11,482 14,888 42,755 569 69,694 3,080 At 31st December 2023 Property investment 8,196 14,370 25,396 599 48,561 3,025 Property trading 1,670 89 14,422 – 16,181 1 Hotels 237 1 1,351 8 1,597 41 10,103 14,460 41,169 607 66,339 3,067 (d) Analysis of external revenue of the Group – Timing of revenue recognition Rental At a point income in time Over time on leases Total HK$M HK$M HK$M HK$M Six months ended 30th June 2024 Property investment – 62 6,665 6,727 Property trading 88 – – 88 Hotels 211 253 – 464 299 315 6,665 7,279 Six months ended 30th June 2023 Property investment – 55 6,677 6,732 Property trading 89 – – 89 Hotels 221 255 – 476 310 310 6,677 7,297 The Group is organised on a divisional basis: Property investment, Property trading and Hotels. The reportable segments within each of the three divisions are classified according to the nature of the business. There are no significant differences from the last annual financial statements in the basis of segmentation or in the basis of measurement of segment profit or loss. 60 Swire Properties Limited Interim Report 2024
2. Basis of Preparation (a) The unaudited condensed interim financial statements have been prepared in accordance with Hong Kong Accounting Standard (“HKAS”) 34 “Interim Financial Reporting” issued by the Hong Kong Institute of Certified Public Accountants and the disclosure requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”). The unaudited condensed interim financial statements are set out on pages 54 to 75 and also include the “Financial Information Reviewed by Auditors” in the Financing section on pages 47 to 52. The financial information relating to the year ended 31st December 2023 that is included in this document as comparative information does not constitute the Company’s statutory annual consolidated financial statements for that year but is derived from those financial statements. The non-statutory accounts (within the meaning of section 436 of the Companies Ordinance (Cap. 622) (the “Ordinance”)) in this document are not specified financial statements (within such meaning). The specified financial statements for the year ended 31st December 2023 have been delivered to the Registrar of Companies in Hong Kong in accordance with section 664 of the Ordinance. The Company’s auditor has reported on those specified financial statements. That report was not qualified or otherwise modified, did not refer to any matter to which the auditor drew attention by way of emphasis without qualifying the report and did not contain a statement under section 406(2) or 407(2) or (3) of the Ordinance. The accounting policies and methods of computation and presentation used in the preparation of the condensed interim financial statements are consistent with those described in the 2023 annual financial statements except for those noted in 2(b) below. (b) The following revised standards and interpretation were required to be adopted by the Group effective from 1st January 2024: Amendments to HKAS 1 Classification of Liabilities as Current and Non-current Amendments to HKAS 1 Non-current Liabilities with Covenants Amendments to HKFRS 16 Lease Liability in a Sale and Leaseback HK-Interpretation 5 (2020) Presentation of Financial Statements – Classification by the Borrower of a Term Loan that Contains a Repayment on Demand Clause Amendments to HKAS 7 and HKFRS 7 Supplier Finance Arrangements None of the revised standards and interpretation had a significant effect on the Group’s consolidated financial statements or accounting policies. (c) In July 2024, the Hong Kong Institute of Certified Public Accountants published HKFRS 18 “Presentation and Disclosure in Financial Statements” which sets out the requirements for the presentation and disclosure of information in the financial statements to help ensure entities provide relevant information that faithfully represents the entity’s financial results and position. This new standard will apply for annual reporting periods beginning on or after 1st January 2027. Management is in the process of assessing its impact to the Group’s consolidated financial statements. (d) The preparation of the condensed interim financial statements in conformity with HKFRS requires the use of certain critical accounting estimates. It also requires management to exercise judgements in the process of applying the Group’s accounting policies. Those areas involving a higher degree of judgements or complexity and areas where assumptions and estimates are significant to the Group’s consolidated financial statements are detailed in the 2023 annual financial statements. 61
Notes to the Condensed Interim Financial Statements 2. Basis of Preparation (continued) (e) In December 2021, the Organisation for Economic Co-operation and Development (“OECD”) issued model rules for a new global minimum tax framework (“Pillar Two”) (i.e. BEPS 2.0), and various governments around the world have issued, or are in the process of issuing, legislation on this. The ultimate holding company of the Group is in the process of assessing the full impact of this in various regions that the Group has operations. The HKSAR Government and the respective governments of the Group’s major operating regions have not enacted the legislation on Pillar Two as of the date of approval of these 2024 condensed interim financial statements. 3. Financial Risk Management In the normal course of business the Group is exposed to financial risks attributable to interest rates, currencies, credit and liquidity. The condensed interim financial statements do not include all financial risk management information and disclosures required in the annual financial statements, and should be read in conjunction with the Group’s 2023 annual financial statements. There have been no changes in the Group’s financial risk management structure, policies and procedures since the year end. 4. Revenue Revenue represents sales by the Company and its subsidiary companies to external customers which comprises: Six months ended Year ended 30th June 31st December 2024 2023 2023 HK$M HK$M HK$M Gross rental income from investment properties 6,665 6,677 13,408 Property trading 88 89 166 Hotels 464 476 979 Rendering of other services 62 55 117 7,279 7,297 14,670 5. Cost of Sales Six months ended Year ended 30th June 31st December 2024 2023 2023 HK$M HK$M HK$M Direct rental outgoings in respect of investment properties 1,501 1,483 3,266 Property trading 62 63 119 Hotels 441 424 899 2,004 1,970 4,284 62 Swire Properties Limited Interim Report 2024
6. Other Net Losses Six months ended Year ended 30th June 31st December 2024 2023 2023 HK$M HK$M HK$M Gains arising from the acquisition of interests in joint venture companies – 551 551 Losses on disposal of investment properties – – (16) Losses on disposal of property, plant and equipment (1) – (2) Losses on disposal of assets classified as held for sale (219) – (44) Change in fair value of assets classified as held for sale (2) (411) (442) Reversal of impairment loss on hotel held as part of a mixed-use development 15 – – Net foreign exchange losses – (232) (240) Government subsidies 1 1 8 Others 103 26 71 (103) (65) (114) 7. Expenses by Nature Expenses included in cost of sales, administrative and selling expenses, and other operating expenses are analysed as follows: Six months ended Year ended 30th June 31st December 2024 2023 2023 HK$M HK$M HK$M Impairment charged on trade receivables* 6 9 40 Depreciation of property, plant and equipment (note 12) 150 130 275 Depreciation of right-of-use assets – leasehold land held for own use 15 14 29 – property 24 22 49 Amortisation of – intangible assets (note 14) 34 32 66 – initial leasing costs in respect of investment properties 26 69 96 Staff costs 1,170 1,041 2,115 Other lease expenses** 15 16 31 * The amounts include impairment charges relating to expected credit losses on forgiveness of lease payments of operating lease receivables, i.e. rent concessions granted to tenants during the period, under HKFRS 9 of HK$4 million (30th June 2023: HK$13 million; year ended 31st December 2023: HK$36 million). ** These expenses include expenses relating to short-term leases and leases of low-value assets, net of rent concessions received (nil for the six months ended 30th June 2024, 30th June 2023 and year ended 31st December 2023). They are directly charged to the consolidated statement of profit or loss and are not included in the measurement of lease liabilities under HKFRS 16. 8. Net Finance Charges Refer to the table with the heading “Financial Information Reviewed by Auditors” on page 51 for details of the Group’s net finance charges. 63
Notes to the Condensed Interim Financial Statements 9. Taxation Six months ended Year ended 30th June 31st December 2024 2023 2023 HK$M HK$M HK$M Current taxation Hong Kong profits tax 248 280 494 Outside Hong Kong 422 330 665 Under/(Over)-provisions in prior years 4 7 (28) 674 617 1,131 Deferred taxation (note 23) Change in fair value of investment properties 397 88 106 Origination and reversal of temporary differences 137 249 380 534 337 486 1,208 954 1,617 Hong Kong profits tax is calculated at 16.5% (2023: 16.5%) on the estimated assessable profits for the period. Tax outside Hong Kong is calculated at tax rates applicable in jurisdictions in which the Group is assessable for tax. The Group’s share of joint venture companies’ tax charges for the six months ended 30th June 2024 of HK$113 million (30th June 2023: HK$144 million; year ended 31st December 2023: HK$241 million) and share of associated companies’ tax credit for the six months ended 30th June 2024 of HK$1 million (30th June 2023: nil; year ended 31st December 2023: tax credit of HK$149 million) are included in the share of results of joint venture and associated companies shown in the consolidated statement of profit or loss. 10. Dividends Six months ended Year ended 30th June 31st December 2024 2023 2023 HK$M HK$M HK$M First interim dividend declared on 8th August 2024 of HK$0.34 per share (2023 first interim dividend paid on 12th October 2023: HK$0.33) 1,989 1,931 1,931 Second interim dividend paid on 2nd May 2024 of HK$0.72 per share – – 4,212 1,989 1,931 6,143 The first interim dividend is not accounted for in the condensed interim financial statements because it had not been declared at the period end date. The Directors have declared a first interim dividend of HK$0.34 (2023: HK$0.33) per share for the year ending 31st December 2024. The first interim dividend, which totals HK$1,989 million (2023: HK$1,931 million), will be paid on Wednesday, 9th October 2024 to shareholders registered at the close of business on the record date, being Friday, 6th September 2024. Shares of the Company will be traded ex-dividend as from Wednesday, 4th September 2024. 64 Swire Properties Limited Interim Report 2024
10. Dividends (continued) The register of members will be closed on Friday, 6th September 2024, during which day no transfer of shares will be effected. In order to qualify for entitlement to the first interim dividend, all transfer forms accompanied by the relevant share certificates must be lodged with the Company’s share registrars, Computershare Hong Kong Investor Services Limited, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong, for registration not later than 4:30 p.m. on Thursday, 5th September 2024. 11. Earnings Per Share (Basic and Diluted) Basic earnings per share is calculated by dividing the profit attributable to the Company’s shareholders for the period ended 30th June 2024 of HK$1,796 million (30th June 2023: HK$2,223 million; year ended 31st December 2023: HK$2,637 million) by the weighted average number of 5,850,000,000 ordinary shares in issue during the period (30th June 2023 and 31st December 2023: 5,850,000,000 ordinary shares). Diluted earnings per share is equal to basic earnings per share as there was no dilutive potential share outstanding for the period ended 30th June 2024 (30th June 2023 and 31st December 2023: same). 12. Property, Plant and Equipment Property, plant and equipment HK$M Cost: At 1st January 2024 6,849 Translation differences (82) Additions 106 Disposals (26) Net transfers to investment properties (710) Net transfers from properties for sale 51 At 30th June 2024 6,188 Accumulated depreciation and impairment: At 1st January 2024 3,205 Translation differences (38) Charge for the period (note 7) 150 Disposals (25) Reversal of impairment losses (15) Transfer to investment properties (470) At 30th June 2024 2,807 Net book value: At 30th June 2024 3,381 At 1st January 2024 3,644 Property, plant and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. 65
Notes to the Condensed Interim Financial Statements 13. Investment Properties Under Completed Development Total HK$M HK$M HK$M At 1st January 2024 256,786 24,485 281,271 Translation differences (1,299) (82) (1,381) Additions 311 761 1,072 Transfer between categories 4,283 (4,283) – Net transfers (to)/from property, plant and equipment (43) 283 240 Net transfers (to)/from right-of-use assets (141) 9 (132) Net fair value losses (422) (420) (842) 259,475 20,753 280,228 Add: Initial leasing costs 168 – 168 At 30th June 2024 259,643 20,753 280,396 At 1st January 2024 (including initial leasing costs) 256,978 24,485 281,463 14. Intangible Assets Computer Goodwill Software Others Total HK$M HK$M HK$M HK$M Cost: At 1st January 2024 1,341 393 205 1,939 Translation differences (35) (1) – (36) Additions – 11 – 11 At 30th June 2024 1,306 403 205 1,914 Accumulated amortisation: At 1st January 2024 – 239 145 384 Amortisation for the period (note 7) – 25 9 34 At 30th June 2024 – 264 154 418 Net book value: At 30th June 2024 1,306 139 51 1,496 At 1st January 2024 1,341 154 60 1,555 66 Swire Properties Limited Interim Report 2024
15. Right-of-use Assets The Group (acting as lessee) leases land, offices, warehouses and equipment. Except for certain long-term leasehold land in Hong Kong, rental contracts are typically made for fixed periods of 1 to 50 years but may have extension and early termination options. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The recognised right-of-use assets relate to the following types of assets: 30th June 31st December 2024 2023 HK$M HK$M Leasehold land held for own use 2,618 2,502 Property 141 153 2,759 2,655 Additions to right-of-use assets during the six months ended 30th June 2024 were HK$14 million (30th June 2023: HK$56 million; year ended 31st December 2023: HK$62 million). During the six months ended 30th June 2024, total cash outflow for leases was included in the consolidated statement of cash flows as (a) interest paid of HK$10 million (30th June 2023: HK$11 million; year ended 31st December 2023: HK$21 million) under “operating activities”, (b) payment for short-term and low-value assets leases of HK$15 million (30th June 2023: HK$16 million; year ended 31st December 2023: HK$31 million) recorded in cash generated from operations under “operating activities” and (c) principal elements of lease payments of HK$39 million (30th June 2023: HK$38 million; year ended 31st December 2023: HK$82 million) under “financing activities”. 16. Interests in Joint Venture Companies 30th June 31st December 2024 2023 HK$M HK$M Share of net assets, unlisted 19,860 19,276 Loans due from joint venture companies less provisions – Interest-free 11,537 11,650 – Interest-bearing 2,950 3,131 14,487 14,781 In June 2024, the Group entered into an equity and debt transfer agreement with the China Life Insurance Company Limited (“China Life”) group and the Sino-Ocean Group Holding Limited (“Sino-Ocean”) group, pursuant to which the Group and the China Life group have conditionally agreed to acquire a 14.895% and a 49.895% equity interest in the project company of INDIGO Phase Two, respectively, from the Sino-Ocean group for a consideration of approximately RMB891 million and RMB2,984 million, respectively. Completion of the acquisitions is subject to the satisfaction of certain conditions precedent. The acquisitions were completed in early August. Following the completion of the acquisitions, the Group’s interest in INDIGO Phase Two has increased from 35% to 49.895% and the China Life group owns a 49.895% interest in INDIGO Phase Two. 67
Notes to the Condensed Interim Financial Statements 17. Interests in Associated Companies 30th June 31st December 2024 2023 HK$M HK$M Share of net assets, unlisted 9,663 9,913 Goodwill 670 670 10,333 10,583 Loans due from associated companies less provisions – Interest-free 215 169 – Interest-bearing 40 40 255 209 18. Fair Value Measurement of Financial Instruments (a) Financial instruments that are measured at fair value are included in the following fair value hierarchy: Total carrying Level 2 Level 3 amount HK$M HK$M HK$M Assets as per consolidated statement of financial position At 30th June 2024 Derivatives used for hedging (note 19) 99 – 99 Financial assets at fair value through profit or loss – Unlisted equity investments – 629 629 99 629 728 At 31st December 2023 Derivatives used for hedging (note 19) 57 – 57 Financial assets at fair value through profit or loss – Unlisted equity investments – 623 623 57 623 680 Liabilities as per consolidated statement of financial position At 30th June 2024 Derivatives used for hedging (note 19) 10 – 10 Put option in respect of a non-controlling interest (note 21) – 645 645 10 645 655 At 31st December 2023 Derivatives used for hedging (note 19) 22 – 22 Put option in respect of a non-controlling interest (note 21) – 613 613 22 613 635 Notes: The levels in the hierarchy represent the following: Level 2 – Financial instruments measured at fair value using inputs other than quoted prices but where those inputs are based on observable market data. Level 3 – Financial instruments measured at fair value using inputs not based on observable market data. There were no transfers of financial instruments between the levels in the fair value hierarchy. 68 Swire Properties Limited Interim Report 2024
18. Fair Value Measurement of Financial Instruments (continued) The change in level 3 financial instruments for the period ended 30th June 2024 is as follows: Financial assets at Put option in respect fair value through of a non-controlling profit or loss interest HK$M HK$M At 1st January 2024 623 613 Additions 6 – Distributions during the period – (16) Change in fair value recognised as net finance charges* – 48 At 30th June 2024 629 645 * Including unrealised losses recognised on balances held at 30th June 2024 – 48 There has been no change in valuation techniques for Level 2 and Level 3 fair value hierarchy classifications. The fair value of derivatives used for hedging in Level 2 has been based on quotes from market makers or alternative market participants supported by observable inputs. The most significant observable inputs are market interest rates, exchange rates and yields. The fair value of unlisted investments classified within level 3 is predominately determined using quotes from market makers, which use assumptions that are based on market conditions existing at each period-end date. The significant unobservable inputs used are yields and market prices. Changing these unobservable inputs based on reasonable alternative assumptions would not significantly change the valuation of the investments. The fair value estimate of the put option over a non-controlling interest in the U.S.A. classified within Level 3 is determined using a discounted cash flow valuation technique and contains a number of unobservable inputs, including the expected fair value of the associated investment property at the expected time of exercise, the expected time of exercise itself and the discount rate used. The expected time of exercise is in 2024 and the discount rate used is 6.3% (31st December 2023: 6.3%). The investment property’s fair value at the expected time of exercise is itself subject to a number of unobservable inputs which are similar to the inputs for the Group’s other completed investment properties, including the expected fair market rent and the expected capitalisation rate. If the investment property’s expected fair value at the time of exercise is higher, the fair value of the put option would also be higher at 30th June 2024. If the expected time of exercise is later or if the discount rate is higher, the fair value of the put option would be lower. The opposite is true for an earlier time of exercise or a lower discount rate. (b) Fair values of financial assets and liabilities carried at other than fair value: The carrying amounts of the Group’s financial assets and liabilities carried at amortised cost are not materially different from their fair values at 30th June 2024 and 31st December 2023 except for the following financial liabilities, for which their carrying amounts and fair values are disclosed below: 30th June 2024 31st December 2023 Carrying amount Fair value Carrying amount Fair value HK$M HK$M HK$M HK$M Long-term loans and bonds 42,755 42,198 41,169 40,598 69
Notes to the Condensed Interim Financial Statements 19. Derivative Financial Instruments The Group uses derivative financial instruments solely for management of an underlying risk. The Group minimises its exposure to market risk since gains and losses on derivatives offset the losses and gains on the assets, liabilities or transactions being hedged. It is the Group’s policy not to enter into derivative transactions for speculative purposes. 30th June 2024 31st December 2023 Assets Liabilities Assets Liabilities HK$M HK$M HK$M HK$M Interest rate and cross-currency swaps – cash flow hedges – due after one year 99 10 57 22 20. Trade and Other Receivables 30th June 31st December 2024 2023 HK$M HK$M Trade debtors 375 500 Prepayments and accrued income 138 116 Amounts due from an intermediate holding company 1 1 Other receivables 3,070 2,889 3,584 3,506 The analysis of the age of trade debtors at the period end (based on their invoice dates) is as follows: 30th June 31st December 2024 2023 HK$M HK$M Up to 3 months 332 468 Between 3 and 6 months 21 14 Over 6 months 22 18 375 500 There is no concentration of credit risk with respect to trade and other receivables, as the Group has a large number of customers. The Group does not grant any credit terms to its customers, except to corporate customers in the hotel division where commercial trade credit terms are given. 70 Swire Properties Limited Interim Report 2024
21. Trade and Other Payables 30th June 31st December 2024 2023 HK$M HK$M Trade creditors 859 1,046 Rental deposits from tenants 3,046 2,965 Deposits received on sale of investment properties 268 269 Put option in respect of a non-controlling interest 645 613 Other payables Accrued capital expenditure 1,139 1,155 Amounts due to an intermediate holding company 100 112 Amounts due to an associated company 26 13 Interest-bearing advances from an associated company 1,612 – Advances from a non-controlling interest 1,314 1,236 Others 2,396 2,622 6,587 5,138 11,405 10,031 Amounts due after one year included under non-current liabilities (268) (268) 11,137 9,763 The analysis of the age of trade creditors at the period end is as follows: 30th June 31st December 2024 2023 HK$M HK$M Up to 3 months 859 1,046 22. Lease Liabilities 30th June 31st December 2024 2023 HK$M HK$M Maturity profile at the period end is as follows: Within 1 year 85 80 Between 1 and 2 years 80 84 Between 2 and 5 years 171 180 Over 5 years 233 263 569 607 Amounts due within one year included under current liabilities (85) (80) 484 527 71
Notes to the Condensed Interim Financial Statements 23. Deferred Taxation The movement on the net deferred tax liabilities account is as follows: HK$M At 1st January 2024 13,994 Translation differences (235) Charged to profit or loss (note 9) 534 Charged to other comprehensive income 10 At 30th June 2024 14,303 Represented by: Deferred tax assets (65) Deferred tax liabilities 14,368 14,303 24. Assets Classified as Held for Sale Assets classified as held for sale represent the Group’s 100% interest in investment properties comprising 7 car parking spaces at stages I to IX of the Taikoo Shing residential development in Hong Kong. 25. Share Capital Company 30th June 31st December 2024 2023 HK$M HK$M Issued and fully paid with no par value: At 30th June 2024 and 31st December 2023 5,850,000,000 ordinary shares 10,449 10,449 There was no purchase, sale or redemption by the Company, or any of its subsidiaries, of the Company’s shares during the period. 72 Swire Properties Limited Interim Report 2024
26. Reserves Property Cash flow Revenue Merger revaluation hedge Translation reserve reserve reserve reserve reserve Total HK$M HK$M HK$M HK$M HK$M HK$M At 1st January 2024 276,689 (1,108) 2,042 (57) (2,933) 274,633 Profit for the period 1,796 – – – – 1,796 Other comprehensive income Revaluation of properties previously occupied by the Group – gains recognised during the period – – 1 – – 1 Cash flow hedges – gains recognised during the period – – – 90 – 90 – transferred to net finance charges – – – (31) – (31) – deferred tax – – – (10) – (10) Share of other comprehensive income of joint venture and associated companies recognised during the period – – – – (652) (652) Net translation differences recognised during the period – – – – (989) (989) Total comprehensive income for the period 1,796 – 1 49 (1,641) 205 2023 second interim dividend (note 10) (4,212) – – – – (4,212) At 30th June 2024 274,273 (1,108) 2,043 (8) (4,574) 270,626 Note: The Group’s revenue reserve at 30th June 2024 includes HK$1,989 million representing the declared first interim dividend for the year ending 31st December 2024 (31st December 2023: HK$4,212 million representing the second interim dividend for 2023) (note 10). 27. Non-controlling Interests The movement of non-controlling interests during the period is as follows: HK$M At 1st January 2024 3,067 Share of profit less losses for the period 94 Share of net translation differences (37) Share of total comprehensive income for the period 57 Capital contribution from a non-controlling interest 23 Dividends declared and/or paid (67) At 30th June 2024 3,080 73
Notes to the Condensed Interim Financial Statements 28. Capital Commitments 30th June 31st December 2024 2023 HK$M HK$M The Group’s outstanding capital commitments at the end of the period in respect of: Property, plant and equipment Contracted but not provided for 33 35 Authorised by Directors but not contracted for 266 245 Investment properties Contracted but not provided for 5,443 5,795 Authorised by Directors but not contracted for 12,067 12,012 17,809 18,087 The Group’s share of capital commitments of joint venture companies at the end of the period (Note) Contracted but not provided for 1,930 850 Authorised by Directors but not contracted for 9,115 6,278 11,045 7,128 Note: Of which the Group is committed to funding HK$939 million (31st December 2023: HK$797 million). At 30th June 2024, the Group was committed to inject capital of HK$1,817 million (31st December 2023: HK$275 million) into joint venture companies. 29. Contingencies Guarantees outstanding at the end of the period in respect of bank loans and other liabilities of joint venture companies totalled HK$4,062 million (31st December 2023: HK$3,996 million). Bank guarantees given in lieu of utility deposits and others totalled HK$63 million at the end of the period (31st December 2023: HK$73 million). 30. Related Party Transactions There is an agreement for services (“Services Agreement”), in respect of which John Swire & Sons (H.K.) Limited (“JS&SHK”), an intermediate holding company, provides services to various companies in the Group and under which costs are reimbursed and fees payable. In return for these services, JS&SHK receives annual fees calculated as 2.5% of the Group’s relevant consolidated profit before taxation and non-controlling interests after certain adjustments. The Services Agreement was renewed on 1st October 2022 for three years expiring on 31st December 2025. For the six months ended 30th June 2024, service fees payable amounted to HK$99 million (30th June 2023: HK$106 million). Expenses of HK$80 million (30th June 2023: HK$66 million) were reimbursed at cost; in addition, HK$59 million (30th June 2023: HK$49 million) in respect of shared administrative services was reimbursed. 74 Swire Properties Limited Interim Report 2024
30. Related Party Transactions (continued) Under a tenancy framework agreement (the “Tenancy Framework Agreement”) between JS&SHK, Swire Pacific Limited (“Swire Pacific”) and the Company dated 14th August 2014, members of the Group enter into tenancy agreements with members of the JS&SHK group and members of the Swire Pacific group from time to time on normal commercial terms based on prevailing market rentals. The Tenancy Framework Agreement was renewed on 1st October 2021 for a term of three years expiring on 31st December 2024. In May 2024, the Group announced that the Tenancy Framework Agreement will be renewed on 1st October 2024 for a further term of three years from 1st January 2025 to 31st December 2027. For the six months ended 30th June 2024, the aggregate rentals payable to the Group by members of the JS&SHK group and members of the Swire Pacific group under tenancies to which the Tenancy Framework Agreement applies amounted to HK$52 million (30th June 2023: HK$53 million) and HK$24 million (30th June 2023: HK$21 million) respectively. The above transactions under the Services Agreement and the Tenancy Framework Agreement are continuing connected transactions, in respect of which the Company has complied with the disclosure requirements of Chapter 14A of the Listing Rules. The following is a summary of significant transactions between the Group and related parties (including transactions under the Tenancy Framework Agreement), which were carried out in the normal course of the Group’s business, in addition to those transactions disclosed elsewhere in the financial statements. For the six months ended 30th June Joint venture Associated Fellow subsidiary Intermediate Other related companies companies companies holding company parties 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 Note HK$M HK$M HK$M HK$M HK$M HK$M HK$M HK$M HK$M HK$M Purchase of services (a) – – – – 19 17 – – – – Rendering of services (a) 35 31 – – – – 1 1 – – Rental revenue (b) – – – – 24 21 52 53 1 1 Rental expenses (b) 6 5 – – – – – – – – Revenue from hotels 7 7 – – 1 2 1 1 2 2 Interest income (c) 73 54 2 – – – – – – – Interest charges (c) – 2 2 – – – – – – – Notes: (a) Purchase and rendering of services from and to related parties were conducted in the normal course of business at prices and on terms no less favourable to the Group than those charged by/to and contracted with other suppliers/customers of the Group. (b) The Group has, in the normal course of its business, entered into lease agreements with related parties to lease premises for varying periods up to six years. The leases were entered into on normal commercial terms. (c) Loans advanced to joint venture and associated companies at 30th June 2024 are disclosed in notes 16 and 17. Advances from associated companies are disclosed in note 21. 75
Supplementary Information Corporate Governance The Company complied with all the code provisions set out in the Corporate Governance Code (the “CG Code”) contained in Part 2 of Appendix C1 to the Listing Rules throughout the accounting period covered by the interim report. The Company has adopted codes of conduct regarding securities transactions by Directors and by relevant employees (as defined in the CG Code) on terms no less exacting than the required standard set out in the Model Code for Securities Transactions by Directors of Listed Issuers (the “Model Code”) set out in Appendix C3 to the Listing Rules. On specific enquiries made, all the Directors of the Company have confirmed that, in respect of the accounting period covered by the interim report, they have complied with the required standard set out in the Model Code and the Company’s code of conduct regarding Directors’ securities transactions. The interim results have been reviewed by the Audit Committee of the Company and by the external auditors. Share Capital There was no purchase, sale or redemption by the Company, or any of its subsidiaries, of the Company’s shares during the accounting period covered by the interim report. Directors’ Particulars Changes in the particulars of the Directors are set out as follows: 1. Lily Cheng resigned as an Independent Non-Executive Director of the Company with effect from the conclusion of the Company’s 2024 annual general meeting held on 7th May 2024 (the “2024 AGM”). 2. Yan Yan was appointed as an Independent Non-Executive Director of the Company with effect from the conclusion of the Company’s 2024 AGM. 3. Guy Bradley was elected Deputy Chairman of The Hong Kong General Chamber of Commerce with effect from 10th May 2024. 4. May Wu was appointed as an Independent Director, chairperson of the Audit Committee and a member of the Compensation Committee of MakeMyTrip Limited with effect from 15th May 2024 and ceased to be a member of the Audit Committee of Noah Holdings Limited with effect from 30th June 2024. 5. Fanny Lung ceased to be a member of the Financial Reporting Review Panel of the Accounting and Financial Reporting Council with effect from 15th July 2024. 76 Swire Properties Limited Interim Report 2024
Directors’ Interests At 30th June 2024, the register maintained under Section 352 of the Securities and Futures Ordinance (“SFO”) showed that Directors held the following interests in the shares of Swire Properties Limited and its associated corporations (within the meaning of Part XV of the SFO), John Swire & Sons Limited and Swire Pacific Limited: Capacity Beneficial Interest Percentage Swire Properties Limited Trust Total No. of Voting Personal Family Interest of Shares Shares (%) Note Merlin Swire – – 1,148,812 1,148,812 0.01964 (1) Percentage Capacity of Issued Share Capital Beneficial Interest (comprised John Swire & Sons Limited Trust Total No. in the class) Personal Family Interest of Shares (%) Note Ordinary Shares of £1 Adam Fenwick – – 3,136,000 3,136,000 3.14 (2) Merlin Swire 2,193,550 630,000 20,175,819 22,999,369 23.00 (1) 8% Cum. Preference Shares of £1 Adam Fenwick – – 2,822,400 2,822,400 3.14 (2) Merlin Swire 3,966,125 – 16,917,930 20,884,055 23.20 (1) Percentage Capacity of Voting Shares Beneficial Interest (comprised Swire Pacific Limited Trust Total No. in the class) Personal Family Interest of Shares (%) Note ‘A’ shares Merlin Swire – – 301,000 301,000 0.0363 (1) ‘B’ shares Merlin Swire – – 1,799,222 1,799,222 0.0622 (1) Notes: (1) Merlin Swire was a trustee and/or a potential beneficiary of trusts which held 1,148,812 shares in Swire Properties Limited, 8,852,483 ordinary shares and 6,705,528 preference shares in John Swire & Sons Limited and 301,000 ‘A’ shares and 1,799,222 ‘B’ shares in Swire Pacific Limited included under trust interest and did not have any beneficial interest in those shares. (2) Adam Fenwick was a trustee of a trust which held 3,136,000 ordinary shares and 2,822,400 preference shares in John Swire & Sons Limited included under trust interest and did not have any beneficial interest in those shares. Other than as stated above, no Director or Chief Executive of the Company had any interest or short position, whether beneficial or non-beneficial, in the shares or underlying shares and debentures of the Company or any of its associated corporations (within the meaning of Part XV of the SFO). 77
Supplementary Information Substantial Shareholders’ and Other Interests The register of interests in shares and short positions maintained under Section 336 of the SFO shows that at 30th June 2024 the Company had been notified of the following interests in the shares of the Company held by substantial shareholders and other persons: Percentage of Long position Number of Shares Voting Shares (%) Type of Interest Note Swire Pacific Limited 4,796,765,835 82.00 Beneficial owner (1) John Swire & Sons Limited 4,796,765,835 82.00 Attributable interest (2) Notes: (1) Swire Pacific Limited was interested in 4,796,765,835 shares of the Company as beneficial owner. (2) John Swire & Sons Limited and its wholly-owned subsidiary John Swire & Sons (H.K.) Limited were deemed to be interested in a total of 4,796,765,835 shares of the Company, in which Swire Pacific Limited was interested, by virtue of the John Swire & Sons Limited group being interested in 61.73% of the equity of Swire Pacific Limited and controlling 69.19% of the voting rights attached to shares in Swire Pacific Limited. 78 Swire Properties Limited Interim Report 2024
Glossary Terms Ratios References in this document to Hong Kong are to Hong Profit attributable Kong SAR (“HKSAR”). to the Company’s Earnings per share shareholders Attributable gross rental income Gross rental income = Weighted average number less amount shared by non-controlling interests plus the of shares in issue during Group’s share of gross rental income of joint venture and the period associated companies, and adjusted with related rental concession recognised in the consolidated statement of Equity attributable to Equity before profit or loss. the Company’s = non-controlling interests shareholders per share Number of shares in issue Equity attributable to the Company’s shareholders at the end of the period Equity before non-controlling interests. Gross borrowings Total of loans, bonds and overdrafts. Interest cover = Operating profit Net finance charges Net debt Total borrowings and lease liabilities less short-term deposits and bank balances. Cash interest cover = Operating profit Underlying profit Reported profit adjusted principally Total of net finance charges and capitalised interest for the impact of (i) changes in the fair value of investment properties, (ii) deferred tax on investment Net debt properties and (iii) amortisation of right-of-use assets Gearing ratio = Total equity reported under investment properties. Recurring underlying profit Underlying profit adjusted for significant credits and charges of a non-recurring nature, including gains or losses on the sale of interests in investment properties. 79
Financial Calendar and Information for Investors Financial Calendar 2024 Interim Report available to shareholders 3rd September Shares traded ex-dividend 4th September Share register closed for 2024 first interim dividend entitlement 6th September Payment of 2024 first interim dividend 9th October Annual results announcement March 2025 Annual General Meeting May 2025 Registered Office Investor Relations Swire Properties Limited E-mail: [email protected] 33rd Floor, One Pacific Place 88 Queensway Public Affairs Hong Kong E-mail: [email protected] Registrars Tel: (852) 2844-3888 Fax: (852) 2918-9960 Computershare Hong Kong Investor Services Limited Website: www.swireproperties.com 17M Floor, Hopewell Centre 183 Queen’s Road East Request for Feedback Hong Kong In order that we may improve our reporting, we would be Website: www.computershare.com grateful to receive your comments on our public Stock Code announcements and disclosures via e-mail to [email protected]. Hong Kong Stock Exchange 01972 Independent Auditors PricewaterhouseCoopers Certified Public Accountants and Registered Public Interest Entity Auditor Disclaimer This document may contain certain forward-looking statements that reflect the Company’s beliefs, plans or expectations about the future or future events. These forward-looking statements are based on a number of assumptions, current estimates and projections, and are therefore subject to inherent risks, uncertainties and other factors beyond the Company’s control. The actual results or outcomes of events may differ materially and/or adversely due to a number of factors, including changes in the economies and industries in which the Group operates (in particular in Hong Kong and the Chinese Mainland), macro-economic and geopolitical uncertainties, changes in the competitive environment, foreign exchange rates, interest rates and commodity prices, and the Group’s ability to identify and manage risks to which it is subject. Nothing contained in these forward-looking statements is, or shall be, relied upon as any assurance or representation as to the future or as a representation or warranty otherwise. Neither the Company nor its directors, officers, employees, agents, affiliates, advisers or representatives assume any responsibility to update these forward- looking statements or to adapt them to future events or developments or to provide supplemental information in relation thereto or to correct any inaccuracies. 80 Swire Properties Limited Interim Report 2024
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