CIVITAS SOCIAL HOUSING PLC

(“Civitas” or the “Company”)

Change in fee arrangements with the Investment Adviser

The Board and Investment Adviser have agreed to amend the advisory fees paid by the Company so that they are based on IFRS NAV instead of Portfolio NAV. 

The effect of this change is to reduce, on a quarterly basis, the amount of the advisory fee payable to the Investment Adviser to reflect the lower measure of IFRS NAV compared to Portfolio NAV. 

The Investment Adviser is not entitled to any other transaction fee or other performance fee. 

The Board has also agreed with the Investment Adviser to extend the initial notice period term within the Investment Management Agreement from 30 November 2021 to 30 May 2024, subject to all existing termination provisions remaining unchanged.

Under the listing rules of the FCA, the Investment Adviser is a Related Party of the Company and the amendments to the Investment Management Agreement constitute a smaller related party transaction and are subject to the modified requirements for such transactions set out in Listing Rule 11.1.10. The Company has obtained written confirmation from its Sponsor, Cenkos Securities plc, in accordance with the requirements of LR 11.1.10(2) (b) that the terms of the proposals are fair and reasonable as far as Shareholders are concerned. 

The amendments are effective from 26 April 2019.

Note: the amended management fee based on IFRS NAV is summarised below:

  • on that part of the IFRS NAV up to and including £250 million, an amount equal to 1% of such part of the IFRS NAV;
  • on that part of the IFRS NAV over £250 million and up to and including £500 million, an amount equal to 0.9% of such part of the IFRS NAV;
  • on that part of the IFRS NAV over £500 million and up to and including £1,000 million, an amount equal to 0.8% of such part of the IFRS NAV; and
  • on that part of the IFRS NAV over £1,000 million an amount equal to 0.7% of such part of the IFRS NAV.

END

For further information, please contact:

Civitas Housing Advisors Limited

Paul Bridge                                                       Tel: +44 (0)20 3058 4844

Andrew Dawber                                              Tel: +44 (0)20 3058 4846

Cenkos Securities PLC

Sapna Shah                                                       Tel: +44 (0)20 7397 1922

Tom Scrivens                                                    Tel: +44 (0)20 7397 1915

Buchanan

Helen Tarbet / Henry Harrison-Topham     Tel: +44 (0) 20 7466 5000

Henry Wilson / Hannah Ratcliff                    civitas@buchanan.uk.com

Notes:

Civitas Social Housing PLC is the first Real Estate Investment Trust offering pure play exposure to social housing in England and Wales.  The Company is advised by Civitas Housing Advisors Limited, who areauthorised and regulated by the Financial Conduct Authority under Firms Reference Number 815699. The Company is listed on the premium listing segment of the Official List of the Financial Conduct Authority and was admitted to trading on the main market for listed securities of the London Stock Exchange in November 2016.  The company is a Constituent of the FTSE 250 index.

Download PDF