Theta Asset Management Limited (ABN 37 071 807 684) (AFSL 230920) (Responsible Entity) is the responsible entity of the BrickX Platform (ARSN 613 156 433) and The Brick Exchange Pty Ltd (ABN 27 600 762 749) (BrickX) is the manager. This RG46 Schedule has been prepared by BrickX as manager and will be updated for non-materially adverse information from time to time and will be available for Members at www.brickx.com/pds/latest-pds-updates. Members can request a paper copy of this RG46 Schedule free of charge at any time. This RG46 Schedule should be read in conjunction with the Product Disclosure Statement, which can be viewed here.
Below are the disclosures required by ASIC Regulatory Guide 46: Unlisted property schemes – improving disclosure for retail investors (ASIC RG46) relating to the properties.
|Property Code||Property Address||Property Purchase Price||Borrowing||Settlement Date||Most recent Independent Valuation||Most recent non-Independent Valuation||Rent per week||Occupancy rate||Lease Expiry|
The BrickX Platform currently has loan agreements in place, pursuant to which Macquarie Bank Limited (ABN 46 008 583 542) (Lender) has made a loan to Theta Asset Management Limited (ACN 071 807 684) as trustee of the BrickX Trusts.
Additionally, the BrickX Platform has loan agreements in place, pursuant to which BridgeLane Capital Pty Limited (ACN 138 379 638) (Lender) has made a loan to BrickX Trusco Pty Limited (ACN 602 627 770) (Debtor) to fund the acquisition of certain properties available on the BrickX Platform.
Below are the disclosures required by ASIC RG46 relating to these loans.
For the purposes of this Gearing Schedule, “BrickX Trust” means a unit trust holding a property which is available on the BrickX Platform and which has a borrowing arrangement in place disclosed in the Property Schedule at the start of this RG46 Schedule.
Disclosure principle 1: Gearing ratio
ASIC RG46.62 The Responsible Entity should disclose each BrickX Trust’s gearing ratio as calculated in accordance with the prescribed formula.
ASIC RG46 requires the gearing ratio to be calculated as:
The gearing ratio for each property held in a BrickX Trust on the BrickX Platform as at the date of this RG46 Schedule is set out in the above Property Schedule.
ASIC RG46.63 The liabilities and assets used to calculate the gearing ratio should be based on the BrickX Trust’s latest financial statements.
The ratio above is based on the following:
ASIC RG46.64 If the scheme has material off-balance sheet financing, the Responsible Entity should disclose a ‘look through’ gearing ratio to determine the BrickX Platform’s level of risk.
The BrickX Platform does not have material off- balance sheet financing.
ASIC RG46.65 The Responsible Entity should explain what the gearing ratio means in practical terms, and how investors can use the ratio to determine a BrickX Trust’s level of risk.
The gearing ratio indicates the extent to which the properties held in BrickX Trusts’ are funded by borrowings. The gearing ratio gives an indication of the potential risks faced by a BrickX Trust as a result of its borrowings due to, for example, an increase in interest rates or a decrease in values.
A higher gearing ratio means a higher reliance on interest bearing liabilities to fund assets and exposes the BrickX Trust to increased funding costs if interest rates rise, or a potential breach of banking covenants if asset values fall.
Disclosure principle 2: Interest cover ratio
ASIC RG46.71 The Responsible Entity should disclose each BrickX Trust’s interest cover ratio calculated in accordance with prescribed formula.
ASIC RG46 requires the interest cover ratio to be calculated as:
The interest cover ratio (calculated in accordance with ASIC disclosure principles) for each property held in a BrickX Trust on the BrickX Platform as at the date of this RG46 Schedule is set out in the above Property Schedule
ASIC RG46.72 The EBITDA and interest expense figures used to calculate the interest cover ratio should be consistent with those disclosed in the BrickX Trust’s latest financial statements.
Interest cover ratio calculation is based on:
ASIC RG46.74 The Responsible Entity should explain how investors can use the interest cover ratio to assess the BrickX Trust’s ability to meet its interest payments
The interest cover ratio measures the ability of the BrickX Trust to meet its interest payments on borrowings from its earnings. The level of interest cover gives an indication of the BrickX Trust’s financial health in paying both interest to the debt finance provider and distributions to Brick Holders. A higher interest cover ratio indicates greater available funds with which to pay interest costs and distributions. The lower the interest cover ratio, the higher the risk that the BrickX Trust will not be able to meet its interest payments. It is a key measure of the risks associated with the BrickX Trust’s borrowings and the sustainability of borrowings.
Disclosure principle 3: Scheme borrowing
ASIC RG46.78 If a scheme has borrowed funds (on or off balance sheet), the Responsible Entity should disclose the following information:
- Debt facility maturities (including the aggregate amount owing and maturity profile) – set out in the above Property Schedule
- The amount (expressed as a percentage) by which the operating cash flow or the value of the asset(s) used as security for the facility must fall before there is a breach of covenants in any credit facility
- For each credit facility:
- the aggregate undrawn amount
- the assets to which the facility relates – set out in the above Property Schedule
- the loan to value and interest cover covenants under the terms of the facility
- the interest rate of the facility – set out in the above Property Schedule
- whether the facility is hedged – not applicable
- the aggregate undrawn amount
- Details of any terms within the facility that may be invoked as a result of scheme members exercising their rights under the scheme constitution – not applicable
- The fact that amounts owing to lenders and other creditors of the scheme rank before an investor’s interests in the scheme
The key terms of any loan relating to a property held in a BrickX Trust on the BrickX Platform as at the date of this RG46 Schedule is set out in the above Property Schedule.
Borrowings in relation to a property will be secured by a registered mortgage over that property (held in the relevant BrickX Trust). This security interest will rank ahead of any other unsecured loans and Brick Holders’ interests in the assets of the trust.
On and from the date of a loan, interest will accrue on the principal amount outstanding of the loan on a daily basis at the rate set out in the above Property Schedule, or such other rate as specified by the Lender from time to time.
ASIC RG46.79 If any of the BrickX Platform’s borrowings or credit facilities are to mature within the next 12 months, the Responsible Entity should make appropriate disclosure about the prospects of refinancing; or possible alternative actions.
ASIC RG46.80 The Responsible Entity should explain any risks associated with the BrickX Platform’s borrowing maturity profile, including whether borrowings have been hedged and if so to what extent.
ASIC RG46.81 the Responsible Entity disclose any information about fund borrowing and breaches of loan covenants that is reasonably required by investors.
Short Term Funding Arrangements
BrickX and/or its related entities may from time to time enter into loan arrangements on arms length terms to provide funding to the relevant BrickX Trust for operational purposes.
BrickX has agreed to provide a loan to BRW01 from October 2018, to manage the operational costs of the Trust due to urgent repairs required to the property. Loan details:
- Int rate - 5.00% pa
- No fixed maturity date
- ICR for this Trust is 2.62 inclusive of this loan
- Note that the funding amount and any other related charges is to be repaid in full from the relevant BrickX Trust before distributions resume being paid to investors