A home for
the supply chain
annual report
WDP
2020 Annual Report
2
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
CONTENTS
1.
Chairman’s message to the shareholders 3
2. This is WDP 5
2020 at a glance
A solid real estate partner
Our prole
Purpose, mission and vision
Inuential trends
3. Strategy and value creation 16
4. ESG 22
5. Transactions and realisations 40
6. Shares and bonds 62
7. Financial results and property report 68
8. Corporate Governance Statement 107
9. Risk factors 151
10. Reporting according to recognised standards 159
11. Financial statements 189
12. Permanent document 245
13. Annexes 258
External verication 259
Alternative Performance Measures 267
Historical nancial information included by reference 273
Statements 275
Glossary 277
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This is WDP
1.
As the chairman of the Board of Directors, I take pride in another fantastic year for our
company. Firstly, I would like to thank #TeamWDP for their organisational agility. Despite
these turbulent times, our people have consistently continued to support our clients
and work very professionally towards the set objectives.
I’d also like to thank our customers, partners, suppliers and all other stakeholders for
their trust in our company. In these times, our focus is primarily on the health of all our
teams and our stakeholders.
Despite the challenges posed by the health and economic crisis, WDP navigated safely
through the Covid-19 pandemic. Over 500,000 m² of new construction projects were
delivered to customers and 450 million euros were committed to new projects, so that
by the end of the year 800,000 m² were under development. In the core countries where
we are the market leader, we discovered enormous dynamics and resilience. Our
commercial teams were able to lease a volume of 1.5 million square metres in the
course of 2020, evenly spread across existing properties and new developments.
In addition, the foundations were further strengthened, as evidenced by the very strong
operational and nancial metrics, including an occupancy rate of almost 99% and a
loan-to-value of 45%. This strong start has once again resulted in a nice increase in our
EPRA Earnings per share of +8% to 1.00euros, in line with the initial target. In 2021
WDP also wants to continue building on this momentum with a targeted EPRA earnings
per share of 1.07 euros, further driven by external growth through new construction
projects for our clients.
“As a result of our deep-rooted position
within the logistics landscape, bolstered
by strong fundamentals, structural
tailwinds and opportunities arising
from the Covid-19 crisis, WDP is already
sharpening its strategic 2019-23
growth plan. This is also supported
by the confidence we enjoy from our
stakeholders.”
CHAIRMAN'S MESSAGE TO THE SHAREHOLDERS
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The crucial importance of logistics - and thus of logistics real estate - was conrmed in
this corona crisis. A number of fundamental changes and trends have accelerated the
importance of the logistics sector in recent years. These include the continued growth
in e-commerce and omni-channel approach of companies, which may or may not be
combined with an increased demand for food-related and pharmaceutical activities,
technological advances and sustainability. Distribution networks were adapted
accordingly and the demand for modern logistics infrastructure was conrmed and
even inated. The Covid-19 pandemic and its sudden impact have accelerated these
key drivers within the sector and accentuated the critical role. WDP was able to respond
immediately to these striking trends by means of a number of reference projects.
In terms of ESG, WDP took further steps as part of the implementation of its ESG
Roadmap 2019-23, with the focus during 2020 on the Social and Governance
component, including a formal training plan for all employees and a range of training
courses, a healthy and safe working environment - especially during the current
pandemic - and support for charitable activities. On the environmental front, the energy
monitoring system was rolled out, the data from which will form the basis for the
realisation of the WDP Climate Action Plan that will take concrete shape in 2021. Our
sustainable focus can also count on green nancing; this now accounts for more than
a third of the total nancing package.
Even at the end of this turbulent year, WDP can count on a robust and, above all, liquid
balance sheet with over 700 million euros in unused credit lines. In addition, the balance
sheet was further strengthened by an ABB of 200 million euros at the beginning of
2021. The shareholders' condence in our company was once again underlined on the
occasion of this capital increase - books were three times oversubscribed. Our market
capitalisation has thus structurally surpassed the 5 billion euros mark, which is fuelling
investor interest, increasing the share's liquidity, and further widening access to capital.
The evolution of the global pandemic and the generally expected negative economic
impact in the short term call for vigilance. The macroeconomic and nancing environment
will continue to be erratic and volatile in 2021. So we remain cautious in the short term,
but at the same time optimistic for the future.
In this context, WDP has increased its ambitions within the 2019-23 growth plan: the
targeted investment volume by the end of 2023 has been increased by 500 million
euros to 2.0 billion euros and should translate into a projected EPRA earnings per share
of at least 1.25 euros in 2024 (previously 1.15 euros in 2023) and growth of 6% per year
on average. The biggest challenges in achieving this ambitious growth are the acquisition
of land that is becoming increasingly scarce due to more restrictive zoning and the
highly competitive environment that has only been exacerbated by the increasing
importance of logistics.
As always, we rely on the creativity and professionalism of our teams and partners to
continue to develop more efcient solutions for our customers. In this way, we can
contribute to the further development of the essential infrastructure for the post-Covid
economy.
Rik Vandenberghe
Chairman of the Board of Directors
CHAIRMAN'S MESSAGE TO THE SHAREHOLDERS
“
The global pandemic underlined the immense importance
of a well-functioning logistics and flexible supply chain -
our sector is considered critical by governments. WDP
assumes its social role in this and thus aims to contribute
to a sustainable post-Covid economy.
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This is WDP
175 mio
euros
EPRA Earnings
1.00
euros
EPRA Earnings per share
45.0
%
Loan-to-value
2.1
%
Average cost
of debt
14.3
euros
EPRA NTA per share
+15%
y/y
+8%
y/y
+8%
y/y
+12%
y/y
OPERATIONAL RESULTS IN 2020
~4.8 bn
euros
Fair value of
the property portfolio
Development pipeline
of 541 million euros
5.5m
m
2
Property portfolio surface area
0.80
euros
Gross dividend per share
5.9
years
Average duration
of leases
98.6
%
Occupancy rate
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100,000
euros
Charity
for vulnerable groups
and social initiatives hit hard
by Covid-19
80
MWp
installed capacity
1/3 of the property portfolio
fitted with solar panels
EPRA sBPR Gold
GRI Core
MSCI BBB
ISS ESG Not Prime C-
DJSI 42/100
0
No violations of the Dealing Code,
Employee Code of Conduct,
nor violations of or convictions
related to competition law or as a
result of corruption or fraud.
Launch
Supplier
Code of Conduct
Reporting standards,
ratings and indices
ESG IN 2020
54/46
%
4
%
Employee turnover
Training the brains
37
hours
of training per employee
on average
Covid-19
#TeamWDP
safe and healthy
Digital environment for teleworking
Online sports and team building
Re-boarding and safety in the ofce
Focus on work/life balance
0.001% occupational accidents
0 deaths
Warehouse of talent
33
%
Green financing
17 buildings
BREEAM
48 buildings
EDGE
Sustainable certification
of the property portfolio
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2020 AT A GLANCE
Close customer
relationship with retailer
Profi
“Strategic real estate is a game changer for
our customer and its supply chain”
125,000 m² of modern, refrigerated real estate
for food distribution spread over three different
locations in Romania for Pro.
Safe and operational
throughout the
Covid-19 pandemic
“The health and safety of our
employees and stakeholders
are paramount”
Crisis does not stand in the way of real estate
investments
#TeamWDP was able to safely continue all operational
activities. With a robust balance sheet, a strong liquidity
position, as well as a diversied property portfolio, which
is crucial for the supply chain, WDP believes it is well
positioned to weather the crisis caused by the Covid-19
pandemic.
Multi-layer distribution
centre in the Netherlands
“Efficient land use serves as the logistic
driver for a sustainable future”
Innovative project for De Jong Verpakking
provides 85,000 m² of production, storage
and distribution space with ofces, spread
over two oors.
Fantastic progress in the
2019-23 growth plan
“Today, as well as post-Covid-19,
we are seeing continued demand
for modern, logistics space”
WDP identied an investment volume of 450 million euros
in new projects in 2020, which brings the total volume of
investments to the one billion euros mark - two-thirds of the
initially targeted growth by 2023.
Big box project in
WDPort of Ghent
“Trimodality for an efficient
and sustainable supply chain”
Multimodal distribution centre
of approximately 150,000 m²
for retailers X²O Badkamers,
Overstock Home and Overstock
Garden in North Sea Port. The
trimodality of the WDPort of
Ghent ensures optimisation of
the supply chain and a reduced
ecological footprint.
videolink
IPO property
investment fund.
Activities expand
to Italy and Czech
Republic.
Expansion of
the property
portfolio in
France.
The Netherlands is
added as a new region.
Strategic 2011-13 growth
plan: Three pillars of growth:
leases, CO
2
-neutral portfolio and
acquisitions.
Launch of the solar energy project
(30MWp). 1 million m² in lettable space in
the property portfolio.
Strategic 2006-09
growth plan: doubling
the portfolio value to
700million euros.
Development of the
property portfolio
of the Jos DePauw
family in Belgium
(Rederij DePauw).
Free oat
increases
to 70%.
Entry into the
Romanian
market.
20001999 2001 2008 201120072004
1 billion euros 450million euros 280million euros
A SOLID REAL ESTATE PARTNER
1977-1997
2006-09 GROWTH PLAN
2006
2011-13 GROWTH PLAN
160million euros
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A SOLID REAL ESTATE PARTNER
First Green Bond issue and
further roll-out of the solar
panel programme.
Strategic 2016-20 growth plan:
targeted portfolio growth by
1billion to 3billion euros and
cumulative increase of 25%
in earnings per share. WDP
is included in the AMX index.
Luxembourg as a new core market.
A robust balance sheet,
strong liquidity, and
a diversied portfolio
support WDP during
the Covid-19 pandemic.
After two-thirds of the
targeted investment
volume being identied,
WDP is sharpening its
ambitions in the 2019-
23 growth plan both
in terms of investment
volume (+500 million
euros towards
2 billion euros) and
EPRA earnings per
share (from a minimum
of 1.15 euro per share
in 2023 to a minimum
of 1.25 euro per share
in 2024).
20162014 2018 2020201720152013 2019
1.2 billion euros
2billion euros
WDP named 2017 Enterprise of the
Year®. Investment volume target raised
within the framework of the 2016-
20 growth plan to 1.25billion euros
through further growth within existing
geographical core markets.
Regulated Real Estate Company
(GVV/SIR) status. Market
capitalisation exceeds 1billion euros.
2.1 billion euros 3.5 billion euros 4.2 billion euros
4.8 billion euros
2016-20 GROWTH PLAN
WDP shares also listed on Euronext
Amsterdam. 2013-16 growth plan targets
achieved one year early: portfolio of circa
2billion euros and EPRA earnings of
0.71 euros per share.
2019-23 GROWTH PLAN2013-16 GROWTH PLAN
Strategic 2013-16 growth plan:
portfolio expansion by 50% to
1.8billion euros and cumulative
growth of EPRA Earnings per
share of 20 to 25%.
Strategic 2019-23 growth plan: Target annual
portfolio growth of 10% to 5billion euros and
an annual increase in EPRA earnings of 6%
to 1.15 euros by 2023. WDP is included in
BEL20. Regional expansion to Germany.
First ABB for a GVV/SIR. Legal form converted
to NV/SA. Implementation of 2019-23 ESG
Roadmap. Share split by factor 7.
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2020 Annual Report
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OUR PROFILE
WDP develops and leases storage and distribution space for its own account in line
with modern industry standards and sectoral trends. In addition, WDP invests directly
in existing quality sites, always with a view to long-term letting. The Company is the
market leader in the Benelux and Romania.
1
The long-term vision WDP applies to
each property decision also underpins its relationship with all customers. First and
foremost, WDP wants to be a partner to its customers, while developing a successful
long-term relationship with them and supporting them in their activities. That is how
we work together on a future-oriented growth scenario.
WDP is listed on Euronext Brussels (BEL20) and Amsterdam (AMX) and adopts the
REIT structure in Belgium (as GVV/SIR), in the Netherlands (as FBI) and in France (as
SIIC). WDP is subject to the prudential supervision of the supervisory authority FSMA.
France
7
192,000 m
2
Benelux
18 3
4.3m m
2
Germany
1
6,300 m
2
Romania
54
1.1m m
2
Pure player strategy
Belgium, the Netherlands,
Luxembourg, France,
Germany and Romania
Diversied customer portfolio
spread across various
sectors and geographies
WDP manages its property
portfolio from its ofces
in Wolvertem (Belgium),
Breda (the Netherlands)
and Bucharest (Romania)
1 This statement is based on a comparative calculation of the number of square metres of lettable area in the portfolio.
323 customers6 countries 89 #TeamWDP
5.5mio m
2
warehouse
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Our vision
We help our customers grow
at the core of their supply
chain through warehouses with
brains.
Our mission
We construct a sustainable
shell around the logistics
process. With smart
warehouses, #TeamWDP and
innovative entrepreneurship,
we create value for our
customers and shareholders.
Our purpose
A home for the supply chain
Warehouses are the linchpin in the supply chain of today’s society.
They are an indispensable storehouse for the food on our plates,
medication when we are sick, the technological gadgets we cherish
and all the other goods on which we depend every day. Our warehouses
serve as a smart and exible home that helps our customers organise
their supply chains in an efcient, tailored and sustainable manner.
To protect, produce, assemble and distribute their goods.
The customer feels right at home at the core of an intelligent supply
chain. Their home is our home. Our warehouse with brains.
PURPOSE, MISSION AND VISION
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DOMINANT TRENDS
Resilient throughout
the crisis
The Covid-19 pandemic and its
sudden impact caused a chain
reaction that accentuated and
accelerated the main drivers within
the logistics sector. Consumers
clearly became more dependent on
an efficient supply chain and the
demand for e-commerce, food and
pharma-related activities increased
rapidly and significantly. As a result
entrepreneurs were forced to switch
to an omnichannel approach to
their logistics activities. This means
logistics real estate is proving to be
one of the most resilient and crucial
real estate sectors throughout the
pandemic.
Logistics property plays a vital role
The outbreak of the pandemic was initially accompanied by the hoarding of food, medicines
and hygiene products. The supply chain ran at full speed and its importance became very clear
throughout society as a whole. Increased online sales and the accelerated shift to omnichannel
service provision resulted in a growing demand for more and a different type of storage space.
However, retailers who were forced to temporarily close their doors saw their sales vanish and
their unsold stock pile up. Combined with an inux of new products, the demand for more
temporary storage capacity increased. Thirdly, the pandemic caused increasing
uncertainty in supply and a related trend to build up ‘safe’ stock - just-in-time became
just-in-case. These trends underline the vital importance of logistics (real estate) in the
supply chain.
However, WDP considers a major regionalisation of global supply chains in Western
Europe (nearshoring) unlikely: after all, supply chains are too complex and capital-
intensive. What’s more, moving production closer to the end customer is expensive and
not always desirable from a regional perspective. Nevertheless, we are seeing activities
that add value – such as personalisation and postponed manufacturing – increasing
in warehouses. The benets of nearshoring depend on the type of product, the level
of automation and other costs. Reduced demand for price-sensitive products could
promote a more regional and self-reliant approach. The location and infrastructure of
Romania – the logistics gateway to Central Europe – could be interesting for nearshoring:
the country benets from low labour and electricity costs and has developed a strong
manufacturing base. Real estate advisor Savills considers Romania to be the fourth
best European country for alternative localisation of production hubs.
How WDP is responding to
accelerated trends
“WDP remains vigilant - after all, the economic impact
of this crisis is likely to have a significant impact in
2021. It is true that the logistics sector is viewed as
one of the winners of this pandemic. But we prefer
to remain cautious, especially within the various
sub-segments. Continuous close contact with our
customers remains important and ensures a good
understanding of their real estate strategy. In this way,
we provide an appropriate response that is in line with
our own real estate targets. A win-win scenario.
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DOMINANT TRENDS
How WDP supports the growth
of e-commerce
Source: CBRE, Savills and Centre for Retail Research
E-commerce warehouses
An efcient supply chain forms the basis for online purchases, with real estate as one
of the crucial elements. On average, e-commerce requires three times more space than
ofine sales channels. The share of dedicated e-commerce account for 10% of the
WDP portfolio by the end of 2020. WDP is experiencing an increase in omnichannel
activities within its portfolio, necessary for companies to remain competitive and to
guarantee customer service.
Unprecedented
growth in online
purchases in 2020
Online purchases have
become an essential part
of our daily lives since the
first lockdown. More people
discovered the advantages
of online shopping, also for
food, such as fast delivery,
flexible returns and an
endless range. The pandemic
has thus created online sales
levels higher than those
expected for 2021 or for
2025 in some cases.
Boost for e-commerce in Western Europe
Online as a share of total retail
2018 2019 2020
10.1%
12.0%
16.2
%
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WDP
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DOMINANT TRENDS
Is automation
the future?
Big data, robotisation and other
new technologies are increasing
the level of automation in the
supply chain. However, their
higher cost and complexity
results in a slow integration and
adoption rate. Nevertheless,
automation offers a significant
competitive advantage.
Automation contributes to
e-fulfilment and can increase
the efficiency, safety and
optimisation of the logistics
chain.
How the WDP properties are
on the path to automation
Logistics real estate as the perfect framework
WDP observes a signicant share in investments in automation, both within the
existing portfolio and within the development pipeline. This can range from automated
storage systems and conveyor belts to self-propelled mobile robots. The high costs,
longer payback period and complexity of automation, mean that customers are open
to longer leases (average of 11.9 years for the projects under development compared
to 5.9 years for the existing portfolio). Warehouse automation will further challenge the
design of the buildings - warehouses with brains.
Not just any warehouse
More than 30% of WDP customers are active in food and pharma. However, their
complexity within the supply chain should not be underestimated: an appropriate
infrastructure, insulation, but also the right cooling, freezing and storage capacities are
important. A critical understanding of this sector is required. WDP already has years of
experience in cold stores for food and pharma-related logistics activities.
How the pharmaceutical and food
logistics sectors can count on
WDP’s knowledge
Logistics kings
The online market share of pharma
and food retail lagged behind for
years. However, the lockdown
measures forced consumers
online, accelerating growth in food,
cosmetics, pharma and personal
care. In the first half of 2020, the
uptake for the food sector in the
Netherlands was as much as five
times higher than in the same
period in 2019 - good for a
total of 25%.
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Efficient land use as
logistics driver
Multi-layer distribution centre
De Jong Packaging is an ambitious company active in packaging for food, non-food,
oriculture, e-commerce and fruit and vegetables. But above all, this company has
particularly strong local roots. Its operations are still based in the same region where
De Jong Packaging was originally founded. And the company wanted to keep it that
way. The question is: how do you support impressive expansion with limited land in the
local area? Answer: by innovating upwards.
Rapid vertical growth
WDP is building a multi-storey distribution centre that will provide perfect support for
De Jong Packaging’s future ambitions. Driven by e-commerce, demand for corrugated
cardboard packaging is growing rapidly. To keep up with this demand, De Jong
Packaging plans to consolidate and expand its presence in the region.
Result: the company will have more than 85,000 m² of production, storage and
distribution space including ofces, spread over two oors. In itself this nothing special,
except the plot being used is just 56,000 m² where as similar sized warehouses usually
require a plot of 150,000 m²!
An answer to many challenges
The production hall on the ground oor takes trucks up a ramp to the distribution hall
on the rst oor - including parking! Storage of goods in the newly built warehouse is
fully automated.
Through innovative development, WDP offers a sustainable answer to rising land prices
and increasingly scarce logistics plots. We reduce the building’s footprint while greatly
optimising storage and distribution capacity. Vertical innovation? A concept for the
future.
“
It feels good
to expand our
operations in a
future-proof manner
at the location we call
home.
Henk de Jong - owner of De Jong Packaging
video link
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3. STRATEGY AND VALUE CREATION
“
Businesses are
taking the next step
in their supply chain
From crisis to opportunity
Logistics are
crucial in this
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OUR STRATEGY
#TEAMWDP
Pure player with a clear focus
Our strategy aims to create value for our customers, our shareholders and all stakeholders.
Strategic drivers
#TeamWDP is the beating
heart of our company. We
want our employees to grow
and hone their skills, to feel
good as part of a strong team
that responds to customer
needs. Doing business with
integrity and in a sustainable
manner form the basis of our
daily actions.
Our 100% client-centric
ap proach ensures the
develop ment of sustainable
buildings in strategic locations
that help our customers grow
and guarantees maximum
occupancy of our warehouses.
With our smart warehouses,
we are responding to the
logistics issues of today and
tomorrow. Smart nancing
ensures a stable and protable
WDP that creates value for all
stakeholders.
Human capital
Good governance
Sustainable buildings
Geographical diversication
Smart nancing
Innovative solutions
Value creation for all our stakeholders
INNOVATIVE ENTREPRENEURSHIP
CLIENT-
ORIENTED
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Human capital
It is important that our employees feel good and
feel valued, and are given the space to develop
their talent. WDP strives to promote the skills of its
employees to facilitate a sustainable and dedicated
team and to build capacity and continuity.
#TeamWDP’s entrepreneurship combined with short,
fast decision-making lines and the at structure
providing room for innovation, ensure a dynamic
cooperation.
#TeamWDP is the anchorage point throughout the
entire process: after the commercial team has drawn
up the outlines of the lease agreement, the buildings
are developed under the guidance of experienced
project managers, after which the property managers
relieve the client of the burden of managing them.
WDP also maintains rm control over its nancial,
accounting and legal affairs.
Conducting business fairly and with integrity, open
communication and transparent reporting ensure
responsible business practices that balance the
interests of different stakeholders and the community.
Sustainable buildings
WDP provides a solution to the demand for modern,
intelligent storage facilities. The customer wants
an energy-efcient (and therefore cost-reducing)
location that is strategically embedded to promote an
optimal ow of goods. WDP offers a diverse portfolio
of sustainable and state-of-the-art buildings that are
always adapted to the needs of the sector.
WDP sites are always chosen on the basis of their
strategic location, for example, in the immediate
vicinity of storage and distribution hubs and/
or multimodal transport facilities. The majority
of properties are located in the economic heart
of north-western Europe, in the hinterland of the
ports of Amsterdam and Rotterdam - the import
and export gateways of Europe. The properties are
spread along the Amsterdam-Rotterdam-Breda-
Antwerp-Brussels-Lille logistics axis and extend to
North Rhine-Westphalia and the ports of Bremen
and Hamburg. In Central Europe, WDP is active in
Romania, which serves as a gateway for supplying
South-Eastern Europe.
Smart nancing
A healthy mix of equity and loan capital is used
to nance real estate investments. The goal is to
synchronise the issuance of new capital and the
taking on of external nancing. This is how the
rhythm of investment is followed by the rhythm
of nancing.
By reserving a portion of the prots, we create
a nancial buffer for the future and these funds
can be reinvested in the further growth of WDP.
The development of a new building or lease of an
existing location is preceded by an analysis of the
customer and its activities, and in close consultation
we arrive at a suitable real estate solution. Jointly
reecting with the customer implies being open
to and leading the way with innovative solutions
regarding location, the type of building, goods ows,
technology, etc.
Good governance
Geographical diversication
Innovative solutions
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2019-23 GROWTH PLAN AMBITION
2020 scorecard
Belgium
Nord-Pas-de-Calais
France
Toulouse
North Rhine-Westphalia
Luxembourg
Bremen
Hamburg
Romania
The Netherlands
The Netherlands
55%
Belgium-
Luxembourg-
France 20%
Romania
25%
50% repeat business 50% new customers
155m euros
acquisitions
173m euros
acquisitions
18m euros
disposals
860m euros
projects
800m euros
green and browneld projects
10m euros
solar panels
50m euros
land reserve
Dynamic portfolio
development
1 billion euros
Identified investment volume per 31.12.2020
Disclaimer:
These forecasts are based on the current knowledge and assessment
of the crisis, albeit subject to the further duration and evolution of
the Covid-19 pandemic and the nature and effectiveness of the
corresponding government measures and vaccination strategy, and
except for a severe negative impact caused by future corona waves
and/or lockdowns.
towards at least 1.25
euros
growthof
6
%
a year
growthof
45
%
cumulative
EPRA EPS
Ambition 2024
towards 1.00
euro
growthof
6
%
a year
DPS
Ambition 2024
towards 6
billion
euros
(+500m euros)
growthof
2
billion
euros
growthof
10
%
a year
groei
Real estate
portfolio
Ambition 2023
UPGRADE
WDP
2020 Annual Report
20
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Reporting standards,
ratings and indices
Feb2019 2020 Progress Ambition
Gold Gold
Gold
GRI
Core Core
Core
BB BBB A
Not PrimeD+ Not Prime C- Prime C
– 42/100
Inclusion in
the index
2019-23 ESG AMBITION
Attracting
and retaining talent
Health
and safety
Employee
development
Sustainable employment practices
Sustainable operational management
Multi-year roadmap with action by WDP that contributes
to a sustainable future and to the UN SDGs
Energy efficiency
Good governance
Digitisation
Progression
in rst phase
in progress
completed
Company culture
ESG action
#TeamWDP training plan
ESG KPI for each employee Implementation
Annual realisation of ESG
KPI’s by #TeamWDP: at least
90%
Dedicated WDP job website
Employee satisfaction survey
HSES Corporate Action Plan Annual audit
0 deaths
0.001% occupational
accidents
Charity plan Annual charitable activities
beneting various social
initiatives
Covid-19 Focus on #TeamWDP and a
good team spirit
ESG-actie
100 MWp of solar power
80 MWp installed
1/3 of the property portfolio
equipped with solar panels
Energy monitoring system Data for optimising energy
consumption
Green nancing 33% of contracted nancing
WDP Climate Action Plan
Certication 26% of the real estate port-
folio green certied
Compliance training
Code of Conduct For employees and suppliers
Delegation matrix Update, given the growth
and internationalisation of
the WDP Group
Project Brains Optimisation of data ows
and document management
Digital customer portal
IT performance, data security
and disaster recovery
WDP
2020 Annual Report
21
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Stable
cashflow
Development
and rental
of logistics
real estate
Input Output
Outcome and impact
Contribution to
SDGs
A home for the supply chain
ENERGY EFFICIENCY
CO
2
avoidance (in T CO
2
e) 27,498
SOCIAL
Long-term partnerships
100%
Client retention
90%
Charity (in euros)
100,000
REAL ESTATE
Property result (in million euros)
242.7
Occupancy rate
98.6%
Average lease duration
(till first expiry date) (in years) 5.9
Repeat business
50%
Green certified buildings
26%
Class A warehouses
58%
Average age of properties (in years) 7.3
So that employees feel
good in the company and
continuously hone their
skills.
Towards CO
2
-neutral
company operations, by
means of energy reduction
and renewable energy
Doing business fairly and
with integrity with the aim of
achieving a good balance
between all stakeholders
and the community
Creating a safe and
healthy living and working
environment
CLIENT-
ORIENTED
#TEAMWDP
INNOVATIVE
ENTREPRENEURSHIP
Reliable long-term
partnerships with our business
partners guarantee quality
and continuity
Attractive and sustainable
return for shareholders
Warehouses with brains allow
clients to grow at the core of
their supply chain
A home for #TeamWDP where
development, engagement
and well-being are key
Contribution to the economic,
social and environmental
progress of society
FINANCIAL
Value of the portfolio (in millions of euros) 4,766
Financing (in millions of euros) 2,119.5
REAL ESTATE
Surface area (in m
2
) 5,490,697
Warehouses (in #) 245
Development potential (in m
2
) >1,000,000
Geographical diversification 6 countries
SOCIAL
#TeamWDP (in #) 89
Training and education (in
hours, per employee)
37
Onboarding programme
HSES Corporate Action Plan
ENVIRONMENTAL
Additional LED relighting (in m²)
205,000
Green financing (in million euros)
685
Solar panels (in MWp)
80
HOW WDP CREATES VALUE
FINANCIAL
Operating result (in million euros) 220.1
EPRA earnings per share (in euros) 1.00
Dividend per share (in euros) 0.80
Retained earnings and stock dividend
(in million euros) 96.4
WDP
2020 Annual Report
22
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
“
People who build on
their skills are in charge
of their own wellbeing
Brains never stop learning
4. ESG
37
h
training on average for every
employee over the course of 2020
WDP
2020 Annual Report
23
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
4.
Stakeholder engagement
What are stakeholders’ expectations and how are they being met by WDP.
Stakeholder Their expectations Our engagement
Clients
♦
Strategic location
♦
Sustainable property with a view to well-being, safety and
ecology
♦
Optimisation of supply chain and operating activities
♦
Reliable partnership
♦
A skilled business partner with expertise and know-how
♦
Warehouses with brains
♦
2019-23 ESG Roadmap
♦
In-house knowhow: continuous interaction between the
property, project and commercial managers of WDP and
(future) clients
♦
Fast and exible response to client demands
♦
Creation of long-term partnerships
♦
Continuous brainstorming with partners on innovation
and sustainable solutions
♦
♦
♦
♦
#TeamWDP
♦
Work-life balance
♦
Personal and professional development
♦
Attractive salary package
♦
Health and safety
♦
Ethical conduct
♦
Corporate social responsibility
♦
Pleasant working environment to support creativity, well-
being and motivation for #TeamWDP
♦
Employee Code of Conduct
♦
Corporate engagement activities
♦
Statement #Healthyandsafe
♦
Annual and semi-annual feedback moments
♦
Training and coaching programmes
♦
Annual analysis of the remuneration policy
♦
An open culture with room for constructive feedback
and innovation
♦
♦
♦
♦
♦
♦
♦
Investors
Financiers
Shareholders
Third-party
benchmarks
Analysts
♦
Value creation and prot generation
♦
Long-term business model with clear targets and a strategy with
a view to further growth
♦
Stable partnership with WDP
♦
ESG as part of the business plan
♦
Transparency
♦
Long-term investments and the creation of long-term cash
ows
♦
Dened growth plan with quantied targets
♦
2019-23 ESG Roadmap
♦
Transparent communication and nancial information
♦
Expansion of strong long-term relationships through
continuous and intensive dialogue, such as annual
roadshows and investor fairs, recurring moments of
consultation and Investor Day
♦
Annual General Meeting
♦
♦
♦
♦
♦
♦
♦
♦
Suppliers
♦
Reliable and long-term partnership
♦
Conduct fair business
♦
Safe working environment
♦
Collaboration based on clear agreements and interaction
♦
Payment deadline compliance
♦
Creation of a long-term relationship
♦
HSES Team - HSES Corporate Action Plan
♦
Supplier Code of Conduct
♦
Statement #HealthyAndSafe
♦
♦
♦
♦
Policymakers
♦
Compliance with applicable regulations
♦
Continuous monitoring and compliance with current
regulations
♦
Open dialogue via professional associations
♦
Open and proactive dialogue with local and national
regulating associations during the project development
cycle
♦ ♦
♦
Community
♦
Minimal impact of activities on the immediate environment
♦
Measures to reduce ecological impact
♦
Economic growth
♦
Employment
♦
Sustainable management
♦
Continuous dialogue between client, community and WDP
♦
Direct and transparent contact with the community (e.g. via
an information evening) and with relevant stakeholders
♦
Support to campaigns for charity
♦
2019-23 ESG Roadmap
♦
Contribution to the infrastructure
♦ ♦
♦
♦
♦
♦
VALUE CREATION THROUGH DIALOGUE AND CLEAR FOCUS
WDP
2020 Annual Report
24
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
WDP
2020 Annual Report
24
WDP has opted for membership in various associations and societies and did not make any monetary contributions to political parties or campaigns in 2020.
Stakeholder Engagement in 2020 Note
♦
♦
♦
♦
♦
♦
♦
♦
♦
♦
♦
Clients
♦
50% repeat business
♦
90% of leases maturing in 2020, were renewed by the existing client
♦
Dialogue with the client:
- the property team meets with each client at least twice a year
- the sales team meets with each client at least once a year
♦
Reection with the client:
the multi-layered new construction project for De Jong is a striking
example of how WDP reects with the client on their innovation plans
More details under 5. Transactions and
realisations, 7. Financial results and
property report
♦
♦
♦
♦
♦
♦
♦
♦
♦
♦
♦
♦
♦
♦
#TeamWDP
♦
Training plan for each employee
♦
The annual HSES Corporate Action Plan ensures a safe and healthy
working environment
♦
Safe and healthy during the Covid-19-pandemic
♦
Digital innovation
♦
Annual feedback moments in open dialogue and interaction for all
employees
♦
Employee Code of Conduct
♦
Digital collaboration driven by El Plan
More details under 4. ESG, press
release
Covid-19, HSES Corporate
Action Plan 2020
, #HealthyAndSafe,
El Plan and Employee Code of Conduct
♦
♦
♦
♦
♦
♦
♦
♦
♦
♦
♦
Investors
Financiers
Shareholders
Third-party
benchmarks
Analysts
♦
Annual 360° consultations with each partner bank
♦
One-on-one and group discussions with approximately 200 institutional
investors on the occasion of international roadshows, real estate events
and various calls
♦
Direct contact with the private investor through events such as Finance
Avenue
♦
Dialogue with the existing shareholder via the General Meeting
♦
Press conference following the annual results with more than
100 dial-ins and replay webcast
♦
Conference calls with analysts and investors following quarterly results
♦
Active participation in ESG questionnaires and ISS, MSCI and DJSI
assessments. Proactive interaction with ISS, MSCI and DJSI
♦
Transparent communication on consensus and analyst expectations
More details under 6. ESG
Shareholder rights, Financial agenda
♦
♦
♦
♦
♦
♦
♦
♦
♦
Suppliers
♦
The long-term relationships are supported by framework contracts with
a selection of the existing contractors
♦
Collaboration with a permanent pool of contractors, architects,
engineering rms, legal advisers reects the importance WDP places on
long-term relationships
♦
The annual HSES Corporate Action Plan ensures a safe and healthy
working environment, including during the Covid-19-pandemic
♦
Supplier Code of Conduct
More details under Supplier Code
of Conduct,
press release Covid-19,
HSES Corporate Action Plan 2020,
#HealthyAndSafe
♦ ♦
♦
♦
Policymakers
♦
Regular local consultations were organised in cooperation with the
competent authorities, for example for the projects in Lokeren and
Breda
♦
WDP submitted 29 construction applications in 2020
♦
Proactive interaction with FSMA and AFM
♦
♦
♦
♦
♦
♦
♦
♦
♦
♦
Community
♦
Sharing knowledge:
- Joost Uwents teaches at AMS and is a member of the General Council
of Vlerick Business School. He is also a jury member for a graduate
project at ASRE
- Joost Uwents is a board member of Logistics in Wallonia and member
of the Advisory Board of EPRA
- Tony De Pauw is a member of FEB’s Strategic Committee
- Marc De Bosscher is chairman of EPRA's Proptech Committee
- WDP hosted the workshop for the Master of Logistics course at the AMS
- Mickaël Van den Hauwe is Treasurer of the BE-REIT Association and is
member of the Regulatory & taxation committee of EPRA
♦
Regular local consultations were organised in cooperation with the
competent authorities, for example for the projects in Lokeren and
Breda
♦
Dedicated website for the project in Lokeren with status of the works
♦
WDP submitted 29 construction applications in 2020
♦
The Board of Directors and #TeamWDP collected 100,000 euros to
benet vulnerable groups and social initiatives hard hit by Covid-19
♦
Among other things, biodiversity is central to the development of the
Alloga site in Veghel
More details under Membership and
associations
, website Lokeren project,
Charity
WDP
2020 Annual Report
25
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
ESG materiality analysis
WDP examined the main aspects regarding ESG for its relevant stakeholders in autumn
2018. This included testing the importance of these materialities for the stakeholders,
as well as the potential impact of each materiality for WDP, taking into account the
opportunities resulting from it, or the risks associated with it.
The result of this analysis is a matrix that shows a clear divide and leads us to the seven
focus themes that are currently most relevant for WDP - the WDP ESG Framework.
Sustainable employment practices Sustainable operational management
Corporate culture
Greenhouse
gas emissions
Impact of climate
change
Diversity and inclusion
Water manag
ement
Waste management
Involvement
of local community
Attracting and
retaining talent
Digitisation
Energy
efficiency
Employee
development
Health
and safety
Good
governance
Business impact for WDP
Importance for WDP stakeholders
This working framework was created using the United Nations Sustainable Development
Goals (SDGs) as a guide. As well as the analysis of industry trends and developments,
other ESG frameworks, reporting standards (such as the European Public Real Estate
Association (EPRA), Global Reporting Initiative (GRI) and Sustainability Accounting
Standards Board (SASB)) and leading rating and research agencies (such as Vigeo,
MSCI, ISS and the Dow Jones Sustainability Index (DJSI)) were also taken into
consideration.
WDP
2020 Annual Report
26
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
WDP’s contribution to the United Nations' SDGs
The United Nations' goals guide us. WDP aims to contribute to those SDGs
that are deemed most relevant to the company and its operations.
WDP seeks to improve the personal
and professional development of
its staff by means of general and
individual training and personalised
development plans.
Implementation of an energy monitoring
system that maps out and optimises
the energy consumption of WDP and its
clients. WDP is also tapping renewable
energy by installing solar panels.
WDP will draft a climate plan with
specic actions and targets, taking
into account the 2030 climate goals for
the European Union and the European
Green Deal 2050.
A safe and healthy working
environment is a vital aspect of
WDP’s operational management. A
good mix of different talents, cultures
and personalities is critical to the
recruitment policy. In order to retain
talent within the company, WDP strives
for continuous development and
engagement with the company and its
projects.
As a long-term investor, WDP can
play a role in further sustainable
deployment of infrastructure in
the regions where the company
operates. WDP rmly believes that
good governance leads to a good
balance between the interests of
the different stakeholders and the
community.
WDP ESG Framework
This framework outlines the seven focus themes that create a clear working framework
for WDP's ESG policy. They also form the basis for the multi-year WDP ESG Roadmap
in which all underlying actions can be found with the associated managers and
deadlines. This is applied within #TeamWDP, which is also reected in everyone's KPIs.
Sustainable
operational
management
Sustainable
employment
practices
Digitisation
Corporate culture
Employee development
Energy efficiency
Attracting and retaining of talent
Health and safety
Good governance
WDP
2020 Annual Report
27
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Decision-making process
ESG is inherently part of WDP's day-to-day activities and is consequently one of the
core tasks of the Board of Directors and Management Committee. The interaction
between the teams and these governing bodies guarantees internal dynamics and a
clear policy. Within the Board of Directors, Joost Uwents is responsible for ESG.
Board of Directors
♦
Drafts a sustainability policy and incorporates
this into its company strategy
♦
Includes the proposals formulated by the
Management Committee in its company
strategy
♦
Meets at least six times and discusses ESG
at least once a year
Management Committee
♦
Presents a proposal for a sustainability
strategy and KPIs
♦
Continuous evaluation of the sustainability
strategy
♦
Submits proposals on sustainable
development and reports at regular intervals
on the progress of implementation of the
WDP Group sustainability strategy to the
Board of Directors
♦
Reports annually based on the ESG report
included in the annual financial report
♦
Meets at least quarterly to discuss ESG
Sustainability engineer HSES Team ESG Team
WDP
2020 Annual Report
28
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
ESG TOPICS
#TeamWDP
Based on the spirit of a family business,
a flexible, flat corporate structure and
hands-on and can-do entrepreneurship
are inherent to WDP’s DNA. We stay on the
ball and support long-term partnerships
with all stakeholders. This corporate
culture requires enterprising people with
like-minded motivation, where every
employee within #TeamWDP contributes
to the company’s success.
Promoting this corporate culture starts
with the onboarding process for new
staff, providing space to get to know
WDP’s values. A visit to a construction site
or an existing property immerses them in
the day-to-day operation of the company.
A united corporate culture is furthermore
conveyed through team spirit, synergies
in the organisation and streamlined
processes across national boundaries and
business units. The linking communication
platform WDPConnect! ensures that
#TeamWDP continues to be informed of
all news, internal communications and
practical info. The company strives for
continuous and ad hoc multidisciplinary
and interdisciplinary reection. That
means each person is introduced to
everyone else’s job content, which
automatically increases each employee’s
engagement and the mutual respect for
each other’s work. New initiatives or tools
are also integrated into the corporate
processes more quickly when they are
mutually promoted by staff rather than
imposed by the management.
Of course, this characteristic process lters
through in each of the focus themes of the
WDP ESG Framework.
Corporate culture
Objectives
100,000
euros
Covid-19: clear focus on #TeamWDP and internal collaboration
WDP ESG Roadmap
Annual update as part of the updated environment
Preserving the corporate culture
Team events
Workshops
Charity by #TeamWDP
Accomplishments in 2020
Digital
office tools
Online teambuilding
events
Safe re-boarding Regular online
heads-up of
internal projects
Renewal of WDPConnect!
The platform is the corporate anchor for all
internal information and was upgraded to make
navigation more intuitive, expand content and
increase awareness within the team.
Charity
for vulnerable groups and social initiatives
hit hard by Covid-19. This amount was collected
via 15% of the second quarter 2020 salary of
the Board of Directors and CEOs, a non-binding
contribution by #TeamWDP and then doubled
by WDP.
WDPConnect! 2.0
An international business setting requires a
unifying communication tool that connects
all regions, all departments and therefore all
employees. The renewed platform centralises
all corporate info and will grow into the starting
portal for every employee. In this new reality of
teleworking and a digital working environment,
such a platform is an absolute must.
WDP
2020 Annual Report
29
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Warehouse of talent
As a growing organisation, WDP wishes
to attract the right talent and integrate
it into the company and the corporate
culture. This is the only way to guarantee
WDP Group is future-proof, to increase
the company's resilience and to
facilitate its continual growth A good
mixture of different talents, cultures
and personalities is of the utmost
importance. WDP is looking for staff with
the right skills, that best t the corporate
culture and activities, with due regard
to objective selection procedures and
diversity.
The family atmosphere within the
company ensures that staff are seen as
individuals and are not purely viewed in
terms of their professional performance.
It is vital that everyone on the team
feels good and valued and has space
to deploy their talents. WDP employees
receive leeway for their own initiative, and
management does its utmost to feed and
stimulate the ideas of its people, rather
than pushing through top-down decisions.
The innovative, at organisational
structure ensures a continuous dynamic
and fosters involvement, responsibility
and ownership. Ongoing education and
continuous involvement in the company
and its projects stimulate professional
and personal development.
New talent
A brief but thorough selection process,
clear information and attention for the
right match are the basis of successful
recruitment. The onboarding procedure
wishes to provide close understanding to
the business of WDP:
♦
an extensive onboarding procedure,
a well-equipped workplace and the
right tools;
♦
allocation of a mentor for each new
employee to show them around the
company informally;
♦
personal introductory talks with
colleagues from all departments
across country borders, including
meeting the compliance ofcer for
a further explanation and a formal
introduction to WDP policies (e.g.
Dealing Code and Code of Conduct);
♦
a visit to building sites and/or a visit
to the clients accompanied by one of
the project managers or the property
manager; and
♦
feedback interviews with the HR person
responsible after one month and after
six months.
Ownership | diversity of thoughts
♦
interdisciplinary and multidisciplinary
project groups;
♦
a project leader, who works with a
number of staff in order to complete
a project successfully, is allocated to
each project group.
Attracting and retaining of talent
ESG TOPICS
Atmosphere at work
8.5/10
The job meets
expectations
8.4/10
Satisfied with work-life balance
7.9/10
Satisfied with
personal development
7.8/10
Resulting from the #TeamWDP satisfaction survey 2020:
#JoinTeamWDP
Even in the midst of the corona
crisis, we managed to recruit suitable
employees. Attracting the right people
who fit into the corporate culture can
only be achieved by marketing your
company openly and transparently. The
WDP HR job website explains exactly
what WDP and - more importantly -
#TeamWDP have to offer new talent.
Moreover, as a company with a
relatively small team, it is good to
limit the turnaround time of open
vacancies.
WDP
2020 Annual Report
30
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Objectives
Satisfaction survey for all employees to be integrated into an online feedback form
WDP Management Committee In-House Group Shared Services
Project development
Finance
HR
Investor relations
Special projects
Marketing
Corporate legal
100
%
0
%
43
%
57
%
Seniority
<5 years
5-10 years
10-15 years
15-20 years
20-25 years
Seniority
43%
0%
0%
43%
14%
<5 years
5-10 years
10-15 years
15-20 years
20-25 years
Employees
Administrative staff – Joint Committee 200
Workers – Joint Committee 124
secondary
education
84%
16%
university or
college
Educational background
WDP BE adheres to the relevant national
CAO (collective labour agreement)
82
Attracting and retaining of talent (cont.)
54
%
46
%
ESG TOPICS
7
members
assisted by a dedicated team of
In-House Group Shared Services
7
responsables
Accomplishments in 2020
Dedicated WDP HR job website
focused on onboarding, corporate
culture, #TeamWDP and development
Covid-19 bonus
for #TeamWDP
1 week extra pay as a thank-
you for the ongoing effort and
results achieved despite the
coronavirus crisis
Onboarding package
for new employees in Belgium
and the Netherlands
Nationality
Belgium
Romania
The Netherlands
Belarus
Ukraine
4
50+
years
40-49
years
2
30-39
years
0
<30
years
50+
years
40-49
years
2
4
30-39
years
0
<30
years
50+
years
40-49
years
30-39
years
<30
years
14
31
30
7
<5 years
5-10 years
10-15 years
15-20 years
20-25 years
Seniority
60%
13%
1%
24%
1%
43%
14%
14%
14%
14%
14%
14%
55%
26%
17%
1%
3%
1
1
7% females in STEM positions
1
1 STEM stands for Science, Technology, Engineering and Mathematics.
Diversity beyond gender
WDP
2020 Annual Report
31
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Fair and balanced remuneration
WDP applies a remuneration policy that is
based on three principles: straightforward,
transparent and in keeping with the
corporate strategy. As is the case with
the remuneration of the members of the
Management Committee, the remuneration
of employees consists of a xed and a
variable remuneration, where relevant
supplemented with non-statutory benets
such as a company car, a smartphone and
group insurance (dened contribution).
The concrete details of these three
components always depends, of course,
on aspects such as the job and social
insurance regime of the person in question,
as well as the local regulations to which
the employee is subjected. Obviously, the
remuneration is based on the “equal pay
for equal work” principle. On an annual
basis, WDP compares its remuneration
policy with that of other listed and non-
listed real estate companies and other non-
real estate companies with a similar scope
and interest. We are currently using the
services of the internationally recognised
payment consultant Willis Towers Watson
for this purpose. This way, WDP can be
assured that it is offering its employees
compensation packages in line with market
conditions.
Variable remuneration for employees
consists of:
♦
a payment linked to individual
performance goals; and
♦
a payment linked to collective
performance goals, resulting directly
from WDP’s 2019-23 growth plan and
the WDP ESG Roadmap. The EPRA
earnings per share and the occupancy
rate, among other things, determine
to what degree the collective variable
remuneration is awarded and paid
to staff. Each employee was also
assigned an ESG target.
The payment of the variable remuneration
takes place depending on the place
of employment, bearing in mind local
legislation and the job and social insurance
regime of the employee, in cash, via the
assignment of warrants in the context of
a warrant plan, via a non-recurrent result-
based benet and/or via a contribution to
the group insurance.
As is the case with regard to the directors
and the members of the Management
Committee, there is currently no share or
share option scheme for the staff of WDP.
In principle, all our staff are employed on
the basis of a permanent employment
contract; a xed-term contract for
temporary replacement is provided in
exceptional cases. WDP also offers
opportunities of part-time work or adapted
employment plans.
New talent
6
month
Average turnaround
of vacancies:
average
0% of open positions filled
by internal candidates
Attracting and retaining of talent (cont.)
ESG TOPICS
Employees on the move
9
Employees
5
4
Region
7
WDP BE
WDP NL
WDP RO
40-49
years
<30
years
50+
years
4
2
30-39
years
0
3
1
1
4%
employee turnover
3 employees
have left WDP
1
has retired
1
decided to take on a new challenge
1
contract came to an end
0
dismissed
2 employees
on an adapted employment plan
end of career
Mentorship
100
%
WDP
2020 Annual Report
32
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
HSES concerns everyone
A safe and healthy living and working
environment for #TeamWDP, clients,
investors, suppliers and the wider
community is essential to WDP’s
operational management. WDP continues
to systematically improve health, physical
and mental well-being and safety at work,
taking into account specic risks and
hazards.
All employees, regardless of their position,
are expected to help in the identication
and the prevention of safety and health
hazards in order to create a safe, healthy
and carefree working environment for
#TeamWDP and all stakeholders.
The WDP HSES Team consists of property
managers (at least one from each platform),
a representative of the project managers,
the prevention ofcer and the CTO, and
rolls out an annual
HSES Action Plan step
by step.
From #TeamWDP, the initiatives of the
Ofce Well-being Team and the Move
Team contribute to a healthy and sporty
atmosphere in the ofce – and, of course,
to team spirit. WDP ensures a good work-
life balance, for example thanks to certain
forms of exible or part-time work.
100
%
100% health and
safety evaluation
Accomplishments in 2020
HSES Corporate
Action Plan
♦
On-site promotion of HSES,
including stickers on sprinkler
tanks
♦
HSES audit of a WDP building
site in the Netherlands
♦
Working with third parties:
procedure rolled out in Belgium
♦
Intervention and evacuation
procedures for all WDP offices
Work-life balance
20% of all staff
works part-time
♦
Flexible work
♦
In Belgium, the Netherlands and
Romania, periods of maternity
leave, adoption leave, paternity
leave, parental leave, care leave
and time credit (in Belgium only)
are provided for by law.
Covid-19
♦
Corona parental leave
♦
Digital environment for
teleworking
♦
Online sports and team building
♦
Prevention measures in the
office: mouth masks, respect
for social distancing, hand
hygiene, respiratory hygiene,
hygienic workplace
♦
Care for work-life balance:
surprise box for homeworkers,
crafts for employees' children,
weekly update on everyone's
health for everyone
Health and safety
More about
#HealthyAndSafe
Objectives
At least one HSES audit for existing buildings,
projects or WDP offices
Compliance with the relevant Covid-19
guidelines
Additional systematic integration of HSES in
the operating activities
ESG TOPICS
1
prevention adviser
1
first aider
shortlong
absence due to illness
0.001
%
workplace accidents
0
deaths
0
incidents of non-
compliance with
regulations
concerning health
and safety
0.113%
0.026%
WDP
2020 Annual Report
33
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Theme-based leave: provided by law per child
Time credit in Belgium
Corona parental leave in Belgium: unlimited take-up between 1 May and 30 September 2020
1
Flexible work at WDP
Flexible working is organised at WDP
on the basis of common sense, mutual
trust and consultation. A recurring xed
teleworking day is not permitted so as not
to impede the communication, creativity,
and agility of the teams. However, exible
working is possible on an ad hoc basis
and occasionally, for example due to
private reasons, weather conditions, etc.,
or because this contributes to a more
efcient schedule for the day.
It goes without saying that during the
corona crisis, in line with governmental
measures, WDP expanded (mandatory)
telework opportunities for as long as
necessary.
HSES is more than just a
policy
A clear and driven HSES policy supports the company’s
operations. Clear awareness and communication within
and by #TeamWDP ensure that WDP can continue its
operations unhindered during the corona crisis and that
building sites can remain open safely.
Romania
Romania
3
Romania
16
week(s)
2
weeks, max.
16
week(s)
18
weeks, up to
2
year(s)
6
week(s)
18
weeks, up to
2
year(s)
The Nether-
lands
The Nether-
lands
The Nether-
lands
15
week(s)
1to 3
month(s)
15
week(s)
Belgium
Belgium
BelgiumRomania
26
week(s)
month(s)
The Nether-
lands
2
4
month(s)
Belgium
1
Romania
5
days and
5
additional
weeks
The Nether-
lands
10
days
5
days
Belgium
Health and safety (cont.)
ESG TOPICS
Maternity leave
Care leave
Adoption leaveParental leave
Paternity leave
1
per child up to 12 years
2
per child up to 8 years
3
per child up to 7 years
WDP
2020 Annual Report
34
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Growing together
The continuous development, growth and
motivation of all employees ensures that
they feel good within the company and
that they can continue to expand their
competencies. WDP strives to promote
the skills of its employees to facilitate a
sustainable team and continuously build
capacity. However, employee development
should not be focused purely on the
required job-related skills, but also on the
development of soft skills.
Personalised development plans and
opportunities for internal mobility promote
strong performance and development
for both employees and the company.
Individual or group trainings (of which
22 hours of mandatory training and
17 hours non-mandatory)
2
help build
and share expertise, such as through in-
house Learn@lunch sessions. Moreover,
WDP also provides individual coaching
projects, for example to develop specic
competencies, both technical and soft
skills or adapted employment plans (part-
time work, Werkbaar Werk).
All employees have annual formal
feedback moments with their direct
supervisors. In addition to the evaluation
and assessment of individualised
performance targets, these also pay
extensive attention to job performance,
team atmosphere, work resources, training
and further personal development. Regular
informal chats give everyone an opportunity
to offer or receive additional feedback.
947
euros
for training per employee
on average
+18
hours
of training per
employee on average
100
%
of employees evaluated
annually
Training for #TeamWDP
37
hours
of training
per employee
on average
Salesforce
Power BI
Sharepoint
OneNote
Document Management System
Online Marketing
Remuneration
of each employee
linked to achieving an
ESG target
Employee development
Objectives
Online feedback form for each employee
Yearly achievement of ESG targets
by #TeamWDP: minimum 90%
Targets go beyond
good operational
figures
ESG is part of WDP's DNA. In addition to
operational targets, ESG targets are inherent
in the way we work every day. Awareness
among all colleagues is not only generated
through presentations or collaboration, but
also through clearly-defined ESG targets for
each of our employees.
Accomplishments in 2020
ESG TOPICS
1.274 h
783 h
361 h
334 h
288 h
22 h
71 h
32 h
139 h
IT/Digitisation
Personal development
Technical
Financial
Real estate
Legal
Administrative/General
Commercial
Tax
2 Per FTE.
WDP
2020 Annual Report
35
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Efficiency and added value
The integration of new digital technologies
should lead to an improvement of the
corporate processes, the optimisation
of the cooperation between the different
teams across the different countries,
as well as the quality and service for all
stakeholders. Each project is logically
based on the most efcient approach,
supported by (new) innovative, digital
tools that offer added value for both
employees and clients.
Project Brains
Today and tomorrow
are digital
Because yesterday - even before the
outbreak of the corona crisis - WDP
continued to create its own digital path
forward. Digital document management,
integrated data architecture, a high-
performance teleworking environment,
and soon, a digital customer experience.
In short, Project Brains.
Accomplishments in 2020
Optimisation of data flows through a
document management system and
integration of the data and software
landscape
Optimisation of corporate processes
Digitisation
Objectives
Continued roll-out of Project Brains across
all WDP platforms.
Digital customer portal
ESG TOPICS
WDP Xplore
Customer-focused next generation
marketing
A 360° virtual tool that enables clients
to walk through a digital distribution
centre
WDP
2020 Annual Report
36
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
WDP strives as much as possible to
reduce the CO
2
emissions from its
buildings by means of various initiatives
in the existing portfolio and for new
construction projects. Where possible,
WDP also invests in alternative energy
sources.
Energy efficient buildings
A standard
WDP new-build warehouse
is reviewed and updated annually - its
energy efciency is one of the priority
considerations. Energy efciency is also
top-of-mind as far as WDP's own ofces
are concerned.
Because knowledge
is power
The Energy Monitoring System provides a clear
and detailed view of the energy consumption of
our clients and our company. It forms the perfect
basis for a high-performance strategy that
will support our energy goals and our clients’
sustainability goals.
Energy efficiency
ESG TOPICS
Accomplishments in 2020
Green financing
205 million euros IFC
Financing package for EDGE-certied logistics
new-build projects in Romania
150million euros EBRD
Financing package for a pre-let development
pipeline and further growth of WDP’s activities
in Romania
205,000
m²
in the property portfolio are
equiped with solar panels
1/3
100
MWp
27,498 T CO
2
e-prevention
Ambition
2020
in the property portfolio
relighted with LED
Energy monitoring system
Full rollout across all countries in which
WDP operates
Provide data to client and dialogue to
optimise energy consumption
Relighting with LEDs at existing
locations, under the impetus of
Green leases, among other things
Objectives
WDP Climate Action Plan
WDP will draft a climate plan with specic actions
and targets, taking into account the 2030 climate
goals for the European Union and the European
Green Deal 2050. The results of the energy
monitoring system are the basis to set the goals
and outlines of the plan.
80
MWp
Solar energy at 85 locations
Additional capacity of 10 MWp is scheduled
Certification
BREEAM
+ 2 locations
In total 17 WDP locations
EDGE
+ 48 locations
Certication of the full
Romanian property portfolio
26
%
Class A
green certified
warehouses
WDP
2020 Annual Report
37
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Multimodal locations
WDP is convinced that the future of logistics lies
in multimodal solutions. WDP strategically plans
its warehouses in locations where hubs for road,
shipping, rail and air trafc can be or have already
been developed. WDP aims to generate added value
from these multimodal locations through the creation
of synergies between clients, regions, cities, ports,
public services, etc. to achieve smart logistics (such as
bundling or agrologistics).
Clear trend to redevelopment
WDP is also breathing new life into older, underutilised
locations. These browneld developments address
the scarcity of free space. In addition to redeveloping
such sites into modern new-build warehouses with
new, sustainable technologies, such projects often
also involve cleaning up the (formerly) polluting site.
This reduces the site's ecological footprint and also
contributes to the health of the employees who will
occupy the building and the environment around it.
720,000
m²
with direct access to roads, water, rail and/or air
132,000
m²
brownfield projects under development
Green financing strategy
The WDP Green Finance Framework offers the
option to issue Green Bonds, Green Private
Placements or Green Loans based on clear and
transparent criteria for investments in renewable
energy, measures to optimise energy efciency
or other energy-friendly projects.
1.2
billion euros
eligible assets under
Green Finance Framework
33
%
685
million euros
financial debt
via green financing
Energy efficiency (cont.)
ESG TOPICS
Less energy consumption
♦
Complete wall and roof insulation
♦
LED lighting with dimming and motion detection
♦
LED relighting project in existing portfolio
♦
Highest energy-efficient heating, insulation and air-conditioning systems
Green energy
♦
Solar panels
♦
Green electricity
♦
Heat pump (optional)
Less water consumption
♦
Re-use of rainwater in the sanitary installations
♦
Movement sensors on taps and urinals
Energy monitoring system
♦
Monitoring via measuring equipment at main
water, gas and electricity connections
♦
Possibility for detailed monitoring and active
installation control
Certification (optional)
♦
BREEAM
♦
EDGE
Electrical charging stations
Biodiversity
Construction following EPB standards in Belgium Waste
♦
Facilities for separated waste sorting
♦
Reducing waste volume and aiming for circular
decomposition in development
Energy-efficient WDP corporate offices
WDP HQ
Geothermal heat pump
Electrical charging stations
WDP Netherlands
Municipal DH&C (District Heating and Cooling)
Energy class A
Electrical charging stations
WDP Romania
LEED certied
Electrical charging stations
Green lease
Green investments by WDP in its property portfolio at
the request of our customers or on our own initiative,
combined with an adjustment to the rental terms and
conditions and reduced energy consumption.
WDP
2020 Annual Report
38
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
WDP Supplier Code
of Conduct
Our suppliers are not only expected to provide
quality work and economic added value.
It is equally important that they subscribe
to the ethical values that are self-evident
for WDP. Our principles and our striving for
mutual dialogue have been formalised in the
Supplier Code of Conduct and the Grievance
Mechanism.
Proper conduct
Doing business honestly and correctly,
open communication and transparent
reporting with regard to good governance
all guarantee responsible business
practices. In this way, WDP takes aims for a
good balance between the interests of the
different stakeholders and the community.
Objectives
Compliance training
Recurrent training regarding the behavioural
principles and values set out in the Code of Ethics,
the Code of Conduct, the Corporate Governance
Charter and also in terms of HSES and risk
management.
Optimisation as regards cyber security and data
integrity.
Good governance
Accomplishments in 2020
Supplier Code of Conduct
There is no doubt our suppliers play an important
role in successfully achieving our sustainability
goals and our aim of contributing to a sustainable
world. This code defines the principles that we
expect our suppliers to uphold: respect for human
rights, fair and proper working conditions, health
and safety, environment, and ethical conduct.
Grievance mechanism
#Speak up
A clear reporting procedure allows employees
to report their concerns or incidents.
#ShareYourThougths
Reporting procedure for all stakeholders,
easily accessible through our website.
In both reporting procedures, WDP guarantees
respect for dialogue, solution-focussed, discretion.
of the Dealing Code, Employee Code of
Conduct, nor infringements of or convictions
related to competition law or as a result of
corruption or fraud.
0
infringements
Implementing a holistic approach
around e-mail
security and
anti-malware
ESG TOPICS
Transparent reporting
An improved and high-quality report on
good governance is only possible if WDP
develops a long-term vision that safeguards
sustainable employment practices and
sustainable business practices, as has
been formulated and described in the
specic focus themes.
This vision is also reected in the choice
WDP has made regarding recognition of
international standards for reporting and
ESG rating agencies.
On the one hand,
WDP has opted for EPRA and GRI, given
their sector relevance and international
recognition. On the other hand, ISS and
MSCI were chosen. They use a framework
that monitors a broad spectrum of
environmental, social and governance
topics and trends with a material impact or
different industries and companies.
Reporting standards,
ratings and indeces 2020 Progress Ambition
Gold
Gold
GRI
Core
Core
BBB
A
Not Prime C- Prime C
42/100 Inclusion in the index
WDP
2020 Annual Report
39
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Digital is the new normal. Data is the new fuel for an optimal customer experience.
WDP is thus also fully committed to a digital customer experience, underpinned by
a strong, intelligent data architecture.
100% digital: better processes and tools
But the digital narrative only adds up if there is tangible added value for customers and
employees. Efcient cooperation and high-quality customer service, that's the goal!
By connecting and integrating each tool within a 100% digital platform, WDP improves
its processes, tools and the available data.
Supported by #TeamWDP
A successful digital platform can only be built with the full support of #TeamWDP.
To re up our colleagues, we created a unique creative challenge. In times of teleworking,
corona measures and a new work situation, this was crucial to enable constructive
communication, organise training and encourage participation.
El Plan
Digital partnership
Code name: El Plan
First step: announcing 'El Plan'. A playful miniseries based on Netix’s La Casa
de Papel. In the miniseries, El Profesor gives regular updates and #TeamWDP gets
to know El Profesor 's gang - colleagues sharing their experiences. El Plan/La Casa
de WDP quickly became this project’s in-house code name. New episodes are released
regularly and inject a good dose of fun into WDP's digital transformation.
El Plan is bursting
with ambition. It
is the way ahead.
But it won’t work
unless everyone is
on board. Will we
all manage? Life
is for the daring,
#TeamWDP will
have to prove
themselves.
El Profesor of WDP
“
WDP
2020 Annual Report
40
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
“
Brownfield developments give
a new, sustainable future to
outdated sites
Out with the old,
in with the new
132,000
m
2
brownfield under development
5. TRANSACTIONS AND REALISATIONS
WDP
2020 Annual Report
41
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
TRANSACTIONS AND REALISATIONS
PROJECTS IN 2020
98.6
%
Occupancy rate
99
%
Rent collection 2020
1
13
%
Leases
expired in 2020
10
%
Leases
expiring in 2021
97
%
renewed
90
%
renewed by
existing customers
57
%
already renewed
Investments
Surface area
Gross initial rental yield
Average lease term
534,000
m²
805,000
m²
>1,000,000
m²
359
million euros
7.1
%
6.1% in Western Europe
8.1% in Romania
10
years
541
million euros
of which 367 million euros still need
to be invested
6.5
%
6.0% in Western Europe
8.5% in Romania
12
years
UNDER DEVELOPMENTCOMPLETED POTENTIAL
54
million euros
Confirmation of trust
1 Percentage of
rents collected.
€
Acquisitions
WDP
2020 Annual Report
42
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
TRANSACTIONS AND REALISATIONS
Londerzeel
Technologielaan 3
Acquisition WDP became the own-
er of the Sip-Well site in Londerzeel.
The site comprises approximately
11,000 m² of built-up area with additional
future development potential. This pur-
chase enables WDP to strengthen its
presence at the industrial estate – after all,
it is adjacent to the WDP location at
Weversstraat 2, which is leased by
Colfridis and is centrally located in the
middle of the WDP cluster of buildings in
the Londerzeel industrial zone. Sip-Well
will continue to lease the premises for a
period of 15 years.
With an overall investment value of
9.4 million euros, this acquisition was
achieved through a contribution in kind of
the site to WDP.
2
Leuven
Vaart 25-26
Sold Responding to the demand for
more accommodation in this part of
the city, the existing Hungaria building will
be converted into a residential tower
block under a collaboration agreement
with property developer L.I.F.E. As part of
this project, WDP in collaboration with
L.I.F.E. is selling this site in phases.
1
80%
of the surface area has already been sold.
The phased delivery of I Love Hungaria
started in the autumn of 2019.
Belgium
Heppignies
rue de Capilône 6c
Completed project WDP has built
a new distribution centre for the
Belgian hypermarket chain Cora on its
existing site in Heppignies. Cora leases
approximately 32,000 m² for a period of
six years. The investment budget for this
project is approximately 16 million euros.
1 See the press release dated 14 January 2021.
2 See the press release dated 30 April 2015.
video link
videolink
WDP
2020 Annual Report
43
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
TRANSACTIONS AND REALISATIONS
Heppignies
rue de Capilône 6c
Project under development A new
phase in the successful redevelop-
ment of the former Beecham site, where
Trac will expand its existing warehouse
with approximately 13,000 m² of new stor-
age space. The completion of this new
section is planned for the summer of 2021
and will be leased by Trac for a period of
nine years. WDP projects an investment
budget of approximately 5 million euros.
Nijvel
rue de l’industrie 30
Completed project At the request
of tenant WEG EUROPE, this
warehouse site was expanded by
approximately 2,000 m². WDP’s invest-
ment budget is approximately 1 million
euros.
WEG EUROPE has signed a four-year
lease for this expansion in line with the
lease for the existing building.
Courcelles
rue de Liége 25
Project under development The
existing premises will be expanded
with a surface area of approximately
2,200 m² (completion planned for the
second quarter of 2021). The entire site
will then be leased to Conway, which
already leases the WDP warehouse site at
Jumet. Conway was looking for a larger
warehouse to facilitate the growth of its
activities and will move to the Courcelles
site based on a nine-year lease. The
investment budget for this expansion
amounts to approximately 2 million euros.
Geel
Hagelberg 12
Project under development The
existing distribution centre of
Distrilog, located in the industrial zone
Geel-ENA23
3
, is being expanded with an
additional surface area of approximately
8,000m² and will be ready to hand over by
the end of 2022. The term for this new
area will be aligned with the existing lease
contract for the site as a whole, which has
a term of six years. The investment budget
amounts to approximately 4 million euros.
3 Economisch Netwerk Albertkanaal
(ENA - Economic Network Albert Canal).
WDP
2020 Annual Report
44
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
TRANSACTIONS AND REALISATIONS
WDPort of Ghent
Project under development A
multi-modal distribution centre cov-
ering approximately 150,000 m² will be
added to the WDPort of Ghent multi-tenant
logistics park at North Sea Port. Retailers
X
2
O Badkamers, Overstock Home and
Overstock Garden have committed to a
long-term lease. The distribution centre will
be realised with a 29-71 joint venture part-
nership between WDP and the sharehold-
ers of these retailers. The total investment
for this project amounts to approximately
80 million euros
4
. WDP will start this devel-
opment after obtaining the building permit,
which is expected during the spring of
2021. The implementation will be phased
over a one-and-a-half-year period.
4 Based on 100% of the investment.
Genk
Acquisition WDP has acquired
approximately 130,000 m² of land in
Genk for future development for pre-
letting purposes. The investment for this
acquisition amounts to 9 million euros.
Asse - Mollem
Zone 5 no. 191, 192, 320, 321
Completed project Redevelop-
ment and expansion of the
distribution centre for press distributor
AMP, which amounts to a project with a
total of 9,000 m². The investment budget
for WDP amounts to more than 4 million
euros. AMP leases the renovated
premises based on a four-year lease.
Heppignies
Project under development A new
warehouse will be expanded with
approximately 2,000 m² (completion is
planned for the rst quarter of 2022).
WDP’s investment in this expansion
amounts to approximately 5 million euros.
Asse – Mollem
Zone 5 no. 191, 192, 320, 321
Project under development Final
phase of the redevelopment and
expansion of the distribution centre for
the press distributor AMP, representing an
additional surface area of approximately
3,200 m². After delivery (planned for the
third quarter of 2021), AMP will lease over
20,000 m² of new warehouse space under
an eight-year lease. The investment
budget for this second phase is
approximately 2 million euros.
video link
video link
WDP
2020 Annual Report
45
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
TRANSACTIONS AND REALISATIONS
Londerzeel
Weversstraat 27-29
Project under development A
state-of-the-art, sustainable and
innovative new construction project will
be built on the existing WDP site to be
redeveloped at the Weversstraat in
Londerzeel. Colruyt will use it for
distribution. The new distribution centre
will further optimise efciency when it
comes to the ow of goods thanks to its
strategic location along the A12 motorway
that connects Brussels and Antwerp.
WDP will develop this new warehouse of
approximately 20,000 m². Delivery is
planned for the second quarter of 2021.
The investment budget is approximately 9
million euros
5
.
Lokeren
Industrial Park E17/4
Project under development WDP
will build a unique logistics ware-
house site for Barry Callebaut at this new
industrial park. This site will accommo-
date the new Global Distribution Centre
(GDC) for Barry Callebaut. The warehouse
site will consist of a new logistics low bay
and a fully automated high bay (together
totalling a surface area of more than
60,000m²).
Delivery is planned for the third quarter of
2021. For this project, WDP estimates the
investment budget will be approximately
100 million euros (including the automa-
tion investments) with returns in line with
market rates for this type of high-end
project. Barry Callebaut will rent this new
GDC under a long-term lease.
5 This excludes an investment amount of 6 million euros for the land already under ownership.
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The Netherlands
Ridderkerk - Nieuw Reijerwaard
Completed project A new 26,000
m² distribution centre is under
development for Kivits Groep Holding, a
full-service logistics service provider for
the PFV sector. Kivits rents the property
under a 15-year lease. The site expands
WDP’s existing PFV portfolio in the
Barendrecht region. WDP’s investment
budget amounts to approximately
30million euros.
Ridderkerk - Nieuw Reijerwaard
Acquisition WDP invested approx-
imately 15 million euros for the
acquisition of 47,500 m² of land for future
development.
Drachten
Dopplerlaan 1
Acquisition Further expansion of
the partnership with food service
wholesaler Sligro Nederland by means of
a sale-and-lease-back of the existing,
recently renovated warehouse in Drachten
in the Netherlands. This location has a
surface area of approximately 27,500 m²
and is leased by Sligro under a long-term
20-year lease. The investment budget for
this transaction amounts to approximately
17 million euros.
Nieuwegein
Brigadedok
Completed project A brand-new,
state-of-the-art distribution centre
of approximately 15,000 m² for Caldic
Ingredients, an international distributor
and producer of ingredients for the food
industry. The investment budget amounts
to approximately 12 million euros. Caldic
rents the site under a 10-year lease.
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Eindhoven
Park Forum
Completed project To accommo-
date further growth, the existing
Brocacef site was doubled in size with
construction of a new warehouse of
approximately 10,000 m². Brocacef
signed a 10-year lease for this property.
The investment budget for this project is
approximately 10 million euros.
Ridderkerk - Nieuw Reijerwaard
Project under development The
new distribution centre for Kivits
Groep Holding, which was completed and
commissioned at the end of 2020, will
immediately be expanded to cover a
surface area of approximately 4,500 m²
(completion is planned for the rst quarter
of 2021) that will be leased for a period of
15 years as an extension of the existing
space. The investment budget for this
extension amounts to over 2 million euros.
Nieuwegein
Divisiedok 1
Completed project The existing
building of approximately 37,500m²
for Bol.com is expanded with a surface
area of 12,500 m². WDP’s investment
budget for this expansion amounts to 15
million euros. The premises are rented
under a ve-year lease.
Bleiswijk
Snelliuslaan 13
Completed project A new ware-
house with a total surface area of
approximately 17,000 m² was built for
logistics service provider Drake & Farrell.
Drake & Farrell rented this new site under
a 5.5-year lease. The investment budget
amounts to approximately 16 million
euros.
Kerkrade
Steenbergstraat
Completed project Construction
of a new turn-key European
distribution centre for Berner Produkten, a
tools and materials wholesaler for its
distribution in the Benelux and Rhine-
Ruhr regions. The new premises have a
surface area of approximately 28,000m²
and are rented by Berner Produkten under
a 15-year lease. WDP’s investment
amounts to 25 million euros.
Breda
Project under development The
redevelopment of the buildings that
were previously leased by Euro Pool
System into a warehouse of approximately
13,000 m² for an PFV company. The
investment for the new construction site
amounts to approximately 10 million
euros. Delivery is planned by the end of
2021.
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Rozenburg
Incheonweg 11-13
Completed project The existing
WDP site has been equipped with a
multistorey car park with approximately
390 parking places for various clients. The
investment budget for this project
amounts to 4 million euros.
’s-Hertogenbosch
Ketelaarskampweg - Zandzuigerstraat
Completed project The acquired
site, which was once the home for
the Total Fina and metal trader Huiskens-
van Erp depots and an Essent combined
heat and power plant, was fully remediated
and redeveloped in a sustainable manner.
This site is leased in the long term to three
parties: Sanitairwinkel.nl, an (online)
distributor of sanitary products; Spierings
Smart Logistics, a local logistics service
provider; and international logistics service
provider ID Logistics. The BCT container
terminal in the immediate vicinity offers
opportunities for sustainable transport
between road and sea. This location has a
surface area of approximately 55,000 m².
WDP’s investment budget amounts to
more than 33million euros
6
.
Bleiswijk
Prismalaan 17-19
Completed project Development of
a exible and dividable new
warehouse of approximately 22,000m² in
which CEVA Logistics accommodate its
activities for one year during the
redevelopment of its current site in The
Hague. The investment budget amounts to
approximately 13 million euros.
Breda
Heilaarstraat 263
Completed project The nal part of this
site is redeveloped and is directly
connected to the newly built warehouse for
Lidl, which rents this expansion of
approximately 5,000 m² under a nine-year
lease. The investment budget for this
redevelopment amounts to approximately
3million euros.
6 This excludes an investment of 15 million euros for
the land that is already owned.
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Bleiswijk
Prismalaan West 31
Project under development
During the rst quarter of 2021,
Boland, a specialist in party supplies, is
expected to move into a new warehouse
with a surface area over 16,000m² under
a 10.5-year lease. The budget for this new
construction project amounts to approxi-
mately 18 million euros.
Dordrecht
Project under development A
turnkey project for a new construc-
tion site of approximately 48,000 m² for
shoe manufacturer Crocs Europe. Delivery
is planned for the rst quarter of 2021. The
investment for this project amounts to
approximately 56 million euros.
Breda
Project under development The
expansion of the new warehouse
for Lidl with an additional surface area of
31,000 m². The delivery is expected in the
second quarter of 2023. Lidl will rent this
expansion under a long-term 10-year
lease. This investment amounts to
approximately 22 million euros.
Maastricht
Habitatsingel 59
Completed project The partnership
with hotel and catering wholesaler
Sligro (following the acquisition of new
warehouses in Deventer, Drachten and
Breda) was extended with the completion
of the approximately 16,000 m² building in
Maastricht. This investment amounts to
16 million euros. Sligro rents this location
under a 15-year lease.
Heerlen
Argonstraat 14-16
Completed project Expansion of
the existing warehouse site with a
surface area of approximately 26,000 m²
for the distribution of healthcare products
by CEVA Logistics. WDP’s investment
amounts to approximately 14 million
euros.
Heerlen
Argonstraat 10-12
Project under development WDP
has started work on the expansion
of the CEVA Logistics' pharma hub.
Covering an area of approximately 26,000
m², this expansion will increase the total
leased surface area to 52,000 m². It is
scheduled for delivery during the fourth
quarter of 2021. The investment for this
phase amounts to approximately 15
million euros.
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The Hague
Westvlietweg
Project under development Redevelopment of the existing premises for CEVA
Logistics into a brand-new distribution centre of approximately 26,000m². During
construction works, CEVA Logistics is temporarily accommodated in a new warehouse
to be built in Bleiswijk. Delivery of the premises in The Hague is planned for the third
quarter of 2021. WDP’s investment budget amounts to more than 19 million euros.
CEVA Logistics will lease the site under a ve-year lease.
De Lier
Project under development A
multi-layer distribution centre for
packaging specialist De Jong Packaging.
The growing demand for corrugated
cardboard packaging (driven, among
other things, by e-commerce), combined
with the need for more efcient land use,
form the basis for this innovative project.
On approximately 56,000 m² of land, De
Jong Packaging will have no less than
83,000 m² of production, storage and
distribution space, including ofces,
spread over two oors. The new building
is commissioned based on a long-term
lease after completion (expected at the
end of 2022) and represents an investment
of approximately 60 million euros by WDP.
The building will be constructed next to
the existing De Jong Packaging building
in De Lier in the centre of the Dutch
Westland region. The existing buildings
already owned by WDP
7
are outdated
and will be demolished to make way for
this new storage and production site. De
Jong Packaging will be able to expand its
production and supply of packaging for
food, non-food, oriculture, e-commerce
and fruit and vegetables at the site.
7 WDP acquired the site and its buildings in 2017 from the former owner, The Greenery.
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Veghel
Project under development WDP
is developing a new, state-of-the-
art XXL Pharma Logistics Distribution
Centre for Alloga, part of Alliance
Healthcare Nederland, and market leader
in Europe in the eld of specialist services
for supply chain solutions for the health
care sector.
This innovative distribution centre will be
built on the Foodpark business park in
Veghel and will meet the high demands
required for pharmaceutical logistics
buildings. After all, the XXL Pharma
Logistics location will be completely
ambient climate-controlled and equipped
for GDP storage
8
with refrigeration and
freezer cells.
In addition, the site will be constructed
to comply with the TAPA-A
9
security
certicate. In terms of sustainability,
the site can count on a BREEAM ‘very
good’ certicate. The new building will
be constructed in accordance with
BENG
10
and equipped with a gas-free
‘all-electric’ climate system, solar panels,
triple high-efciency glazing, controlled
LED lighting and an energy monitoring
system. The staff will be able to use three
covered bicycle sheds with charging
stations and over 70 charging points for
electric vehicles. Water management and
biodiversity are also points of attention in
constructing this location: an indigenous
herb garden with water features and
nesting boxes will promote integration in
the existing ecosystem.
The site, with a total surface area of
more than 70,000 m² of distribution hall
and ofces and ample parking space,
has been leased for 10 years to Alloga
and Alliance Healthcare. It will house
its new distribution centre and head
ofce. The delivery for this international
pharmaceutical distributor is planned
for the second quarter of 2023. WDP
will deliver this project on a turnkey
basis for an investment amounting to
approximately 65 million euros.
8 Good Distribution Practice, chiey known by the abbreviation GDP, refers to the guidelines for the proper
distribution of medicines and related products for human use.
9 The TAPA Security Requirements are recognised worldwide as the industry standard for cargo facilities and
transportation security.
10 Nearly Energy Neutral Buildings (BENG) is a minimum requirement for new buildings as of 1 January2021
in the Netherlands.
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Bettembourg (Eurohub Sud)
Project under development
Construction of the fourth building
at this location with a surface area of
25,000 m². The delivery is planned for the
second quarter of 2021. The
commercialisation of this space has
already started. The investment budget
for this new warehouse amounts to
approximately 13 million euros. This
construction work is the nal part of the
redevelopment of the Eurohub Sud
multimodal logistics zone. In total, WDP
Luxembourg will have approximately
100,000 m² of newly built warehouses in
its portfolio at this location.
Contern (Eurohub Centre)
Project under development WDP
is constructing a new distribution
centre of approximately 15,000 m² in the
Eurohub Centre logistics zone in
Luxembourg, which is located in the
immediate vicinity of the cargo airport.
Half of this new warehouse is currently
leased to DB Schenker for a period of 10
years. DB Schenker is already a client of
WDP in the Netherlands (Venlo) and this
lease allows it to expand its partnership
with WDP. DB Schenker will start its
activities in Contern by the end of 2021
(subject to the completion of the permit
procedure). The investment budget for the
total project amounts to approximately
10million euros. The commercialisation of
the remaining available space is well
under way.
Luxembourg
11
Bettembourg (Eurohub Sud)
Completed project Third WDP
distribution centre in the Eurohub
Sud logistics zone in Bettembourg-
Dudelange in Luxembourg. The building
of approximately 25,000m² operates as a
multi-tenant location for Sobolux – which
is part of the logistics group Ziegler –
(10,000m²), retail service provider Trendy
Foods (10,000 m²) and parcel delivery
company FedEx (5,000m²). Both Ziegler
and FedEx are already tenants of WDP in
other regions. Trendy Foods was added to
the WDP client portfolio as a new tenant.
The building is rented under a long-term
lease. WDP’s investment for this project
amounts to approximately 12 million
euros.
11 The investment amount is equal to WDP's proportional share in WDP Luxembourg, i.e. 55%.
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Bucharest - Stefanestii de Jos
Completed project A new state-
of-the-art logistics site for Auchan.
The new buildings with a total surface
area of approximately 77,000 m² will be
partially tted out with a climate-
conditioned zone and will be rented by
Auchan under a seven-year lease. The
investment budget amounts to approxi-
mately 45 million euros.
Germany
Bottrop
Acquisition The WDP and VIB joint
venture WVI
12
acquired an existing
multi-tenant site of approximately 13,000
m² in Bottrop (North Rhine-Westphalia),
which has been leased for 10 years. The
property, which is suitable for renting to
third parties, is located very centrally in
the Ruhr area between Duisburg and
Gelsenkirchen in a commercial zone with
a direct connection to the motorway.
Gelsenkirchen
Acquisition The WDP and VIB joint
venture WVI anticipates the acqui-
sition of the 8-ha plot of land during the
rst quarter of 2021 after the remediation
works are completed. The building permit
has already been obtained and a contrac-
tor has been selected. The commerciali-
sation of this project, comprising two
logistics buildings with a surface are of
approximately 20,000 m² each, is in full
swing. Based on the strong market
demand, the rst phase of development
of 20,000 m² will start in the second
quarter of 2021.
Romania
12 Both companies hold a 50% stake in this joint venture.
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Bucharest - Stefanestii de Jos
Completed project Development
of a new warehouse with a surface
area of 2,000 m² for Aggreko, world leader
in the eld of equipment for temporary
power generation, heating, cooling and
dehumidifying. The warehouse is being
rented under a 10-year lease. WDP’s
investment budget for this project
amounts to approximately 2 million euros.
Bucharest - Stefanestii de Jos
Completed project Realisation of a
distribution centre of around 2,600
m² for burotics specialist Lecom. The
investment budget amounts to
approximately 1 million euros. Lecom
leases the building under a 10-year lease.
Slatina
Completed project WDP has
expanded the existing production
site of automotive tyre producer Pirelli with
a newly built state-of-the-art warehouse of
approximately 62,000 m². Pirelli will rent
the new logistics building under a 15-year
lease. The investment budget amounts to
approximately 40million euros.
Bucharest - Stefanestii de Jos
Completed project Construction
of a new warehouse of approxi-
mately 10,000m² for wheel manufacturer
Alcar. The investment budget amounts to
approximately 5 million euros. Alcar has
signed a ve-year lease.
Roman
Project under development
Modications will be made to the
existing WDP location for food retailer
Pro, which also comprise an expansion
in the form of a distribution centre of
approximately 12,000 m². This will
increase the total surface area for Pro to
over 50,000 m². The delivery of this new
section is planned for the third quarter of
2021. WDP foresees an investment of
approximately 14 million euros. Pro will
lease this part under a long-term 15-year
lease.
Sibiu
Completed project A newly built
ware house of approximately
4,000 m² for Aeronamic Eastern Europe
SRL, a supplier for the wind energy sector,
under a long-term 10-year lease. This
investment amounts to approximately
4million euros.
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Timisoara
Project under development WDP
will develop a new warehouse for
Pro in Timisoara by the end of 2021. This
distribution centre will have a surface area
of approximately 57,000 m² and will be
operational by the end of 2021. To this
end, Pro has signed up for a 10-year
lease. WDPs’ investment amounts to
approximately 38 million euros.
Craiova
Project under development A new
warehouse of approximately 58,000
m² is being built for Pro, which is already
a WDP client in Romania. Upon comple-
tion, the retailer will rent the location
under a 10-year lease. Delivery is planned
for the second quarter of 2021. WDP fore-
sees an investment of approximately 33
million euros.
Deva
Completed project Distribution
centre for Carrefour, under a 10-
year lease, which handles the deliveries to
its supermarkets. The site is located at the
junction of the A1 and E79 motorways
between Bucharest and Timisoara. The
new warehouse meets this retailer’s need
for more space as part of its expansion
strategy and for workow optimisation.
The distribution centre with a surface area
of approximately 45,000 m² was
developed in line with Carrefour’s
sustainability requirements with part of
the warehouse equipped as a climate-
conditioned zone. The investment budget
for this project amounts to approximately
24 million euros.
Bucharest - Stefanestii de Jos
Project under development The
existing location for Decathlon will
be expanded with a surface area of
approximately 10,000 m² in warehouse
storage. Delivery is planned for the rst
quarter of 2021. The investment for this
expansion amounts to approximately 5
million euros. Decathlon has signed up for
a 10-year lease.
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Paulesti
Project under development The
Swedish manufacturer Rosti, a
specialist in injection moulding, is moving
to a new construction site of approximately
11,000 m² on the WDP site in Paulesti.
Rosti will rent the premises after
completion under a ve-year lease.
Delivery is planned for the rst quarter of
2021. WDP foresees an investment
budget of approximately 7 million euros.
Cluj
Project under development A new
construction project of circa 2,200
m² for parcel distributor FedEx, which
represents an investment amount of
approximately 2 million euros. FedEx will
rent the site under a 10-year lease. Delivery
is planned for the third quarter of 2021.
Bucharest - Stefanestii de Jos
Project under development The
WDP logistics park is being
expanded to include a new distribution
centre for the Polish online shoe retailer
Eobuwie. Eobuwie will centralise
distribution for the Romanian market from
this location. Upon completion, Eobuwie
will have a distribution hall of approximately
15,600 m² at its disposal. Delivery is
expected in the third quarter of 2021. The
future tenant has signed up for a ve-year
lease. WDP foresees an investment
amount of approximately 8million euros.
Bucharest - Stefanestii de Jos
Project under development As
part of its plans to expand its
e-commerce activities, clothing specialist
LPP wishes to have more warehouse
space at this location. WDP will add
approximately 22,000 m² to its existing
distribution centre. The investment
amounts to approximately 10 million
euros. This extension is planned to be
delivered by the third quarter of 2021. LPP
has signed for a long-term nine-year
lease.
Buzau
Completed project A new
warehouse for Ursus Breweries,
one of the largest breweries in Romania.
Ursus Breweries will use the Buzau site to
supply its clients in the capital. The site is
located to the north east of Bucharest.
The new distribution centre of
approximately 21,000m² is located next
to the existing brewery. It is rented under
a 10-year lease. The investment budget
for WDP amounts to approximately 13
million euros.
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Acquisitions
Location Tenant
Lettable surface area
(in m²)
Investment budget
(in million euros)
2019-23
BE Genk land reserve 130,000 9
BE Londerzeel, Technologielaan 3 Sip-Well 11,000 9
BE 141,000 18
2019-23
NL Ridderkerk, Nieuw Reijerwaard land reserve 47,500 15
NL Drachten, Dopplerlaan 1 Sligro 27,500 17
NL 75,000 32
2019-23
DE Bottrop Various 13,000 5
DE 13,000 5
Total 229,000 54
Completed projects
Location Tenant Delivery date
Lettable surface area
(in m²)
Investment budget
(in million euros)
2019-23
BE Asse - Mollem, Zone 5 no. 191, 192, 320, 321 AMP 2Q20 9,000 4
BE Heppignies, rue de Capilône 6C Cora 1Q20 32,000 16
BE Nijvel, rue de l’industrie 30 WEG 4Q20 2,000 1
BE 43,000 22
2016-20
LU Bettembourg (Eurohub Sud 3) Trendy Foods / Sobolux / FedEx 2Q20 25,000 12
LU 25,000 12
2019-23
NL Bleiswijk, Prismalaan 17-19 CEVA Logistics 2Q20 22,000 13
NL Bleiswijk, Snelliuslaan 13 Drake & Farrell 3Q20 17,000 16
NL Breda, Heilaarstraat 263 Lidl 3Q20 5,000 3
NL Eindhoven, Park Forum Brocacef 1Q20 10,000 10
NL Heerlen, Argonstraat 14-16 CEVA Logistics 4Q20 26,000 14
NL Kerkrade, Steenbergstraat Berner Produkten 1Q20 28,000 25
NL Maastricht, Habitatsingel 59 Sligro 1Q20 16,000 16
NL Nieuwegein, Brigadedok Caldic 1Q20 15,000 12
NL Nieuwegein, Divisiedok 1 Bol.com 3Q20 12,500 15
NL Ridderkerk, Nieuw Reijerwaard Kivits Groep Holding 4Q20 26,000 30
NL Nieuwegein, Divisiedok Various 2Q20 10,000 4
NL ’s-Hertogenbosch, Ketelaarskampweg - Zandzuigerstraat Sanitairwinkel.nl / Spierings Smart Logistics / ID Logistics 3Q20 55,000 33
NL 242,500 192
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Completed projects
Location Tenant Delivery date
Lettable surface area
(in m²)
Investment budget
(in million euros)
2016-20
RO Bucharest - Stefanestii de Jos Auchan 1Q20 77,000 45
RO Buzau Ursus Breweries 4Q20 21,000 13
RO Deva Carrefour 4Q20 45,000 24
RO Sibiu Aeronamic Eastern Europe 1Q20 4,000 4
2019-23
RO Bucharest - Stefanestii de Jos Alcar 2Q20 10,000 5
RO Bucharest - Stefanestii de Jos Lecom 2Q20 2,600 1
RO Bucharest - Stefanestii de Jos Aggreko 2Q20 2,000 2
RO Slatina Pirelli 3Q20 62,000 40
RO 223,600 134
Total 534,100 359
Projects under development
Location Tenant
Planned
delivery date
Lettable surface area
(in m²)
Investment budget
(in million euros)
2019-23
BE Asse - Mollem, Zone 5 no. 191, 192, 320, 321 AMP 3Q21 3,200 2
BE Courcelles, rue de Liège 25 Conway 2Q21 2,190 2
BE Geel, Hagelberg 12 Distrilog 1Q22 8,000 4
BE Heppignies Fully let 1Q22 2,000 5
BE Heppignies, rue de Capilône 6 Trac 2Q21 13,000 5
BE Lokeren, industrial estate E17/4 Barry Callebaut 3Q21 60,000 92
BE Londerzeel, Weversstraat 27-29 Colruyt 2Q21 20,000 9
BE WDPort of Ghent X
2
O Badkamers / Overstock Home / Overstock Garden 1Q23 150,000 23
BE 258,390 141
LU
2019-23
LU Bettembourg (Eurohub Sud 4) In commercialisation 2Q21 25,000 13
LU Contern DB Schenker + in commercialisation 4Q21 15,000 10
LU 40,000 23
2019-23
NL Bleiswijk, Prismalaan West 31 Boland 1Q21 16,400 18
NL Breda Lidl 2Q23 31,000 22
NL Breda Fruit and vegetable company 4Q21 13,000 10
NL De Lier, Jogchem van der Houtweg De Jong Verpakking 4Q22 83,000 54
NL The Hague, Westvlietweg CEVA Logistics 3Q21 26,000 19
NL Dordrecht Crocs Europe 1Q21 48,000 56
NL Heerlen, Argonstraat 10-12 CEVA Logistics 4Q21 26,000 15
NL Ridderkerk, Nieuw Reijerwaard Kivits Groep Holding 1Q21 4,500 2
NL Veghel Alloga / Alliance Healthcare 2Q23 71,000 65
NL 318,900 261
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Financial statements
Governance
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ESG
Strategy
This is WDP
TRANSACTIONS AND REALISATIONS
Projects under development
Location Tenant
Planned
delivery date
Lettable surface area
(in m²)
Investment budget
(in million euros)
2019-23
RO Bucharest - Stefanestii de Jos Decathlon 1Q21 10,000 5
RO Bucharest - Stefanestii de Jos LPP 3Q21 22,000 10
RO Bucharest - Stefanestii de Jos Eobuwie 3Q21 15,640 8
RO Cluj FedEx 3Q21 2,198 2
RO Craiova Pro 2Q21 58,000 33
RO Paulesti Rosti 1Q21 11,000 7
RO Roman Pro 3Q21 12,000 14
RO Timisoara Pro 2Q22 57,000 38
RO 187,838 116
Total 805,128 541
of which 367 million
euros remains to
be invested at
31December 2020
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Strategy
This is WDP
TRANSACTIONS AND REALISATIONS
Further potential
Land reserve
31.12.2019
Land reserves acquired for future development (i.e. without pre-letting agreement)
Land acquired for immediate development (i.e. based on pre-letting agreement)
Future land
reserves
1
Land reserve
31.12.2020
Land reserves
secured
1
Transfers
to projects
1
Transfers
to projects
Additional
land reserves
106.9
110.3
128.5
+29.1
-29.1
+42.5
-42.5
+18.1
-1.7
+5.1
Continuous replenishment of land potential
1 Not yet reected in the balance sheet. 1 Potential built-up surface area.
NL
BE-LU-FR
>1.000.000
m
2
(1)
LAND RESERVE
RO
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Decathlon began its journey in Romania in 2005. The retailer started out
small, but the Romanian branch has since grown into a renowned sports
supplier for the entire country. Today, the shops in Greece and Bulgaria are
also supplied from this location and distribution towards Ukraine and Serbia
is planned for the future. Customers from no fewer than 23 countries can use
the services of the call centre in Romania.
This expansion called for a reliable real estate partner. Local expertise,
direct and rapid communication, an impressive track record and a proactive
approach led Decathlon to decide on a WDP distribution centre. Decathlon
sought and found a reliable and committed long-term partner for the
complete realisation process for the new premises, which was to serve as
the foundation for its ambitious plans and future growth.
Decathlon is not only enthusiastic about the awless cooperation; it was also
encouraged by the rapid realisation, unusual in Romania, and the excellent
quality of the premises. With an area of 40,000 m², Decathlon can count on
perfect support for its business plan in the long-term, free from real estate
concerns.
WDP and Decathlon: a
Romanian success story
The long-term relationship that
WDP builds with its client is
one of the main reasons
why we opted for this property
partner. WDP immediately
understood what we were
looking for and is still involved
in our evolving story today.
“
Jean-François Mace - CEO Decathlon Romania
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Financial statements
Governance
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ESG
Strategy
This is WDP
(source: Euronext, based on the number of transactions/trading volume in 2020)
“
And yet, the WDP
share remained
attractive
There are no winners
in a lockdown
6. SHARES AND BONDS
25
%
total share return
+142
%
investor interest
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Financial statements
Governance
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ESG
Strategy
This is WDP
Figures per share
31.12.2020 31.12.2019 31.12.2018
Number of shares in circulation at
closing date 174,713,867 172,489,205 161,429,730
Free oat 75% 75% 75%
Market capitalisation (in euros) 4,937,413,881 3,996,821,367 2,656,672,128
Traded volume in shares 67,393,146 65,984,303 41,646,577
Average daily volume (in euros) 6,812,194 5,533,360 2,543,078
Free oat velocity
1
51.1% 50.7% 34.4%
Stock exchange price over the
period
highest 31.4 23.1 17.7
lowest 17.0 16.3 13.3
closing 28.3 23.2 16.5
IFRS NAV
2
(in euros) 13.5 12.2 9.8
EPRA NTA (in euros){ 14.3 12.8 10.2
Dividend pay-out ratio 83% 84% 82%
EPRA Earnings/share
3
(in euros) 1.00 0.93 0.86
EPRA Earnings/share
4
(in euros) 0.96 0.88 0.83
Gross dividend/share (in euros) 0.80 0.74 0.69
Net dividend/share (in euros) 0.56 0.52 0.48
The Alternative Performance Measures (APM) adopted by WDP – including the EPRA key performance
indicators – are accompanied by a symbol (
{) and are provided with their denition and reconciliation under
10. Reporting according to recognised standards.
1 The number of shares traded per year divided by the total number of free oat shares at the end of the year.
2 IFRS NAV: the IFRS NAV is calculated by dividing the shareholders’ equity as per IFRS by the total number
of dividend-entitled shares on the balance sheet date. This is the net value according to Belgian GVV/SIR
legislation.
3 Calculated on the weighted average number of shares over the period.
4 Based on the number of shares entitled to dividend for the 2020 nancial year (payable in 2021).
The number of shares entitled to dividend amounts to 181,900,449 due to the increase in capital via the
contribution in kind of 9 million euros in January 2021 and the increase in capital via accelerated private
placement for 200 million euros in early February. For more information, please refer to 7. Financial results
and property report – Management of financial resources.
The share
By emphasising the creation of long-term cash ows, in combination with the high
earnings distribution obligation, a GVV/SIR such as WDP provides investors with a full-
edged, protable, liquid alternative to direct ownership of property. Due to the scale
of its property portfolio, WDP provides shareholders with a substantial economies of
scale in well-dened regions as well as healthy diversication. WDP’s policy is geared
towards having the dividend track its EPRA earnings per share.
Euronext Brussels and Amsterdam
IPO: 28.06.1999
Listing:continuous
ISIN code: BE09743449814
Liquidity provider: Kempen & Co and KBC Securities
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Financial statements
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Strategy
This is WDP
Share price
The WDP share price evolved from 23.17 euros on 31 December 2019 to approximately
17 euros in March 2020 as a consequence of the outbreak of the coronacrisis. However,
the share price quickly recovered, recording a closing price on 31 December 2020 of
28.26 euros.
In this respect, WDP was once again able to build on its reputation and traditional
strengths. Firstly, there is the importance that potential investors and shareholders
attach to the added value that WDP offers. This includes our market leadership in
logistics and semi-industrial properties in the Benelux and the high degree of stability
in generated earnings, combined with our growth plan. Added to this is the fact that
WDP is a self-managed company, with management conducted in-house for the sole
benet of our shareholders and other stakeholders. In addition, the size of our property
portfolio immediately offers investors the advantages of scale in well-dened regions.
And an attractive dividend, of course.
Long-term price trend and return
The total return
1
on WDP shares in 2020 was +25.2%.
Data provided by EPRA further show that WDP — with a total annualised return of
+12.0% since the IPO at the end of June 1999 — continues to outperform European
property indexes (+7.5%), investment properties in the eurozone (+8.9%) and Belgian
investment properties (+8.3%).
WDP remains committed to generating strong cash ow as the basis for an attractive
dividend. The GVV/SIR also rmly believes that the quality of the property portfolio and
the tenants, plus the fact that a high dividend is paid out every year, continues to offer
a promising future.
1 The return on a share over a specic period is equal to the gross yield. This gross yield is the sum of the
following components:
- the difference between the share price at the end and at the start of the period;
- the gross dividend (i.e. the dividend before deduction of the advance levy);
- the gross yield of the dividend obtained when reinvested in the same share.
Share price versus EPRA NTA
0
5
10
15
20
25
30
35
0
5
10
15
20
25
30
35
’00 ’01 ’02 ’03 ’04 ’05 ’06 ’07 ’08 ’09 ’10 ’11 ’12 ’13 ’14 ’15 ’16 ’17 ’18 ’19 ’20
Share price (in euros per share) EPRA NTA (in euros)
WDP share return versus EPRA indexes
0
200
400
600
800
1.000
1.200
1.400
’00’99 ’01 ’02 ’03 ’04 ’05 ’06 ’07 ’08 ’09 ’10 ’11 ’12 ’13 ’14 ’15 ’16 ’17 ’18 ’19 ’20
FTSE EPRA/NAREIT Belgium/Luxembourg Index Total return (in euros)
FTSE EPRA/NAREIT Euro Zone Indexe Total return (in euros)
FTSE EPRA/NAREIT Developed Europe Total return (in euros)
WDP Total return (in euros)
SHARES AND BONDSSHARES AND BONDS
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Shareholding
Number of shares
(declared)
Date of the
statement (in %)
Free oat 138,273,933 76.02%
BlackRock-related companies
1
9,448,417 12.02.2021 5.19%
AXA Investment Managers S.A.
1
4,738,986 02.11.2018 2.61%
Other shareholders under the statutory threshold
2
124,086,530 12.02.2021 68.22%
Jos De Pauw family (Reference Shareholder)
3
43,626,516 08.02.2021 23.98%
Total number of shares 181,900,449 100.00%
This summary reects the situation on the date of this annual report.
Bonds
WDP also relies on the debt capital market to nance its investment projects.
The table below shows the outstanding listed bonds as of 31 December 2020.
Issuer ISIN-code
Nominal
amount (in
million euros)
Duration
(in years) Maturity date Issue price
Indicative price
on 31.12.2020
Listed bonds
WDP SA BE0002248178 37.1 10 1 April 2026 100.0% 101.5%
WDP SA BE0002249184 22.9 10 1 April 2026 100.0% 99.5%
WDP SA BE0002234038 54.4 7 02 July 2022 99.4% 101.5%
WDP SA BE0002235043 37.8 7 02 July 2022 100.0% 99.5%
WDP SA BE0002216829 125.0 7 13 June 2021 101.9% 100.8%
Unlisted bonds
WDP SA n.r. 100.0 11 29 March 2029 100.0% n.r.
WDP SA n.r. 50.0 11 18 March 2031 100.0% n.r.
1 The percentage is determined under the assumption that the
number of shares has not changed since the most recent
declaration of transparency, and taking into account the total
number of outstanding shares in WDP.
2 The number of publicly held shares was determined under the
assumption that since the declarations of transparency, nothing
has changed with regard to the composition of the share portfolio
of the shareholders obligated to report major holdings by virtue
of the Belgian Law of 2 May 2007 on disclosure of major holdings
in issuers whose shares are admitted for trading on a regulated
market and with various provisions.
3 On 26 October 2012, the Reference Shareholder, the Jos De
Pauw family, assigned all of its shares, held in mutual concert, in
joint ownership under the family company structure RTKA, which
institutionalised the existing mutual concert. The holders of voting
rights are the members of the company RTKA, namely Robert,
Tony, Kathleen and Anne De Pauw, to the exclusion of all other right
holders in respect to the participation.
SHARES AND BONDS
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Strategy
This is WDP
Financial calendar
14 April 2021 Registration date for participation in the Annual General
Meeting on 28 April 2021
21 April 2021 Publication of Q1 2021 results
22 April 2021 Deadline to conrm participation in the Annual General Meeting
on 28 April 2021
28 April 2021 Annual General Meeting on the 2020 nancial year
29 April 2021 Ex-dividend date 2020
30 April 2021 2020 dividend record date
21 May 2021 2020 dividend payment date
30 July 2021 Publication of HY 2021 results and publication of the Interim
Report
20 October 2021 Publication of Q3 2021 results
28 January 2022 Publication of 2021 annual results
27 April 2022 Annual General Meeting on the 2021 nancial year
SHARES AND BONDS
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Governance
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Strategy
This is WDP
Imagine your company enters into a strategic partnership with Heineken
to manage the logistics of its beer and cider products? It would be key to
optimise your network of distribution centres, in the right locations and with
the required specications.
Sligro, the renowned catering wholesaler for food professionals has a wealth
of experience in this eld. WDP has partnered up with Sligro on this project
for a sale-and-lease-back of part of its commercial property.
High expectations, smart financing
The integration of Sligro and Heineken required a substantial investment,
including the purchase of four new sites. The company opted for sale-and-
lease-back through WDP to free up resources for further investments rather
than tying them up in bricks and mortar.
Added value in many areas
Sligro completed the logistics sites under its own management and then
sold them to WDP. The transaction was coupled to a 15-year lease. This was
a deliberate choice, since WDP's experience and attention to Sligro's needs
as a tenant ensured a balanced partnership with added value for both sides.
Sligro chose WDP because of:
◆
the reliable, long-standing cooperation between the two companies.
◆
WDP’s many years of experience in sale-and-lease-back.
◆
WDP’s client-oriented approach in which tailor-made professional advice
makes the difference.
WDP
Annual Report 2020
67
WDP was able to refocus
on its core business and to
actively reinvest its assets.
WDP’s experience and focus
on its interests as a tenant
ensured construction was
balanced with added value
for all parties.
Adriëtte Broeders - Sligro Head of Property
“
Smart financing by
Sligro
Sale-and-lease-back
About
Sale-and-lease-back
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This is WDP
7. FINANCIAL RESULTS AND PROPERTY REPORT
“
And supports the
sustainability strategies
of our customers
Green finance delivers
sustainable buildings
33
%
Green financing
26
%
Class A – green
certified warehouses
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Strategy
This is WDP
EPRA KEY PERFORMANCE MEASURES
1
in euros (x 1,000)
31.12.2020 31.12.2019
EPRA Earnings (in euros per share) 1.00 0.93
EPRA NTA (in euros per share) 14.3 12.8
EPRA NRV (in euros per share) 15.7 13.7
EPRA NDV (in euros per share) 13.5 12.2
EPRA Net Initial Yield (in %) 5.4 5.6
EPRA Topped-up Net Initial Yield (in %) 5.4 5.6
EPRA vacancy rate (in %) 1.5 2.1
EPRA Cost Ratio (incl. direct vacancy costs) (in %) 10.6 9.5
EPRA Cost Ratio (excl. direct vacancy costs) (in %)
10.2 9.1
1 The denition and reconciliation of the EPRA key performance measures are to be consulted in
chapter 10. Reporting according to recognised standards.
Share performance
0
5
10
15
20
25
30
35
0.00
0.20
0.40
0.60
0.80
1.00
1.20
’00
’01
’02
’03
’04
’05
’06
’07
’08
’09
’10
’11
’12
’13
’14
’15
’16
’17
’18
’19
’20
EPRA EPS (in euros per share) (rhs)
WDP share price (in euros per share)
DPS (in euros per share) (rhs)
EPRA NAVA (in euros)
2.3
%
98.6
%
~4.8 bn
euros
5.9
year
90.7
%
0.80
euro
+8%
1.00
euro
+8%
+15%
174.5 mio
euros
FINANCIAL RESULTS
EPRA Earnings
EPRA Earnings per share
Gross dividend per share
Operating margin
Fair value of the
property portfolio
Average lease
contract term
Occupancy rate
Like-for-like
rental growth
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This is WDP
Key figures
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020
Operational
Fair value of property portfolio (including solar panels)
(in million euros) 989.4 1,163.1 1,273.1 1,567.3 1,930.0 2,203.8 2,669.8 3,449.6 4,175.8 4,766.5
Total surface area (in m²) (including concession land) 4,281,504 4,793,766 4,849,454 5,701,562 6,613,567 7,309,128 8,767,182 11,843,174 12,475,388 13,170,851
Lettable area (in m²) 1,659,621 2,018,150 2,137,602 2,432,230 3,081,943 3,375,482 3,756,983 4,485,050 5,038,303 5,490,697
Gross rental yield (including vacancies)
1
(in %) 8.3 8.0 8.2 8.0 7.6 7.5 7.1 6.7 6.3 6.1
Average lease term (until rst break)
2
(in years) 7.2 7.2 7.3 7.1 6.5 6.3 6.2 5.8 6.0 5.9
Occupancy rate
3
(in %) 96.7 97.3 97.4 97.6 97.5 97.0 97.4 97.5 98.1 98.6
Operating margin (in %){ 91.7 91.3 91.8 91.8 92.1 93.3 92.5 91.3 91.6 90.7
Result (in million euros)
Property result 69.1 81.3 89.0 101.8 129.1 139.7 154.5 187.9 216.6 242.7
Operating result (before the result on the portfolio) 63.3 74.3 81.8 93.5 119.0 130.2 142.8 171.6 198.3 220.1
Financial result (excluding change in the fair value of nancial
instruments){ -18.9 -21.3 -21.4 -25.4 -27.1 -30.3 -25.7 -33.0 -40.2 -38.7
EPRA Earnings{ 44.3 52.1 59.6 67.3 90.9 100.8 121.4 134.4 152.4 174.5
Result on the portfolio (including share joint ventures) –
Group share{ 2.7 1.7 -0.7 19.7 47.4 31.2 101.5 208.3 277.4 187.9
Variations in the fair value of the nancial instruments –
Group share -17.3 -18.5 20.8 -19.4 7.8 1.8 16.5 -9.0 -29.9 -31.0
Depreciation and write-down on solar panels (including the share
of joint ventures) – Group share n.r. n.r. n.r. -2.9 -3.4 -3.5 -4.2 -4.8 -6.2 -6.8
Net result (IFRS) – Group share 29.7 35.3 79.7 64.7 142.7 130.2 235.2 328.8 393.7 324.6
1 Calculated by dividing the annualised contractual gross (cash) rents by the fair value. The fair value is the value of the
property portfolio after the deduction of transaction costs (mainly transfer tax).
2 Including solar panels that are accounted for at the remaining weighted average term for green energy certicates.
3 Calculated based on the rental values of leased properties and unleased surface areas, including revenue from solar
panels. This does not include projects under construction and/or renovations.
CONSOLIDATED KEY FIGURES
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ESG
Strategy
This is WDP
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020
Financial
Balance sheet total (in million euros) 1,018.9 1,181.1 1,283.1 1,570.3 1,907.3 2,182.6 2,675.3 3,483.3 4,222.8 4,790.4
Shareholders’ equity (in million euros) 453.3 520.6 576.7 682.5 829.4 1,091.7 1,238.4 1,580.5 2,103.9 2,353.9
Net nancial debt (in million euros) 547.0 644.1 686.8 863.6 1,041.8 1,045.6 1,348.6 1,696.0 1,851.2 2,108.2
Loan-to-value (in %){ 54.7 55.6 54.4 56.0 55.2 48.4 51.3 50.0 45.0 45.0
Gearing ratio (proportional) (in line with GVV/SIR Royal Decree) (in %) 55.1 56.1 55.5 56.7 56.8 50.5 53.1 51.8 46.7 46.6
Net debt / EBITDA (adjusted) (in x){ 8.1 8.1 8.1 8.8 8.5 7.9 8.6 9.0 8.0 8.3
Average cost of debt (in %){ 4.0 3.6 3.6 3.5 2.9 2.8 2.6 2.4 2.2 2.1
Interest Coverage Ratio
4
(in x) 3.1 3.4 3.6 3.3 4.2 4.1 5.2 4.6 4.5 4.9
Details per share (in euros)
Gross dividend 0.42 0.44 0.46 0.49 0.57 0.61 0.64 0.69 0.74 0.80
EPRA Earnings{ 0.49 0.52 0.55 0.59 0.71 0.76 0.80 0.86 0.93 1.00
Result on the portfolio (including share joint ventures) - Group share{
0.03 0.02 -0.01 0.17 0.37 0.23 0.67 1.33 1.69 1.08
Variations in the fair value of the nancial instruments – Group share -0.19 -0.19 0.19 -0.17 0.06 0.01 0.11 -0.06 -0.18 -0.18
Depreciation and write-down on solar panels – Group share n.r. n.r. n.r. -0.03 -0.03 -0.03 -0.03 -0.03 -0.04 -0.04
Net result (IFRS) – Group share 0.33 0.36 0.74 0.56 1.12 0.98 1.55 2.10 2.40 1.87
EPRA NTA{ 4.8 4.9 5.1 5.6 6.4 7.3 8.3 10.2 12.8 14.3
IFRS NAV
5
4.2 4.3 4.7 5.0 5.9 6.9 8.0 9.8 12.2 13.5
Share price 5.3 6.7 7.5 9.0 11.6 12.1 13.3 16.5 23.2 28.3
Some gures are subject to rounding adjustments. Consequently, it may occur that
gures shown as totals in certain tables are not precise arithmetic totals of preceding
gures.
4 Dened as the operating result (before the result on the portfolio) divided by interest charges, minus
interest income and dividends collection, minus compensation for nancial leasing and others.
5 IFRS NAV: Net asset value or intrinsic value before prot distribution of the current year in accordance with
the IFRS balance sheet. The IFRS NAV is calculated as the shareholders’ equity as per IFRS divided by the
number of shares entitled to dividend on the balance sheet date.
The Alternative Performance Measures (APM), used by WDP, are accompanied by a
symbol (
{). The denition and reconciliation can be consulted under 10. Reporting
according to recognised standards and 13. Annexes - Alternative performance
measures.
CONSOLIDATED KEY FIGURES
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Governance
2020 perfomance
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Strategy
This is WDP
Consolidated results
in euros (x 1,000)
FY 2020 FY 2019 ∆ y/y (abs.) ∆ y/y (%)
Rental income, net of rental-related expenses 228,449 201,971 26,477 13.1%
Indemnication related to early lease terminations 0 961 -961 n.r.
Income from solar energy 16,472 14,689 1,783 12.1%
Other operating income/costs -2,218 -1,055 -1,162 n.r.
Property result 242,703 216,566 26,137 12.1%
Property charges -8,325 -7,245 -1,080 14.9%
General Company expenses -14,314 -11,034 -3,281 29.7%
Operating result (before the result on the portfolio) 220,064 198,287 21,776 11.0%
Financial result (excluding changes in the fair value of the nancial instruments) -38,674 -40,216 1,542 -3.8%
Taxes on EPRA Earnings -2,620 -1,724 -896 n.r.
Deferred taxes on EPRA Earnings -779 -975 197 n.r.
Share in the result of associated companies and joint ventures 1,257 610 647 n.r.
Minority interests -4,733 -3,607 -1,126 31.2%
EPRA Earnings 174,516 152,374 22,141 14.5%
Variations in the fair value of investment properties (+/-) 186,417 285,353 -98,936 n.r.
Result on the disposal of investment property (+/-) 408 10 399 n.r.
Deferred taxes on the result on the portfolio (+/-) -2,727 -7,972 5,245 n.r.
Share in the result of associated companies and joint ventures 3,574 2,507 1,067 n.r.
Result on the portfolio 187,672 279,897 -92,225 n.r.
Minority interests 232 -2,475 2,707 n.r.
Result on the portfolio - Group share 187,904 277,423 -89,519 n.r.
Change in the fair value of nancial instruments -31,049 -29,883 -1,167 n.r.
Change in the fair value of financial instruments -31,049 -29,883 -1,167 n.r.
Minority interests 0 0 0 n.r.
Change in the fair value of financial instruments - Group share -31,049 -29,883 -1,167 n.r.
Depreciation and write-down on solar panels -7,270 -6,526 -744 n.r.
Share in the result of associated companies and joint ventures 0 0 0 n.r.
Depreciation and write-down on solar panels -7,270 -6,526 -744 n.r.
Minority interests 510 344 166 n.r.
Depreciation and write-down on solar panels - Group share -6,761 -6,183 -578 n.r.
Net result (IFRS) 328,601 399,470 -70,869 n.r.
Minority interests -3,991 -5,738 1,747 n.r.
Net result (IFRS) - Group share 324,610 393,732 -69,122 n.r.
NOTES TO THE INCOME STATEMENT 2020
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Governance
2020 perfomance
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Strategy
This is WDP
Key ratio’s
in euros (per share) FY 2020 FY 2019 ∆ y/y (abs.) ∆ y/y (%)
EPRA Earnings
1
1.00 0.93 0.08 8.1%
Result on the portfolio - Group
share
1
1.08 1.69 -0.61 n.r.
Change in the fair value of
nancial instruments - Group
share
1
-0.18 -0.18 0.00 n.r.
Depreciation and write-down on
solar panels - Group share
1
-0.04 -0.04 0.00 n.r.
Net result (IFRS) - Group share
1
1.87 2.40 -0.53 n.r.
EPRA Earnings
2
0.96 0.88 0.08 8.6%
Proposed payout 145,520,359 127,642,012 17,878,348 14.0%
Dividend payout ratio (versus
EPRA Earnings)
3
83.4% 83.8% -0.4% n.r.
Gross dividend 0.80 0.74 0.06 8.1%
Net dividend 0.56 0.52 0.04 7.7%
Weighted average number of
shares 173,802,120 164,047,016 9,755,104 5.9%
Number of shares entitled to
dividend
4
181,900,449 172,489,205 9,411,244 5.5%
1 Calculation based on the weighted average number of shares.
2 Calculation based on the number of shares entitled to dividend.
3 The dividend payout ratio is calculated in absolute terms based on the consolidated result. Dividend is
distributed based on the statutory result by WDP NV/SA.
4 As a result of the capital increase through contribution in kind for 9 million euros in January 2021 and the
capital increase through accelerated private placement for 200 million euros in early February, the number
of shares entitled to a dividend for the 2020 nancial year (payable in 2021) is 181,900,449. For more
information, please refer to 7. Financial results and property report - Management of financial resources.
Property result
The property result for 2020 amounts to 242.7 million euros, an increase of 12.1%
compared to last year (216.6 million euros). This increase is driven by continued
portfolio growth in 2019-20, primarily through new pre-let projects in the growth
markets of the Netherlands and Romania. Without changes in the portfolio, rental
income levels increased by 2.3% as a result of the indexation of leases and an increase
in the occupancy rate. The property result also includes 16.5 million euros of income
from the solar panels, compared to 14.7 million euros last year, an increase not only due
to higher installed capacity but also on an organic basis, as a result of above-normal
irradiation during 2020.
Operating result (before the result on the portfolio)
The operating result (before the result on the portfolio) amounts to 220.1 million euros
for 2020, an increase of 11.0% compared to the same period last year (198.3 million
euros). Property and other general company expenses amounted to 22.6 million euros
for 2020, an increase of 4.4 million euros year-on-year. As far as the evolution of the
company’s general expenses is concerned, they are fully in line with the growth of
the portfolio and the budget communicated at the start of the year. However, these
also include an additional cost in Q4 2020 of 1.5 million euros, as WDP has made
accelerated investments during 2020, the year of the Covid-19 pandemic, in the
digitisation of a number of business processes as well as in a digital communication
platform for customers that will be rolled out later this year. The operating margin
nevertheless remains high at 90.7%.
Financial result (excluding changes in the fair value
of the financial instruments)
The nancial result (excluding changes in the fair value of the nancial instruments)
amounts to -38.7 million euros for 2020, an improvement of 3.7% compared to last
year (-40.2 million euros). The higher amount of outstanding nancial debts has been
offset by the positive effect of the extension at lower interest rate hedges and the
xed rate debt, which generated annual savings of 4 million euros from 2020 onwards.
This nancial result includes the recurring cost of -2.5 million euros for land under
NOTES TO THE INCOME STATEMENT 2020
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concession, which in accordance with IFRS 16 are accounted for through the Financial
result with effect from the 2019 nancial year.
The total nancial debt (in accordance with IFRS) amounted to 2,119.5 million euros on
31 December 2020, compared to 1,854.8 million euros in the same period last year. The
average cost of debt comes to 2.1% for 2020, compared to 2.2% in 2019.
Share in the result of associated companies
and joint ventures
The result of 1.3 million euros for 2020 primarily stems from the underlying result of the
core activities of the Luxembourg joint venture.
EPRA Earnings
WDP EPRA Earnings for 2020 amount to 174.5 million euros. This result marks an increase
of 14.5% compared to the result of 152.4 million euros in 2019. EPRA Earnings per share
increased year-on-year by 8.1% to 1.00 euro, including a 5.9% increase in the weighted
average number of shares outstanding. This increase in EPRA Earnings is mainly due
to the strong growth of the WDP portfolio in 2019-20 from pre-let projects in the growth
markets of the Netherlands and Romania, as well as a decrease in nancing costs.
Result on the portfolio (including the share
of joint ventures) – Group share
The result on the portfolio (including the share of joint ventures and after tax) – Group
share for 2020 amounts to 187.9 million euros or +1.08 euros per share. For the
same period last year, this result amounted to +277.4 million euros or +1.69 euros
per share. This breaks down by country as follows: Belgium (+65.9 million euros), the
Netherlands (+116.0 million euros), France (+3.4 million euros), Romania (-0.9 million
euros), Germany (+0.6 million euros) and Luxembourg (+2.9 million euros). The result for
the Netherlands relates to an increase of the registration costs (transfer tax) from 6% to
8% as from 1 January 2021, which has been deducted by calculation of the fair value
– WDP has recognised this impact of -41.7 million euros in accounts per 31 December
2020 (fourth quarter).
The revaluation of the portfolio (excluding deferred taxes on the portfolio result and
the result on the disposal of investment property) amounts to 191.7 million euros. This
revaluation is driven by the yield shift in the existing portfolio and by the latent capital
gains on the projects (both completed and under development).
Changes in the fair value of
financial instruments – Group share
Changes in the fair value of nancial assets and liabilities – Group share
1
amount to
-31.0 million euros or -0.18 euros per share during 2020 (versus -29.9 million euros or
-0.18 euros per share in 2019). This negative impact stems from the change in fair value
of the interest rate hedges concluded (Interest Rate Swaps) as at 31 December 2020,
as a result of a decrease in long-term interest rates during 2020.
The change in the fair value of these interest rate hedges has been fully accounted for
in the prot and loss account, not in shareholders’ equity. Since this impact involves a
non-cash and unrealised item, it is excluded from the nancial result in the analytical
presentation of the results and is shown separately in the prot and loss account.
Depreciation and write-down on solar panels
(including the share of joint ventures) – Group share
The solar panels are valued on the balance sheet at fair value based on the revaluation
model in accordance with IAS 16 Tangible fixed assets. In compliance with IAS 16,
WDP must include a depreciation component in its IFRS accounts according to the
residual life of the PV installations. The depreciation is calculated based on the fair
value from the previous balance sheet date. This newly calculated net book value
is subsequently revalued at the fair value. This revaluation is booked directly in the
shareholders’ equity to the extent that it still exceeds the historical cost price, plus
accumulated depreciations. If it does not, then it is entered in the prot and loss
account. The depreciation component and write-down amounts to -6.8 million euros.
Since this impact involves a non-cash and unrealised item, it is excluded from the
nancial result in the analytical presentation of the results and is shown separately in
the prot and loss account.
1 Changes in the fair value of nancial assets and liabilities - Group share (non-cash item) are calculated
on the basis of the mark-to-market (M-t-M) value of interest rate hedges concluded.
NOTES TO THE INCOME STATEMENT 2020
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Net result (IFRS) – Group share
The EPRA Earnings along with the result on the portfolio, changes in the fair value of
nancial instruments and the depreciation and write-down on solar panels produce a
net result (IFRS) – Group share of 324.6 million euros in 2020 (compared to the same
period last year, when this gure was 393.7 million euros).
The difference between the net result (IFRS) – Group share of 324.6 million euros and
the EPRA Earnings of 174.5 million euros can mainly be attributed to the positive
uctuation in the value of the portfolio and the negative fair value variations in the
interest rate hedging instruments.
NOTES TO THE INCOME STATEMENT 2020
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NOTES TO THE BALANCE SHEET 2020
Consolidated balance sheet
in euros (x 1,000)
31.12.2020 31.12.2019 ∆ y/y (abs.) ∆ y/y (%)
Intangible xed assets 1,193 422 771 n.r.
Investment property 4,566,601 4,002,340 564,261 14.1%
Other tangible xed assets (including solar panels) 126,719 125,244 1,475 1.2%
Financial xed assets 6,929 4,743 2,186 46.1%
Trade receivables and other xed assets 2,747 4,162 -1,415 -34.0%
Participations in associated companies and joint ventures 24,346 19,707 4,639 23.5%
Fixed assets 4,728,536 4,156,619 571,917 13.8%
Assets held for sale 15,543 5,779 9,764 n.r.
Trade receivables 12,073 15,364 -3,291 n.r.
Tax receivables and other current assets 17,232 34,249 -17,017 n.r.
Cash and cash equivalents 11,240 3,604 7,636 n.r.
Accruals and deferrals 5,781 7,175 -1,394 n.r.
Current assets 61,869 66,171 -4,302 n.r.
Total assets 4,790,405 4,222,790 567,615 13,4%
Capital 188,130 185,746 2,384 1.3%
Issue premiums 923,843 876,849 46,994 5.4%
Reserves 917,352 647,590 269,762 41.7%
Net result for the nancial year 324,610 393,732 -69,122 -17.6%
Shareholders' equity attributable to Group shareholders 2,353,935 2,103,917 250,018 11.9%
Minority interests 49,858 45,944 3,914 8.5%
Shareholders' equity 2,403,793 2,149,861 253,932 11.8%
Non-current nancial debt 1,740,284 1,568,199 172,085 11.0%
Other non-current liabilities 197,847 139,276 58,571 42.1%
Non-current liabilities 1,938,131 1,707,475 230,656 13.5%
Current nancial debt 379,170 286,629 92,541 32.3%
Other current liabilities 69,311 78,826 -9,514 -12.1%
Current liabilities 448,481 365,454 83,027 22.7%
Liabilities 2,386,612 2,072,929 313,683 15.1%
Total liabilities 4,790,405 4,222,790 567,615 13.4%
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Key ratio’s
in euros (x share)
31.12.2020 31.12.2019 ∆ (abs.) ∆ (%)
IFRS NAV 13.5 12.2 1.3 10.5%
EPRA NTA 14.3 12.8 1.5 11.8%
Share price 28.3 23.2 5.1 22.0%
Premium/Discount vs. EPRA NTA 97.4% 81.0% 16.4% n.r.
in euros (x million)
Fair value of the portfolio (including solar
panels)
1
4,766.5 4,175.8 590.7 14.1%
Loan-to-value 45.0% 45.0% -0.1% n.r.
Gearing ratio (proportional)² 46.6% 46.7% -0.1% n.r.
Net debt / EBITDA (adjusted) 8.3x 8.0x 0.3x n.r.
1 Based on 100% of the fair value for the fully consolidated entities (including WDP Romania) and the
proportionate share for the joint ventures (i.e. 55% for Luxembourg and 50% for Germany).
2 For the method used to calculate the gearing ratio, please refer to the Belgian Royal Decree on GVVs/SIRs.
Property portfolio
2
According to independent property experts Stadim, JLL, Cushman & Wakeeld, CBRE
and BNP Paribas Real Estate, the fair value
3
of the WDP property portfolio according to
IAS 40 amounted to 4,644.1 million euros on 31 December 2020, compared to 4,054.8
million euros at the start of the nancial year (including Assets held for sale). Together
with the valuation at fair value of the investments in solar panels
4
, the total portfolio
value amounts to 4,766.5 million euros, in comparison to 4,175.8 million euros at the
end of 2019.
This value of 4,766.5 million euros includes 4,276.9 million euros in completed properties
(standing portfolio)
5
. Projects under development represent a value of 256.8 million
euros. In addition, there are the land reserves at Schiphol, Bleiswijk and Breda and land
potential in Romania, representing a fair value of 110.3 million euros.
The investments made in solar panels were valued at a fair value of 122.4 million euros
as at 31 December 2020.
Overall, the portfolio is valued at a gross rental yield of 6.1%
6
. The gross rental yield
after deduction of the estimated market rental value for the non-let portions is 6.0%.
NAV per share
The EPRA NTA per share amounted to 14.3 euros on 31 December 2020. This
represents an increase of 1.5 euros compared to an EPRA NTA per share of 12.8 euros
on 31 December 2019 as a result of prot generation, dividend distribution and portfolio
revaluation. The IFRS NAV per share
7
amounted to 13.5 euros on 31 December 2020,
compared to 12.2 euros on 31 December 2019.
2 Under IFRS 11 Joint arrangements, the joint ventures are incorporated using the equity accounting method.
With regard to portfolio reporting statistics, the proportionate share of WDP in the Luxembourg’s portfolio
(55%) and the German portfolio (50%) is shown.
3 For the exact valuation method, we refer to the BE-REIT press release of 10 November 2016.
4 Investments in solar panels are valued in accordance with IAS 16 by applying the revaluation model.
5 Including a right of use of 51 million euros, related to the land held through a concession in accordance
with IFRS 16.
6 Calculated by dividing the annualised contractual gross (cash) rents and the rental value of the unlet parts
by the fair value. The fair value is the value of the investment properties after deduction of transaction costs
(mainly transfer tax).
7 The IFRS NAV is calculated as shareholders’ equity as per IFRS divided by the total number of shares
entitled to dividend on the balance sheet date. This is the net value according to Belgian GVV/SIR
legislation.
NOTES TO THE BALANCE SHEET 2020
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Contribution to the Treasury
In 2020, WDP and its subsidiaries together paid 49.9 million euros in social, scal and
sector-specic taxes to the treasury.
in euros (x 1,000) FY 2020 FY 2019
Corporate tax 635 472
Exit tax 8 408
Advance levy 36,718 33,405
Subscription fee 2,306 1,952
Social security contribution (employers' contribution) 920 868
Non-recoverable VAT 1,262 840
Property tax and other taxes related to immovable goods
borne by the owner 4,879 3,862
Transfer taxes 2,766 2,876
Other taxes 412 344
Total 49,907 45,027
NOTES TO THE BALANCE SHEET 2020
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STATUS REGARDING POLICY RELATED TO DUTCH REIT STATUS
History
Since 1 November 2010, WDP has held FBI (Fiscale Beleggingsinstelling) status via its
subsidiary, WDP Nederland N.V. (WDP NL) The conditions for FBI qualication depend,
among other things, on the activities of the subsidiary as well as its shareholder
structure; for example, at least 75% of a non-listed FBI such as WDP NL must be
owned by natural persons, tax-exempt entities, or a listed FBI. At the time, the Dutch
tax authorities conrmed, in a scal ruling, that the parent entity of WDP NL, WDP, as
GVV/SIR (then BEVAK) is an entity that is effectively exempt from income tax. This is
because the corporate income tax payable by WDP is as good as zero in both absolute
and relative terms, as its activities are de facto exempt from corporate income tax.
8
Over the past few years, WDP NL was in talks – at the request of the Dutch tax
administration – regarding a different approach to the shareholder test. Even though
WDP was and still is of the opinion that the relevant policies, regulations and
jurisprudence has not changed, it has constructively cooperated in examining whether
WDP itself – in relation to the shareholder test — could qualify as an FBI. Hence, WDP
is of the opinion – aside from the fact that it is not subject to corporate income tax,
taking into account the scal transparency model of a GVV/SIR – that as a GVV/SIR, it
is operating under a regime that is objectively comparable to that of an FBI and that it
should be able to pass this shareholder test. Negotiations between WDP and the Dutch
tax administration to investigate how this could be implemented in concrete terms to
ensure the continued application of WDP NL’s FBI status have always been held in a
constructive atmosphere.
These negotiations were subsequently suspended when the Dutch coalition agreement
of October 2017 included a resolution to no longer permit direct investment in Dutch
property through FBIs – including WDP, via its subsidiary, WDP Nederland N.V. – from
2020 in relation to the planned abolition of dividend tax. At the start of October 2018,
the Dutch government announced that it would retain the dividend tax and also keep
the current FBI system intact. After which the talks resumed.
8 The limited amount of corporate income tax paid is related to non-deductible expenditure.
9 See the press release of 21 February 2020.
Recent developments
At the beginning of 2020, the Dutch tax authorities indicated that, for now, they were
unable to provide a precise interpretation of the shareholder test, in view of the fact that
this interpretation would depend on the outcome of thousands of appeals between the
Dutch tax authorities and foreign investment funds concerning the refund of dividend
tax. In 2020, one of the most important cases on this point resulted in a ruling by the
European Court of Justice and a subsequent ruling by the Dutch Supreme Court. WDP
believes the ruling supports its analysis that it meets the shareholder test.
Furthermore, the Dutch government is currently investigating whether specic
adjustments to the property FBI regime are possible and feasible by means of an
evaluation, and possibly through policy and/or regulation amendments in 2021.
Also, at the beginning of 2020 in a new letter to WDP and as previously communicated,
2
the Dutch tax administration has indicated that they will withdraw the previously granted
tax ruling as of 1 January 2021, and that as of that time ”WDP NL will be bound to
comply with all requirements as applicable within the Netherlands for the status of FBI,
including the shareholder requirements.”
WDP Vision
WDP is of the opinion that the facts and circumstances and the legal framework in
which the tax ruling was granted have not changed, and that – in the absence of any
material changes to the policies and/or regulations on FBIs – WDP NL continues to be
entitled to FBI status. WDP wishes to maintain constructive and open dialogue with the
Dutch tax authorities, but will also contemplate subsequent steps. In addition, WDP, its
advisors and the other companies in its sector will closely monitor all developments in
relation to the FBI regime, for which the strategy and policy of the Dutch government
is currently unclear.
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WDP points out that the business environment facilitated by the FBI regime has resulted
in WDP investing around 2 billion euros in the Netherlands over the past ten years,
and would like to draw attention to a selection of notable gures: i) around 1 billion
euros of this total has found its way towards liquidity on the Dutch property market,
largely via sale-and-lease-back agreements with Dutch companies in the aftermath of
the nancial crisis, when bank nancing was unavailable in the Netherlands but WDP
was able to attract international capital through its FBI status, ii) over 1 billion euros
made its way directly into the construction sector with an immediate impact on the real
economy, and iii) solar panels were installed on nearly half the sites, resulting in a total
capacity of 40 MWp – a development supporting the Netherlands in the achievement
of its climate objectives.
WDP favours a simple and transparent solution, focusing on maintaining – with a few
adjustments – the property FBI for stock-listed companies as is the case in other EU
member states in which a REIT regime applies. This means a competitive business
environment can be created for the property sector, in which the necessary investments
are made in infrastructure and in which that infrastructure is made more sustainable.
One example of such an environment is the thriving Belgian REIT sector and its
contribution to society.
Over time and via the EPRA (European Public Real Estate Association), WDP believes
that steps can be taken towards an EU REIT, which may be able to strike the right
balance between facilitating cross-border investments and protecting national interests
such as safeguarding the tax base.
STATUS REGARDING POLICY RELATED TO DUTCH REIT STATUSREIT-STATUUT
Financial impact
WDP estimates the difference between the scally transparent status of FBI and the
regular tax regime (pro forma) at 4 million euros or 2% of projected EPRA Earnings
per share (1.00 euro for 2020). Despite the fact that a tax ruling is not an absolute
requirement to apply for the FBI regime and that WDP believes it meets all the conditions
and the circumstances and facts are unchanged and that WDP will le its tax return as
an FBI, given the current important uncertainty from 2021 onwards, WDP will process a
provision in its consolidated accounts as if it were not an FBI in the Netherlands.
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Financing policy
The nancing policy of the WDP Group is geared towards optimal nancing of the
company with an ideal mix of debt and shareholders’ equity, and the availability of
adequate resources to complete ongoing projects and capitalise on any opportunities
that arise.
The key objectives within this context are the following:
◆
a proactive management of the capital structure;
◆
a balance of equity capital and borrowed capital;
◆
a good diversication of the various sources of nancing;
◆
a good spread of the maturities of the liabilities;
◆
an adequate liquidity risk;
◆
a sustainable long-term relationship with all nancing partners;
◆
an active nancial risk control including interest risk, liquidity risk and counter-party
risk.
The scale on which WDP practices its business activities, in combination with strict
regulations which, as GVV/SIR, is subject to compliance and the high degree of
visibility on the rental ows, gives WDP a competitive edge in the search for appropriate
sources of nancing. This is extremely important in the continuously changing nancing
environment high creditworthiness and diversication are key.
Key financial data
in euros (x 1,000) 31.12.2020 31.12.2019
Loan-to-value (in %){ 45.0 45.0
Gearing ratio (proportionate) (in line with the GVV/SIR Royal
Decree) (in %) 46.6 46.7
Net debt / EBITDA (adjusted) (in x)
{ 8.3 8.0
Interest Coverage Ratio
1
(in x) 4.9 4.5
Average cost of debt (in %) 2.1 2.2
Average remaining term of outstanding debts (in years) 4.6 4.2
Average remaining term of long-term credit facilities (in years) 5.2 4.8
Hedge ratio (in %)
{ 90 85
Average remaining term of interest rate hedges
2
(in years) 6.9 7.1
The Alternative Measures (APM), used by WDP, are accompanied by a symbol ({).
The denition and reconciliation can be consulted under 13. Annexes - Alternative performance measures.
1 Dened as operating result (before the result on the portfolio) divided by interest charges less interest and
dividends collected less the fee for nancial leasing and other.
2 Remaining term of debt at xed rate and interest rate hedges entered into to hedge the debt against
interest rate uctuations. .
MANAGEMENT OF FINANCIAL RESOURCES
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Debt structure
As far as possible WDP endeavours to guarantee a matching of its assets and
liabilities throughout the cycle. In this respect, the portfolio generates a gross return
of approximately 6%, based on a very high visibility with an average duration of the
leases (including solar panels) of 5.9 years until rst break, and 6.9 years until nal
maturity. These are then nanced by debt that today carries an average cost of approx.
2%, based on a high hedging ratio with long-term hedging instruments (6.9 years on
average).
This high spread between yield and cost ensures an adequate basis for meeting nancial
expenses, resulting into an Interest Coverage Ratio of 4.9x. Moreover, the visibility on
both the income and expenses results in a robust cash ow prole.
Gearing ratio
The use of debt is legally limited via the Belgian GVV/SIR Royal Decree. For instance,
the gearing ratio cannot exceed 65% (both on a consolidated and statutory level) and
moreover, dividend distributions to the shareholders are only permitted if the dened
limit is not exceeded given that they must be used at that time to bring the debt ratio
back down below 65%. Debts are used to optimise returns for shareholders, but must
be applied with prudence taking numerous factors into account, such as access to
renancing capital, capacity to cover interest costs, quality of the portfolio, the term
of the leases and the portion of projects under development. WDP prefers a nancial
policy where the gearing ratio is lower than 50% based on the current valuation of the
portfolio.
As at 2020 year-end, the loan-to-value came to 45.0% and the gearing ratio
(proportionate) to 46.6%, compared to 45.0% and 46.7%, respectively, as at
31December 2019.
(in million euros)
Growth
portfolio
2010-20
Funding
source
2010-20
Capex existing portfolio
Solar panels
Pre-let (re-)developments
Acquisitions
Retained earnings
New equity
Disposals
Change in net financial debt
3,000
2,800
2,600
2,400
2,200
2,000
1,800
1,600
1,400
1,200
1,000
800
600
400
200
0
Matching of assets and liabilities
MANAGEMENT OF FINANCIAL RESOURCES
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Bonds
Long-term loans (drawn)
Commercial paper and straight loans
Long-term loans (undrawn)
’21
’22
’23
’24
’25
’26
’27
’28
’29
’30
’31
500
450
400
350
300
250
200
150
100
50
0
in euros (x million)
Maturity dates
The majority of the debt instruments used are bullet type instruments, which implies that
over the term, interest payments are due on the principal sum and that full repayment
of the capital is due on the nal maturity date. The maturity dates are evenly distributed
over time. 38% of the debt is debt between one and ve years and 44% expire after
more than ve years. The other short-term nancial debts of 379.2 million euros include
the commercial paper programme (191.5 million euros), short-term straight loans (9.2
million euros) and long-term nancing maturing within the year (178.5 million euros). The
latter (mainly the retail bond of 125 million euros) will be renanced from the existing
free credit lines.
The weighted average term of WDP’s outstanding nancial debt on 31 December 2020
was 4.6 years.
1
If only the total drawn and undrawn long-term credit facilities are taken
into account, the weighted average term is 5.2 years. At 2019 year-end, this was 4.2
and 4.8 years, respectively.
At 31 December 2020, the total of undrawn and conrmed long-term credit lines is in
excess of 700 million euros
2
.
The chart hereafter show the maturity dates of the debts.
MANAGEMENT OF FINANCIAL RESOURCES
Credit line maturity schedule
1 Including the short-term debt: this mainly includes the commercial paper programme that is fully covered by
back-up facilities.
2 Excluding the credit facilities to hedge the commercial paper programme.
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9.0%
Commercial paper
1
191.5 million euros
0.4%
Straight loan
9.2 million euros
Breakdown of debt
20.1%
Bond loans
426.4 million euros
70.4%
Bilateral long-term
credit lines
1,492.4 million euros
1 The commercial paper is fully hedged with backup lines and untapped credit lines to serve as
collateral for nancing, if subscription or extension of commercial paper appears to be impossible or
only possible to a limited degree.
Hedge ratio (left scale)
Weighted average term of hedges (right scale)
’20
’21
’22
’23
’24
’25
’26
’27
’28
’29
’30
100%
90%
80%
70%
60%
50%
40%
30%
20%
10%
0%
8y
7y
6y
5y
4y
3y
2y
1y
0y
Evolution in hedge ratio
MANAGEMENT OF FINANCIAL RESOURCES
Outstanding consolidated financial debt as at 31.12.2020
Hedges
WDP’s risk policy regarding interest rates, aims to overcome the uctuations in interest
rates as far as possible and to optimise the cost of the debt. This is done through a
centrally managed macro-hedging policy, in which interest derivatives are used solely
for the hedging of nancial debts.
The hedge ratio, which measures the percentage of nancial debt with a xed or
oating interest rate and subsequently hedges this by means of Interest Rate Swaps
(IRS), came to 89.6% as at 31 December 2020.
3
For a consistent debt position this
hedging ratio changes into 82.8% in 2021 and 80.3% in 2022
3
. However, WDP’s result
is still subject to uctuations (see 7. Financial results and property report - Outlook for
a sensitivity analysis with respect to the short-term interest rates).
Covenants and securities
The contractual provisions of the credit facilities generally stipulate that WDP remains
qualied as a regulated real estate company (GVV) in Belgium, including a maximum
gearing ratio of 65%, that there is a minimum Interest Coverage Ratio of 1.5x, that
the value of speculative (i.e. without pre-letting) development projects may amount to
a maximum of 15% of the book value of the portfolio and that the nancial debts at
subsidiary level may amount to a maximum of 30% of the total outstanding nancial
debts. WDP conrms that all of these conditions were met throughout the entire
2020 nancial year. The Interest Coverage Ratio was 4.9x, the rate of speculative
developments was 0.1% at the end of 2020 and the debt at subsidiary level was 4% of
the total outstanding nancial debt.
3 The GVV/SIR’s hedging policy implicitly assumes the long-term maturity of existing interest rate hedges on
the condition that the absolute level of outstanding debt is maintained. See also note 9. Risk factors and
note XIV. Financial instruments.
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Implementation of the financing strategy during 2020
Financing policy in 2020
2020 saw the achievement of a net investment volume of approx. 392 million euros. In
advance, an appropriate nancing strategy was outlined in order to meet the investment
requirements, and to safeguard the solid capital structure of the company.
Thus, the net capital expenditures were nanced with new shareholders’ equity capital
in an amount of approximately 96 million euros (by means of the optional dividend and
the retained earnings) and the balance by means of issuance of new borrowings, which
could also be used to reinforce the buffer of unused credit lines to more than 700 million
euros. This also anticipated the maturity dates for loans in 2021.
The company boosted its nancial resources over 2020 as follows:
◆
Approximately 700 million euros in additional bank nancing from a number of
Belgian and foreign banks, including:
New IFC financing package of 205 million euros
4
WDP and IFC, a member of the World Bank Group, have concluded a new nancing
package of around 205 million euros. This nancing concerns term loans with a
maturity of up to nine years and will be used exclusively to nance the new logistics
projects in Romania that are EDGE
5
certied.
New EBRD financing package of 150 million euros
6
WDP and the European Bank for Reconstruction and Development (EBRD) have
concluded a new nancing package of around 150 million euros. This nancing
concerns a seven-year term loan that will be deployed to fund the existing pre-let
development pipeline and further growth of WDP’s activities in Romania.
◆
Optional dividend of approximately 50 million euros
7
WDP’s shareholders opted for 55.5% of their shares (in line with last year) for a
contribution of dividend rights in exchange for new shares instead of payment of
the dividend in cash. This result led to a capital increase for WDP of approximately
50 million euros through the creation of 2,224,662 new shares, assuming an issue
price of 22.27 euros per share.
◆
Extension of hedges
In 2020, WDP was able to extend a total notional amount of 50 million euros of
hedges maturing in 2022 to 2031 at a lower interest rate. The effect of this extension
is an annual saving of around 0.4 million euros from 2021. This extension was again
effected in a cash-neutral manner, which is to say, without incurring severance
payments or other costs.
Financial risks
In 2020, WDP has again continuously monitored the potential impact of nancial risks
and has taken the necessary measures to manage these risks. These risks include
the counterparty risk (insolvency or credit risk affecting nancial partners), liquidity risk
(non-availability of nancing or very expensive nancing options) and risks related to
interest, budget, agreements and exchange rates.
MANAGEMENT OF FINANCIAL RESOURCES
4 See press release of 22 April 2020.
5 EDGE stands for Excellence in Design for Greater Efciencies and is a certication programme for green
buildings that focuses on resource efciency. EDGE supports developers and builders to quickly and cost-
effectively reduce energy and water consumption or energy absorbed by materials. EDGE certicates are
issued worldwide and are an initiative of IFC, part of the World Bank Group.
6 See press release of 16 July 2020.
7 See press release of 27 May 2020.
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Significant events after the balance sheet date
◆
Capital increase through contribution in kind for 9 million euros
8
At the beginning of 2021, WDP acquired the Sip-Well site in Londerzeel through a
contribution in kind against payment of 348,975 new WDP shares. The transaction
has led to a 9.4 million euros increase in shareholders’ equity.
◆
Capital increase through accelerated private placement for 200 million euros
9
In February 2021, WDP launched a capital increase in cash within the authorised
capital with cancellation of the statutory preferential rights of existing shareholders
(partly in favour of WDP’s current Reference Shareholder, the management body
RTKA, the family company owned by the Jos De Pauw family) and without granting
an irreducible allocation right to existing shareholders. The capital increase was
achieved through an exempt accelerated private placement with international
institutional investors with the composition of an order book (ABB or an accelerated
bookbuild).
The gross amount of this capital increase amounted to 200 million euros via the issue
of 6,837,607 new shares at an issue price of 29.25 euros per share. The 6,837,607
new shares, including the 683,761 new shares related to the pre-allocation to the
Jos De Pauw Family, allocated to an amount of 20 million euros, in accordance with
the xed subscription obligation, which corresponds to approximately 3.91% of the
outstanding capital prior to the capital increase, were placed with qualied and/or
institutional investors at an issue price of 29.25 euros per share. The issue price
represents a discount of 3.3% compared with the last trading price on Wednesday
3 February 2021 of 30.24 euros.
MANAGEMENT OF FINANCIAL RESOURCES
Upon completion of this capital increase and the issuance of 6,837,607 new shares
at a total issue price of 200,000,004.75 euros (specically 7,833,916.07 euros
capital and 192,166,088.68 euros issue premium), the total capital of WDP as at
8 February 2021 amounted to 208,405,199.33 euros, represented by 181,900,449
fully paid ordinary shares.
8 See press release of 14 January 2021.
9 See press releases of 3 and 8 February 2021.
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Geographical breakdown of the fair value of the portfolio
France
2.8%
Germany
0.1%
Luxembourg
1.2%
The Netherlands
48.4%
Romania
16.0%
Belgium
31.6%
Fair value
Review of the consolidated property portfolio
Description of the portfolio as at 31.12.2020
Independent property experts Stadim, JLL, Cushman & Wakeeld, CBRE and BNP
Paribas Real Estate valuated the WDP property portfolio (including Assets held for sale
and excluding solar panels) in accordance with IAS 40 at a fair value
1
of 4,644.1 million
euros on 31 December 2020. The fair value at the end of 2019 amounted to 4,054.8
million euros.
The portfolio breaks down as follows:
Fair value
in euros (x million) Belgium
The
Nederlands France Luxembourg Romania Germany Total
Existing buildings 1,330.8 2,111.6 128.8 49.5 635.7 4.4 4,260.9
Projects under development 101.0 95.6 – 4.2 56.1 – 256.9
Land reserve 18.0 41.5 0.5 – 50.3 – 110.3
Assets held for sale 16.1 – – – – – 16.1
Total 1,465.9 2,248.6 129.3 53.7 742.1 4.4 4,644.1
PROPERTY REPORT
1 The fair value at which the investment property is measured consists of the investment value less
transaction costs. The average theoretical local transaction costs deducted from the investment value are
as follows, by country: Belgium: 2.5%, Netherlands: 8.2%, France: 4.8%, Luxembourg: 7.0%, Germany:
7.5% and Romania: 1.5%.
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Portfolio statistics by country
Belgium
The
Nederlands France Luxembourg Romania Germany Total
Number of lettable sites 78 102 7 3 54 1 245
Gross lettable area (in m²) 1,818,001 2,332,841 191,636 50,119 1,091,813 6,287 5,490,697
Land (in m²) 3,744,282 4,205,958 436,681 83,357 4,688,282 12,291 13,170,851
Fair value (in million euros) 1,465.9 2,248.6 129.3 53.7 742.1 4.4 4,644.1
% of the total fair value 32% 48% 3% 1% 16% 0% 100%
% variation in the fair value 4.8% 5.0% 2.6% 8.6% 0.4% 0.0% 4.2%
Vacancy rate (EPRA)
1,2
2.5% 0.7% 7.2% 1.2% 1.2% 0.0% 1.5%
Average lease length till rst break (in y)
2
4.1 6.2 3.7 9.1 6.7 4.3 5.7
WDP gross initial yield
3
5.9% 5.6% 5.9% 6.0% 7.8% 6.3% 6.1%
Effect of vacancies -0.1% 0.0% -0.4% -0.1% -0.1% 0.0% -0.1%
Adjustments gross to net rental income (EPRA) -0.3% -0.3% -0.2% -0.4% -0.1% -0.2% -0.3%
Adjustments for transfer taxes -0.1% -0.4% -0.3% -0.4% -0.1% -0.4% -0.3%
EPRA net initial yield
1
5.3% 4.9% 5.1% 5.1% 7.5% 5.6% 5.4%
1 Financial performance indicator calculated according to EPRA’s (European Public Real Estate Association)
Best Practices Recommendations. Please see www.epra.com.
2 Excluding solar panels.
Changes in fair value during 2020
In 2020, WDP invested a total amount of 70.3 million euros in new acquisitions. In
addition, 330.4 million euros was spent on the completion of pre-let projects for own
account and investments in the existing portfolio.
The change in the valuation of the investment properties amounted to an additional
+287.9 million euros during 2020 on a portfolio of approximately 4.6 billion euros. The
gross rental yield based on the contractual rent, after the addition of the estimated
market rental value for the unlet parts, amounts to 6.1% at 31 December 2020,
compared to 6.3% at the end of 2019.
PROPERTY REPORT
3 Calculated by dividing the annualised contractual gross (cash) rents and the rental value of the unlet
properties by the fair value. The fair value is the value of the property investments after deduction of
transaction costs (mainly transfer tax).
Value and composition of the rental portfolio
The total surface area comprises 1,317.1 hectares, including 95.6 hectares granted in
concession. The balance of 1,221.5 hectares has a fair value of 1,211.7 million euros
or 26% of the total fair value. This results in an average land value of 99 euros per m²,
excluding transaction costs. This area also includes the land reserves, particularly in
Belgium, the Netherlands and Romania.
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Designated use as at 31.12.2020
Built-up area (in m²)
Estimated rental value
(inmillion euros)
Estimated average rental value
perm² (ineuros) % of total rental value
Warehouses 4,444,335 209.1 47.1 82%
Ofces at warehouses 359,540 29.7 82.6 12%
Miscellaneous (mixed-use, parking and archive spaces) 686,823 17.1 24.9 7%
Total 5,490,697 255.9 46.6 100%
Fair value
31.12.2019
Fair value
31.12.2020
Acquisitions by
means of share
purchases
Sales
Changes in
fair value
during 2020
Acquisitions
New
investments
4,055.0
330.4
70.3 -8.80
197.2
4,644.1
4800
4200
3600
3000
2400
1800
1200
600
in euros (x million)
Initial rental yield (based on the contractual rent plus the rental value of unleased parts)
Initial rental yield (based on contractual rent)
’09
’10
’11
’12
’13
’14
’15
’16
’17
’19
’20
’18
10%
9%
8%
7%
6%
5%
4%
3%
2%
1%
0
Historic gross rental yield of the WDP portfolio
Development of the property portfolio during 2020
PROPERTY REPORT
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Breakdown of property portfolio by
property type (based on fair value
Breakdown of fair value by age
1
Breakdown of total rental value by
intended use
Breakdown of property portfolio by
property quality type (based on fair
value)
81.7% Warehouses
11.6% Offices at warehouses
6.7% Miscellaneous (mixed-use,
parking and archive spaces)
45.1% 0 to 5 years
28.5% 5 to 10 years
13.8% 10 to 15 years
6.6% 15 to 20 years
6.0% older than 20 years
57.7% Class A warehouse
26.1% Class A green
certified warehouse
2
11.3% Class B warehouse
3.1% Class C warehouse
1.8% Other
1 Buildings undergoing signicant
renovations are considered new once
their renovations are complete..
PROPERTY REPORT
53.8% General warehouse
24.2% Big box/XXL (> 50.000 m²)
9.3% Manufacturing
4.2% Cross-dock
3.6% Future redevelopment
3.0% High bay/Multiple floor
1.9% Other
2 Class A green certied warehouse refers to the
class A BREEAM and class A EDGE certied
warehouses within the WDP portfolio.
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Rental situation of the available buildings
The occupancy rate of the WDP portfolio came to 98.6% at 2020 year-end (including
solar panels)
2
. This represents the outcome of WDP’s commercial strategy, which is
aimed at developing long-term relationships with clients and supports the company’s
performance with a high operating margin.
The development of long-term partnerships with clients is further reected in the fact
that the average remaining term of the leases is 6.9 years. Assuming the rst termination
date, the average remaining duration is 5.7 years.
If income from the solar panels
3
is also taken into account, the average remaining
duration until nal maturity is 7.1 years. Assuming the rst termination date, the average
remaining duration is 5.9 years.
The share of the ten most important tenants is 33% and each make use of several WDP
locations.
2 Excluding solar panels, the occupancy rate is 98.5%.
3 See explanatory note XIII. Other tangible fixed assets.
Solar panels
Kuehne + Nagel
Greenyard
Distrilog Group
Carrefour
Ahold Delhaize
CEVA Logistics
DHL Supply Chain
Lidl
Action
6.0%
5.0%
3.7%
3.2%
3.1%
2.7%
2.6%
2.5%
2.3%
2.2%
BE
NL RO
Historical occupancy rate of WDP portfolio (including solar panels)
Top-10 tenants
100.0%
97.5%
95.0%
92.5%
90.0%
87.5%
85.0%
Historical occupancy rate of WDP portfolio
Vacancy due to unleased project developments
’99 ’02’00 ’04 ’06 ’08 ’10 ’12 ’14 ’16 ’18 ’19’01 ’03 ’05 ’07 ’09 ’11 ’13 ’15 ’17 ’20
PROPERTY REPORT
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Rental income expiry dates (until next termination date)
% already extended as at 31.12.2020 (left scale)
% of rental income falling due (including solar power) (left scale)
Average lease duration (until next termination date) (including solar energy)
(right scale)
2021 2022 2023 2024 2025 2026 2027 2028 2029 >2029
40%
35%
30%
25%
20%
15%
10%
5%
0%
8y
7y
6y
5y
4y
3y
2y
1y
0y
Rental income 2020 by end user category
22% Industrial
14% FMCG
13% Retail (Food)
11% Food, fruit & vegetables
9% Retail (Non-Food)
7% Post & parcel delivery
6% Automotive
5% Other
5% Wholesale
5% Healthcare
3% Technology, media & telecom
35
%
end user
65
%
3PL
dedicated e-commerce
10
%
PROPERTY REPORT
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Overview of projects under development
The projected out-of-pocket cost for completion of these projects is estimated
at approx. 541 million euros, approx. 367 million euros of which still remains to be
1 For the redevelopment projects, this does not factor in the value of the redevelopment projects before
the start of the renovation. Taking into account the proportionate share of WDP in the portfolio of WDP
Luxembourg (55%).
invested. WDP expects to achieve a total return on investment of 6.5% (an initial gross
rental yield of approx. 6.0% in Western Europe and 8.5% in Romania).
Country Type
Lettable area
(in m²)
Projected
delivery Pre-leased Tenant
Investment budget
(in million euros)
1
Projected
yield
Asse - Mollem, Zone 5 nr. 191, 192, 320, 321 BE
Redevelopment
3,200 3Q21 100% AMP 2
Courcelles, rue de Liège 25 BE
New development
2,190 2Q21 100% Conway 2
Geel, Hagelberg 12 BE
New development
8,000 1Q22 100% Distrilog 4
Heppignies BE
New development
2,000 1Q22 100% Fully let 5
Heppignies, rue de Capilône 6 BE
New development
13,000 2Q21 100% Trac 5
Lokeren, Industrieterrein E17/4 BE
New development
60,000 3Q21 100% Barry Callebaut 92
Londerzeel, Weversstraat 27-29 BE
Redevelopment
20,000 2Q21 100% Colruyt 9
WDPort of Ghent BE
New development
150,000 1Q23 100% X
2
O Badkamers / Overstock
Home / Overstock Garden
23
BE 258,390 141
Bettembourg (Eurohub Sud 4) LU New development 25,000 2Q21 0% In commercialisation 13
Contern LU New development 15,000 4Q21 60% DB Schenker + in
commercialisation
10
LU 40,000 23
Bleiswijk, Prismalaan West 31 NL
New development
16,400 1Q21 100% Boland 18
Breda NL
New development
31,000 2Q23 100% Lidl 22
Breda NL
New development
13,000 4Q21 100% Fruit and vegetable company 10
De Lier, Jogchem van der Houtweg NL
Redevelopment
83,000 4Q22 100% De Jong Verpakking 54
Den Haag, Westvlietweg NL
Redevelopment
26,000 3Q21 100% CEVA Logistics 19
Dordrecht NL
New development
48,000 1Q21 100% Crocs Europe 56
Heerlen, Argonstraat 10-12 NL
New development
26,000 4Q21 100% CEVA Logistics 15
Ridderkerk, Nieuw Reijerwaard NL
New development
4,500 1Q21 100% Kivits Groep Holding 2
Veghel NL
New development
71,000 2Q23 100% Alloga / Alliance Healthcare 65
NL 318,900 261
Bucharest - Stefanestii de Jos RO
New development
10,000 1Q21 100% Decathlon 5
Bucharest - Stefanestii de Jos RO
New development
22,000 3Q21 100% LPP 10
Bucharest - Stefanestii de Jos RO
New development
15,640 3Q21 100% Eobuwie 8
Cluj RO
New development
2,198 3Q21 100% Fedex 2
Craiova RO
New development
58,000 2Q21 100% Pro 33
Paulesti RO
New development
11,000 1Q21 100% Rosti 7
Roman RO
New development
12,000 3Q21 100% Pro 14
Timisoara RO
New development
57,000 2Q22 100% Pro 38
RO 187,838 116
Total 805,128 96% 541 6.5%
PROPERTY REPORT
WDP
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Strategy
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Key data of the properties
The sites listed in this overview were all inspected during 2020 by the independent
property experts Stadim, JLL, Cushman & Wakeeld, CBRE and BNP Paribas Real
Estate.
Year of
construction
(last
renovation/
expansion)
Lettable
area
(in m²)
Rental
income
2020
Occupancy
rate
1
31.12.2020
Belgium (100% owned by WDP) 1,818,001 73,007,277 97.5%
WDP NV
Aalst, Tragel 47
1998-1999
(2013) 24,990 1,258,430 100%
Aalst, Wijngaardveld 3B 1992 (2005) 17,998 457,772 100%
Aalst, Wijngaardveld 3A 2005 (2015) 4,584 296,142 100%
Aarschot, Nieuwlandlaan B19 2009 8,603 432,064 98%
Asse - Kobbegem, Broekooi 280 1989 12,100 456,215 100%
Asse - Mollem, Z.5 191, 192, 320, 321 1967 (2020) 33,147 1,539,122 98%
Asse - Mollem, Z.5 191, 192, 320, 321 in progress n.r. n.r. n.r.
Asse - Zellik, Z.4 Broekooi 180 1975 (1993) 30,364 405,358 100%
Asse - Zellik, Z.4 Broekooi 290 (building 2) 1995 7,862 456,118 100%
Asse - Zellik, Z.4 Broekooi 295 (building 1) 2017 30,383 1,710,123 100%
Asse - Mollem, Z.5 200 2011 3,287 342,800 100%
Asse - Mollem, Z.5 340 1989 (2005) 5,993 289,974 100%
Asse - Zellik, Z.4 Broekooi 170 2004 13,271 513,146 100%
Asse - Kobbegem, Brusselsesteenweg 347 1993 (2003) 31,083 1,026,100 100%
Beersel - Lot, Heideveld 64 2001 7,275 311,210 100%
Beersel, Stationsstraat 230 2005 5,149 241,030 100%
Beringen - Paal, Industrieweg 135 2002 (2008) 10,626 398,952 100%
Boom, Industrieweg 1C 2000-2001 36,626 1,577,397 88%
Boortmeerbeek, Industrieweg 16 1991 (2011) 26,493 635,382 83%
Bornem, Oude Sluisweg 32 2011 108,905 4,768,710 96%
Bornem, Rijksweg 17 1996 (2004) 11,911 358,024 72%
Bornem, Rijksweg 19 2004 (2013) 22,325 1,143,452 97%
Courcelles, rue de Liège 25 2007 (2013) 30,514 892,137 94%
Courcelles, rue de Liège 25 in progress n.r. n.r. n.r.
Geel, Hagelberg 12 2012 13,465 610,986 100%
Geel, Hagelberg 12 in progress n.r. n.r. n.r.
Geel, Hagelberg 14 2009 24,064 997,599 100%
Genk, Brikkenovenstraat 48 2008 (2010) 35,056 1,493,974 98%
Year of
construction
(last
renovation/
expansion)
Lettable
area
(in m²)
Rental
income
2020
Occupancy
rate
1
31.12.2020
Genk, Brikkenovenstraat 50 2009 19,180 827,378 100%
Gent - Evergem, Amerigo Vespuccistraat 2 2016 (2019) 34,420 1,563,351 100%
Gent - Evergem, Amerigo Vespuccistraat 2B 2017 9,210 417,693 100%
Gent - Evergem, Ferdinand Magellaanstraat in progress n.r. n.r. n.r.
Grimbergen, Eppegemsesteenweg 31
2
1978 (2013) 66,346 1,246,968 97%
Grimbergen, Industrieweg 16 2008 15,409 616,677 100%
Heppignies - Fleurus, rue de Capilône 6 2016 (2019) 47,280 1,449,100 100%
Heppignies - Fleurus, rue de Capilône 6 in progress n.r. n.r. n.r.
Heppignies - Fleurus, rue de Capilône 6C 2020 32,941 945,210 100%
Jumet, Zoning Industriel 2ième rue 1995 (2005) 6,386 247,757 0%
Kontich, Satenrozen 11-13 1985 (2006) 56,725 2,957,387 100%
Kortenberg, A. De Conincklaan 2-4 1997 (2012) 6,182 272,948 100%
Lokeren, bedrijventerrein E17/4 in progress n.r. n.r. n.r.
Londerzeel, Nijverheidsstraat 13 2015 11,506 1,258,981 100%
Londerzeel, Nijverheidsstraat 15 1989 (2013) 18,329 520,041 100%
Londerzeel, Weversstraat 15 2007 11,075 711,825 100%
Londerzeel, Weversstraat 17 2010 7,640 342,922 100%
Londerzeel, Weversstraat 2 2014 16,311 724,526 100%
Londerzeel, Weversstraat 21 1996 6,765 259,943 100%
Londerzeel, Weversstraat 27-29 in progress n.r. n.r. n.r.
Luik - Flémalle, rue de l'Arbre Saint-Michel 99 2011 (2014) 7,877 431,698 100%
Luik - Hermalle-sous-Argenteau,
rue de Trilogiport 27 2016 30,012 713,324 100%
Machelen, Rittwegerlaan 91-93 2001 (2006) 17,282 1,000,000 100%
Mechelen, Zandvoortstraat 3 2005 32,817 1,227,281 100%
Nijvel, chaussée de Namur 66 1974 (2011) 11,201 424,185 98%
Nijvel, rue Buisson aux loups 8 2013 14,557 354,412 100%
Nijvel, rue de l'Industrie 30 1990 (2020) 29,521 1,197,524 100%
Nijvel, rue du Bosquet 12 2007 11,592 464,955 83%
Puurs, Schoonmansveld 1 1994 (2018) 48,704 1,139,697 86%
Rumst - Terhagen, Polder 5 1950s (2007) 30,606 439,448 98%
Sint-Katelijne-Waver, Drevendaal 1 1991 (2007) 20,957 1,029,349 100%
Sint-Katelijne-Waver, Drevendaal 3 1996 (1997) 22,575 1,557,583 100%
Sint-Katelijne-Waver, Fortsesteenweg 19 en 27 2016 27,223 892,472 100%
Sint-Katelijne-Waver, Strijbroek 10 1989 (2007) 2,103 372,133 100%
Ternat, Industrielaan 24 1977 (2010) 26,126 644,012 86%
PROPERTY REPORT
WDP
2020 Annual Report
95
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Year of
construction
(last
renovation/
expansion)
Lettable
area
(in m²)
Rental
income
2020
Occupancy
rate
1
31.12.2020
Tongeren, Heesterveldweg 17A 2019 6,278 336,680 100%
Vilvoorde, Havendoklaan 10 2015 8,200 371,475 94%
Vilvoorde, Havendoklaan 12 1977 (2001) 13,863 897,392 100%
Vilvoorde, Havendoklaan 13 2006 10,606 371,913 96%
Vilvoorde, Havendoklaan 18 1994 (2001) 76,399 4,057,742 100%
Vilvoorde, Havendoklaan 19 2002 (2010) 11,706 572,211 99%
Vilvoorde, Jan Frans Willemsstraat 95 2004 (2006) 11,243 361,654 100%
Vilvoorde, Willem Elsschotstraat 5 1995 (2016) 24,205 824,758 100%
Westerlo - Oevel, Nijverheidsstraat 12 2018 41,150 1,686,153 100%
Willebroek, Koningin Astridlaan 14 2015 1,770 193,989 100%
Willebroek, Koningin Astridlaan 16 2008 (2015) 56,208 2,858,136 100%
Willebroek, Victor Dumonlaan 32 2015 31,195 1,626,099 100%
Willebroek, Victor Dumonlaan 4 1991 (2018) 32,184 1,418,913 100%
Zaventem, Fabriekstraat 13 1984 (1993) 7,854 445,533 100%
Zaventem, Leuvensesteenweg 573 2001 19,148 1,071,404 80%
Zele, Lindestraat 7 2003 (2008) 41,246 1,509,891 99%
Zonhoven, Vogelsancklaan 250 1977 45,735 1,552,959 100%
Zwevegem - Harelbeke, Blokkestraat 101 1980 74,383 1,411,852 100%
Zwijndrecht, Vitshoekstraat 12 2006 (2013) 49,696 1,893,121 100%
Rental income was still received for properties
that were sold in 2020 that will be sold in 2021 or
that were projects in progress at the end of 2020.
n.r. 0 682,400 n.r.
The Netherlands (100% owned by WDP) 2,332,841 110,722,685 99.3%
WDP Nederland N.V.
Alblasserdam, Nieuwland Parc 121 2015 8,707 881,211 100%
Alkmaar, Berenkoog 48 1990 7,872 441,947 100%
Alphen aan den Rijn, Antonie Van
Leeuwenhoekweg 35 2007 (2012) 13,837 613,018 72%
Alphen aan den Rijn, Eikenlaan 32-34 2012 24,429 641,756 83%
Alphen aan den Rijn, H. Kamerlingh Onnesweg 3 1996 (2015) 4,048 212,819 100%
Alphen aan den Rijn, J. Keplerweg 2 2005 16,048 978,396 100%
Amersfoort, Basicweg 1-3 1992 11,679 789,595 100%
Amsterdam, Kaapstadweg 25 2018 15,112 1,300,193 100%
Amsterdam, Maroastraat 81 2008 2,597 886,498 100%
Arnhem, Delta 57 2019 20,687 1,136,627 100%
Barendrecht, Dierensteinweg 30/A 2017 26,034 1,544,598 100%
Year of
construction
(last
renovation/
expansion)
Lettable
area
(in m²)
Rental
income
2020
Occupancy
rate
1
31.12.2020
Barendrecht, Dierensteinweg 30/B 2016 18,899 1,192,230 100%
Barendrecht, Dierensteinweg 30/C1+C2 2018 31,751 1,822,828 100%
Barendrecht, Spoorwegemplacement 1 1995 27,720 377,005 100%
Barneveld, Nijverheidsweg 50-52 1981 (2013) 34,883 2,318,671 100%
Bleiswijk, Brandpuntlaan Zuid 12 2018 12,354 820,926 100%
Bleiswijk, Brandpuntlaan Zuid 14 2018 32,374 1,397,272 100%
Bleiswijk, Prismalaan Oost 17-19 2020 23,420 794,428 83%
Bleiswijk, Prismalaan West 43 2019 10,505 686,124 100%
Bleiswijk, Snelliuslaan 13 2020 17,466 12,272 100%
Bleiswijk, Snelliuslaan 15 2019 9,063 390,946 100%
Bleiswijk, Spectrumlaan 29-31 2018 6,144 414,956 100%
Bleiswijk, Spectrumlaan 31 2018 7,537 477,579 100%
Bleiswijk, Spectrumlaan 7-9 2014 10,678 696,171 100%
Bodegraven, Schumanweg 4 1970 (2003) 6,379 218,246 100%
Breda, Hazeldonk 6462 en 6464 1994 (2006) 37,913 1,188,304 100%
Breda, Heilaartstraat 263 2019 64,915 2,377,408 100%
Breda, IABC 5301 1995 737 328,566 100%
Breda, Kapittelweg 10 2020 25,911 468,048 100%
Breda, Leursebaan 260 2016 16,778 845,129 100%
Breda, Prinsenhil 1-3 1989 16,955 707,345 100%
Den Bosch, Ketelaarskampweg 11 2020 54,282 486,341 95%
De Lier, Jogchem van der Houtweg 20 1979 22,160 660,703 100%
Deventer, Nering Bögelweg 40 2019 25,405 920,119 100%
Drachten, Dopplerlaan 10 2020 28,318 467,544 100%
Duiven, Innovatie 1 1997 (2006) 27,556 1,930,780 100%
Duiven, Typograaf 2 2008 3,558 574,130 100%
Echt - Susteren, Fahrenheitweg 1 2014 131,807 4,203,206 100%
Echt, Fahrenheitweg 24 2018 14,707 636,495 100%
Eindhoven, Achtseweg Noord 20 1994 (2017) 31,381 1,582,489 100%
Eindhoven, Park Forum 1129 2014 20,756 1,384,526 100%
Harderwijk, Archimedesstraat 9 2015 35,019 1,434,191 100%
Hasselt, Hanzeweg 18-22 2018 28,561 646,468 100%
Hasselt, Hanzeweg 21 2015 20,502 872,871 100%
Hasselt, Hanzeweg 29 2015 20,340 212,833 100%
Hasselt, Hanzeweg 31 2015 11,392 700,826 100%
Heerlen, Argonstraat 14-16 2020 26,043 3,040,426 100%
Heerlen, Earl Bakkenstraat 7-15 2017 51,927 0 100%
Heinenoord, Sikkel 11-13 2019 22,126 1,201,171 100%
Helmond, Sojadijk 2 2011 13,025 829,230 100%
PROPERTY REPORT
WDP
2020 Annual Report
96
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Year of
construction
(last
renovation/
expansion)
Lettable
area
(in m²)
Rental
income
2020
Occupancy
rate
1
31.12.2020
Kerkrade, Steenbergstraat 25 2020 26,326 1,362,391 100%
Klundert, Energieweg 4 2018 18,682 933,337 100%
Maastricht, Habitatsingel 59 2020 16,789 1,058,181 100%
Maastricht-Aachen-Beek, Engelandlaan 30 2011 (2012) 25,004 522,687 100%
Moerdijk, Transitoweg 5 2000 42,370 1,621,986 100%
Nieuwegein, Brigadedok 1 2020 16,423 459,644 100%
Nieuwegein, Divisiedok 1 2020 15,105 92,827 100%
Nieuwegein, Inundatiedok 34 2010 (2012) 38,508 2,037,160 100%
Oosterhout, Denariusstraat 15d 2017 11,522 535,222 100%
Oss, Keltenweg 70 2012 17,141 1,299,862 100%
Oss, Menhirweg 15 2010 (2012) 11,074 646,189 100%
Papendrecht, Nieuwland Parc 140 2015 16,866 1,112,654 100%
Raamsdonksveer, Zalmweg 27 1980 (2011) 9,745 307,142 100%
Ridderkerk, Handelsweg 20 en 25 2005 (2008) 43,194 5,925,696 100%
Ridderkerk, Selderijweg 90 2020 21,307 0 100%
Roosendaal, Aanwas 9 2012 9,551 967,823 100%
Roosendaal, Borchwerf 23 1994 16,780 819,307 100%
Rozenburg, Incheonweg 11-13 2018 22,547 2,109,667 100%
Schiphol Logistic Parc, Incheonweg 7 2012 12,574 1,273,969 100%
Schiphol Logistic Parc, Pudongweg 3 2015 16,814 1,490,319 100%
Schiphol Logistic Parc, Pudongweg 1 2020 0 70,960 54%
Schiphol, Folkstoneweg 65 2000 8,845 482,143 100%
Soesterberg, Centurionbaan 2015 7,419 572,814 100%
Tiel, Medel 1A 2014 72,937 3,855,689 100%
Tilburg, Hermesstraat 1 2007 47,962 2,553,519 100%
Tilburg, Marga Klompeweg 11 2000 (2011) 20,717 900,862 100%
Tilburg, Siriusstraat 7-9 2009 17,762 1,260,087 100%
Utrecht, Ruimteweg 1-5 1980 (1998) 15,770 627,477 100%
Utrecht, Rutherfordweg 1 1992 (2011) 12,139 790,159 100%
Veghel, Doornhoek 3765 2006 (2011) 9,820 673,999 100%
Veghel, Eisenhowegweg 15 2017 19,417 1,085,629 100%
Veghel, Kennedylaan 19 2002 (2013) 21,020 1,038,426 100%
Veghel, Kennedylaan 20 2018 12,377 712,593 100%
Veghel, Marshallweg 1 1990 (2017) 46,163 1,444,626 100%
Veghel, Marshallweg 2 2018 16,747 1,058,074 100%
Venlo, Ampèrestraat 7-9 2008 (2012) 32,550 1,482,664 100%
Venlo, Edisonstraat 9 1990 26,135 742,528 100%
Venlo, Logistiekweg 1-3 2017 53,061 2,061,428 100%
Venray, Newtonstraat 8 2013 17,746 662,259 100%
Year of
construction
(last
renovation/
expansion)
Lettable
area
(in m²)
Rental
income
2020
Occupancy
rate
1
31.12.2020
Venray, Wattstraat 2-6 2013 43,226 2,022,636 100%
Voorhout, Loosterweg 33 1987 (2007) 38,578 624,583 100%
Wijchen, Bijsterhuizen 2404 2010 16,260 1,500,670 100%
Zaltbommel, Heksenkamp 7-9 2012 10,620 721,587 100%
Zwolle, Galvaniweg 1 1984 52,634 2,477,276 100%
Zwolle, Lippestraat 15 2009 (2014) 20,109 1,462,190 100%
Zwolle, Mindenstraat 7 2002 (2012) 26,601 1,332,589 100%
Zwolle, Paderbornstraat 21 2015 47,996 2,605,565 100%
Zwolle, Pommerenstraat 2 2019 36,775 1,595,568 100%
Three properties generating rental income
in 2020 have a fair value of less than
2.5 million euros. These are the properties in
Bodegravenat Schumanweg 1C, in Meppel
at Oeverlandenweg 8 and in Zwolle on
Hessenpoort. In addition, rental income was
received for properties that were sold in 2020. n.r. 20,836 982,564 n.r
WDP Development NL N.V.
Bleiswijk, Prismalaan West 31 in progress n.r. n.r. n.r.
Breda in progress n.r. n.r. n.r.
Breda in progress n.r. n.r. n.r.
De Lier, Jogchem van der Houtweg in progress n.r. n.r. n.r.
Den Haag, Westvlietweg 7-8 in progress n.r. n.r. n.r.
Dordrecht in progress n.r. n.r. n.r.
Heerlen, Argonstraat 10-12 in progress n.r. n.r. n.r.
Ridderkerk, Nieuw Reijerwaard in progress n.r. n.r. n.r.
Veghel in progress n.r. n.r. n.r.
France (100% owned by WDP) 191,636 6,855,294 92.8%
WDP France SARL
Lille - Roncq, avenue de l'Europe 17 2003 (2006) 13,251 513,326 95%
Neuville-en-Ferrain, rue de Reckem 33 2006 13,434 516,186 100%
Vendin-le-Vieil, rue Calmette -
rue des frères Lumière 2004 28,177 814,966 91%
Lille - Seclin, rue Marcel Dassault 16B 2008 13,224 544,453 100%
Lille - Libercourt, Zone Industrielle -
le Parc à stock 2008 (2016) 60,393 2,447,601 98%
Labastide-Saint-Pierre, Zac du Grand Sud 2017 43,975 1,326,201 100%
Lille - Templemars, route d'Ennetières 40 1989 (2008) 19,182 692,561 100%
PROPERTY REPORT
WDP
2020 Annual Report
97
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Year of
construction
(last
renovation/
expansion)
Lettable
area
(in m²)
Rental
income
2020
Occupancy
rate
1
31.12.2020
Romania (80% owned by WDP)
1,091,813 37,815,914 98.8%
WDP Romania SRL
Apahida (Cluj), Constructorilor 26, Logistic
Parc 1 Building 1 2017 5,121 226,551 100%
Apahida (Cluj), Constructorilor 33-35, Logistic
Parc 2 Building 1 2018 21,212 936,203 100%
Apahida (Cluj), Industriilor 1A, Logistic Parc 1
Building 4 2018 41,647 1,743,561 100%
Apahida (Cluj), Industriilor 1b-c, Logistic Parc 1
Building 2 2017 (2018) 9,693 441,088 100%
Apahida (Cluj), Industriilor 1c, Logistic Parc 1
Building 3 2018 (2019) 29,633 1,843,683 100%
Apahida (Cluj) in progress n.r. n.r. n.r.
Aricestii Rahtivani (Prahova), Aricestii Rathivani
Village 874, Building 1 2015 7,856 352,982 100%
Aricestii Rahtivani (Prahova), Aricestii Rathivani
Village 874, Building 2 2015 12,397 737,269 100%
Aricestii Rahtivani (Prahova), Aricestii Rathivani
Village 874, Building 3 2018 4,383 313,783 100%
Braila, Zona libera Braila II, Building 1 2015 (2016) 43,987 2,817,765 100%
Brazi-sat Negoiesti (Prahova), Basarab 2,
Building 1 2018 (2019) 35,077 1,340,695 100%
Budesti (Racovita - Valcea), Drumul
Faurecia 1, Building 1 2016 (2018) 17,320 1,223,464 100%
Budesti (Racovita - Valcea), Drumul
Faurecia 1, Building 2 2017 8,034 489,604 100%
Buzau (Buzau), Transilvaniel street, Building 1 2020 40,077 0 100%
Clinceni (Ilfov), Transalkim street 3, Building 1 2015 12,086 528,021 100%
Codlea (Brasov), Vulcanului 33, Building 1 2016 (2018) 25,496 759,824 100%
Craiova (in progress) n.r. n.r. n.r.
Deva (Hunedoara), Building 1 2020 44,874 0 100%
Dragomiresti Vale (Ilfov), Piersicului/D116 1,
Logistic Parc 1 Building 1 2017 (2018) 19,229 855,446 100%
Dragomiresti Vale (Ilfov), Tarla /DE116 63,
Logistic Parc 2 Building 1 2018 23,780 1,340,334 100%
Dragomiresti Vale (Ilfov), Tarla /DE116 63,
Logistic Parc 3 Building 1 2020 10,244 425,788 100%
Year of
construction
(last
renovation/
expansion)
Lettable
area
(in m²)
Rental
income
2020
Occupancy
rate
1
31.12.2020
Dumbravita (Timis), DJ 691, km 7-142 DJ 691,
km, Logistic Parc 1 Building 1 2017 6,025 281,507 100%
Dumbravita (Timis), DJ 691, km 7-142 DJ 691,
km, Logistic Parc 1 Building 2 2018 5,987 278,495 100%
Dumbravita (Timis), DJ 691, km 7-142 DJ 691,
km, Logistic Parc 1 Building 4 2017 8,273 456,006 100%
Dumbravita (Timis), DJ 691, km 7-142 DJ 691,
km, Logistic Parc 2 Building 1 2018 16,165 601,394 100%
Dumbravita (Timis), DJ 691, km 7-142 DJ 691,
km, Logistic Parc 3 Building 1 2009 33,334 1,285,073 100%
Dumbravita (Timis), DJ 691, km 7-142 DJ 691,
km, Logistic Parc 3 Building 3 2008 (2015) 9,488 379,389 98%
Ghimbav (Brasov), DE 301/305, KM 0+500,
Building 1 2018 19,526 390,741 100%
Oarja (Arges), Autostrada A1 KM 102-10,
Building 1 2011 (2017) 16,147 606,633 100%
Oarja (Arges), Autostrada A1 KM 102-10,
Building 2 2011 (2018) 8,762 478,007 100%
Oarja (Arges), Autostrada A1 KM 102-10,
Building 3 2017 (2018) 57,998 2,127,939 100%
Oradea (Bihor), Anghel Saligny 15,Logistic
Parc 1 Building 1 2018 (2019) 7,852 300,506 100%
Oradea (Bihor), Ogorului 214, Logistic Parc 1
Building 2 2018 15,742 1,002,355 100%
Oradea (Bihor), Petre P. Carp 20, Logistic Parc
3 Building 1 2019 34,389 1,139,014 100%
Paulesti (Prahova), Buda 22, Building 1 2018 4,870 249,159 100%
Paulesti (Prahova), Buda 22, Building 2 2019 10,880 93,242 100%
Paulesti (in progress) n.r. n.r. n.r.
Roman (Neamt), Magurei 2, Building 1 2017 (2018) 44,389 1,841,874 100%
Sibiu, Barcelona fn, Building 1 2016 8,247 513,199 100%
Sibiu, Barcelona fn, Building 2 2016 17,457 252,000 100%
Sibiu, Barcelona fn, Building 4 2020 4,509 133,438 100%
Slatina (Olt), Draganesti 35A, Building 1 2019 63,835 1,523,934 100%
Stefanestii de Jos (Ilfov), Sinaia 50, Logistic
Parc 1 Building 1 2017 29,788 1,093,166 100%
Stefanestii de Jos (Ilfov), Sinaia 50B,
Logistic Parc 1 Building 2 2017 (2019) 17,981 1,004,303 63%
Stefanestii de Jos (Ilfov), Sinaia 50B,
Logistic Parc 2 Building 1 2019 59,035 2,057,936 100%
PROPERTY REPORT
WDP
2020 Annual Report
98
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Year of
construction
(last
renovation/
expansion)
Lettable
area
(in m²)
Rental
income
2020
Occupancy
rate
1
31.12.2020
Stefanestii de Jos (Illfov), Sinaia 50B,
Logistic Parc 2 Building 2 2019 21,723 713,557 100%
Stefanestii de Jos (Illfov), Sinaia 8-8a,
Logistic Parc 2 Building 3 (in progress) 25,023 557,811 100%
Stefanestii de Jos (Illfov), Sinaia 8-8a,
Logistic Parc 2 Building 4 (in progress) 61,224 474,199 100%
Stefanestii de Jos (Illfov), Sinaia 8-8a,
Logistic Parc 2 Building 5 (in progress) 9,816 71,826 100%
Stefanestii de Jos (Illfov), Sinaia 8-8a,
Logistic Parc 2 Building 8 (in progress) 8,612 184,390 100%
Stefanestii de Jos (Ilfov) (in progress) n.r. n.r. n.r.
Timisoara (in progress) n.r. n.r. n.r.
Six properties generating rental income in 2020
have a fair value of less than 2.5 million euros.
These are the properties in Codlea (Brasov),
at Vulcanului 33, Building 2; in Dumbravita
(Timis), at DJ 691, km 7-142 DJ 691, km,
Logistic Parc 1 Building 3; in Dumbravita
(Timis), at DJ 691, km 7-142 DJ 691,
km, Logistic Parc 3 Building 2; in Mihail
Kogalniceanu (Constanta), at DN 2A, KM 181,
Building 1 and in Sibiu, at Theodor Mihaly
3-5, Building 3, and Stefanestii de Jos (Illfov),
Sinaia 50B, Logistic Parc 2 Building 6. n.r. 19.560 692.897 n.r.
Luxembourg (55% owned by WDP)³ 50,119 2,043,860 98.8%
WDP Luxembourg SA
Dudelange, Z.A.E. Wolser G, 311-315 (building 1) 2014 14,794 721,562 100%
Dudelange, Z.A.E. Wolser G, 321-325 (building 2) 2018 18,213 966,662 100%
Dudelange, Z.A.E. Wolser G, 331-335 (building 3) 2020 17,112 355,636 97%
Dudelange, Z.A.E. Wolser G, 341-345 (building 4) (in progress) n.r. n.r. n.r.
Contern (in progress) n.r. n.r. n.r.
Year of
construction
(last
renovation/
expansion)
Lettable
area
(in m²)
Rental
income
2020
Occupancy
rate
1
31.12.2020
Germany (50% owned by WDP)
4
6,287 75,973 100.0%
WVI GmbH
Bottrop - Am Rhein-Herne-Kanal 7 1986 (2010) 6,287 75,973 100%
Total 5,490,697 230,521,004 98.5%
1 The occupancy rate is calculated based on the rental values of the leased properties and the non-leased
space. This does not include projects under development and/or renovations.
2 The site in Grimbergen is held in joint ownership with another GVV/SIR, Montea Comm. VA, as an
undivided interest based on a 50-50 split. WDP NV/SA is therefore a co-owner of this site.
3 The gures from WDP Luxembourg SA indicate the proportionate share of WDP in the portfolio (55%).
4 The gures from WVI GmbH indicate the proportionate share of WDP in the portfolio (50%).
PROPERTY REPORT
WDP
2020 Annual Report
99
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Belgium and Luxembourg
Condence in logistics and semi-industrial property remained high and steady with
a record take-up in 2020 of over 1.7 million m
2
and this at the time of the pandemic.
The continuing demand for modern logistics space is supported by players committed
to omni-channel, by the food and pharmaceutical sectors and by the crucial role of
logistics service providers. Furthermore, demand has been further supported by an
increase in temporary and strategic storage capacity to bridge the ongoing supply chain
uncertainty. With a project pipeline that stays away from speculative development, the
vacancy rate fell 100 basis points from 2019 to just 1.25%. Immediately available space
is particularly scarce around Antwerp, Brussels and Liege, at 1.53%, 0.35% and 0.58%
respectively. New developments for 2021, totalling 440,000 m
2
, are also largely pre-let.
The scarcity combined with limited availability of land positions, coupled with strong
demand, will put upward pressure on land prices and rental levels. In the Brussels
periphery, top rental prices rose from 52 euros/m
2
/year to 55 euros/m
2
/year and from
46 euros/m
2
/year to 48 euros/m
2
/year along the A12/E19 motorway. Average rents are
following a similar trend. Backed by sustained interest and an acceleration of several
market trends, initial yields fell to 4.25%.
The Netherlands
Although the pandemic has put pressure on consumer condence and daily spending,
players in the food sector or those using an omni-channel approach have been able to
take advantage of the stay-at-home economy. At the end of 2020, the Dutch statistics
ofce (CBS) saw an increase in online retail sales of over 56% compared to the previous
year. The turnover of the pure e-commerce players increased by just under 45%, and
those who opted for a multi-channel approach could count on as much as 72% in
increased turnover. The continuing growth of online activities also keeps the demand
for logistics real estate high. The total investment volume in logistics real estate will be
over 4 billion euros in 2020, almost 50% higher than the previous record set in 2017.
Strong demand puts further pressure on initial yields to around 3.7%. Falling demand
from the traditional retail and automotive sectors is being absorbed by strong demand
from the e-commerce and food sectors. As a result, the total take-up in 2020 was only
9.2% lower than the previous year.
The trend of locating logistics warehouses closer to major consumption centres is
expected to continue through 2021. Rent levels are driven up in regions with limited
real estate availability, such as in the Eindhoven region, where the vacancy rate in 2020
was barely 1.4%. The average vacancy rate for the Netherlands is 4.7%. Prime yields
are situated in the Netherlands around 3.5%. Future demand will also be driven by
further sustainability of logistics centres. This is evidenced in the increasing interest
in redevelopment, so-called browneld sites. Newly built plots - greeneld sites - may
struggle to obtain a permit because of the stricter nitrogen regulations and the PFAS
regulations.
France
Driven by increasing demand due to e-commerce and urban logistics, real estate
occupancy was up 8% compared to the ten-year average. However, compared to 2019,
the take-up of logistics real estate decreased by 10% to a total of 3.6 million m
2
. The
vacancy rate in France today is 5.7% on average and varies greatly from region to region
(e.g. Lille: 11.4% versus Rhône-Alpes: 1.3%). The most southern and eastern part of
the country, in particular, have to contend with a very limited supply. On a national level,
rental levels per m
2
per annum remain stable with an upward trend in urban logistics, a
trend that is mainly manifested at the microclimate level. In 2020, 4.4 billion euros will
be invested in logistics real estate, a decrease of around 30% compared to 2019 but an
increase of more than 65% compared to the ten-year average. The investment market
for logistics real estate has developed into a mature investment category in recent years
and the continuing demand is no longer in any doubt. In the fourth quarter, a third of the
total investment volume was invested in this sector. Sustained demand is putting initial
yields under pressure. As a result, the prime initial yield fell further to 3.75%.
Germany
The German logistics property market can count on a robust take-up of 6.9 million m
2
,
down just 1% compared to 2019. Demand is dominated by e-tailers with a market share
of 20%, well above the average of the past ve years (13.5%). One third of the total
take-up is realised in the all-time top ve, particularly the regions of Berlin, Düsseldorf,
REVIEW OF THE LOGISTICS PROPERTY MARKET
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Rhine-Main, Hamburg and Munich. Top rents remain stable at around 6.35 euros per m
2
per month, although average rents increased by 4% to 5.16 euros per m
2
per month.
This assumes a slight increase in the future, driven again by limited availability and
greater demand for more sustainable real estate. The imbalance in supply and demand
continues to put pressure on yields: the prime yield now stands at 3.4% compared to
3.6% a year earlier. Due to the continuing demand in the market for sustainable projects
and the increasing scarcity of land, interest in redevelopment is growing here too.
Romania
Despite strong economic growth of 4.2% in 2019, the pandemic caused a contraction
of 5.2%. Nevertheless, the trend that started in 2015 - with an annual average increase
for the industrial and logistics sector of 10% - continues. In 2020, 574,000 m
2
of new
construction developments were completed, mainly in and around Bucharest (65%),
followed by regional developments in major cities such as Deva, Oradea and Sibiu. This
increases the total area of logistics property in Romania to over 5.1 million m
2
. 2020
also saw the highest take-up ever, namely 932,000 m
2
- an increase of 94% compared
to 2019. The vacancy rate in Romania is 6.0% (7.0% in Bucharest), a slight increase
compared to 2019. The average rent per square metre per year is about 3.5-3.9 euros
per month. The prime initial yield remains stable at around 7.5%.
Source: CBS, CBRE, Colliers and WDP Research
REVIEW OF THE LOGISTICS PROPERTY MARKETREVIEW OF THE LOGISTICS PROPERTY MARKET
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The forecasts described below contain the expectations for the 2021 nancial year with
regard to the consolidated EPRA earnings and WDP’s consolidated balance sheet. The
basis for their drafting and preparation is similar to that of the outlook for the 2020 and
2019 nancial years and is in accordance with the WDP’s accounting policy and IFRS.
These forecasts were drawn up on the basis of information available on 31 December
2020. The forecasts with regard to the consolidated balance sheet and the EPRA
Earnings are predictions that will depend on changes in the economy, the nancial
markets and property markets. This prospective information and these forecasts,
opinions and estimates prepared by WDP relating to its currently expected future
performance and the market in which WDP operates do not constitute a commitment
for the company. By their very nature, ‘forward-looking statements’ imply inherent risks,
uncertainties and assumptions (both general and specic), including a risk that these
statements will not prove to be accurate.
Assumptions concerning elements
that WDP cannot influence directly
◆
Inflation: a weighted average ination rate of 1.1% on the indexation of the
leases in 2021, based on the economic consensus expectations as per 31
December 2020.
◆
Interest rates: an average level of one, three and six-month Euribor rates of
-0.56%, -0.54% and -0.52% respectively.
◆
Financial hedging instruments: given their volatility, variations in their market
values were not taken into account. These changes are irrelevant to the
forecasts associated with the EPRA Earnings.
◆
Valuation of real estate portfolio and solar panels: no predictions are made
regarding the variations in the fair value of the real estate portfolio and solar
panels. This would be unreliable and subject to a multitude of external factors
over which the company has no inuence. These variations are also not
relevant to the outlook for EPRA earnings.
◆
External events: It is assumed that no material changes will occur in the
(geo)political and/or economic climate which could have a material impact
on the Group, as well as no serious negative consequences from subsequent
Covid-19 waves and/or lockdowns.
◆
Regulatory and tax framework: it is assumed that no material changes occur
in tax legislation or regulatory requirements that would affect the Group’s
results or its accounting methods.
◆
Risks: the outlook may be affected, inter alia, by market, operational, nancial
and regulatory risks as described in chapter 9. Risk factors.
Assumptions that are within WDP’s direct control
◆
Net rental result: the increase is mainly driven by external growth. The net
investment volume of over 392 million euros achieved in 2020 will largely
contribute to the result during the 2021 nancial year. In addition, as announced,
various pre-leased new construction projects are in execution with gradual
delivery over 2021. As regards organic growth, the indexation of the leases
is taken into account (see above). In 2021, 10% of the contracts will come to
maturity, of which 57% could already be renewed at the time of the publication
of the 2020 results and for which the current rent is therefore known. For the
remaining 43%, rent renewals and/or extensions at comparable rent levels
and after a possible vacancy period are taken into account. WDP is assuming
a minimum average occupancy rate of 97% for 2020, compared to 98.6% at
the end of 2020.
◆
Solar energy revenues: are estimated at around 17 million euros, an increase
driven by the additional PV projects in the Netherlands and Belgium.
◆
Other operating income/expenses: this item includes the net effect of
property taxes, the property management fee charged by WDP as well as
some non-recurring income.
◆
Property costs: these are mainly the net costs (i.e. after any recharges) for
maintenance and repairs, insurance contracts and commission. They have
been estimated for 2021 on the basis of the current portfolio, the expected
investments, and the evolution of the gures from previous nancial years.
◆
General costs: these costs evolve in line with the growth of the portfolio,
where the operational platform is further developed in a cost-efcient manner,
in particular while maintaining the high operating margin above 91% (limited
year-on-year increase given there was a one-off cost of 1.5 million euros
related to digitisation in 2020). These costs include the operating costs of
WDP, mainly salaries, renting ofces, fees to external advisors and costs
related to the stock exchange listing and external communication.
OUTLOOK
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◆
Financial result: the evolution in nancial debt following the investment
programme is assumed. Taking into account the development of short-term
interest rates and a hedge ratio of 90% based on the situation on 31 December
2020, an overall nancing cost of 2.1% is assumed for 2021, which will further
decrease to 1.8%. The assumptions were based on no loans being repaid
prematurely, nor that current IRS contracts will be terminated prematurely.
The total nancial costs were then reduced by capitalised interest included
in the investment cost of the existing project developments at an interest
rate equivalent to the estimated overall nancing cost
1
. The nancial charges
include the recurring cost of concessions in the amount of 2.6 million euros for
the sites for which WDP does not have freehold ownership but holds the land
through a long leasehold.
◆
Taxes: these include the annual corporate income tax and withholding tax on
dividends based on the tax status of each entity. Because of the uncertainty of
the scally transparent status of WDP Nederland, taxes were estimated out of
caution if WDP not could continue to qualify as an FBI. This has an additional
effect of 4 million euros (or 0.02 euros per share)
2
.
◆
Share in the result of joint ventures: this result includes the result of the
Luxembourg joint venture WDP Luxembourg and the German joint venture WVI.
Forecast of consolidated results
Based on the current outlook and the above assumptions, WDP expects EPRA
earnings per share of 1.07 euros (approximately 196 million euros) in 2021
3
, up 7%
from 1.00 euros in 2020 (this includes the number of shares issued through the capital
increase via accelerated private placement in February 2021). Based on the current
prot expectations, WDP intends to pay a gross dividend per share of 0.86 euro for the
nancial year 2021 (payable in 2022), also an increase of 7%.
These forecasts are based on the current knowledge and assessment of the crisis,
albeit subject to the further duration and evolution of the Covid-19 pandemic and the
nature and effectiveness of the corresponding government measures and vaccination
strategy, and except for a severe negative impact caused by future corona waves and/
or lockdowns. Of course, some vigilance is required regarding the generally expected
negative economic impact in the short term.
Consolidated results (analytical schedule)
in euro (x 1.000)
FY 2020
Actual
FY 2021
Budget
Rental income, net of rental-related expenses 228,449 251,339
Indemnication related to early lease terminations
–
220
Income from solar energy
16,472
17,189
Other operating income/costs
-2,218
5,518
Property result 242,703 274,265
Property charges
-8,325
-8,415
General Company expenses
-14,314
-14,704
Operating result (before the result on the portfolio) 220,064 251,147
Financial result (excluding variations in the fair value of the
nancial instruments)
-38,674
-40,554
Taxes on EPRA Earnings
-2,620
-9,802
Deferred taxes on EPRA Earnings
-779
–
Share in the result of associated companies and
joint ventures
1,257
2,847
Minority interests
-4,733
-8,009
EPRA Earnings 174,516 195,629
Weighted average number of shares
173,802,120
182,543,939
EPRA Earnings (per share) 1.00 1.07
Dividend (per share) 0.80 0.86
OUTLOOK
1 For an overview of the projects in progress see chapter 5. Transactions and realisations and chapter 7.
Financial results and property report.
2 As described in chapter 7. Financial results and property report - status regarding policy related to Dutch
REIT-status.
3 These prot forecasts are based on the current situation, barring presently unforeseen circumstances (such
as a substantial deterioration in the economic and nancial climate and/or the demand for logistics real
estate), and a normal number of hours of sunshine.
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Forecast of the consolidated balance sheet
In drawing up the projected balance sheet, account was taken of factors that could
reasonably be estimated. The following assumptions were taken into account:
◆
Assets - real estate portfolio: the investments as mentioned above were
taken into account, namely the implementation of the new development
projects under construction.
◆
Assets - solar panels: fair value valuation, using the same assumptions as
at 31 December 2020, subject to the roll-over of the valuation model by one
year
4
.
◆
Liabilities - equity: factors taken into account are the boost in shareholders’
equity capital via the ABB, the dividend distribution for 2020 in the form of an
optional dividend assuming 50% taken in shares and the EPRA Earnings trend
during the 2021 nancial year.
◆
Liabilities - financial debts: development as a part of the expected investment
volume and the part that is expected to be nanced through equity capital
(by means of, among others, the ABB, the retained earnings and the optional
dividend). A gearing ratio below 50% is expected as of 31 December 2021.
WDP has a buffer of over 700 million euros in long-term unused credit lines
as at 31 December 2020 from which all existing investment commitments and
renancing can be met until at least the end of 2022 (including the proceeds
from the capital increase at the beginning of 2021).
Consolidated balance sheet
in euro (x 1.000)
31.12.2020
Actual
31.12.2021
Budget
Fixed assets 4,728,536 5,120,893
Investment property 4,566,601 4,938,297
Other tangible xed assets (including solar panels) 126,719 130,611
Financial xed assets 6,929 6,929
Other xed assets 3,940 2,640
Participations in associated companies and joint ventures 24,346 42,416
Current assets 61,869 50,545
Assets held for sale
15,543
–
Cash and cash equivalents
11,240
11,240
Other current assets
35,087
39,305
Total assets
4,790,405
5,171,438
Shareholders' equity 2,403,793 2,722,619
Shareholders' equity - Group share 2,353,935 2,650,244
Minority interests
49,858
72,375
Liabilities 2,386,612 2,448,820
Non-current liabilities
1,938,131
2,000,873
Non-current nancial debt
1,740,284
1,790,199
Other non-current liabilities
197,847
210,674
Current liabilities 448,481 447,946
Current nancial debt
379,170
380,068
Other current liabilities
69,311
67,879
Total liabilities 4,790,405 5,171,438
Gearing ratio (proportionate)
46.6%
44.3%
Loan-to-value
45.0%
43.0%
OUTLOOK
4 See also explanatory note XIII. Other tangible fixed assets.
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2019-23 growth plan
Increased ambition
As part of the current 2019-23 growth plan, as of the end of 2020, WDP has identied
a total investment package of 1 billion euros, representing two-thirds of the targeted
cumulative volume of 1.5 billion euros. Therefore, the ambition of an EPRA Earnings per
share of at least 1.15 euros in 2023 is within reach.
Given its deep-rooted positioning within the logistics landscape, supported by robust
foundations, a positive structural tailwind, as well as new opportunities arising from
the Covid-19 crisis, (such as accelerated growth in e-commerce and the additional
investments in omni-channel and resilience of the supply chain), WDP is already
formulating the next step in its continued consistent and protable growth.
The target investment volume in the strategic 2019-23 growth plan will be increased
by 500 million euros to 2.0 billion euros (previously 1.5 billion euros) by the end of
2023 – implying that the envisaged investment will have grown within the balance sheet
and the annualised impact on the EPRA Earnings per share is expected in 2024. This
projected growth is based on an annual portfolio growth of 10% and an annual increase
in EPRA Earnings per share of 6% to a minimum of 1.25 euros in 2024 (previously at
least 1.15 euros in 2023). The dividend is expected to evolve simultaneously by 6% per
annum to 1.00 euro gross per share in 2024.
Logistics market growth opportunities through the acceleration of
structural drivers
A number of fundamental changes and trends have accelerated the importance of the
logistics sector in recent years. Examples include the continued growth in e-commerce,
the demand for food and pharma-related activities, technological progress and
sustainability. Distribution networks were adapted accordingly and the demand for
modern logistics infrastructure was conrmed and even increased. Moreover, the
Covid-19 pandemic and its sudden impact have accelerated these key drivers within
the logistics sector and accentuated the critical role of the logistics sector, reinforcing
WDP’s conviction and long-term vision to invest further. High demand by these sectors
was shown in strong take-up in the user market, despite of Covid-19.
WDP believes that, by means of its commercial platforms and positioning as a developer
and end investor, it can continue to reap the benets of this expected market demand,
which should allow it to grow further and provide service to its clients. WDP believes
that its professional local teams and in-house know-how contribute to consistent and
sustainable growth. Moreover, the market share in existing markets is still relatively low
(estimated at around 9% in the Benelux, limited in France and around 21% in Romania).
The investment market for logistics real estate has developed into a mature market
in recent years due to growing interest in logistics real estate. This is clearly visible
in the downward pressure on initial yields. In addition, there is strong demand and a
scarcity of land. Most challenging in respect to growth is the acquisition of land reserve,
as well as maintaining the protability of the projects, taking into account the highly
competitive environment, driven by the accelerated attraction of logistics combined
with an extremely low interest rate.
More than ever, this requires a creative approach and WDP can see several trends
developing. The limited availability of land implies a focus shift towards redevelopment
locations (brownelds). The increasing costs for the development land, force real estate
players to create efcient solutions that decrease the buildings’ footprint, for example
multi-layer development.
OUTLOOK
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Sensitivity
The following table provides a non-exhaustive overview of external and internal factors
which have an inuence on the key parameters of the company, namely the EPRA
Earnings, the gearing ratio and shareholders’ equity.
Sensitivity analysis based on the consolidated figures as at 31.12.2020
∆ Inflation (in %) -1.0% -0.5% 0.0% 0.5% 1.0%
∆ EPRA Earnings (in million euros) -2.6 -1.3 – 1.3 2.6
∆ Occupancy rate (in %) -1.0% -0.5% 0.0% 0.5% 1.0%
∆ EPRA Earnings (in million euros) -2.9 -1.4 – 1.4 2.9
∆ Euribor (in %) -1.0% -0.5% 0.0% 0.5% 1.0%
∆ EPRA Earnings (in million euros) – – – -1.1 -2.2
∆ Fair value of investment properties
(in %) -5.0% -2.5% 0.0% 2.5% 5.0%
∆ Gearing ratio (in %) 2.4% 1.1% – -1.1% -2.1%
∆ Investments (in million euros) -100 -50 0 50 100
∆ Gearing ratio (in %) -1.1% -0.6% – 0.5% 1.1%
∆ Fair value of investment properties
(in %) -5.0% -2.5% 0.0% 2.5% 5.0%
∆ Fair value of investment properties
and shareholders’ equity (in million
euros) -232.2 -116.1 – 116.1 232.2
∆ Interest rates (in %) -0.50% -0.25% 0.0% 0.25% 0.50%
∆ Fair value of hedging instruments and
shareholders’ equity (in million euros) -46.5 -23.0 – 22.5 44.5
OUTLOOK
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Strategy
This is WDP
WDP's marketing strategy has increasingly focused on digital applications. New
building projects are displayed to the customer using realistic 3D animations. And a
standard WDP warehouse is presented in WDP Xplore, a ground-breaking 360° virtual
tool that enables clients to walk through a digital distribution centre.
Unique experience
WDP Xplore is a unique experience. It gives interested clients a virtual tour via their PC
or tablet screen. The interior and exterior of the warehouse, its technical specications,
sustainability benets, etc. - all of this information comes to life in a hyper-realistic
digital environment.
This innovative tool provides ready-made answers to any questions a client may have.
Where are the loading docks and automatic gates? Is there enough light, what about
the insulation and the renewable energy specications?
WDP Xplore is a new,
digital total experience
that provides answers
to concrete questions.
It stands for next
generation marketing,
focused on each
client’s needs and
brought to life in a 360°
virtual environment.
Norbert Padt - WDP Group Marketing Manager
WDP Xplore
Digital marketing
“
Hotspots
Hotspots on various facilities - such as walls, oors and technical installations - allow
clients to zoom in on all the specications. Green hotspots also focus on sustainability
aspects: LED lighting, energy monitoring and more.
WDP Xplore is symbolic of a new generation of customer-oriented marketing. No dull
brochures packed with boring gures, but an integral experience that clearly visualises
the service and the product. Tailored to each client's needs. And with additional photo
material and background information on reference projects.
videolink
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“
With mutual respect,
integrity and ethics
Code of Conduct
8. CORPORATE GOVERNANCE STATEMENT
Clear principles
#SpeakUp
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Diversity beyond gender
5
2 7
0
20%
60 %
40%
80%
100%
Expertise Expertise
Board of Directors
WDP governance structure
Objectives in 2020
♦
Attendance rate Board of
Directors 98%
♦
New remuneration policy
approved by the shareholders
on 29 April 2020
♦
Intense interaction between
the Board of Directors and
the Management Committee
including during times of
Covid-19
Age Age
7
4
50+
years
50+
years
40-49
years
40-49
years
30-39
years
30-39
years
< 30
years
Duration of mandates
3
+12 years9-12
years
2 0
5-8 years
2
0-4 years
Corporate governance
(Corporate) Finance
Risk
Audit
International experience
Innovation
Real Estate
Sales & marketing
ESG/Sustainability
Logistics
REIT
Co-CEOs
2 people
Country Managers
3 people
CFO
1 person
CTO
1 person
Supported by
Shared Services
Board of Directors Management Committee
0
2
1
0
0
< 30
years
0
Managing Directors
Nomination
Committee
Remuneration
Committee
Audit Committee
Risk Manager
Compliance Manager
Internal Auditor
ESG Committee
Management Committee
3
4
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This is WDP
Governance principles
Since its foundation, WDP has prioritised honest and proper business practices, always
based on our core values. WDP strives to meet the highest of standards in the area
of corporate governance, out of a rm belief that this contributes to the long-term
success of the Company and to protecting the interests of all stakeholders. The Board
of Directors monitors to ensure that the corporate governance principles and processes
developed for this purpose are suitable for the Company and meet the applicable
corporate governance rules or standards at all times.
Our governance principles and processes are reected in our Corporate Governance
Charter, our Code of Ethics and the Dealing Code. They are available on our website.
Reference Code |
2020 Corporate Governance Code
In accordance with Article 3:6 (§2) CCA and the Royal Decree of 12 May 2019 indicating
the mandatory corporate governance code for listed companies, WDP applies the 2020
Belgian Corporate Governance Code (2020 Code), taking into account the special
circumstances related to the GVV/SIR legislation. The 2020 Code is available online at
www.corporategovernancecommittee.be.
The 2020 Code applies the comply or explain principle, meaning that any deviations
from the recommendations must be justied. As at the date of this Annual Report,
WDP is in compliance with the provisions of the 2020 Code, except for the following
principles:
Principles 3.19 to 3.21 of the 2020 Code cover the appointment of secretaries in the
Company.
EXPLAIN | Given the rather small size of the Board of Directors, and to use the strengths
within the Company with maximum efciency, for the time being the Board of Directors
has opted not to assign the position of secretary to one specic person. At WDP, the
function of secretary is performed by the CFO, who is also present at the Board of
Directors meetings, and the General Counsel, both of whom have the necessary skills
and knowledge with regard to management issues:
♦
supporting the Board of Directors and its committees in all governance matters;
♦
preparing the Corporate Governance Charter and Corporate Governance Statement;
♦
ensuring a proper ow of information within the Board of Directors and its committees
and between the executive management and the non-executive directors;
♦
accurately recording the essence of the discussions and decisions in the board
meetings in the minutes; and
♦
facilitating initial training and supporting professional development where necessary.
Each director may contact the CFO or General Counsel individually.
External regulations
♦
Code of Companies and
Associations
♦
GVV/SIR legislation
♦
Euronext Rulebook
♦
2020 Corporate Governance Code
♦
IFRS
♦
EU accounting regulations
♦
EU Market Abuse Regulation
Internal Policies
♦
Articles of Association
♦
Corporate Governance Charter
♦
Dealing Code
♦
Employee Code of Conduct
and Supplier Code of Conduct
♦
Remuneration Policy
♦
Code of Ethics
♦
Grievance Mechanism
CORPORATE GOVERNANCE STATEMENT
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Principle 7.6 of the 2020 Code states that non-executive directors should receive
part of their remuneration in the form of shares in the Company.
EXPLAIN | WDP deviates from this principle and does not provide remuneration in
shares to non-executive directors. Taking into account the current remuneration
amounts and the independent nature of the non-executive directors, WDP is of the
view that providing part of the remuneration in shares would not necessarily contribute
to the objective of the 2020 Code to have these directors act with the perspective of
a long-term shareholder. As a GVV/REIT, WDP strives for a robust prot and dividend
per share, in line with the perspective of a long-term shareholder. Since its listing in
1999, WDP has focused on creating stable cashows over the long term which, in
combination with its high disbursement obligation as a GVV/REIT, makes WDP a fully
edged, protable and liquid alternative to direct investments in properties based on
rental income. This is the basis of its strategy, as determined by the Board of Directors,
which is also clearly reected in its strategic operational and ESG growth plan.
The remuneration report included in this Corporate Governance Statement gives an
overview of the total remuneration for the non-executive directors.
Principle 7.9 of the 2020 Code states that the Board of Directors must set a minimum
threshold for shareholdings of members of the Management Committee.
EXPLAIN | WDP deviates from this principle and does not set any explicit minimum
threshold for WDP shareholdings for Management Committee members. As a GVV/REIT,
WDP strives for a robust prot and dividend per share, in line with the perspective
of a long-term shareholder. Since its listing in 1999, WDP has focused on creating
stable cashows over the long term which, in combination with its high disbursement
obligation as a GVV/REIT, makes WDP a fully edged, protable and liquid alternative to
direct investments in properties based on rental income. This is the basis of its strategy,
as determined by the Board of Directors, which is also clearly reected in its strategic
operational and ESG growth plan. It is this strategy that Management Committee
members must roll out operationally. WDP therefore believes that its remuneration
policy establishes a clear link with the creation of stable long-term cashows and thus
ensures that Management Committee members act from the perspective of a long-term
shareholder. WDP does in fact encourage Management Committee members to accrue
and hold shares in WDP. Both CEOs have now each accrued shareholdings of this kind
themselves.
The remuneration report in this Corporate Governance Statement gives an overview
of the shareholdings that the Management Committee members have in their own
portfolios. Thus, this is a self-accrued stake in the Company.
CORPORATE GOVERNANCE STATEMENT
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Board of Directors
Situation as of 1 October 2019
On 1 October 2019, after the conversion of WDP from a partnership limited by shares
managed by a statutory manager into a public limited Company, the directors were
appointed for the rst time in WDP NV, which is legally a different entity.
However, this appointment took into account the terms of these directors on the Board
of Directors of the former statutory manager of WDP, in the sense that:
♦
they were appointed for the remaining period of their term with the former statutory
manager; and
♦
in drawing up their status as an independent director (Article 7:87 CCA), they also
took into account the terms they had as independent and/or non-executive director
with the former statutory manager.
Membership
Principles
The WDP Articles of Association state that the Company must be run by a Board of
Directors consisting of at least 3 directors appointed by the General Meeting for up to
four years. The majority of the Board of Directors consists of non-executive directors;
it also has a suitable number of independent directors. The Articles of Association
stipulate, in accordance with the 2020 Code, that at least three directors have the status
of independent director in accordance with the criteria described in the 2020 Code and
this CG Charter. Moreover, WDP strives for the majority of the Board of Directors to be
independent.
The membership of the Board of Directors enables management of WDP in accordance
with its Articles of Association and its permitted activities (as described in Article 4 of
the GVV/SIR Act).
Members of the Board of Directors must meet the requirements set on the GVV/SIR
under the applicable law, including membership exclusively comprising natural persons
that meet the requirements of Articles 14 and 15 of the GVV/SIR Act (t-and-proper test
for directors).
The membership of the Board of Directors as a whole must provide a combination
of experience, knowledge and skills from individual members that enables optimal
fullment of the role of the Board of Directors. Thus, on the whole, the Board of Directors
must offer at least the following characteristics:
♦
a proper balance in terms of knowledge, competencies and experience, beginning
with the requirements for doing business efciently in the markets where the
Company operates;
♦
its members must ensure that it functions as an agile and effective body at all times,
driven by an entrepreneurial spirit;
♦
in decisions regarding its membership, the Board of Directors also strives to achieve
diversity (in terms of gender, age and nationality) as well as to minimise present or
future conicts of interest between members and the WDP Group (legal, business,
economic and ethical conicts of interest).
The Corporate Governance Charter also sets out the specic qualitative requirements
on individual members, including an independent and enterprising personality, an
impeccable reputation and proper business ethics.
Moreover, the following principles must also be applied:
♦
conformity with diversity requirements (Article 3:6 CCA);
♦
conformity with specic gender diversity requirements (Article 7:86 CCA);
♦
application of the dened age limit of 70 years, in that the term of a director shall
end on conclusion of the annual meeting in the year in which the director turns 70
years of age, unless the Board of Directors resolves otherwise at the proposal of the
Nomination Committee;
♦
for the non-executive directors: up to 5 appointments as director of a listed
Company, subject to approval from the Board of Directors (with application of the
comply or explain principle).
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
112
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Binding nomination right
The articles of association of WDP provide for a binding nomination right for any natural
person, legal entity or Company (with or without legal personality) that individually and
directly holds at least 10% of the shares in the Company, under specic conditions as
described in Article 15 of the Articles of Association of WDP NV.
By virtue of this binding nomination right, Tony De Pauw was appointed by the
Extraordinary General Meeting of WDP of 11 September 2019 as a director of WDP,
effective as at 1 October 2019 at the proposal of the current Reference Shareholder of
the Company, the management body RTKA. As at the date of this Annual Report, Tony
De Pauw is the only director appointed based on this binding nomination.
Membership of the Board of Directors as at 31 December 2020
The Board of Directors comprises 7 members (natural persons):
♦
2 executive directors, one of whom has been nominated by the Reference
Shareholder (the management body RTKA): Tony De Pauw; and
♦
5 non-executive directors, 4 of which are independent directors in the sense of
Article 7:87 (§1) CCA.
Frank Meysman’s mandate as non-executive director will come to an end at the 2021
General Meeting. The Board of Directors, on the advice of the Nomination Committee,
will propose at its General Meeting of 28 April 2021 the mandate of Frank Meysman be
renewed as non-executive director for a period of one year.
In view of Frank Meysman’s extensive knowledge, his international experience and his
consistently constructive and well-reasoned contributions to the meeting, the Board of
Directors believes that this reappointment supports the well-functioning of the Board of
Directors. The period of one year also takes into account the age limit stipulated in the
Corporate Governance Charter.
If approved, his mandate will run until 27 April 2022 and he will also remain chairman of
the Remuneration Committee during this period.
Directors
Name Capacity Independent
First appointment at
WDP Comm. VA
First appointment at
WDP NV End of term
Board of Directors
Attendance
Rik Vandenberghe Non-executive director
◆
April 2019 October 2019 April 2023 26/26
Frank Meysman Non-executive director April 2006 October 2019 April 2021 26/26
Anne Leclercq Non-executive director
◆
April 2015 October 2019 April 2022 26/26
Cynthia Van Hulle Non-executive director
◆
February 2015 October 2019 April 2022 26/26
Jürgen Ingels Non-executive director
◆
April 2018 October 2019 April 2022 26/26
Tony De Pauw Executive director May 1999 October 2019 April 2023 23/26
Joost Uwents Executive director April 2002 October 2019 April 2022 26/26
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
113
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
has been the independent, non-executive chair of the Board
of Directors of WDP since April 2019. He holds a Commercial
Engineering diploma from the Catholic University of Leuven.
He has been the CEO of Besix since April 2017. The Besix
Group is a leading, multidisciplinary construction and property
Company with operations in twenty-ve countries, spanning
ve continents. Rik Vandenberghe started his career in the
banking sector, working at ING for thirty years, where he held
numerous leadership roles and, as CEO of ING Luxembourg
and ING Belgium, enjoyed close working relationships with
key actors in the real estate market and garnered extensive
international experience. At ING Belgium, he headed the Real
Estate & Development Financing department (1991-97), a
department that also fell under his broader responsibilities
until 2007. As CEO, he also formed part of the Risk
Committee of ING Luxembourg (2007-13) and the Market
Risk Committee of ING Belgium (2013-17). His experience as
president of companies like Febeln and Besix Group and
ING subsidiaries and his knowledge of real estate, nance
and securities markets, coupled with his entrepreneurial spirit
and keen eye for innovation support the management of WDP
and the further growth of the Company.
Other active terms
on 31 December 2020
Listed companies
–
Non-listed companies
Besix Group
BESIX Infra
BESIX Park
BESIX Real Estate Development
BESIX
Besix Stay (chair)
Entreprises Jacques Delens
Les News 24
Olympic Invest
Van den Berg
Vanhout
Watpac
Compagnie Belge de Bâtiment
(chair)
Six Construct
Terms ending on 31 December
2020, but held in the period from
2015 onwards
ING Bank Belgium
ING Luxembourg
Établissements Jean Wust
Febeln
Franki Foundations Belgium
LUX T.P.
Olympiades Brussels Hotel
Socogetra
WDP shareholdings
10,000
has been an independent non-executive director since April
2015. She studied law at the Catholic University of Leuven
and also attained a diploma from the Kellogg School of
Management and an MBA from the Vlerick Business School.
After a career at various banks, she was afliated with the
Belgian Debt Agency from 1998 onwards, where she was
Director of Treasury and Capital Markets. In addition to her
general management experience, in this role she also gained
key insights and expertise in efcient nancial management
(debt capital markets), which provides substantial added
value to the nancing policy of WDP. In addition, she has
served in various roles in supranational institutions such as
the IMF, the World Bank and the OECD.
Other active terms
on 31 December 2020
Listed companies
–
Non-listed companies
Argenta Bank- en Verzekeringsgroep
Argenta Assuranties
Argenta Spaarbank
Fluxys Belgium
Catholic University of Leuven (audit
committee chair)
University Hospital of Leuven (audit
committee chair)
LRD (audit committee chair)
Plexus
Z.org Leuven (audit committee chair)
Terms ending on 31 December 2020,
but held in the period from 2015
onwards
–
WDP shareholdings
0
Rik Vandenberghe
Born in 1961
Kipdorpvest 60,
B-2000 Antwerp
Anne Leclercq
Born in 1956
Herhout 62,
B-1570 Tollembeekm
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
114
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Cynthia Van Hulle
Born in 1956
Heikant 22,
B-9190 Stekene
Frank Meysman
Born in 1952
Drielindenbaan 66,
B-1785 Merchtem
has been a non-executive director since 2006 (until April
2018 he was also an independent director and until 2016 he
held this appointment at M.O.S.T. BV, of which he himself
was the permanent representative). Frank Meysman offers
ample knowledge and international experience (such as in
the Netherlands). He has expertise in the area of marketing
and can support WDP’s focus on the customer.
He has held top positions in international enterprises such
as Procter & Gamble, Douwe Egberts and Sara Lee.
Other active terms
on 31 December 2020
Listed companies
Spadel (chair)
Non-listed companies
Terhills
Terms ending on 31 December
2020, but held in the period from
2015 onwards
Grontmij (chair)
Betafence (chair)
JBC (chair)
Thomas Cook Group (chair)
Picanol
WDP shareholdings
12,194
has been an independent non-executive director since February
2015. She earned her doctorate in Applied Economic Sciences at
the Catholic University of Leuven where she is a professor at the
Faculty of Economics and Business Studies. She had previously
studied at Yale University and at the University of Chicago and
taught at the University of Columbia. In addition, she has held the
Francqui chair at the University of Ghent.
Key areas of expertise in her academic work include corporate
nance, restructuring and governance issues. She brings
thorough knowledge of accounting and auditing to the table.
Other active terms
on 31 December 2020
Listed companies
Miko (audit committee chair)
Non-listed companies
Argen-Co
Argenta Bank- en Verzekeringsgroep
Argenta Assuranties
Argenta Spaarbank
Terms ending on 31 December
2020, but held in the period from
2015 onwards
–
WDP shareholdings
0
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
115
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
has been an independent non-executive director since April
2018. He holds a Master’s in Political and Social Sciences
and an MBA from the University of Antwerp.
His expertise in nancial technology, digital innovation and
technology in the broader sense contributes to the growth
and future-proong of Company.
Other active terms
on 31 December 2020
Listed companies
Materialise
Uniedpost Group
Non-listed companies
SmartFin Capital
Willemen Groep
Ghelamco
GS Pledge Co
Itineris
Itiviti AB
Bright Analytics
NG Data
Projective
Pay-Nxt
The Glue
Vavato
Mensura
Maria DB
Startups.be / Scaleups.eu
Akinon
Deliverect
Terms ending on 31 December
2020, but held in the period from
2015 onwards
B_Hive Europe
Trendminer
Option
Clear2Pay
NG Data Europe
Newtec
Silvern
Exellys
Finsight Solutions
Innovis
WDP shareholdings
0
has been executive director and CEO since 1999 and
represents the Reference Shareholder, the Jos De Pauw
family (via the family management body RTKA).
His vast experience and expertise in investing in and
managing (logistics) real estate and the sector as a whole go
hand in hand with his entrepreneurship.
Other active terms
on 31 December 2020
Listed companies
–
Non-listed companies
VBO (Strategy Committee member)
Le Concert Olympique
Terms ending on 31 December
2020, but held in the period from
2015 onwards
Ensemble Leporello
WDP shareholdings
71,900
Jürgen Ingels
Born in 1971
Clemenceaustraat 177A,
B-2860 Sint Katelijne Waver
Tony De Pauw
Born in 1954
Ganzenbos 5,
B-1730 Asse
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
116
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Joost Uwents
Born in 1969
Hillarestraat 4A,
B-9160 Lokeren
Board of
Directors
Audit
Committee
Nomination
Committee
Remuneration
Committee
Rik Vandenberghe
◆ ◆ ◆ ◆
Frank Meysman
◆ ◆ ◆ ◆
Anne Leclercq
◆ ◆ ◆ ◆
Cynthia Van Hulle
◆ ◆ ◆ ◆
Jürgen Ingels
◆ ◆ ◆ ◆
Tony De Pauw
◆ ◆
Joost Uwents
◆ ◆
◆
President
◆
Member
has been a director since 2002 and executive director and
CEO since 2010. He is a commercial engineer and holds an
MBA.
His banking background gives him strong knowledge of real
estate and nance. Before his appointment as CEO, he was
CFO of WDP for ten years. He has built up expertise in the
logistics and supply chain sector. Together with its drive for
innovation this expertise supports the expansion of WDP’s
sustainability strategy.
Other active terms
on 31 December 2020
Listed companies
Xior Student Housing
Uniedpost Group
Non-listed companies
Logistics in Wallonia
EPRA (Advisory Board member)
Terms ending on 31 December 2020,
but held in the period from 2015
onwards
–
WDP shareholdings
168,244
Board of Directors and committees
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
117
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Roles and responsibilities of the Board of Directors
The WDP Board of Directors is authorised to perform all activities that are necessary or
useful for achieving the object of the Company, with the exception of activities legally
falling to the General Meeting.
The Board of Directors sets the strategy and core values of WDP, decides on investments
and the nancing strategy and monitors the quality of the management.
It prepares the WDP nancial statements as well as the annual report (including
Corporate Governance Statement and remuneration report) and convenes the General
Meetings of the Company. The Board of Directors decides on the use of the authorised
capital.
Moreover, it is the Board of Directors that decides on the structure of the management
of WDP and the powers individually or collectively conferred on the CEOs and/or other
Management Committee members.
Finally, the Board of Directors is the body responsible for facilitating effective dialogue
with shareholders by means of, for example, transparent communication in press
releases, the annual report and other channels.
The Board of Directors, acting as a collegial body, represents the Company in all judicial
and extra-judicial acts. The Company is legally represented by two directors acting
jointly in all judicial and extra-judicial acts.
The Board of Directors has delegated the day-to-day management to both CEOs, each
of whom may act alone, within the meaning of Article 7:121 CCA. The Company may
also be represented by a special proxy.
Functioning of the Board of Directors
The Board of Directors meets at least six times a year at the invitation of the chair. The
meeting times are set in advance for the entire year to minimise absences. Additional
meetings will also be called whenever the interests of the Company so require or when
at least two directors so request.
At least once every three years, the Board of Directors will evaluate the governance
structure it has chosen to determine whether it is still suitable, and if not, it will propose
a new governance structure to the General Meeting.
In addition, the non-executive directors meet at least once a year in the absence of the
CEOs and the other members of the Management Committee.
The CEOs inform the chairman of the Board of Directors of the progress of all matters
and les that fall under the competence of the Board of Directors. The chairman sets
the agenda of the meetings in consultation with both CEOs. The agenda contains a
xed list of items to be discussed, which are thoroughly prepared and documented so
that all directors have the same information in good time.
With regard to decision-making, the WDP Articles of Association specify the following:
♦
deliberations and decisions of the Board of Directors are only valid if the majority of
the members are present or represented;
♦
decisions are made by a simple majority of votes;
♦
any director who is unable to attend or is absent may designate another member
of the Board of Directors to represent him at a specic meeting of the Board of
Directors and to legally vote on his or her behalf;
♦
decisions by the Board of Directors can be made upon unanimous written agreement
from the directors.
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
118
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
The decisions made by the Board of Directors are minuted and the minutes are
incorporated in a specially designated register, which is maintained at the Company’s
registered ofce. The minutes of the meetings of the Board of Directors are signed by
the chair and members of the Board of Directors that request such.
Activity report of the Board of Directors
The Board of Directors met 26 times during the 2020 business year, mainly to discuss
the following items:
♦
operating and nancial reporting;
♦
communications policy;
♦
strategy and investment policy;
♦
nancing policy;
♦
composition and evaluation of the Board of Directors;
♦
analysis and approval of the 2021 budget and update of the 5 year business plan;
♦
ESG strategy of WDP and follow-up of the ESG Roadmap developed for this
purpose;
♦
analysis and approval of investment, divestment and development les;
♦
analysis and approval of major credit agreements such as with the European Bank
For Reconstruction and Development (EBRD) and International Finance Corporation
(IFC) respectively as lenders;
♦
digitisation and corporate processes;
♦
to analyse, evaluate and take certain actions with respect to specic risks such as
the Covid-19 pandemic and the regulatory risk surrounding the FBI statute;
♦
approval of the proposal for a new remuneration policy in line with the current
growth plan;
♦
drafting the special reports of the Board of Directors related to the contribution in
kind for a claim (in the context of the optional dividend);
♦
completion of the aforementioned transactions and calculation of the resulting
capital increase within the authorised capital;
♦
approval of the transfer of the shares of WDP Luxembourg S.A. and WDP Romania
Sàrl to WDP Invest NV; and
♦
drafting and approval of the 2019 Universal Registration Document.
Nomination procedure
The General Meeting nominates the directors, which it selects from the candidates
proposed by the Board of Directors, on the recommendation of the Nomination
Committee and with prior approval of the nomination(s) by the FSMA as required under
GVV/SIR legislation. Where applicable, the binding nomination right of the Reference
Shareholder shall be applied in the nomination (as per Article 15 of the WDP Articles of
Association).
The selection of a new director is based on a professional, objective selection process.
For each nomination to the Board of Directors, an evaluation is made of the
competencies, knowledge and experience already present or required. This evaluation
is initiated by the Nomination Committee in collaboration with the chair of the Board of
Directors and the Remuneration Committee.
In light of this evaluation, a description of the required role, competencies, knowledge
and experience is drawn up. Based on this prole, the Nomination Committee searches
for candidates who have the required competencies. The Nomination Committee
then checks the curriculum vitae and references of the candidates. The nal list of
candidates is drawn up taking into account the relevance of their references, and for
those candidates who are already directors, an evaluation of their performance. For
non-executive directors, the number and importance of their other commitments is also
taken into account. After the candidates have been identied, they meet individually
with the chairman of the Board of Directors as well as one or more members of the
Nomination Committee, if necessary. In any case, the candidates on the nal list are
screened by an independent recruitment agency (head-hunter) and, if necessary, an
assessment is organised to provide additional screening of the competencies of the
candidates.
After the aforementioned procedure, and based on the recommendations of the
Nomination Committee, the chairman of the Board of Directors presents a list of
candidates for the position of WDP director to the Board of Directors for analysis and
approval.
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
119
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Following the decision of the Board of Directors, the nomination of the selected
candidate is submitted for the approval of the General Meeting. This proposal is
accompanied by a recommendation by the Board of Directors and mentions the
proposed term of appointment as well as the relevant information concerning the
professional qualications of the candidate, together with a list of the positions that the
candidate already holds.
For the sake of clarity, the foregoing procedure also applies in the event of a
reappointment of a director.
As soon as a director vacancy arises, a new director is co-opted as soon as possible
and/or desired. The next General Meeting must conrm the appointment of the co-
opted director.
Chairman of the Board of Directors
The chairman is appointed from the members of the Board of Directors. He is a person
recognised for his professionalism, independence of mind, coaching skills, ability to
reach consensus, and communication and meeting management skills.
The chairman is responsible for running and monitoring the progress of the meeting
of the Board of Directors. The role of chairman of the Board of Directors and of CEO
cannot be performed by the same person.
The chair is responsible for the quality and continuity of the Board of Directors,
ensures effective communication with shareholders and acts as an intermediary
between the Board of Directors and the members of the Management Committee,
while accomplishing professional and constructive interaction between the Board of
Directors and the Management Committee.
Evaluation
At least once every three years, the Board of Directors evaluates its own performance,
its interaction with the Management Committee and its members, as well as its size,
membership and operation and that of its committees.
The evaluation process is led by the chairman and is also monitored by the Nomination
Committee. Its objectives include:
♦
assessing the operation of the Board of Directors or of the relevant committee;
♦
verifying whether important matters are properly prepared and discussed;
♦
assessing the effective contribution of each director on the basis of his/her
attendance at the Board of Directors meetings or the relevant committee and
his/her constructive involvement in the discussions and decision-making. For
this evaluation, a minimum attendance rate of 75% is taken into account (on an
individual basis), unless a satisfactory explanation for a lower attendance rate is
available (e.g. health issues or family situation);
♦
verifying whether the actual composition of the Board of Directors and committees
is appropriate.
The evaluation is conducted through a formal procedure that may or may not be
facilitated externally, in keeping with a methodology approved by the Board of Directors.
On the one hand, evaluation of the directors (as members of the Board of Directors
and as members of a committee) is ongoing, in particular mutual evaluation amongst
colleagues. If a director has doubts about the contribution of another director, the former
may raise this as an agenda item for the Board of Directors or in the relevant committee,
or discuss the matter with the chairman of the Board of Directors. The chairman may
then take the necessary steps, at the chairman’s own discretion.
On the other hand, all directors are evaluated individually once a year, and more often
where applicable, by the Nomination Committee, taking into account factors such as
their attendance rate at the Board of Directors and relevant committee meetings (see
above the minimum attendance rate), level of participation in meetings, commitment,
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
120
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
suggestions brought forward outside of meetings, provision of innovative ideas based
on their experience on other boards or committees, constructive involvement in
discussions and decision-making and their sense for risk identication and mitigation.
The Nomination Committee also assesses whether the contribution of each director
adapts to changing circumstances.
The Board of Directors takes action based on the results of this performance evaluation.
Where applicable, this means nominating new members for appointment, proposing
that existing members not be reappointed, or taking measures that are considered
useful for the effective operation of the Board of Directors.
IN 2020 | In terms of the functioning of the Board of Directors in 2020, the Nomination
Committee arrived at the joint conclusion that current cooperation among the directors
is satisfactory and proactive. The Committee also believes that the interaction between
the Board of Directors (through its chair) and the Management Committee (such as
through its CEOs and the CFO) is working extremely well, and that there is a steady
ow of information. The new corporate governance structure thus already appears
to be a solid foundation. During the Covid-19 pandemic, the Board of Directors was
able to hold consultations remotely on a regular basis and ad hoc if necessary. This
was possible thanks to WDP’s coherent and lean corporate governance structure, and
also to each director’s signicant degree of involvement and exibility. The Board of
Directors, at the recommendation of the Nomination Committee, has concluded that
each director individually has fullled the role of director in a proper and constructive
manner. Discussions and decisions show a high level of commitment, with adequate
interest in risk identication and management. Moreover, thanks to their mutually
complementary skills, the directors form a formidable collective whole.
Statements
Based on the information at its disposal, the Board of Directors of WDP states that:
♦
the members of the Board of Directors and the Management Committee do not
share any kind of familial connections;
♦
none of the directors or Management Committee members have been convicted of
any fraud-related offences, at least during the past ve years;
♦
none of the directors or Management Committee members, at least during the last
ve years, have been the subject of ofcial and public allegations and/or penalties
imposed by a statutory or supervisory authority (including a recognised professional
association), or have ever been declared by a court to be unt to act as a member
of a managerial, supervisory or oversight body of a Company or to act within the
framework of the management or performance of the activities of a Company;
♦
at least in the ve past years, none of the directors or Management Committee
members, have held a supervisory role as a senior manager or member of
a managerial, supervisory or oversight body of a Company, at the time of a
bankruptcy, moratorium of payment or liquidation, with the exception of Frank
Meysman, who was chair of the Board of Directors of the Thomas Cook Group when
it was dissolved on 22 September 2019 and Christoffel De Witte who (acting in his
capacity as permanent representative of REAL ISTIC) was director and liquidator
in the voluntary liquidation of SFELK-IMMO, concluded on 31 October 2016; and
♦
that none of the directors or Management Committee members have concluded any
management or employment agreement that provides for a severance payment at
the end of the contract, with the exception of what is stated on this subject in the
Remuneration Report hereafter.
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
121
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Committees of the Board of Directors
The Board of Directors has formed specialised committees to advise it regarding
decisions to be taken, to ensure that certain matters are adequately addressed, and if
necessary, to bring specic matters to the attention of the Board of Directors.
However, decision-making remains the collective responsibility of the Board of Directors.
The Board of Directors has formed three specialised committees within WDP, each with
its own internal regulations: the Audit Committee, the Nomination Committee and the
Remuneration Committee.
All committees may decide to invite members of the Management Committee as well
as executive and management personnel to attend committee meetings and to provide
them with relevant information and insights relating to their areas of responsibility.
Furthermore, each committee may speak with any relevant person without a member
of the Management Committee present.
Each committee may also gather external professional advice, at the expense of the
Company, on topics falling under the specic competencies of the committee. The
chairman of the Board of Directors must in fact be informed of this in advance, taking
into consideration the nancial impact on the Company.
After each committee meeting, the Board of Directors receives a report on the ndings
and recommendations of the committee in question as well as oral feedback at a future
Board meeting.
Audit Committee
Membership
5
6
Number of meetings
100
%
Attendance rate
3
2
80
%
Independent
Number of members
Attendance
Cynthia Van Hulle | chair 6/6
Frank Meysman 6/6
Anne Leclercq 6/6
Rik Vandenberghe 6/6
Jürgen Ingels 6/6
Role and responsibilities of the Audit Committee
The Audit Committee supports the Board of Directors in the fullment of its monitoring
responsibilities, ensuring control in the broadest sense, including risk control.
CORPORATE GOVERNANCE STATEMENT
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Financial statements
Governance
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This is WDP
The main responsibilities of the Audit Committee are:
♦
monitoring of the nancial reporting process;
♦
monitoring the effectiveness of the Company’s systems for internal control and risk
management;
♦
monitoring the internal audit and its effectiveness;
♦
monitoring of statutory auditing of the nancial statements and the consolidated
nancial statements, including follow-up on questions and recommendations posed
by the statutory auditor;
♦
assessment and monitoring of the independence of the statutory auditor.
The Audit Committee reports regularly to the Board of Directors on the performance of
its duties and whenever the Board of Directors draws up the annual nancial statements,
the consolidated annual nancial statements and the condensed nancial summary
intended for the public. Prior to all half-yearly meetings of the Board of Directors, the
statutory auditor must prepare and present an interim report to the Audit Committee.
Functioning of the Audit Committee
The Audit Committee meets at least ve times a year and whenever it deems such
necessary for proper performance of its duties, at the request of its chair, one of its
members, the chair of the Board of Directors or one of the co-CEOs. The chair of
the Audit Committee prepares the agenda for each meeting, where applicable in
consultation with the chair of the Board of Directors or supplemented with points
requested by Management Committee members. The advice and recommendations
are taken by majority. The chairman of the Audit Committee does not have a casting
vote.
At least one member of the Audit Committee must possess the necessary expertise in
the eld of accounting and auditing and, as an independent director, must meet Article
7:87 CCA. At this time, Cynthia Van Hulle meets these conditions.
IN 2020 | the Audit Committee mainly discussed the following items in the performance
of its duties:
♦
quarterly review of accounts, periodic press releases and nancial reports;
♦
analysis of internal management procedures and independent control duties along
with effective management (based on the internal audit by the external internal
auditor and the audit by the statutory auditor), also with a view to the required
reporting to the FSMA;
♦
monitoring of changes in the law and regulations.
Nomination Committee
Membership
7
2
Number of meetings
100
%
Attendance rate
5
2
57
%
Independent
Number of members
Attendance
Rik Vandenberghe | chair 2/2
Frank Meysman 2/2
Anne Leclercq 2/2
Cynthia Van Hulle 2/2
Jürgen Ingels 2/2
Joost Uwents 2/2
Tony De Pauw 2/2
CORPORATE GOVERNANCE STATEMENT
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2020 Annual Report
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Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Role and responsibilities of the Nomination Committee
The task of the Nomination Committee is to advise the Board of Directors on
appointments of directors, CEOs and other members of the Management Committee
(on the proposal of the CEO).
The main responsibilities of the Nomination Committee are:
♦
periodically evaluating the optimal size and membership of the Board of Directors
and, if necessary, advising the Board of Directors on this topic;
♦
leading the (re)appointment process for directors;
♦
evaluating candidates for a position on the Management Committee;
♦
drawing up plans for the orderly succession of the directors, together with the chair
of the Board of Directors;
♦
assisting the chair with the performance evaluations of the Board of Directors, the
committees and the Management Committee;
♦
providing appropriate programmes for talent development and for promoting
diversity in leadership.
Functioning of the Nomination Committee
The Nomination Committee meets often enough to enable it to carry out its duties
effectively, and at least twice a year. The chairman of the Nomination Committee may
convene a meeting whenever necessary, or at the request of one of its members.
The chairman of the Nomination Committee draws up the agenda for each meeting, if
necessary in consultation with the chairman of the Board of Directors or supplemented
with items requested by members of the Nomination Committee or Management
Committee.
The Nomination Committee aims for consensus. If the Nomination Committee cannot
reach a consensus on a specic topic, the chairman of the Nomination Committee will
refer it to the Board of Directors, explaining the different positions of the members of
the Nomination Committee.
IN 2020 | the Nomination Committee mainly discussed the following items in the
performance of its duties:
♦
evaluation and membership of the Board of Directors; and
♦
annual evaluation of the members of the Board of Directors;
Remuneration Committee
Membership
5
2
Number of meetings
100
%
Attendance rate
3
2
80
%
Independent
Number of members
Attendance
Cynthia Van Hulle 2/2
Frank Meysman | chair 2/2
Anne Leclercq 2/2
Rik Vandenberghe 2/2
Jürgen Ingels 2/2
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
124
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Role and responsibilities of the Remuneration Committee
The role of the Remuneration Committee consists of assisting and advising the Board of
Directors on all issues concerning the remuneration policy and remuneration techniques
for the directors and members of the Management Committee.
The main responsibilities of the Remuneration Committee are:
♦
it submits proposals to the Board of Directors on the remuneration policy of the
directors, CEOs and other members of the Management Committee;
♦
it submits proposals to the Board of Directors on the individual remuneration of
the directors and members of the Management Committee, including variable
remuneration and long-term performance bonuses, possibly linked to shares in the
form of share options or other nancial instruments, and severance payments, and
on the resulting proposals to be submitted to the shareholders by the Board of
Directors;
♦
it evaluates the performance of the CEOs and other members of the Management
Committee compared to the agreed performance targets and submits proposals on
this to the Board of Directors:
o in the case of the CEOs, this is done on the basis of a reasoned proposal by the
chairman of the Board of Directors;
o in the case of other members of the Management Committee, this is done on the
basis of a reasoned proposal by the CEOs in consultation with the chairman of
the Board of Directors;
♦
it prepares the remuneration report that the Board of Directors attaches to the
Corporate Governance Statement included in the Annual Report and explains it at
the annual General Meeting.
Functioning of the Remuneration Committee
The Remuneration Committee meets often enough to enable it to carry out its duties
effectively, and at least twice a year. The chairman of the Remuneration Committee may
convene a meeting whenever necessary, or at the request of one of its members. The
chairman of the Remuneration Committee draws up the agenda for each meeting, if
necessary in consultation with the chairman of the Board of Directors or supplemented
with items requested by members of the Remuneration Committee and/or the
Management Committee.
The Remuneration Committee aims for consensus. If the Remuneration Committee
cannot reach a consensus on a specic topic, the chairman of the Remuneration
Committee will refer it to the Board of Directors, explaining the different positions of the
members of the Remuneration Committee.
IN 2020 | the Remuneration Committee mainly discussed the following items in the
performance of its duties:
♦
preparation of the remuneration report of 31 December 2019;
♦
proposal of the new remuneration policy to the Board of Directors, including the
proposal regarding targets in the context of 2020 variable remuneration, as well as
the individual remuneration for the 2020 business year.
Management Committee
By a decision of the Board of Directors, a Management Committee was created on 1
October 2019 to act as an advisory body to the Board of Directors.
Membership
Principles
The members are appointed by the Board of Directors on the recommendation of the
Nomination Committee. Members of the Management Committee may be either natural
persons or legal entities. In the case of a legal entity, it must appoint a single permanent
representative who will represent it at Management Committee meetings.
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
125
Financial statements
Governance
2020 perfomance
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Strategy
This is WDP
The Board of Directors decides the length of the term of each member of the
Management Committee at the time of his appointment.
The remuneration, term and conditions for dismissal of a member of the Management
Committee are governed by an agreement between each Management Committee
member and the Company (with approvals by the Board of Directors and on the
recommendation of the Nomination Committee and Remuneration Committee).
The Management Committee members have selected the address of the registered
ofce of WDP NV as their ofce address, with a view to their role in WDP NV.
Membership
Name Capacity
Tony De Pauw Co-CEO
Joost Uwents Co-CEO
Mickaël Van den Hauwe Chief Financial Ofcer
Christoffel De Witte Country Manager BE-LU-FR
Michiel Assink Country Manager NL
Jeroen Biermans Country Manager RO
Marc De Bosscher Chief Technical Ofcer
Tony De Pauw
Born in 1954
We refer to the description above under
Board of Directors
Joost Uwents
Born in 1969
We refer to the description above under
Board of Directors
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
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This is WDP
Mickaël
Van den Hauwe
Born in 1981
has been CFO of WDP since 2011 and is responsible
for Finance, Investor relations and IT. He studied at
the Solvay Business School at the Free University
of Brussels and is a business engineer specialising
in Finance. He started his career as a controller at
Unilever Bestfoods Belgium before moving on to
Delta Lloyd – Bank Nagelmackers, where he gained
experience as a buy-side specialist. In 2005, he
accepted a position as a sell-side analyst of property
shares for Dexia. Four years later, he became a sell-
side analyst for KBC Securities.
Michiel Assink
Born in 1977
became Country Manager Netherlands for WDP in
2017 and heads the WDP ofce in Breda. Before
this, he worked at real estate broker CBRE for 13
years, serving in multiple roles, such as Business Unit
Director/Senior Industrial & Logistics Director and
Associate Capital Markets Director. He holds a BSC
in Economics Marketing.
Other active terms
on 31 December 2020
–
Terms ending on 31 December
2020, but held in the period from
2015 onwards
CBRE (Senior Director)
WDP shareholdings
0
Other active terms
on 31 December 2020
BE-REIT Association
Terms ending on 31 December
2020, but held in the period from
2015 onwards
–
WDP shareholdings
3,000
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
127
Financial statements
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Strategy
This is WDP
is WDP’s Country Manager Belgium, Luxembourg
and France since 2014 and in that role coordinates
the sales team and the property managers. He holds
a Master in Business Economics and a Master in
Real Estate Management. He is also a member of the
Royal Institute of Chartered Surveyors.
Christoffel has over 25 years of experience in
corporate real estate. He started his career as a real
estate broker before joining UK logistics REIT Segro,
serving in several commercial roles in Belgium over
a ten-year period. From 2007 to 2008, he was the
Europe Development Director and Belgium Country
Manager at US REIT First Industrial. After this, he
worked as the Managing Director of Belgian real
estate developer MG Real Estate for ve years.
Christoffel
De Witte
Born in 1967
Jeroen Biermans
Born in 1971
After his law studies, Jeroen specialised in export
management and logistics. He rst spent two years
working at the Bar of Antwerp before taking a position
as an international legal and nancial controller at
Den Braven Sealants. In 2001, Jeroen became an
international entrepreneur through joint ventures
with Romanian, Dutch and Belgian partners. Since
2007, he has been responsible for expanding the
WDP property portfolio in Romania as the Country
Manager and co-shareholder.
Other active terms
on 31 December 2020
REAL ISTIC
BM De Witte
Comaan (joint shareholder)
Terms ending on 31 December
2020, but held in the period from
2015 onwards
SFELK-IMMO
WDP shareholdings
0
Other active terms
on 31 December 2020
J.B. Top Pro Invest
Vuurkruisenbizz
Antonino Invest
Apartementele Trandarul
Asta Pro Invest
Beltech
Brabuild Invest
Joca Invest
NBR Pro Invest SRL
Paulina Invest
San Carlo Invest
Mills Invest
Lamast Invest
Terms ending on 31 December
2020, but held in the period from
2015 onwards
–
WDP shareholdings
0
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
128
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Marc
De Bosscher
Born in 1963
as CTO, is responsible for project development in
WDP. He draws from years of experience in project
management and development in numerous roles at
renowned companies. For instance, he was Technical
Director at Armonea, Project Manager at Besix,
and Project Coordinator at the University Hospital
of Leuven. He also spent over 14 years working
internationally as a Project Coordinator for DEME.
After his studies in Applied Science (Civil Engineer,
Architect), he was an assistant at the University of
Ghent.
Role and responsibilities of the Management Committee
The role of the Management Committee is to consult with the Board of Directors and
advise them on the day-to-day management of WDP, and always in accordance with
the values, strategy, general policy and business plan determined by the Board of
Directors.
The role of the CEOs is to work with the other members of the Management Committee
on the following:
♦
implementing the WDP mission, policy plan and strategic objectives as determined
by the Board of Directors;
♦
implementing the decisions of the Board of Directors and following up on the
performance and results;
♦
reporting to the Board of Directors on the progress of all matters and les that fall
under the competence of the Board of Directors.
The Board of Directors has delegated the day-to-day management to both CEOs,
each of whom may act alone, within the meaning of Article 7:121 CCA. The day-to-day
management comprises all actions and decisions that do not extend beyond the needs
of the Company’s day-to-day proceedings as well as the actions and decisions which,
due to their lesser importance or urgency, do not justify the intervention of the Board
of Directors.
ACTION 2021 | Given the growth and internationalisation, WDP currently develops a
delegation matrix. In the current structure, each member of the Management Committee
is individually responsible for certain aspects of the day-to-day management of the
Company and its business:
♦
to this end, the Board of Directors delegates special powers of decision and
representation to the two CEOs.
♦
the allocation of individual and special decision-making and representational
powers to the other members of the Management Committee is done through sub-
delegation by the two CEOs.
Other active terms
on 31 December 2020
–
Terms ending on 31 December
2020, but held in the period from
2015 onwards
–
WDP shareholdings
0
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
129
Financial statements
Governance
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This is WDP
These delegations will be published in an update to the Corporate Governance Charter
in the course of 2021 as soon as the delegation matrix is nalised. In the meantime,
the civil and corporate laws will apply to the responsibilities and decision-making and
representational powers of the Board of Directors, the CEOs and the members of the
Management Committee. In this context, we refer to Articles 17, 21 and 22 of WDP’s
Articles of Association.
Functioning of the Management Committee
The Management Committee meets when convened by its chairman, in principle once
a month. When necessary, the committee can be convened at any time by the chair, or
at the request of at least two members.
One of the two CEOs acts as the chairman of the Management Committee. The
chairman of the Management Committee may elect to invite members of the internal
organisation of WDP or other specialists in a certain eld to Management Committee
meetings on an ad hoc basis. If the chairman is not present, those present appoint an
ad hoc chairman after joint consultation.
Any member may add items to the agenda and in any case, each member is required
to ensure that any decision to be taken by him under the powers delegated to him and
which are essential to the day-to-day management of the Company be added to the
agenda.
Valid deliberation can only take place if all members of the Management Committee
have been invited and the majority is present. The members of the Management
Committee who were not present are informed by the chairman of the discussions that
took place in their absence.
Even though the decision-making powers are attributed to each member of the
Management Committee acting individually or together with another member of the
Management Committee, the Management Committee strives to reach a consensus on
the envisaged decisions.
In any case, the Management Committee decides unanimously on the report addressed
to the Board of Directors. If unanimity cannot be reached (e.g. regarding which items
should be included in the report to the Board of Directors, or regarding the scope of
reporting on a specic topic), then that item will be reported separately to the Board of
Directors, with a summary of each of the positions within the Management Committee.
The minutes of the meeting are drawn up by the chairman, or a secretary designated
during the meeting. The minutes are signed by the chairman and any member who so
requests.
The Management Committee is represented at the Board of Directors by one of the
two CEOs, who submit comments through the unanimously approved report of the
Management Committee.
As such, the Management Committee has no authority to represent the Company.
Evaluation of the Management Committee
The Management Committee will make an annual evaluation of its own functioning,
powers and responsibilities. The chairman of the Management Committee shall present
and discuss the results of this evaluation with the Board of Directors. The Board of
Directors can, if necessary, take appropriate measures. The Management Committee
can in turn act on the results of the evaluation by recognising its strengths and improving
its weaknesses.
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
130
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Diversity policy
Diversity in all of its facets (culture, gender, language, professional experience, etc.),
equal opportunity and respect for human capital and human rights are intrinsic to
the WDP business culture. The Company rmly believes that these values contribute
towards balanced interaction, enrichment of vision and thinking, innovation and an
optimal working environment.
WDP has set some diversity guidelines for members of the Board of Directors and the
Management Committee. These guidelines are reected in the internal rules of the Board
of Directors and the Nomination Committee, describing the procedure for nomination
and evaluation of directors and members of the Management Committee. The selection
process for members of the Board of Directors and Management Committee strives to
ensure complementary skills, knowledge and experience and diversity in terms of
education, knowledge, gender, age, experience, nationality, etc.
This results in a Board of Directors that is highly balanced in its skills, knowledge and
experience. The membership of the Board of Directors (two women and ve men) also
meets the legal provisions on gender diversity (Article 7:86 CCA). The members of the
Management Committee also represent a balanced team, each with his own required
expertise (see below for their curriculum vitae), albeit with regard to gender. However, it
must be taken into account that the Management Committee is assisted by a dedicated
corporate Shared Services team. As the Company has only a rather small team with a
at structure, it is more appropriate to consider gender across the entire group. More
clarication on the different facets of diversity in this respect are available in the chapter
4. ESG.
Each employee is indispensable to the success
of the Company. Every individual is valuable.
Together we are one team. Each with their own
talents, culture and personality. Each employee
is valued and respected for who they are and for
their skills, knowledge and experience.
“
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
131
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Remuneration report
Introduction
This remuneration report was drafted according to the provisions of 3:6 (§3) CCA
and is a special part of the WDP Corporate Governance Statement. It has also been
drafted in the spirit of the European Commission’s non-binding draft guidelines for the
standardised presentation of the remuneration report.1
It covers the period from 1 January 2020 to 31 December 2020.
This Remuneration Report describes the remuneration of and the application of the
remuneration policy to the members of the Board of Directors and the members of the
Management Committee, as well as on the actual performance of the members of the
Management Committee compared to the targets set.
On 29 April 2020, the WDP General Meeting approved the new remuneration policy with
a large majority (97.3% of the votes present gave their approval). This new remuneration
policy took effect on 1 January 2020. The remuneration report for the performance
year 2019 was also approved by a large majority of 95.32% of the votes present. And
there were no specic comments to be taken into account in the remuneration for
performance year 2020.
Consult our Remuneration Policy –
Corporate Governance Charter
1 Draft guidelines on the standardised presentation of the remuneration report under Directive 2007/36/EC, as
amended by Directive (EU) 2017/828, as regards the encouragement of long-term shareholder engagement.
CORPORATE GOVERNANCE STATEMENT
37
h
1.00
euro
EPRA Earnings per share
98.6
%
Occupancy rate
591 m
euros
Digital
transformation
In 2020, WDP posted
a strong result:
MSCI BBB
ISS ESG Not Prime C-
ESG Ratings
Portfolio growth
of training per employee on average
Training the brains
WDP
2020 Annual Report
132
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Application of the remuneration policy in 2020
TRANSPARENT
Just like WDP's strategy of open
and transparent communication
with all its stakeholders
SIMPLE
As WDP's strategic plan
is always founded on clearly
defined targets
IN LINE WITH
CORPORATE STRATEGY
Focusing on sustainable business
as a long-term real estate partner
for the logistics industry
The total remuneration of the non-executive members of the Board of Directors
corresponds to the amounts approved by the General Meeting of 29 April 2020. These
amounts are in line with WDP's remuneration policy: a xed directors' fee that takes
account of each individual director’s responsibilities and is considered sufcient to
attract the right proles to contribute to WDP's strategy.
The total remuneration in 2020 of the members of the Management Committee is also
in line with the remuneration policy. This remuneration consists of a xed remuneration
and a variable remuneration.
♦
The xed remuneration is in line with the provisions of the remuneration policy
and with the amounts set by the Board of Directors (on the recommendation
of the Remuneration Committee) in February 2020.
♦
The short-term and long-term variable remuneration is also in line with the
remuneration policy. The criteria for the short-term and long-term variable
remuneration are linked to WDP’s nancial performance: EPS, portfolio
growth, occupancy rate. In this way, the remuneration policy emphasises the
creation of stable cash ows. Moreover, the variable remuneration is linked to
achieving WDP's objectives in terms of ESG, its risk management policy and
its long-term development.
As part of its annual analysis of the remuneration policy and in line with the decision-
making process provided for in the remuneration policy, the Board of Directors —
acting on the advice of the Remuneration Committee — made a decision on 25 January
2021 to bring the way the CFO is renumerated fully in line with the way the co-CEOs
are remunerated, taking into account the individual responsibilities of the CFO and his
status as an effective leader.
The remuneration policy (as approved at the General Meeting of 29 April 2020) already
provided for a number of elements specically for effective leaders, meaning the co-
CEOs and the CFO, being the application of a claw-back mechanism, a termination
date in case of the loss of ‘effective leader’ status and a severance payment in case
of dismissal of an effective leader within six months of a public takeover bid. As a
consequence, the percentage of the annual xed remuneration allocated to the CFO as
variable remuneration now also stands at 90%, with effect from the 2020 performance
year. For the sake of consistency, the same weighting of quantitative and qualitative
performance targets will also be applied.
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
133
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
The Remuneration Policy Management Committee as per the foregoing decision of the Board of Directors
Variable remuneration
Each year, the Board of Directors determines the variable remuneration as a percentage of the
annual xed remuneration.
The annual variable remuneration in cash (i.e. the amount related to the 100% achievement of the
targets) amounts to:
♦
for the CEOs and CFO, 90% of the annual xed remuneration
♦
for the other members of the Management Committee, 80% of the annual xed remuneration.
Fixed remuneration
Short-term | annual
Annual payment
125% cap
Quantitative
EPS
Portfolio growth
Occupancy rate
Qualitative
Min. 1 ESG (KPI)
Min. 1 Risk management (KPI)
Long-term | 2020-23
Partially deferred payment
125% cap
Quantitative
EPS 1.15 euros
Growth of portfolio value to 5 billion euros
MSCI: A
ISS ESG Corporate Rating: Prime
Qualitative
Contribution to WDP’s long-term
development
The Board of Directors sets the xed remuneration annually, taking into account factors such as:
♦
position and corresponding responsibilities
♦
social security status, experience, competencies
♦
local regulations
♦
benchmark provided by the Remuneration Committee
The annual remuneration may be reviewed based on changes in the preceding parameters.
Co-CEO’s and CFO
20
%
40
%
30
%
10
%
other members ManCom
25
%
15
%
10
%
50
%
CORPORATE GOVERNANCE STATEMENT
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This is WDP
Total remuneration
The table below sets out the total remuneration of the directors, the CEOs and, on an
aggregated basis, the other members of the Management Committee.
Total remuneration (in euro)
Name | function Year Fixed remuneration Variable remuneration
Extra-ordi-
nary items
Pension
expense
3
Total remu-
neration
Proportion of the fixed and
variable remuneration
Base salary
2
Fees
Other
benefits
5
One year
variable
Multi-year
variable Fixed Variable
Tony De Pauw | executive (CEO)
1
2020 350,000 N/A 17,000 206,325 0 0 N/A 573,325 64% 36%
2019
4
312,500 N/A 16,250 160,000 160,000 102,500 N/A 751,250 44% 56%
Joost Uwents | executive (CEO)
1
2020 535,000 N/A 2,600 315,710 0 0 N/A 853,310 63% 37%
2019
4
433,750 N/A 2,750 160,000 160,000 102,500 N/A 859,000 51% 49%
Rik Vandenberghe | non-executive
(chairman of the Board of Directors)
2020 75,000 N/A N/A N/A N/A N/A N/A 75,000 100% 0%
2019
4
75,000 N/A N/A N/A N/A N/A N/A 75,000 100% 0%
Frank Meysman | non-executive
(chairman of the Remuneration Com-
mittee)
2020 35,000 N/A N/A N/A N/A N/A N/A 35,000 100% 0%
2019
4
30,000 N/A N/A N/A N/A N/A N/A 30,000 100% 0%
Cynthia Van Hulle | non-executive
(chairman of the Audit Committee)
2020 35,000 N/A N/A N/A N/A N/A N/A 35,000 100% 0%
2019
4
30,000 N/A N/A N/A N/A N/A N/A 30,000 100% 0%
Anne Leclercq | non-executive 2020 35,000 N/A N/A N/A N/A N/A N/A 35,000 100% 0%
2019
4
30,000 N/A N/A N/A N/A N/A N/A 30,000 100% 0%
Jürgen Ingels | non-executive 2020 35,000 N/A N/A N/A N/A N/A N/A 35,000 100% 0%
2019
4
30,000 N/A N/A N/A N/A N/A N/A 30,000 100% 0%
Management Committee (excl.
CEOs) (in aggregate)
2020 1,055,435 N/A 24,733 685,130 0 0 21,595 1,786,893 62% 38%
2019
4
N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
1 Executive directors are remunerated only in their capacity as CEO and not in their capacity as members
of the Board of Directors.
2 The base salary for the non-executive directors includes a xed expense allowance of 3,500 euros per year.
3 The amounts stated here therefore are employer contributions to the WDP group insurance (dened
contribution plan) for the year 2020, and are in addition to the variable remuneration received.
4 The reporting for the 2019 performance year reects remuneration as per the remuneration policy in effect
up to and including business year 2019. As no formal Management Committee had been instituted at that
time, no reporting has been included for 2019.
5 These additional benets consist of e.g. a company vehicle and a smartphone, for each of which a benet
in kind is calculated.
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
135
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Explanation of the performance of the members of the Management
Committee
The xed remuneration of the members of the Management Committee for 2020 as
shown in the table Total Remuneration is equal to the remuneration as approved by the
Board of Directors in February 2020.
The annual variable remuneration is 90% of the annual xed remuneration for the CEOs
and the CFO and 80% of the annual xed remuneration for the other members of the
Management Committee, upon 100% achievement of the performance targets.
Short-term variable remuneration
Quantitative performance targets
The short-term targets set by WDP in its 2019-23 growth plan are underpinned by
linking the short-term performance targets of members of the Management Committee
to the Company's nancial performance, specically at least each of the following
criteria: EPS, portfolio growth, occupancy rate. These are weighted to 40% (co-CEOs
and CFO) or 50% (other Management Committee members).
PERFORMANCE 2020 | WDP's nancial performance criteria were adopted by the Audit
Committee in January 2021.
The following performance thresholds and ceilings were used for these criteria:
< threshold threshold target ceiling
0
50% 100% 125%
Based on this, the Board of Directors – on the advice of the Remuneration
Committee – determined in January2021 that the quantitative performance objectives
were achieved and above target.
Qualitative performance targets
The Board of Directors set at least 1 performance target for the Management Committee
members regarding the implementation of the WDP ESG Roadmap and at least 1
regarding the implementation of WDP's risk management policy. These are weighted to
20% (co-CEOs and CFO) or 25% (other Management Committee members).
PERFORMANCE 2020 | Based on the successful implementation of the internal training
plan (see 4. ESG), the digital transformation (see 4. ESG) and further development of
a customer risk tracking system (see 8. Corporate Governance Statement), the Board
of Directors, on the advice of the Remuneration Committee, considered in January 2021
that the qualitative performance targets had been achieved on target.
Long-term variable remuneration
The long-term performance targets were also linked to the Company's long-term
nancial performance, specically EPS and portfolio growth. In addition, part of the
remuneration is conditional on achieving specic ESG ratings by 2023. The choice
fell on the internationally recognised ESG rating agencies, ISS and MSCI, which use
a framework that monitors a broad spectrum of environmental, social and governance
topics and trends with a material impact on different industries and companies.
Target 2023
ISS ESG Corporate Rating
Prime C
MSCI A
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
136
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Achieving the quantitative performance targets and the qualitative performance targets
results in the following payments for performance year 2020:
Performance of CEOs and other members of the Management Com-
mittee
Name Performance targets Relative weight Measured
performance vs.
target
Joost Uwents | CEO Short-term | quantitative (#4) 40%
EPS 10% 100.00%
Portfolio growth 10% 112.50%
Occupancy rate 10% 125.00%
Other 10% 117.50%
Short-term | qualitative (#6) 20%
ESG 3% 100.00%
Risk management policy 3% 100.00%
Other 14% 100.00%
Long-term 40% on track
EPS performance period ongoing
Portfolio growth performance period ongoing
Occupancy rate performance period ongoing
ESG performance period ongoing
Other performance period ongoing
Total variable
remuneration 2020 100% 315,710 euros
Name Performance targets Relative weight Measured
performance vs.
target
Tony De Pauw | CEO Short-term | quantitative (#4) 40%
EPS 10% 100.00%
Portfolio growth 10% 112.50%
Occupancy rate 10% 125.00%
Other 10% 117.50%
Short-term | qualitative (#6) 20%
ESG 3% 100.00%
Risk management policy 3% 100.00%
Other 14% 100.00%
Long-term 40% on track
EPS performance period ongoing
Portfolio growth performance period ongoing
Occupancy rate performance period ongoing
ESG performance period ongoing
Other performance period ongoing
CORPORATE GOVERNANCE STATEMENT
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Governance
2020 perfomance
ESG
Strategy
This is WDP
Total variable
remuneration 2020 100% 206,325 euros
Name Performance targets Relative weight
1
Measured
performance
vs. target
Members Management
Committee (excl. CEOs) Short-term | quantitative (#4) 50% | 40%
EPS 12.50% | 10.00% 100.00%
Portfolio growth 12.50% | 10.00% 112.50%
Occupancy rate 12.50% | 10.00% 125.00%
Other 12.50% | 10.00% 117.50%
Short-term | qualitative (#6) 25% | 20%
ESG 4% | 3% 100.00%
Risk management policy 4% | 3% 100.00%
Other 17% |14% 100.00%
Long-term 25% | 40% on track
EPS performance period ongoing
Portfolio growth performance period ongoing
Occupancy rate performance period ongoing
ESG performance period ongoing
Other performance period ongoing
Total variable
remuneration 2020 100.00% 685,130 euros
Share-related information
Shareholdings of directors and members of the Management Committee
- for its own account
31.12.2020
Tony De Pauw 71,900
2
Joost Uwents 168,244
3
Christoffel De Witte 0
Marc De Bosscher 0
Mickaël Van den Hauwe 3,000
Michiel Assink 0
Jeroen Biermans 0
Rik Vandenberghe 10,000
Frank Meysman 12,194
Jürgen Ingels 0
Cynthia Van Hulle 0
Anne Leclercq 0
For completeness, please refer to the explanation of the deviation from the
recommendations of 2020 Code - principles 7.6 and 7.9.
CORPORATE GOVERNANCE STATEMENT
1 Depending on the position where the CFO has a weighting of 40% and 20% that applies in the short term
and 40% in the long term. The other members of the Management Committee have a weighting of 50% and
25% for the short term and 25% for the long term.
2 This number corresponds to a multiple of 6 times his base remuneration for 2020 (WDP share closing
price on 31.12.2020, namely 28.26 euros). Naturally, Tony De Pauw via RTKA Maatschap, as Reference
Shareholder, retains the majority of his participating interest in the Company.
3 This number corresponds to a multiple of 9 times his base remuneration for 2020 (WDP share closing price
on 31.12.2020, namely 28.26 euros).
WDP
2020 Annual Report
138
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Severance pay
In 2020, there were no departures from the Board of Directors or the Management
Committee.
The remuneration policy gives an overview of the various departure times and
contractually provided severance payments for members of the Management
Committee.
Use of clawback rights
No use was made in 2020 of the contractually provided clawback mechanism in the
agreements with the co-CEOs and the CFO.
This mechanism entitles WDP to reclaim a variable remuneration from the beneciary,
in full or in part, up to 1 year after its payment, if it turns out during that period that the
payment took place on the basis of incorrect information about meeting the performance
targets on which the variable remuneration is based, or about the circumstances on
which the variable remuneration was made dependent, if such incorrect information
was also due to fraud on the part of the beneciary.
Deviations from the remuneration policy
In the implementation of the remuneration policy in 2020 there was no deviation from
the procedures provided for therein, nor were any deviations permitted in the sense of
Article 7:89/1, §5 CCA. As explained earlier under the ‘Application of the remuneration
policy in 2020’ topic, the Board of Directors did decide to proceed with a non-material
change in the way the CFO is renumerated, in line with the decision-making process
provided for that purpose.
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
139
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Evolution of the remuneration and performance of WDP
Total remuneration directors - annual change in % 2016 vs 2015 2017 vs 2016 2018 vs 2017 2019 vs 2018 2020 vs 2019
1
Remuneration
2020 (amount
in euros)
Rik Vandenberghe | non-executive (chairman of the Board of Directors) N/A N/A N/A N/A 0% 75,000
Frank Meysman | non-executive (chairman of the Remuneration Committee) 10% 0% 9% 0% 17% 35,000
Cynthia Van Hulle | non-executive (chairman of the Audit Committee) 10% 0% 9% 0% 17% 35,000
Anne Leclercq | non-executive 10% 0% 9% 0% 17% 35,000
Jürgen Ingels | non-executive N/A N/A N/A 50%
2
17% 35,000
Remuneration Tony De Pauw | CEO - annual change in %
Total remuneration 14% 8% 5% 26% -24% 573,325
Base salary 7% 0% 3% 4% 12% 350,000
Variable remuneration + extra-ordinary items 22% 19% 7% 14% -51% 206,325
Remuneration Joost Uwents | CEO - annual change in %
Total remuneration 14% 17% 7% 26% -1% 853,310
Base salary 10% 15% 7% 8% 23% 535,000
Variable remuneration + extra-ordinary items 22% 19% 7% 14% -25% 315,710
Total remuneration other members Management Committee (excl. CEOs) -
annual change in %
3
Other members Management Committee (excl. CEOs) (in aggregate) N/A N/A N/A N/A N/A
WDP Performance
EPRA EPS - annual change in % 7% 5% 7% 8% 8%
Portfolio growth - annual change in % 14% 21% 29% 21% 14%
Occupancy rate 97% vs 97.50% 97.40% vs 97% 97.50% vs 97.40% 98.10% vs 97.50% 98.60% vs 98.10%
Rating MSCI BB vs BB B vs. BB BB vs B BBB vs BB BBB vs BBB
ISS ESG Corporate Rating D+ vs D D+ vs D+ D+ vs D+ D+ vs D+ C- vs D+
Average remuneration on a FTE basis of employees - annual change in %
4
N/A N/A N/A 14% -4%
2020
Ratio highest remuneration of member of the Management Committee /
lowest remuneration (in FTE) of employees (Article 3:6 §3 CCA)
5
36.76
Ratio total yearly remuneration CEO / average remuneration employee 11.35
1 The occasional large uctuations at the level of the CEOs are entirely due to the fact that an extraordinary
bonus was given in 2019 and a settlement took place according to the old remuneration policy. Moreover,
as of 2020, a new remuneration policy has been in place with a deferred long-term variable remuneration.
2 This increase is explained by the fact that Jürgen Ingels received a remuneration in 2018 proportional to the
basic remuneration for 8 months because his mandate commenced in April 2018.
3 As the Management Committee was only formally instituted as of 1.10.2019, the evolution of the total
remuneration of the Management Committee will be reported for the rst time in the Annual Report 2021.
4 The average employee remuneration is calculated based on Remuneration and direct social benefits divided
by the Average number of staff (in FTE) as shown in Note XXIV. Average workforce and breakdown of
personnel costs to the financial statements (i.e. on a consolidated basis). This comparison starts in 2018 as
WDP Romania S.R.L. has been included in the scope of consolidation as of 1 January 2018.
5 The highest remuneration at present is the remuneration of Joost Uwents. The lowest remuneration of
employees is calculated based on the workforce (in FTE) as shown in Note XXIV. Average workforce and
breakdown of personnel costs to the financial statements (i.e. consolidated basis).
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
140
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Conflicts of interest
Principle
The Company is subject to the provisions of the CCA and the special provisions of the
GVV/SIR legislation regarding an integrity policy, and certain transactions referred to in
Article 37 of the GVV/SIR Act.
The directors have a duty to protect the interests of all shareholders equally. Each
director acts according to the principles of reasonableness and fairness.
When the Board of Directors or the members of the Management Committee take a
decision, the members do not pursue their personal interests. Furthermore, they do
not use business opportunities that are intended for the Company for their own benet.
Directors nominated by a Reference Shareholder (on the basis of the binding nomination
right) must ensure that the interests and intentions of said shareholder are sufciently
clear and are made known to the Board of Directors in a timely manner.
The directors and members of the Management Committee must adhere to all statutory
and customary principles relating to conicts of interest and comply with the prevention
policy for conicts of interest. In any case, WDP imposes on every member of the Board
of Directors and Management Committee that the occurrence of conicts of interest, or
the perception of such conicts, must be avoided as much as possible.
Conflicts of interest involving directors
The statutory regulation relating to conicts of interest for directors (Article 7:96 CCA)
applies to decisions or actions falling under the competence of the Board of Directors
when:
♦
a director has a direct or indirect proprietary interest, i.e. an interest with nancial
implications;
♦
this interest conicts with the interest of the Company in the decision or action in
question.
In accordance with this regulation, directors are obliged to point out such an interest to
the other directors before a decision is taken. During discussion of the agenda item in
question, they must leave the meeting. They cannot participate in the consultation or
vote on this agenda item. A statement and explanation by the director concerned of the
nature of the conicting interest is set out in the minutes. In addition, the nature of the
decision or action and the nancial consequences for the Company are described, and
an account is made of the decision taken.
IN 2020 | Tony De Pauw and Joost Uwents, in view of their conict of interest of a
patrimonial nature, did not participate in the deliberation and vote on their remuneration
as co-CEOs at the Board of Directors meeting of 17 February 2020, on the one hand for
settlement under the old remuneration policy, and on the other hand for the establishment
of their remuneration and performance targets under the new remuneration policy.
The proposal of the Remuneration Committee to grant a discretionary bonus to the
co-CEOs results in the following capital consequences for WDP: a discretionary bonus
in favour of Tony De Pauw, CEO, of 102,500 euros and a discretionary bonus in favour
of Joost Uwents, CEO, also of 102,500 euros. The other members of the Board of
Directors acknowledge that this remuneration of Tony De Pauw and Joost Uwents as
co-CEOs is in WDP’s interest, partly because of the special skills and expertise they
both have, as well as their performance over the past 20 years.
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
141
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
The capital consequences of the Remuneration Committee's proposal to award the
variable remuneration for business year 2019 to the co-CEOs, as well as to fully settle
the (partly previously) acquired variable remuneration under the previous remuneration
policy, correspond to the amounts shown below:
♦
Tony De Pauw: variable remuneration of 320,000 euros (business year 2019);
♦
Joost Uwents: variable remuneration of 320,000 euros (business year 2019).
The other members of the Board of Directors acknowledge that the granting of this
remuneration is in WDP’s interest, partly because of the special skills and expertise they
both have, as well as their performance in the previous business year.
The capital consequences for WDP as a result of the granting the remuneration of the
co-CEOs for the 2020 business year correspond to the amounts shown below:
♦
Tony de Pauw: xed remuneration of 350,000 euros and a variable remuneration of
315,000 euros (linked to 100% target achievement);
♦
Joost Uwents: xed remuneration of 535,000 euros and a variable remuneration of
482,000 euros (linked to 100% target achievement).
In addition, there is a 12-month notice period in case of unilateral termination by WDP,
an 18-month severance payment in case of a termination of the agreement by WDP or
the manager as a result of a change of control (except in case of gross misconduct by
the manager) and a non-compete clause. Following consultation, the other members of
the Board of Directors decided that the granting for the aforementioned remuneration
is in WDP’s interest, partly because of the special skills and expertise they both have.
Conflicts of interest involving transactions with affiliates
WDP must also comply with the procedure set out in Article 7:97 CCA if it makes a
decision or performs an action related to: (a) relations between WDP and an afliated
Company, with the exception of its subsidiaries, and (b) relations between a subsidiary
of WDP and an afliated Company, with the exception of subsidiaries of that subsidiary.
Where appropriate, such a decision or transaction must be reviewed in advance by a
committee of independent directors, assisted by one or more independent experts of
their choice. Only after reviewing the recommendation of this committee will the Board
of Directors deliberate on the proposed decision or transaction.
IN 2020 | This procedure was not to be applied in 2020.
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
142
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Functional conflicts of interest within the framework of the GVV/SIR Act
The provisions of Articles 37 and 38 of the Belgian GVV/Sir Act apply to WDP. Article 37
of the GVV/SIR Act includes a functional conict of interest regulation that holds that
the GVV/SIR must inform the FSMA whenever certain persons afliated with the public
GVV/SIR act directly or indirectly as a counterparty in, or obtain any material gain from
a transaction with, the public GVV/SIR or one of its subsidiaries.
The persons specied therein are:
1. persons controlling the public GVV/SIR or holding a stake in it;
2. persons who are afliated with or have a participating interest in (a) the public GVV/
SIR, (b) a perimeter Company of the public GVV/SIR, (c) the other shareholders of a
perimeter Company of the public GVV/SIR;
3. the other shareholders of all perimeter companies of the public GVV/SIR; and
4. the directors, statutory managers, members of the executive committee, persons
in charge of the day-to-day management, effective leaders or trustees of the
public GVV/SIR or one of its perimeter companies, of the other shareholders of any
perimeter Company of the public GVV/SIR; and one of the persons referred to in the
provision under item 1).
The notication to the FSMA must indicate WDP’s interest in the planned transaction
and that it falls within its strategy. Article 38 of the Belgian GVV/Sir Act denes when
the provisions of Article 37 of the Belgian GVV/Sir Act do not apply. Actions for which a
functional conict of interest exists must be completed under normal market conditions.
If such a transaction concerns property, the valuation of the independent property
expert is binding as a minimum price (in the event of the sale by the public GVV/SIR or
its subsidiaries) or a maximum price (in the event of acquisition by the public GVV/SIR
or its subsidiaries).
Operations of this kind, and the details to be reported, are published immediately. They
are explained in the Annual Report and in the statutory auditor’s report.
IN 2020 | Potential functional conicts of interests arose (both under the Belgian GVV/SIR
Act and under the stricter denition applied by WDP), particularly within the framework
of the optional dividend offered on 29 April 2020 to the shareholders and under which
certain directors as well as the Reference Shareholder derived some capital benet
from it, because of their capacity as shareholders of WDP. The Board of Directors
approved the optional dividend, given that this transaction was in the interest of WDP
(the capital increase acCompanying the transaction boosted WDP shareholders’ equity
and, consequently, reduced its gearing ratio, which is limited by law). This transaction
was also carried out under normal market conditions, with all shareholders treated
equally.
Other conflict of interest situations
WDP applies a stricter denition of functional conict of interest for matters falling
under the competence of the Board of Directors or (a member of) the Management
Committee.
Specically, a member of the Board of Directors or the Management Committee has a
functional conict of interest if:
♦
the member or any of his close relations has a proprietary interest that conicts with
a decision or action of the Company;
♦
a Company that does not belong to the Group but in which the member or a close
relative of the member fulls a management or administrative role has a proprietary
interest that is in conict with a decision or action of the Company.
If such a functional conict of interest arises, the member in question will notify his
colleagues. They will then decide whether or not the affected member can vote on the
matter to which the conict of interest pertains and whether or not the member can
attend discussions on the matter.
IN 2020 | There were no such conicts of interest in 2020.
Recent potential situations of conflicts of interest
Aside from the aforementioned conicts of interest, no further potential conicts
of interest arose between WDP and any member of the Board of Directors or the
Management Committee.
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
143
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Rules in the area of confidentiality
The WDP Corporate Governance Charter states very clearly that the members of the
Board of Directors, as well as the members of the Management Committee, must exercise
the required discretion and, in cases of inside information, the required condentiality
with regard to all information and documentation obtained in the context of their role as
a member of the Board of Directors and/or inthe Management Committee.
Rules to prevent market abuse
In 2016, WDP laid down its code of conduct for nancial transactions in a separate
business code: the Dealing Code. The Dealing Code is intended to inform its readers of
the regulations on market abuse and the resulting obligations on (i) WDP in its capacity
as issuer of nancial instruments and (ii) all persons carrying out activities within or for
the WDP Group who have access to sensitive information. By means of this policy,
WDP strives to prevent market abuse by the persons in question.
Each employee, director or member of the Management Committee who fulls a role in
or on behalf of WDP receives an explanation of this Dealing Code from the compliance
ofcer, as part of the onboarding procedure, and is also asked to sign this Dealing Code
as read and agreed.
It is also the compliance ofcer who must ensure compliance with these rules to
limit the risk of market abuse with inside information. For this purpose, the ofcer
maintains insider lists as specied in European regulations and follows the procedures
for reporting transactions by supervisors or the questions for trading during blocked
or closed periods. The ofcer does this in consultation with the Market Disclosure
Committee. The Corporate Governance Charter also provides for a reporting procedure
in case someone would like to report an actual or potential breach of the Dealing Code
or other regulations.
IN 2020 | Application of these rules did not result in any kind of difculties.
Internal control
Framework
WDP organises its internal control and risk management on the basis of the principles
of the Enterprise Risk Management (ERM) model developed by COSO (Committee of
Sponsoring Organisations of the Treadway Commission). This involves mapping out
a control environment, conducting an analysis of the risks to which WDP is exposed,
estimating their impact on WDP and determining the degree to which WDP has control
over these risks and the actions the Company is taking to mitigate these risks. Finally,
internal control is assessed annually.
Methodology
WDP also uses the Three Lines of Defence Model. This model determines how specic
responsibilities can be assigned within WDP’s organisation with a view to achieving
WDP’s goals (such as under its strategic nancial and ESG growth plan) and control of
the associated risks.
This method of working contributes to reinforcing the risk culture, taking responsibility
for managing risks and internal control and continued optimisation and integration of
independent control functions as also implemented by the GVV/SIR legislation (risk
management, compliance, internal audit).
First line – ownership and management of risks and control
Business itself is responsible for all risks of its own processes and must ensure their
identication and effective controls. Here, business ensures that the right controls are
conducted properly, that self-assessment by business is of adequate quality, that risk
awareness is sufcient and that adequate capacity is allocated to risk matters.
Risk management is an integral part of running the Company. It ranges from day-to-day
nancial and operational management – including the four-eyes principle – analysis
CORPORATE GOVERNANCE STATEMENT
WDP
2020 Annual Report
144
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
of new investment les and formulation of strategy and objectives, to strict and rmly
established decision-making procedures. For this reason, risk management is the
responsibility of the entire WDP Group, i.e. across all layers of the organisation, with
different responsibilities at each level.
Second line – continuous monitoring of risks and control
These functions offer support to business and management by applying expertise and
formulating an opinion independently of business with regard to the risks facing WDP:
risk management function, compliance function, nancial control function, IT security
function.
These functions offer proper certainty that business itself (via rst-line management)
has its risks under control. The primary responsibility naturally still lies with the rst line.
For this, the second line functions serve to identify, measure and report risks.
Third line – provision of an independent control system
The internal audit can be understood as an independent assessment function embedded
in the organisation, focusing on examination and evaluation of proper functioning,
effectiveness and efciency of the processes, procedures and activities of WDP. This
may involve areas such as operational matters (quality and suitability of systems and
procedures, organisational structures, policy lines and methods and resources used to
meet objectives), nancial matters (reliability of accounting, annual nancial statements
and the nancial reporting process), and compliance with applicable accounting and
other regulations, management matters (quality of the management function and staff
services with respect to Company objectives), as well as the compliance function and
risk management function.
Company organisation
The Board of Directors set up an Audit Committee, Remuneration Committee and
Nomination Committee under its purview. A Management Committee was also created
in October 2019.
WDP currently has three operational platforms: Belgium/Luxembourg/France, the
Netherlands and Romania. Each platform performs the following functions: Sales &
Business Development, Property Management, Contracting, Back Ofce. These teams
can count on the support of the following services: Project Development, Finance,
IT, Investor Relations, Legal, Marketing, Human Resources and Administration. This
structure is explained in an organisational chart and features a clear internal segregation
of duties.
Notwithstanding the further professionalisation and considerable reinforcement of the
teams in recent years - because of the growth of the Company - the size of the team
remains limited, where an overbearing structure and excessive formalism must be
avoided, in view of factors such as the nature of the activities of the Company. A certain
degree of exibility is still indispensable, with people on-call to step in for others for
specied tasks, according to the urgency of the case at hand. The responsibilities are
however strictly dened and current issues are monitored by means of ongoing daily
consultations.
The independent control functions, as also implemented by the GVV/SIR legislation,
are fullled in a suitable and proportionate manner, and always in accordance with the
nature, scope and complexity of WDP’s activities.
♦
The independent compliance function is performed by WDP General Counsel
Johanna Vermeeren, appointed for an indenite term. The compliance ofcer reports
directly to the CEO, Joost Uwents.
♦
At WDP, CFO Mickaël Van den Hauwe serves in the role of risk manager, appointed for
an undetermined period. The risk manager reports directly to the Audit Committee.
♦
WDP has entrusted the internal audit function to an external legal entity through
the appointment of an independent consultant, namely BDO Risk & Assurance
Services CVBA, permanently represented by a single natural person, Mr Christophe
Quiévreux. In his role as manager bearing nal responsibility for the internal audit,
Rik Vandenberghe is responsible, on behalf of WDP, for supervision of the internal
audit function assigned to the external internal auditor.
The effective leaders (Joost Uwents, Tony De Pauw and Mickaël Van den Hauwe) are
responsible for the organisation of internal control under the supervision of the Board
of Directors of WDP.
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Ethics
In its Employee Code of Conduct, WDP lays a foundation emphasising how its
employees are expected to act for or on behalf of WDP. The Code of Conduct reinforces
the commitment of everyone within #TeamWDP, regardless of contract type or work
location, to help build a strong corporate culture. A culture built on mutual respect,
integrity and ethics.
Organisation of internal control – Audit Committee
Aside from general organisation of the internal control structures, the Audit Committee
has a special task with regard to internal control. It supports the Board of Directors in
the fullment of its monitoring responsibilities, ensuring control in the broadest sense,
including risk control. The responsibilities, membership, powers and functioning of this
Audit Committee are described in the Internal Rules of the Audit Committee, available
in the Corporate Governance Charter.
Risk analysis and control activities
In collaboration with the external internal auditor, the management has identied a list
of risks that was divided into different categories.
On a quarterly basis, the CFO, acting as risk manager, conducts an analysis and
evaluation of these risks through the various departments and countries, with attention
to the potential negative impact, the expected value in terms of materialisation of the
risk, as well as the degree of control of the risk. This is done in collaboration with the
compliance ofcer.
The result of the quarterly analysis and evaluation of the risks is formalised in a “key risk
reporting” document under the supervision of the risk manager, which is discussed in
detail in the Management Committee. Where necessary, the evaluation is adjusted for
subsequent submission to the Audit Committee and Board of Directors for information
and advice.
Taking into account the input of the risk manager, the Audit Committee and all members
of the Board of Directors conduct quarterly evaluations of the risks to which the
Company is exposed and take the necessary decisions based on these evaluations
(such as with regard to setting the interest rate hedging strategy, evaluation of tenant
risks, etc.).
The analysis of the risks is also communicated transparently to shareholders (and other
stakeholders) on an ad hoc basis and through the periodic reporting. The Annual Report
also includes a list of specic and material risk factors with their description and an
estimate of the potential impact of these risks.
Control activities
The various departments of the Company perform checks in response to the identied
risks, as shown in chapter 9. Risk factors.
Operational control activities
♦
Lease: constant monitoring of the lease vacancy rate, end dates of lease agreements
and the risks and opportunities related to rental income, constant monitoring of
the client portfolio and regular analysis of client solvency. Monthly screening of the
amounts and validity of the lease deposits of all tenants.
♦
Property portfolio: maintenance of a healthy portfolio diversity in various dimensions,
such as clients, building types, locations and also continuous monitoring of portfolio
quality and sustainability. This is managed based on frequent internal reporting
as well as collaboration with renowned construction partners, architects and
engineering rms.
♦
For each commitment of the Company towards third parties, the double signature
principle (the four-eyes principle) is applied within the limits of the delegation of
powers, for the purchase of property, leases, all types of orders and approvals of
invoices and payments.
♦
Operational processes, both for the existing portfolio and for new investments, are
based on workows that are harmonised within the WDP Group and are audited
regularly.
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Financial control activities
♦
Budget: conducting an extensive quarterly variation analysis (actual versus the
preceding period) and updating of this by the Audit Committee and Board of
Directors.
♦
Purchasing policy: all orders must be preceded by a purchase order and must then
be approved by validation of the invoice via a digital approval ow with audit log and
application of the four-eyes principle.
♦
ERP package: WDP uses SAP Real Estate for accounting, controlling and reporting.
SAP contains all accounting and nancial aspects and all aspects related to WDP
property activities (such as follow-up on lease agreements, settlement of charges,
orders, purchases, budget follow-up for new construction projects, etc.).
♦
Financing cost: follow-up on the sensitivity of the cost of debts associated with the
interest rates based on internal models and using software.
Financial information and communications
The process for preparing the nancial information is structured based on predened
tasks to perform and schedules to meet. WDP uses a detailed checklist of all tasks and
subtasks to perform for closure of the annual, semi-annual and quarterly accounts of
WDP (individually for each entity and consolidated for the Group). Each task is assigned
to a manager in the nance department and a mandatory timeframe. Based on this
checklist, everyone at the nance department knows what tasks to perform and by
when.
This checklist is built around the following dimensions:
♦
the activity types are divided up as follows: pre-closing, closing, consolidation,
internal and external reporting and audit;
♦
subsequently, for the actual closing and consolidation process, a specic task is
linked to each account of the balance sheet and prot and loss account, with a SAP
transaction code and a description;
♦
wherever possible, the tasks are deduplicated and linked to specic deadlines with
a responsible person (as well as a backup) in the nancial department for each task.
Moreover, every attempt is made to move tasks forward wherever possible, i.e.
before the actual balance sheet date, to guarantee process speed and especially
process quality;
♦
the above is also linked to standardised templates that serve for control
and as a basis for the audit les.
♦
WDP and its subsidiaries follow the above procedure.
For efcient performance of the audit process, before the balance sheet date a pre-
audit meeting is always held with the statutory auditor, with discussion of all signicant
trends and special points for attention over the past period.
Once all bookkeeping tasks are complete and have been processed in the consolidation
and reporting set, the gures are checked by the CFO.
This control mainly consists of:
♦
a variance analysis between the actual and budgeted gures (the budgeted gures
are prepared once a year and updated quarterly based on a forecast);
♦
a variance analysis between the actual and historical gures; and
♦
an ad hoc analysis of all material amounts and entries.
Once these checks are complete, the gures are submitted to the CEOs of WDP and
adopted in mutual consultation with the CFO. The quarterly, semi-annual and annual
reports, including corresponding press releases, are submitted to and analysed by the
Audit Committee and Board of Directors, which approve them for publication.
The nancial reporting is drawn up in accordance with the IFRS (International Financial
Reporting Standards) as adopted in the European Union and with the legal and
administrative regulations applicable in Belgium. These standards include all new
and revised standards and interpretations published by the International Accounting
Standards Board (IASB) and the International Financial Reporting Interpretations
Committee (IFRIC). Regular discussions are scheduled with the statutory auditor and
the required training is arranged for the responsible persons in the organisation in order
to meet the accounting standards in their latest versions.
The statutory auditor audits the annual gures (full scope) and semi-annual gures
(limited scope). The statutory auditor does not audit quarterly gures.
CORPORATE GOVERNANCE STATEMENT
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This is WDP
Stakeholders in the evaluation of internal control
Over the course of the business year, the quality of the internal control is assessed by:
♦
the statutory auditor: on the one hand within the framework of the audit of the semi-
annual and annual gures, and on the other hand within the framework of the annual
review of underlying processes and procedures. Thus, for instance, an IT audit was
conducted during 2020 using a data analytics tool (DFACT). This tool enables better
insight into internal control systems and business processes. Please refer to the
statutory auditor’s report (see chapter 13. Annexes - Report of the statutory auditor
on the annual financial statements). The internal control systems for the key audit
matters, i.e. the valuation of the property investments, have been analysed. Based
on the recommendations of the statutory auditor, the process is adjusted as needed;
♦
the Audit Committee: as indicated above, the Audit Committee performs a special
task with regard to internal control and risk management for WDP. The Board of
Directors supervises the performance of the tasks of the Audit Committee, using
tools such as reports from the Audit Committee to the complete Board of Directors;
and
♦
internal audit: the Company has hired an external internal auditor as a third-line
function in the internal control structure. In the context of a three-year cycle, all
critical business processes are audited. In addition, the compliance and risk
management functions and one or more specic process undergoes an internal
audit annually. In 2020, an internal audit was conducted with regard to the business
processes and the approval documents in that context.
Information as per Article 34 of the Belgian
Royal Decree of 14 November 2007
In accordance with Article 34 of the Belgian Royal Decree of 14 November 2007 on
obligations on issuers of nancial instruments admitted for trading on a regulated
market, WDP gives a summary and, if applicable, explanation of the following items, to
the extent that these items, due to their nature, will have an impact in cases of a public
acquisition bid.
The capital structure
As at 31 December 2020, the capital of WDP comes to 200,171,459.04 euros,
represented by 174,713,867 ordinary shares, each representing 1/174,713,867 of the
capital. All shares are fully paid up and are either registered or dematerialised. None of
these shares provides special voting or other rights. Each share confers the right to one
vote at the General Meeting.
Share transfer provisions under the law, the Articles of Association or
by convention
The transfer of shares in WDP is not subject to any provisions under the law or the
Articles of Association. All WDP shares are listed on Euronext Brussels and Amsterdam.
Special rights of control
Special rights of control are not granted to any (categories of) shareholders.
Mechanism for auditing a share scheme for employees when rights of
control are not exercised directly by employees
WDP does not have a share scheme for employees.
Voting restrictions under the law or the Articles of Association
The law and the Articles of Association do not set any restrictions on voting rights.
CORPORATE GOVERNANCE STATEMENT
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Shareholder agreements known to WDP that may give rise to restric-
tions on share transfers and/or voting rights
As far as WDP is aware, no shareholder agreements exist which could result in
restrictions on share transfers or voting rights.
Rules for appointment and replacement of members of the manage-
ment body and for amendment of the Articles of Association of WDP
For rules on appointment and replacement of members of the Board of Directors, please
refer to the explanatory note in chapter 8. Corporate Governance Statement, as well as
to Article 14 of the Articles of Association of the Company, which states that directors
are appointed by the General Meeting for a period of four years in principle and that
the General Meeting may remove them at any time. Where applicable, the binding
nomination right of the Reference Shareholder(s) must be applied in the nomination, as
per Article 15 of the Articles of Association.
With regard to the amendment of the Articles of Association of the Company, please
refer to the GVV/SIR legislation, which provides that any draft amendment of the Articles
of Association must be submitted to the FSMA for approval in advance. Moreover,
Article 31 of the Articles of Association and the provisions of the Code of Companies
and Associations apply.
The powers of the management body, particularly with regard to the
option to issue or purchase shares
In accordance with Article 8 of the Articles of Association of the Company, the Board of
Directors is authorised, within the constraints of the mandatory provisions contained in
the applicable Company law, to increase the share capital on the dates and subject to
the conditions that it species, in one or more increments, up to a maximum amount of:
♦
I. 98,811,320.55 euros, if the capital increase to be realised is a capital increase
by cash with the possibility for the shareholders of the Company to exercise their
preferential right or the irreducible allocation right (as referred to in the GVV/SIR
legislation); and
♦
II. 98,811,320.55 euros if this capital increase is performed in the context of paying
an optional dividend; and
♦
III. 19,762,264.11 euros if this capital increase is (a) performed by a contribution
in kind or (b) performed by a contribution in cash without the option for Company
shareholders to exercise their preferential rights or irreducible allocation rights (as
referred to in the GVV/SIR legislation) or (c) any other form of a capital increase;
with the understanding that the capital under this authorisation may not be increased
by an amount exceeding the amount of the capital on the date of the Extraordinary
General Meeting which approves the authorisation, being 29 April2020.
This authorisation is renewable.
On the date of this annual report, the Board of Directors has used its capital increase
authorisation two times and thus, on the date of this annual report, the available balance
of authorised capital amounts to:
♦
I. 98,811,320.55 euros, if the capital increase to be realised is a capital increase in
cash with the option of the Company’s shareholders to exercise their preferential
right or irreducible allocation right (as referred to in the GVV Legislation); and
♦
II. 98,811,320.55 euros if this capital increase is performed in the context of paying
an optional dividend;
♦
III. 11.528.523,82 euros if this capital increase is (a) performed by a contribution
in kind or (b) performed by a contribution in cash without the option for Company
shareholders to exercise their statutory preferential rights or irreducible allocation
rights (as referred to in the GVV/SIR legislation) or (c) any other form of a capital
increase;
with the understanding that in the context of the authorised capital, for the ve-
year authorisation period, the capital can never be increased beyond an amount of
197,622,641.10 euros.
In accordance with Article 11 of the Articles of Association, WDP may acquire, accept
in pledge and sell its own shares and associated depository receipts in accordance with
the applicable Company legislation.
CORPORATE GOVERNANCE STATEMENT
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This is WDP
within six months after a public acquisition bid, in the absence of a serious error, the
person in question is entitled to a severance payment of 18 months for co-CEOs and
12 months for the CFO.
The agreements concluded with other Management Committee members and the
employees of WDP do not include any contractual clauses of this kind.
WDP shareholder structure
76
%
24
%
Family
Jos de Pauw
Free float
3
%
AXA Investment Managers
5
%
BlackRock-related companies
In addition, the Board of Directors is authorised to perform the following actions for ve
years starting on 11 September 2019:
♦
acquire shares in the Company and associated depository receipts and accept
these in pledge, at a minimum price or countervalue equal to 0.01 euros and at a
maximum price or counter value equal to 125% of the closing price on the trading
day before the date of the transaction, where the Company shall not be permitted
to possess shares in the Company or associated depository receipts that represent
more than 10% of the total number of shares;
♦
transfer shares in the Company and associated depository receipts, such as
to one or more specic persons who are not employees, at a minimum price or
countervalue equal to 75% of the closing price of the trading day before the date
of the transaction.
As at 31 December 2020, WDP does not possess any of its own shares.
Major agreements to which WDP is party that come into force,
undergo amendments or expire in cases of a change of control over
WDP after a public acquisition bid
The General Meeting of 29 April 2020 adopted the clause for the change in control
within the framework of (i) the bond loan agreement that the Company concluded
with Banque Européenne du Crédit Mutuel (BECM) on 24 December 2019, (ii) the loan
agreement that the Company concluded with Caisse d’Epargne et de prévoyance hauts
de France on 23 February 2019, (iii) the bond issue that the Company concluded with
MetLife Investment Management Limited, LLC and MetLife Investment Management
Limited on 9 February 2020 and (iv) the loan agreement that the Company concluded
with the International Finance Corporation on 31 December 2020.
Agreements concluded between WDP and its directors or employees
that provide for remuneration if a public acquisition bid results in
the resignation of directors or their forced departure without a valid
reason or the end of employment of an employee.
The agreements concluded with the co-CEOs and the CFO include a clause stating that
if the management agreement with the person in question is terminated by either party
CORPORATE GOVERNANCE STATEMENT
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WDP NV
Warehouses De Pauw
Romania S.R.L
WVI GmbHWDP Luxembourg SAWDP Development NL N.V.
WDP France SARL
100
%
100
%
55
%
80
%
50
%
WDP Nederland N.V.
100
%
WDP Invest NV
100
%
A 55-45%
joint venture with
the Luxembourg
government
50-50% joint venture
with L.I.F.E. NV
An 80-20%
partnership with
entrepreneur and
Romania specialist
Jeroen Biermans
A 50-50%
joint venture with
VIB Vermögen AG
Joint venture
WDP NV 29%, Sakolaki
NV (holding above
retail X
2
O Badkamers,
Overstock Home and
Overstock Garden) 51%
and Vendis Capital 20%
I Love Hungaria NV
100
%
Eurologistik 1
Freehold BV
100
%
WDPort of Ghent
Big Box NV
29
%
CORPORATE GOVERNANCE STATEMENT
Group structure
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Annual ac-
counts
Governance
Achievements
in 2020
ESG
Strategy
This is
WDP
9. RISK FACTORS
“
Making sure employees
look forward to coming
to work
A DC that’s a nice place
to be tackles the labour
shortage in logistics
Relaxation
Light
Green look
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Due to entry into force of the Prospectus Regulation on 21 July 2019, only the risk
factors identied by the Company as specic and of material importance to WDP are
described below. So, this summary does not cover non-specic risks, in particular risks
that do not apply solely to businesses like WDP, but which are associated with, for
instance, matters such as the general business cycle or trading in the broader sense.
For each risk, the description addresses its negative impact on the Company and its
likelihood of occurring. The most signicant risk factors are indicated rst within each
category or subcategory.
WDP’s risk management policy is explained further in Section8. Corporate Governance
Statement that is also reected in our company’s strategy (chapter 3. Strategy and
value creation) and corroborated throughout this annual report.
Business activity and market
1. Business cycle
Rental market for logistics and semi-industrial property
The rental market may face weakening demand for logistics and semi-industrial
property, oversupply, or a weakening in the financial position of clients.
Potential impact
♦
Rental incomes and cash ows affected by an increase in vacancy rates and costs
related to reletting. An increase of 1% in the vacancy rate would result in a -1.5%
decrease in EPRA Earnings.
♦
A decrease in solvency of the client portfolio and an increase in the number of dubi-
ous debts, which causes a decline in the rental income collection rate.
♦
A decrease in the fair value of the property portfolio and, thus, also of the NAV.
♦
An inability to pre-lease projects and to further develop and monetise land resources
in the portfolio.
Investment market for logistics and semi-industrial property
The investment market for logistics and semi-industrial properties may be negatively
impacted by reduced investor demand for real estate.
Potential impact
♦
A decrease in the fair value of the property portfolio.
♦
This leads to a decrease in the NAV and an increase in the gearing ratio. Every 1%
decrease in the value of the property portfolio implies a 0.3 euro (2.0%) decrease in
the NAV and a 0.5% increase in the gearing ratio.
Volatility of interest rates
The international financial markets may undergo hefty fluctuations in the leading
short-term and/or long-term interest rates.
Potential impact
♦
A negative impact on nancial costs and consequently on the cash ow in the event
of an interest rate hike.
♦
Severe uctuations in value of the nancial instruments that serve to hedge debts.
♦
A possible negative impact on NAV. An increase of 100 basis points in Euribor inter-
est rates has a negative effect on EPRA Earnings of -2.2million euros (-1.1%).
2. Property portfolio
Projects under development
In recent years, WDP has mainly expanded its property portfolio with development
projects rather than with acquisitions. On the date of this annual report, a development
volume of 541million euros in projects was recorded (96% pre-let), which is 12.6%
of the total nished property portfolio of WDP as at 31 December2020. Development
projects may entail risks related to contractor solvency, the ability to obtain required
permits and licences, works management, etc.
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Potential impact
♦
An inability to obtain the required permits.
♦
Signicant delays resulting in a loss of potential income.
♦
Substantial overspending of investment budgets.
♦
In the case of developments at risk: prolonged periods of vacancy.
♦
A failure to achieve projected returns on developments.
Negative variations in the fair value of buildings
The fair value of the real estate investments of the WDP Group is subject to change
and depends on various factors. Some of these are exogenous and thus potentially
beyond the control of the WDP Group (such as decreasing demand or occupancy
rates in the respective sub-markets in which the WDP Group is active, changes in
expected investment returns or increases in transaction costs related to the acquisi-
tion or disposal of real estate)
In addition, the valuation of real estate may be influenced by a number of qualitative
factors, including, but not limited to, its technical condition, commercial positioning,
capital expenditure requirements for furnishing, establishment, and layout. When-
ever new factors must be taken into account or new assumptions made with regard
to valuation of investment properties held by the WDP Group, updated valuations
may result in an increase in the fair value ascribed to these properties.
In the event that such valuations reveal sensitive decreases in fair value compared
to previous valuation exercises, the WDP Group may incur significant losses with
respect to such property, which may have a material negative impact on the results
and financial situation of the WDP Group.
Potential impact
♦
A negative impact on the net result and NAV. A 1% decrease in the occupancy
rate implies a 1.5% decrease in the EPRA Earnings.
♦
A negative change in the debt ratio. A 5.0% decrease in the fair value of real
estate investments leads to a 2.4 percentage point increase in the gearing
ratio.
♦
A total or partial inability to pay a dividend if the cumulative negative change in
fair value exceeds the distributable reserves.
Sustainability of the buildings
The buildings do not meet or do not sufficiently meet the standards of sustainability
or the required energy and CO
2
intensity.
Potential impact
♦
A high rate of the departure of clients and a negative impact on rent.
♦
Restrictions on letting or reletting.
3. Clients
Concentration risk
A risk of a concentration of the client portfolio, a concentration of clients, or a con-
centration of investments in one or more buildings or sites. In WDP’s portfolio, each
of the ten largest clients account for 2% to 5% of the total rental income and all are
active across multiple sites. The largest site represents less than 3% of the portfolio
and the revenue from the solar panels represents 6% of the income stream.
Potential impact
♦
A sharp decline in income and cash ows in the event of the departure of a
client.
♦
A higher impact from a decrease in the fair value of the property resulting in a
decrease in the NAV if investments are concentrated in one or more buildings.
♦
A dependence on green energy certicates for solar energy taking into account
the fact that the yield from solar panels is the primary income stream for WDP.
Vacancy rate
Rental agreements that are not extended or that are terminated earlier than expected,
or unexpected circumstances such as bankruptcies or relocations, resulting in
vacancies.
Potential impact
♦
A higher vacancy rate, absorption of costs normally passed on to tenants
(withholding tax, management costs, etc.), and commercial costs related to
reletting and/or downward adjustment of rents. Every year, 10 to 15% of rental
agreements reach their expiry date.
♦
A decrease in revenue and cash ows.
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Financial risks
Liquidity risks
As a capital-intensive growth company, WDP’s strategy depends largely on its abil-
ity to attain financial resources, in the form of either debt or equity capital so that it
can finance its activities and investments. Various negative scenarios may develop.
Each of these in turn may lead to funding being unavailable or a shortage of funding
options (such as disruptions in the international financial debt and share capital mar-
kets, a reduction in banks’ lending capacities, a deterioration in the WDP Group’s
creditworthiness, a negative investor perception towards real estate companies).
Any of these events may cause the WDP Group to experience difficulties in access-
ing funding under its existing or new credit facilities or within the capital markets.
Potential impact
♦
An inability to nance acquisitions or projects (both from shareholders’ equity
capital and debts) or increased costs resulting in a decrease in targeted prof-
itability.
♦
The unavailability of nancial resources (via cash ow or available credit facil-
ities) to pay interest and operating costs and repay outstanding capital on
loans and/or bonds on the expiry date.
♦
An increased cost of debt due to higher bank margins that impacts the results
and cash ows.
♦
Increased funding risk for the portion of short-term debt (18% of the total), of
which 10% is commercial paper and short-term straight loans, although fully
covered by back-up lines, and 8% is long-term funding maturing within the
year, which will be renanced from the existing free credit lines.
Contractual covenants and statutory parameters
In the context of its relationships with financial counterparties, the WDP Group must
meet specific financial parameters under certain credit agreements and/or the stat-
utory regimes applicable to some or all WDP Group entities. Failure to meet these
requirements entails certain risks.
Potential impact
♦
Penalties and/or increased supervision by the regulator if certain statutory
nancial parameters are not met (such as compliance with the statutory gear-
ing ratio stipulated in the Belgian GVV/SIR Royal Decree).
♦
Possible cancellation of credit facilities and diminished condence among
investors and banks in the event of non-compliance with contractual cove-
nants.
♦
Some or all of these breaches of contract may allow creditors to: (i) accelerate
repayment of these debts as well as any other debts to which a cross-default
or cross-acceleration provision applies, (ii) declare all debts as outstanding to
be due and payable, and/or, (iii) cancel unrecognised commitments.
RISK FACTORS
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Legal and regulatory risks
Legislative framework for FBI
1
Non-compliance or changes to the regulations required by the fiscally transparent
regime applied to Dutch activities.
As of 1 November2010, WDP has held the status of scal investment institution (FBI)
via its subsidiary WDP Nederland S.A. (WDP NL). For your information, the conditions
to qualify as an FBI depend, among other things, on the activities of the subsidiary as
well as on the shareholder structure. For example, a non-listed FBI such as WDP NL
must be at least 75% owned by natural persons, nontaxable entities, or a listed FBI. At
the time, the Dutch tax authorities conrmed in a scal ruling that the parent entity of
WDP NL, WDP, as GVV/SIR (then BEVAK) is an entity that is effectively exempt from tax
on prots. The corporate income tax owed by WDP is absolute and relative to almost
zero because its activities are exempt from the corporate incometax
1
.
Over the past few years, WDP NL was in discussions – at the request of the Dutch tax
administration – about a different approach to the shareholder test. Even though WDP
was and still is of the opinion that the relevant policy, regulations, and jurisprudence
has not changed, it has constructively cooperated in examining whether WDP itself – as
a part of the shareholder test – may qualify as an FBI. WDP is of the opinion – aside
from the fact that it is not subject to corporate income tax taking into account the s-
cal transparency model of a GVV/SIR – that as a GVV/SIR, it operates under a regime
that is objectively comparable to that of an FBI and that it should be able to pass this
shareholder test. The discussions between WDP and the Dutch tax administration to
investigate how this may be implemented in practical terms to ensure the continued
application of WDP NL’s FBI status have always been held in a constructive manner.
These discussions were subsequently suspended when the Dutch coalition agreement
of October2017 included the intention to no longer allow direct investments in Dutch
real estate by an FBI – including WDP through its subsidiary WDP Nederland S.A. – as of
2020 as part of the planned abolition of dividend tax. At the beginning of October2018,
the Dutch government announced that it would retain the dividend tax and also keep
the existing FBI regime intact. The discussions then resumed.
At the beginning of 2020, the Dutch tax administration indicated that, for now, they were
unable to provide a precise interpretation of the shareholder test. This was because
this interpretation would depend on the outcome of thousands of appeals between the
Dutch tax authorities and foreign investment funds concerning the refund of dividend
tax. In 2020, one of the most important cases on this point resulted in a ruling by the
European Court of Justice and a subsequent ruling by the Dutch Supreme Court. WDP
believes the ruling supports its analysis that it meets the shareholder test.
Furthermore, the Dutch government is currently investigating whether specic adjust-
ments to the property FBI regime are possible and feasible by means of an evaluation,
and possibly by amending policy and/or regulations in 2021.
Also at the beginning of 2020, the Dutch tax administration indicated in a new letter to
WDP and as communicated earlier
2
that they would withdraw the previously granted
tax ruling as of 1 January2021 and that as of that moment ‘WDP NL will have to comply
with all requirements applicable in the Netherlands for the status of FBI including the
shareholder requirements’.
Potential impact
♦
The loss of the scal status and, associated with this, the mandatory repay-
ment of certain credits (for 200million euros, which is less than 10% of out-
standing debts), and the loss of tax transparent status in the Netherlands.
♦
A negative impact on the results or the NAV in the event of changes in the
regime.
♦
WDP estimates the difference between the tax transparent status of FBI and
the regular taxed setting (pro forma) to be 4million euros or 2% of the expected
EPRA earnings per share (1.00 euros for 2020). This impact was recognised in
the 2021 outlook.
1 See chapter 7. Financial results and property report - Status regarding policy related to Dutch REIT status.
2 See
press release of 21 February2020.
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Strategy
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Legislative framework for GVV/SIR
3
Non-compliance or amendment of the regulations required by the tax-transparent
regime used for the Belgian operations.
To maintain its GVV/SIR status, the Company must take into account a number of
restrictions on activities, diversication requirements, restrictions at the level of its sub-
sidiaries, restrictions on its gearing ratio, prot disbursement requirements, share own-
ership requirements, conicts of interest procedures, corporate governance require-
ments, and other specic requirements as stipulated in the Belgian GVV/SIR Act and
the Royal Decree of 13 July2014 on GVV/SIRs. The ability of the Company to meet the
required conditions depends on factors such as its ability to successfully manage its
assets and debt burden as well as on rigorous internal control procedures.
Potential impact
♦
The loss of the scal status and associated compulsory repayment of certain
loans and/or bonds.
♦
A negative impact on the results or the NAV in the event of changes in the
regime.
Legislative framework for SIIC
3
Non-compliance or amendment of the regulations required by the tax-transparent
regime used for the French operations.
The Company holds the status of a listed real estate investment company (‘Société
d’Investissement Immobilier Cotée’ or ‘SIIC’) via its permanent establishment in France
as well as the Company’s French subsidiary, WDP France SARL. The ability to meet the
conditions required for SIIC status depends, among other things, on the Company’s
ability to successfully manage its ancillary activities and the assets allocated to such
activities.
It is always possible that amendments may occur in the legislative framework or in the
policy on SIICs (or in their interpretation by the competent authorities including the tax
administration), which may lead to a risk that the Company’s French permanent estab-
lishment, as well as the Company’s French subsidiary, may no longer be able to comply
with all legal requirements, such as the shareholder diversication regulations. Changes
beyond the Company’s control may also occur in its shareholder structure, resulting in
the Company no longer meeting the conditions for the SIIC regime.
Potential impact
♦
A loss of the scal status after failure to meet the regulations.
♦
A negative impact on the results or the NAV in the event of changes in the
regime.
Changes to the legal framework within which the company operates
Amendments to urban planning legislation
Public and/or administrative authorities may enact regulatory changes in the area of
spatial planning, which in turn may have a negative impact on building lease options.
Changes in environmental legislation
The operations and property of the WDP Group are subject to various evolving laws and
regulations relating to the protection of the environment, including, but not limited to,
regulations on soil, water and air quality, testing for hazardous or toxic substances, and
guidelines regarding health and safety. Such laws and regulations may force the WDP
Group or its clients to obtain certain permits or licences or to additional investments to
carry on its or their activities, or may lead to certain charges or taxes.
Expropriation risk
The WDP Group may be exposed to expropriation by public and/or administrative
authorities. In such cases, the compensation may be well below the actual value of the
assets.
3 More specic information is available in chapter12. Permanent document.
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Potential impact
♦
A negative impact on business, results, protability, nancial circumstances,
and the prospects for and negative impact on the current operating model.
♦
A potential impact on reporting, capital requirements, use of derivatives, and
the organisation of the company. A consequential impact on transparency,
returns on investment, and possibly also the valuation.
♦
Negative impact on usability of the buildings that impact rental income and
reletting potential and the increased costs for maintaining the operational sta-
tus. A decrease in fair value of the property portfolio and consequently in the
NAV. A delay of development and/or renovation projects.
♦
A loss in investment value and compulsory sale at a loss.
♦
A loss of income due to lack of reinvestment opportunities
Risks related to different political decisions regarding taxation or subsidy
legislation
Various decisions taken by regional, national, or European political authorities – for
example, regarding tax or subsidy laws and regulations (including those relating to
investments in alternative energy) – may have a significant negative impact on oper-
ations.
Potential impact
♦
Depending on the area in which any decision is taken, it may negatively impact
the company’s nancial results (for example, taxation), planned investments,
strategy, and objectives.
♦
Changes in the regulatory framework for green energy certicates and/or new
levies on renewable energy.
♦
Potential impact of the Brexit on WDP’s clients and their demand for storage
space and its implications in terms of goods ows and the importance of cer-
tain logistics sites in the EU.
Tax system
The enacting of new laws and regulations or amendments to existing laws and reg-
ulations (including existing administrative tax practices, such as those stipulated
in the circular Ci.RH.423/567.729 of 23 December2004 of the Belgian Minister of
Finance regarding the method of calculation of the exit tax, which stipulates, among
other things, that the real value of the actual estate assets used as the basis of the
exit tax is determined by taking into account the registration duties or VAT that would
apply in the event of a sale of the relevant assets, the value of which may differ from
(including could be lower than) the ‘fair value’ of these assets, as entered in the
annual accounts for IFRS purposes) or amendments regarding their interpretation
and application by authorities (including the tax administration) or courts may be
enacted.
Potential impact
♦
A possible requirement to incur substantial additional expenses with respect
to one or more of the properties or otherwise.
♦
A negative impact on the activities, operating results, protability, nancial sta-
tus, and prospects of the WDP Group.
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Governance
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Strategy
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Internal control risks
Inadequate internal control system
An inadequate internal control system may prevent the parties involved (Audit Com-
mittee, compliance officer, risk manager, and internal auditor) from fulfilling their
duties, which leads to procedures that safeguard the internal control not being car-
ried out.
Potential impact
♦
Operational management is not performed in an orderly and careful manner with
well-dened objectives, resulting in uneconomic and inefcient use of resources.
♦
Having no notion of the risks implies that Company assets are inadequately pro-
tected.
♦
A lack of integrity and reliability of nancial and management information.
♦
A failure to meet the relevant laws and regulations, as well as the general policy
lines, plans, and internal rules.
Risks related to corporate social responsibility
Transparency regarding ESG and sustainable business
A risk of insufficient transparency in the decisions and activities of the WDP Group
that have an impact on society, the environment, its policy, and/or its staff – together
ESG, or too limited reporting on this. There is a clear and continuing demand for
WDP’s sustainable strategy and its reporting from the wider capital market perspec-
tive.
Potential impact
♦
A negative impact on the future-proofness of the company and its activities.
♦
More difcult access to the shares and debt capital market due to negative rating
from rating agencies and other parties.
♦
Higher premiums by investors in the event of poor or restricted disclosure regarding
energy performance and the CO
2
footprint of the portfolio and the company in its
totality.
Human capital
A risk of key personnel departing.
Potential impact
♦
A negative impact on existing business partnerships.
♦
Reputation damage with respect to stakeholders.
♦
A loss of decisiveness and efciency in the management decision process.
RISK FACTORS
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10. REPORTING ACCORDING TO RECOGNISED STANDARDS
“
Data collection and analysis as
the foundation for an intelligent
energy strategy
WDP Smart Energy
100
%
customer service
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EPRA key performance indicators
Table
EPRA key
performance
indicator Definition Purpose
in euros
(x 1,000)
in
euro/share
I. EPRA Earnings Recurring earnings from the core operational activities. A key measure of a company’s underlying operating results from
its property rental business and an indicator of the extent to which
current dividend payments are supported by earnings.
174,516 1.00
II. EPRA NAV metrics EPRA Net Reinstatement Value (NRV): the aim of the metric is to
also reect what would be needed to recreate the company through
the investment markets based on its current capital and nancing
structure, including real estate transfer taxes.
2,739,950 15.7
EPRA Net Tangible Assets (NTA): this is the NAV adjusted to include
properties and other investments at their fair value and exclude certain
line items that are not expected to take shape in a business model with
investment properties over the long term.
The EPRA NAV set of metrics make adjustments to the NAV per the
IFRS nancial statements to provide stakeholders with the most
relevant information on the fair value of the assets and liabilities of a
real estate investment company, under 3 different scenarios.
2,501,276 14.3
EPRA Net Disposal Value (NDV): the EPRA Net Disposal Value provides
the reader with a scenario of the disposal of the company's assets
resulting in the settlement of deferred taxes and the liquidition of debt
and nancial instruments.
2,351,502 13.5
Table
EPRA key
performance
indicator Definition Purpose %
III. EPRA Net Initial
Yield (NIY)
Annualised rental income based on the cash rents passing at the
balance sheet date, less non-recoverable property operating expenses,
divided by the market value of the property, increased with (estimated)
purchasers’ costs.
A comparable measure for portfolio valuations within Europe.
In the past, discussions were held on portfolio valuations in Europe.
This measure should make it easier for investors to judge themselves,
how the valuation of portfolio X compares with portfolio Y.
5.4%
III. EPRA TOPPED-UP
NIY
This measure incorporates an adjustment to the EPRA NIY in respect
of the expiration of rent-free periods (or other unexpired lease
incentives such as discounted rent periods and step rents).
Providing detail on the calculation that reconciles the difference
between EPRA NIY and EPRA TOPPED-UP NIY.
5.4%
IV. EPRA
vacancy rate
Estimated Market Rental Value (ERV) of vacant spaces, divided by ERV
of the whole portfolio.
A pure (in %) measure of investment property space that is vacant,
based on ERV.
1.5%
V. EPRA cost ratio Administrative/operating costs including or reduced by the immediate
vacancy costs, divided by gross rental income.
An important criterion to make a meaningful measurement of changes
in the operating costs of a property company possible.
Including direct
vacancy costs
10.6%
Excluding direct
vacancy costs
10.2%
OPERATIONAL PERFORMANCE
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I. EPRA earnings
in euros (x 1,000) FY 2020 FY 2019
Earnings per IFRS income statement 324,610 393,732
Adjustments to calculate the EPRA Earnings, exclude:
I. Changes in value of investment properties,
development properties held for investment
and other interests -179,146 -278,827
- Changes in the value of the real estate portfolio -186,417 -285,353
- Depreciation and write-down on solar panels 7,270 6,526
II. Prot or losses on disposal of investment properties,
development properties held for investment and other
interests -408 -10
VI. Changes in fair value of nancial instruments and
associated close-out costs 31,049 29,883
VIII. Deferred tax in respect of EPRA adjustments 2,727 7,972
IX. Adjustments (I.) to (VIII.) to the above in respect of joint
ventures -3,574 -2,507
X. Minority interests in respect of the above -742 2,131
EPRA Earnings 174,516 152,374
Weighted average number of shares 173,802,120 164,047,016
EPRA Earnings per share (EPS) (in euros) 1.00 0.93
OPERATIONAL PERFORMANCE
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II. EPRA NAV metrics
In October 2019, EPRA published new Best Practice Recommendations for nancial
disclosures by listed real estate companies. EPRA NAV and EPRA NNNAV are replaced
by three new Net Asset Valuation metrics: EPRA Net Reinstatement Value (NRV), EPRA
Net Tangible Assets (NTA) and EPRA Net Disposal Value (NDV). All published nancial
statements related to 2020 will include a bridge between the previous EPRA NAV metrics,
as calculated in line with the EPRA November 2016 Best Practive Recommendations,
and the measures as set out in the October 2019 guidelines for both the current and
comparative accounting periods.
31.12.2020
in euros (x 1,000) EPRA NRV EPRA NTA EPRA NDV EPRA NAV EPRA NNNAV
IFRS NAV 2,353,935 2,353,935 2,353,935 2,353,935 2,353,935
IFRS NAV/share (in euros) 13.5 13.5 13.5 13.5 13.5
Diluted NAV at fair value (after the exercise of options, convertibles and other equity interests) 2,353,935 2,353,935 2,353,935 2,353,935 2,353,935
Exclude:
(V) Deferred tax in relation to fair value gains of investments properties 18,630 18,630 18,630
(VI) Fair value of nancial instruments 129,904 129,904 129,904
(VIII.b) Intangibles as per the IFRS balance sheet -1,193
Subtotal 2,502,469 2,501,276 2,353,935 2,502,469 2,353,935
Include:
(IX) Fair value of xed interest rate debt -2,433 -2,433
(XI) Real estate transfer tax 237,481
NAV 2,739,950 2,501,276 2,351,502 2,502,469 2,351,502
Number of shares 174,713,867 174,713,867 174,713,867 174,713,867 174,713,867
NAV/share (in euros) 15.7 14.3 13.5 14.3 13.5
OPERATIONAL PERFORMANCE
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31.12.2019
in euros (x 1,000) EPRA NRV EPRA NTA EPRA NDV EPRA NAV EPRA NNNAV
IFRS NAV 2,103,917 2,103,917 2,103,917 2,103,917 2,103,917
IFRS NAV/share (in euros) 12.2 12.2 12.2 12.2 12.2
Diluted NAV at fair value (after the exercise of options, convertibles and other equity interests) 2,103,917 2,103,917 2,103,917 2,103,917 2,103,917
Exclude:
(V) Deferred tax in relation to fair value gains of investments properties 17,769 17,769 17,769
(VI) Fair value of nancial instruments 81,819 81,819 81,819
(VIII.b) Intangibles as per the IFRS balance sheet -422
Subtotal 2,203,505 2,203,082 2,103,917 2,203,505 2,103,917
Include:
(IX) Fair value of xed interest rate debt -8,097 -8,097
(XI) Real estate transfer tax 162,914
NAV 2,366,419 2,203,082 2,095,820 2,203,505 2,095,820
Number of shares 172,489,205 172,489,205 172,489,205 172,489,205 172,489,205
NAV/share (in euros) 13.7 12.8 12.2 12.8 12.2
OPERATIONAL PERFORMANCE
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III. EPRA NIY and EPRA TOPPED-UP NIY
in euros (x 1,000) 31.12.2020 31.12.2019
Investment property - wholly owned
4,566,601
4,002,340
Investment property - share of joint ventures
61,415
46,099
Less developments, land reserves and the right of use
of consessions -438,912 -318,257
Completed property portfolio
4,189,104
3,611,775
Allowance for estimated purchasers’ costs
221,204
152,819
Gross up completed property portfolio valuations
A 4,410,309 3,764,594
Annualised cash passing rental income 249,835 220,990
Property outgoings -11,615 -10,644
Annualised net rent
B 238,221 210,346
Notional rent expiration of rent free period or other
lease incentives 0 0
Topped-up net annualised rent
C 238,221 210,346
EPRA NIY
B/A
5.4% 5.6%
EPRA TOPPED-UP NIY
C/A 5.4% 5.6%
OPERATIONAL PERFORMANCE
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IV. Investment properties – Rental dates and vacancy rate (EPRA)
Gross rental
income 2020
Net rental
income 2020
Leasable
space as at
31.12.2020
Annualised
gross rental
income
Projected
rental value
for vacant
spaces
31.12.2020
Total
expected
rental value Vacancy
Segment
in euros (x 1 000) in euros (x 1 000) (in m²) in euros (x 1 000) in euros (x 1 000) in euros (x 1 000) (in %)
Belgium 72,837 69,608 1,818,001 74,297 1,942 76,516 2.5%
The Netherlands 110,723 105,605 2,332,841 117,191 779 117,639 0.7%
France 6,855 6,127 191,636 7,056 566 7,866 7.2%
Luxembourg 2,044 1,992 50,119 2,742 34 2,855 1.2%
Romania 37,816 36,397 1,091,813 48,269 621 50,746 1.2%
Germany 76 76 6,287 279 0 291 0.0%
Total 230,351 219,804 5,490,697 249,835 3,941 255,913 1.5%
Reconciliation to the consolidated IFRS profit and loss account
Rental income related to:
- investment properties already sold 170 170
- income from solar panels 16,472
- other adjustments: joint ventures
- Luxembourg -2,044 -1,992
- Germany -76 -76
Total 228,401 234,378
The EPRA vacancy rate came to 1.5% on 31 December 2020, compared to 2.1% on 31
December 2019. Based on the currently available market information and the existing
rental market situation, WDP assumes a maximum, average EPRA vacancy rate of 3%
for 2021.
OPERATIONAL PERFORMANCE
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V. EPRA cost ratio
in euro (x 1,000) 31.12.2020 31.12.2019
Include:
I. Administrative/operating expenses (IFRS)
-27,300
-21,546
I-1. Impairments of trade receivables
-499
-256
I-2. Recovery of property charges
0
0
I-3. Recovery of rental charges and taxes
normally paid by the tenant on let properties -4,163 -3,012
I-4. Costs payable by tenants and paid out by the
owner for rental damage and refurbishment at
end of lease 0 0
I-5. Property charges
-8,325
-7,245
I-6. General company expenses
-14,314
-11,034
III. fees less actual/estimated prot element
1,079 954
V. Administrative/operating expenses of joint
ventures expense -372
-451
Exclude (if part of the above):
VI. Investment property depreciation
293
303
Administrative/operating expenses related to
solar panels 2,085
1,567
EPRA costs (including direct vacancy costs)
A -24,217 -19,173
IX. Direct vacancy costs 855 871
EPRA costs (excluding direct vacancy costs)
B -23,362 -18,302
X. Gross rental income (IFRS)
228,401
201,788
Less net ground rent costs
-1,550
-1,633
XII. Gross rental income of joint ventures
2,120
1,481
Less net ground rent costs -139 -112
Gross rental income
C 228,832 201,523
EPRA Cost Ratio (including direct vacancy costs) 10.6% 9.5%
EPRA Cost Ratio (excluding direct vacancy costs) 10.2% 9.1%
OPERATIONAL PERFORMANCE
Administrative/operating expenses are net of administrative and operating expenses
capitalised according to IFRS for an amount of 3,3 million euros. Costs capitalised
primarily relate to internal employee staff costs of employees directly involved in
developing the property portfolio.
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VI. Investment properties – Changes in net rental income on a constant baseline
31.12.2020 31.12.2019
Like-for-Like
growth in net
rental income
2020 (in %)
in euros (x 1,000)
Properties held
for two years Acquisitions Disposals Projects
Total net
rental income
Properties held
for two years
Belgium 65,477 513 170 3,618 69,778 64,176 2.0%
The Netherlands 78,324 5,721 0 21,559 105,605 75,779 3.4%
France 6,127 0 0 0 6,127 6,112 0.2%
Luxembourg 877 0 0 1,115 1,992 935 -6.2%
Romania 25,323 936 0 10,138 36,397 25,117 0.8%
Germany 0 76 0 0 76 0 –
Property available for lease 176,127 7,247 170 36,430 219,974 172,118 2.3%
Reconciliation to the consolidated IFRS profit and loss
account
Income from solar energy 14,685 0 0 1,787 16,472
Luxembourg -877 0 0 -1,115 -1,992
Germany 0 -76 0 0 -76
Operating result for the property on a consolidated IFRS
profit and loss account 189,936 7,171 170 37,101 234,378
OPERATIONAL PERFORMANCE
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VII. Investment properties – Valuation data
in euros (x 1,000) Fair value
Changes in the
fair value during
the year
EPRA NIY
yield (in %)
Belgium 1,301,065 65,462 5.3%
The Netherlands 2,094,519 115,980 4.9%
France 128,790 3,408 5.1%
Luxembourg 46,559 4,544 5.1%
Romania 634,969 1,567 7.5%
Germany 4,443 752 5.6%
Investment properties available for lease 4,210,344 191,713 5.4%
Reconciliation to the consolidated IFRS balance sheet
- Investment properties under development for own account with the purpose of being rented out 256,849
- Land reserves 110,318
- Rights of use to concessions 50,506
- Assets held for sale 16,086
- Other adjustments: joint ventures
- Investment properties available for lease -51,002
- Investment properties under development for own account with the purpose of being rented out -7,468
- Land reserves 0
- Rights of use to concessions -2,946
- Assets held for sale -544
Investment properties in the consolidated IFRS balance sheet 4,582,144
OPERATIONAL PERFORMANCE
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VIII. Investment properties – Data related to rental contracts
Average term
Details on next expiry dates of leases
Passing rent of leases coming to their next
expiry date in euros (x 1,000)
1
Details on final expiry dates of leases
Passing rent of leases coming to their
expiry date in euros (x 1,000)
1
Segment
until first break
(in years)
until expiry date
(in years) year 1 year 2 year 3-5 year 1 year 2 year 3-5
Belgium 4.2 6.6 13,081 17,342 22,819 7,176 8,049 23,452
The Nederlands 6.2 6.6 3,780 16,224 34,675 3,535 12,062 30,714
France 3.7 5.5 236 2,470 2,580 0 1,790 695
Luxembourg 9.1 10.7 0 0 657 0 0 657
Romenia 6.7 8.1 2,523 1,233 12,960 924 1,076 10,838
Germany 4.3 8.6 0 34 245 34 0 0
Total 5.7 6.9 19,620 37,304 73,936 11,670 22,978 66,355
1 For Luxembourg (55%) and Germany (50%), the proportionate share of WDP in the passing rent is indicated.
IX. EPRA Capital expenditure analysis
1
FY 2020 FY 2019
in euros (x 1,000)
Group
(excluding joint
ventures)
Joint ventures
(proportionate
share) Total Group
Group
(excluding joint
ventures)
Joint ventures
(proportionate
share) Total Group
Acquisitions
2
57,792 3,687 61,479 95,796 0 95,796
Development 311,226 6,178 317,405 313,016 9,318 322,334
Like-for-Like portfolio
3
8,265 16 8,282 10,090 0 10,090
Capitalised interest
4
6,105 31 6,136 3,471 16 3,487
Total CapEx 383,388 9,912 393,301 422,373 9,334 431,707
Adjustment for non-cash items 5,238 112 5,350 10,393 710 11,103
Total CapEx (cash flows)
5
388,626 10,024 398,650 432,766 10,045 442,811
1 The overview below shows which investments were included in the balance sheet in the course of 2020. For
an overview of all transactions and realisations that were identied in 2020, see chapter 5. Transactions and
realisations.
2 This is the net investment for all purchases and disposals executed.
3 This concerns improvements to existing properties. Capital expenditure on existing properties did not create
additional lettable space.
4 This concerns the capitalised interests activated for the project developments.
5 The reconciliation with the cash ow statement (see chapter 11. Financial statements) can be made by
abstracting the capitalised interest in the table above, as the capitalised interest is not regarded as an
investment activity in the cash ow statement, but as interest paid.
OPERATIONAL PERFORMANCE
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Governance
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ESG
Strategy
This is WDP
General ESG-reporting principles
Scope and perimeter
The ESG report, as included in chapter 4. ESG, is part of the annual nancial report and
seeks to provide more detail on the ESG policy of the organisation, using comparable
indicators and parameters. The period covered by this report is the same as that of rest
of the annual report, i.e. the 2020 nancial year. WDP publishes an annual update on its
ESG activities in this report.
Where the ESG report refers to WDP, the Company or the business, this refers to the
entire Group, including its subsidiaries .
This report is in keeping with WDP's strategy of open and transparent communication.
In this way, the company wishes to create a clear picture of its sustainable activities
in ecological, economic and social terms that are most relevant to the company and
its stakeholders. This report gives a clear overview of both the strengths and the
weaknesses for each of the dened material aspects, and in doing so, provides insight
into the processes and performance aspects that require improvement. Therefore WDP
applies (a.o.) the universal reporting standards EPRA sBPR and GRI (Core).
1 See also 8. Corporate Governance Statement - Groups culture.
ESG PERFORMANCE
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Governance
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ESG
Strategy
This is WDP
Mapping the WDP ESG Framework with EPRA sBPR and GRI (Core)
Focus themes EPRA indicator GRI/CRESD
Perimeters within
the organisation
Perimeters outside the
organisation
Standard
disclosure Category Aspect
Attracting and retaining tal-ent Emp-Turnover 401-1 Social Employment WDP Group –
Emp-New Hires 401-1 Social Employment WDP Group –
Diversity-Emp 405-1 Social Diversity and equal opportunity WDP Group –
Diversity-Pay 405-2 Social Diversity and equal opportunity WDP Group –
Corporate culture – – – – – –
Employee development Emp-Training 404-1 Social Employment WDP Group –
Emp-Dev 404-3 Social Training and education WDP Group –
Good governance Gov-Board 102-22 Economic Governance WDP Group All stakeholders
Gov-Selec 102-24 Economic Governance WDP Group All stakeholders
Gov-Col 102-25 Economic Governance WDP Group All stakeholders
– 307-1 Economic Environmental Compliance WDP Group All stakeholders
– 419-1 Economic Socioeconomic Compliance WDP Group All stakeholders
Digitisation – – – – – –
Energy efciency Cert-Tot CRE8 Environmental Energy WDP Group Customers
Elec-Abs 302-1 Environmental Energy WDP Group Customers
Elec-LfL 302-1 Environmental Energy WDP Group Customers
DH&C-Abs 302-1 Environmental Energy WDP Group Customers
DH&C-LfL 302-1 Environmental Energy WDP Group Customers
Fuels-Abs 302-1 Environmental Energy WDP Group Customers
Fuels-LfL 302-1 Environmental Energy WDP Group Customers
Energy-Int 302-3, CRE1 Environmental Energy WDP Group Customers
Health and safety H&S-Emp 403-2 Social Health and safety WDP Group –
H&S-Asset 416-1 Social Health and safety WDP Group Customers and suppliers
H&S-Comp 416-2 Social Health and safety WDP Group Customers and suppliers
ESG PERFORMANCE
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Governance
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ESG
Strategy
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EPRA environmental performance indicators - WDP
corporate offices
Methodology concerning the WDP corporate offices
Setting organizational boundaries
All WDP ofces in Wolvertem (BE), Breda (NL) and Bucharest (RO) are recognised in
scope.
Setting operational boundaries
With respect to the WDP ofces, WDP has operational control over the usage of all
utilities (gas, electricity, water).
Therefore, the direct and indirect greenhouse gases as reported below should be
interpreted as follows:
Direct greenhouse
gases (scope 1)
direct emissions generated on
site through combustion of the
energy source by WDP
♦
natural gas
♦
gasoil
Indirect greenhouse
gases (scope 2)
indirect emissions generated off
site during combustion of the
energy source
♦
electricity
♦
district heating &
cooling (DH&C)
Indirect greenhouse gases are reported using the “location-based” accounting method
and the “market-based” accounting method.
For the location-based accounting method a country-average emission factor from the
IEA
1
report is used in the calculation.
For the market-based accounting method calculations are based on the electricity
utility contracts/invoices managed by WDP, of which the origin of the energy source is
known. For utility contracts which are out of control of WDP, location-based accounting
methods are again applied.
Data driven consumption data
The Belgian headquarters are equipped with the nanoGrid energy monitoring system
and utility invoices are available.
The ofces in Breda and Bucharest are part of a larger ofce building and are leased by
WDP and therefore WDP has only partially access to utility consumption data.
The absolute indicators reect the gross total of data for a specic period and a specic
utility (e.g. Elec-Abs, DH&C-Abs).
The Like-for-Like indicators reect the change in performance unrelated to uctuations
in portfolio size (constant boundary) (e.g. Elec-LfL, DH&C-LfL). In WDP’s reporting only
the ofces holding a full-year 2019 and 2020 data coverage are considered in the Like-
for-Like indicators.
Consumption data 2019 (restated):
The gures as published in the Annual financial report 2019 were based on an extrapolation
of a number of consumption data available for the previous period. Hence, these gures
were updated to the real data and are reected in this report as 'restated' gures.
Coverage
For the Belgian headquarters, all utilities are covered except for Water, which has been
fully monitored only since begin 2020. The Dutch ofces are covered for Electricity and
Heat through consumption data of the ofce building owner. The Romanian ofces are
covered as from 2020.
The metrics shown for Waste only consider the Belgian headquarters, since waste
disposal in the Netherlands and Romania is serviced by the ofce building owner and
not by WDP.
Therefore, the coverage in the table below has to be interpreted as follows:
Surface
coverage Absolute indicators
Like-for-Like
BE NL RO Total BE NL RO Total
Electricity 100% 100% 100% 100% 100% 100% 0% 79%
Heat 100% 100% 100% 100% 100% 100% 0% 79%
Water 100% 0% 100% 69% 0% 0% 0% 0%
Waste 100% 0% 0% 48% 100% 0% 0% 48%
EPRA SUSTAINABILITY PERFORMANCE MEASURES
1 IEA stands for International Energy Agency and works with countries around the world to shape energy
policies for a secure and sustainable future.
www.iea.org
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Strategy
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EPRA environmental performance indicators - WDP corporate offices
Electricity - WDP corporate offices
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Coverage Indicator Coverage
Elec-Abs 302-1 Total electricity consumption Absolute kWh 260,265 79% 321,931 100%
Elec-LfL 302-1 Like-for-Like electricity consumption Like-for-Like kWh 260,265 79% 295,959 79%
Surface coverage goes up from around 80% in 2019 to 100% in 2020, due to
the new ofces for WDP Romania that are now recognised in the calculation.
In the Like-for-Like analysis, we see an increase of about 13% in Electricity consumption,
EPRA SUSTAINABILITY PERFORMANCE MEASURES
due to the conversion of an additional part of the Belgian ofces from classic heating to
a modern geothermic heat pump. This increase should be considered together with the
decrease of Gasoil consumption in the Belgian ofces; a “quid pro quo”.
Heat - WDP corporate offices
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Coverage Indicator Coverage
DH&C-Abs 302-1 Total district heating & cooling consumption Absolute kWh 50,417 101,642
DH&C-LfL 302-1 Like-for-Like district heating & cooling consumption Like-for-Like kWh 50,417 34,915
Fuels-Abs 302-1 Total fuel consumption Absolute kWh 157,662 144,106
Fuels-LfL 302-1 Like-for-Like fuel consumption Like-for-Like kWh 157,662 144,106
Total Heat Total heat consumption Absolute kWh 208,078 79% 245,748 100%
Like-for-Like heat consumption Like-for-Like kWh 208,078 79% 179,022 79%
Both ofces in Breda (NL) and Bucharest (RO) are equipped with District Heat & Cooling
(DH&C). The Like-for-Like scope of DH&C relates to the Dutch ofces only, showing a
decrease of 30%, mainly because of the lockdown and teleworking. The consumption
of Gasoil in the Belgian ofces decreased with 9%, which has to be related to the
increase of Electricity consumption (“quid pro quo”).
1 As explained in the methodology, these gures are restated compared to the gures stated in the Annual
financial report 2019.
2 All EPRA indicators marked with a
were checked by certied Deloitte auditors in the context of a limited
assurance for 2020.
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Governance
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ESG
Strategy
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EPRA SUSTAINABILITY PERFORMANCE MEASURES
Energy Intensity - WDP corporate offices
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Indicator
Energy-Int 302-3 CRE1 Building energy intensity Absolute kWh/m² 347.44 332.25
Building energy intensity Like-for-Like kWh/m² 347.44 352.36
Energy Intensity (Like-for-Like) has slightly increased, following the company's growth.
Greenhouse Gases (location-based) - WDP corporate offices
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Indicator
GHG-Dir-Abs 305-1 Direct | Scope 1 Absolute T CO
2
e 39 35
GHG-Dir-LfL 305-1 Direct | Scope 1 Like-for-Like T CO
2
e 39 35
GHG-Indir-Abs 305-2 Indirect | Scope 2 Absolute T CO
2
e 105 125
GHG-Indir-LfL 305-2 Indirect | Scope 2 Like-for-Like T CO
2
e 105 120
GHG-Int 305-4 CRE3 GHG Intensity | Scope 1 + Scope 2 Absolute
kg CO
2
e/m²
106.67 94.01
GHG Intensity | Scope 1 + Scope 2 Like-for-Like kg CO
2
e/m² 106.67 115.32
The increase in indirect emissions is caused by a higher Electricity consumption and a
lower gasoil consumption in the Belgian ofces.
1 As explained in the methodology, these gures are restated compared to the gures stated in the Annual
financial report 2019.
2 All EPRA indicators marked with a
were checked by certied Deloitte auditors in the context of a limited
assurance for 2020.
In the Like-for-Like analysis, we see an increase of about 13% in Electricity consumption,
due to the conversion of an additional part of the Belgian ofces from classic heating to
a modern geothermic heat pump. This increase should be considered together with the
decrease of Gasoil consumption in the Belgian ofces; a "quid pro quo".
Greenhouse Gases (market-based) - WDP corporate offices
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Indicator
GHG-Dir-Abs 305-1 Direct | Scope 1 Absolute T CO
2
e 39 35
GHG-Dir-LfL 305-1 Direct | Scope 1 Like-for-Like T CO
2
e 39 35
GHG-Indir-Abs 305-2 Indirect | Scope 2 Absolute T CO
2
e 105 24
GHG-Indir-LfL 305-2 Indirect | Scope 2 Like-for-Like T CO
2
e 105 19
GHG-Int 305-4 CRE3 GHG Intensity | Scope 1 + Scope 2 Absolute
kg CO
2
e/m²
106.67 35.03
GHG Intensity | Scope 1 + Scope 2 Like-for-Like kg CO
2
e/m² 106.67 40.57
As from 2020, the electricity contracts for the assets in Belgium were converted from grey
to green electricity, leading to a decrease in Like-for-Like for the Indirect Greenhouse
Gases in Belgium. The Romanian and Dutch ofces are managed by external owners,
therefore WDP is not able to select the utility provider itself.
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EPRA SUSTAINABILITY PERFORMANCE MEASURES
Water - WDP corporate offices
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Coverage Indicator Coverage
Water-Abs 303-1 Total water consumption Absolute m³ 616 79% 1,652 69%
Water-LfL 303-1 Like-for-Like water consumption Like-for-Like m³
Water-Int CRE2 Building water intensity Absolute m³/m² 0.46 1.41
Building water intensity Like-for-Like m³/m²
The energy monitoring only takes into account the water consumption of the Belgian
ofces, covering full water consumption as from te beginning of 2020. Data for the
Dutch and Romanian ofces is provided by the owners of the ofce buildings and is
available as from 2020 for Romania and up until 2019 for the Netherlands (given the
delayed receipt of the consumption data). Therefore a like-for-like is not applicable
(since there are no full year data for 2019 and 2020 available).
Waste - WDP corporate offices
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Coverage Indicator Coverage
Waste-Abs 306-2 Total weight of waste by disposal route Absolute T restafval 3.9 48% 3.6 48%
Absolute T plastic 0.2 48% 0.2 48%
Absolute T papier 2.0 48% 1.9 48%
Waste-LfL 306-2 Like-for-Like weight of waste by disposal route Like-for-Like T restafval 3.9 48% 3.6 48%
Like-for-Like
T plastic
0.2 48% 0.2 48%
Like-for-Like T papier 2.0 48% 1.9 48%
Waste can only be monitored for the Belgian ofces as waste is only managed by
WDP itself in Belgium, showing a waste reduction of around 7% compared to 2019.
Waste disposal for the ofces in the Netherlands and Romania is organised by the ofce
building owners, hence data is unavailable.
1 As explained in the methodology, these gures are restated compared to the gures stated in the Annual
financial report 2019.
2 All EPRA indicators marked with a
were checked by certied Deloitte auditors in the context of a limited
assurance for 2020.
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Strategy
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EPRA environmental performance
indicators - WDP property portfolio
Methodology concerning the WDP property portfolio
Setting organizational boundaries
The energy and carbon reporting gures include energy consumption and carbon
emissions associated with all WDP warehouse sites, amounting to 245 buildings and
therefore covering 100% of the operations of WDP Group.
When reporting CO
2
emissions related to its activities, WDP follows the recommendations
and methodology of the Greenhouse Gas Protocol (GHG Protocol).
Setting operational boundaries
It is important to note that, as lessee of the warehouses, the WDP’s tenants have full
discretion over the entire usage of utilities (gas, electricity, water) and that there are no
common areas within the property sites. Therefore, landlord consumption amounts to 0.
Recent evolution in operational boundaries:
In the past, WDP had only access to landlord-obtained data, reecting that part of the
portfolio for which WDP has the purchasing contract with the utility company itself and
for which subsequent recharge of those expenses to the tenants – being the actual
consumers – has been done.
However, WDP wishes to report on the entire impact arising within a building, irrespective
of the arrangements between landlord and tenant. The company is convinced of the fact
that the only way to make a sustainable difference in the long term is to also include and
measure the tenant-obtained consumption. We therefore enrolled an energy monitoring
system nanoGrid, as explained below, which enables WDP to report true performance
measurement at the building level, based on full building data consumption.
The consumption reported therefore includes the energy and water purchased as
landlord, as well as the utilities (energy and water) purchased by tenants.
As explained above, effective landlord consumption amounts to zero and therefore, the
greenhouse gases as reported below should be interpreted as follows:
WDP property portfolio
Indirect greenhouse
gases (scope 3)
This represents the tenants’ direct
emissions from gas or gasoil, as well
as the tenants’ indirect emissions from
electricity and/or district heating and
cooling.
♦
natural gas
♦
gasoil
♦
electricity
♦
district heating &
cooling (DH&C)
Indirect greenhouse gases are reported using the “location-based” accounting method
and the “market-based” accounting method.
For the location-based accounting method a country-average emission factor from the
IEA report
1
is used in the calculation.
For the market-based accounting method calculations are based on the electricity utility
contracts/invoices managed by WDP, of which the origin of the energy source is known
(see table below Landlord-obtained and tenant-obtained utilities for more details). For
utility contracts which are out of control of the company, location-based accounting
methods are again applied.
Data-driven consumption data
In order to be able to develop a proper data-driven climate action plan, based on a
correct and reliable global carbon footprint calculation, WDP started two years ago
to roll-out an energy monitoring system (nanoGrid) for its total portfolio. This energy
monitoring system provides for the necessary insights in the usage of utilities on-site as
it measures in real-time and in a digital way all consumption data. As announced earlier
this year, these data will be made available to the clients through a dedicated client
portal that will be launched by Q2 2021. Ultimately, this should enable us to measure,
report, analyse and optimise the energy consumption in dedicated client partnership.
Therefore, the indicators in this report are based on a proprietary data model that uses a
combination of two sources for consumption data: (1) data through the energy monitoring
system (nanoGrid), which is nearly fully enrolled throughout the WDP property portfolio
and (2) data derived from utility invoices managed by WDP to complement the total
data-coverage of the portfolio. In other words, full reporting on energy and carbon (as
set out below) is based on the hard data and there is no extrapolation/estimation of
data regarding consumption.
1 IEA stands for International Energy Agency and works with countries around the world to shape energy
policies for a secure and sustainable future.
www.iea.org
EPRA SUSTAINABILITY PERFORMANCE MEASURES
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Strategy
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The absolute indicators reect the gross total of data for a specic period and a specic
utility (e.g. Elec-Abs, DH&C-Abs).
The Like-for-Like indicators reect the change in performance unrelated to uctuations
in portfolio size (constant boundary) (e.g. Elec-LfL, DH&C-LfL). In WDP’s reporting only
buildings holding a full-year 2019 and 2020 data coverage are considered in the Like-
for-Like indicators.
Consumption data 2019 restated:
Due to the delayed arrival of some utility invoices and given the progression in the roll-
out of nanoGrid (amongst others in the Romanian portfolio), WDP was able to nalise
the absolute numbers of 2019 after the publication of the Annual Report 2019. This
leads to a restatement of the gures for 2019 e.g. Electricity coverage increasing from
26% in the annual report 2019 to 72% for the same period, restated.
Coverage
Surface measurements for the WDP portfolio are exported from SAP, the main ERP-
software for all contracting and invoicing. The measurements for master data within the
validity period of 2019-20, are used as source data for further calculations of surface
coverage and intensities.
Therefore, the coverage in the table below has to be interpreted as follows:
Absolute indicators Like-for-Like
2019
2020 2019 2020
Electricity 4,445,000 m² | 72% 4,900,000 m² | 80% 2,928,000 m² | 47% 2,928,000 m² | 48%
Heat 2,340,608 m² | 38% 3,200,000 m² | 53% 1,024,000 m² | 17% 1,024,000 m² | 17%
Water 3,021,041 m² | 49% 3,800,000 m² | 62% 1,059,000 m² | 17% 1,059,000 m² | 17%
With respect to Like-for-Like, only buildings holding a full-year 2019 and 2020 data
coverage are considered, leading to a lower portfolio coverage then for the Absolute
indicators.
EPRA SUSTAINABILITY PERFORMANCE MEASURES
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Landlord-obtained and Tenant-obtained utilities
Belgium The Netherlands Luxembourg France Romania Total WDP
property
portfolio
Electricity
Landlord-obtained (by WDP) 74% 100% green
electricity
0% n.r. 0% n.r. 100% 100% green
electricity
100% 42% green electricity
58% grey electricity
63%
Tenant-obtained 26% source unknown 100% source unknown 100% source unknown 0% n.r. 0% n.r. 37%
Gas
Landlord-obtained (by WDP) 58% 100% natural gas 25% n.r. 100% 100% natural gas 100% 100% natural gas 100% 100% natural gas 68%
Tenant-obtained 42% source unknown 75% source unknown 0% n.r. 0% n.r. 0% n.r. 32%
Water
Landlord-obtained (by WDP) 16% 9% 0% 100% 100% 18%
Tenant-obtained 84% 91% 100% 0% 0% 82%
The breakdown is based on the number of Utilities for which the invoices are paid
by the landlord (WDP) versus the tenant. The latter is based on data from the energy
monitoring system. The green electricity concerns on-site produced green energy
(WDP solar panels) on the one hand and green electricity from electricity providers on
the other hand.
EPRA SUSTAINABILITY PERFORMANCE MEASURES
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1 As explained in the methodology, these gures are restated compared to the gures stated in the Annual
financial report 2019.
2 All EPRA indicators marked with a
were checked by certied Deloitte auditors in the context of a limited
assurance for 2020.
EPRA environmental performance indicators – WDP property portfolio
Electricity - WDP property portfolio
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Coverage Indicator Coverage
Elec-Abs 302-1 Total electricity consumption Absolute kWh 146,558,882 72% 191,789,542 80%
Total landlord-obtained 92,785,479 121,420,717
For landlord shared services 0 0
(Sub)metered exclusively to tenants 92,785,479 121,420,717
Total tenant-obtained 53,773,403 70,368,825
Elec-LfL 302-1 Like-for-Like electricity consumption Like-for-Like kWh 109,859,751 47% 107,072,161 48%
Total landlord-obtained 69,551,497 67,786,692
For landlord shared services 0 0
(Sub)metered exclusively to tenants 69,551,497 67,786,692
Total tenant-obtained 40,308,254 39,285,469
There is a signicant increase in the indicator for Absolute Electricity Consumption due
to the further roll-out of the nanoGrid energy monitoring system during 2020. At the end
of 2019 there was a surface coverage of 72% on Electricity monitoring. This is raised to
80% by the end of 2020.
The contracts for Electricity are entered into both by the tenant or by WDP, leading to a
breakdown between Landlord-obtained and Tenant-obtained for the overall WDP
portfolio of 63% vs. 37%. Table Landlord-obtained and Tenant-obtained utilities
provides more information related to the source of the Electricity (green or grey). With
respect to the landlord obtained electricity, WDP always aims for the highest share of
green electricity possible. Due to relevant regulations in Romania, WDP is only able to
source 58% from green energy contracts.
In the Like-for-Like analysis (namely sites with full year data for 2019 and 2020), we see
a slight decrease in Electricity consumption of around 3%, mainly due to the rst
lockdown caused by the worldwide Covid-19 pandemic. The overall WDP portfolio
shows a decrease of 12% in Electricity consumption in April 2020 compared to April
2019. This decrease rapidly faded out in the subsequent months, pointing towards
continued and healthy activity levels, thereby underpinning the crucial importance of
logistics.
EPRA SUSTAINABILITY PERFORMANCE MEASURES
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Governance
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Strategy
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1 As explained in the methodology, these gures are restated compared to the gures stated in the Annual
financial report 2019.
2 All EPRA indicators marked with a
were checked by certied Deloitte auditors in the context of a limited
assurance for 2020..
Heat - WDP property portfolio
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Coverage Indicator Coverage
DH&C-Abs 302-1 Total district heating & cooling consumption Absolute kWh 4,906,823 2,983,413
Total landlord-obtained 0 0
For landlord shared services 0 0
(Sub)metered exclusively to tenants 0 0
Total tenant-obtained 4,906,823 2,983,413
DH&C-LfL 302-1 Like-for-Like district heating & cooling consumption Like-for-Like kWh 4,906,823 2,959,940
Total landlord-obtained 0 0
For landlord shared services 0 0
(Sub)metered exclusively to tenants 0 0
Total tenant-obtained 4,906,823 2,959,940
Fuels-Abs 302-1 Total fuel consumption Absolute kWh 51,644,392 68,085,637
Total landlord-obtained 35,212,086 46,422,025
For landlord shared services 0 0
(Sub)metered exclusively to tenants 35,212,086 46,422,025
Total tenant-obtained 16,432,307 21,663,612
Fuels-LfL 302-1 Like-for-Like fuel consumption Like-for-Like kWh 38,666,213 36,620,986
Total landlord-obtained 26,363,327 24,968,854
For landlord shared services 0 0
(Sub)metered exclusively to tenants 26,363,327 24,968,854
Total tenant-obtained 12,302,886 11,652,132
Total Heat Total heat consumption Absolute kWh 56,551,215 38% 71,069,050 53%
Like-for-Like heat consumption Like-for-Like kWh 43,573,036 17% 39,580,926 17%
The energy monitoring system also covers Heat utilities. Heating is mainly generated
through Gas (Fuel), except for 4 sites equipped with Gasoil (Fuel) and 2 sites using
District Heating & Cooling (DH&C).
Surface coverage for Heat has increased towards 53% at the end of 2020.
In the Like-for-Like analysis only 17% is in scope because most of the Gas monitorings
were connected during 2020. In 2020 there was a decreased heat consumption of 9%
compared to 2019. This can be assigned to a lower demand for heating given the fact
that in 2019 temperature was lower compared to 2020. This is expressed in heating
degree days which in 2020 were less by +/- 10% compared to 2019.
The heating degree-days is a metric for the heating demand in a building and is
calculated as the number of degrees below a threshold multiplied by the number of
days. DH&C decreased with 40%. In the Like-for-Like scope of DH&C only one site is
included where heat consumption reduced signicantly caused by the lockdown.
EPRA SUSTAINABILITY PERFORMANCE MEASURES
WDP
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Financial statements
Governance
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ESG
Strategy
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Energy Intensity - WDP property portfolio
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Indicator
Energy-Int 302-3 CRE1 Building energy intensity Absolute kWh/m² 44.64 52.49
Building energy intensity Like-for-Like kWh/m² 51.08 48.47
The Energy Intensity is the combination of the Electricity and Heat (see two sections
above) expressed per square meter. Here we see a slight decrease for the WDP portfolio,
caused by the lockdown in March-April 2020. However, towards the end of the year the
activities in the warehouses recovered quickly.
Greenhouse Gases (location-based) - WDP property portfolio
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Indicator
GHG-Dir-Abs 305-1 Direct | Scope 1 Absolute T CO
2
e n/a n/a
GHG-Dir-LfL 305-1 Direct | Scope 1 Like-for-Like T CO
2
e n/a n/a
GHG-Indir-Abs 305-2 Indirect | Scope 2 Absolute T CO
2
e n/a n/a
GHG-Indir-LfL 305-2 Indirect | Scope 2 Like-for-Like T CO
2
e n/a n/a
GHG-Indir-Abs 305-3 Indirect | Scope 3 Absolute T CO
2
e 67,058 86,887
GHG-Indir-LfL 305-3 Indirect | Scope 3 Like-for-Like T CO
2
e 47,262 43,589
Total Scope 1 + Scope 2 Absolute T CO
2
e n/a n/a
Scope 1 + Scope 2 Like-for-Like T CO
2
e n/a n/a
Total Scope 1 + Scope 2 + Scope 3 Absolute T CO
2
e 67,058 86,887
Scope 1 + Scope 2 + Scope 3 Like-for-Like T CO
2
e 47,262 43,589
GHG-Int 305-4 CRE3 GHG Intensity | Scope 1 + Scope 2 Absolute kg CO
2
e/m² n/a n/a
GHG-Int 305-4 CRE3 GHG Intensity | Scope 1 + Scope 2 + Scope 3 Absolute
kg
CO
2
e
/m²
14.39 17.18
GHG Intensity | Scope 1 + Scope 2 + Scope 3 Like-for-Like kg CO
2
e/m² 15.15 13.87
*n/a: not applicable
The scope 3 gures represent - as explained in the methodology - the tenants' direct
emissions from gas or gasoil, as well as the tenants’ indirect emissions from electricity
and/or district heating and cooling.
Absolute indicators have increased caused by a larger coverage of energy monitoring.
Hence, Like-for-Like shows a more representative gure: a decrease for indirect
emissions.
1 As explained in the methodology, these gures are restated compared to the gures stated in the Annual
financial report 2019.
2 All EPRA indicators marked with a
were checked by certied Deloitte auditors in the context of a limited
assurance for 2020..
EPRA SUSTAINABILITY PERFORMANCE MEASURES
WDP
2020 Annual Report
182
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
1 As explained in the methodology, these gures are restated compared to the gures stated in the Annual
financial report 2019.
2 All EPRA indicators marked with a
were checked by certied Deloitte auditors in the context of a limited
assurance for 2020.
Greenhouse Gases (market-based) - WDP property portfolio
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Indicator
GHG-Dir-Abs 305-1 Direct | Scope 1 Absolute T CO
2
e n/a n/a
GHG-Dir-LfL 305-1 Direct | Scope 1 Like-for-Like T CO
2
e n/a n/a
GHG-Indir-Abs 305-2 Indirect | Scope 2 Absolute T CO
2
e n/a n/a
GHG-Indir-LfL 305-2 Indirect | Scope 2 Like-for-Like T CO
2
e n/a n/a
GHG-Indir-Abs 305-3 Indirect | Scope 3 Absolute T CO
2
e 60.164 65.267
GHG-Indir-LfL 305-3 Indirect | Scope 3 Like-for-Like T CO
2
e 42.143 27.888
Total Scope 1 + Scope 2 Absolute T CO
2
e n/a n/a
Scope 1 + Scope 2 Like-for-Like T CO
2
e n/a n/a
Total Scope 1 + Scope 2 + Scope 3 Absolute T CO
2
e 60.164 65.267
Scope 1 + Scope 2 + Scope 3 Like-for-Like T CO
2
e 42.143 27.888
GHG-Int 305-4 CRE3 GHG Intensity | Scope 1 + Scope 2 Absolute kg CO
2
e/m² n/a n/a
GHG-Int 305-4 CRE3 GHG Intensity | Scope 1 + Scope 2 + Scope 3 Absolute
kg
CO
2
e
/m²
12.91 12.91
GHG Intensity | Scope 1 + Scope 2 + Scope 3 Like-for-Like kg CO
2
e/m² 13.51 8.88
*n/a: not applicable
The GHG emissions are lower as opposed to the emissions in the location-based
accounting method, since WDP has opted for a green electricity contract for the assets
in Belgium ad Romania (partially) as from 2020 (grey electricity in 2019). With respect
to the landlord obtained electricity, WDP always aims for the highest share of green
electricity possible. The further specications of the grey/green share is available under
Table Landlord-obtained and Tenant-obtained utilities in the narrative on methodology.
EPRA SUSTAINABILITY PERFORMANCE MEASURES
WDP
2020 Annual Report
183
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
Water - WDP property portfolio
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Coverage Indicator Coverage
Water-Abs 303-1 Total water consumption Absolute m³ 96,375 49% 217,581 62%
Total landlord-obtained 16,908 38,172
For landlord shared services 0 0
(Sub)metered exclusively to tenants 16,908 38,172
Total tenant-obtained 79,467 179,409
Water-LfL 303-1 Like-for-Like water consumption Like-for-Like m³ 60,586 17% 64,713 17%
Total landlord-obtained 10,629 11,353
For landlord shared services 0 0
(Sub)metered exclusively to tenants 10,629 11,353
Total tenant-obtained 49,956 53,360
Water-Int CRE2 Building water intensity Absolute m³/m² 0.03 0.06
Building water intensity Like-for-Like m³/m² 0.06 0.06
The absolute indicators have increased due to a further roll-out of the energy monitoring
system. The surface coverage raises from 49% in 2019 to 62% at the end of 2020.
Certification - WDP property portfolio
EPRA GRI CRESSD Indicator
Performance
measurement Measuring unit
2019
1
2020 Scope for
statutory
auditor
2
Indicator Coverage Indicator Coverage
Cert-Tot CRE8 Type and number of sustainability certified assets Absolute BREEAM 13 100% 17 100%
Excellent 1 2
Very Good 7 8
Good 5 7
Type and number of sustainability certified assets Absolute EDGE 0 100% 48 100%
EDGE
0 32
EDGE Advanced 0 16
During 2020, 4 new BREEAM certicates were achieved. Within the context of the IFC
green nancing framework, 48 EDGE certications were granted for the Romanian
warehouse portfolio.
1 As explained in the methodology, these gures are restated compared to the gures stated in the Annual
financial report 2019.
2 All EPRA indicators marked with a
were checked by certied Deloitte auditors in the context of a limited
assurance for 2020.
The Like-for-Like scope indicates an increase of about 7% in Water consumption,
related to the tenants' activities.
EPRA SUSTAINABILITY PERFORMANCE MEASURES
WDP
2020 Annual Report
184
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
1 All EPRA indicators marked with a were checked by certied Deloitte auditors in the context of a limited
assurance for 2020.
EPRA social performance indicators
WDP has slightly modied the calculation method with respect to the social indicators
for the purpose of reporting a more realistic view on the composition of #TeamWDP.
As from 2020, employees with a permanent employment contract, as well as team
members as independent manager or as independent service provider are recognised in
the social indicators' report. In addition, some indicators show more detailed information
for enhanced transparency.
EPRA SUSTAINABILITY PERFORMANCE MEASURES
EPRA GRI Indicator Boundaries Measuring unit and description
WDP corporate offices Scope for
statutory
auditor
1
2019
2020
Diversity-Emp 405-1 Gender diversity Employees Percentage female 42% 46%
Employees Percentage male 58% 54%
Management Committee Percentage female 0% 0%
Management Committee Percentage male 100% 100%
Diversity-Pay 405-2 Gender pay ratio Employees Ratio average pay male vs, average pay female 1.62 1.01
Emp-Training 404-1 Employee training
and development
Employees and Management
Committee - Headcount
Average number of hours of training 19.09 37.09
Employee training
and development
Employees and Management
Committee - FTE
Average number of hours of training 21.65 39.53
Emp-Dev 404-3 Employee performance
appraisals
Employees and Management
Committee
Percentage of evaluation 100% 100%
Emp-New hires 401-1 New hires Employees Number of new employee hires 16 9
Employees Percentage of new employees vs, total number of employees 21% 11%
Emp-Turnover 401-1 Turnover Employees Number of employees that have left the organisation
voluntarily or due to dismissal, retirement or death in service
8 3
Employees Percentage of employees that have left the organisation
voluntarily or due to dismissal, retirement or death in service
vs, total number of employees
9% 4%
H&S-Emp 403-2 Injury rate Employees and Management
Committee
Percentage of employees or Management Committee
involved vs, total number of hours
0.002% 0.001%
Lost day rate Employees and Management
Committee
Percentage of number of days when incapable of working vs,
total number of hours
0.019% 0.118%
Absentee rate
(long-term)
Employees and Management
Committee
Percentage of number of days incapacitated due to long-
term illness vs, total number of hours
0.113% 0.026%
Absentee rate
(short-term)
Employees and Management
Committee
Percentage of number of days incapacitated due to short-
term illness vs, total number of hours
0.139% 0.092%
Work-related fatalities Employees and Management
Committee
Number of work-related fatalities 0 0
H&S-Asset 416-1 Asset health and
safety assessments
WDP corporate ofces Percentage of assets for which health and safety impacts
have been assessed
100% 100%
H&S-Comp 416-2 Asset health and
safety compliance
WDP corporate ofces Number of incidents of non-compliance with regulations
concerning the health and safety impacts
0 0
Comty-Eng 413-1 Community
engagement, impact
assessments and
development programs
WDP corporate ofces Percentage assets covered 100% 100%
See 6. ESG - Stakeholder
engagement and 11.3
Annexes - Background
information on ESG
reporting
See 4. ESG - Value creation
through dialogue and clear
focus
WDP
2020 Annual Report
185
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
EPRA governance performance indicators
EPRA GRI Indicator Boundaries
Measuring unit and
description
WDP corporate offices Scope for
statutory
auditor
1
2019
2020
Gov-Board 102-22 Composition Board of Directors Composition See 5. Corporate Governance
Statement - Board of Directors -
Composition
See 8. Corporate Governance
Statement - Board of Directors -
Composition
Gov-Selec 102-24 Process of nominating
and selecting
Board of Directors Description of
nomination and
selection
See 5. Corporate Governance
Statement - Board of Directors -
Composition
See 8. Corporate Governance
Statement - Board of Directors -
Composition
Gov-Col 102-25 Process of managing
conflicts of interest
Board of Directors Description of process
regarding conicts of
interest
See 5. Corporate Governance
Statement - Board of Directors -
Conflicts of interest
See 8. Corporate Governance
Statement - Board of Directors -
Conflicts of interest
EPRA SUSTAINABILITY PERFORMANCE MEASURES
1 All EPRA indicators marked with a were checked by certied Deloitte auditors in the context of a limited
assurance for 2020.
WDP
2020 Annual Report
186
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
GRI 102: General disclosures Page, url or comment
102-1 Name of the organisation 246
102-2 Activities, brands, products and services 10, 11, 16-18
102-3 Location of headquarters 198, 248
102-4 Location of operations 10, 150
102-5 Ownership and legal form 65, 246
102-6 Markets served 10, 11, 16-18, 87-100
102-7 Scale of the organization 30, 65, 87-100, 191-197,
232
102-8 Information on employees and other workers 30-32, 184, 232
102-9 Supply chain 11, 12-14, 21
102-10 Signicant changes to the organization and its
supply chain
10, 21, 23-24, 65,
232, Supplier Code of
Conduct
102-11 Precautionary Principle or approach 16-19, 20, 21, 22-38
102-12 External initiatives 23-24
102-13 Membership of associations
Membership in
associations and
societies
102-14 Statement from senior decision-maker
Statement by the CEO
102-15 Key impacts, risks and opportunities
12-20, 21, 22-38,
143-147, 151-158,
Employee Code of
Conduct, Supplier Code
of Conduct
102-16 Values, principles, standards and norms of behaviour
16-18, 26, 28, 140-147
16-18, 26, 28,
140-147, Dealing Code,
Employee Code of
Conduct, Supplier Code
of Conduct, Corporate
Governance Charter
102-17 Mechanisms for advice and concerns about ethics
140-143, 145, Grievance
mechanism, Code of
Ethics
102-18 Governance structure
27, 107-130, Corporate
Governance Charter
102-19 Delegating authority 27
GRI 102: General disclosures Page, url or comment
102-20 Executive-level responsibility for economic,
environmental, and social topics
27, 111-118, 124-130
102-21 Consulting stakeholders on economic, environmental,
and social topics
16-18, 23-24
102-22 Composition of the highest governance body and its
committees
111-124
102-23 Chair of the highest governance body 113, 116, 119
102-24 Nominating and selecting the highest governance
body
118-119, 130
102-25 Conicts of interest 140-143
102-26 Role of highest governance body in setting purpose,
values and strategy
27, 117
102-27 Collective knowledge of highest governance body 27, 113-116, 118
102-28 Evaluating the highest governance body’s
performance
119-120
102-29 Identifying and managing economic, environmental,
and social impacts
23-27, 143-147
102-30 Effectiveness of risk management processes
118, 143-147, Corporate
Governance Charter
102-31 Review of economic, environmental and social topics 143-147
102-32 Highest governance body’s role in sustainability
reporting
27
102-33 Communicating critical concerns
23-24, 27, 140-143,
145, Employee Code of
Conduct, Supplier Code
of Conduct
102-35 Remuneration policies 131-139
102-36 Process for determining remuneration 131-139
102-37 Stakeholders’ involvement in remuneration 131-139
102-40 List of stakeholder groups 23-24
102-41 Collective bargaining agreements 30
102-42 Identifying and selecting stakeholders 16-18, 21, 23-24, 25-26
GRI STANDARD
WDP
2020 Annual Report
187
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
GRI 102: General disclosures Page, url or comment
102-43 Approach to stakeholder engagement 23-24
102-44 Key topics and concerns raised 23-24
102-45 Entities included in the consolidated nancial
statements
211
102-46 Dening report content and topic boundaries 25-26, 170-171
102-47 List of material topics 26
102-48 Restatements of information 172, 173-175, 177,
179-183
102-49 Changes in reporting n.r.
102-50 Reporting period 170, 198
Financial year from
01.01.2020 to
31.12.2020
102-51 Date of most recent report
This report relates to the
activities for the
2020 nancial year. This
report follows the Annual
nancial report 2019,
published on 27
March 2020.
102-52 Reporting cycle Annual
102-53 Contact point for questions regarding the report 275
102-54 Claims of reporting in accordance with the GRI
Standards
This report has been
prepared in
accordance with the GRI
Standards:
Core option
102-55 GRI content index 186-188
102-56 External assurance 259-266
Deloitte Bedrijfsrevisoren
issues a report
on the EPRA Earnings
forecast, the
consolidated nancial
statements and
a selection of
environmental,
social and
governance indicators,
published in this
annual report.
Materiality GRI Standard
Page, url or
comment
Corporate culture
GRI 103
Management
approach
103-1 Explanation of the material topic and its boundary 28, 171
103-2 The management approach and its components 28
103-3 Evaluation of the management approach 28
GRI 102 2018
General disclosures
102-16 Values, principles, standards and norms of
behaviour
16-18, 26,
38, 143-147,
Employee
Code of
Conduct,
Supplier
Code of
Conduct,
Corporate
Governance
Charter,
Code of
Ethics
Attracting and retaining talent
GRI 103
Management
approach
103-1 Explanation of the material topic and its boundary 29-31, 171
103-2 The management approach and its components 29-31
103-3 Evaluation of the management approach 29-31
401-1 Average hours of training per year per employee 34, 184
405-1 Diversity of governance bodies and employees 108, 130,
184
405-2 Ratio of basic salary and remuneration of women
to men
184
Digitisation
GRI 103
Management
approach
103-1 Explanation of the material topic and its boundary 35, 171
103-2 The management approach and its components 35, 39
103-3 Evaluation of the management approach 35
GRI STANDARD
WDP
2020 Annual Report
188
Financial statements
Governance
2020 perfomance
ESG
Strategy
This is WDP
GRI STANDARD
Materiality GRI Standard
Page, url or
comment
GRI 203 Indirect
economic impacts
203-1 Infrastructure investments and services
supported
35, 73, 118
Employee development
GRI 103
Management
approach
103-1 Explanation of the material topic and its boundary 34, 171
103-2 The management approach and its components 34
103-3 Evaluation of the management approach 34
GRI 404 Training
and education
404-1 Average hours of training per year per employee 34, 184
404-3 Percentage of employees receiving regular
performance and career development reviews
184
Energy efficiency
GRI 103
Management
approach
103-1 Explanation of the material topic and its boundary 36-37, 171
103-2 The management approach and its components 36-37
103-3 Evaluation of the management approach 36-37
GRI 302 Energy 302-1 Energy consumption within the organization 172-183
302-2 Energy consumption outside of the organization 172-183
302-3 Energy intensity 172-183
302-4 Reduction of energy consumption 172-183
302-5 Reductions in energy requirements of products
and services
172-183
Health and safety
GRI 103
Management
approach
103-1 Explanation of the material topic and its boundary 32-33, 171
103-2 The management approach and its components 32-33
103-3 Evaluation of the management approach 32-33
GRI 403
Occupational
health and safety
403-2 Types of injury and rates of injury, occupational
diseases, lost days, and absenteeism and number of
work-related fatalities
32-33, 184
GRI 416 Customer
health and safety
416-1 Assessment of the health and safety impacts of
product and service categories
32-33, 184
Materiality GRI Standard
Page, url or
comment
416-2 Incidents of non-compliance concerning the
health and safety impacts of products and services
32-33, 184
Good governance
GRI 103
Management
approach
103-1 Explanation of the material topic and its boundary 38, 171
103-2 The management approach and its components 38
103-3 Evaluation of the management approach 38
GRI 102 General
information
102-22 Composition of the highest governance body
and its committees
113-124
102-24 Nominating and selecting the highest
governance body
118-119
102-25 Conicts of interest 140-143
GRI 307
Environmental
compliance
307-1 Non-compliance with environmental laws and
regulations
38, 156
GRI 419
Socioeconomic
compliance
419-1 Non-compliance with laws and regulations in the
social and economic area
155-158
WDP
Financial Statements 2020
189
11. FINANCIAL STATEMENTS
“
EDGE proves that future-oriented
buildings unite profitability and
lower ecological footprint
WDP Romania has
passed sustainability test
Sustainable
certification
WDP
Financial Statements 2020
190
CONTENTS
1. Annual consolidated financial statement
for the 2020 financial year
191
Prot and loss account 191
Statement of overall result 193
Components of the net result 193
Balance sheet 194
Cash ow statement 195
Statement of changes in consolidated shareholders’ equity 196
2. Notes
198
I. General information on the Company 198
II. Basis of preparation 198
III. Accounting policies 199
IV. Signicant accounting estimates and key sources
of uncertainties affecting estimates 205
V. Segmented information – Operating result 207
VI. Segmented information – Assets 210
VII. Information on subsidiaries 211
VIII. Overview of future income 212
IX. Result on the disposal of investment properties 213
X. Financial result 213
XI. Taxes 213
XII. Investment properties 214
XIII. Other tangible xed assets 219
XIV. Financial instruments 222
XV. Assets held for sale 226
XVI. Trade receivables and doubtful debtors 226
XVII. Participation in afliated companies and joint ventures 227
XVIII. Tax receivables and other current assets 227
XIX. Capital 228
XX. Provisions 229
XXI. Statement of nancial debt 230
XXII. Gearing ratio 231
XXIII. Other current and non-current nancial liabilities 231
XXIV. Average workforce and breakdown of employee costs 232
XXV. Transactions between afliates 232
XXVI. Rights and obligations not included in the balance sheet 233
XXVII. Financial relations with third parties 234
XXVIII. Signicant events after the balance sheet date 234
3. Condensed version of the statutory financial statements
for the 2020 financial year
235
Prot and loss account 235
Statement of overall result 237
Components of the net result 237
Balance sheet 238
Statutory appropriation of the results 239
Distribution obligation in accordance with
the GVV/SIR Royal Decree of 13 July 2014 240
Non-distributable shareholders’ equity as per Article 7:212
of the Belgian Code of Companies and Associations 241
Statement of changes of the statutory shareholders’ equity 242
WDP
Financial Statements 2020
191
in euros (x 1,000) Note FY 2020 FY 2019
I. Rental income
228,401
202,748
Rent
VIII
228,401
201,788
Indemnication related to early lease terminations
0
961
III. Costs related to leases
48
184
Rent to be paid for leased premises
546
440
Impairments of trade receivables
XVI
-751
-783
Reversals of impairments of trade receivables
XVI
252
527
Net rental result
228,449
202,932
IV. Recovery of property costs
0
0
V. Recovery of rental charges and taxes
normally paid by the tenant on let properties
20,525
18,226
Re-invoicing rental charges paid out by the owner
10,620
8,940
Re-invoicing advance property levies and taxes on let
buildings
9,905
9,286
VI. Costs payable by tenants and paid out by the
owner for rental damage and refurbishment
at end of lease
0
0
VII. Rental charges and taxes normally paid by
the tenant on let properties
-24,688
-21,238
Rental charges paid out by the owner
-10,840
-9,127
Advance levies and taxes on let buildings
-13,848
-12,111
VIII. Other income and charges related to leases
18,417
16,646
Property management fees
1,079
954
Other operating income/costs
866
1,003
Income from solar energy
XIII
16,472
14,689
Property result
V
242,703
216,566
in euros (x 1,000) Note FY 2020 FY 2019
IX. Technical costs
-5,420
-4,552
Recurrent technical costs
-5,381
-4,487
- Repairs
-3,916
-3,424
- Insurance premiums
-1,464
-1,064
Non-recurrent technical costs
-40
-64
- Damage
-40
-64
X. Commercial costs
-685
-656
Estate agency commissions
-177
-162
Advertising
-330
-318
Lawyers’ fees and legal charges
-178
-176
XII. Property management costs
-2,219
-2,037
Fees paid to external managers
-433
-382
(Internal) property management costs
-1,786
-1,655
Property charges
V
-8,325
-7,245
Property operating result
V
234,378
209,321
XIV. General Company expenses
-14,314
-11,034
XV. Other operating income and expenses
(depreciation and write-down on solar
panels)
-7,270
-6,526
Operating result (before the result on the portfolio)
V
212,793
191,761
XVI. Result on disposals of investment properties
IX
408
10
Net property sales (sales price – transaction costs)
6,450
14,570
Book value of properties sold
-6,042
-14,560
XVIII. Variations in the fair value of investment
properties
XII
186,417
285,353
Positive variations in the fair value of investment
properties
227,605
301,891
Negative variations in the fair value of investment
properties
-41,188
-16,539
Operating result
399,619
477,124
Income statement
2020 ANNUAL CONSOLIDATED FINANCIAL STATEMENTS1.
WDP
Financial Statements 2020
192
in euros (x 1,000) Note FY 2020 FY 2019
XX. Financial income
398
453
Interests and dividends received
254
246
Other nancial income
144
207
XXI. Net interest charges
-37,878
-39,411
Interest on loans
-23,644
-23,486
Interest capitalised during construction
6,105
3,471
Cost of permitted hedging instruments
-15,933
-16,380
Other interest charges
-4,406
-3,016
XXII. Other financial charges
-1,194
-1,257
Bank charges and other commissions
-69
-52
Other nancial charges
-1,125
-1,206
XXIII. Variations in the fair value of financial assets
and liabilities
XIV
-31,049
-29,883
Financial result
X
-69,723
-70,099
XXIV. Share in the results of associated
companies and joint ventures
4,831
3,117
Result before taxes
334,727
410,142
XXV. Corporate income tax
-6,126
-10,672
XXVI. Exit tax
0
0
Taxes
XI
-6,126
-10,672
Net result
328,601
399,470
Attributable to:
Minority interests
3,991
5,738
Shareholders of the Group
324,610
393,732
Income statement continued
WDP
Financial Statements 2020
193
Consolidated statement of the comprehensive result
in euros (x 1,000) FY 2020 FY 2019
I. Net result 328,601 399,470
II. Other elements of the comprehensive result 4,220 983
G. Other elements of the comprehensive result, after tax 4,220 983
Revaluation of solar panels 4,220 983
Comprehensive result 332,821 400,453
Attributable to:
Minority interests 3,914 5,961
Shareholders of the Group 328,907 394,492
Components of the net result
in euros (x 1,000) FY 2020 FY 2019
EPRA Earnings 174,516 152,374
Result on the portfolio (including share in the result of joint
ventures) – Group share
1
187,904 277,423
Variations in the fair value of nancial assets and liabilities –
Group share -31,049 -29,883
Depreciation and write-down on solar panels (including
share in the result of joint ventures) – Group share -6,761 -6,183
Net result (IFRS) – Group share 324,610 393,732
in euros (per share)
2
FY 2020 FY 2019
EPRA Earnings 1.00 0.93
Result on the portfolio (including share in the result of joint
ventures) – Group share
1
1.08 1.69
Variations in the fair value of nancial assets and liabilities –
Group share -0.18 -0.18
Depreciation and write-down on solar panels (including
share in the result of joint ventures) – Group share -0.04 -0.04
Net result (IFRS) – Group share 1.87 2.40
in euros (per share) (diluted)
2
FY 2020 FY 2019
EPRA Earnings 1.00 0.93
Result on the portfolio (including share in the result of joint
ventures) – Group share
1
1.08 1.69
Variations in the fair value of nancial assets and liabilities
– Group share -0.18 -0.18
Depreciation and write-down on solar panels (including
share in the result of joint ventures) – Group share -0.04 -0.04
Net result (IFRS) – Group share 1.87 2.40
1 Including deferred taxes on the portfolio result.
2 Calculated on the weighted average number of shares.
WDP
Financial Statements 2020
194
Balance sheet - Assets
in euros (x 1,000) Note 31.12.2020 31.12.2019
I. Fixed assets 4,728,536 4,156,619
B. Intangible fixed assets 1,193 422
C. Investment property XII 4,566,601 4,002,340
Property available for lease 4,206,902 3,646,702
Property developments 249,381 248,713
Other: land reserves 110,318 106,925
D. Other tangible fixed assets
XIII 126,719 125,244
Tangible xed assets for own use 4,366 4,234
Other: solar panels 122,353 121,010
E. Financial fixed assets
XIV 6,929 4,743
Assets at fair value through result 0 0
Permitted hedging instruments 0 0
Financial assets at amortised cost 6,929 4,743
Other
XXV 6,929 4,743
G. Trade receivables and other fixed assets
XIV 2,747 4,162
I. Participations in associated companies
and joint ventures
XVII 24,346 19,707
II. Current assets 61,869 66,171
A. Assets held for sale 15,543 5,779
Investment properties
XV 15,543 5,779
D. Trade receivables
XIV, XVI 12,073 15,364
E. Tax receivables and other current assets
XVIII 17,232 34,249
Taxes 12,240 25,181
Other 4,992 9,068
F. Cash and cash equivalents
XIV 11,240 3,604
G. Accruals and deferrals
XIV 5,781 7,175
Total assets 4,790,405 4,222,790
Balance sheet - Liabilities
in euros (x 1,000) Note 31.12.2020 31.12.2019
Shareholders’ equity 2,403,793 2,149,861
I. Shareholders’ equity attributable to the parent
company shareholders 2,353,935 2,103,917
A. Capital XIX 188,130 185,746
Subscribed capital 200,171 197,623
Costs of capital increase -12,041 -11,877
B. Issue premiums 923,843 876,849
C. Reserves 917,352 647,590
D. Net result for the nancial year 324,610 393,732
II. Minority interests 49,858 45,944
Liabilities 2,386,612 2,072,929
I. Non-current liabilities 1,938,131 1,707,475
A. Provisions
XX 170 357
Other 170 357
B. Non-current nancial debt
XIV, XXI, XXII 1,740,284 1,568,199
Credit institutions 1,438,187 1,190,709
Other 302,097 377,490
C. Other non-current nancial liabilities
XIV 175,938 122,501
Permitted hedging instruments 129,901 81,819
Other non-current nancial liabilities
XXIII 46,038 40,682
D. Trade payables and other non-current liabilities 3,552 3,061
F. Deferred taxes – Liabilities 18,187 13,357
II. Current liabilities 448,481 365,454
B. Current nancial debt
XIV, XXI, XXII 379,170 286,629
Credit institutions 253,848 234,485
Other 125.323 52,143
C. Other current nancial liabilities
XIV 171 168
Permitted hedging instruments 3 0
Other current nancial liabilities
XXIII 168 168
D. Trade payables and other current debts
XIV 41,439 51,944
Exit tax 0 0
Other 41,439 51,944
Suppliers 34,314 46,920
Tax, salary and social security 7,125 5,024
E. Other current liabilities 7,049 8,300
Other 7,049 8,300
F. Accrued charges and deferred income
XIV 20,652 18,413
Total liabilities
4,790,405
4,222,790
WDP
Financial Statements 2020
195
Cash flow statement
in euros (x 1,000) Note FY 2020 FY 2019
Cash and cash equivalents, opening balance sheet 3,604 1,724
Net cash flows concerning operating activities 195,261 151,945
Net result 328,601 399,470
Taxes
1
XI 6,126 10,672
Net interest charges
X 37,878 39,411
Financial income
X -398 -453
Gain(+)/loss (-) on disposals
IX -408 10
Cash flows from operating activities before
adjustment of non-monetary items, working
capital and interest paid 371,798 449.110
Variations in the fair value of nancial derivatives
XIV 31,049 29,883
Variations in the fair value of investment properties
XII -186,417 -285,353
Depreciations and write-downs on xed assets 8,425 7,573
Share in the result of associated companies and
joint ventures -4,831 -3,117
Other adjustments for non-monetary items 2,880 2,586
Adjustments for non-monetary items -148,894 -248,428
Increase (+)/decrease (-) in working capital
requirements
17,366
-6,069
Interest paid -45,009 -42,668
Net cash flows concerning investment activities
-391,024
-446,072
in euros (x 1,000) Note FY 2020 FY 2019
Acquisitions -395,257 -454,568
Payments regarding acquisitions of real estate
investments XII -388,971 -443,865
Payments regarding acquisitions of shares of
real estate companies
0 0
Purchase of other tangible and intangible xed
assets XIII -6,286 -10,703
Disposals 6,450 14,570
Receipts from the disposal of investment
properties IX 6,450 14,570
Receipts from the sale of shares in real estate
companies
0 0
Debt financing provided to real estate
companies not fully controlled -2,218 -6,074
Financing provided to entities not fully
controlled
XXV -2,218 -6,074
Repayment of nancing for entities not fully
controlled
0 0
Net cash flows concerning financing activities 203,399 296,007
Loan acquisition
XXI, XXII 738,528 488,073
Loan repayment
XXI, XXII -456,866 -330,997
Dividends paid
2
-78,264 -67,580
Capital increase 0 196,510
Capital increase of minority interests 0 10,001
Net increase (+)/decrease (-) in cash and cash equivalents 7,636 1,880
Cash and cash equivalents, closing balance 11,240 3,604
1 Including the deferred taxes on portfolio as well as the deferred income tax.
2 This is only the cash-out: after all, in 2020 and 2019, an optional dividend was offered, with 55% and 56%
of the shareholders, respectively, opting for payout of the dividend in shares instead of cash.
WDP
Financial Statements 2020
196
Statement of changes in consolidated shareholders’ equity - 2020
01.01.2020 Allocation of results from the 2019 financial year
Other elements of
the comprehensive
result Other
31.12.2020
in euro (x 1,000)
Profit
for the
previous
financial
year
Transfer of
result on
portfolio
1
Transfer of
the result
of the par-
ticipations
which are
not held for
100% by
the mother
company
Dividend
payments
from par-
ticipating
interests
that are
not held for
100% by
the mother
company
Transfer of
variations
in the fair
value of
financial
instruments
Net result
for the
current
financial
year
Variations
in the fair
value of
solar panels
Capital
increases
Dividends
distributed
and capital
increase as
a result of
an optional
dividend
Reclas-
sification
with regard
to the
selling of
investment
properties
Minority
interests Other
A. Capital 185,746 0 0 0 0 0 0 0 0 2,384 0 0 0 188,130
Subscribed capital 197,623 2,549 200,171
Costs of capital increase -11,877 -165 -12,041
B. Issue premiums 876,849 0 0 0 0 0 0 0 0 46,994 0 0 0 923,843
C. Reserves 647,590 393,732 0 0 0 0 0 4,297 0 -127,642 0 0 -627 917,352
Reserves for the balance of variations in
the fair value of the properties (+/-)
513,715 265,172 194 779,081
Reserve for the share in the prot or
loss in the unrealized results of the
participating interests that are not held
for 100% by the mother company 20,094 26,069 46,163
Reserves for the balance of variations
in the fair value of permitted hedging
instruments that are not subject to hedging
accounting as dened in IFRS (+/-)
-51,936 -29,883 -81,819
Reserves for the balance of exchange
rate differences for monetary assets and
liabilities (+/-)
-184 -184
Reserves for conversion differences
arising from the conversion of a foreign
activity
249 249
Reserves for deferred taxes related to
property located abroad
-634 -634
Other reserves 26,818 4,297 31,115
Result carried forward from previous
nancial years
139,469 393,732 -265,172 -26,069 29,883 -127,642 -194 -627 143,380
D. Net result of the financial year 393,732 -393,732 0 0 0 0 324,610 0 0 0 0 0 0 324,610
Total shareholders’ equity attributable
to shareholders of the Group
2,103,917 0 0 0 0 0 324,610 4,297 0 -78,264 0 0 -627 2,353,935
Minority interests 45,944 3,991 -78 49,858
Total shareholders’ equity 2,149,861 0 0 0 0 0 328,601 4,220 0 -78,264 0 0 -627 2,403,793
1 This includes the variations in the fair value of the portfolio of WDP NV and of the portfolio of the participation interest held for 100% by the mother company.
WDP
Financial Statements 2020
197
Statement of changes in consolidated shareholders’ equity - 2019
01.01.2019 Allocation of results from the 2018 financial year
Other elements of
the comprehensive
result Other
31.12.2019
in euro (x 1.000)
Profit
for the
previous
financial
year
Transfer of
result on
portfolio
1
Transfer of
the result
of the par-
ticipations
which are
not held for
100% by
the mother
company
Dividend
payments
from par-
ticipating
interests
that are
not held for
100% by
the mother
company
Transfer of
variations
in the fair
value of
financial
instruments
Net result
for the
current
financial
year
Variations
in the fair
value of
solar panels
Capital
increases
Dividends
distributed
and capital
increase as
a result of
an optional
dividend
Reclas-
sification
with regard
to the
selling of
investment
properties
Minority
interests Other
A. Capital 176,684 0 0 0 0 0 0 0 6,535 2,527 0 0 0 185,746
Subscribed capital 184,952 10,025 2,646 197,623
Costs of capital increase -8,268 -3,490 -119 -11,877
B. Issue premiums 646,286 0 0 0 0 0 0 0 189,975 40,587 0 0 0 876,849
C. Reserves 428,767 328,784 0 0 0 0 0 760 0 -110,695 0 0 -26 647,590
Reserves for the balance of variations in
the fair value of the properties1 (+/-)
323,314 195,999 -5,599 513,715
Reserve for the share in the prot or loss in
the unrealized results of the participating
interests that are not held for 100% by the
mother company
0 20,094 20,094
Reserves for the balance of variations
in the fair value of permitted hedging
instruments that are not subject to hedging
accounting as dened in IFRS (+/-)
-42,909 -9,027 -51,936
Reserves for the balance of exchange
rate differences for monetary assets and
liabilities (+/-)
-184 -184
Reserves for conversion differences
arising from the conversion of a foreign
activity
249 249
Reserves for deferred taxes related to
property located abroad
-634 -634
Other reserves 26,411 760 -353 26,818
Result carried forward from previous
nancial years
122,520 328,784 -195,999 -20,094 9,027 -110,695 5,599 327 139,469
D. Net result of the financial year 328,784 -328,784 0 0 0 0 393,732 0 0 0 0 0 0 393,732
Total shareholders’ equity attributable
to shareholders of the Group
1,580,521 0 0 0 0 0 393,732 760 196,510 -67,580 0 0 -26 2,103,917
Minority interests 29,994 5,738 223 10,001 -12
45,944
Total shareholders’ equity 1,610,516 0 0 0 0 0 399,470 983 196,510 -67,580 0 10,001 -38 2,149,861
1 This includes the variations in the fair value of the portfolio of WDP NV and of the portfolio of the participation interest held for 100% by the mother company.
WDP
Financial Statements 2020
198
I. General information on the Company
WDP is a public regulated real estate company and has the form of an NV/SA under
Belgian law. Its registered ofce is at Blakebergen 15, 1861 Wolvertem (Belgium). The
telephone number is +32 (0)52 338 400.
The annual consolidated nancial statements of the company of 31 December 2020
include the company and its subsidiaries. The nancial statements were prepared and
released for publication by the Board of Directors on 24 March 2021.
WDP is listed on Euronext Brussels and Amsterdam.
II. Basis of presentation
The annual consolidated nancial statements are drawn up in accordance with the IFRS
(International Financial Reporting Standards) as adopted in the European Union and
with the legal and administrative regulations applicable in Belgium. These standards
include all new and revised standards and interpretations issued by the International
Accounting Standards Board (IASB) and the International Financial Reporting
Interpretations Committee (IFRIC) that are applicable to the Group’s activities and are
effective for annual periods beginning on or after 1 January 2020.
The annual consolidated nancial statements are presented in thousands of euros,
rounded to the nearest thousand. The 2019 and 2020 nancial years are shown in this
document. For historical nancial information for the 2018 nancial year, please refer to
the annual reports for 2019 and 2018.
Accounting methods were consistently applied to the nancial years shown.
Standards and interpretations applicable to the financial year starting on
or after 1 January 2020 (only applicable to financial years starting as from
1 January 2020)
♦
Amendments to IAS 1 and IAS 8 Definition of Material
♦
Amendments to IFRS 3 Business Combinations: Definition of a Business
♦
Amendments to IFRS 9, IAS 39 and IFRS 7 Interest Rate Benchmark Reform –
Phase 1
♦
Amendments to references to the Conceptual Framework in IFRS standards
New or amended standards and interpretations that have not yet
taken effect
A number of new standards, amendments to standards and interpretations were not
yet in force in 2020, but could have been applied earlier. Unless stated otherwise, WDP
has not yet adopted these. Below is a description of the potential impact of any new
standards, amendments or interpretations relevant to WDP on the annual consolidated
nancial statements for 2021
1
and beyond.
♦
IFRS 17 Insurance Contracts (applicable for annual periods beginning on or after 1
January 2023, but not yet endorsed in the EU)
♦
Amendments to IAS 1 Presentation of Financial Statements: Classification of
Liabilities as Current or Non-current (applicable for annual periods beginning on or
after 1 January 2023, but not yet endorsed in the EU)
♦
Amendments to IAS 16 Property, Plant and Equipment: Proceeds before Intended
Use (applicable for annual periods beginning on or after 1 January 2022, but not yet
endorsed in the EU)
♦
Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets:
Onerous Contracts — Cost of Fulfilling a Contract (applicable for annual periods
beginning on or after 1 January 2022, but not yet endorsed in the EU)
♦
Amendments to IFRS 3 Business Combinations: Reference to the Conceptual
Framework (applicable for annual periods beginning on or after 1 January 2022, but
not yet endorsed in the EU)
♦
Amendment to IFRS 4 Insurance Contracts – deferral of IFRS 9 (applicable for annual
periods beginning on or after 1 January 2021, but not yet endorsed in the EU)
1 Exposure Draft 2019/4 of June 2019 proposes to postpone the EU effective date to 1 January 2022.
NOTES2.
WDP
Financial Statements 2020
199
♦
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 Interest Rate
Benchmark Reform – Phase 2 (applicable for annual periods beginning on or after
1January2021, but not yet endorsed in the EU)
♦
Amendment to IFRS 16 Leases: Covid-19-Related Rent Concessions (applicable for
annual periods beginning on or after 1June 2020)
♦
Annual Improvements to IFRS Standards 2018–2020 (applicable for annual periods
beginning on or after 1January 2022, but not yet endorsed in the EU)
III. Accounting principles
Consolidation principles
Subsidiaries
Subsidiaries are entities over which the company exercises control. A company
exercises control over a subsidiary if, and only if, the parent company:
♦
has control over the shareholding;
♦
is exposed to, or has rights to variable revenues, by virtue of its involvement in the
participation; and
♦
has the ability to use its control over the participation to inuence the amount of
investor returns.
The companies in which the Group has the control to set the nancial and operational
policy in order to benet from its activities are included in full in the Group’s annual
consolidated nancial statements.
This means that the Group’s assets, liabilities and results are indicated in full. All
intragroup transactions and prots are fully eliminated.
Minority holdings are holdings in subsidiaries that are not held directly or indirectly by
the Group.
Joint ventures
Joint ventures are companies over which the Group has joint control, as specied by
contractual agreement. Such joint control is applicable when the strategic nancial and
operational decisions with regard to the business require unanimous agreement from
the parties that share the control (the shareholders in the joint venture).
As set out in IFRS 11 Joint arrangements, the results and balance sheet impact of the
joint ventures I Love Hungaria (in which WDP holds a 50% stake), WDPort of Ghent
Big Box (in which WDP holds a 29% stake), WDP Luxembourg (in which WDP holds
a 55% stake) and WVI (in which WDP holds as 50% stake) are processed using the
equity accounting method. With regard to the statistics in relation to the reporting on
the portfolio, WDP’s proportionate share in the portfolio of I Love Hungaria, WDPort of
Ghent Big Box, WDP Luxembourg and WVI is still shown.
The result from transactions with the above joint ventures is not eliminated in the
amount of the share of the WDP Group, but rather fully recognised in the result (under
the headings Operating result (before the result on the portfolio) and Financial result).
Transactions eliminated from the consolidation
All transactions between Group companies, balances and unrealised prots and losses
on transactions between Group companies are eliminated in the preparation of the
annual consolidated nancial statements
Business combinations and goodwill
If WDP acquires control over an integrated set of activities and assets, as dened in
IFRS 3 Business combinations, the identiable assets, liabilities and contingent liabilities
of the acquired company are booked at fair value on the acquisition date. Goodwill is
the positive difference between the acquisition costs and the share of the Group in the
fair value of the acquired net asset. If this difference is negative (negative goodwill), it is
immediately booked in the result after revaluation of the values.
After the initial recognition, goodwill is not written off, but rather subjected to an
impairment test conducted every year on the cash ow generating units to which the
goodwill is allocated. If the book value of a cash-ow-generating unit exceeds the
operating value, the loss of value following from this will be booked in the result and
initially included in the reduction of any goodwill, and subsequently to the other assets
of the unit, in proportion to their book value. An impairment of goodwill cannot be
reversed in a subsequent nancial year.
WDP
Financial Statements 2020
200
Foreign currency
The individual nancial statements of each Group member are presented in the currency
of the primary economic environment in which the entity operates (its functional
currency). For the preparation of the annual consolidated nancial statements, the
results and the nancial position of each entity are expressed in euros, which is the
functional currency of the parent company, and the currency used for the presentation
of the annual consolidated nancial statements.
Foreign currency transactions
Transactions in foreign currency are immediately booked at the exchange rate on the
transaction date. Monetary assets and liabilities in foreign currency are converted at
the closing price.
Realised and unrealised exchange rate differences are recognised in the prot and loss
account, except when they relate to intra-group borrowing that meets the denition of
a net investment in a foreign activity. In that case, the exchange rate differences are
included in a separate component of shareholders’ equity and recognised in prot and
loss after disposal of a net investment.
Foreign activities
Assets and liabilities are converted at the closing rate, except for properties, which are
converted at the historical rate. The prot and loss account is converted at the average
rate over the nancial year.
The resulting conversion differences are included in a separate component of
shareholders’ equity. These conversion differences are included in the prot and loss
account when the foreign entity is disposed of, sold or liquidated.
Investment properties
Land and buildings held to generate rental income over the long term are included as
investment properties. On initial recognition, investment properties are valued at the
purchase price, including the transaction costs and directly attributable costs.
Land held for the purposes of initiating property developments with a view to subsequent
leasing and long-term increase in value, but for which no specic construction plans or
project developments (as referred to in the denition of project development) have been
initiated (land reserves), is also deemed to be investment property.
The rights of use recognised in the balance sheet for the concession or long lease
or similar leases (due to entry into force of IFRS 16) are also considered investment
properties.
The nancing costs directly attributable to acquisition of an investment property
are capitalised as well. If special funds are borrowed for a specic asset, the actual
nancing costs for this loan are capitalised during the period, minus any investment
returns from temporary investment of this loan.
After initial recognition, the investment properties are valued at fair value, in accordance
with IAS 40. From the seller’s perspective, the valuation is after deduction of the
registration fees. These transaction costs depend on the geographical area where
these properties are located.
This entails that the transaction costs are incorporated into the prot and loss account
as per IAS 40. According to the GVV/SIR Royal Decree, this must then be included in
the designated reserves at the end of the nancial year.
Property under construction or development for future use as investment property
(project development) is also included in Investment properties at fair value.
After initial recognition, the projects are valuated at fair value. The fair value takes
substantial development risks into account. In this respect, the following criteria
must be met: there must be a clear understanding of the project costs, all permits
required for the project development must have been obtained and a substantial part
of the project development must be pre-leased (nalised and signed lease). This fair
value measurement is based on the valuation by the independent property expert (in
accordance with customary methods and assumptions) and takes into account costs
to be incurred (including an estimation of unforeseen costs) before nal completion of
the project.
All charges directly related to the purchase or construction of immovable goods and
all other investment expenditures are included in the cost of the development project.
WDP
Financial Statements 2020
201
In accordance with IAS 23, nancing costs attributable directly to the construction or
acquisition of an investment property are also capitalised for the period during which
the investment property is prepared for leasing.
Capitalisation of nancing costs as part of the cost of an eligible asset must begin as
soon as:
♦
expenses are incurred for the asset;
♦
nancing costs are incurred;
♦
activities are in progress to prepare the asset for its intended use.
The activities required to prepare the asset for its intended use include more than
just physical construction of the asset. They also encompass the technical and
administrative work before the start of actual construction, such as activities related to
obtaining permits.
However, such activities do not include holding an asset without carrying out any
production or development that changes the condition of the property:
♦
nancing costs that are incurred during preparation of land, for instance, are
capitalised during the period in which these activities occur;
♦
on the other hand, nancing costs incurred in the period that the land is held
for construction purposes without any development activity are not eligible for
capitalisation.
Capitalisation of nancing costs is suspended during long periods of interruption in
active development. Capitalisation is not suspended during periods of extensive
technical and administrative work. Nor is capitalisation suspended if a temporary delay
constitutes an essential part of the process to prepare a property for its intended use
or sale.
The prot/loss realised on the sale is included in the prot and loss account under
Result on disposal of investment property. The result is determined as per IAS 40 and is
the difference between the sale price and the fair value from the most recent valuation.
This result achieved is recognised at the time of execution of the notarial deed for the
sale.
Other tangible fixed assets
General
Other tangible xed assets are valued at their cost less the cumulative depreciations
and write-downs. The cost includes all directly attributable costs and the relevant part
of the indirect costs incurred in preparing the assets for use.
Future disbursements for repairs are immediately recorded in the result unless they
increase the future nancial prots of the asset.
The straight-line depreciation method is applied over the estimated useful life of the
assets. The useful life and depreciation method are reviewed at least once a year at the
end of each nancial year. The tangible xed assets are depreciated according to the
following depreciation rates:
♦
plant, machinery and equipment: 10-33%;
♦
rolling stock: 10-33%;
♦
ofce equipment and furniture: 10-33%;
♦
computers: 10-33%;
♦
other tangible xed assets: 10-20%.
Solar panels
These are valuated under the revaluation model as per IAS 16 Tangible xed assets.
After initial recognition, assets whose fair value can be reliably established must be
booked at the revalued value, which is the fair value at the time of the revaluation, less
any subsequent accumulated depreciation and special impairments. The fair value is
determined based on the discounting method for future revenues.
The useful life of the solar panels is estimated at thirty years, without taking into account
any residual value.
The capital gain when starting a new site is recognised in a separate component of
shareholders’ equity. Capital losses are also recognised in this component, unless
they have been realised or the fair value drops below the original cost less cumulative
depreciation. In the latter case, they are included in the result.
WDP
Financial Statements 2020
202
Lease
WDP as lessee
At the start of the lease period, the leases (except for leases with a maximum term of
twelve months and leases whose underlying assets are of low value) are recognised
on the balance sheet as rights of use and lease liabilities at the present value of the
future lease payments. Next, all rights of use that qualify as investment properties are
valuated at fair value, in accordance with the valuation rules detailed under Investment
properties. The minimum lease payments are recognised in part as nancing costs
and in part as settlement of the outstanding liability, in a manner resulting in a constant
periodic interest rate on the remaining balance of the liability. The cost of nancing
is offset directly against the result. The cost of nancing is offset directly against the
result. Conditional lease payments are incorporated as costs in the periods in which
they were made.
WDP as lessor
If a lease meets the conditions of a nancial lease (according to IFRS 16), WDP as the
lessor will recognise the lease from its start date as a receivable in the balance sheet
at an amount equal to the net investment in the lease. The difference between this
latter amount and the book value of the leased property (exclusive of the value of the
residual right held by WDP) at the start of the lease will be recognised in the prot and
loss account for that period. Each periodic payment made by the lessee will be partly
recognised by WDP as a repayment of the capital and partly as nancial income based
on a constant periodic return for WDP.
The residual right held by WDP will be recognised at its fair value on each balance sheet
date. This value will increase every year and will correspond to the market value of the
full right of ownership at the end of the lease. These increases will be recognised in
Changes in the fair value of investment properties in the prot and loss account.
Special impairments
On the balance sheet date, the tangible and intangible xed assets of the Group are
examined for indications that the book value of an asset is greater than the recoverable
value.
If such indications are present, the realisable value of the asset must be estimated.
Goodwill is subject to an annual test for special impairment, regardless of whether there
is an indication of such.
A special impairment is booked if the book value of an asset or the cash ow generating
unit to which the asset belongs is higher than the realisable value.
The realisable value is the operating value or the fair value less sales charges, whichever
is higher. The operating value is the capitalised value of the expected future cash ows
for the continued use of the asset and its disposal at the end of its useful life, on the
basis of a discount rate that takes into account the current market evaluations for the
time value of the cash and the risks inherent to its assets. The fair value minus sales
charges is the amount that may be realised from the sale of an asset in a commercial,
objective transaction between well-informed independent parties between whom there
is a consensus ad idem, after deduction of the disposal costs.
For an asset that does not generate signicant cash income in itself, the realisable value
is established for the cash ow generating unit to which the asset belongs.
If the book value of an asset or a cash ow generating unit is higher than the realisable
value, the surplus is recorded immediately as a special impairment in the prot and loss
account.
Special impairments recognised in previous nancial years are reversed if a subsequent
increase in the recoverable value can be objectively connected to a circumstance or
event that took place after the special impairment was booked. Special impairments on
goodwill are not reversed.
Financial instruments
Financial assets
All nancial assets are recognised or no longer recognised in the balance sheet on
the transaction date if the purchase or sale of a nancial asset is based on a contract
prescribing conditions for delivery of the asset within the term generally prescribed
or agreed on the market in question and initially valued at fair value, plus transaction
costs, except for nancial assets at fair value with changes in value in the prot and loss
account, which are initially valued at fair value.
WDP
Financial Statements 2020
203
The nancial assets are classied in one of the categories provided for in IFRS 9 Financial
instruments based on both the business model of the entity for management of the
nancial assets and the properties of the contractual cash ows of the nancial assets
and are recorded on their initial recognition. This classication determines the valuation of
the nancial assets on future balance sheet dates: amortised cost or fair value.
Financial assets at fair value through profit or loss
Financial assets are classied at fair value with changes in value through prot or loss
if they are held for trading purposes. Financial assets at fair value with changes in value
through prot or loss are valued at fair value, with all resulting income and expenditures
recognised in the result. A nancial asset is included in this category if it is primarily
acquired for sale over the short term. Derivatives are also included in the category at
fair value with changes in value through prot or loss, unless they are considered to be
hedges and are effective.
Financial assets at amortised cost
Financial assets at amortised cost are not derivatives and are retained within a business
model geared towards retaining nancial assets to receive contractual cash ows (Held
to collect) and on certain dates, the contractual conditions of the nancial asset give
rise to cash ows that are exclusively for settlement of and interest payments on the
outstanding principle (Solely Payments of Principal and Interest – SPPI). This category
includes cash and cash equivalents, non-current receivables and trade receivables.
Cash equivalents are short-term, very often liquid investments that can be immediately
converted to cash of a known amount, have an original term of no more than three
months and entail no signicant risks of impairment. The cash equivalents held by WDP
consist of bank deposits and are therefore fully valuated at amortised cost.
Financial liabilities
Financial liabilities are classied as nancial liabilities at fair value through prot or loss
or as nancial liabilities at amortised cost.
Financial liabilities at fair value through profit or loss
Financial liabilities are classied at fair value through prot or loss if they are held for
trading purposes. Specically, for WDP, these are Interest Rate Swaps for which hedge
accounting is not applied to the extent that they have a negative fair value. Financial
liabilities at fair value through prot or loss are valued at fair value, with all resulting
income and expenditures recognised in the result. A nancial liability is included in this
category if it is primarily acquired for sale in the short term. Derivatives are also included
in the category at fair value through prot or loss, unless they are considered to be
hedges and are effective.
Financial liabilities valuated at amortised cost
Financial liabilities valuated at amortised cost, including debts, are initially valuated
at fair value after deduction of the transaction costs. After initial recognition, they are
valuated at amortised cost. The Group’s nancial liabilities valued at amortised cost
include the non-current nancial liabilities (bank debts, lease debts, bond loans), other
non-current liabilities, current nancial liabilities, trade debts and payable dividends in
the other current liabilities.
Equity instruments
Equity instruments issued by the Group are classied based on the economic reality
of the contractual agreements and the denitions of an equity instrument. An equity
instrument is any contract that includes the remaining interest in the assets of the
Group, after deduction of all liabilities. The accounting policies with regard to equity
instruments are described below.
Equity instruments issued by the company are recognised for the sum of the amounts
received (after deduction of directly attributable issue costs).
Derivatives
The Group uses derivatives to limit risks related to unfavourable interest rates resulting
from the operational, nancial and investment activities within the framework of its
operational management. The Group does not use these instruments for speculative
purposes, does not hold any derivatives and does not issue derivatives for trading
purposes.
Derivatives are valuated at fair value as per IFRS 9. The derivatives currently employed
by WDP do not qualify as hedging transactions. As a result, changes in the fair value
are immediately included in the result. These derivatives are included in nancial assets
or liabilities with changes in the fair value through prot or loss.
WDP
Financial Statements 2020
204
Assets held for sale
Fixed assets and groups of assets to be disposed of are classied as Assets held for
sale if their book value will mainly be realised in a sale transaction and not by their
continued use. This condition is only met if the sale is highly likely and the asset (or
group assets to be disposed of) is immediately available for sale in its current state. The
management must have agreed to a plan for the sale of the asset (or group assets to be
disposed of), which is expected to be eligible for recognition as a completed sale within
one year after the date of the classication.
A xed asset (or group of assets being disposed of) classied as held for sale is
recognised at book value or fair value less costs of sale, whichever is lower.
Investment properties intended for sale are valued the same way as other investment
properties (at fair value). These investment properties are presented separately in the
balance sheet.
Provisions
A provision is included when:
♦
the Group has an existing – legal or constructive – obligation as a result of an event
in the past;
♦
it is likely that an outow of funds may be required to settle the obligation; and
♦
the amount of the liability can be reliably estimated.
The recognised provision is the best estimate on the balance sheet date of the funds
needed to settle the existing liability, possibly discounted if the time value of the cash
is relevant.
Employee benefits
The Company has a number of dened contribution retirement schemes. A dened
contribution pension scheme is a pension plan under which the Company pays xed
contributions to a separate company. The Company has no legal or constructive
obligation to pay further amounts should the fund not have sufcient assets to pay out
the pensions of all employees with regard to services that they have provided in current
or past periods of employment. Amounts are recognised as expenses when they are
due and will be included under personnel costs at that time.
For permanent personnel, salaries, additional remunerations, retirement compensations,
and compensations for dismissal or disruption are included in the prot and loss
account in the period to which they pertain.
Revenue
Rental income includes rents and revenues directly related to these, such as
compensation for early lease termination.
Revenue is valued at the fair value of the received or receivable compensation. Revenue
is only recognised if it is likely that the economic benets will befall the entity and can
be determined with sufcient certainty.
Rental income, and other income and expenses, are recognised in the prot and loss
account in the period to which they pertain.
The fees for premature lease termination are recognised immediately in the result for
the nancial year.
The proceeds from the sale of green energy to the tenant, the sale of green energy
to the lessor and green energy certicates are recognised when the green energy is
generated.
Costs
Lease-related costs pertaining to write-downs and decreases in trade receivables that
are recognised in the results if the book value is higher than the estimated realisation
value and the rent to be paid on leased assets.
Rental charges and tax on leased buildings and the recovery of these costs that fall to
the tenant or lessee by law or custom. Depending on the contractual agreements, the
owner may or may not pass these charges on to the tenant.
Other income and charges related to leases include the passing of management fees
on to tenants as well as other revenues that do not fall under rental income (including
revenue from solar energy).
WDP
Financial Statements 2020
205
The General company expenses are expenses related to the management and general
operation of WDP. This includes expenses such as general administrative costs,
personnel costs for general management and depreciation of assets used for general
management.
Costs related to works performed in the buildings are booked in various ways depending
on the type of works:
♦
maintenance and repair: maintenance and repair costs are booked as property
costs for the accounting period, given that these do not increase the expected
future economic benets of the building and do not add any functionality or improve
the level of comfort in the building;
♦
improvement and renovation: these are works carried out occasionally to add
features to the property and considerably increase the expected future economic
benets of the building. The costs of these works (materials, contractor remuneration,
technical studies, internal expenses, architect remuneration and interest during the
construction period) are capitalised. Examples: installation of a new air conditioning
system, new roof, thorough renovation of all or part of the building. Work sites for
which costs are being capitalised are identied beforehand according to the above-
mentioned criteria.
Tax on results
GVV/SIR status offers a scally transparent status, given that a GVV/SIR is only
subject to tax on specic components of the result, such as disallowed expenses and
exceptional and gratuitous advantages. No corporate tax is paid on prots from leases
or realised capital gains.
Tax on the result for the nancial year includes taxes due and deductible taxes for the
current and previous reporting periods, the deferred tax and the exit tax due. The tax
charge is recognised in the prot and loss account unless it pertains to components
recognised directly in the shareholders’ equity. This latter case also includes the tax on
shareholders’ equity.
To calculate the tax on the year’s taxable prot, tax rates applicable on the balance
sheet date are used.
Exit taxes – tax on capital gains resulting from a merger of a GVV/SIR with a non-
regulated real estate company – are deducted from the established revaluation surplus
at merger and if applicable are recognised as a liability.
In general, deferred income taxes (tax receivables) are recognised for all taxable
(deductible) temporary differences. Such claims and liabilities are not recorded if
the temporary differences result from the initial recognition of goodwill or the initial
recognition (other than in a business combination) of other assets or liabilities. Deferred
tax liabilities are recognised to the extent that it is likely that a tax benet will be
available against which the deductible temporary difference can be offset. Deferred tax
receivables are reduced when it is no longer likely that the associated tax benet will
be realised.
IV. Significant accounting estimates
and key uncertainties affecting estimates
Significant estimates in the drawing up of financial statements
♦
determining whether control, joint control or signicant inuence is being exercised
over investments (see explanatory note III. Accounting principles).
♦
determining whether an entity holding investment property is a business, and thus
also determining, in the acquisition of control over an entity of this kind, whether
the acquisition is regarded as an IFR 3 Business combination, is a signicant
assessment.
♦
determining whether derivatives qualify for hedge accounting. The Group has no
hedging instruments that would qualify for this, and thus changes in the fair value
of hedging instruments are incorporated through the prot and loss account (see
explanatory note XIV. Financial instruments).
Determining the fair value of investment property
The fair value of the investment properties is determined by independent property
experts according to the GVV/SIR regulations (see explanatory note XII. Investment
properties).
WDP
Financial Statements 2020
206
Assumptions in determining the fair value of solar panels
WDP has made a signicant investment in solar energy. The solar panels or PV systems
installed on a number of sites are valued, after initial recognition, according to the
revaluation model as per IAS 16 and booked as xed assets under Other tangible fixed
assets. This revaluation is booked directly in shareholders’ equity. No best practice is
available for the valuation method for this asset class. The fair value of PV systems is
calculated according to a valuation model based on future cash ows (see explanatory
note XIII. Other tangible fixed assets).
Assumptions in determining the financial liability in accordance with
IFRS 16
For some of its investments, WDP does not have full ownership, but rather only usufruct
through a concession, long lease or similar arrangement. Specically, a nancial liability
is recognised for this in accordance with IFRS 16. This nancial liability is the present
value of all future lease payments. The calculation of the present value of these future
lease payments involves a few assessments and estimates, in particular in determining
the duration of the concession (depending on concession contract extension options,
on the one hand, and, on the other hand, on the economic life of the building that
the property appraiser applies in determining the fair value) and in determining the
incremental interest rate as the discount rate for the lease payments. The discount rate
applied in determining this liability was based on a combination of the interest curve
plus a spread according to the WDP credit risk, both in line with the remaining duration
of the underlying right of use (see explanatory note XIV. Financial instruments). Here, the
interest curve is based on observable market data. The spread is based on recent WDP
transactions and then updated based on market trends and extrapolated as a function
of the timeframe; consequently, this is a non-observable input. For a sensitivity analysis
of this discount rate, please refer to explanatory note XIV. Financial instruments.
WDP
Financial Statements 2020
207
V. Segmented information – Operating result
FY 2020
in euros (x 1,000) Belgium
The
Netherlands France Romania
Unallocated
amounts Total IFRS Luxembourg
2
Germany
2
Other joint
ventures
2
I. Rental income 73,007 110,723 6,855 37,816 0 228,401 2,044 76 0
III. Costs related to leases 373 247 -495 -79 0 48 -35 0 0
Net rental result 73,381 110,970 6,361 37,737 0 228,449 2,009 76 0
IV. Recovery of property costs 0 0 0 0 0 0 0 0 0
V. Recovery of rental charges normally
paid by the tenant on let properties 8,001 1,806 1,462 9,256 0 20,525 82 0 0
VI. Costs payable by tenants and paid
out by the owner for rental damage
and refurbishment at end of lease 0 0 0 0 0 0 0 0 0
VII. Rental charges and taxes normally
paid by the tenant on let properties -8,501 -4,705 -1,520 -9,963 0 -24,688 -89 0 0
VIII. Other income and charges related to
leases
1
10,336 5,652 128 2,301 0 18,417 36 1 0
Property result 83,217 113,723 6,431 39,332 0 242,703 2,039 77 0
IX. Technical costs -2,362 -2,696 -190 -172 0 -5,420 -35 -18 0
X. Commercial costs -701 188 -75 -97 0 -685 -8 -77 0
XII. Property management costs -1,540 -275 -40 -365 0 -2,219 -5 0 0
Property charges -4,604 -2,783 -304 -634 0 -8,325 -47 -95 0
Property operating results 78,613 110,940 6,127 38,698 0 234,378 1,992 -18 0
XIV. General Company expenses 0 0 0 0 -14,314 -14,314 -241 -16 31
XV. Other operating income and
expenses (depreciation and
write-down on solar panels) -3,200 -1,523 0 -2,548 0 -7,270 0 0 0
Operating result (before result
on the portfolio) 75,414 109,417 6,127 36,150 -14,314 212,793 1,751 -34 31
XVI. Result on disposals of investment
properties 409 -20 20 0 0 408 0 0 0
XVIII. Variations in the fair value
of investment properties 65,462 115,980 3,408 1,567 0
186,417
4,544 752 0
Operating result 141,285 225,376 9,555 37,717 -14,314 399,619 6,295 718 31
1 Revenues from solar energy came to 16,472 million euros in 2020 and 14,689 million euros in 2019.
These revenues were realised in Belgium (8,835 million euros in 2020 and 8,537 million euros in 2019), the
Netherlands (5,336 million euros in 2020 and 3,789 million euros in 2019) and Romania (2,301 million euros in
2020 and 2,362 million euros in 2019). They are part of VIII. Other income and charges related to leases.
2 The joint ventures are incorporated using the equity accounting method, as per IFRS 11 Joint arrangements.
The table shows the operating result (before overhead expenses and based on the proportionate share of
WDP) and then gives the reconciliation with the proportionate share in the results of these entities, as reported
under the equity accounting method as per IFRS.
WDP
Financial Statements 2020
208
FY 2019
in euros (x 1,000) Belgium
The
Netherlands France Romania
Unallocated
amounts
Total IFRS Luxembourg
2
Germany
2
Other joint
ventures
2
I. Rental income 71,346 96,204 6,929 28,269 0 202,748 1,481 0 0
III. Costs related to leases -85 356 84 -171 0 184 -4 0 0
Net rental result 71,261 96,560 7,013 28,098 0 202,932 1,476 0 0
IV. Recovery of property costs 0 0 0 0 0 0 0 0 0
V. Recovery of rental charges normally
paid by the tenant on let properties 8,154 1,577 1,344 7,152 0 18,226 62 0 0
VI. Costs payable by tenants and paid
out by the owner for rental damage
and refurbishment at end of lease 0 0 0 0 0 0 0 0 0
VII. Rental charges and taxes normally
paid by the tenant on let properties -8,367 -3,711 -1,414 -7,746 0 -21,238 -63 0 0
VIII. Other income and charges related
to leases
1
9,957 3,808 143 2,737 0 16,646 25 0 0
Property result 81,004 98,234 7,086 30,241 0
216,566
25 0 0
IX. Technical costs -1,767 -2,444 -133 -207 0 -4,552 -66 0 -1
X. Commercial costs -528 85 -68 -146 0 -656 -4 0 -1
XII. Property management costs -1,413 -315 -32 -277 0 -2,037 -2 0 0
Property charges -3,708 -2,674 -232 -630 0 -7,245 -72 0 -1
Property operating results 77,296 95,560 6,853 29,611 0 209,321 1,429 0 -1
XIV. General Company expenses 0 0 0 0 -11,034 -11,034 -388 0 -14
XV. Other operating income and
expenses (depreciation and
write-down on solar panels) -3,382 -1,425 0 -1,719 0 -6,526 0 0 0
Operating result (before result
on the portfolio) 73,914 94,135 6,853 27,892 -11,034
191,761
1,041 0 -16
XVI. Result on disposals of investment
properties 13 0 0 -3 0 10 0 0 0
XVIII. Variations in the fair value
of investment properties 124,965 134,488 5,719 20,181 0 285,353 3,860 0 0
Operating result 198,891 228,623 12,573 48,070 -11,034 477,124 4,901 0 -16
1 Revenues from solar energy came to 16,472 million euros in 2020 and 14,689 million euros in 2019.
These revenues were realised in Belgium (8,835 million euros in 2020 and 8,537 million euros in 2019), the
Netherlands (5,336 million euros in 2020 and 3,789 million euros in 2019) and Romania (2,301 million euros in
2020 and 2,362 million euros in 2019). They are part of VIII. Other income and charges related to leases.
2 The joint ventures are incorporated using the equity accounting method, as per IFRS 11 Joint arrangements.
The table shows the operating result (before overhead expenses and based on the proportionate share of
WDP) and then gives the reconciliation with the proportionate share in the results of these entities, as reported
under the equity accounting method as per IFRS.
WDP
Financial Statements 2020
209
The basis for reporting per segment within WDP is the geographical region. This
segmentation basis reects the geographical markets in Europe in which WDP is active.
WDP’s business is subdivided in six regions.
This segmentation is vital to WDP given that the nature of its activity, clientele,
etc., exhibits comparable economic characteristics within these segments.
Business decisions are taken at this level, and different key performance indicators
(such as rental income, occupancy rates, etc.) are monitored in this manner.
A second segmenting basis is not considered relevant by WDP as the business mainly
focuses on leasing logistics sites.
WDP
Financial Statements 2020
210
VI. Segmented information – Assets
31.12.2020
in euro (x 1,000) Belgium
The
Netherlands France Romania Total IFRS Luxembourg Germany
Other joint
ventures
Investment properties 1,446,576 2,248,610 129,304 742,112 4,566,601 53,703 4,443 3,276
Existing buildings 1,330,811 2,111,564 128,790 635,738 4,206,902 49,512 4,443 0
Projects under development for own account 97,733 95,581 0 56,067 249,381 4,191 0 3,276
Land reserve 18,032 41,465 514 50,307 110,318 0 0 0
Assets held for sale 15,543 0 0 0 15,543 0 0 544
Other tangible fixed assets 62,217 50,625 0 13,877 126,719 0 0 0
Tangible xed assets for own use 2,047 82 0 2,237 4,366 0 0 0
Other: solar panels 60,170 50,543 0 11,639 122,353 0 0 0
31.12.2019
in euro (x 1,000) Belgium
The
Netherlands France Romania
Total IFRS Luxembourg Germany
Other joint
ventures
Investment properties 1,319,613 1,922,433 125,553 634,742 4,002,340 40,676 5,423
Existing buildings 1,248,711 1,762,102 125,079 510,809 3,646,702 29,510 0
Projects under development for own account 55,882 111,868 0 80,963 248,713 11,166 5,423
Land reserve 15,020 48,462 474 42,969 106,925 0 0
Assets held for sale 4,293 1,486 0 0 5,779 0 563
Other tangible fixed assets 63,023 45,528 0 16,694 125,244 0 0
Tangible xed assets for own use 1,939 135 0 2,159 4,233 0 0
Other: solar panels 61,083 45,393 0 14,534 121,010 0 0
WDP
Financial Statements 2020
211
VII. Information on subsidiaries
Share of capital 31.12.2020 31.12.2019
Name and full address of the registered offices
Fully consolidated companies
WDP France SARL - rue Cantrelle 28 - 36000 Châteauroux
- France 100% 100%
WDP Nederland N.V. - Hoge Mosten 2 - 4822 NH Breda -
the Netherlands 100% 100%
with participation in WDP Development NL N.V. -
Hoge Mosten 2 - 4822 NH Breda - the Netherlands
1
100% 100%
WDP Romania SRL - Ofce Center Equilibrium - Strada
Gara Herstrau 2, Etaj 10 - 077190 Bucharest - Romania
2
80%
Eurologistik 1 Freehold BV - Blakebergen 15 - 1861
Wolvertem - Belgium
3
100% 100%
BST-Logistics NV/SA - Blakebergen 15 - 1861 Wolvertem -
Belgium
4
100% 100%
WDP Invest NV/SA - Blakebergen 15 - 1861 Wolvertem -
Belgium
5
100% 100%
with participation in WDP Romania SRL - Ofce Center
Equilibrium - Strada Gara Herstrau 2, Etaj 10 - 077190
Bucarest - Romania
2
80%
Joint ventures
I Love Hungaria NV/SA - Mechelsesteenweg 64, Box 401 -
2018 Antwerp - Belgium
6
50% 50%
WDPort of Ghent Big Box NV - Blakebergen 15 - 1861
Wolvertem - Belgium
7
29%
WDP Luxembourg SA - Zone d'activité économique Wolser
G 440 - 3434 Dudelange - Luxembourg
8
55% 55%
WVI GmbH - Tillypark 1 - 86633 Neuburg a.d. Donau -
Germany
9
50% 50%
I love Hungaria NV/SA, WDPort of Ghent Big Box NA/SA, WDP Luxembourg SA and
WVI GmbH are the joint ventures in the Group and are consolidated under the equity
accounting method. In line with internal reporting in the WDP Group, this information is
always prorated for each company. A reconciliation difference does not exist between
the value recognised on the balance sheet under the equity accounting method and
the proportionate share of the shareholders’ equity of these joint ventures, nor were
dividends paid out from these joint ventures, nor do any limits apply to cash transfers
to other Group companies.
In the segmented information, WDP Luxembourg and WVI GmbH are shown separately,
given their geographic distance. I Love Hungaria and WDPort of Ghent Big Box are
shown under Other joint ventures.
1 WDP Development NL N.V. was founded in August 2011 as a permanent development company for own
account of WDP Nederland N.V..
2 As part of the streamlining of the Group and its foreign non-REIT participations, the shares of WDP
Romania SRL and WDP Luxembourg SA held by WDP NV/SA were contributed to WDP Invest NV/SA on 22
December 2020 by way of a capital increase by contribution in kind. WDP Invest will act as an autonomous
investment and nancing vehicle for the international activities of the Group as from the aforementioned
date.
3 On 7 June 2013, WDP acquired 100% of the shares in Eurologistik 1 Freehold, that holds the rights
to an existing logistics site in Vilvoorde. This transaction is not deemed to be a business combination.
4 This is a joint venture founded in April 2017 between WDP NV/SA and property developer Thys
Bouwprojecten for the development of the site on Nijverheidsstraat 13 in Westerlo. In early July 2018, WDP
acquired the remaining 50% of the shares in Thys Bouwprojecten, making WDP the full owner of BST-
Logistics NV/SA. On 5 August 2019, WDP merged with its full subsidiary BST-Logistics NV/SA.
5 WDP Invest NV/SA is incorporated on the 19th of July 2019 and is a full subsidiary of WDP NV/SA.
6 This is a joint venture founded in May 2015 between WDP NV and project developer L.I.F.E. NV/SA with
a view to redevelopment of the Hungaria building in Leuven.
7 The joint venture was set up in December 2020 between WDP NV/SA and the shareholders of
X
2
O Badkamers, Overstock Home and Overstock Garden, in view of the expansion of the WDPort of Ghent
that will be leased by these retailers.
8 This is a joint venture that has the rights to the Eurohub Sud site, of which the Luxembourg government
owns 45% and of which WDP Invest NV/SA holds 55% of the shares.
9 On 18 December 2019, WDP NV/SA bought, through its 100% subsidary WDP Invest NV/SA, 50% of
the shares in WVI GmbH, a joint venture with VIB Vermögen.
WDP
Financial Statements 2020
212
VIII. Overview of future income
in euros (x 1,000) FY 2020 FY 2019
Future rental income (including income from solar energy)
less than one year 246,279 215,379
one to ve years 689,309 581,765
more than ve years 736,580 675,361
Total 1,672,186 1,472,505
This table contains an overview of the futur rental income (including the income from
solar energy) under the current agreements. This is based on the non-indexed rents to
be received up to and including the rst break, as specied in the leases.
The impact of the applied indexing of rents amounts to an average of 1.6% and 1.7%
for the 2020 and 2019 nancial years, respectively.
The income with respect to the previous year rose by 13.6%. This is mainly due to
strong portfolio growth (see also 7. Financial results and property report - Notes on the
consolidated profit and loss account 2020 (analytical schedule)).
Type of lease agreement
Rents are normally paid monthly in advance (sometimes quarterly). They are indexed
annually on the anniversary date of the lease.
According to the contractual provisions, taxes and charges (including withholding tax),
insurance premiums and collective charges are passed on to the tenant. The tenant
must pay a monthly charge for this. The tenant receives an annual invoice for the actual
expenses.
To ensure compliance with the duties that the contract imposes on the tenant, the latter
must provide a deposit, usually in the form of a bank deposit equivalent to six months
of rent.
At the start of the lease contract, a joint property survey is conducted between the
parties by an independent expert. On expiry of the contract, the tenant must return
the leased space in the same condition as described in the move-in inspection report,
apart from normal wear and tear. A move-out inspection report is prepared. The tenant
must pay for the repair of any damage that established, and should the premises be
unavailable during the repairs.
The tenant is not permitted to carry out any high-risk activities in the spaces it rents,
without the prior written approval of WDP. In such cases, WDP may demand that the
tenant take certain precautions. Before the end of the contract, tenants who have
performed a risk-related activity during the lease period must have an exploratory
soil inspection carried out, and if soil pollution is established, pay for any clean-up
operations and consequential damage.
The tenant is responsible for obtaining operational and environmental permits. Refusal
or withdrawal of such permits will not be cause for dissolution or annulment of the
contract.
The tenant may not transfer the contract or sublease the leased premises without prior
written autorisation from WDP. If approval is granted to transfer a lease, the original
tenant shall remain jointly and severally liable to WDP.
The tenant is obliged to register the agreement at its own expense.
WDP
Financial Statements 2020
213
IX. Result on the disposal of investment properties
in euros (x 1,000) FY 2020 FY 2019
Net property sales (sales price – transaction costs) 6,450 14,570
Book value of properties sold -6,042 -14,560
Result on the disposal of investment properties 408 10
A surplus was achieved amounting to 0.4 million euro.
In 2020, the locations in Puurs - Koning Leopoldlaan (BE), Drunen - Albert Einsteinweg
20 (NL), part of the site in Anderlecht (BE) and part of the site in Leuven - Vaart 25-35
(BE) were sold.
X. Financial result
in euros (x 1,000) FY 2020 FY 2019
Financial income 398 453
Interest and dividends received 254 246
Other nancial income 144 207
Net interest charges -37,878 -39,411
Interest on loans -23,644 -23,486
Interest capitalised during construction 6,105 3,471
Cost of permitted hedging instruments -15,933 -16,380
Interest charges related to leasing debts booked in
accordance with IFRS 16 -2,470 -2,300
Other interest charges -1,936 -716
Other financial charges -1,194 -1,257
Bank charges and other commission -69 -52
Other nancial charges -1,125 -1,206
Variations in the fair value of financial assets and
liabilities -31,049 -29,883
Financial result -69,723 -70,099
The comments on the Financial result are available under 7. Financial results and
property report - Notes on the consolidated profit and loss account 2020 (analytical
schedule).
WDP’s risk policy with respect to the nancial policy is explained in 9. Risk factors. The
derivatives currently used by WDP do not qualify as hedging transactions. As a result,
variations in the fair value are immediately included in the result.
XI. Taxes
in euros (x 1,000) FY 2020 FY 2019
Corporate tax and exit tax -2,620 -1,724
Deferred taxes -2,727 -7,972
Advance levy on mandatory dividends from subsidiaries -779 -975
Total -6,126 -10,672
WDP
Financial Statements 2020
214
XII. Investment properties
Changes during the financial year 31.12.2020
in euros (x 1,000) Belgium
The
Netherlands France Romania Total IFRS Luxembourg Germany
Level according to IFRS 3 3 3 3 3 3
Fair value as at previous financial year-end 1,319,613 1,922,433 125,553 634,742 4,002,340 40,676 0
Investments 71,199 168,141 343 90,372 330,054 8,483 4
New acquisitions 6,393 44,753 0 15,432 66,578 0 3,687
Acquisition of investment properties by means of sharebased payment
transactions 0 0 0 0 0 0 0
Transfers to xed assets held for sale -16,090 0 0 0 -16,090 0 0
Disposals 0 -2,698 0 0 -2,698 0 0
Variations in the fair value 65,462 115,980 3,408 1,567 186,417 4,544 752
Latent variation in existing premises (+/-) 59,555 91,312 3,408 -2,836 151,438 4,348 752
Latent variation in assets under construction (+/-) 5,980 24,668 0 4,403 34,979 197 0
Fair value as at financial year-end 1,446,576 2,248,610 129,304 742,112 4,566,601 53,703 4,443
Acquisition price 978,824 1,769,961 107,036 698,519 3,554,340 45,423 3,691
Insured value
1
861,224 1,426,978 92,978 524,560 2,905,740 81,902 0
Rental income during 2020 73,007 110,723 6,855 37,816 228,401 2,044 76
31.12.2019
in euros (x 1,000) Belgium
The
Netherlands France Romania
Total IFRS Luxembourg Germany
Level according to IFRS 3 3 3 3 3 3
Fair value as at previous financial year-end 1,150,603 1,582,434 119,547 447,279 3,299,863 27,498
Investments 55,792 122,951 287 147,562 326,593 9,318
New acquisitions 6,600 84,047 0 19,719 110,366 0
Acquisition of investment properties by means of sharebased payment
transactions 0 0 0 0 0 0
Transfers to xed assets held for sale -18,348 -1,487 0 0 -19,835 0
Disposals 0 0 0 0 0 0
Variations in the fair value 124,964 134,488 5,719 20,181 285,353 3,860
Latent variation in existing premises (+/-) 118,556 126,838 5,719 16,798 267,911 2,981
Latent variation in assets under construction (+/-) 6,409 7,650 0 3,383 17,442 879
Fair value as at financial year-end 1,319,613 1,922,433 125,553 634,742 4,002,340 40,676
Acquisition price 922,005 1,560,014 106,693 592,724 3,181,435 37,209
Insured value
1
855,764 1,129,696 94,800 433,680 2,513,940 23,687
Rental income during 2019 71,346 96,204 6,929 28,269 202,748 1,481
1 The insured value is the new-build value for which 100% of the property portfolio is insured. This is excluding the land.
WDP
Financial Statements 2020
215
Capital expenditures pertain to investments made as part of new acquisitions, in-
house project developments and investments within the existing portfolio (for more
information, see 7. Financial results and property report - Notes on the consolidated
profit and loss account 2020.
The property portfolio is valued at fair value. Fair value is based on non-observable
inputs, which means assets in investment properties fall under level 3 of the fair value
hierarchy as dened in IFRS. 2019 did not see any movements between levels in the
fair value hierarchy. For information: level 1 of the fair-value hierarchy species that the
fair value is based on listed (non-adjusted) prices in an active market for identical assets
or liabilities, while level 2 is based on different information from level 1, which can be
determined directly or indirectly for the assets or liabilities in question.
No assets are valued according to their highest, optimum use, as no assets are being
used for less than their optimum use.
The positive variation in the valuation of investment properties is due to strenghtened
yields for logistical properties in the investment market and unrealised gains on project
developments. The result for the Netherlands also takes into account an increase of the
registration costs (transfer tax) from 6 to 8% as from 1 January 2021, which has been
deducted by calculation of the fair value. WDP has already recognised this impact of
-41.7 million euros in the fourth quarter of 2020.
The gross rental yield, after the addition of the estimated market rental value of the non-
leased parts, is 6.1% as at 31 December 2020, compared to 6.3% at the end of 2019.
In 2020, WDP realised a net investment volume of approx. 400 million euros (including
solar panels). This was achieved in the different core markets: the Benelux region,
France and Romania. For a detailed description of the various individual acquisitions
and the pre-leased and other projects completed and under development, see 7.
Financial results and property report - Notes on the consolidated profit and loss account
2020 (analytical schedule).
The following table shows a comparison between the annual rental income for purchased
properties and the rental income actually received since the purchase of the properties
in the course of 2020 (in particular the year of purchase of these properties). In 2020, a
decision was also taken to sell certain non-strategic sites in Puursen, Drunen, Leuven
and Anderlecht. These sites generated rents amounting to 37.681 euros in 2020.
Acquired properties
in euros (x 1,000) Country
Annual rental
income
Actual rental
income
Bottrop, Am Rhein-Herne-Kanal 7 DE 260 76
Drachten, Dopplerlaan 1 NL 904 468
Total 1,164 544
1. Valuation method
The estimation of a site consists of determining its value on a specic date, in other
words the price at which the site would likely be tradable between well informed buyers
and sellers in the absence of information asymmetries who wish to perform a similar
transaction, without taking account of any particular agreement between them. This
value is the investment value when it corresponds to the total price payable by the
buyer, plus any possible transaction costs or VAT, if it is a purchase that is subject to
VAT. The fair value, in the sense of the IAS/IFRS reference scheme, can be obtained by
deducting an adjusted ratio for transaction costs and/or the VAT from the investment
value. To calculate the variation in the fair value, the hypothetical local transaction
costs are deducted from the investment value. On average, these breakdown as
follows by country: Belgium 2.5%, Netherlands: 8.2%, France: 4.9%, Germany: 7.5%,
Luxembourg: 7%, and Romania: 1.5%.
WDP
Financial Statements 2020
216
Non-observable inputs in the determination of fair value
1
Level
according
to IFRS
Classification
according to
geographic
area
Fair value
on 31.12.2020
in euros
(x 1,000) Valuation method Input on 31.12.2020
Range (min./max.)
(weighted average) on 31.12.2020
3 Belgium 1,465,939 Discounted cash ow &
Income capitalisation
ERV (euros/m²)
2
23 - 123 euro/m² (43 euro/m²)
Discount rate 3.7% - 7.6% (5.8%)
Projected growth in rent (ination) 1.25% - 1.25% (1.25%)
Capitalisation factor (required return) 4.2% - 8.1% (5.7%)
Remaining lease duration (until rst break) 1 month - 26 years (4.2 years)
Remaining lease duration (until expiry date) 1 month - 49 years (6.6 years)
3 The Netherlands 2,248,610 Income capitalisation ERV (euros/m²)
2
25 - 85 euro/m² (49 euro/m²)
Capitalisation factor (required return) 3.9% - 9.9% (5.1%)
Remaining lease duration (until rst break) 1 month - 19 years (6.2 years)
Remaining lease duration (until expiry date) 1 month - 20 years (6.6 years)
3 France 129,304 Income capitalisation ERV (euros/m²)
2
38 - 40 euro/m² (39 euro/m²)
Capitalisation factor (required return) 4.8% - 7.2% (5.6%)
Remaining lease duration (until rst break) 1,5 years - 9 years (3.7 years)
Remaining lease duration (until expiry date) 2 years - 9 years (5.5 years)
3 Romania 742,112 Income capitalisation ERV (euros/m²)
2
24 - 82 euro/m² (48 euro/m²)
Capitalisation factor (required return) 7.3%-9.3% (7.5%)
Remaining lease duration (until rst break) 1 month - 14 years (6.7 years)
Remaining lease duration (until expiry date) 1 month - 27 years (8.0 years)
3 Luxembourg 53,703 Income capitalisation ERV (euros/m²)
2
60 euro/m² (60 euro/m²)
Capitalisation factor (required return) 4.9% - 5.2% (4.9%)
Remaining lease duration (until rst break) 5 years - 12 years (9.1 years)
Remaining lease duration (until expiry date) 6 years - 14 years (10.7 years)
3 Germany 4,443 Income capitalisation ERV (euros/m²)
2
46 euro/m² (46 euro/m²)
Capitalisation factor (required return) 5.3% (5.3%)
Remaining lease duration (until rst break) 4 years (4 years)
Remaining lease duration (until expiry date) 7 years (7 years)
1 For other non-observable inputs not shown in the above table, please refer to section 10 Reporting
according to recognised standards - EPRA key performance indicators - IV. Rental dates and vacancy
rate (difference between projected rental value and passing rent), 7. Financial results and property report
- Property report - Overview of projects under construction (projected out-of-pocket cost for the project
developments) and 7. Financial results and property report - Key figures on properties (year of construction
and lettable area in m²)
The summary above shows the non-observable inputs used to determine the fair value of the existing
property portfolio and for the projects under development.
2 For the ERV, only the rents for the available spaces are taken into account. The wide range (min./max.) is
due to the different kinds of storage premises (from outdoor storage to refrigerated warehouses).
WDP
Financial Statements 2020
217
Sensitivity of valuations
The sensitivity of the fair value with regard to changes in signicant non-observable
inputs used in determining the fair value of property classied as level 3 according to
the IFRS fair-value hierarchy, is as follows (ceteris paribus):
Non-observable input
Impact on fair value at:
Decrease Decrease
ERV (in euros/m²) negative positive
Discount rate positive negative
Required yield positive negative
Remaining lease duration (until rst break) negative positive
Remaining lease duration (until expiry date) negative positive
Occupation rate (EPRA) negative positive
Projected growth in rent (ination) negative positive
In addition, it is usually the case that an increase (decrease) in the remaining period of a
rental contract leads to an decrease (increase) in the discount rate (and required yield).
An increase (decrease) in the occupancy rate may result in a decrease (increase) in the
discount rate (and required yield).
In addition, the sensitivity of the fair value of the portfolio can be estimated as follows
(based on a ceteris paribus approach): the effect of an increase (decrease) of 1% in
rental income results in an increase (decrease) in the fair value of the portfolio of approx.
45 million euros (ceteris paribus). The effect of an increase (decrease) of 25 basis points
in the required yield results in a decrease (increase) in the fair value of the portfolio
of approx. 205 million euros (ceteris paribus).
2. Valuation process
The valuation process at WDP follows a centralised approach where the policy and
procedures with regard to property estimates are determined by the CEO and CFO,
after approval by the Audit Committee. In addition, it is determined which independent
property expert will be appointed for the various parts of the property portfolio. Contracts
will typically be signed for a renewable term of three years subject to a double rotation
obligation according to the Law of 12 May 2014 in the scope of a GVV. Some examples
of the selection criteria would be local market knowledge, reputation, independence
and insurance of the highest professional standards. Property expert fees are set for the
period of their appointment and are not related to the value of the objects appraised.
Independent property experts are appointed for each country, to ensure proper
consideration for the special characteristics of each geographical region and thus
also the diversied, pan-European nature of the property portfolio. The property
portfolio is valued externally by independent property experts on a quarterly basis.
The property portfolio is valuated externally on a quarterly basis by the independent
property experts. The valuation methods are determined by the external experts and
are based on a multi-criteria approach. The independent property expert determines
the fair market value based on a discounted cash-ow model, an income capitalisation
method and/or comparable market transactions. Moreover, the estimates arrived at
in this manner are compared to the initial yield and available comparison points using
recent market transactions for comparable objects (including objects purchased by
WDP itself during that year). The valuation cycle within one nancial year consists of a
site visit after.
WDP
Financial Statements 2020
218
Property expert Country
Fair value
(in euros x 1,000)
Share of the
portfolio
Stadim Belgium
1
859,714 19%
Jones Lang LaSalle Belgium Belgium 606,225 13%
Cushman & Wakeeld The Netherlands 1,416,270 30%
CBRE Netherlands The Netherlands 832,339 18%
BNP Paribas Real Estate France 129,304 3%
CBRE Romania Romania 742,112 16%
Cushman & Wakeeld Germany 4,443 0%
Jones Lang LaSalle Luxembourg Luxembourg 53,703 1%
Total 4,644,110 100%
The independent property expert has full access to all quantitative and qualitative
information with regard to the property portfolio. The Controllers are responsible for
continuous contact with and provision of information to the relevant property experts
(such as all leases, information on occupancy rate, maturity dates, investments and
maintenance and repair costs). Twice a year, the CEO and country manager also
discuss the asset management plan for each object in detail with the property expert.
On submission of the quarterly estimate reports, the controllers and the CFO compare
and analyse all material discrepancies (positive and negative) in absolute and relative
terms, with respect to the last four quarters. Based on this, the CEO and CFO then
conduct a detailed discussion with the respective property experts to ensure that all
data with regard to the sites are reected accurately and exhaustively in the estimate,
with specic attention to property development projects. The property experts draw
up an independent estimate of the future cash-ow prole and reect the risks via a
combination of cash-ow projections (rental growth, vacancy, incentives, investments,
etc.) as well as the applied acquired yields or discount rates. Next, the nal property
estimates are submitted to the Audit Committee.
1 Including the proportionate share of the portfolio in I Love Hungaria.
WDP
Financial Statements 2020
219
XIII. Other tangible fixed assets
Changes during the financial year
31.12.2020 31.12.2019
in euros (x 1,000) Solar panels Other
1
Total IFRS Solar panels Other
1
Total IFRS
Level (IFRS) 3 N/R 3 N/R
At the end of the previous financial year 121,010 4,234 125,244 117,366 3,060 120,426
Investments 4,352 1,101 5,453 9,187 1,862 11,049
New acquisitions 0 0 0 0 0 0
Acquisitions via share transactions 0 0 0 0 0 0
Disposals 0 -266 -266 0 0 0
Revaluation on solar panels 4,220 0 4,220 983 0 983
Depreciation and write-downs -7,230 -702 -7,932 -6,526 -688 -7,215
At the end of the financial year 122,353 4,366 126,719 121,010 4,234 125,244
Acquisition price 122,086 8,154 130,240 115,575 7,367 122,942
1 Other means: Plants, Machinery and equipment, Furniture and rolling stock and Other tangible fixed assets.
Insured value - solar panels
Classication according to the geographic
area Belgium
The
Netherlands Romania
Insured value (in euros x 1,000) 18,301 31,822 12,365
Valuation method – solar panels
According to the geographic area Belgium
The
Netherlands Romania
Level (IFRS) 3 3 3
Fair value as at 31.12.2020
(in euros x 1,000) 60,170 50,543 11,639
Income 2020
2
(in euros x 1,000) 8,835 5,336 2,301
including Green Energy Certicates 7,881 3,377 1,855
including green energy (minus
associated costs) 953 1,959 446
2 The revenues consist of the sale of green energy certicates and of green energy to the tenant and/or
energy supplier, minus costs associated with maintenance of solar panels.
WDP
Financial Statements 2020
220
Valuation method
Belgium
Discounted cash flow
The Netherlands
Discounted cash flow
Romania
Discounted cash flow
Implicit number of sunshine hours
The model assumes an implicit 950 sunshine hours
per year. This is based on weather statistics and the
available data at the end of the year. On 31 December
2020, the solar park consisted of 45 sites.
The model assumes an implicit 900 sunshine hours
per year. This is based on weather statistics and the
available data at the end of the year. On 31 December
2020, the solar park consisted of 42 sites.
The model assumes an implicit 1,250 sunshine hours
per year. This is based on weather statistics and the
available data at the end of the year. As at 31 December
2020, the solar panel installations were spread across
four sites.
Green Energy Certicates (GECs)
Green Energy Certicates (GECs) in Flanders are issued
to each project by the Flemish Electricity and Gas Market
Regulator (the ‘VREG’) at a xed price per certicate for
a xed period of twenty years. The price of certicates
for operational sites vary between 93- 450 euros per
MWh. Green energy certicates in Wallonia are issued
to each project by the Wallonia Energy Commission
(the “CWaPE”) at a guaranteed price per certicate for
a xed period of ten years. The price of certicates for
operational sites is 67.5 euros per certicate.
Each project receives a subsidy from the Netherlands
Enterprise Agency (the ‘RVO’) for a period of fteen
years. The maximum subsidy amount allocated per MWh
produced depends on the time of request and is set so
the maximum yield including subsidy is 60 to 147 euros
per MWh.
Green Energy Certicates (GEC) are issued to each
project by the ANRE (Romanian Energy Regulatory
Authority) for a xed period of fteen years. The PV
projects for WDP in Romania receive 4 GECs per MWh
of green energy produced (two of which are deferred in
accordance with the regulatory framework that will be
further claried in 2021). Certicates can subsequently
be sold on the regulated market at a price of 29 euros
per certicate. With regard to solar parks, WDP has a
10-year purchasing agreement with Enel (a global leader
in the energy market).
Energy price
The energy price increases by 1.5% per year. This
increase is applied to the Endex basis. As a starting
point, an average Endex price (see www.apxendex.com)
(BEpower) of CAL t + 1, 2, 3 was chosen.
The energy price increases by 1.5% per year. This
increase is applied to the Endex basis. As a starting
point, an average Endex price (see www.apxendex.com)
(NLpower) of CAL t + 1, 2, 3 was chosen.
The energy price increases by 1.5% per year. This
increase is applied to the forward prices t + 1,2,3.
Discount rate
The required yield is calculated as the weighted average
cost of the capital according to long-term interest,
market risk premium and country-specic risk.
The required yield is calculated as the weighted average
cost of the capital according to long-term interest,
market risk premium and country-specic risk.
The required yield is calculated as the weighted average
cost of the capital according to long-term interest,
market risk premium and country-specic risk.
Decrease in yield
The yield of the PV installation has decreased by 0.6%
per year and will be decommissioned after thirty years.
No account was taken here of any possible residual
value of the installation, nor of the costs of dismantling
the installation.
The yield of the PV installation has decreased by 0.6%
per year and will be decommissioned after thirty years.
No account was taken here of any possible residual
value of the installation, nor of the costs of dismantling
the installation.
The yield of the PV installation has decreased by 0.6%
per year and will be decommissioned after thirty years.
No account was taken here of any possible residual
value of the installation, nor of the costs of dismantling
the installation.
Maintenance and CapEx
Account is taken of the various operational costs related
to exploitation as well as a ten-year maintenance cost in
order to keep the expected evolution of the operational
condition intact.
Account is taken of the various operational costs related
to exploitation as well as a ten-year maintenance cost in
order to keep the expected evolution of the operational
condition intact.
Account is taken of the various operational costs related
to exploitation as well as a ten-year maintenance cost in
order to keep the expected evolution of the operational
condition intact.
WDP
Financial Statements 2020
221
Sensitivity of valuations
The sensitivity of the fair value with regard to changes in signicant non-observable
inputs used in determining the fair value of objects classied as level 3 according to the
IFRS fair-value hierarchy, is as follows (ceteris paribus):
Impact on fair value at:
Non-observable input decrease increase
Implicit number of sunshine hours negative positive
Green Energy Certicates (GECs) negative positive
Energy price negative positive
Discount rate positive negative
Decrease in yield negative positive
Maintenance and capex positive negative
In addition, the sensitivity of the fair value of the solar panels can be estimated as
follows (based on a ceteris paribus approach): the effect of an increase (decrease) of
the required yield of 25 base points leads to a decrease (increase) in the fair value of the
solar panels of approximately 2 million euros.
Valuation process
There is no standardised valuation model for investments in solar panels. The fair value
of these assets is calculated by WDP according to a discounted cash ow model based
on future cash ows.
The valuation cycle within a nancial year consists of a fully detailed estimate update
per year end of all assumptions and the expected cash ows as well as three desktop
reviews in which a roll forward of the model is performed and the most important
assumptions with regard to signicant non-observable inputs are recognised.
The data and input with regard to the expected future cash ows are continuously veried
with the available statistics over the totality of the PV systems, whereas a consistent,
comparable analysis is made of the nancial return requirements of investors. The Audit
Committee validates the denitive fair value calculations on a quarterly basis.
WDP
Financial Statements 2020
222
31.12.2020
in euros (x 1,000)
IFRS 13 balance
sheet section Level (IFRS 13)
Financial assets/
liabilities valuated
at fair value through
profit or loss
Financial assets/
liabilities at
amortised cost Book value Fair value
Financial assets
Assets at fair value through result – Permitted hedging instruments I. E.
Interest Rate Swap 2 0 0 0
Financial assets at amortised cost I. E. 2 6,929 6,929 6,929
Long-term receivables
Trade receivables and other non-current assets I. G. 2 2,747 2,747 2,747
Short-term receivables
Trade receivables II. D. 2 12,073 12,073 12,073
Cash and cash equivalents II. F. 2 11,240 11,240 11,240
Accruals and deferrals on the assets: interest charges on loans and
permitted hedging instruments
Interest on loans 2 77 77 77
Interest on permitted hedging instruments 2 0 0 0
Total 0 33,067 33,067 33,067
Financial liabilities
Non-current nancial debt
Bond loan: private placement I. B. 2 301,355 301,355 302,424
Bond loan: retail I. B. 1 0 0 0
Bank debt I. B. 2 1,438,187 1,438,187 1,438,187
Other non-current nancial debt I. B. 2 742 742 742
Other non-current nancial liabilities I. C.
Permitted hedging instruments: Interest Rate Swaps 2 128,630 128,630 128,630
Permitted hedging instruments: Interest Rate Swaps (forward start) 2 1,271 1,271 1,271
Other non-current nancial liabilities 3 46,011 46,011 46,011
Current nancial debt
Bond loan: retail II. B. 1 125,000 125,000 126,018
Commercial paper II. B. 2 191,500 191,500 191,500
Bank debt II. B. 2 62,348 62,348 62,348
Other current nancial debt I. B. and II. B. 2 323 323 323
Other current nancial liabilities II. C.
Permitted hedging instruments: Interest Rate Swaps 2 3 3 3
Permitted hedging instruments: Interest Rate Swaps (forward start) 2 0 0 0
Other current nancial liabilities 3 168 168 168
Trade payables and other current debts II. D. 2 41,439 41,439 41,439
Accruals and deferrals on the liabilities: interest charges on loans and
permitted hedging instruments
Interest on loans 2 7,772 7,772 7,772
Interest on permitted hedging instruments 2 501 501 501
Total 130,405 2,214,845 2,345,250 2,347,337
XIV. Financial instruments
WDP
Financial Statements 2020
223
31.12.2019
in euros (x 1,000)
IFRS 13 balance
sheet section Level (IFRS 13)
Financial assets/
liabilities valuated
at fair value through
profit or loss
Financial assets/
liabilities at
amortised cost Book value Fair value
Financial assets
Assets at fair value through result – Permitted hedging instruments I. E.
Interest Rate Swap 2 0 0
Financial assets at amortised cost I. E. 2 4,743 4,743 4,743
Long-term receivables
Trade receivables and other non-current assets I. G. 2 4,162 4,162 4,162
Short-term receivables
Trade receivables II. D. 2 15,364 15,364 15,364
Cash and cash equivalents II. F. 2 3,604 3,604 3,604
Accruals and deferrals on the assets: interest charges on loans and
permitted hedging instruments
Interest on loans 2 63 63 63
Interest on permitted hedging instruments 2
Total 0 27,937 27,937 27,937
Financial liabilities
Non-current nancial debt
Bond loan: private placement I. B. 2 251,289 251,289 254,275
Bond loan: retail I. B. 1 124,964 124,964 129,781
Bank debt I. B. 2 1,190,709 1,190,709 1,190,709
Other non-current nancial debt I. B. 2 1,238 1,238 1,238
Other non-current nancial liabilities I. C.
Permitted hedging instruments: Interest Rate Swaps 2 64,743 64,743 64,743
Permitted hedging instruments: Interest Rate Swaps (forward start) 2 17,076 17,076 17,076
Other non-current nancial liabilities 3 40,656 40,656 40,656
Current nancial debt
Bond loan: retail II. B. 1 50,000 50,000 50,293
Commercial paper II. B. 2 199,000 199,000 199,000
Bank debt II. B. 2 35,485 35,485 35,485
Other current nancial debt I. B. and II. B. 2 2,143 2,143 2,143
Other current nancial liabilities II. C.
Permitted hedging instruments: Interest Rate Swaps 2 0 0
Permitted hedging instruments: Interest Rate Swaps (forward start) 2 0 0
Other current nancial liabilities 3 168 168 168
Trade payables and other current debts II. D. 2 51,944 51,944 51,944
Accruals and deferrals on the liabilities: interest charges on loans and
permitted hedging instruments
Interest on loans 2 8,114 8,114 8,114
Interest on permitted hedging instruments 2 526 526 526
Total 82,344 1,955,709 2,038,053 2,046,150
WDP
Financial Statements 2020
224
Valuation of financial instruments
The entirety of the nancial instruments of the Group corresponds to levels 1 and 2 in
the hierarchy of fair values. Valuation against fair value occurs regularly.
In the event of bankruptcy of one of both contracting parties, the net position of the
derivatives will be considered for the counterparty.
Level 1 in the hierarchy of fair values excludes money investments, funds and cash
equivalents regarding which the fair value is based on the share price.
Level 2 in the hierarchy of fair values concerns the other nancial assets and liabilities
of which the fair value is based on observable inputs and other data that can be
determined, directly or indirectly, for the assets or liabilities concerned. The valuation
techniques concerning the fair value of the nancial instruments at level 2 are as
follows: the fair value of the above nancial assets and liabilities are valued at the book
value, except for bond loans, where fair value is determined under a discounted cash
ow model based on market interest rates since they are not traded frequently (level 2).
Because the other nancial liabilities are incurred at a oating interest rate, the fair value
is very close to the book value.
Level 3 in the hierarchy of fair values shows the property portfolio and the nancial
liabilities recognised in accordance with IFRS 16, whose fair value is determined based
on non-observable inputs.
Determining the financial liability in accordance with IFRS 16
For some of its investments, WDP does not have full ownership, but rather only usufruct
through a concession, long lease or similar arrangement. Specically, a nancial liability
is recognised for this in accordance with IFRS 16. This nancial liability is included
under Other non-current nancial liabilities and Other current nancial liabilities. The
nancial liability is the present value of all future lease payments. The discount rate
applied in determining this liability was based on a combination of the interest curve
plus a spread according to the WDP credit risk, both in line with the remaining duration
of the underlying right of use.
The sensitivity of the calculation of this nancial liability can be estimated as follows
(based on a ceteris paribus approach): the effect of an increase (decrease) in the
discount rate of 50 basis points would give rise to a decrease (increase) in the nancial
liability of approx. 4 million euros, with an impact of 0.1% on the gearing ratio.
Liquidity requirement on maturity dates associated with non-current
loans (contractual cash flows and non-updated interest)
in euros (x 1,000) 31.12.2020
Between one and two years 395,303
Between two and ve years 666,475
More than ve years 990,192
Total 2,051,970
Financial instruments at fair value as per IFRS 9
The Group uses derivative nancial instruments to hedge the interest rate risk on its
nancial debts in order to reduce the volatility of EPRA Earnings (which forms the basis
for the dividend) while keeping the cost of debt as low as possible at the same time.
Given the high hedging rate of 89.6% at year end 2020, both the interest risk and
the volatility of the EPRA Earnings are limited. These hedges are managed centrally
through a macro-hedging. The Group does not use derivative nancial instruments
for speculative purposes and does not hold derivatives for trading purposes. The
derivatives currently employed by WDP do not qualify as hedging transactions. As a
result, changes in the fair value are immediately included in the result.
These contracts are valued at fair value as per IFRS 9 on the balance sheet date. This
information is received from the various nancial institutions and veried by WDP by
discounting the future contractual cash ows based on the corresponding interest rate
curves.
Fair value is based on observable inputs, and as such, the IRS contracts fall under level
2 in the fair value hierarchy as dened in IFRS. The fair value is calculated based on
a discounted cash ow model using the relevant market interest rates indicated in the
forward interest curve on the balance sheet date. No changes in the fair value hierarchy
level took place in 2019. During this period, no hedging instruments were arranged
prior to the expiry date. A number of existing hedging instruments were extended by
attening them over time in a cash-neutral manner.
WDP
Financial Statements 2020
225
31.12.2020
Classication according
to IFRS Level (IFRS)
Notional
amount
(in euros x
1,000)
Interest rate
(in %)
Duration
(in years)
Interest Rate Swap 2 1,267,425 0.91 7.3
Interest Rate Swap
(forward start) 2 50,000 -0.02 10.4
Total 1,317,425 0.77 7.4
31.12.2019
Classication according
to IFRS Level (IFRS)
Notional
amount
(in euros x
1,000)
Interest rate
(in %)
Duration
(in years)
Interest Rate Swap 2 972,364 0.88 7.7
Interest Rate Swap
(forward start) 2 200,000 0.91 9.6
Total 1,172,364 0.90 8.0
The variation in fair value and the valuation of the hedging instruments at fair value on
the balance sheet date are as follows:
in euros (x 1,000) 31.12.2020 31.12.2019
Fair value on balance sheet date -129,898 -81,819
Financial xed assets 0 0
Financial instruments at fair value via the prot and loss
account 0 0
Other non-current nancial liabilities 129,901 81,819
Permitted hedging instruments 129,901 81,819
Other current nancial liabilities 3 0
Permitted hedging instruments 3 0
Changes in the fair value of financial assets and
liabilities -48,085 -29,883
Revenue 2,464 28,237
Costs -50,549 -58,119
The following table gives an overview of the impact of the fair value of the IRSes if the
interest rate rises or falls by a max. of 0.50%:
Change in the
interest rate
Impact on the change in fair value of the IRSes as at 31.12.2020
(in euros x 1,000,000)
-0.50% -46.5
-0.25% -23.0
0.00% 0.0
+0.25% 22.5
+0.50% 44.5
For the impact of interest rate changes on the EPRA Earnings, please refer to 7. Financial
results and property report - Outlook.
WDP
Financial Statements 2020
226
Liquidity requirement on the maturity dates linked to the derivatives
in euros (x 1,000) 31.12.2020
Between one and two years 38,215
Between two and ve years 50,423
More than ve years 31,965
Total 120,604
For a detailed overview of nancial and other risks, their limitingfactors and control, see
chapter 9. Risk factors. For a discussion of management of nancial risks (including
credit risk, liquidity risk, interest risk, counterparty risk), see chapter 7. Financial results
and property report - Management of financial resources. Please also refer to the
sensitivity analysis in chapter 7. Financial results and property report - Outlook as well
as to note XXI. Statement of financial debt.
XV. Assets held for sale
in euros (x 1,000) 31.12.2020 31.12.2019
Belgium 15,543 4,292
The Netherlands 0 1,486
Total
15,543
5,779
At present, an amount of 15.5 million euros of Assets held for sale is listed in the balance
sheet.
XVI. Trade receivables and Doubtful debtors
Trade receivables
in euros (x 1,000) 31.12.2020 31.12.2019
Customers 12,700 15,310
Write downs booked for doubtful debtors -3,677 -2,765
Invoices to be prepared/credit notes to be received 3,050 2,819
Trade receivables
12,073
15,364
Trade receivables are payable prior to the regular lease period. The following table
shows past due trade receivables.
in euros (x 1,000) 31.12.2020 31.12.2019
Non-expired and expired < 30 days 8,482 10,803
of which provisioned for as doubtful debtors 0 0
Expired 30-60 days 19 533
of which provisioned for as doubtful debtors 0 0
Expired 60-90 days 279 297
of which provisioned for as doubtful debtors 0 0
Expired > 90 days 3,921 3,678
of which provisioned for as doubtful debtors -3,677 -2,765
Total customers 12,700 15,310
of which provisioned for as doubtful
debtors
-3,677
-2,765
WDP
Financial Statements 2020
227
Doubtful debtors – statement of changes
in euros (x 1,000) 31.12.2020 31.12.2019
At the end of the previous financial year -2,765 -3,275
Additions -751 -783
Reversals 252 527
Other -413 766
At the end of the financial year -3,677 -2,765
The provision for doubtful debtors is 3.7 million euros and has increased compared to
last year, in line with historical statistics.
The impact of the Covid-19 pandemic on customer payment behavior is limited. The
rent collection follows a regular and consistent pattern – currently WDP has received
99% of the FY 2020 rents. A limited amount of 0.9 million euros is outstanding in rent,
which relates to Q2 2020, in which WDP rescheduled the payment term for a number
of customers who had stated that they were experiencing liquidity problems during the
lockdown. WDP expects to receive this amount, as foreseen with the clients, in 2021.
A clear procedure is followed to determine provisions to be created for doubtful debtors,
with quarterly estimates of the expected losses on outstanding trade receivables and
with application of corresponding write-downs. Under this method, the book value of
the trade receivables approaches their fair value. With regard to the policy on accounts
receivable, WDP ensures a regular screening of the creditworthiness of its tenant
portfolio. In addition, outstanding customer balances are reported internally to all sales
and technical staff on a monthly basis. They can ensure adequate follow-up on rent in
arrears by means of their direct contacts with the customer.
More generally, credit risks are limited by the fact that WDP guarantees an adequate
distribution amongst its tenants. Besides the legal standard of 20%, an in-house target
has been set that no more than 10% of the rental income may come from one customer
(currently 5%). For the main tenants, please see 7. Financial results and property report
- Notes on the consolidated profit and loss account 2020 (analytical schedule). Credit
risks are moreover limited to a maximum risk of 5% per site (currently 3%).
XVII. Participation in associated companies
and joint ventures
in euros (x 1,000) 31.12.2020 31.12.2019
At the end of the previous financial year 19,707 10,636
Creation of new joint ventures 18 400
Capital increases in joint ventures 200 5,555
Share in the result of associated companies and joint
ventures 4,831 3,116
Others -410 0
At the end of the financial year 24,346 19,707
XVIII. Tax receivables and other current assets
in euros (x 1,000) 31.12.2020 31.12.2019
Tax receivables 12,240 25,181
Other current assets 4,992 9,068
Total 17,232 34,249
The tax receivables are mainly related to the investments in Romania and the
Netherlands for the development projects. There is no co-contracting system,
which means that 19% and 21% VAT can be recovered on each investment.
The decrease in the other current assets is attributable to a material amount of advance
invoices to Romanian contractors that was paid on December 31, 2019. These advances
are deducted from the contract invoices pro rata that the works are progressing. In
2020, WDP changed its policy in this regard so that the outstanding amount in advance
payments is considerably lower as at 31 December 2020.
WDP
Financial Statements 2020
228
XIX. Capital
Changes in subscribed
capital as at 31.12.2020
in euros (x 1,000)
Number of
shares
1
Creation Rederij De Pauw 50
Capital increase through reserves incorporation 12
Capital increase by public issue (including issue premium) 69,558
Capital increase through merger and split transactions 53
Capital increase through incorporation of reserves to round off to the nearest euro 327
Capital increase by discharging losses -20,575
1999 Subscribed capital and number of shares at IPO (June 1999) 49,425 46,480,000
2001 Capital increase following merger through Caresta takeover 2,429 1,817,151
2001 Capital increase through incorporation of reserves to round off to the nearest euro 46 0
2003 Capital increase by public issue (including issue premium) 27,598 6,899,592
2006 Capital increase partial demerger of Partners in Lighting International 29,415 4,952,304
2006 Capital increase associated with the creation of available reserves -40,000 0
2009 Capital increase DHL transaction 6,478 5,654,131
2009 Capital increase 25,130 21,934,388
2011 Capital increase through contribution of claim as a result of an optional dividend 5,216 4,553,059
2011 Capital increase Betafence transaction 3,642 3,179,022
2012 Capital increase through contribution of claim as a result of an optional dividend 4,988 4,354,091
2012 Capital increase partial demerger Immo Weversstraat 675 589,582
2012 Capital increase Lake Side bis transaction 5,910 5,158,524
2013 Capital increase through contribution of claim as a result of an optional dividend 4,600 4,015,172
2013 Capital increase as a result of the direct merger with three companies in Geel 3,400 2,967,713
2014 Capital increase through contribution of claim as a result of an optional dividend 3,693 3,222,219
2014 Capital increase Tiel transaction 7,213 6,293,560
2015 Capital increase as a result of the MLB transaction 5,468 4,772,796
2015 Capital increase through contribution of claim as a result of an optional dividend 3,102 2,707,516
2016 Capital increase through contribution of claim as a result of an optional dividend 3,603 3,144,561
2016 Capital increase in cash with irreducible allocation right 19,004 16,586,920
2017 Capital increase through contribution of claim as a result of an optional dividend 3,933 3,432,527
2017 Capital increase via a partial demerger and contribution in kind 1,547 1,350,111
2018 Capital increase through contribution of claim as a result of an optional dividend 3,989 3,481,275
2018 Capital increase, transaction, Asse-Zellik (1) 360 314,020
2018 Capital increase, transaction, Asse-Zellik (2) 956 834,582
2018 Capital increase, transaction, Tiel, Veghel and Bleiswijk 3,133 2,734,914
2019 Capital increase through contribution of claim as a result of an optional dividend 2,646 2,309,475
2019 Capital increase via an accelerated bookbuild (ABB) 10,025 8,750,000
2020 Capital increase through contribution of claim as a result of an optional dividend 2,549 2,224,662
Total 200,172 174,713,867
1 With a view to increased marketability, accessibility and attractiveness of WDP shares, the WDP share was split by a factor of 7 with effect from 2 January 2020. The gures displayed already take into account the WDP share split.
WDP
Financial Statements 2020
229
31.12.2020 31.12.2019
Number of outstanding shares at the beginning
of the financial year
1
172,489,205 161,429,730
Capital increase through contribution of claim as a result of
an optional dividend 2,224,662 2,309,475
Capital increase by contribution in kind 0 0
Capital increase via an accelerated bookbuild (ABB) 0 8,750,000
Number of outstanding shares at the end
of the financial year
2
174,713,867 172,489,205
Net result (IFRS) – Group share in euros (x 1,000) 324,610 393,732
Net result (IFRS) – Group share per share (in euros)
3
1.87 2.40
1 With a view to increased marketability, accessibility and attractiveness of WDP shares, the WDP share was
split by a factor of 7 with effect from 2 January 2020. The gures displayed already take into account the
WDP share split.
2 As a result of the capital increase via contribution in kind for 9 million euros in January 2021 and the capital
increase via accelerated private placement for 200 million euros at the beginning of February, the number
of shares entitled to dividend for the 2020 dividend (payable in 2021) amounts to 181,900,449. For more
information please refer to chapter 7. Financial results and real estate report - Management of financial
resources.
3 Calculated on the weighted average number of shares.
WDP has only one share category, namely ordinary shares. Holders are entitled to
receive the declared dividend and have one vote per share at the Annual General
Meeting of Shareholders.
All shares are fully paid up and are either registered or dematerialised.
The Board of Directors is authorised, within the limits of the mandatory provisions of the
applicable company law, to increase the capital in accordance with the authorisation
granted to it regarding authorised capital. As of 31 December 2020, the Board of
Directors has not used this authorisation. For more information on the approval of
authorised capital, see also the notes in chapter 12. Permanent document and XXVII.
Significant events after the balance sheet date.
XX. Provisions
in euros (x 1,000) 31.12.2020 31.12.2019
Opening balance 357 359
Used amounts 0 -2
Additions 0 0
Reversals -187 0
Closing balance 170 357
Time of expected outow of economic resources < 5 jaar < 5 year
In the course of the 2020 nancial year, ongoing investigations, monitoring activities and
remediation were continued in order to comply with all local legal obligations regarding
soil remediation. The Provisions item outstanding at the end of 2020 still amounts to
0.2 million euros.
These provisions were mainly created for the possible remediation of the sites in
Heppignies - rue de Capilône, Londerzeel - Weversstraat 2, Vilvoorde - Havendoklaan
10, Aalst - Tragel 47 and Anderlecht - Frans Van Kalkenstraat 9.
WDP
Financial Statements 2020
230
XXI. Statement of financial debt
Included as of < 1 year 1-5 year > 5 year
in euros (x 1,000)
31.12.2020 31.12.2019 31.12.2020 31.12.2019 31.12.2020 31.12.2019 31.12.2020 31.12.2019
Commercial paper 191,500 199,000 191,500 199,000
Straight loans 9,173 14,832 9,173 14,832
Roll over loans 53,174 20,654 53,174 20,654
Bond loan 125,000 50,000 125,000 50,000
Other 323 2,143 323 2,143
Current financial debt 379,170 286,629 379,170 286,629
Roll over loans 1,438,187 1,190,709 718,138 688,157 720,049 502,551
Bond loan 301,355 376,253 92,200 217,200 209,155 159,053
Other 742 1,238 657 1,021 85 217
Non-current financial debt 1,740,284 1,568,199 810,995 906,378 929,289 661,821
Total 2,119,454 1,854,828 379,170 286,629 810,995 906,378 929,289 661,821
For more background on nancial debts, we refer to section 7. Financial results -
Management of financial resources.
For further information on the applicable bank covenants, see note XXVI. Rights and
obligations not included in the balance sheet. For a complete overview of the sensitivity,
we refer to the relevant table in section 7. Financial results and property report -
Outlook.
WDP
Financial Statements 2020
231
XXII. Gearing ratio
in euros (x 1,000)
31.12.2020
(IFRS)
31.12.2020
(proportionate)
31.12.2019
(IFRS)
31.12.2019
(proportionate)
Non-current and current liabilities 2,386,612 2,425,925 2,072,929 2,100,285
To be excluded:
I. Non-current liabilities - A. Provisions 170 170 357 357
I. Non-current liabilities - C. Other non-current nancial liabilities - Permitted hedging instruments 129,901 129,901 81,819 81,819
I. Non-current liabilities - F. Deferred taxes - Liabilities 18,187 22,460 13,357 15,908
II. Current liabilities - A. Provisions 0 0 0 0
II. Current liabilities - E. Other current liabilities - Other: Hedging instruments 3 3 0 0
II. Current liabilities - F. Accruals and deferred income 20,652 22,169 18,413 18,418
Total debt A 2,217,700 2,251,222 1,958,984 1,983,784
Total assets 4,790,405 4,829,718 4,222,790 4,250,146
To be excluded:
E. Financial xed assets - Financial instruments at fair value through prot and loss - Permitted hedging
instruments 0 0 0 0
Total assets taken into account for the calculation of the gearing ratio B 4,790,405 4,829,718 4,222,790 4,250,146
Gearing ratio A/B 46.3% 46.6% 46.4% 46.7%
XXIII. Other current and non-current
financial liabilities
in euros (x 1,000) 31.12.2020 31.12.2019
Non-current financial liabilities 46,038 40,682
Financial liability in accordance with IFRS 16 46,038 40,682
Current financial liabilities 168 168
Financial liability in accordance with IFRS 16 168 168
Total 46,206 40,851
WDP
Financial Statements 2020
232
For some of its investments, WDP does not have full ownership, but rather only usufruct
through a concession, long lease or similar arrangement. The nancial liability is the
present value of all future lease payments. The table below shows the maturity dates
for this liability.
Total per < 1 year 1-5 year > 5 year
in euros (x 1,000)
31.12.2020 31.12.2019 31.12.2020 31.12.2019 31.12.2020 31.12.2019 31.12.2020 31.12.2019
Financial liability in accordance with
IFRS 16 46,206 40,851 168 168 1,834 1,155 44,204 39,527
XXIV. Average workforce and breakdown
of employee costs
in euros (x 1,000) 31.12.2020 31.12.2019
At fully consolidated enterprises
Average workforce (in FTEs
1
) 69.2 63.8
a) Blue collar workers 5.6 4.8
b) White-collar workers 63.6 59.1
Administrative staff 40.8 38.1
Technical staff 22.8 21.0
Geographic locations of workforce (in FTEs
1
) 69.2 63.8
Western Europe 52.6 48.8
Central and Eastern Europe 16.6 15.1
Personnel costs in euros (x 1,000) 6,835 6,594
a) Salaries and direct social benets 5,248 5,046
b) Employer contributions to social security 894 842
c) Employer premiums for non-statutory insurances 305 286
d) Other personnel costs 387 420
1 FTE stands for Full-Time Equivalents.
WDP has concluded a group insurance contract of the dened contribution plan type
with an external insurance company for its permanent employees. The Company
makes contributions to this fund, which is independent of the Company. Insurance
plan contributions are funded by the Company. This group insurance contract follows
the Vandenbroucke Act on pensions. On 31 December 2020, the insurance company
conrmed that the shortfall to guarantee the legal minimum return is not material.
XXV. Transactions between related parties
Until 1 October 2019, a director’s fee was allocated to De Pauw NV/SA as the former
manager of WDP Comm. VA. The amount of the director’s fee was set at 1,650,000
euros for 2019. This amount corresponds to the total cost, in line with market rates,
for the Board of Directors. Effective as at 1 October 2019, the Extraordinary General
Meeting of 11 September 2019 decided to convert WDP from a partnership limited by
shares into a public limited company. As part of this, it also decided to discharge the
former statutory manager and approve pro-rata settlement of the remuneration to the
amount of 1,237,500 euros (including expenses). Please also refer to the note in the
remuneration report in chapter 8. Corporate Governance Statement.
The remuneration of the non-executive directors in 2020 (215,000 euros), the
remuneration of Tony De Pauw (573,325 euros), the remuneration of Joost Uwents
(853,310 euros) and the remuneration of the Management Committee (1,786,893
euros, excluding the remuneration of the two CEOs) is explained in more detail in the
remuneration report chapter 8.
In November 2019, a capital increase was achieved through an exempt accelerated
private placement with international institutional investors with the composition of an
order book. Twenty percent of the new shares (being 1,250,000 shares) were allocated
to the RKTA management body via pre-allocation.
WDP
Financial Statements 2020
233
1 Dened as operating result (before result on the portfolio), divided by interest charges, minus 22c. interest
and dividend collection, minus compensation for nancial leasing and others.
2 The term “nanciers” means credit institutions as well as nanciers through debt capital markets, such as
bondholders or investors in the commercial paper programme.
The RKTA management body participated in the capital increases that took place in
May 2019 and 2020 in the context of paying an optional dividend for the total share it
held in WDP.
2020 also saw transactions between WDP and its joint ventures I Love Hungaria
and WDP Luxembourg. The table below lists the pending receivables that WDP has
outstanding for the joint ventures I Love Hungaria and WDP Luxembourg. These are
mainly the current and non-current receivables, the management fee charged and
the nancial revenues booked in WDP and received from I Love Hungaria and WDP
Luxembourg.
in euros (x 1,000) 31.12.2020 31.12.2019
Receivables 9,176 6,767
At more than one year 6,929 4,743
At up to one year (interest and outstanding customer
balance) 2,246 2,024
Operating result (before the result on the portfolio) 211 391
Management fee and others 211 391
Financial result 200 191
Income from nancial xed assets 200 191
XXVI. Rights and obligations not included
in the balance sheet
On 31 December 2020, WDP NV/SA and its subsidiaries established bank guarantees
for a total amount of 4,218,135 euros, the beneciaries of which can be classied under
the following categories and for the following amounts:
in euros (x 1,000) 31.12.2020
Environment 1,412,211
Rent and concession 1,017,945
Services 7,979
Execution of works 1,780,000
WDP has entered into various commitments as a part of its ongoing investment
programme related to projects and acquisitions, as indicated in chapter 5. Transactions
and realisations.
Parent company WDP NV/SA has extended the following sureties for its various
subsidiaries:
♦
A personal security for the commitments of WDP Nederland N.V. amounting to
25 million euros for ABN AMRO (for the shortterm amounts nanced through a
straight loan of max. 25 million euros).
♦
A personal security for the commitments of WDP Romania SRL amounting to
44million euros for EIB.
♦
A personal security for the commitments of WDP Luxembourg SA amounting to
17.5 million euros for Banque et Caisse d’Epargne de l’Etat.
♦
A personal security for the commitments of WVI GmbH amounting to 10 million
euros for BNPPF.
WDP has the following convenants in its nancing agreements:
♦
A minimum Interest Coverage Ratio
1
of at least 1.5x. For 2020, this gure comes to
4.9x.
♦
A statutory and consolidated gearing ratio below 65% in line with the GVV
requirements. Per 31 December 2020, these gearing ratios amount respectively to
46.0% en 46.6%.
♦
A limited amount of projects that are not pre-leased (speculative developments) to
15% of the book value of the portfolio. As at 31 December 220, this ratio is 0.1%.
♦
A maximum of 30% of the nancial debts with the subsidiaries compared to the
nancial debts of the group. By 31 December 2020, this ratio is 4%.
WDP has entered into the following commitments with nanciers
2
:
♦
A commitment to refrain from burdening the assets with collateral such as mortgages
(negative pledge). WDP conrms that as at 31 December 2020, no mortgages or
other collateral are outstanding in the property portfolio or other assets.
♦
A commitment that it will continue to qualify as a GVV/SIR. For the conditions on
this, please see the Belgian Act of 12 May 2014 and the Royal Decree of 13 July
2014. For more information, see 13. Annexes - General information on REIT status.
WDP
Financial Statements 2020
234
♦
For the nancing of operations in the Netherlands through WDP Nederland N.V., WDP
has entered into a commitment to continue to qualify as Fiscale Beleggingsinstelling
(an ‘FBI’).
♦
For some nanciers, WDP has agreed to repay the credit if a change of control
occurs and the nancier consequently asks for repayment.
As at 31 December 2020, all agreements have been met with all nanciers.
XXVII. Financial relations with third parties
in euros (x 1,000) 31.12.2020 31.12.2019
Statutory auditor
The statutory auditor(s) and the people with whom they are
associated
Statutory auditor’s pay 184,730 135,280
Pay for special work or special assignments that the
statutory auditor(s) perform within the Company
Other auditing assignments 45,556 29,815
Other non-auditing assignments 30,724 12,700
Pay for special work or special assignments that persons
associated with the statutory auditor(s) perform within the
Company
Tax consulting assignments 37,053 70,188
Pursuant to Article 3:64, §1-5 CCA: without prejudice to the prohibitions arising from
Article 3:63 CCA, the statutory auditor may not perform any services other than the
assignments entrusted by law or European Union legislation to the statutory auditor,
insofar as the total amount of the fees for these services amounts to more than seventy
percent of the total amount of the fees referred to in article 3:65, § 2 of the CCA. The
70% rule must be calculated as an average over the duration of the current mandate.
The fees for services invoiced by Deloitte Bedrijfsrevisoren CVBA are considered with
regard to this calculation, with the exception of fees for legal assignments entrusted to
the statutory auditor of the company. WDP NV has not exceeded the 70% rule as of 31
December 2020.
in euros (x 1,000) 31.12.2020 31.12.2019
Financial service fees 98,211 88,148
in euros (x 1,000) 31.12.2020 31.12.2019
Property expert fees 475,362 446,532
Stadim 101,789 99,692
Cushman & Wakeeld - Netherlands 136,707 129,076
BNP Paribas Real Estate 13,300 9,400
CBRE – Netherlands 78,675 73,959
Jones Lang LaSalle - Belgium 46,411 47,500
CBRE - Romania 93,050 81,205
Jones Lang LaSalle - Luxembourg 5,430 5,700
in euros (x 1,000) 31.12.2020 31.12.2019
Insurance premiums 2,249 2,127
Belgium 662 750
The Netherlands 1,070 905
France 81 95
Luxembourg 43 18
Romania 298 265
Solar panels, Belgium 31 37
Solar panels, the Netherlands 42 31
Solar panels, Romania 22 26
XXVIII. Significant events after the balance sheet date
Two events have occurred after the balance sheet date:
♦
Capital increase through contribution in kind of 9 million euros
♦
Capital increase through accelerated bookbuild of 200 million euros
For a description of signicant events occurring after 31 December 2020, please refer
to 7. Financial results and Property report - Management of financial resources.
WDP
Financial Statements 2020
235
Profit and loss account
in euros (x 1,000) FY 2020 FY 2019
I. Rental income
73,700
71,055
Rents
73,700
70,095
Indemnication related to early lease terminations
0
961
III. Costs related to leases
373
-85
Rent to be paid for leased premises
166
82
Impairments of trade receivables
-45
-334
Reversals of impairments of trade receivables
252
167
Net rental result
74,073
70,970
IV. Recovery of property costs
0
0
V. Recovery of rental charges and taxes normally paid
by the tenant on let propertiesn
8,126
8,308
Re-invoicing rental charges paid out by the owner
2,035
2,277
Re-invoicing advance levies and taxes on let buildings
6,091
6,031
VI. Costs payable by tenants and paid out by the owner
for rental damage and refurbishment at end of lease
0
0
VII. Rental charges and taxes normally paid by the
tenant on let properties
-8,631
-8,527
Rental charges paid out by the owner
-2,083
-2,327
Advance levies and taxes on let buildings
-6,548
-6,199
VIII. Other income and charges related to leases
10,342
9,981
Property management fees
891
816
Other operating income/costs
616
628
Income from solar energy
8,835
8,537
Property result
83,911
80,732
in euros (x 1,000) FY 2020 FY 2019
IX. Technical costs
-2,407
-1,796
Recurrent technical costs
-2,456
-1,771
- Repairs
-2,201
-1,729
- Insurance premiums
-255
-42
Non-recurrent technical costs
49
-25
- Damage
49
-25
X. Commercial costs
-728
-551
Agency commissions
-125
-93
Advertising
-572
-471
Lawyers’ fees and legal charges
-31
13
XII. Property management costs
-1,567
-1,439
(Internal) property management costs
-1,567
-1,439
Property charges
-4,702 -3,786
Property operating results
79,209 76,945
XIV. General company expenses
8,652
7,945
XV. Other operating income and expenses (depreciation
and write-down on solar panels)
-3,200
-3,382
Operating result (before the result on the portfolio)
84,661 81,509
XVI. Result on disposals of investment properties
409
13
Net property sales (sales price – transaction costs)
4,950
14,570
Book value of properties sold
-4,542
-14,557
XVIII. Variations in the fair value of investment properties
1
66,715
124,478
Positive variations in the fair value of investment properties
78,808
146,765
Negative variations in the fair value of investment properties
-12,093
-22,287
Operating result
151,785 206,000
3. CONDENSED VERSION OF THE STATUTORY FINANCIAL STATEMENTS
FOR THE 2020 FINANCIAL YEAR
The statutory auditor has issued an unqualied opinion on the statutory nancial statements
of WDP NV/SA. These are drawn up in accordance with IFRS as adopted within the European
Union and as per the Belgian Royal Decree of 7 December 2010. The statutory nancial
statements were not yet nalised at the time of publication of this annual nancial report.
WDP
Financial Statements 2020
236
in euros (x 1,000) FY 2020 FY 2019
XX. Financial income
45,944
41,388
Interests and dividends received
45,831
41,253
Income from nancial leases and similar
0
0
Other nancial income
113
135
XXI. Net interest charges
-41,621
-41,459
Interests on loans
-23,316
-23,095
Interest capitalised during construction
1,167
154
Cost of permitted hedging instruments
-15,933
-16,380
Income from permitted hedging instrumenbts
0
0
Other interest charges
-3,540
-2,137
XXII. Other financial charges
-991
-1,072
Bank charges and other commission
-54
-43
Other nancial charges
-937
-1,029
XXIII. Variations in the fair value of financial assets and
liabilities
-31,049
-29,883
Permitted hedging instruments that are not subject to hedging
accounting as dened in IFRS
-31,049
-29,883
Financial result
-27,717
-31,026
Aandeel in de winst of het verlies en in de niet-gerealiseerde
resultaten van dochterondernemingen, geassocieerde
vennootschappen en joint ventures die administratief verwerkt
worden volgens de ‘equity’-methode
201,339
219,968
Result before taxes
325,407
394,942
XXIV. Corporate income tax
-797
-1,211
XXV. Exit tax
0
0
Taxes
-797
-1,211
Net result
324,610
393,732
1 This pertains to uctuations in the fair value of investment properties. Fluctuations in the fair value of solar
panels are booked directly to shareholders’ equity, under Reserves in accordance with IAS 16.
Profit and loss account continued
WDP
Financial Statements 2020
237
Consolidated statement of the comprehensive result
in euros (x 1,000) FY 2020 FY 2019
I. Net result 324,610 393,732
II. Other elements of the comprehensive result 4,297 760
G. Other elements of the comprehensive result, after tax 4,297 760
Revaluation on solar panels Belgium 915 -1,898
Revaluation on solar panels of the participating interests
accounted according to the equity method 3,382 2,658
Comprehensive result
328,907
394,492
Components of the net result
in euros (x 1,000) 31.12.2020 31.12.2019
EPRA Earnings 90.396 82,538
Result on the portfolio 67.124 124,491
Share in the prot or loss and in the unrealised results of
subsidiaries, associated companies and joint ventures that
are administratively processed according to the ‘equity’
method 201.339 219,968
Revaluation of nancial instruments -31.049 -29,883
Depreciation and write-down on solar panels -3.200 -3,382
Net result (IFRS) 324.610 393,732
in euro (per share)
1
31.12.2020 31.12.2019
EPRA Earnings 0.52 0.50
Result on the portfolio 0.39 0.76
Share in the prot or loss and in the unrealised results of
subsidiaries, associated shareholding and joint ventures
that are administratively processed according to the ‘equity’
method 1.16 1.34
Revaluation of nancial instruments -0.18 -0.18
Depreciation and write-down on solar panels -0.02 -0.02
Net result (IFRS) 1.87 2.40
in euro (per share) (diluted)
1
31.12.2020 31.12.2019
EPRA Earnings 0.52 0.50
Result on the portfolio 0.39 0.76
Share in the prot or loss and in the unrealised results of
subsidiaries, associated shareholding and joint ventures
that are administratively processed according to the ‘equity’
method 1.16 1.34
Revaluation of nancial instruments -0.18 -0.18
Depreciation and write-down on solar panels -0.02 -0.02
Net result (IFRS) 1.87 2.40
1 Calculated on the weighted average number of shares.
WDP
Financial Statements 2020
238
Balance sheet - Assets
in euros (x 1,000) 31.12.2020 31.12.2019
Fixed assets 4,561,658 4,006,312
B. Intangible fixed assets 1,170 393
C. Investment property 1,455,957 1,327,508
Property available for lease 1,340,098 1,256,512
Property developments 97,733 55,882
Other: land reserves 18,126 15,114
D. Other tangible fixed assets 62,327 63,080
Tangible xed assets for own use 2,157 1,996
Solar panels 60,170 61,083
E. Financial fixed assets 1,301,455 1,130,961
Assets at fair value through result 0 0
Permitted hedging instruments 0 0
Financial assets at amortised cost 1,301,455 1,130,961
Other 1,301,455 1,130,961
H. Trade receivables and other fixed assets 1,013 1,011
J. Investments that are administratively processed via
the ‘equity’ method 1,739,736 1,483,359
Current assets 62,074 42,367
A. Assets held for sale 15,543 4,292
Investment properties 15,543 4,292
D. Trade receivables 4,404 4,163
E. Tax receivables and other current assets 38,134 31,242
Tax receivables 65 165
Other current assets 38,068 31,077
F. Cash and cash equivalents 2,869 1,151
G. Accruals and deferrals 1,124 1,518
Property yields not yet due 0 0
Prepaid property costs 369 385
Prepaid interests and other nancial costs 77 63
Other 677 1,069
Total assets 4,623,732 4,048,679
Balance sheet - Liabilities
in euros (x 1,000) 31.12.2020 31.12.2019
Shareholders’ equity 2,353,935 2,103,917
I. Shareholders’ equity attributable to the parent company
shareholders 2,353,935 2,103,917
A. Capital 188,130 185,746
Subscribed capital 200,171 197,623
Costs of capital increase -12,041 -11,877
B. Issue premiums 923,843 876,849
C. Reserves 917,352 647,590
D. Net result for the nancial year 324,610 393,732
Liabilities 2,269,797 1,944,762
I. Non-current liabilities 1,891,844 1,631,628
A. Provisions 170 357
Other 170 357
B. Non-current nancial debt 1,731,284 1,524,199
Credit institutions 1,429,929 1,147,946
Other 301,355 376,253
C. Other non-current nancial liabilities 160,264 106,940
Hedging instruments 129,901 81,819
Other non-current nancial liabilities 30,363 25,121
D. Trade payable and other non-current liabilities 126 132
II. Current liabilities 377,953 313,134
B. Current nancial debt 347,913 280,003
Credit institutions 222,590 227,860
Other 125,323 52,143
C. Other current nancial liabilities 126 123
Permitted hedging instruments 3 0
Other current nancial liabilities 123 123
D. Trade payables and other current debts 15,824 18,505
Suppliers 9,929 14,222
Tax, salaries and social security 5,895 4,283
E. Other current liabilities 313 140
Other 313 140
F. Accrued charges and deferred income 13,777 14,363
Property income received in advance 4,783 4,281
Non-expired interest and other costs 7,708 8,689
Other 1,285 1,393
Total liabilities 4,623,732 4,048,679
WDP
Financial Statements 2020
239
Statutory appropriation of the results
in euros (x 1,000) 31.12.2020 31.12.2019
A. Net result 324,610 393,732
B. Addition to/withdrawal from reserves 174,597 261,358
1. Addition to/withdrawal from the reserve for the (positive or negative) balance of the variations in the fair value of properties
1
184,850 265,172
nancial year 184,850 265,172
2. Addition to the reserve for the balance of variations in the fair value of permitted hedging instruments that are not subject to hedging accounting as dened in IFRS 0 0
nancial year 0 0
3. Withdrawal from the reserve for the balance of variations in the fair value of permitted hedging instruments that are subject to hedging accounting as dened in
IFRS 0 0
nancial year 0 0
4. Addition to the reserve for the balance of variations in the fair value of permitted hedging instruments that are not subject to hedging accounting as dened in IFRS -48,085 -29,883
nancial year -48,085 -29,883
5. Withdrawal from the reserve for the balance of variations in the fair value of permitted hedging instruments that are not subject to hedging accounting as dened in
IFRS 0 0
nancial year 0 0
6. Addition to/withdrawal from the reserves for the balance of exchange rate differences for monetary assets and liabilities 0 0
7. Addition to/withdrawal from deferred tax reserves in relation to foreign property 0 0
8. Addition to/withdrawal from reserves for the receipt of dividends intended for nancial debt repayment 0 0
9. Addition to/withdrawal from other reserves
2
37,832 26,069
nancial year 37,832 26,069
10. Addition to/withdrawal from results carried forward from previous nancial years 0 0
C. Compensation for capital in accordance with Article 13(§1)(1) GVV/SIR Royal Decree 86,396 77,659
D. Compensation for capital other than C 59,124 49,983
E. Result to be carried forward 4,492 4,732
1 This item consists of the result on the portfolio of WDP NV and the result on the portfolio of the
100%-afliates.
2 This item mainly includes the result of the participating interests of which WDP holds less than 100%.
WDP applies the look-through approach in its statutory nancial statements. This means
that as far as 100% subsidiaries are concerned, EPRA Earnings (being the underlying
cash earnings of the core activity) are considered to be available and distributable at the
level of the parent company, regardless of whether these earnings have owed up to
the parent company as dividends. In this context, the share in the results of these 100%
subsidiaries is not fully allocated to the unavailable reserves. Instead, the different
elements that make up these results are considered separately. The share in the result
of these 100% stakes is allocated to the unavailable and available reserves as if they
were results of the parent GVV/SIR itself (in effect, this is equivalent to a consolidation
approach in the separate nancial statements at the appropriation of results level). The
results of non-100% subsidiaries are fully allocated to the unavailable reserves.
WDP
Financial Statements 2020
240
Distribution obligation in accordance with the GVV/SIR Royal Decree
of 13 July 2014
in euros (x 1,000) FY 2020 FY 2019
Net result 324,610 393,732
Depreciation and amortisation (+) including depreciation of
solar panels 3,548 3,553
Write-downs (+) 294 731
Reversals of write-downs (-) -252 -167
Reversals of transferred and discounted rents (-) 0 0
Other non-monetary components (+/-) -152,886 -176,284
Result from property sales (+/-) -409 -13
Variations in the fair value of property (+/-) -66,715 -124,478
Dividends received from non-100% shareholdings that are
administratively processed via the ‘equity’ method 0 0
Adjusted result (A) 108,189 97,074
Capital gains/losses on property realised during the nancial
year (+/-) -194 5,599
Capital gains realised during the nancial year that are
exempt from the mandatory distrubution provided they are
reinvested within a period of four years (-) 0 -5,599
Capital gains on property previously exempt from
mandatory distribution that is not reinvested within a period
of four years (+) 0 0
Net capital gains on completion of properties not
exempt from mandatory distribution (B) -194 0
Total (A+B) x 80% 86,396 77,659
Debt reduction (-) 0 0
Distribution obligation 86,396 77,659
The mandatory distribution in the GVV/SIR legislation only relates to the adjusted net
result as shown in the statutory nancial statements for the GVV/SIR (drawn up in
accordance with the IFRS). In terms of the look-through approach to determine of the
mandatory distribution amount, the FSMA recommends in their circulaire of 2nd of July
2020 that the look-through approach when applied, is also considered here as well.
WDP has applied this in the above table for its 100% subsidiaries, which means, in
concrete terms, that the EPRA Earnings of these subsidiaries have been included in the
calculation of the mandatory distribution amount (also taking into account the company-
law rules applicable to the subsidiary concerned; in other words: the parent GVV/SIR
is not obliged to distribute any results that cannot be distributed by the subsidiary due
mainly to differences between the IFRS and local accounting rules).
WDP
Financial Statements 2020
241
Non-distributable shareholders’ equity as per article 7:212 of the belgian
code of companies and associations
in euros (x 1,000) 31.12.2020 31.12.2019
Paid-up capital or, if it is higher, called-up capital 200,171 197,623
Issue premiums not available according to the Articles of
Association
1
686,874 686,874
Reserve for the positive balance of the variations in the fair
value of properties
2
964,326 778,887
Reserves for the balance of variations in the fair value
of permitted hedging instruments that are not subject to
hedging accounting as dened in IFRS -129,904 -81,819
Reserve for the share in the prot or loss and in the
unrealised results of non-100% shareholdings that are
administratively processed according to the ‘equity’ method 66.959 46,163
Other reserves declared unavailable by the General Meeting
3
48,462 26,818
Non-distributable shareholders’ equity as per Article
7:212 of the CCA 1,836,887 1,654,545
Net assets 2,353,935 2,103,917
Proposed dividend payment -145,520 -127,642
Net assets after distribution 2,208,415 1,976,275
Remaining margin after distribution 371,527 321,730
1 The issue premium as a result of the ABB (‘accelerated bookbuild’) amounting to 189,975,035.77 euros and
the issue premium as a resut of the optional dividend amounting to 46,994,404.80 euros was not included in
as the is booked on an availabel account.
2 It relates to the reserve for the positive balance of the variation in the fair value of properties from the
mother company and the 100% subsidiaries.
3 Based on the revaluation reserves for the solar panels (including variations in the fair value of subsidiaries
with regard to solar panels) and the impact of IFRS 16 on shareholders’ equity (including variations in the
fair value of subsidiaries with regard to IFRS 16) given that this is also a non-distributable reserve. This
pertains to a non-cash item.
WDP applies the look-through approach in its statutory nancial statements. This means
that as far as 100% subsidiaries are concerned, EPRA Earnings (being the underlying
cash earnings of the core activity) are considered to be available and distributable at
the level of the parent company, regardless of whether these earnings have owed up
to the parent company as dividends.
After all, the subsidiaries of the WDP parent company generally draw up their separate
nancial statements in line with local accounting standards, which often deviate from
the IFRS rules applicable to the consolidated (and statutory) nancial statements of
the parent company as a GVV/SIR. As a result, the net result of the subsidiary in its
individual local GAAP nancial statements (on which its distribution of dividends is
based) often differs from the contribution of that subsidiary to the consolidated net
result. In addition, restrictions apply under local legislation, meaning the full cash
earnings of the subsidiaries cannot ow up as dividends, with the latter also effectively
being distributed with a one-year delay. Based on the look-through approach, these
earnings are considered to be distributable at the level of the parent company, even
though they have not yet effectively been realised at the parent company from a
statutory perspective.
Given the international character of the WDP Group, the company considers it important
to be able to apply the look-through approach in the context of its dividend policy. In
this context, WDP distributes more in dividends at the consolidated level than what it
generates itself in cash earnings at the statutory level (hence realised at consolidated
group level, holding a low payout ratio at consolidated level), by considering through the
look-through approach the cash earnings (as well as the earnings not yet distributed)
of the 100% subsidiaries as distributable at group level. WDP believes that this does
not pose any issues for the parent company or for its subsidiaries, considering they are
fundamentally in good shape and the cash in question realised in the subsidiaries and is
also effectively available in full within the parent company (through ow-up via interest,
dividends, loan repayments etc.).
WDP
Financial Statements 2020
242
FY 2020 non-consolidated statement of changes in the shareholders’ equity
01.01.2020 Allocation of results from the 2019 financial year
Other elements of
the overall result Other 31.12.2020
in euros (x 1,000)
Profit for
the previous
financial year
Transfer of
result on
portfolio
1
Transfer of
the result of
non-100%
sharehold-
ings
Dividend
payments of
non-100%
sharehold-
ings
Transfer of
variations in
the fair value
of financial
instruments
Net result for
the current
financial year
Variations in
the fair value
of solar
panels
Capital
increases
Dividends
distributed
and capital
increase as
a result of
an optional
dividend
Reclassifica-
tion in relation
to the sale of
investment
properties Other
A. Capital 185,746 0 0 0 0 0 0 0 0 2,384 0 0 188,130
Subscribed capital 197,623 2,549 200,171
Costs of capital increase -11,877 -165 -12,041
B. Issue premiums 876,849 0 0 0 0 0 0 0 0 46,994 0 0 923,843
C. Reserves 647,590 393,732 0 0 0 0 0 4,297 0 -127,642 0 0 917,352
Reserves for the balance of
variations in the fair value of
the properties (+/-) 513,715 265,172 194 779,081
Reserve for the share in
the prot or loss and in the
unrealised results of non-
100% shareholdings that are
administratively processed
according to the ‘equity’ method 20,094 26,069 46,163
Reserves for the balance of
variations in the fair value of
permitted hedging instruments
that are not subject to hedging
accounting as dened in IFRS
(+/-) -51,936 -29,883 -81,819
Other reserves 26,818 4,297
0 31,115
Result carried forward from
previous nancial years 138,899 393,732 -265,172 -26,069 29,883 -127,642 -194
-625 142,813
D. Net result of the financial
year 393,732 -393,732 0 0 0 0 324,610 0 0 0 0 0 324,610
Total shareholders’ equity 2,103,917 0 0 0 0 0 324,610 4,297 0 -78,264 0 -625
2,353,935
1 This concerns the changes in fair value of the real estate of WDP NV/SA and the real estate of the
participations held for 100%.
WDP
Financial Statements 2020
243
Statement of shareholders’ equity prior to payment of dividends but after allocation of results
31.12.2020 Allocation of results from the 2020 financial year 31.12.2020
in euros (x 1,000)
Profit for the
financial year
Transfer of
result on
portfolio
1
Transfer of
the result of
non-100%
sharehold-
ings
Dividend
payments of
non-100%
sharehold-
ings
Transfer of
changes in
the fair value
of financial
instruments
Proposed
remuneration
of the result Other
Shareholders’
equity prior
to payment
of dividends
but after
allocation of
results
A. Capital 188,130 0 0 0 0 0 0 0 188,130
Subscribed capital
200,171 200,171
Costs of capital increase
-12,041 -12,041
B. Issue premiums
923,843 0 0 0 0 0 0 0 923,843
C. Reserves
917,352 324,610 0 0 0 0 -145,520 0 1,096,442
Reserves for the balance of variations in the fair value of the properties (+/-)
779,081 184,850 395 964,326
Reserve for the share in the prot or loss and in the unrealised results of non-100%
shareholdings that are administratively processed according to the ‘equity’ method
46,163 20,796 66,959
Reserves for the balance of variations in the fair value of permitted hedging
instruments that are not subject to hedging accounting as dened in IFRS (+/-)
-81,819 -48,085 -129,904
Other reserves
31,115 17,347 48,462
Proposed compensation for capital 0 -145,520 -145,520
Result carried forward from previous nancial years 142,813 324,610 -184,850 -20,796 48,085 -17,742 292,119
D. Net result of the financial year 324,610 -324,610 0 0 0 0 0 0 0
Total shareholders’ equity
2,353,935 0 0 0 0 0 -145,520 0
2,208,415
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FY 2019 non-consolidated statement of changes in the shareholders’ equity
01.01.2019 Allocation of results from the 2018 financial year
Other elements of the
overall result Other 31.12.2019
in euros (x 1,000)
Profit for
the previous
financial year
Transfer of
the result on
portfolio
1
Transfer of
the result of
non-100%
sharehold-
ings
Dividend
payments of
non-100%
sharehold-
ings
Transfer of
variations in
the fair value
of financial
instruments
Net result for
the current
financial year
Variations in
the fair value
of solar
panels
Capital
increases
Dividends
distributed
and capital
increase as
a result of
an optional
dividend
Reclassifica-
tion in relation
to the sale of
investment
properties Other
A. Capital 176,751 0 0 0 0 0 0 0 6,535 2,527 0 -67 185,746
Subscribed capital 184,952 10,025 2,646 197,623
Costs of capital increase -8,201 -3,490 -119 0 -67 -11,877
B. Issue premiums 646,286 0 0 0 0 0 0 0 189,975 40,587 0 0 876,849
C. Reserves 428,965 328,784 0 0 0 0 0 760 0 -110,695 0 -224 647,590
Reserves for the balance of
variations in the fair value of
the properties (+/-) 323,314 195,999 -5,599 513,715
Reserve for the share in
the prot or loss and in the
unrealised results of non-
100% shareholdings that are
administratively processed
according to the ‘equity’ method 0 20,094 20,094
Reserves for the balance of
variations in the fair value of
permitted hedging instruments
that are not subject to hedging
accounting as dened in IFRS
(+/-) -42,908 -9,027
-51,936
Other reserves 26,411 760 -353 26,818
Result carried forward from
previous nancial years 122,149 328,784 -195,999 -20,094 9,027 -110,695 5,599 128
138,899
D. Net result of the financial
year 328,784 -328,784 0 0 0 0 393,732 0 0 0 0 0 393,732
Total shareholders’ equity 1,580,786 0 0 0 0 0 393,732 760 196,510 -67,580 0 -291 2,103,917
1 This concerns the changes in fair value of the real estate of WDP NV/SA and the real estate of the participations held for 100%.
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“
An REIT as an alternative
to direct real estate
Profitable and defensive
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Diversification
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This is WDP
Basic information
Company name (Article1 of the coordinated Articles of Association)
Warehouses DePauw, or WDP for short.
Place of registration, company number, identification code for legal
entities
The Company is registered in the Crossroads Bank for Enterprises, in the district
of Brussels, Dutch language division, under the legal entity registration number
0417.199.869. Its identication code for legal entities (LEI – legal entity identier) is
549300HWDYC5JXC85138.
Legal form, incorporation
1
The Company was founded as a public limited company (‘NV’/'SA') under the name
Rederij De Pauw by a deed executed before civil-law notary Paul De Ruyver in
Liedekerke on 27 May1977, published in the Annexes to the Belgian Ofcial Gazette
on 21 June1977 under number 2249-1. By means of a general merger and demerger
operation, this NV became the holding company bringing together the property
portfolios of nine companies. At the same time, the name of the Company was changed
to Warehousing & Distribution DePauw and was converted into a partnership limited by
shares under Belgian law (Comm. VA). The associated amendments to the Articles of
Association were provisionally enacted by a deed executed by civil-law-notary Siegfried
Defrancq in Asse-Zellik, acting as substitute for civil-law-notary Jean-Jacques Boel in
Asse due to his statutory incapacity, on 20 May1999, subsequently published in the
Annexes to the Belgian Ofcial Gazette on 16 June under number 990616-21, and
endorsed in two deeds dated 28 June1999 by the same civil-law notary, subsequently
published in the Annexes to the Belgian Ofcial Gazette on 20 July under numbers
990720-757 and 758.
The company name was changed during the Extraordinary General Meeting of
25 April 2001 into Warehouses De Pauw, as set out in the deed executed by the
aforementioned notary Siegfried Defrancq, replacing the aforementioned notary Jean-
Jacques Boel, due to his statutory incapacity, published in the Annexes to the Belgian
Ofcial Gazette on 18 May2001 under number 20010518-652.
1 See also chapter 2. This is WDP.
At the Extraordinary General Meeting of 11 September2019, the legal form of WDP
was changed to a public limited company (“naamloze vennootschap”) effective as
of 1 October2019, as established in the deed executed before civil-law-notary Tim
Carnewal, published in the Annexes to the Belgian Ofcial Gazette of the following 25
September2019, under number19127672.
At the Extraordinary General Meeting on 11 September2019, it was decided to split the
share by a factor of 7. This declaration deed was executed before Civil-Law Notary Eric
Spruyt in Brussels and was published in the Annexes to the Belgian Ofcial Gazette on
5 February2020 under number20020249.
The Articles of Association of WDP were last amended on 8 February 2021 by means of
a deed of determination before notary Tim Carnewal in Brussels, following the decision
to increase the capital in cash within the limits of the authorised capital of 3 February
2021 (accelerated bookbuilding or ABB). This deed was published in the Annexes to the
Belgian Ofcial Gazette of 24 February 2021 under number 0024240.
REIT status
BELGIUM: Regulated Real Estate Company (GVV/SIR) status
(Article1 of the coordinated Articles of Association)
Since 28 June 1999, WDP has been registered with the Belgian Financial Services
and Markets Authority (the FSMA), as a xed-capital Belgian REIT (a Vastgoedbevak/
SICAF). On 16 October2014, in order to better meet the economic realities, and due
to the changes in the legal framework related to our capacity as an operational and
commercial real estate company, WDP changed its status to that of a public regulated
real estate company under Belgian law (public “GVV/SIR”). The relevant amendments
to the Articles of Association were enacted in a deed executed by the civil-law notary
Yves DeRuyver replacing the aforementioned civil-law notary Jean-Jacques Boel, due
to his statutory incapacity, as published in the Annexes to the Belgian Ofcial Gazette
on 31 October2014 under number14199666. Therefore, WDP is subject to the legal
system as determined in the GVV/SIR legislation.
Generally speaking, a public regulated real estate company under Belgian law, and
therefore also WDP since 16 October2014, must satisfy a number of crucial conditions
in order to be able to make use of the favourable regime while guaranteeing greater
transparency and a limitation of risk for the investor.
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A public regulated real estate company under Belgian law:
♦
is a real estate company that (i) mainly makes immovable goods available to users,
(ii) may possess other types of property within the statutory limits (holding rights
in public and institutional xed capital Belgian REITs (a ‘Vastgoedbevak/SICAF’),
holding rights in certain foreign ICBs, shares issued by other REITs, property
certicates and holding rights in a FIIS/GVBF), and (iii) within the framework of
making immovable goods available, may perform any and all activities associated
with the construction, conversion, renovation, development (for the company’s own
portfolio), acquisition, disposal, management and operation of immovable goods
and (iv) within the legal limits, may also invest in the infrastructure sector (including
through PPPs) and the energy sector (including renewable energy);
♦
has a statutory maximum gearing ratio of 65% of its assets;
♦
must distribute at least 80% of its prots to its shareholders;
♦
has the obligation of periodic and occasional valuation of the fair value of the
property by an independent property expert;
♦
diversies its properties in such a way as to spread the risks appropriately, by
type of property, geographic area and category of user or tenant, and no single
transaction shall result in more than 20% of its consolidated assets constituting a
single property;
♦
is subject to corporate income tax at the standard rate, although only on a limited
taxable base (i.e. non-deductible professional expenses, abnormal or gratuitous
benets and special assessment of secret commissions). When a GVV/SIR
participates in a merger, a demerger or a similar transaction, this transaction shall
not benet from the tax neutrality regime but will give rise to the application of the
exit tax at the rate of 15% as of 1 January2020. As a rule, the dividends paid by a
GVV/SIR to a shareholder give rise to the collection of an advanced levy at the rate
of 30%;
♦
follows a strategy intended to retain possession of its properties over the long term;
♦
prioritises active management in the performance of its activities, which specically
entails that the company itself is responsible for the development and day-to-day
management of the immovable goods, and that all other activities that it performs
provide added value for these same immovable goods or their users, such as
offering services that supplement provision of the immovable goods;
♦
for performance of the aforementioned activities, has its own management structure,
administrative, accounting, nancial and technical organisation and suitable internal
control;
♦
is subject to the provisions of the GVV/SIR Act and of the Royal Decree on GVVs/
SIRs;
♦
must be incorporated in the form of a public limited liability company (“NV/SA”);
♦
is listed, and at least 30% of the shares must be distributed in the market;
♦
cannot act (directly or indirectly) as a property developer (other than occasionally);
♦
may possess companies in which it owns, directly or indirectly, over 25% of the
shares (“perimeter” companies), which may or may not take the status of an
institutional GVV/SIR;
♦
must adhere to strict rules regarding conicts of interest and internal auditing
structures.
Public or institutional GVVs/SIRs fall under the supervision of the FSMA. For more
information on the GVV/SIR status, please refer to our website.
Aside from Articles 7:96 (conicts of interest of directors) and 7:97 (conicts of interest
of afliated companies) of the Belgian Code of Companies and Associations, which
apply to all listed companies, special rules apply to GVVs/SIRs regarding functional
conicts of interest (by virtue of Article37 of the GVV/SIR Act).
For more information relating to each of these procedures, please refer to chapter 8.
Corporate Governance Statement - Conflicts of Interest.
THE NETHERLANDS: Fiscale Beleggingsinstelling (Fiscal Investment
Institution) (FBI)
As of 1 November2010, the FBI (Fiscal Investment Institution) regime applies to WDP
Nederland S.A., as a result of which the corporate income tax rate of 0% applies. The
company must satisfy the following conditions in order to benet from this regime:
♦
WDP Nederland must be a B.V., N.V. or a mutual fund.
♦
The statutory objective as per the Articles of Association and the actual activities of
WDP Nederland S.A. are limited to the investment of capital.
♦
Only 60% of the nancing of the funds for investment (scal book value) can be
loan capital, in the case immovable goods. For other investments (not related to
immovable goods), only 20% of the scal book value of nancing can be loan
capital.
♦
The operating prots of WDP Nederland S.A. must be provided to the shareholder
of WDP Nederland S.A. starting from application of the FBI regime within eight
months after the end of the nancial year.
♦
The prots distribution must be distributed evenly across all shares.
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♦
75% or more of the shares in WDP Nederland S.A. must be held by a body that is
not subject to a tax based on prot.
♦
5% or more of the shares cannot be held directly or indirectly by natural persons.
♦
25% or more of the shares cannot be held by funds based abroad for persons
residing or legal entities domiciled in the Netherlands.
For more information on the evolution of the FBI status, we refer to chapter 7. Financial
results and property report - Status regarding policy related to Dutch REIT status.
FRANCE: Société d’Investissement Immobilier Cotée (SIIC)
Since 2005, WDP has been under the SIIC regime (Société d’Investissement Immobilier
Cotée) via its permanent establishment in France and its subsidiary WDP France SARL,
which means that a corporate income tax rate of 0% applies. The company must satisfy
the following conditions in order to benet from this regime:
♦
The parent company must have the structure of an NV/SA or any other form of
company limited by shares that can be admitted for listing on the stock market. This
parent company must be listed on a stock market under EU law.
♦
The main activity of the SIIC must be limited to leasing immovable goods. Property
developments are not permitted to exceed the limit of 20% of the gross book value
of the portfolio.
♦
No more than 60% of the shares in WDP can be held by a single investor or a group
of investors acting in mutual consultation.
♦
The prot originating from the letting of buildings, the capital gains realised on the
sale of buildings, the capital gains realised on the sale of securities in the partnerships
or subsidiaries that are liable for corporate income tax and that have opted for SIIC
status, contributions disbursed through their subsidiaries that have opted for SIIC
status and shares in the prot in partnerships are exempt from corporate income
tax.
♦
A distribution obligation applies to the results for 95% of the exempt prot originating
from rental income, 60% of exempt prot originating from the sale of buildings
and securities of partnerships and subsidiaries that are subject to SIIC status and
100% of the dividends that are paid to them by their subsidiaries that are liable for
corporate income tax and that have opted for SIIC status.
♦
Payment of an exit tax at a rate of 19% on the unrealised gains on buildings that are
the property of the SIIC or its subsidiaries that are liable for corporate income tax
and have opted for SIIC status, and on the securities of partnerships that are not
subject to corporate income tax.
Website and e-mail address of the Company (Article4 of the
coordinated Articles of Association)
The website of the Company is www.wdp.eu and the Company can be contacted at the
following e-mail address:
[email protected].
Registered office of the Company (Article3 of the coordinated
Articles of Association)
The Company is based in the Flemish Region. The registered ofces can be relocated
in Belgium by a decision of the Board of Directors, provided the relocation does not
require a change in the language of the Articles of Association to comply with applicable
language legislation.
Duration (Article2 of the coordinated Articles of Association)
The duration of the Company is unlimited.
Company objective (Article5 of the coordinated Articles
of Association)
Article5 of the Articles of Association states that the sole objective of the Company is to:
a) to make immovable goods available to users directly or through a company in which
it has a holding, in accordance with the provisions of GVV/SIR legislation and the
decisions and regulations in the implementation thereof; and
b) within the limits of GVV/SIR legislation, to own real estate as mentioned in Article2,
5°, i to xi of the GVV/SIR Act.
Real estate shall be understood to mean:
i) real estate as dened in articles517 and thereafter of the Civil Code and rights
in rem to the said real estate, excluding the real estate of a forestry, agricultural
or mining nature;
ii) shares with voting rights issued by real estate companies, of which the company
directly or indirectly retains more than 25% of the capital;
iii) option rights on real estate;
iv) shares in public or institutional GVVs/SIRs, provided in the latter case that the
company holds over 25% of the share capital, directly or indirectly;
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v) rights arising from contracts giving the company leasehold of one or more
assets, or other analogous rights of use;
vi) holding rights in public and institutional real estate investment funds;
vii) holding rights in foreign institutions for collective investment in real estate
registered in the list referred to in Article260 of the Act of 19 April2014;
viii) holding rights in institutions for collective investment in real estate based in a
different Member State of the European Economic Area and not included in
the list referred to in Article260 of the Act of 19 April2014, insofar as they are
subject to equivalent supervision as public real estate investment trusts;
ix) shares or holding rights issued by companies (i) with a legal personality; (ii)
governed by the law of another Member State of the European Economic Area;
(iii) whose shares may or may not be admitted to trading on a regulated market
and which may or may not be subject to a regime of prudential supervision;
(iv) the principal activity of which consists of the acquisition or construction of
immovable property with a view to placing it at the disposal of users, or the
direct or indirect holding of shares in the capital of companies with a similar
activity; and (v) which are exempt from tax on income from prots resulting from
the activity referred to under (iv) above, subject to compliance with certain legal
obligations, and which are obliged to distribute at least part of their income to
their shareholders (“Real Estate Investment Trusts” (or “REITs” for short);
x) mortgage debentures as referred to in Article5(§4) of the Act of 16 June2006;
xi) holding rights in a FIIS/GVBF;
xii) as well as any other goods, shares or rights dened as real estate by the GVV/
SIR legislation.
Real estate as referred to in (vi), (vii), (viii), (ix) and (xi) that constitute holding rights in
alternative investment funds within the meaning of Directive2011/61/EU of the European
Parliament and of the Council of 8 June2011 on managers of alternative investment
funds and amending Directives2003/41/EC and 2009/65/EC and of the Regulations
(EC) no. 1060/2009 of the European Parliament and the Council of 16 September2009
on credit rating agencies and (EU) no. 1095/2010 of the European Parliament and of the
Council of 24 November2010 establishing a European supervisory authority (European
Securities and Markets Authority) amending Decision no. 716/2009/EC and repealing
Commission Decision 2009/77/EC cannot be qualied as voting shares issued by
real estate companies, regardless of the amount of the shareholding held directly or
indirectly by the company.
c) the long-term conclusion of or accession to one or more of the following, with a
public contractor and either directly or by means of a company in which it holds a
stake in accordance with the provisions of the GVV/SIR legislation, where applicable
in collaboration with third parties:
i) DBF agreements, so-called “Design, Build, Finance” agreements;
ii) DB(F)M agreements, so-called “Design, Build, (Finance) and Maintain”
agreements;
iii) DBF(M)O agreements, so-called “Design, Build, Finance, (Maintain) and
Operate” agreements; and/or
iv) contracts for public works concessions relating to buildings and/or other real
estate infrastructure and associates services, and on the basis of which:
i) the company is responsible for the provision, maintenance and/or operation
for a public entity and/or citizens as end users, in order to satisfy a social
need and/or to allow the provision of a public service; and
ii) the company, without necessarily having rights in rem, can assume, in whole
or in part, the associated nancing risks, availability risks, demand risks and/
or operating risks, in addition to any construction risk.
d) the long-term development, incorporation, management and operation, possibly by
means of third parties, and provision of the following, either directly or by means of
a company in which it holds a stake in accordance with the provisions of the GVV/
SIR legislation, where applicable in collaboration with third parties:
i) utilities and storage facilities for the transport, distribution or storage of electricity,
gas, fossil or non-fossil fuels and energy in general and associated assets;
ii) utilities for transport, distribution, storage or purication of water and associated
assets;
iii) installations for the generation, storage and transport of renewable or non-
renewable energy and associated assets; or
(iv) waste and incineration plants and associated assets.
In the context of the provision of real estate, the Company may exercise all activities
related to the incorporation, construction (without infringing the prohibition on acting
as a property developer, except for occasional transactions), alteration, tting out,
renovation, development, acquisition, sale, letting, sub-letting, exchange, inclusion,
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transfer, sub-division, bringing real estate assets into a system of co-ownership or joint
ownership, as described above, the granting or receipt of the right of supercies, the
right to the usufruct, long-term lease or other real or personal rights, management and
running of properties.
In accordance with the GVV/SIR legislation, the Company may also:
♦
rent immovable goods with or without a purchase option;
♦
let immovable goods, with or without a purchase option, with the understanding
that it is only permitted to let immovable goods with a purchase option as a
secondary activity;
♦
invest in securities other than properties within the meaning of the GVV/SIR
legislation, on an occasional or temporary basis. These investments are made
in accordance with the risk management policy adopted by the Company and
shall be diversied to ensure suitable risk diversication. The Company may also
possess unallocated liquid assets. The liquid assets may be held in any currency
in the form of demand or term deposits or by any money market instrument
susceptible to rapid mobilisation;
♦
offer mortgages or any other securities or guarantees for the nancing of the real
estate activities of the Company or its Group;
♦
grant loans;
♦
perform transactions on permitted hedging instruments (as dened in the GVV/
SIR legislation) to the extent that these transactions are part of a policy dened
by the Company to hedge nancial risks, with the exception of speculative
transactions.
The Company may acquire, lease or rent, transfer or exchange any and all movable or
immovable goods, materials and necessities, and in general perform all commercial or
nancial operations directly or indirectly related to its objective and the exploitation of
all intellectual rights and commercial properties pertaining to these.
Taking GVV/SIR legislation into account, the Company may obtain a share by contribution
in cash or in kind, merger, demerger or other restructuring under company law,
subscription, shareholding, nancial intervention or by any other means, in all existing
companies and enterprises, or those yet to be formed, in Belgium or abroad, whose
company objective is similar to its own or which, by its nature, seeks to accomplish or
facilitate the accomplishment of its own objective.
Any amendments to the Company’s Articles of Association shall require the prior
approval of the FSMA.
Company capital
Capital (Article7 of the coordinated Articles of Association)
The capital of WDP NV/SA amounts to 208,405,199.33 euros and is represented by
181,900,449 ordinary shares, each of which represents 1/181,900,449 part of the
capital. None of these shares provides special voting or other rights.
Authorised capital (Article8 of the coordinated Articles
of Association)
The Board of Directors is authorised, within the constraints of the mandatory provisions
contained in the applicable company law, to increase the capital on the dates and
subject to the conditions that it species, on one or more occasions, up to a maximum
amount of:
i) 98,811,320.55 euros, if the capital increase to be realised is a capital increase by
cash with the possibility for the shareholders of the Company to exercise their
preferential right or the irreducible allocation right (as referred to in the GVV/SIR
legislation); and
ii) 98,811,320.55 euros, if the capital increase to be realised involves a capital
increase in the context of paying an optional dividend; and
III. 19,762,264.11 euros if the capital increase is achieved (a) through a contribution
in kind, (b) a contribution in cash without the option for company shareholders
to exercise their statutory preferential rights or irreducible allocation rights (as
referred to in the GVV/SIR legislation) or (c) any other form of capital increase;
with the understanding that the capital under this authorisation may not be increased
by an amount exceeding the amount of the capital on the date of the Extraordinary
General Meeting which approves the authorisation, being 29 April2020.
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This authorisation is renewable.
On the date of this annual report, the Board of Directors has used its capital increase
authorisation two times and thus, on the date of this annual report, the available balance
of authorised capital amounts to:
i) 98,811,320.55 euros, if the capital increase to be realised is a capital increase by
cash with the possibility for the shareholders of the Company to exercise their
preferential right or the irreducible allocation right (as referred to in the GVV/SIR
legislation); and
ii) 98,811,320.55 euros, if the capital increase to be realised involves a capital
increase in the context of paying an optional dividend; and
iii) 11,528,523.82 euros if the capital increase to be realised is (a) a capital increase
through a contribution in kind or (b) achieved by a contribution in cash without
the option for company shareholders to exercise their preferential right or
irreducible allocation right (as referred to in the GVV/SIR legislation) or (c) any
other form of a capital increase;
with the understanding that in the context of the authorised capital, for the ve-
year authorisation period, the capital can never be increased beyond an amount of
197,622,641.10 euros.
Capital increase(s) may be performed by contributions in cash or in kind or the
conversion of reserves, including prots carried forward and issue premiums as well as
all the equity components in the Company’s individual IFRS annual nancial statements
(compiled on the basis of the GVV/SIR legislation) which can be converted into capital,
with or without issuing or creating shares or other securities (of any existing kind), in
accordance with the mandatory provisions set out in the applicable company law and
the GVV/SIR legislation.
Eventual issue premiums will be shown in one or more separate accounts under
shareholders’ equity in the liabilities on the balance sheet. The Board of Directors shall
be free to decide to place any issue premiums – possibly after deduction of an amount
not exceeding the cost of the capital increase in the meaning of the applicable IFRS
rules – to an unavailable account, which shall constitute the third-party guarantee on
the same basis as the capital and cannot under any circumstances be reduced or
eliminated except by a resolution of the General Meeting voting as for an amendment
to the Articles of Association, except in cases of conversion into capital.
Under the conditions and within the limits set out in paragraphs one to ve inclusive
of this article, the Board of Directors can create or issue not only shares, but also
subscription rights (whether or not attached to another security), convertible bonds,
bonds repayable in shares, or other securities (of any existing kind), complying at all
times with the mandatory provisions set out in the applicable company law and the
GVV/SIR legislation.
Without prejudice to application of the mandatory provisions of the applicable company
law and the GVV/SIR legislation, the Board of Directors may limit or cancel preferential
rights in this case, even if it benets one or more persons, other than employees of the
company.
The Board of Directors has the power to amend the Company’s Articles of Association
in accordance with capital increase(s) performed in the context of the authorised capital.
Share repurchases (Article11 of the coordinated Articles
of Association)
The Company may acquire, accept in pledge and sell its own shares and associated
depository receipts in accordance with the applicable company law.
In addition, the Board of Directors is authorised to perform the following actions for ve
years starting on 11 September2019:
♦
acquire shares in the Company and associated depository receipts and accept
these in pledge, at a minimum price or countervalue equal to 0.01 euros and
at a maximum price or counter value equal to 125% of the closing price on
the trading day before the date of the transaction, without the Company being
allowed to own shares of the Company or depositary receipts relating thereto
representing more than 10% of the total number of shares;
♦
transfer shares in the Company and associated depository receipts, such as
to one or more specic persons who are not employees, at a minimum price
or countervalue equal to 75% of the closing price of the trading day before the
date of the transaction.
On 31 December2020, WDP NV/SA did not possess any of its own shares.
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Changes in capital (Article12 of the coordinated Articles
of Association)
Except for the option to use authorised capital by a decision of the Board of Directors,
and taking into account the mandatory provisions in the applicable company law and
the GVV/SIR legislation, only an Extraordinary General Meeting can decide to increase
or decrease the capital, in the presence of a civil-law notary.
♦
Capital increase in cash
Where the capital is increased by a cash contribution and without prejudice to the
application of the mandatory provisions of the applicable company law, the preferential
right can be restricted or cancelled.
In such cases, if the mandatory provisions of GVV/SIR legislation require the granting
of an irreducible allocation right to existing shareholders when new securities are
allocated, this irreducible allocation right must at least satisfy the following conditions:
1° it applies to all new securities issued;
2° it is granted to the shareholders in proportion to the share of capital that their
shares represent at the time of the transaction;
3° a maximum share price shall be announced by no later than the evening prior to
the opening of the public subscription period; and
4° in such cases, the public subscription period must be at least three trading days.
However, a capital increase in cash can also take place with the suspension of the
statutory preferential right and without the allocation of an irreducible allocation right,
provided that the following conditions are satised:
1° the capital increase takes place using the authorised capital;
2° the cumulative amount of capital increases carried out in accordance herewith
over a period of twelve months shall not exceed 10% of the amount of the
capital at the time of the decision to increase the capital.
This allows a GVV/SIR, among other things, to realise an exempted private offering
of new shares by means of an accelerated private placement with an order book (so-
called accelerated bookbuilding or ABB).
♦
Capital increase in kind
When issuing securities against contributions in kind, the following conditions must
be met without prejudice to the mandatory provisions contained in the applicable
company law:
1) The identity of the party making the contribution must be stated in the special
report of the Board of Directors concerning the capital increase by way of
contribution in kind, as well as, if applicable, in the convocations for the general
meeting where the contribution in kind will be decided upon;
2) the issue price cannot be lower than the lowest value of (a) a net value per
share dating from no more than four months prior to the date of the contribution
agreement or, at the discretion of the company, prior to the date of the capital
increase deed, and (b) the average closing price of the thirty calendar days
preceding this date;
3) unless the issue price as well as the method used are determined and announced
to the public at the latest on the business day following the conclusion of the
contribution agreement, stating the period within which the capital increase will
effectively be carried out, the deed of the capital increase shall be executed
within a maximum period of four months; and
4) the report provided for under point1 above must also explain the impact of the
proposed contribution on the position of the former shareholders, in particular
as regards their share in the prots, in the net value per share and in the capital,
as well as the impact on voting rights.
For the application of point 2 above, an amount may be deducted from the sum
specied in clause 2(b) above, that is equal to the part of the undistributed gross
dividend to which the new shares may not grant a right. Where applicable, the Board of
Directors shall specically justify the dividend amount deducted, as described above,
in its special report, and explain the nancial conditions of the transaction in its annual
nancial report.
The special rules for capital increases in kind, explained above, do not apply to the
contribution of a right to a dividend in the context of payment of an optional dividend,
insofar as this is effectively open for payment to all shareholders.
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♦
Mergers, demergers and equivalent operations
The special rules for capital increases in kind, explained above, apply mutatis mutandis
to mergers, demergers and similar operations to which the GVV/SIR legislation refers in
this specic context. In this case, the “date of the contribution agreement” refers to the
date on which the merger or demerger proposal was deposited.
Control over the Company
Special rights of control are not granted to any categories of shareholders. WDP
currently has only one reference shareholder, who has one representative on the Board
of Directors by virtue of the binding right of appointment as set out in Article15 of the
coordinated Articles of Association, an excerpt of which is provided below:
“Notwithstanding the mandatory provisions in the applicable company law and
notwithstanding the GVV/SIR legislation, and subject to the conditions and terms
of this article, every natural person, legal entity or company (with or without legal
personality) that individually and directly holds at least 10% of the shares in the
Company (a “Reference Shareholder”), shall have a binding right to appoint one
director at the annual meeting. A Reference Shareholder shall have a binding right,
subject to the terms and conditions contained in this article, to appoint one additional
director for each block of 10% of the shares that the Reference Shareholder owns
individually and directly in the company…”
Statutory auditor (Article23 of the coordinated Articles
of Association)
On 25 April 2007, Deloitte Bedrijfsrevisoren, a company under civil law in the form
of a cooperative company with limited liability under Belgian law (“CVBA”) that is a
member of the Belgian Institute of Registered Auditors with ofces at Gateway building
Luchthaven Brussel Nationaal 1J, 1930 Zaventem, was appointed as the statutory
auditor for WDP.
On 27 April2016, the statutory auditor, represented by its permanent representative,
Kathleen DeBrabander, was reappointed until the annual meeting of 2019.
On 6 December2016, WDP launched an open call for tenders for this term of appointment
as statutory auditor in accordance with the European Audit Directive 537/2014/EU. Due
to this legislation, the term of Deloitte Bedrijfsrevisoren already ended at the Annual
General Meeting of 26 April2017. This meeting concerned the reappointment of Deloitte
Bedrijfsrevisoren, represented by its permanent representative, Kathleen DeBrabander,
until the annual meeting of 2020.
The Annual General Meeting of 24 April 2019 conducted an internal rotation of the
permanent representatives of the statutory auditor in the context of Article22(§3) of the
Act of 7 December2016 organising the profession and public supervision of statutory
auditors. Kathleen DeBrabander was succeeded by Rik Neckebroeck for the remainder
of the term, i.e. until the annual meeting of 2020.
At the Annual General Meeting of 29 April2020, it was decided to reappoint Deloitte
Bedrijfsrevisoren, with Rik Neckebroeck as permanent representative, for a period of
three years, i.e. until the Annual General Meeting of 2023.
The duties of the statutory auditor consist of the auditing the consolidated and separate
nancial statements of WDP NV/SA and the other Belgian subsidiaries.
In France, Deloitte & Associés, represented by Pierre-Marie Martin, with ofces at
67, rue de Luxembourg, 59777 Euralille, was appointed as statutory auditor for the
subsidiary WDP France SARL.
In the Netherlands, Deloitte Accountants BV, represented by Martijn Heerschop, with
ofces at Gustav Mahlerplein2970, 1081 LA Amsterdam, the Netherlands, was appointed
as the statutory auditor for the WDP Nederland S.A. and WDP Development NL S.A.
subsidiaries.
In Luxembourg, Deloitte Audit SARL, represented by Ronan Richard, with ofces at
Boulevard deKockelscheuer20, 1821 Luxembourg, was appointed as statutory auditor
of the WDP Luxembourg S.A. subsidiary.
In Romania, Deloitte Audit SRL, represented by Elena-Irina Dobre, with ofces at Building
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The Mark, Calea Griviței no. 84-98 și 100-102, etajul8 și etajul9, Sector1, Bucharest,
was appointed as the statutory auditor of the Warehouses De Pauw Romania SRL
subsidiary.
The fees of the statutory auditor are determined on the basis of prices in line with market
conditions and independently of WDP as per the code of conduct and the standards
of the Belgian Institute of Registered Auditors and in accordance with the applicable
provisions with regard to the independence of statutory auditors set out in the Belgian
Code of Companies and Associations.
For more information on the statutory auditor’s fees, we refer to note XXVII Financial
relations with third parties in chapter 11. Financial Statements.
Financial service (paying agent)
ING België NV/SA
Marc Sanders
Sint-Michielswarande60, 1040 Brussels
+ 32 2 547 31 40
[email protected]
The fees for nancial services are determined on the basis of market conditions as a
percentage of the volume of the transactions concerned (such as dividend payments,
optional dividends, etc.) and are independent of the Company.
For more information on nancial service fees, please see explanatory note XXVII.
Financial relations with third parties in chapter 11. Financial Statements.
Property expert
In accordance with the GVV/SIR legislation, the expert values all buildings of the GVV/
SIR and its subsidiaries at the end of each nancial year. The book value of the buildings
appearing on the balance sheet is adjusted to these values.
In addition, at the end of each of the rst three quarters of the nancial year, the
independent property expert updates the overall valuation prepared at the end of the
previous year based on the development of the market and the individual characteristics
of the properties in question. The expert also values the properties of the GVV/SIR and
its subsidiaries if the GVV/SIR wishes to perform transactions such as share issues or
mergers.
All immovable goods that the GVV/SIR or its subsidiaries want to acquire or transfer
are valued by the independent property expert prior to the transaction. The valuation of
the expert shall apply as a minimum price (in cases of disposal), or maximum price (in
cases of acquisitions) for the GVV/SIR when the counterparty is a person that is closely
involved with the GVV/SIR (as determined in the applicable regulations for GVVs/SIRs)
or if such persons receive any benets from the transaction in question.
The GVV/SIR legislation formulates statutory obligations on procedures followed by
property experts to ensure the necessary degree of independence of property appraisers
in the valuation of the property. It is stipulated that the remuneration cannot be related
to the value of the property that forms the subject matter of the expert’s report.
An obligation is also imposed on the GVV/SIR to ensure replacement of the expert(s)
that it appoints under a double rotation requirement. Thus, the GVV/SIR may only
appoint the expert for a renewable term of three years. Moreover, an expert may only
be entrusted with the valuation of a particular property for a maximum period of three
years, after which a cooling-off period of three years must be observed. Therefore,
an expert who has already served a three-year term may only be appointed for a new
three-year term if, for this period, the expert is responsible for valuing a different part
of the assets of the public GVV/SIR or its subsidiaries. Special rules apply if the expert
is a legal entity.
On 31 December2020, the property experts appointed by WDP NV/SA are:
♦
Stadim CVBA, Mechelsesteenweg180, 2018 Antwerp - Belgium, represented
(within the meaning of Article24 of the GVV/SIR Act) by Elke DeWael, Matisse
DeKeninck and Nicolas Janssens;
♦
Jones Lang LaSalle BV, Marnixlaan23, 1000 Brussels – Belgium, represented
(within the meaning of Article24 of the GVV/SIR Act) by Greet Hex;
♦
Cushman & Wakeeld VOF, Gustav Mahlerlaan362-364, 1082 ME Amsterdam,
the Netherlands, represented (within the meaning of Article24 of the GVV/SIR
Act) by Kristiaan Engelman;
♦
CBRE Valuation & Advisory Services B.V., Gustav Mahlerlaan405, 1082MK
Amsterdam, the Netherlands, represented (within the meaning of Article24 of
the GVV/SIR Act) by W.F.A. Rodermond and J.B.H. Baars;
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♦
BNP Paribas Real Estate, 167quai de la Bataille de Stalingrad, 92867 Issy-
Les-MoulineauxCedex, France, represented (within the meaning of Article24
of the GVV/SIR Act) by Laure Gougeon;
♦
CBRE REAL ESTATE CONSULTANCY SRL, Aviatorilor Blvd8A, 1st District,
Bucharest, Romania represented (within the meaning of Article24 of the GVV/
SIR Act) by Florin Ianculescu-Popa;
♦
Jones Lang laSalle Luxembourg SECS, rue du Puits Romain 37, L-8070
Bertrange, Luxembourg, represented (within the meaning of Article24 of the
GVV/SIR Act) by Jaime delAlamoo
♦
Cushman & Wakeeld (U.K.) LLP – German Branch, Rathenauplatz 1, 60313
Frankfurt – Germany, represented (within the meaning of Article24 of the GVV/
SIR Act) by Michael J. Störrlein.
Remuneration for property experts is not connected to the value of the property and is
based on a xed fee per property valued and/or a variable fee according to the surface
area valued. The agreements with the property experts satisfy the relevant regulations.
For further explanation of the distribution of the real estate portfolio and the fees of
the property experts, we refer to note XII. Investment property in chapter 11. Financial
Statements and note XXVII. Financial relations with third parties] in chapter 9. Financial
Statements.
Insurance cover
WDP and its subsidiaries must take out adequate insurance cover for all of their
immovable goods. The insurance cover must be in line with customary market
conditions.
All WDP buildings are insured for their new construction value.
For further explanation of the insured value and premiums paid for insurance cover,
we refer to note XII. Investment property in chapter 11. Financial Statements and note
XXVII. Financial relations with third parties in chapter 11. Financial Statements.
Structures abroad
To ensure optimal management of the property portfolio abroad, WDP NV/SA has
subsidiaries and sub-subsidiaries in a number of European countries (these companies
do not have the status of an institutional GVV/SIR).
♦
The companies in the Group have a number of features in common.
♦
The company structure is also the local equivalent of a private company (“BV”)
or a public limited company (“NV/SA”).
♦
WDP owns 100% of the shares in all foreign subsidiaries and sub-subsidiaries,
except for WDP Romania (80%), WDP Luxembourg (55%) and WVI (Germany)
(50%).
WDP NV/SA is represented in France by its permanent establishment at rue Cantrelle28,
36000 Châteauroux, France.
WDP Nederland S.A. has another 100% subsidiary, WDP Development NL S.A., Hoge
Mosten2, 4822 NH Breda.
The results of the subsidiaries are subject to local corporate income tax, except for WDP
Nederland which has FBI status (Fiscale Beleggingsinstelling) and WDP France which
has SIIC status (Société d’Investissement Immobilier Cotée), with the corresponding
scal transparency.
More information on the FBI status and the SIIC status is available under REIT status
earlier on in this chapter.
The net prots can be disbursed to WDP, in which case the withholding tax or exemption
depends on the EU Parent-Subsidiary Directive, its implementation in the local
legislation of the respective countries and the applicable double taxation agreements
between Belgium and the various countries in which WDP is active. Results from foreign
subsidiaries are included in the consolidation, after elimination of the depreciation of
immovable goods and offset of deferred tax receivables.
The choice of nancing method (group loans versus bank loans) must always take into
account the impact of this nancing on the consolidated gearing ratio for WDP (the
maximum gearing ratio at the consolidated level must be respected and amounts to
65% as per GVV/SIR legislation. This same maximum gearing ratio also applies to the
separate statements of the GVV/SIR). At the consolidated level, subordinated group
loans do not affect the Group’s gearing ratio. On the other hand, bank loans do.
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For this nancing strategy, the main factors to consider (aside from the gearing ratio)
are the two key principles of taxation that differ from country to country:
♦
the rules on the thin capitalisation obligation for companies;
♦
the advance levy percentage to be deducted on interest payments on outstanding
group loans disbursed to the country of origin.
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13. ANNEXES
“
Tap into the capital
of your real estate
Sale-and-lease-back
guarantees operating
continuity and ambition
Growth
Security
Ambition
Safety
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Conclusions of the property experts
Dear Sirs,
We are pleased to present you with our estimate of the value of the property portfolio of
WDP NV as of 31 December 2020.
WDP appointed us as independent property experts to determine the investment value
and fair value of its property portfolio. Estimates were made taking into account both
the observations and denitions mentioned in the reports, and the guidelines of the
International Valuation Standards issued by the IVSC.
The fair value is dened in standard IAS 40 as the amount for which the property could be
exchanged between knowledgeable, willing parties in an arm’s length transaction. IVSC
deems these conditions to be met if the above-mentioned denition of market value is
respected. The market value must reect the current lease contracts, the current gross
margin of self-nancing (or cash ow) the reasonable assumptions relating to potential
rental income and the expected costs.
In this context, the transaction costs must be adjusted to the actual situation on
the market. The fair value is calculated by adjusting the investment value based on
customary transaction costs.
As property experts, we possess relevant and recognized credentials as well as up-to-
date experience with properties of a type and location similar to those of the properties
in WDP’s property portfolio.
In giving an estimate of the properties, we took into account both the current rental
agreements and all rights and obligations arising from these agreements. Each property
was valuated separately. The estimates do not account for any potential capital gain
that might be realized by offering the portfolio on the market in its entirety. Our estimates
also do not account for marketing costs specic to a transaction, such as estate
agents’ fees or publicity costs. In addition to an annual inspection of these properties,
our estimates are also based on the information provided by WDP regarding the rental
EXTERNAL VERIFICATION
situation, surface areas, sketches or plans, rental charges and taxes associated with
each property concerned, compliance and environmental pollution. The information
provided was deemed accurate and complete. Our estimates assume that undisclosed
items are not such that they would affect the value of the property.
Each independent property expert is responsible for valuing the part of the portfolio that
was contractually assigned to him or her.
Based on the above statements, we can conrm that the fair value of the property
portfolio of WDP (excluding solar panels but including Assets held for sale) on 31
December 2020 amounted to 4,644,102,909 euros (four billion, six hundred forty-four-
four million, one hundred and two thousand, nine hundred and nine euros).
Yours faithfully,
Nicolas Janssens
Partner | Stadim
Greet Hex
Director, Valuation & Advisory | Jones Lang LaSalle Belgium
Walter de Geus
Director | CBRE Netherlands
Frank Adema
International Partner, Head of Valuation & Advisory - The Netherlands | Cushman &
Wakeeld
Jean-Claude Dubois
President of the Valuation department | BNP Paribas Real Estate France
Roderick Scrivener
Head of Valuations & Consulting Belux | Jones Lang LaSalle Secs
Florin Ianculescu-Popa
Director | CBRE Romania
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Report of the statutory auditor
on the annual financial statements
Statutory auditor’s report to the shareholders’ meeting of Warehouses De Pauw NV/SA
for the year ended 31 December 2020 - Consolidated nancial statements
In the context of the statutory audit of the consolidated nancial statements of
Warehouses De Pauw NV/SA (“the company”) and its subsidiaries (jointly “the group”),
we hereby submit our statutory audit report. This report includes our report on the
consolidated nancial statements and the other legal and regulatory requirements.
These parts should be considered as integral to the report.
We were appointed in our capacity as statutory auditor by the shareholders’
meeting of 29April 2020, in accordance with the proposal of the board of directors
(“bestuursorgaan” / “organe d’administration”) issued upon recommendation of the
audit committee. Our mandate will expire on the date of the shareholders’ meeting
deliberating on the nancial statements for the year ending 31 December 2022. We have
performed the statutory audit of the consolidated nancial statements of Warehouses
De Pauw NV/SA for 14 consecutive periods.
Report on the consolidated financial statements
Unqualified opinion
We have audited the consolidated nancial statements of the group, which comprise
the consolidated balance sheet as at 31 December 2020, the consolidated prot and
loss account, the consolidated statement of overall result, the consolidated statement
of changes in equity and the consolidated statement of cash ow for the year then
ended, as well as the summary of signicant accounting policies and other explanatory
notes. The consolidated balance sheet shows total assets of 4.790.405 (000) EUR and
the consolidated statement of overall result shows a prot for the year then ended of
328.601 (000) EUR.
In our opinion, the consolidated nancial statements give a true and fair view of the
group’s net equity and nancial position as of 31 December 2020 and of its consolidated
results and its consolidated cash ow for the year then ended, in accordance with
International Financial Reporting Standards (IFRS) as adopted by the European Union
and with the legal and regulatory requirements applicable in Belgium.
Basis for the unqualified opinion
We conducted our audit in accordance with International Standards on Auditing (ISA),
as applicable in Belgium. In addition, we have applied the International Standards
on Auditing approved by the IAASB applicable to the current nancial year, but
not yet approved at national level. Our responsibilities under those standards are
further described in the “Responsibilities of the statutory auditor for the audit of the
consolidated nancial statements” section of our report. We have complied with all
ethical requirements relevant to the statutory audit of consolidated nancial statements
in Belgium, including those regarding independence.
We have obtained from the board of directors and the company’s ofcials the
explanations and information necessary for performing our audit.
We believe that the audit evidence obtained is sufcient and appropriate to provide a
basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most
signicance in our audit of the consolidated nancial statements of the current period.
These matters were addressed in the context of our audit of the consolidated nancial
statements as a whole and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
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EXTERNAL VERIFICATION
Key audit matter How the matter was addressed?
Valuation of investment properties
♦
Investment properties measured at fair value (4 566 601 (000) EUR)) represent 95 per cent
of the consolidated balance sheet total as at 31 December 2020. Changes in the fair value
of the investment properties have a signicant impact on the consolidated net result for
the period and equity.
♦
The portfolio includes completed investments and properties under construction.
Acquisitions and divestments of investment properties are individually signicant
transactions.
♦
The Group uses professionally qualied external valuers to fair value the Group’s portfolio
at three-monthly intervals. The valuers are engaged by the Directors and they perform
their work in accordance with the International Valuation Standards issued by the ‘IVSC’.
The valuers used by the Group have considerable experience in the markets in which the
Group operates.
♦
The portfolio is valued based on a discounted cash ow model, or income capitalisation
model and / or based on comparative market transactions. Development properties are
valued by the same methodology with a deduction for all costs necessary to complete
the development together with a remaining allowance for risk. The key inputs into the
valuation exercise are yields and current market rent, which are inuenced by prevailing
market forces, comparable transactions and the specic characteristics of each property
in the portfolio.
♦
Therefore, the audit risk relates to the assumptions and critical judgments linked to those
key inputs.
♦
We considered the internal control implemented by management and we tested the design
and implementation of controls over investment properties.
♦
We assessed the competence, independence and integrity of the external valuers.
♦
We analysed and challenged the valuation process, performance of the portfolio and
signicant assumptions and critical judgement areas, including yields and estimated rental
values.
♦
We benchmarked and challenged the key assumptions that were used in the valuation to
external industry data and comparable property transactions, in particular the yield.
♦
We performed audit procedures to assess the integrity and completeness of information
provided to the independent valuers relating to rental income, key rent contract
characteristics and occupancy.
♦
We agreed the amounts per the valuation reports to the accounting records and from there
we agreed the related balances through to the nancial statements.
♦
As part of our audit procedures performed on the acquisitions and divestments of
investment properties, we examined the most signicant contracts and documentation on
the accounting treatment applied to these transactions.
♦
For development properties, we also conrmed that the supporting information for
construction contracts and budgets was consistent with the cost to complete deducted
from the valuation of development properties. Capitalized expenditure was tested on a
sample basis to invoices, and budgeted costs to complete were compared to supporting
evidence (for example by inspecting original construction contracts).
♦
Furthermore, we assessed the appropriateness of the disclosures provided on the fair
values of investment properties.
Reference to disclosures
We refer to the Financial Statements, including notes to the Financial Statements:
Note III. Valuation rules and Note XII. Investment properties.
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Responsibilities of the board of directors for the preparation of the
consolidated financial statements
The board of directors is responsible for the preparation and fair presentation of the
consolidated nancial statements in accordance with International Financial Reporting
Standards (IFRS) as adopted by the European Union and with the legal and regulatory
requirements applicable in Belgium and for such internal control as the board of
directors determines is necessary to enable the preparation of consolidated nancial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated nancial statements, the board of directors is responsible
for assessing the group’s ability to continue as a going concern, disclosing, as
applicable, matters to be considered for going concern and using the going concern
basis of accounting unless the board of directors either intends to liquidate the group
or to cease operations, or has no other realistic alternative but to do so.
Responsibilities of the statutory auditor for the audit of the consolidated
financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated
nancial statements as a whole are free from material misstatement, whether due
to fraud or error, and to issue a statutory auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with ISA will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to inuence
the economic decisions of users taken on the basis of these consolidated nancial
statements.
During the performance of our audit, we comply with the legal, regulatory and normative
framework as applicable to the audit of consolidated nancial statements in Belgium.
The scope of the audit does not comprise any assurance regarding the future viability of
the company nor regarding the efciency or effectiveness demonstrated by the board
of directors in the way that the company’s business has been conducted or will be
conducted.
As part of an audit in accordance with ISA, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
♦
identify and assess the risks of material misstatement of the consolidated nancial
statements, whether due to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence that is sufcient and appropriate
to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from an error, as fraud may
involve collusion, forgery, intentional omissions, misrepresentations, or the override
of internal control;
♦
obtain an understanding of internal control relevant to the audit in order to design
audit procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the group’s internal control;
♦
evaluate the appropriateness of accounting policies used and the reasonableness
of accounting estimates and related disclosures made by the board of directors;
♦
conclude on the appropriateness of the use of the going concern basis of accounting
by the board of directors and, based on the audit evidence obtained, whether a
material uncertainty exists related to events or conditions that may cast signicant
doubt on the group’s ability to continue as a going concern. If we conclude that
a material uncertainty exists, we are required to draw attention in our statutory
auditor’s report to the related disclosures in the consolidated nancial statements
or, if such disclosures are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our statutory auditor’s report.
However, future events or conditions may cause the group to cease to continue as
a going concern;
♦
evaluate the overall presentation, structure and content of the consolidated nancial
statements, and whether the consolidated nancial statements represent the
underlying transactions and events in a manner that achieves fair presentation.
♦
obtain sufcient appropriate audit evidence regarding the nancial information of
the entities and business activities within the group to express an opinion on the
consolidated nancial statements. We are responsible for the direction, supervision
and performance of the group audit. We remain solely responsible for our audit
opinion.
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We communicate with the audit committee regarding, amongst other matters, the
planned scope and timing of the audit and signicant audit ndings, including any
signicant deciencies in internal control that we identify during our audit.
We also provide the audit committee with a statement that we have complied with
relevant ethical requirements regarding independence, and we communicate with them
about all relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated to the audit committee, we determine those matters
that were of most signicance in the audit of the consolidated nancial statements of
the current period and are therefore the key audit matters. We describe these matters
in our report unless law or regulation precludes any public disclosure about the matter.
Other legal and regulatory requirements
Responsibilities of the board of directors
The board of directors is responsible for the preparation and the content of the
directors’ report on the consolidated nancial statements and other matters disclosed
in the annual report on the consolidated nancial statements.
Responsibilities of the statutory auditor
As part of our mandate and in accordance with the Belgian standard complementary to
the International Standards on Auditing (ISA) as applicable in Belgium, our responsibility
is to verify, in all material respects, the director’s report on the consolidated nancial
statements and other matters disclosed in the annual report on the consolidated
nancial statements, as well as to report on these matters.
Aspects regarding the directors’ report on the consolidated financial
statements
In our opinion, after performing the specic procedures on the directors’ report on
the consolidated nancial statements, this report is consistent with the consolidated
nancial statements for that same year and has been established in accordance with
the requirements of article 3:32 of the Code of companies and associations.
In the context of our statutory audit of the consolidated nancial statements we are
responsible to consider, in particular based on information that we became aware
of during the audit, if the directors’ report on the consolidated nancial statements
and other information disclosed in the annual report on the consolidated nancial
statements, i.e.:
♦
3. Strategy and value creation, 5. Transactions and realisations, 7. Financial results
and property report, 8. Corporate Governance Statement, 9. Risk factors and 11.
Financial statements
are free of material misstatements, either by information that is incorrectly stated or
otherwise misleading. In the context of the procedures performed, we are not aware of
such a material misstatement.
Statements regarding independence
♦
Our audit rm and our network have not performed any prohibited services and our
audit rm has remained independent from the group during the performance of our
mandate.
♦
The fees for the additional non-audit services compatible with the statutory audit,
as dened in article 3:65 of the Code of companies and associations, have been
properly disclosed and disaggregated in the notes to the consolidated nancial
statements.
Other statements
♦
This report is consistent with our additional report to the audit committee referred to
in article 11 of Regulation (EU) No 537/2014.
Signed at Zaventem.
The statutory auditor
Deloitte Bedrijfsrevisoren/Réviseurs d’Entreprises CVBA/SCRL
Represented by Rik Neckebroeck
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Report of the statutory auditor on the Profit Forecast
The board of directors
on behalf of Warehouses De Pauw NV/SA
Blakebergen 15
B-1861 Wolvertem
Dear Ladies and Gentlemen
Warehouses De Pauw NV/SA
We report on the forecasted EPRA earnings (as dened in August 2011 (and amended
in November 2016) in the report “Best Practices Recommendations Guidelines“ of the
European Public Real Estate Association) of Warehouses De Pauw NV/SA (“WDP”,
“the Company”) and its subsidiaries (together “the Group”) for the 12 months period
ending 31 December 2021 (the “Prot Forecast”). The Prot Forecast, and the material
assumptions upon which it is based are set out in chapter 7 Financial results and
property report, paragraph Outlook of the 2020 annual report of the WDP Group (“the
2020 Annual Report”) issued by the Company. We do not report on the other elements
of the net result nor on the EPRA earnings per share, the projected dividend or the
projected balance sheet.
This report is voluntarily required upon request by the board of directors of the
Company for the purpose to conrm the Prot Forecast has been compiled and
prepared in accordance with elements (a) and (b) as dened under item 11.2 of Annex
1 of the Commission Delegated Regulation (EU) 2019/980 supplementing Regulation
(EU) 2017/1129 of the European Parliament and of the Council as regards the format,
content, scrutiny and approval of the prospectus to be published when securities
are offered to the public or admitted to trading on a regulated market and repealing
Commission Regulation (EC) No 809/2004 (the “Commission Delegated Regulation”)
and for no other purpose.
EXTERNAL VERIFICATION
Responsibilities
It is the responsibility of the directors of the Company (the “Directors”) to prepare the
Prot Forecast in accordance with Annex 1 section 11 of the Commission Delegated
Regulation.
It is our responsibility to form an opinion as to the proper compilation of the Prot
Forecast and to report that opinion to you.
Save for any responsibility arising under art. 26 of the Law of 11 July 2018 to any person
as and to the extent there provided, to the fullest extent permitted by law we do not
assume any responsibility and will not accept any liability to any other person for any
loss suffered by any such other person as a result of, arising out of, or in accordance
with this report or our statement, required by and given solely for the purposes of
complying with Annex 1 item 1.3 of the Commission Delated Regulation, consenting to
its inclusion in the Universal Registration document.
Basis of Preparation of the Profit Forecast
The Prot Forecast has been prepared on the basis stated in chapter 7. Financial results
and property report, paragraph Outlook of the 2020 annual report and is based on a
forecast for the 12 months to 31 December 2020. The Prot Forecast is required to be
presented on a basis consistent with the accounting policies of the Group.
Basis of opinion
We conducted our work in accordance with the International Standard on Assurance
Engagement 3400 “The Examination of Prospective Financial Information” (“ISAE
3400”) issued by the International Auditing and Assurance Standards Board (“IAASB”).
Our work included evaluating the basis on which the historical nancial information
included in the Prot Forecast has been prepared and considering whether the Prot
Forecast has been accurately computed based upon the disclosed assumptions and
the accounting policies of the Group. Whilst the assumptions upon which the Prot
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Forecast are based are solely the responsibility of the Directors, we considered whether
anything came to our attention to indicate that any of the assumptions adopted by the
Directors which, in our opinion, are necessary for a proper understanding of the Prot
Forecast have not been disclosed or if any material assumption made by the Directors
appears to us to be unrealistic.
We planned and performed our work so as to obtain the information and explanations
we considered necessary in order to provide us with reasonable assurance that the
Prot Forecast has been properly compiled on the basis stated.
Since the Prot Forecast and the assumptions on which it is based relate to the future
and may therefore be affected by unforeseen events, we can express no opinion as
to whether the actual results reported will correspond to those shown in the Prot
Forecast and differences may be material.
Our work has not been carried out in accordance with auditing or other standards
and practices generally accepted in jurisdictions outside Belgium, including the United
States of America, and accordingly should not be relied upon as if it had been carried
out in accordance with those standards and practices.
Opinion
In our opinion, the Prot Forecast has been properly compiled on the basis stated
which is comparable with the historical nancial information and is consistent with the
accounting policies of the Group.
Declaration
For the purposes of art. 26 of the Law of 11 July 2018 we are responsible for this
report as part of the Universal Registration document and declare that we have taken
all reasonable care to ensure that the information contained in this report is, to the
best of our knowledge, in accordance with the facts and contains no omission likely to
affect its import. This declaration is included in the Universal Registration document in
compliance with Annex 1 item 1.2 of the Commission Delegated Regulation.
Signed at Zaventem.
The statutory auditor
Deloitte Bedrijfsrevisoren/Réviseurs d’Entreprises CVBA/SCRL
Represented by Rik Neckebroeck
EXTERNAL VERIFICATION
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Statutory auditor’s report on selected environmental,
social and governance performance indicators
Statutory auditor’s report on the limited review performed on selected environmental,
social and governance performance indicators published in the document “Annual
report” of Warehouses De Pauw NV/SA for the year ended 31 December 2020
To the board of directors
As statutory auditors we have been engaged to perform review procedures to express
a limited assurance on selected environmental, social and governance performance
indicators (“the CSR Data”) published in the document “Annual report” of Warehouses
De Pauw NV/SA for the year ended 31 December 2020 (“the Document”). The CSR Data
have been dened following the Best Practices Recommendations of the “European
Public Real Estate Association” (EPRA) regarding sustainable development reporting
(EPRA BPR on Sustainability Reporting, 3rd version). The CSR Data are identied with
the symbol
in the Document.
The scope of our work has been limited to the CSR Data covering the year 2020 and
includes only the environmental performance indicators of the buildings, the social and
governance indicators retained within the reporting scope dened by Warehouses De
Pauw NV/SA.
As indicated in the Annual Report “EPRA sustainability performance measures”, the
scope of reporting for environmental performance indicators for Warehouses De Pauw
NV’s property portfolio is 53% for fuel and 80% for electricity (in m²). The scope of the
reporting relating to the social and administrative performance indicators covers the
entire Warehouses De Pauw NV organisation.
The limited review was performed on the data gathered and retained in the reporting
scope by Warehouses De Pauw NV/SA. Our conclusion as formulated below covers
therefore only these CSR Data and not all information included in the Document.
Responsibility of the board of directors
The board of directors of Warehouses De Pauw NV/SA is responsible for the CSR Data
and the references made to it presented in the Document as well as for the declaration
that its reporting meets the requirements of the “EPRA BPR on Sustainability Reporting”.
This responsibility includes the selection and application of appropriate methods for the
preparation of the CSR Data, for ensuring the reliability of the underlying information
and for the use of assumptions and reasonable estimations. Furthermore, the board
of directors is also responsible for the design, implementation and maintenance of
systems and procedures relevant for the preparation of the CSR Data.
Nature and scope of work
Our responsibility is to express an independent conclusion on the CSR Data based on
our limited review. Our assurance report has been made in accordance with the terms
of our engagement letter.
We conducted our work in accordance with the international standard ISAE (International
Standard on Assurance Engagements) 3000 (Revised).
Applying these standards, our procedures are aimed at obtaining limited assurance on
the fact that the CSR Data do not contain material misstatements. These procedures
are less profound than the procedures of a reasonable assurance engagement.
The scope of our work included, amongst others the following procedures:
♦
Assessing and testing the design of the systems and procedures used for data-
gathering, processing, classication, consolidation and validation, and that for the
methods used for calculating and estimating the 2020 CSR Data identied with the
symbol
in the table as mentioned in the Document;
♦
Conducting interviews with responsible ofcers;
♦
Examining, on a sample basis, internal and external supporting evidence and
performing consistency checks on the consolidation of these CSR Data.
EXTERNAL VERIFICATION
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EXTERNAL VERIFICATION
Conclusion
Based on our limited review, as described in this report, nothing has come to our
attention that causes us to believe that the CSR Data related to Warehouses De Pauw
NV/SA identied with the symbol
in the Document, has not been prepared, in all
material respects, in accordance with EPRA Best Practices Recommendations on
Sustainability Reporting (3rd version).
Signed at Zaventem on 24 March 2021
The statutory auditor
Deloitte Bedrijfsrevisoren/Réviseurs d’Entreprises CVBA/SCRL
Represented by Rik Neckebroeck
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Result on the portfolio
(including share joint ventures) - group share
This relates to the realised and unrealised capital gains/loss with respect to the latest
valuation b y the property expert, taking into account the effective or deferred capital
gains tax due, including WDP’s proportionate share in the portfolio of associated
companies and joint ventures and excluding the minority interests.
in euros (x 1,000) FY 2020 FY 2019
Movement in the fair value of investment property 186,417 285,353
Result on disposal of investment property 408 10
Deferred taxation on result on the portfolio -2,727 -7,972
Participation in the result of associated companies and joint
ventures 3,574 2,507
Result on the portfolio 187,672 279,897
Minority interests 232 -2,475
Result on the portfolio - Group share 187,904 277,423
Change in the gross rental income
based on an unchanged portfolio
This the organic growth of the gross rental income year-on-year on the basis of an
unchanged portfolio, excluding development projects, acquisitions and disposals
during both periods of this comparison.
in euros (x 1,000) FY 2020 FY 2019 ∆ y/y (%)
Properties owned throughout the two
years 186,674 182,425 2.3%
Development projects 36,430 16,772 n.r.
Acquisitions 7,247 2,614 n.r.
Disposals 170 1,458 n.r.
Total 230,521 203,268 n.r.
To be excluded
Rental income of joint ventures -2,120 -1,481 n.r.
Indemnication related to early lease
terminations 0 961 n.r.
Rental income (IFRS) 228,401 202,748 n.r.
ALTERNATIVE PERFORMANCE MEASURES
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Operating margin
The operating margin, obtained by dividing the operating result (before the result on the
portfolio) by the property result. Operating margin is a measure of protability that can
indicate how well the company is managing its operating property operations.
in euros (x 1,000) FY 2020 FY 2019
Property result (IFRS) 242,703 216,566
Operating result (before the portfolio result) (excluding
depreciation and write-downs on solar panels) 220,064 198,287
Operating margin
90.7%
91.6%
Average cost of debt
This refers to the weighted average yearly interest rate for the reporting period, taking
into account the average outstanding debt and the hedging instruments during that
same period.
in euros (x 1,000) FY 2020 FY 2019
Financial result (IFRS) -69,723 -70,099
To be excluded:
Changes in fair value of nancial assets and liabilities 31,049 29,883
Interest capitalised during construction -6,105 -3,471
Interest cost related to leasing debts booked in
accordance with IFRS 16 2,355 2,300
Other nancial costs and revenues -246 -246
To be included:
Interest expenses of joint ventures -208 -146
Effective financial expenses (proportional)
A -42,877 -41,778
Average outstanding nancial debt (IFRS) 1,992,393 1,835,658
Average outstanding nancial debt of joint ventures 22,048 21,189
Average outstanding financial debt (proportional)
B 2,014,441 1,856,847
Annualised average cost of debt
A/B 2.1% 2.2%
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Financial result (excluding the changes
in fair value of financial instruments)
This is the nancial result according to IFRS exclusive of the change in fair value
of nancial assets and liabilities, and reects the actual nancial expenses of the
company.
in euros (x 1,000) FY 2020 FY 2019
Financial result -69,723 -70,099
To be excluded:
Changes in fair value of nancial instruments 31,049 29,883
Financial result (excluding the changes in fair value
of financial instruments) -38,674 -40,216
Hedge ratio
Percentage of xed-rate and oating-rate debts hedged against interest rate uctuations
bymeans of derivatives. This economic parameter is not an obligatory parameter under
the Belgian regulated real-estate investment companies Law (Wet betreffende de
gereglementeerde vastgoedvennootschappen or ‘GVV-Wet’).
in euros (x 1,000) FY 2020 FY 2019
Notional amount of Interest Rate Swaps 1,317,425 1,172,364
Fixed rate nancial debt 602,098 417,752
Fixed-interest financial debt at balance sheet date
and hedging instruments
A 1,919,523 1,590,116
Current and non-current nancial debt (IFRS) 2,119,454 1,854,828
Proportional share in joint ventures in current and
non-current nancial debt 23,688 17,346
Financial debt at balance sheet date
B 2,143,142 1,872,174
Hedge ratio
A/B 89.6% 84.9%
ALTERNATIVE PERFORMANCE MEASURES
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Gearing ratio
Statutory ratio calculated based on the GVV/SIR legislation bydividing the nancial and
other liabilities by the total assets. For the method used in the calculation of the gearing
ratio, refer to the RD on Regulated real Estate Companies.
in euros (x 1,000)
31.12.2020
(IFRS)
31.12.2019
(propor tionate)
FY 2019
(IFRS)
FY 2019
(proportionate)
Non-current and current liabilities 2,386,612 2,425,925 2,072,929 2,100,285
To be excluded:
I. Non-current liabilities - A. Provisions 170 170 357 357
I. Non-current liabilities - C. Other non-current nancial liabilities - Permitted hedging instruments 129,901 129,901 81,819 81,819
I. Non-current liabilities - F. Deferred taxes - Liabilities 18,187 22,460 13,357 15,908
II. Current liabilities - A. Provisions 0 0 0 0
II. Current liabilities - E. Other current liabilities - Other: Hedging instruments Hedging instruments 3 3 0 0
II. Current liabilities - F. Accruals and deferred income 20,652 22,169 18,413 18,418
Total debt
A 2,217,700 2,251,222 1,958,984 1,983,784
Total assets 4,790,405 4,829,718 4,222,790 4,250,146
To be excluded:
E. Financial xed assets - Financial instruments at fair value through prot and loss - Permitted hedging instruments 0 0 0 0
Total assets taken into account for the calculation of the gearing ratio
B 4,790,405 4,829,718 4,222,790 4,250,146
Gearing ratio
A/B 46.3% 46.6% 46.4% 46.7%
ALTERNATIVE PERFORMANCE MEASURES
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Loan-to-value
The loan-to-value is obtained from the IFRS statements by dividing the net nancial
liabilities by the sum of the fair value of the property portfolio, the fair value of the solar
panels and nancing to and holdings in associated companies and joint ventures.
in euros (x 1,000)
FY 2020
(IFRS)
FY 2019
(IFRS)
Non-current and current nancial debt 2,119,454 1,854,828
Cash and cash equivalents -11,240 -3,604
Net financial debt
A 2,108,214 1,851,223
Fair value of the real estate portfolio (excluding right of
use concessions) 4,534,584 3,963,820
Fair value of the solar panels 122,353 121,010
Financing of and participations in associated
companies and joint ventures 31,275 24,450
Total portfolio
B 4,688,212 4,109,280
Loan-to-value
A/B
45.0%
45.0%
ALTERNATIVE PERFORMANCE MEASURES
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NET DEBT / EBITDA (adjusted)
The net debt / EBITDA (adjusted) is calculated starting from the proportional accounts:
in the denominator taking into account the trailing-twelve-months EBITDA but
adjusted to reect the annualized impact of external growth; in the numerator taking
into consideration the net nancial indebtedness adjusted for the projects under
development multiplied by the loan-to-value of the group (as these projects are not yet
income contributing but already (partially) nanced on the balance sheet).
in euros (x 1,000) 31.12.2020 31.12.2019
Non-current and current nancial debt (IFRS) 2,119,454 1,854,828
- Cash and cash equivalents (IFRS) -11,240 -3,604
Net debt (IFRS)
A 2,108,214 1,851,223
Operating result (before the result on the portfolio)
(IFRS) (TTM)
1
B 212,793 191,761
+ Depreciation and write-down on solar panels 7,270 6,526
+ Share in the EPRA Earnings of joint ventures 1,257 610
EBITDA (IFRS)
C 221,321 198,897
Net debt / EBITDA A/C 9.5x
9.3x
in euros (x 1,000) 31.12.2020 31.12.2019
Non-current and current nancial debt (proportionate) 2,143,142 1,872,174
- Cash and cash equivalents (proportionate) -14,359 -4,433
Net debt (proportional)
A 2,128,782 1,867,741
- Projects under development x Loan-to-value -115,864 -119,917
- Financing to joint ventures x Loan-to-value -1,511 -1,065
Net debt (proportional) (adjusted)
B 2,011,407 1,746,759
Operating result (before the result on the portfolio)
(IFRS) (TTM)
1
C 212,793 191,761
+ Depreciation and write-down on solar panels 7,270 6,526
+ Operating result (before the result on the portfolio)
of joint ventures (TTM)
1
1,747 1,026
Operating result (before the result on the portfolio)
(proportionate) (TTM)
1
D 221,811 199,313
Adjustment for normalized EBITDA
2
21,075 18,193
EBITDA (proportionate) (adjusted)
E 242,886 217,506
Net debt / EBITDA (adjusted)
B/E 8.3x 8.0x
1 For the calculation of this APM, it is assumed that the operating result (before the result on the portfolio) is
a proxy for EBITDA. TTM stands for trailing 12 months and means that the calculation is based on nancial
gures for the past 12 months.
2 On a normalized basis, i.e. including the annualized impact of external growth in function of the realized
disposals, acquisitions and projects.
ALTERNATIVE PERFORMANCE MEASURES
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HISTORICAL FINANCIAL INFORMATION INCLUDED BY REFERENCE
Information included by way of
reference
Document
Business activities 2019 Annual nancial report 2. This is WDP (p. 8-19)
3.1 2019, an excellent start to the 2019-23 growth plan – Transactions and realisations (p. 22-49)
3.3.1 2019, an excellent start to the 2019-23 growth plan – Property report – Review of the consolidated property
portfolio (p. 68-80)
2018 Annual nancial report 2. Strategy (p. 12-20)
4.3 Management report – Transactions and realisations (p. 38-46)
5.1 Property report – Review of the consolidated property portfolio (p. 100-112)
Main markets 2019 Annual nancial report 3.3.1 2019, an excellent start to the 2019-23 growth plan – Property report – Review of the consolidated property
portfolio (p. 68-80)
3.3.2 2019, an excellent start to the 2019-23 growth plan – Property report – Review of the logistics property
market (p. 81-82)
9.2 Financial statements – Explanatory notes – V. Segmented information - Operating result (p. 208-209)
9.2 Financial statements – Explanatory notes – VI. Segmented information - Assets (p. 210)
9.2 Financial statements – Explanatory notes – XII. Investment properties (p. 214-220)
2018 Annual nancial report 5.1 Property report – Review of the consolidated property portfolio (p. 100-112)
5.2 Property report – Review of the logistics property market (p. 113-114)
9.2 Financial statements – Explanatory notes – V. Segmented information - Operating result (p. 198-199)
9.2 Financial statements – Explanatory notes – VI. Segmented information - Assets (p. 200)
9.2 Financial statements – Explanatory notes – XII. Investment properties (p. 204-210)
Investments 2019 Annual nancial report 3.1 2019, an excellent start to the 2019-23 growth plan – Transactions and achievements (p. 22-49)
2018 Annual nancial report 4.3 Management report – Transactions and realisations (p. 38-46)
Financial position 2019 Annual nancial report 3.1 2019, an excellent start to the 2019-23 growth plan (p. 21-90)
11.2.1 Annexes – External audit – Conclusions of the property experts (p. 269-270)
7.1 Reporting according to recognised standards - EPRA key performance indicators (p. 163-169)
9. Financial statements (p. 185-254)
11.2.2 Annexes – External audit – Statutory auditor’s report on the nancial statements (p. 271-274)
11.4 Annexes – Alternative Performance Measures (p. 282-285)
2018 Annual nancial report 4. Management report (p. 25-69)
5. Property report (p. 99-116)
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Information included by way of
reference
Document
9. Financial statements (p. 171-262)
Historical financial information 2019 Annual nancial report 9.1 Financial statements – Consolidated nancial statements for the 2019 nancial year – Prot and loss account
(p. 188)
9.1 Financial statements – Consolidated nancial statements for the 2019 nancial year – Balance sheet
(p. 191-192)
9.1 Financial statements – Consolidated nancial statements for the 2019 nancial year – Cash ow statement
(p. 193)
9.2 Financial statements – Explanatory Notes (p. 198-241)
2018 Annual nancial report 9.1 Financial statements – Consolidated nancial statements for the 2018 nancial year – Prot and loss account
(p. 174)
9.1 Financial statements – Consolidated nancial statements for the 2018 nancial year – Balance sheet
(p. 177-178)
9.1 Financial statements – Consolidated nancial statements for the 2018 nancial year – Cash ow statement
(p. 179)
9.2 Financial statements – Explanatory Notes (p. 184-234)
Statement of the statutory auditor 2019 Annual nancial report 11.2.2 Annexes – External audit – Statutory auditor’s report on the nancial statements (p. 271-274)
2018 Annual nancial report 9.3 Financial statements – Report of the statutory auditor (p. 235-247)
Dividend 2019 Annual nancial report 3.4 2019, an excellent start to the 2019-23 growth plan – Forecasts – Dividend forecasts (p. 86)
2018 Annual nancial report 4.6 Management Report – Forecasts – Dividend forecasts (p. 64)
Transactions with affiliated parties 2019 Annual nancial report 9.2 Financial statements – Explanatory Notes – XXV. Transactions between afliates (p. 239)
2018 Annual nancial report 9.2 Financial statements – Explanatory Notes – XXV. Transactions between afliates (p. 232)
Information about the workforce 2019 Annual nancial report 9.2 Financial statements – Explanatory Notes – XXIV. Average workforce and breakdown of personnel costs
(p. 231)
2018 Annual nancial report 9.2 Financial statements – Explanatory Notes – XXIV. Average workforce and breakdown of personnel costs
(p. 238)
HISTORICAL FINANCIAL INFORMATION INCLUDED BY REFERENCE
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STATEMENTS
The annual report is available at the Company’s registered ofce and can be consulted
on the website
www.wdp.eu in three language versions (Dutch, French and English).
Only the printed Dutch version of the annual report is legally valid. The electronic
versions of the annual reports may not be copied or made available anywhere. It is also
prohibited to print the text for further distribution.
Contacts and additional information:
Joost Uwents, CEO
[email protected]
Mickaël Van denHauwe, CFO
[email protected]
Joke Cordeels, Investor relations
[email protected]
Universal Registration Document
WDP declares that:
♦
the 2020 Annual Report was led with the FSMA as a Universal Registration
Document on the date of 29 March 2021, as the competent authority under
Regulation (EU) 2017/1129 without prior approval under Article9 of Regulation (EU)
2017/1129;
♦
the Universal Registration Document may be used with a view to offering securities
to the public or the admission of securities to trading on a regulated market, provided
that it is approved by the FSMA, where applicable, along with any amendments
and a securities note and summary approved in accordance with Regulation (EU)
2017/1129.
The information made available via the website does not form part of this Universal
Registration Document unless such information is included as a reference.
Persons responsible for the content of the annual report
The members of the Board of Directors of WDP NV/SA the composition of which is
described in chapter 8. Corporate Governance Statement, are responsible for the
information provided in this annual nancial report.
Statements
♦
Tony De Pauw and Joost Uwents, both managing directors and co-CEOs, hereby
declare, on behalf of the Board of Directors, the composition of which is described
in chapter 8. Corporate Governance Statement, after having taken all measures
to guarantee and to their knowledge, that the data in this annual report reect the
reality and no data has been omitted, the disclosure of which would alter the purport
of this annual report and that, to their knowledge:
♦
the nancial statements, which have been drawn up in accordance with the
applicable standards for nancial statements, give a true and fair view of the group’s
equity, nancial position and of the results of the issuer and of the companies
included in the consolidation;
♦
the annual report gives a true overview of the development and the results of
the company and of the position of the issuer and the companies included in the
consolidation, as well as a description of the main risks and uncertainties they are
faced with (including the crisis related to Covid-19);
♦
no signicant changes have occurred in the nancial position or nancial
performance of the Group since 31 December 2020, besides for the information in
7. Financial results and property report – Management of financial resources and 11.
Financial statements – XXVIII. Significant events after the balance sheet date; and
♦
subject to what has been published with regard to the Dutch REIT status, no
government interventions, lawsuits or cases of arbitration exist – or have recently
occurred – that could inuence WDP’s nancial position or protability. They also
declare that, to their knowledge, no circumstances or facts exist that could lead to
such government interventions, lawsuits or cases of arbitration.
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Available documents
WDP hereby declares that, at least during the period of validity of the Universal
Registration Document, the following documents are available for consultation on its
website at
www.wdp.eu:
♦
the latest deed of incorporation and articles of association of WDP;
♦
the annual reports;
♦
the reports, and respectively, the conclusions of the statutory auditor and the
property experts;
♦
press releases and mandatory nancial information. The company’s nancial
reporting is published in the nancial press where required by law;
♦
the Corporate Governance Charter;
♦
the obligations of the Company and the rights of the shareholders with regard to the
General Meeting are published on the
Investor Relations section of WDP’s website
from the meeting notice until participation and voting in full. This information remains
available on the Company website for a period of at least ve years starting from the
date of the General Meeting to which it pertains.
In accordance with the relevant provisions of the law, the separate and consolidated
nancial statements of the Company are deposited with the National Bank of Belgium.
Decisions related to the appointment and dismissal of members of the Board of
Directors are published in the Annexes to the Belgian Ofcial Gazette.
Information from third parties
WDP declares that the information provided by the property experts and the statutory
auditor has been faithfully reproduced. To WDP’s knowledge, and based on what it has
been able to deduce from the information published by the property experts and the
statutory auditor, no facts were omitted that would render the information provided by
the property experts or the statutory auditor incorrect or misleading.
WDP also conrms that the statutory auditor and property experts have given their
approval for the content of their report and conclusions respectively to be included in
the annual report.
For condentiality reasons, the full report of the property experts has not been included
and cannot be consulted.
Required components of the annual report
In accordance with Articles 3:6 and 3:32 of the Belgian Code of Companies and
Associations, the required components of the WDP annual report appear in the
following chapters:
♦
7. Financial results and property report;
♦
8. Corporate Governance Statement;
♦
9. Risk factors; and
♦
11. Financial statements.
This annual report provides an overview of the activities and nancial statements for the
nancial year ending on 31 December2020.
STATEMENTS
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Acquisition price
This refers to the value of the property at the time of purchase. Any transfer costs paid are included in the
purchase price. See also Transfer costs.
Accelerated bookbuild (ABB)
An exempt accelerated private placement with international institutional investors with the composition
of an order book.
Advance levy
An advance levy deducted by a bank or nancial intermediary on the payment of a dividend. The stan-
dard rate of the advance levy on dividends in Belgium is xed at 30%.
APM (Alternative Performance Measure)
Financial measurement of historic or future nancial performance, nancial position or cash ow of a
company that has not been dened in the customary reporting guidelines. The Alternative Performance
Measures (APM) adopted by WDP – including the EPRA key performance indicators – are always accom-
panied by a symbol () and are provided with their denition and reconciliation in the annexes to this
report.
BREEAM (Building Research Establishment Environmental Assessment Method)
BREEAM is a sustainability certicate related to the performance of a building over its complete life
cycle. BREEAM is the main and most commonly used sustainability label for buildings in Europe. Unlike
other standards, BREEAM applies a multi-criteria approach. The certication process examines not only
the energy consumption of a property, but also land use, ecology, the construction process, water use,
waste, pollution, transport, materials, health and comfort. As a total score, a building is rated Acceptable
(only applicable to BREEAM In-Use), Pass, Good, Very Good, Excellent or Outstanding.
Bullet loan
A debt instrument of the bullet type entails that over the term, interest liabilities are due on the principal
sum and repayment in full of the capital is due on the nal expiry date.
Compliance Officer
The compliance ofcer is tasked with monitoring compliance of the laws, regulations and codes of con-
duct applicable to the Company and, in particular, the rules related to the integrity of the Company’s
activities.
Contractual rent
The gross rental prices as contractually stipulated in the lease agreements on the date of conclusion.
Contribution in kind
The assets contributed when a company is incorporated or when its capital is increased, other than by
depositing money.
Corporate Governance Code2020
Belgian code drawn up by the Corporate Governance Committee with practices and provisions on sound
governance that must be met by companies under Belgian law whose shares are traded on a regulated
market.
Dealing Code
Code of conduct with rules to be followed by members of the Board of Directors and the persons desig-
nated therein who would like to trade in nancial instruments issued by the company.
Derivatives
As a borrower, WDP would like to hedge itself against any interest rate increases. The interest rate risk
can be hedged in part by using derivatives (such as interest rate swaps).
Discounted cash flow
This is a valuation method based on a detailed projected revenue ow that is discounted to the current
net value at a specic discount rate according to the risk of the asset to be valued.
Distribution percentage
Percentage of EPRA earnings paid out as dividends over a given scal year.
Dividend yield
Gross dividend divided by the trading price.
Due diligence
Extensive investigation conducted within the framework of all acquisitions and/or nancial transactions
in the areas of real estate, economics, taxation, law, bookkeeping and administration, possibly in asso-
ciation with specialist external advisors.
EDGE (Excellence in Design for Greater Efficiencies)
Certication programme for green buildings that focuses on the efcient use of resources. EDGE sup-
ports developers and builders to quickly and cost-effectively reduce energy and water consumption or
energy absorbed by materials. EDGE certicates are issued worldwide and are an initiative of IFC, part
of the World Bank Group.
EMIR (European Market Infrastructure Regulation)
This regulation species that information on all European derivative transactions must be reported to
transaction registers and must be accessible to supervisory authorities, including the European Secu-
rities and Markets Authority (ESMA), so policy-makers and supervisors have a clear overview of the
markets.
This regulation also states that standard derivative contracts must be cleared through a Central Counter
Party (CCP), sets margin requirements on uncleared transactions and subjects these CCPs to strict or-
ganisational requirements, codes of conduct and prudential requirements.
GLOSSARY
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EPRA (European Public Real Estate Association)
EPRA is a pan-European association of listed real estate companies that aims to promote the sector,
introduce best practices for bookkeeping, reporting and corporate governance, provide qualitative infor-
mation to investors and serve as a think tank for challenges facing the sector.
Estimated rental value (ERV)
The estimated rental value is the rental value determined by the independent property experts.
Ex-date
Start date of trading the share on the stock market without entitlement to the next dividend distribution,
in other words, the cut-off date of the coupon.
Exit tax
Companies that request recognition as a GVV/SIR or that merge with a GVV/SIR are subject to what is
known as the exit tax. This tax is deemed equal to a liquidation tax on the unrealised net gains and on
the tax-exempt reserves, and amounts to 15%.
Expiry date of a rental contract
Date on which a termination option is available within a lease.
Fair value
The fair value is dened in IAS 40 as the amount for which the property could be exchanged between
two well-informed, willing parties in an arm’s length transaction. The market value must additionally re-
ect the current rental incomes, the current gross margin for self-nancing (or cash ow), the reasonable
assumptions regarding potential rental income and the expected costs.
FBI (Fiscale Beleggingsinstelling)
Special scal status in the Netherlands available if specic requirements are met. See also 12. Permanent
document.
Free float
Percentage of shares owned by the public. According to the denition of EPRA and Euronext, this means
every individual shareholder that possesses 5% of the total number of shares.
FSMA (Financial Services and Markets Authority)
Along with the National Bank of Belgium (the NBB), the FSMA supervises the Belgian nancial sector. The
powers of the FSMA fall into the following six areas: supervision of nancial markets and listed compa-
nies, conduct supervision, product supervision, supervision of nancial service providers and intermedi-
aries, supervision of supplementary pensions and facilitation of better nancial education.
Gearing ratio (proportionate)
Legal ratio calculated according to the GVV/SIR legislation by dividing the nancial and other debts by the
total assets. For the method used to calculate the gearing ratio, please refer to the GVV/SIR Royal Decree.
Gross dividend
The gross dividend per share is the dividend before deduction of the advance levy. See also Advance levy.
GVV/SIR Act
Act of 12 May2014 on regulated real estate companies and, together with the GVV/SIR Act, the so-called
GVV/SIR legislation. See also GVV/SIR Royal Decree, GVV/SIR legislation and REIT.
GVV/SIR legislation
The Act of 12 May2014 (GVV/SIR Act) and the Royal Decree of 13 July2014 (GVV/SIR Royal Decree).
GVV/SIR Royal Decree
Royal Decree of 13 July2014 on regulated real estate companies and, together with the GVV/SIR Act, the
so-called GVV/SIR legislation. See also GVV/SIR Act, GVV/SIR legislation and REIT.
IFRS 9 Financial instruments: recognition and measurement
IFRS9 is a standard that determines how a company must classify and measure the nancial instruments
on its balance sheet. Among other things, this standard provides for the obligation that all derivatives
must be booked in the balance sheet at their fair value.
IAS 16 Tangible fixed assets
IAS16 is an IAS/IFRS that applies to the administrative treatment of tangible xed assets unless a differ-
ent standard requires or permits different treatment. The main issues arising in the administrative treat-
ment of tangible xed assets is the recognition of assets, calculation of their book value and depreciation
costs and special impairment losses to be recognised in relation to the assets.
IAS40 Investment properties
IAS 40 is an IAS/IFRS that applies to recognition and measurement of and the provision of information on
investment properties. This standard therefore provides the treatment method for investment properties
and the corresponding disclosure requirements.
IAS/IFRS
The IAS (International Accounting Standards) and IFRS (International Financial Reporting Standards) ap-
ply to the preparation of nancial statements and are drafted by the International Accounting Standards
Board (IASB).
Income capitalisation
This is a valuation technique used for valuing real estate where the income stream is discounted in a
perpetuity at a certain required rate of return. Subsequently, certain corrections are applied to account for
deviations in full occupancy under market conditions (subletting, incentives, vacancies, etc.).
Indexation
The rent is contractually adjusted for ination annually on the anniversary of the contract start date based
on the reference index in each specic country.
Initial yield
The ratio of the (initial) contractual rent of a purchased property to the acquisition cost. See also Acqui-
sition price.
GLOSSARY
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Inside Information
Any information of a precise nature which has not been made public, relating, directly or indirectly, to one
or more issuers of nancial instruments or to one or more nancial instruments and which, if it were made
public, would likely have a signicant effect on the prices of those nancial instruments (or on the price
of related derivative nancial instruments).
Interest hedging
The use of derivative nancial instruments to protect existing debt positions against an increase in in-
terest rates.
Interest Rate Swap (forward)
An IRS for which the start date takes place in the future.
Interest Rate Swap (IRS)
An interest rate swap is an instrument in which parties exchange interest payments with one another
for a set term. WDP uses Interest Rate Swaps to convert oating interest payments into xed interest
payments, to hedge against interest rate increases.
Intrinsic value
The value of the portfolio as determined by the independent property experts, including transaction
costs. The fair value (see also Fair value), in the sense of the IAS/IFRS reference scheme, can be obtained
by deducting an appropriate quota for registration duties and/or VAT from the investment value.
IVSC (International Valuation Standards Council)
An independent body that develops global standards regarding valuations that investors and other third
parties or stakeholders should be able to trust.
Liquidity
This is the average number of shares traded per trading day measured over a specic period of time.
Market capitalisation
Closing price on the stock market multiplied by the number of shares in circulation on that date.
Net dividend
This is equal to the gross dividend after deduction of the 30% advance levy. See also Advance levy.
Occupancy rate
The occupancy rate is calculated based on the rental values of the leased properties and non-leased
surface areas, including the income from solar panels. This does not include projects under development
or renovations.
Operating margin
The operating margin is obtained by dividing the operating result (before the result on the portfolio) by
the property result.
Optional dividend
With an optional dividend, the dividend claim linked to an established number of existing shares provides
the right to a new share, at an issue price per share that may include a discount compared to the stock
market price (whether or not an average stock market price over a certain period). The issue of shares
within the framework of the optional dividend is subject to standard company law on capital increases.
If, in addition to a contribution in kind within the framework of the distribution of an optional dividend,
a contribution in cash is made, the special provisions of article26, §1 of the GVV/SIR Act concerning
capital increases in cash cannot be declared applicable in the articles of association, insofar as this op-
tional dividend is effectively made payable to all shareholders. The special rules on contribution in kind
to a GVV/SIR, as provided for by Article26, §2 of the GVV/SIR Act, do not apply either, provided certain
conditions are met.
Partial demerger
A partial demerger is a legal transaction in which part of the assets of a company (both rights and obliga-
tions) is transferred to an existing or new company without dissolution, in exchange for transfer of shares
in the acquiring company to shareholders in the demerging company.
Portfolio value
The portfolio value is composed of investment properties, investment properties under construction for
own account with the purpose of being rented out, assets held for sale and the fair value of the solar
panels.
Project management
Management of construction or renovation projects. WDP has an internal team of project managers
working exclusively for the company.
Property management
Day-to-day management of the property portfolio, more specically formulation of the policy for man-
agement of existing buildings (maintenance, modication and improvement works). WDP has an internal
team of property managers working exclusively for the company.
Property portfolio
The investment properties including the buildings intended for rental, the investment properties under
development with a view to rental and the assets intended for sale.
PV installation
Photovoltaic or solar panel system.
Quality distribution of the properties in the property portfolio
The quality distribution of the properties within the property portfolio is based on a classication accord-
ing to Class A green certied warehouse, Class A warehouse, Class B warehouse and Class C ware-
house. This classication is based on the following parameters: age and location of the property, clear
height, prospects for expansion and/or development, equipment and parking.
GLOSSARY
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Record Date
The date on which the positions are closed for identication of shareholders entitled to dividends, also
known as the ex-date for short.
Reference shareholder
Any natural person, legal entity or company (possibly with a legal personality) that holds at least 10% of the
shares in the Company individually and directly, in accordance with Article15 of the Articles of Association
of the Company.
Regulated Real Estate Company (GVV/SIR)
A regulated real estate company is a listed operational real estate company that specialises in making
real estate available to users and meets the legal requirements as set out in the GVV/SIR legislation. It
positions itself in an international context as a REIT, characterised by a regime of scal transparency. The
GVV/SIR is subject to the prudential supervision of the FSMA. See also GVV/SIR legislation.
REIT (Real Estate Investment Trust)
International designation for listed real estate investment funds with a special tax status (such as in Bel-
gium (see also GVV/SIR), the Netherlands (see also FBI) and France (see also SIIC)).
Renewable Energy Certificates (RECs)
These are granted by the Flemish Electricity and Gas Market Regulator (the “VREG”) in Flanders, the
Wallonia Energy Commission (the “CWaPE”) in Wallonia and the Romanian Energy Regulatory Authority
(the “ANRE”) in Romania for alternative energy projects, including solar power, with a minimum price per
certicate.
Risk management
Identication of the main risks facing the company, their potential impact and development of a strategy
to mitigate any impact.
Sales value
The fair value at which a particular property was sold.
SIIC (Société d’Investissement Immobilier Cotée)
Special tax status available in France that listed real estate companies can opt for if the specic require-
ments are met. See also 12. Permanent document.
Take-up
The total take-up of surface area by users on the rental market over a particular period of time.
Thin capitalisation
Thin capitalisation refers to excessive use of debt capital by a company, in order to maximise the tax
deduction on interest. Local tax regimes typically impose limits on this by restricting the tax deduction on
interest on the part of the debt that is considered excessive.
Trailing-twelve-months
This describes nancial gures calculated based on the last twelve months.
Transfer costs
The transfer of ownership of a property is, in principle, subject to the collection by the state of transfer
rights that constitute the bulk of the transaction costs. The amount of these rights depends on the meth-
od of transfer, the capacity of the buyer and the geographical location of the property.
Velocity
The number of shares traded per year divided by the total number of shares at the end of the year.
WVV (CCA)
Belgian Code of Companies and Associations, introduced by Art. 2 Act of 23 March 2019 (Belgian Ocial
Gazette 4 April 2019).
GLOSSARY
www.wdp.eu
WDP NV/SA
Blakebergen 15, B-1861 Wolvertem
T. +32 (0)52 338 400
[email protected] | www.wdp.eu
www.facebook.com/WDPwarehouses
@WDP_EU
linkedin.com/company/wdp
Company number: BE 0417.199.869 (Register of legal entities of Brussels, Dutch section)
Design and realisation: CF Report I Text and photography: WDP I Translations ElaN Translations
This report has been printed on FSC certied paper.
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