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Annual Report and
Financial Statements 2022
Creating
space for
science
Life Science REIT plc is the UK’s first
listed property business focused on
the growing life science sector.
We target opportunities in the ‘Golden Triangle’
research and development hubs of Oxford, Cambridge
and London’s Knowledge Quarter. By investing
primarily in a diversified portfolio of properties that
are leased, or intended to be leased, to occupiers
in the life science sector, we aim to generate capital
growth whilst also delivering growing income.
Our shares are traded on the Main Market of the
London Stock Exchange, under the ticker LABS.
Find us online
www.lifesciencereit.co.uk
Our vision:
Our culture:
Our strategy:
We intend to become the property provider of choice for life
sciencecompanies in the UK, giving shareholders exposure to
aspecific growth sector.
• Open and collegiate
• Purpose driven
• Appropriately challenging
• Combining freshness and
experience
• Innovative
• Investment: acquire
well‑located assets where
wecan add value
• Asset management: drive
value and rents through active
management
• Financial: optimise returns
through appropriate financing
• Sustainability: committed
toclass‑leading performance
on ESG
Front cover
image
Cambourne
Business Park,
Cambridge
1
Life Science REIT plc Annual Report and Financial Statements 2022
CONTENTS
Strategic report
Pages 2 to 71
Financial highlights 2
Operational highlights 4
At a glance 6
Investment case 8
Chair’s statement 9
Market overview 12
Business model 18
Objectives and strategy 20
Key performance indicators 22
Strategy in action
 Oxford Technology Park 24
 Rolling Stock Yard 28
Investment Adviser’s report 30
Sustainability 38
Our stakeholders 58
Section 172(1) statement 60
Principal risks and uncertainties 62
Going concern and
viability statement 70
Corporate governance
Pages 72 to 99
Chair's introduction to
governance 72
Board of Directors 74
Investment Adviser 76
Corporate governance statement 78
Management Engagement
Committee report 89
Audit and Risk Committee report 91
Directors’ remuneration report 94
Directors’ report 96
Financial statements
Pages 100 to 141
Statement of Directors’
responsibilities 100
Independent Auditor’s report 101
Consolidated statement of profit or
loss and other comprehensive income
110
Consolidated statement
of financial position 111
Consolidated statement
of changes in equity 112
Consolidated statement
of cash flows 113
Notes to the consolidated
financial statements 114
Company statement of
financial position 137
Company statement of changes
inequity 138
Notes to the Company financial
statements 139
Additional information
Pages 142 to IBC
Unaudited supplementary notes not
part of the consolidated financial
information 142
Property portfolio 150
Shareholder information 151
Glossary 154
Contact details of the advisers IBC
Rolling Stock Yard,
London Knowledge Quarter
Read more on pages 28 and 29
Oxford Technology Park,
Oxford
Read more on pages 24 to 27
STRATEGIC REPORT
2
Life Science REIT plc Annual Report and Financial Statements 2022
FINANCIAL HIGHLIGHTS
Financial highlights
1
12 months to 31 December 2022
GROSS PROPERTY INCOME (LOSS)/PROFIT BEFORE TAX
IFRS (LOSS)/EARNINGS
PERSHARE
£13.1m
Period to 31 December 2021
2
: £0.5m
£(27.5)m
Period to 31 December 2021
2
: £7.7m
(7.9)p
Period to 31 December 2021
2
: 2.2p
EPRA EARNINGS/(LOSS)
PERSHARE
ADJUSTED EARNINGS/(LOSS)
PER SHARE
3
DIVIDENDS PERSHARE
4
0.4p
Period to 31 December 2021
2
: (0.1)p
0.7p
Period to 31 December 2021
2
: (0.1)p
4.0p
Period to 31 December 2021
2
: n/a
1. The Group presents EPRA Best Practices Recommendations as Alternative Performance Measures (“APMs”) to assist stakeholders in assessing performance
alongside the Group’s statutory results reported under IFRS. APMs are among the key performance indicators used by the Board to assess the Group’s
performance and are used by research analysts covering the Group. EPRA Best Practices Recommendations have been disclosed to facilitate comparison
withthe Group’s peers through consistent reporting of key real estate specific performance measures. However, these are not intended as a substitute for
IFRSmeasures. Please see the unaudited supplementary notes on pages 142 to 149 for further details onAPMs.
2. The comparative period is from 1 August 2021 to 31 December 2021.
3. Adjusted EPS excludes exceptional costs associated with the Company’s move from AIM to the Main Market of the London Stock Exchange. Therewere
noexceptional items in the period to 31December2021.
4. Dividends paid and declared in respect of the year to 31 December 2022, including the second interim dividend of 3.0 pence per share declared on
27March2023, and due for payment on 15May2023. Dividends paid during the year to 31 December 2022 totalled 1.0pence per share (period to
31December2021: nil).
5. Gross debt less cash, short-term deposits and liquid investments, divided by the aggregate value of properties and investments.
As at 31 December 2022
PORTFOLIO VALUATION IFRS NET ASSET VALUE (“NAV”)
IFRS NAV
PER SHARE
£387.6m
As at 31 December 2021: £192.2m
£319.5m
As at 31 December 2021: £350.6m
91.3p
As at 31 December 2021: 100.2p
EPRA NET TANGIBLEASSETS
EPRA NET TANGIBLE
ASSETSPER SHARE LOAN TO VALUE
5
£315.1m
As at 31 December 2021: £350.6m
90.0p
As at 31 December 2021: 100.2p
16.8%
As at 31 December 2021: n/a
We delivered a robust financial performance in 2022,
delivering on our IPO targets despite a challenging
macroeconomic environment.
3
Life Science REIT plc Annual Report and Financial Statements 2022
• IPO proceeds fully invested within six months of IPO,
inline with plan
• Completed move from AIM to the Main Market of the
London Stock Exchange, effective 1December 2022
• Paid or declared dividends totalling 4.0 pence per
share in respect of the period from Admission to
31December2022, meeting the Company’s IPO target
• Portfolio valued at £387.6 million as at 31 December
2022 with a revaluation loss of £31.3 million in the year,
reflecting a 7.5% reduction on book value. The vast
majority of the fall is attributed to the 2022 transactions
where acquisitions and purchasers’ costs were the
main contributor. Theremainder was on the like-for-like
portfolio where a 29bps outward yield shift in the
year was partly offset by a 4.7% like-for-like growth in
ERV reflecting the embedded value in the overall life
sciencesector
• IFRS net asset value of £319.5 million or 91.3 pence per
share at the year end, down 8.9% from 31December2021
• Agreed £150.0million debt facility with HSBC, comprising
£75.0million three-year term loan and £75.0million
revolving creditfacility, at 225 basis points over SONIA
• Gross debt of £110.8 million at 31 December 2022,
including £35.8 million drawn on Oxford Technology
Park (“OTP”) acquired facility, resulting in a loan to value
(“LTV”) of16.8%
• Capped SONIA on the HSBC term loan at 2.0% and an
existing SONIA cap acquired on the OTP facility at 0.75%,
resulting in interest rate protection at 94.1% of drawn debt
at year end
• Cancelled the share premium account of £339.3million,
tocreate substantial distributablereserves
STRATEGIC REPORT
4
Life Science REIT plc Annual Report and Financial Statements 2022
OPERATIONAL HIGHLIGHTS
Operational highlights
As at 31 December 2022
1,2
CONTRACTED RENTROLL ESTIMATED RENTALVALUE OCCUPANCY
£13.8m
As at 31 December 2021
1,2
: £9.3m
£17.2m
As at 31 December 2021
1,2
: £10.1m
82.0%
As at 31 December 2021
1,2
: 80.9%
WEIGHTED AVERAGE
UNEXPIRED LEASE TERM
(“WAULT”) TO EXPIRY WAULT TO FIRSTBREAK NET REVERSIONARY YIELD
6.2 years
As at 31 December 2021
1,2
: 6.6 years
4.5 years
As at 31 December 2021
1,2
: 4.1 years
5.2%
As at 31 December 2021
1,2
: 5.0%
• Acquired:
• OTP for £120.3 million, comprising two complete
multi-let office/lab buildings, an on-site hotel and a
forward-funded development site
• 7-11 Herbrand Street (“Herbrand Street”) for
£85.0million, which is fully let as offices until 2026
andhas excellent potential for lab conversion
• Made good progress with asset management plans,
including developing new space at OTP and starting a
project to repurpose empty space at Rolling Stock Yard
(“RSY”) as ‘plug and play’ laboratories, the latter of which
has now completed
• Portfolio at the year end has good exposure to Oxford,
Cambridge and London Knowledge Quarter, and includes
income-producing assets and new-build developments
• Contracted rent roll increased from £9.3 million at
31December2021 to £13.8 million at 31 December 2022,
primarily as a result of the acquisitions
• Significant potential in the investment portfolio, with the
estimated rental value (“ERV”) of £17.2 million reflecting a
reversionary percentage of 8.7% on let space. Like-for-like
ERV growth in the year was 4.7%
• WAULT to expiry has reduced by 0.4 years to 6.2 years
(31 December 2021: 6.6 years), reflecting acquisitions and
the natural reduction of WAULT over time
• Occupancy of 82.0% at the year end (31December2021:
80.9%), with the 2022 acquisitions and lease up of OTP
driving an improvement on the prior year
1. Investment properties only. Development properties and land have been excluded from the abovemetrics.
2. The Group presents EPRA Best Practices Recommendations as Alternative Performance Measures (“APMs”) to assist stakeholders in assessing performance
alongside the Group’s statutory results reported under IFRS. APMs are among the key performance indicators used by the Board to assess the Group’s
performance and are used by research analysts covering the Group. EPRA Best Practices Recommendations have been disclosed to facilitate comparison with
the Group’s peers through consistent reporting of key real estate specific performance measures. However, these are not intended as a substitute for IFRS
measures. Please see the unaudited supplementary notes on pages 142 to 149 for further details onAPMs.
We made good progress implementing our strategy, acquiring
further attractive assets, driving reversionary values in the existing
portfolio and delivering our sustainability strategy.
5
Life Science REIT plc Annual Report and Financial Statements 2022
• New sustainability strategy developed, combining
corporate-level and asset-type specific objectives
• First year of disclosing performance for carbon, energy,
waste and water for four of our six assets, in line with
EPRA, SECR and TCFD requirements
• Appointed Richard Howell as a Non-Executive Director
and subsequently as Senior Independent Director and
Chair of the Audit and Risk Committee
• Appointed Sally Ann Forsyth as the Board’s Sustainability
Lead and Michael Taylor as Chair of the Management
Engagement Committee
• Completed letting to Oxford Ionics on 4,887 sq ft of
space at OTP, at a rent of £28.5 per sq ft
• Completed letting with a life science company backed by
Syncona on 7,322 sq ft at Rolling Stock Yard, at a rent of
£110.0 per sq ft
• Completed letting to Arcturis Data at OTP on 5,509 sq ft,
at a rent of £28.7 per sq ft
• The above lettings progress increases occupancy to
88.6%, a 6.6% uplift on the year end position
• In February 2023 the OTP debt facility was refinanced
by drawing down £26.3 million from the Group’s existing
£150.0 million HSBC facility as well as utilising existing
cash resources
• The Board has declared a second interim dividend
of 3.0 pence per share in respect of the year ended
31December 2022, in addition to the 1.0pence interim
ordinary dividend paid on 31 October 2022, and has
therefore met the target dividend yield of 4.0% set at IPO.
This will be paid as an ordinary dividend on 15May2023,
with an ex-dividend date of 13 April 2023
• Sustainability Committee formed with Sally AnnForsyth
as Chair
Sustainability and corporate governance
Post year end highlights
Cambourne Business Park, Cambridge
STRATEGIC REPORT
6
Life Science REIT plc Annual Report and Financial Statements 2022
At the year end, our portfolio contained six assets
in key locations within the Golden Triangle.
AT A GLANCE
London
Cambridge
5
6
3
4
1
2
Oxford
Asset location by valuation
London
42.3%
Cambridge
24.4%
Oxford
33.3%%
7
Life Science REIT plc Annual Report and Financial Statements 2022
Rolling Stock Yard
London Knowledge
Quarter
Oxford Technology
Park, Oxford
Cambourne Business
Park, Cambridge
Area: 53,900 sq ft
Type: Hybrid
Contracted rent: £3.5 million
Valuation: £83.9 million
Acquisition date: December 2021
Investment: 104,300 sq ft
Development: 388,100 sq ft
Total area: 492,400 sq ft
Type: Hybrid
Contracted rent: £1.4 million
Investment: £43.8 million
Development: £77.6million
Total valuation: £121.4 million
Acquisition date: May 2022
Area: 231,700 sq ft
Type: Hybrid
Contracted rent: £4.1 million
Valuation: £87.2 million
Acquisition date: December 2021
7-11 Herbrand Street
London Knowledge
Quarter
Lumen House
Harwell Campus
Oxford
The Merrifield Centre
Cambridge
Area: 68,600 sq ft
Type: Office
Contracted rent: £4.0 million
Valuation: £79.8 million
Acquisition date: May 2022
Area: 17,600 sq ft
Type: Office
Contracted rent: £0.4 million
Valuation: £7.8 million
Acquisition date: November 2021
Area: 12,600 sq ft
Type: Laboratory
Contracted rent: £0.3 million
Valuation: £7.5 million
Acquisition date: November 2021
1
6
3
42
5
STRATEGIC REPORT
8
Life Science REIT plc Annual Report and Financial Statements 2022
As the first London-listed REIT specialising in life science
real estate, we provide investors with a unique opportunity
to gain exposure to this exciting sub-sector.
INVESTMENT CASE
We believe the following factors make our business a compelling proposition.
Strong and growing
demand forlifescience
space
The UK is at the forefront of life science in Europe, with four of the top ten global
research universities and more than 6,500 businesses. Not only this, but it is first
globally on venture capital (“VC”) funding per capita, followed by the US. Significant
private and public investment is helping to grow existing businesses and create new
ones, resulting in strong and growing demand for suitable life science real estate.
Evenso, the market is relatively immature, with the Golden Triangle of Oxford,
Cambridge and London Knowledge Quarter having only a fraction of the purpose-built
laboratory stock of comparable locations in the USA. See pages 12 to 17.
Constrained supply has
driven rental growth and
yield compression
Existing life science real estate in the UK is typically at or beyond capacity, not
suitable or in the wrong locations. The resulting significant shortage of space is
driving rental growth. There is a significant opportunity for us to create new space
through forward-funding developments, change of use and developing new life
science hubs. In the Golden Triangle alone, an estimated 15 million sq ft of new space
for life science will be required over the next decade. See pages 12 to 17.
Highly experienced
management with a
proven track record
Our Investment Adviser, Ironstone Asset Management Limited (“Ironstone”), has a
highly experienced team of senior professionals, who have built, operated and grown
companies in the UK real estate market for more than three decades. The Investment
Adviser’s excellent relationships with potential vendors, agents, banks, financial
institutions and others gives us the ability to source investment opportunities
off-market, in a highly competitive environment. See pages 76 and 77.
Focus on sustainability
We are integrating sustainable practices into all aspects of our business. We have a
rigorous focus on minimising the environmental footprint of our assets, which aligns
with our occupiers, and create social value by providing space that enables scientific
activity to improve health and quality of life. High-quality workplaces support the
wellbeing of our occupiers’ employees and help them to meet the challenge of
attracting and retaining top talent. See pages 38 to 57.
A strategy for value
creation
We have significant potential to create value through active management of our
portfolio, including developing new life science facilities, enabling us to drive
capital values and increase our rental income. We also see good prospects for
further acquisitions of both income-producing assets and forward funding or other
development opportunities. We therefore expectto deliver further capital and
income growth over the coming years, supporting our total return and dividend
targets. See pages 18 and 19.
9
Life Science REIT plc Annual Report and Financial Statements 2022
CHAIR’S STATEMENT
At the end of the Group’s first full year, I am delighted to say
that we have delivered on the promises we set out at our IPO
in November 2021. We achieved our goal of fully deploying
the IPO proceeds within six months, completed our move
from AIM to the Main Market and met our dividend target.
Ourfocus now is on executing our business plans for each
ofthe assets, to drive capital values and income growth.
An attractive and resilient market
In my previous reports, I have outlined the significant
attractions of our market. There is high occupier demand in
the Golden Triangle locations we are targeting, underpinned
by long-term structural growth drivers. At the same time,
there is very little available space and a limited pipeline of
new developments, leading to robust rental growth. The life
science sector also has low exposure to consumer spending,
helping to insulate it from the broader economic cycle.
These positive attributes proved their worth in the second
halfof the year, as worsening economic conditions, high
interest rates and continued geopolitical uncertainty
contributed to a rapid expansion in yields in many real estate
sectors. While life science has not been immune, the strong
occupational market has helped to limit the impact on asset
valuations, with outward yield shifts being partly offset by
continued increases in estimated rental values.
Successfully implementing the strategy
In the first half of the year, we acquired OTP, which was the
final asset in our initial pipeline, and Herbrand Street in the
London Knowledge Quarter, which has excellent potential for
conversion to laboratories.
The portfolio offers significant near-term value creation
opportunities, including completing the development
site at OTP, repositioning Cambourne Business Park and
repurposing unlet space at Rolling Stock Yard as ‘plug and
play’ laboratories. We are making good progress with our
development programme at OTP, with a further two buildings
nearing completion and two more under way. Weare in
discussions with a wide range of potential occupiers at
OTP, including for space that has yet to complete, and have
announced new leases with Oxford Ionics and Arcturis Data
after the year end. We have also secured what we believe
to be a record rent for a lab in London at Rolling Stock
Yard, withour refit increasing rents from £65.0 per sq ft to
£110.0per sqft on the new lab space.
In addition to laboratories and offices, life science businesses
are increasingly focused on computing power and our
potential occupiers include data centre and quantum
computing companies. We are also looking at production
space within our sites, with demand increasing as companies
re-shore manufacturing to ensure supply chain resilience.
Increasingly, life science businesses want to have their head
office, R&D and production facilities within the UK and often
on the same site.
I AM DELIGHTED TO
REPORT THAT WE HAVE
DELIVERED ON OUR IPO
PROMISES, DEVELOPED OUR
SUSTAINABILITY STRATEGY,
AND ARE WELL PLACED FOR
FURTHER PROGRESS, WITH
SIGNIFICANT POTENTIAL FOR
VALUE CREATION IN THE
PORTFOLIO.
CLAIRE BOYLE
Chair
STRATEGIC REPORT
10
Life Science REIT plc
Annual Report and Financial Statements 2022
Financial performance and dividends
The portfolio was independently valued at £387.6 million
at the year end, refl ecting a 7.5% reduction on book value.
Market factors outlined above in addition to acquisition
and purchasers’ costs drove this decline. Like-for-like ERVs
increased by4.7%, due to further market rental growth which
helped to partially off set the decline in values during the year.
The IFRS net asset value at 31 December 2022 was 91.3pence
per share, an 8.9% reduction on the prior year after
accounting for the fall in portfolio valuations and the costs of
acquisitions in the year. IFRS earnings per share (“EPS”) was
a loss of 7.9 pence, while EPRA EPS was 0.4 pence. Adjusted
EPS, which excludes the eff ect of one-off exceptional costs,
was 0.7 pence.
At IPO, we set a target dividend yield of 4.0%, based on the
issue price of 100 pence per share. After paying an interim
ordinary dividend of 1.0 pence per share on 31 October
2022, the Board has declared a second interim dividend
of 3.0pence per share, to give a total for the period from
Admission to 31December 2022 of 4.0 pence, thereby
meeting our target. The second interim dividend will be paid
as an ordinary dividend on 15 May 2023, with an ex-dividend
date of 13 April 2023.
A well-fi nanced business
The business has a robust fi nancial position, with the
resources we need to implement our asset management plans
and signifi cant headroom in our facilities.
During the year we agreed our fi rst debt fi nancing, a
£150.0million facility with HSBC, split equally between a term
loan and a revolving credit facility. At the year end, total net
borrowings stood at £65.2 million, giving us a loan to value
(“LTV”) ratio of 16.8%. On a gross debt basis this was 28.6%;
we expect to maintain a LTV of 30%-40% in the longer term.
Given the sharp rise in interest rates in the second half of the
year, we were pleased to have put in place hedging that caps
the SONIA rate on the term loan at 2.0% until March 2025.
We also acquired an existing SONIA cap on the OTP facility
at 0.75%. As a result, 94.1% of our drawn debt at the year end
was at a capped rate.
Since the year end we have refi nanced the OTP debt facility
by drawing down £26.3 million from the existing HSBC facility
as well as utilising existing cash resources.
Move to the Main Market
At IPO, we said we intended to move from AIM to the Main
Market of the London Stock Exchange, which took place on
1December2022. The benefi ts include access to a deeper
pool of capital and a broader range of shareholders, which will
help us to implement our growth strategy and contribute to
increased liquidity in the shares. The move to the Main Market
also creates the potential for the Company to be included
in a broader range of equity indices in the future, including
FTSE’s EPRA and UK Index Series, which may further increase
demand for the shares and their liquidity. As at 17 March 2023
the Company was included in the FTSE UK All-Share and Small
Cap Indices. In addition, as a Main Market company, we now
comply with higher governance standards under the Listing
Rules, and related regulations and guidance. Wetherefore see
this as an important step in our development.
CHAIR’S STATEMENT CONTINUED
11
Life Science REIT plc Annual Report and Financial Statements 2022
Sustainability matters
Our approach to value creation includes rigorously
managing ESG issues. We incorporate environmental
and social characteristics in our business processes and
management and already have a strong track-record,
including BREEAM-certifi ed buildings and A or B rated
energyperformance certifi cates (“EPCs”). We are now
challenging ourselves to go further.
In 2022, we measured our carbon baseline, defi ned
our sustainability strategy and undertook a climate risk
assessment (see Sustainability section on pages 38 to
57 for further details). We are augmenting our existing
suite of management controls, KPIs and tools with wider
environmental and social metrics, to ensure we maximise
opportunities to collaborate with our occupiers, and that we
have a robust risk framework, including climate-related risks,
as part of our governance processes and business resilience.
From a governance perspective, we completed our fi rst
evaluation of the Board and its Committees, which showed
that we are functioning well together (see page 79 for
more information). As previously reported, we appointed
RichardHowell as a Non-Executive Director in May 2022
and he subsequently became our Senior Independent
Director and Chair of the Audit and Risk Committee. This has
allowed SallyAnnForsyth to focus on her role as the Board’s
Sustainability Lead (and Chair of the Sustainability Committee
from 2023), while Michael Taylor has taken over as Chair of the
Management Engagement Committee.
Looking forward
Going into 2023, we expect the favourable conditions
in theoccupational market to continue, supporting our
leasing activity as we execute our asset management plans.
Oursuccess to date with leasing-up OTP and the substantial
rental uplift with the post year end letting at Rolling Stock
Yard demonstrate the portfolio’s potential to drive further
earnings growth and support our asset valuations, by
fulfi lling the overwhelming demand in the Golden Triangle
for specifi cally designed lab space. We will continue our
development programme at OTP, where we are targeting to
complete afurther 388,100 sq ft of space by mid-2024.
Across the wider investment market, the potential for
further valuation declines in the fi rst half of 2023 may create
interesting acquisition opportunities for us in the second half
of the year.
Growth in the immediate future will be focused around our
letting, asset management and development activities. We
believe the strong occupier demand and limited supply of
space in the life science sector will continue to drive rental
growth in the future. In the short term we expect further
investment activity to be muted until the economic outlook
becomes clearer but will continue to closely monitor the life
science investment market for any interesting acquisition
opportunities.
Claire Boyle
Chair
24 March 2023
STRATEGIC REPORT
12
Life Science REIT plc Annual Report and Financial Statements 2022
We operate in a highly attractive market, characterised by
a variety of long-term structural drivers, which contribute to
unprecedented levels of public and private investment.
MARKET OVERVIEW
Supportive long-term structural drivers
The COVID-19 pandemic has accelerated trends that were already under way, like the increasing use of digital tools, spurring
avariety of public-private partnerships at the same time as reminding governments of the importance of the science industry.
Life Sciences
Global firms
choosing
the UK
Ageing
population
Tech and
discovery
COVID-19
catalyst
Increasing
government
spending
Demand for
digital health
Large pharma
firepower
13
Life Science REIT plc Annual Report and Financial Statements 2022
The British government has a set clear mission to ensure the UK is a globally recognised hub for the science industry, one of its
key pillars of economic growth. Recent announcements and objectives include:
Plans for largest ever R&D budget:
£20.0billion by 2024-25 (+30.0%)
(March 2022)
Launch of a £119.0 million fund for overseas
research collaborations
(December 2022)
Proposed Plan B in lieu of access to funding
through Horizon
(January 2023)
Tax relief offer for companies that spend
more than 40% of total expenditure on R&D
(March 2023)
Proposal to set up a fast approval process for
the most cutting-edge medicines and devices
(March 2023)
Newly appointed Science, Innovation
andTechnology Secretary given dedicated
seat atthe Cabinet
(February 2023)
Launched a £370m Science and Technology
Framework to boost investment in innovation
(March 2023)
Plans to increase total R&D investment to
2.4% of GDP by 2027
(March 2022)
Creation of new Department for Science,
Innovation and Technology (“DSIT”)
(February 2023)
Government puts science high on the national agenda
Proposed
Actioned
STRATEGIC REPORT
14
Life Science REIT plc Annual Report and Financial Statements 2022
£0m
£1,000m
£2,000m
£3,000m
£4,000m
£5,000m
2018
VC raised
2019
2020 2021 2022
London Oxford Cambridge Other Golden Triangle Other
+22% vs. 2020
VC funding into UK life science companies reached its second highest point in history at the end of 2022. Whilst funding was
lower than the record-breaking year in 2021, investment in 2022 was still 22% higher than 2020.
MARKET OVERVIEW CONTINUED
UK life science industry continues to attract substantial
venturecapital (“VC”) investment.
1. Cushman & Wakefield Q4 2022 Research.
The types of life science real estate
The life science market offers a range of potential building
types that we can invest in. These include:
• ‘wet’ labs, where drugs, chemicals and other types of
biological matter can be analysed and tested;
• ‘dry’ labs, which focus on applied or computational
mathematical analyses;
• write-up space, where people document their analysis
or come together and work in teams on developing and
analysing research;
• offices, incubator space and co-working;
• manufacturing and prototyping facilities;
• facilities and amenities, which support interactions
betweenoccupiers and their employees’ wellbeing; and
• data centres, to enable the rapidly growing need for
computing power and data handling in life sciences.
We can also acquire existing buildings which can be
repurposed for life science, or land we can use for
developments.
VC funding in UK life science companies
1
15
Life Science REIT plc Annual Report and Financial Statements 2022
‘GENIUS LOCI’, A PRIORITY
All assets strategically located in the UK’s Golden Triangle,
alifescience hotspot which has shown unprecedented strength.
Most important science cluster
in Europe: 6,500 life science
businesses in the UK
1
Global leader on VC funding per
capita: Cambridge led the ranking
and London and Oxford sat within
top five
2
Lab vacancy rates at all-time
lows: 0.2% in Cambridge and 2.6%
inOxford
3
Supply shortage: 21 million sq ft of
new space required in the UK for
life science over the next decade
2
Take-up at record highs:
1.4million sq ft recorded in the
Golden Triangle from life science
companies in 2022, the highest in
the last fiveyears
2
Strong lab rental growth forecasts:
4.4% p.a. in Cambridge until2027
3
1. UK Government Q4 2022 Research.
2. Savills Q4 2022 Research.
3. Bidwells Q4 2022 Research.
Life science is driven by like-minded and complementary companies clustering around knowledge hubs, such as major
universities and teaching hospitals. This helps them to innovate, share knowledge and benefit from government incentives and
business synergies, creating what is known as ‘Genius Loci’ within these ecosystems.
In the UK, the established clusters include the Golden Triangle of Oxford, Cambridge and the London Knowledge Quarter, which
is our primary focus for investment. There are also emerging clusters in Birmingham, Newcastle, Edinburgh and Manchester.
London
Cambridge
Oxford
2021A
25.0%
2022A
20.6%
2023F
11.1%
2.0%
2024F
0.8%
1.3%
2025F
3.1%
1.3%
2026F
3.7%
0.6%
2027F
3.6%
0.6%
Oxford
Cambridge
£45.0 psf
£55.0 psf
£65.0 psf
£75.0 psf
£85.0 psf
STRATEGIC REPORT
16
Life Science REIT plc Annual Report and Financial Statements 2022
Year on year rental growth
1
MARKET OVERVIEW CONTINUED
Lab demand exceeds offices for the first time ever
Lab requirements exceeded office requirements for the first time ever across the Oxford to Cambridge Arc (“Arc”) in 2022,
with1.9 million sq ft take-up recorded in the Arc from life science companies in 2022, the highest ever recorded.
Unparalleled leasing and rental growth recorded in 2022
The demand for lab space continues to run close to record levels with the ongoing growth of science and tech businesses.
Forexample, Cambridge laboratory requirements stood almost four times ahead of the pre-pandemic level, pushing demand
toits highest point since AstraZeneca’s 2015 requirement.
In addition, rents rose to new highs with 10%-20% year-on-year growth recorded across the Golden Triangle.
Valuations reducing and yields experiencing an outward shift
In the second half of 2022, high inflation, political uncertainty, the sharp increase in interest rates post the ‘mini budget’, the
prospect of a recession and the ongoing war in Ukraine combined to significantly reduce asset values and expand yields in
many sectors of the UK real estate market.
1. Bidwells Q4 2022 Research.
17
Life Science REIT plc Annual Report and Financial Statements 2022
Take-up in the next ten years to notably exceed pipeline
When it comes to the outlook for the life science industry, take-up in the Golden Triangle for the next ten years is expected
to exceed the pipeline by c.3 million sq ft. In addition, up to £15.0 billion of live capital is looking for a home in UK life sciences
realestate.
Industrial
(28.6%)
Retail
H2 2022 absolute movement in valuation
1
Office Labs
2
(14.5%)
(14.1%)
(6.3%)
Take-up forecast up to 2031 (2022-2031)
1
Pipeline up to 2030 (2022-2030)
2
Golden Triangle Rest of UK
15.0m
sq ft
6.0m
sq ft
London Cambridge Oxford
4.5m
sq ft
4.3m
sq ft
3.2m
sq ft
Total Golden Triangle: 12.0m sq ft
1. CBRE Monthly Index Q4 2022 Intelligence.
2. The Group’s portfolio.
1. Savills Q2 2022 Research.
2. JLL Q4 2022 Intelligence.
While life science property has not been immune to these
pressures, valuations in the sector have held up well. The
valuation of our assets declined by 6.3% in the second half,
while industrial, retail and office asset valuations fell by an
average of 28.6%, 14.5% and 14.1% respectively. The healthy
performance of life science assets reflects the attractive
occupational market, rising rents and lack of dependency
oflife science companies on consumer spending trends.
When it comes to yields, both prime lab and office yields
experienced an outward shift following the increase in
interest rates throughout 2022; primes yields in Cambridge
and Oxford stood at 4.5% and 5.0% for lab and offices
respectively.
STRATEGIC REPORT
18
Life Science REIT plc Annual Report and Financial Statements 2022
BUSINESS MODEL
Our business model is designed to create long-term value
forourshareholders and our other key stakeholders.
OUR VALUE CREATION MODEL
Identify
investment
opportunities
Complete
duediligence
and purchase
Add value
through asset
management
Monitor
investments
Hold or
divest
The Investment Adviser’s knowledge
and relationships are key sources of
competitive advantage for us, when
identifying potential investments. See
page 20 for our investment strategy.
When developing new assets, we seek to
mitigate any development risk through
forward funding or similar arrangements.
For speculative development, we use
best-in-class advisers, fixed-price
construction contracts, and seek pre-lets
wherepractical.
When suitable investment opportunities
arise, the Investment Adviser carries
out thorough due diligence, including
physically inspecting the asset. The
Investment Adviser then negotiates
terms with the vendor, after which the
transaction is subject to approval by
the Investment Adviser’s investment
committee, the AIFM and, for transactions
greater than 20% of gross asset value,
theBoard.
Through the Investment Adviser, we build
close relationships with our occupiers,
so we understand their businesses and
property requirements, which supports
our asset management. Our acquisition
due diligence identifies value creation
opportunities, along with an associated
business case and execution plan. For
information on our asset management
strategy, see page 21.
The Investment Adviser reviews each
property in the portfolio at least monthly,
with a particular focus on tracking
occupancy rates, rental values and rent
collections. The Investment Adviser also
visits each asset at least twice a year.
Monitoring the market and building
valuation databases ensures we are in a
position to take advantage of potential
investment and occupier opportunities.
We intend to be long-term holders of
our assets. This makes us an attractive
landlord to life science occupiers who
often have high barriers to exiting a
building, as the cost of the fit out, the
complexity of their equipment and the
timing of long-term projects can make
moving difficult and expensive.
However, we expect to opportunistically
and strategically dispose of selected
assets, following which we will typically
reinvest the proceeds into new investment
opportunities.
ESG
We are supported by sustainability
experts and have appointed a head of ESG
to embed the newly formed sustainability
strategy across future investments and
the portfolio.
ESG
Environmental and climate-related due
diligence highlight opportunities and risks
to be considered during the acquisition
process.
ESG
We drive decarbonisation and social
value through our connection with
occupiers, understanding environmental
performance at asset level and our
sustainability strategy.
Our climate impact assessment enables us
to form strategies to mitigate risks.
ESG
Our specialist advisers provide regular
updates on the rapidly evolving
regulatory environment, occupier and
other stakeholder expectations for ESG
performance
The Sustainability Committee ensures
accountability for progress on our
sustainability targets.
ESG
Driving towards decarbonisation, meeting
stringent environmental regulations and
climate-related issues may result in some
assets no longer meeting those high
standards.
THE VALUE WE CREATE
Economic value
By carefully selecting investments and implementing our asset management
plans, we benefit from rising rents and support the capital values of our assets,
leading to attractive dividends and total returns for shareholders.
As a REIT, we do not pay corporation tax on profits and capital gains from our
qualifying property rental business, which supports our ability to pay dividends.
Social value
We create social value in a number of ways, in particular by providing real estate that underpins life science research
intoglobally significant problems. In turn, we support job creation and economic activity in the communities surrounding
ourassets.
Through our sustainability strategy (see page 44), we have a clear focus on protecting the environment and providing
spacesand amenities that benefit the wellbeing of the people who work in them.
RESOURCES AND
RELATIONSHIPS
Our business model utilises
the following tangible and
intangible assets to create
value:
Physical assets
We are constructing a diversified
portfolio of real estate assets for life
science occupiers, with a primary
focus on the Golden Triangle.
Skilled and experienced
people
Our model allows us to benefit from
the skills and experience of the
Investment Adviser’s team, as well
as our other professional service
providers.
Specialist knowledge
Our exclusive focus on life science
real estate makes us attractive to
both occupiers and vendors. We
draw on the specialist knowledge
of the Investment Adviser’s team to
implement our strategy.
Relationships
Ironstone’s strong relationships in the
sector, including with vendors, agents
and other key market participants,
helps us to source acquisitions
off-market and to attract new
occupiers for our developments and
repositioned assets.
Financial assets
We finance the business using
shareholders’ equity and a prudent
level of bank debt, with an LTV target
of 30-40% in the long term.
19
Life Science REIT plc Annual Report and Financial Statements 2022
OUR VALUE CREATION MODEL
Identify
investment
opportunities
Complete
duediligence
and purchase
Add value
through asset
management
Monitor
investments
Hold or
divest
The Investment Adviser’s knowledge
and relationships are key sources of
competitive advantage for us, when
identifying potential investments. See
page 20 for our investment strategy.
When developing new assets, we seek to
mitigate any development risk through
forward funding or similar arrangements.
For speculative development, we use
best-in-class advisers, fixed-price
construction contracts, and seek pre-lets
wherepractical.
When suitable investment opportunities
arise, the Investment Adviser carries
out thorough due diligence, including
physically inspecting the asset. The
Investment Adviser then negotiates
terms with the vendor, after which the
transaction is subject to approval by
the Investment Adviser’s investment
committee, the AIFM and, for transactions
greater than 20% of gross asset value,
theBoard.
Through the Investment Adviser, we build
close relationships with our occupiers,
so we understand their businesses and
property requirements, which supports
our asset management. Our acquisition
due diligence identifies value creation
opportunities, along with an associated
business case and execution plan. For
information on our asset management
strategy, see page 21.
The Investment Adviser reviews each
property in the portfolio at least monthly,
with a particular focus on tracking
occupancy rates, rental values and rent
collections. The Investment Adviser also
visits each asset at least twice a year.
Monitoring the market and building
valuation databases ensures we are in a
position to take advantage of potential
investment and occupier opportunities.
We intend to be long-term holders of
our assets. This makes us an attractive
landlord to life science occupiers who
often have high barriers to exiting a
building, as the cost of the fit out, the
complexity of their equipment and the
timing of long-term projects can make
moving difficult and expensive.
However, we expect to opportunistically
and strategically dispose of selected
assets, following which we will typically
reinvest the proceeds into new investment
opportunities.
ESG
We are supported by sustainability
experts and have appointed a head of ESG
to embed the newly formed sustainability
strategy across future investments and
the portfolio.
ESG
Environmental and climate-related due
diligence highlight opportunities and risks
to be considered during the acquisition
process.
ESG
We drive decarbonisation and social
value through our connection with
occupiers, understanding environmental
performance at asset level and our
sustainability strategy.
Our climate impact assessment enables us
to form strategies to mitigate risks.
ESG
Our specialist advisers provide regular
updates on the rapidly evolving
regulatory environment, occupier and
other stakeholder expectations for ESG
performance
The Sustainability Committee ensures
accountability for progress on our
sustainability targets.
ESG
Driving towards decarbonisation, meeting
stringent environmental regulations and
climate-related issues may result in some
assets no longer meeting those high
standards.
THE VALUE WE CREATE
Economic value
By carefully selecting investments and implementing our asset management
plans, we benefit from rising rents and support the capital values of our assets,
leading to attractive dividends and total returns for shareholders.
As a REIT, we do not pay corporation tax on profits and capital gains from our
qualifying property rental business, which supports our ability to pay dividends.
Social value
We create social value in a number of ways, in particular by providing real estate that underpins life science research
intoglobally significant problems. In turn, we support job creation and economic activity in the communities surrounding
ourassets.
Through our sustainability strategy (see page 44), we have a clear focus on protecting the environment and providing
spacesand amenities that benefit the wellbeing of the people who work in them.
STRATEGIC REPORT
20
Life Science REIT plc Annual Report and Financial Statements 2022
Our investment objective remains focused on providing
shareholders with an attractive level of total return, with a focus
on capital growth, whilst also providing a growing level of income.
OBJECTIVES AND STRATEGY
OUR
STRATEGY
1
INVESTMENT
STRATEGY
2
ASSET MANAGEMENT
STRATEGY
3
FINANCING
STRATEGY
To achieve our objectives, we are implementing the
strategy set out on the next two pages:
We aim to construct a portfolio diversified by property type and
occupier. We predominantly buy properties where we can add
value through active asset management and may acquire individual
buildings, groups of buildings or entire science parks (see page 31
for the types of property we consider).
We primarily target the Golden Triangle (see page 6) and may
consider opportunities in other emerging clusters around the UK.
We address the demand-supply imbalance for space in our target
locations by forward-funding developments and acquiring land
todevelop.
We invest in our properties to enhance their appeal to life science
occupiers and increase capital values and rents. This may include
extensions to buildings, refurbishments, change of use and fitting
out space as laboratories. We may use any periods of vacancy
(forexample on lease expiry) to carry out this investment.
Our strategy also includes enhancing our buildings’ sustainability
and engaging with occupiers to identify mutual agendas.
Seepages 44 and 45 for our sustainability strategy.
We finance our business using shareholders’ equity, along with a
prudent level of debt. We may also dispose of assets from time to
time, which will generate funds for reinvestment.
In the longer term, we expect to maintain a loan to value ratio of
30%-40%. Our approach to debt financing may include hedging.
We also intend to implement a Green Finance framework policy, so
we can access applicable schemes offered by financial institutions.
Progress Progress Progress
• Acquired two assets in the year:
• Herbrand Street for £85.0 million, which is fully let as offices
until 2026 and has excellent potential for lab conversion.
Seepage 30 for more information; and
• OTP for £120.3 million, comprising two complete multi-let
office/lab buildings, an on-site hotel and a forward-funded
development site. See page 30 for more information.
• Made good progress with our programme, including:
• nearing completion for two buildings at OTP and starting work
on two others;
• developing our plans to rebrand Cambourne Business Park
during H1 2023; and
• starting the refit of vacant space at Rolling Stock Yard
aslaboratories.
• See sustainability section for strategy progress, pages 44 and 45.
• Since the year end we have agreed two new leases at OTP
and secured a record rent of £110.0 per sq ft for London lab
space, onpart of the repurposed space at Rolling Stock Yard,
showcasing the benefits of our asset management.
• Agreed £150.0 million debt facility with HSBC, comprising a term
loan and revolving credit facility of £75.0 million each.
• Hedged the interest rate on the term loan by capping the SONIA
rate at 2.0%.
• 94.1% of drawn debt was hedged at the year end against rising
interest rates.
• In February 2023 the OTP debt facility was refinanced
by drawing down £26.3 million from the Group’s existing
£150.0million HSBC facility as well as utilising existing cash
resources.
Our objectives
We aim to provide shareholders with an attractive
total return, underpinned by secure income.
Total accounting return
Our target is in excess of 10.0% per annum, through
a combination of dividends and growth in NAV.
Outcome in 2022
The total accounting return for the year was -9.1%
(see page 149).
Plan for 2023
2022 transaction costs and macromarket
conditions drove a revaluation loss in 2022 being
the key contributor to the -9.1% total accounting
return. However, we remain committed to
targeting a return of at least 10.0% perannum by
continuing to implement our strategy set out over
the next two pages.
Dividends
Our target for the period from Admission to
31December2022 was a total dividend of
4.0pence per share, representing a yield of
4.0%on the IPO price of 100 pence per share.
Outcome in 2022
We declared total dividends in respect of the
period of 4.0 pence per share.
Plan for 2023
Our target dividend for 2023 remains at
4.0pence per share.
21
Life Science REIT plc Annual Report and Financial Statements 2022
OUR
STRATEGY
1
INVESTMENT
STRATEGY
2
ASSET MANAGEMENT
STRATEGY
3
FINANCING
STRATEGY
To achieve our objectives, we are implementing the
strategy set out on the next two pages:
We aim to construct a portfolio diversified by property type and
occupier. We predominantly buy properties where we can add
value through active asset management and may acquire individual
buildings, groups of buildings or entire science parks (see page 31
for the types of property we consider).
We primarily target the Golden Triangle (see page 6) and may
consider opportunities in other emerging clusters around the UK.
We address the demand-supply imbalance for space in our target
locations by forward-funding developments and acquiring land
todevelop.
We invest in our properties to enhance their appeal to life science
occupiers and increase capital values and rents. This may include
extensions to buildings, refurbishments, change of use and fitting
out space as laboratories. We may use any periods of vacancy
(forexample on lease expiry) to carry out this investment.
Our strategy also includes enhancing our buildings’ sustainability
and engaging with occupiers to identify mutual agendas.
Seepages 44 and 45 for our sustainability strategy.
We finance our business using shareholders’ equity, along with a
prudent level of debt. We may also dispose of assets from time to
time, which will generate funds for reinvestment.
In the longer term, we expect to maintain a loan to value ratio of
30%-40%. Our approach to debt financing may include hedging.
We also intend to implement a Green Finance framework policy, so
we can access applicable schemes offered by financial institutions.
Progress Progress Progress
• Acquired two assets in the year:
• Herbrand Street for £85.0 million, which is fully let as offices
until 2026 and has excellent potential for lab conversion.
Seepage 30 for more information; and
• OTP for £120.3 million, comprising two complete multi-let
office/lab buildings, an on-site hotel and a forward-funded
development site. See page 30 for more information.
• Made good progress with our programme, including:
• nearing completion for two buildings at OTP and starting work
on two others;
• developing our plans to rebrand Cambourne Business Park
during H1 2023; and
• starting the refit of vacant space at Rolling Stock Yard
aslaboratories.
• See sustainability section for strategy progress, pages 44 and 45.
• Since the year end we have agreed two new leases at OTP
and secured a record rent of £110.0 per sq ft for London lab
space, onpart of the repurposed space at Rolling Stock Yard,
showcasing the benefits of our asset management.
• Agreed £150.0 million debt facility with HSBC, comprising a term
loan and revolving credit facility of £75.0 million each.
• Hedged the interest rate on the term loan by capping the SONIA
rate at 2.0%.
• 94.1% of drawn debt was hedged at the year end against rising
interest rates.
• In February 2023 the OTP debt facility was refinanced
by drawing down £26.3 million from the Group’s existing
£150.0million HSBC facility as well as utilising existing cash
resources.
Read more on pages 24 to 27
Oxford Technology Park
Oxford
STRATEGIC REPORT
22
Life Science REIT plc Annual Report and Financial Statements 2022
OCCUPANCY LIKE-FOR-LIKE
RENTAL INCOME
MOVEMENT
LIKE-FOR-LIKE
VALUATION
MOVEMENT
LIKE-FOR-LIKE
CARBON INTENSITY
TOTAL COST
RATIO
EPRA NET TANGIBLE
ASSETS PER SHARE
(“NTAPS”)
LOAN TO
VALUERATIO
DIVIDENDS
(PENCEPER SHARE)
82.0%
2021: 80.9%
1.2%
2021: n/a
(1.8)%
2021: n/a
n/a
2021: n/a
58.9%
2021: 163.5%
90.0p
2021: 100.2p
16.8%
2021: n/a
4.0p
2021: n/a
Description
Total open market rental
valueof the units leased
divided by total open market
rental value, excluding
development property and
land, and equivalent to one
minus the EPRA vacancy rate.
Description
The increase/decrease in
contracted rent of units
owned throughout the period,
expressed as a percentage
of the contracted rent at the
start of the period, excluding
development property and
land and units undergoing
refurbishment.
Description
The increase/decrease in
the valuationof properties
owned throughout the period
under review, expressed as a
percentage of the valuation
at the start of the period, and
net of capital expenditure.
Description
The like-for-like change in
landlord procured energy
consumption by area
measured in MWh/m
2
.
Description
EPRA cost ratio including
direct vacancy costs but
excluding one-off costs.
TheEPRA cost ratio is the
sum of property expenses and
administration expenses, as
a percentage of gross rental
income.
Description
This net asset value measure
assumes entities buy and sell
assets, thereby crystallising
certain levels of deferred tax
liability. Adjustments are also
made for the fair value of
certain financial derivatives.
Description
Gross debt less cash,
short-term deposits and liquid
investments, divided by the
aggregate value of properties
and investments.
Description
The total amount of dividends
paid or declared in respect of
the financial year divided by
the number of shares in issue
in the period.
Relevance to
ourstrategy
Shows our ability to retain
occupiers at renewal and to
let vacant space, balanced
with the need for vacancy to
carry out asset management
initiatives.
Relevance to
ourstrategy
Shows our ability to identify
and acquire attractive
properties and grow rents
over time.
Relevance to
ourstrategy
A high-quality portfolio and
an active asset management
programme will help us
to increase asset values in
favourable market conditions
and will help to support our
valuations when market
conditions are unfavourable.
Relevance to
ourstrategy
The sustainability strategy
targets for decarbonisation
will be set in 2023. This will
be a key measure of this
commitment going forward.
Relevance to
ourstrategy
Shows our ability to
effectively control our cost
base, which in turn supports
dividend payments to
shareholders.
Relevance to
ourstrategy
Reflects our ability to add
value by acquiring well and
through asset management,
which in turn increases our
resilience during market
downturns.
Relevance to
ourstrategy
Shows our ability to balance
the additional portfolio
diversification and returns
that come from using debt,
with the need to manage risk
through prudent financing.
Relevance to
ourstrategy
Shows our ability to construct
a portfolio that delivers a
secure and growing income,
which underpins dividend
payments to shareholders.
Performance
At 31 December 2022,
occupancy across the
investment portfolio was
82.0% (31December 2021:
80.9%), with the 2022
acquisitions and lease up of
OTP driving an improvement
on the prioryear.
Performance
At 31 December 2022,
like-for-like rental income
wasan increase of 1.2%, driven
by a rent review that settled in
the second half of the year.
Performance
The portfolio valuation
decreased by 1.8% on a
like-for-like basis, as a result
of the investment market
conditions described on
pages 16 and 17.
Performance
Will be reported on from
31December 2023 when there
are two full years of data.
Performance
The total cost ratio was
58.9% for 2022. This ratio
is expected to continue to
decrease as the buildings
at OTP complete and we
repurpose assets to lab space.
Performance
At 31 December 2022, the
EPRA NTA was 90.0 pence
per share (31 December 2021:
100.2 pence), driven by 2022
transaction costs and the
macroeconomic impact on
real estate valuations in the
second half of the year.
Performance
The LTV at 31 December 2022
was 16.8%. We expect the ratio
to be 30%-40% longer term.
Performance
The total dividend in respect
of the year was 4.0 pence per
share (paid plus declared).
This is in line with our target
at IPO.
Link to strategy Link to strategy Link to strategy
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We use the following key performance indicators (“KPIs”)
to monitor our performance and strategic progress.
KEY PERFORMANCE INDICATORS
Link to strategy key:
Investment strategy Asset management strategy Financing strategy
23
Life Science REIT plc Annual Report and Financial Statements 2022
OCCUPANCY LIKE-FOR-LIKE
RENTAL INCOME
MOVEMENT
LIKE-FOR-LIKE
VALUATION
MOVEMENT
LIKE-FOR-LIKE
CARBON INTENSITY
TOTAL COST
RATIO
EPRA NET TANGIBLE
ASSETS PER SHARE
(“NTAPS”)
LOAN TO
VALUERATIO
DIVIDENDS
(PENCEPER SHARE)
82.0%
2021: 80.9%
1.2%
2021: n/a
(1.8)%
2021: n/a
n/a
2021: n/a
58.9%
2021: 163.5%
90.0p
2021: 100.2p
16.8%
2021: n/a
4.0p
2021: n/a
Description
Total open market rental
valueof the units leased
divided by total open market
rental value, excluding
development property and
land, and equivalent to one
minus the EPRA vacancy rate.
Description
The increase/decrease in
contracted rent of units
owned throughout the period,
expressed as a percentage
of the contracted rent at the
start of the period, excluding
development property and
land and units undergoing
refurbishment.
Description
The increase/decrease in
the valuationof properties
owned throughout the period
under review, expressed as a
percentage of the valuation
at the start of the period, and
net of capital expenditure.
Description
The like-for-like change in
landlord procured energy
consumption by area
measured in MWh/m
2
.
Description
EPRA cost ratio including
direct vacancy costs but
excluding one-off costs.
TheEPRA cost ratio is the
sum of property expenses and
administration expenses, as
a percentage of gross rental
income.
Description
This net asset value measure
assumes entities buy and sell
assets, thereby crystallising
certain levels of deferred tax
liability. Adjustments are also
made for the fair value of
certain financial derivatives.
Description
Gross debt less cash,
short-term deposits and liquid
investments, divided by the
aggregate value of properties
and investments.
Description
The total amount of dividends
paid or declared in respect of
the financial year divided by
the number of shares in issue
in the period.
Relevance to
ourstrategy
Shows our ability to retain
occupiers at renewal and to
let vacant space, balanced
with the need for vacancy to
carry out asset management
initiatives.
Relevance to
ourstrategy
Shows our ability to identify
and acquire attractive
properties and grow rents
over time.
Relevance to
ourstrategy
A high-quality portfolio and
an active asset management
programme will help us
to increase asset values in
favourable market conditions
and will help to support our
valuations when market
conditions are unfavourable.
Relevance to
ourstrategy
The sustainability strategy
targets for decarbonisation
will be set in 2023. This will
be a key measure of this
commitment going forward.
Relevance to
ourstrategy
Shows our ability to
effectively control our cost
base, which in turn supports
dividend payments to
shareholders.
Relevance to
ourstrategy
Reflects our ability to add
value by acquiring well and
through asset management,
which in turn increases our
resilience during market
downturns.
Relevance to
ourstrategy
Shows our ability to balance
the additional portfolio
diversification and returns
that come from using debt,
with the need to manage risk
through prudent financing.
Relevance to
ourstrategy
Shows our ability to construct
a portfolio that delivers a
secure and growing income,
which underpins dividend
payments to shareholders.
Performance
At 31 December 2022,
occupancy across the
investment portfolio was
82.0% (31December 2021:
80.9%), with the 2022
acquisitions and lease up of
OTP driving an improvement
on the prioryear.
Performance
At 31 December 2022,
like-for-like rental income
wasan increase of 1.2%, driven
by a rent review that settled in
the second half of the year.
Performance
The portfolio valuation
decreased by 1.8% on a
like-for-like basis, as a result
of the investment market
conditions described on
pages 16 and 17.
Performance
Will be reported on from
31December 2023 when there
are two full years of data.
Performance
The total cost ratio was
58.9% for 2022. This ratio
is expected to continue to
decrease as the buildings
at OTP complete and we
repurpose assets to lab space.
Performance
At 31 December 2022, the
EPRA NTA was 90.0 pence
per share (31 December 2021:
100.2 pence), driven by 2022
transaction costs and the
macroeconomic impact on
real estate valuations in the
second half of the year.
Performance
The LTV at 31 December 2022
was 16.8%. We expect the ratio
to be 30%-40% longer term.
Performance
The total dividend in respect
of the year was 4.0 pence per
share (paid plus declared).
This is in line with our target
at IPO.
Link to strategy Link to strategy Link to strategy
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Creating the next
generation of life
science buildings
Oxford Technology Park
Key statistics
CBRE valuation: Occupancy of
completed buildings:
£121.4m 72.5%
31 December 2022 31 December 2022
% complete by area: Costs to complete:
21.2% £58.9m
31 December 2022 31 December 2022
Target contracted rent: Estimated completion:
£10.0m H1 2024
Buildings on
completion:
Total area on
completion:
11 492,400 sq ft
STRATEGIC REPORT
Life Science REIT plc Annual Report and Financial Statements 2022
24
STRATEGY IN ACTION
We are delighted to have
completed the lease on Building1
which is intended to be a
stepping stone whilst we await
the delivery of our larger space
on the park. Quantum computing
will revolutionise life sciences,
from enabling design of better
catalysts through to moving drug
discovery from experimentation
in test tubes to real-time
simulation on computers. Oxford
Ionics will be actively targeting
life science sector customers as a
future revenue source.
Chris Ballance
Oxford Ionics
What is it?
OTP is a 20-acre science and technology park in a key location
in the Golden Triangle. It is less than two miles from Oxford
University’s Begbroke Science Park campus, seven miles north
of Oxford city centre and adjacent to Oxford Airport.
On acquisition in May 2022, OTP comprised two completed
buildings and a fully let hotel, and a development site for
eight further buildings, to give a total of more than 490,000
sq ft of hybrid life science space and amenities, 104,300 sq
ft (21.2%) of which was completed. OTP will off er a unique
combination of space, with unit sizes ranging from 6,000 to
50,000 sq ft and the fl exibility for laboratory, production and
offi ce uses. The buildings diff er in purpose, with Building 1 for
example being a headquarters-style offi ce and Buildings 4a
and 4b comprising an 11-unit Innovation Quarter, catering to
life science SMEs.
Existing occupiers include The Native Antigen Group, which
has signed a ten-year lease at a headline rent of £15.0 per sq
ft. Itis part of LGC Group, a global leader in life sciences. The
hotel is let to Premier Inn until 2045.
Headline rents for remaining and future space are targeted at
£20.0 - £25.0 per sq ft for hybrid lettings and £28.5 per sqft
f o r o ffi c e s .
What have we done since purchase?
Since acquisition, the development has progressed well.
Buildings 4a, 4b, and 5 are due to complete by the end of
H12023 and buildings 6 and 7 are expected to complete
during H2 2023.
A detailed planning application for Buildings 8 to 11 is
readytobe submitted and we are expecting to start on-site
during 2023.
We are seeing strong occupier interest in both the standing
units and those still in development. In the second half, we
agreed a pre-let with Williams Advanced Engineering (“WAE”)
on 56,500 sq ft in Building 5, at an initial rent of £18.8 per
sq ft, rising to £20.3 per sq ft after 18 months. WAE off ers
leading-edge technology to companies focusing on green
energy and medical engineering.
Since the end of the year, we have completed two leases in
Building 1. Arcturis Data on 5,509 sq ft at a rent of £28.7per
sq ft for ten years with a break and rent review after fi ve years
and Oxford Ionics on 4,887 sq ft at a rent of £28.5 per sq ft for
two years, with a break clause at the end of the fi rst year. This
gives Oxford Ionics initial accommodation, while it prepares
to occupy larger long-term space on the park. These lettings
increased occupancy of the completed space at OTP by 13.8%
to 86.3%.
What is the future?
We will continue to progress our development programme at
OTP, with the aim of completing the remaining 388,100 sq ft
of space by mid-2024. At the same time, we will secure further
lettings, with discussions ongoing with a range of potential
occupiers. In addition, we are in talks with potential operators
to provide high-class amenities on-site, including a café,
break-out space, meeting rooms and a gym.
Life Science REIT plc Annual Report and Financial Statements 2022
25
75 64b4a
119
8
10
oxfordtechnologypark.com
Current development
31 2
Under construction:
Phase 3:
Development progress as at 24 March 2023
11
9
7
6
4b
4a
8
10
2
5
3
1
STRATEGIC REPORT
Life Science REIT plc Annual Report and Financial Statements 2022
26
Bespoke buildings
which suit all
confi gurations
STRATEGIC REPORT
STRATEGY IN ACTION CONTINUED
Oxford Technology Park
Completed:
Life Science REIT plc Annual Report and Financial Statements 2022
27
Sustainability features
• Amenity space will help stimulate collaboration and
knowledge exchange between occupiers
• New units being constructed to a standard that meets
MEES EPC rating of A or B, and a target BREEAM
certifi cation of Excellent
• Features include:
– LED fi ttings with dimmable controls and presence
detection
– Environmentally friendly heating and comfort cooling,
with building sealed in excess of Building Regulations
– Energy monitoring systems and secondary metering
– Electrical installations, with a capped gas supply
– Recycling facilities to reduce waste to landfi ll
– Sustainable Drainage System (“SuDS”) with
attenuation
• We intend to install photovoltaic panels on all new buildings,
providing renewable energy sources, reducing energy
consumption and increasing attractiveness of buildings with
the potential to increase rents and valuations
• Supporting sustainable transport via cycle shelters and
electric vehicle charging points with future-proofi ng
ductwork for additional provision
Building 3
EV charger
Building 1
STRATEGIC REPORT
Key statistics at 31 December 2022
CBRE valuation: Area:
£83.9m 53,900 sq ft
Contracted rent: Occupancy:
£3.5m 66.7%
WAULT to expiry: NIY/NRY:
6.5 years 3.9%/4.6%
Life Science REIT plc Annual Report and Financial Statements 2022
28
We are pleased to lease further
space at Rolling Stock Yard and
continue our relationship with a
cluster which has a number of
distinct advantages for early-stage
life sciences companies. We place
great importance in ensuring that our
portfolio companies have access to
modern facilities in attractive areas,
and we have seen previously with
Gyroscope Therapeutics that Rolling
Stock Yard has the key ingredients
that we believe are essential for
success in early-stage biotech.
Michael Kyriakides
Investment Partner at Syncona
Sustainability features
• BREEAM Excellent and EPC A ratings
• All existing furniture has been repurposed or reused
and new furniture is sustainably sourced, long-lasting,
easily repairable and recyclable
• Building has LED lighting throughout
• 110 cycle spaces
• Reception area will offer ethically sourced coffee
Realising
reversionary rent
potential
STRATEGY IN ACTION CONTINUED
Rolling Stock Yard
Life Science REIT plc Annual Report and Financial Statements 2022
29
What is it?
Rolling Stock Yard is a nine-storey building in the vibrant
development area north of King’s Cross and St Pancras
stations, in the heart of London’s Knowledge Quarter. It off ers
53,900 sq ft of high-quality offi ce and laboratory space. The
building has been constructed to high sustainability standards
and was completed in March 2020.
On acquisition, Rolling Stock Yard was 66.7% occupied and
had already attracted life science companies as occupiers,
including Gyroscope Therapeutics and Pacifi c Biosciences.
The fi rst and second fl oors were both vacant, giving us the
scope to add value through asset management.
What have we done since purchase?
We saw an opportunity to refi t the fi rst and second fl oors
to create a combination of offi ce space and ‘plug and play’
laboratories. The refi t began in the second half of 2022 and
completed during Q1 2023.
The lab space is highly fl exible, with mobile benching and the
ability to sub-divide into smaller rooms, and has features such
as a changing lobby for cleanliness. The offi ce space includes
meeting rooms, break-out areas and other features allowing
occupiers to set up rapidly.
The capital cost for the lab refi t was around £2.0 million or
£158.5per sq ft.
Since the year end, we have announced a lease with a life
science company backed by Syncona on the second fl oor at
£110.0 per sq ft for 7,322 sq ft of space, up from £65.0 per
sq ft before the refi t. The lease is for fi ve years with a tenant
break at year three and increases occupancy at the building to
86.4%.
The reception area provides important communal space but
we identifi ed that it needed redesigning to make it a truly
attractive place for occupiers to collaborate with each other.
Thenew layout includes a ‘Co-Lab’ space with lounge seating
and a high-end coff ee machine, while the mezzanine fl oor
off ers a seating area with booths for meetings and work.
What is the future?
We are seeing occupier interest in the vacant fi rst fl oor and
will continue to market it to life science companies.
The redesigned reception area is an ideal space for events and
exhibitions, and we hope these will become a regular feature
at Rolling Stock Yard.
STRATEGIC REPORT
30
Life Science REIT plc Annual Report and Financial Statements 2022
INVESTMENT ADVISER’S REPORT
Implementing the
investmentstrategy
We continued to implement the Group’s investment strategy
during the year, with the Group acquiring two further assets
for theportfolio.
7-11 Herbrand Street
On 6 May 2022, the Group acquired Herbrand Properties
Limited, which owned the freehold to Herbrand Street, for
£85.0 million at a net initial yield of 4.4%. The entire building
is let until October 2026 to Thought Machine, one of the UK’s
leading fintech companies, at a contracted rent of £4.0 million
per annum.
The asset is in London’s Knowledge Quarter, which includes
many innovative companies and major academic institutions
and healthcare organisations such as University College
London, University College Hospital, the Francis Crick Institute
and the Oriel project, a future world-leading eye hospital,
research and education centre due to open in 2027.
The iconic Art Deco building currently comprises Grade A
office space, with a net internal area of around 68,600 sq ft
on four floors with a partial basement. It represents an ideal
opportunity for development as a major life science asset,
with our feasibility study confirming it has great potential for
lab conversion, given its substantial floor-to-ceiling heights,
structural slab and large, column-free floor plates.
Oxford Technology Park (“OTP”)
On 13 May 2022, the Group acquired OTP through the
purchase of Oxford Technology Park Holdings Limited and
its subsidiaries, for £120.3 million (before rental guarantees
and other small adjustments) at a net initial yield on
purchase of4.8%.
The acquisition included OTP’s debt of £33.6 million and the
Group will provide up to £67.3 million of forward funding
to complete the park’s build-out, which is continuing to be
managed by the developer until practical completion.
More information on OTP can be found in the case study on
pages 24 to 27.
WE MADE GOOD PROGRESS
WITH ALL ASPECTS OF
THE GROUP’S STRATEGY,
WITH OUR DEVELOPMENT
AND ASSET MANAGEMENT
ACTIVITIES ADDING TO
INCOME AND SUPPORTING
CAPITAL VALUES.
SIMON FARNSWORTH
Managing Director
31
Life Science REIT plc Annual Report and Financial Statements 2022
The portfolio
The Group’s portfolio at 31 December 2022 was as follows:
Valuation
WAULT
WAULT
Contracted rent
1
£ per Area
Occupancy
to break to expiry NIY NRY
Asset £m sq ft sq ft % Years Years £m p.a. £ PSF % %
Cambourne Business Park 87.2 376 231,700
5
80.1 2.1 5.5 4.1 22.1 4.4 5.8
Rolling Stock Yard 83.9 1,558 53,900
2
66.7
3
3.5 6.5 3.5 65.5 3.9 4.6
7-11 Herbrand Street 79.8 1,163 68,600
5
100.0 — 3.8 4.0 58.5 4.7 5.0
OTP – Investments 43.8 420 104,300 72.5 14.1 15.3 1.4 17.9 3.0 5.1
Lumen House 7.8 446 17,600 100.0 — 0.4 0.4 24.5 5.1 7.0
The Merrifield Centre 7.5 595 12,600 100.0 4.0 9.0 0.3 23.1 3.6 5.5
Investment assets 310.0 634 488,700 82.0 4.5 6.2 13.8 33.1 4.2 5.2
OTP – Developments 77.6 200 388,100
4
— — — — — — 4.8
6
Development assets 77.6 200 388,100 — — — — — — 4.8
Total 387.6 442 876,800 82.0 4.5 6.2 13.8 33.1 4.2 4.8
1. Restated from 31 December 2021 to exclude rental guarantees not held in escrow.
2. Restated from 31 December 2021 to exclude the reception area.
3. Restated from 31 December 2021 to be calculated as a percentage of ERV.
4. Full build-out area.
5. Restated in-line with measured survey.
6. Development property only, excludes development land.
The contracted rent roll for the investment assets at the year end was £13.8 million (31 December 2021: £9.3 million), up 48.4%.
Theportfolio has strong reversionary potential, with the estimated rental value of the investment assets at 31 December 2022
being £17.2 million (31 December 2021: £10.1 million). This is some 24.6% above the contracted rent of the investment assets,
with the let area having a reversionary percentage of 8.7%. Our asset management programme aims to unlock this potential
income growth over time. Overall occupancy at the year end has improved by 1.1% to 82.0% (31 December 2021: 80.9%) driven
by 2022 acquisitions and the lease up of OTP.
Development assets consist of OTP buildings which are currently being constructed and the remaining development land.
Asthe buildings practically complete they will be transferred into investment properties above. The 388,100 sq ft area shown
inthe table above is the expected area of the development assets once practically complete.
All of the assets are located within the Golden Triangle. The portfolio primarily comprises office and hybrid (office and laboratory)
space. The charts on the next page show the split of assets by location and type, based on their valuation, as well as by life science
occupier at 31December2022.
Offices Dry labsWet labs
Manufacturing
and prototyping
facilities
Types of real estate in the portfolio
STRATEGIC REPORT
32
Life Science REIT plc Annual Report and Financial Statements 2022
INVESTMENT ADVISER’S REPORT CONTINUED
The table below shows the Group’s top ten occupiers at the year end. We expect companies that are not in the life science
sector to exit the list in the coming years, as leases expire and we reposition the assets for life science occupiers.
Contracted
rent p.a.
No. Name Asset
1
(£m) % of total
1 Thought Machine
3
HS 4.0 29%
2 Gyroscope RSY 1.5 11%
3 Carl Zeiss CBP 1.0 7%
4 Xero (UK) RSY 0.7 5%
5 Regus CBP 0.7 5%
6 MTK Wireless CBP 0.7 5%
7 Premier Inn OTP 0.7 5%
8 Native Antigen OTP 0.5 4%
9 Pacific Biosciences RSY 0.5 4%
10 Janet LH 0.4 3%
Subtotal – top ten 10.7 78%
Remaining
2
3.1 22%
Total 13.8 100%
1. HS – Herbrand Street; RSY – Rolling Stock Yard; CBP – Cambourne Business Park; OTP – Oxford Technology Park; LH – Lumen House.
2. Includes rental guarantees at Rolling Stock Yard provided by the vendor.
3. The Group’s investment policy limits any one tenant to no more than 30% of the higher of gross contracted rents or the valuer’s ERV of the Group’s portfolio,
including developments under forward-funding agreements. As we build out and lease up OTP, the rent roll will continue to diversify and reduce the proportion of
total rents coming from individual tenants.
London 42.3%
Oxford 33.3%
Cambridge 24.4%
Hybrid & labs 77.4%
Office 22.6%
Labs (wet & dry) 36.8%
Office 29.5%
Write-up 26.6%
M&P
3
7.1%
Life science occupier
area by floor type
2
Asset type by valuation
1
Asset location by valuation
1. Includes full OTP scheme.
2. 25% of portfolio area (incl. vacant space) currently let out to life science occupiers.
3. Manufacturing and prototyping.
The portfolio continued
33
Life Science REIT plc Annual Report and Financial Statements 2022
Implementing the asset
management strategy
The portfolio presents a range of different opportunities to
grow capital values and income, while positioning the assets
to meet occupier needs and enhancing their ESG credentials.
We made good progress with our asset management plans
during the year, in particular with developing new space at
OTP and repositioning existing space at other assets to appeal
to life science occupiers. Aspart of our new sustainability
strategy, we have developed long-term goals for the Group’s
assets, see pages 44 and 45 for more details.
Cambourne Business Park
The Group acquired Cambourne Business Park with the goal
of repositioning it as the premier science park to the west of
Cambridge. We progressed our rebranding project during 2022
and intend to relaunch the park under its new brand in H1 2023.
We have made a good start to attracting new occupiers, and
since the year end have 5,000 sq ft under offer to an occupier
who will fit out the space as a dry lab.
In addition, we are working up a scheme to convert around
20,000 sq ft to ‘plug and play’ laboratory space. This has the
potential to increase rents to £40.0-£50.0 per sq ft, compared
with the current £23.0 per sq ft, while remaining highly
competitive against rents for similar space at other parks
around Cambridge.
The EPC rating at Cambourne Business Park was reassessed
during the first half of the year, resulting in an improvement
from a D to a C rating, in line with our current target for the
Group’s assets. Our asset management programme will further
enhance the site’s environmental credentials and EPC rating.
Rolling Stock Yard
Information on our asset management activities at Rolling
Stock Yard can be found in the case study on pages 28 and 29.
7-11 Herbrand Street
The lease at Herbrand Street runs until Q4 2026. We continue
to engage with the occupier and our base case is that they will
stay until expiry. We are working up our plans for repositioning
the building for life science use, once the Group can secure
vacant possession.
Oxford Technology Park
Information on our asset management activities at OTP can
befound in the case study on pages 24 to 27.
Lumen House
During the year, we agreed a rent review on Lumen House,
which increased the contracted rent by £0.1 million per
annum from February 2022, in excess of our business plan
atacquisition.
The current lease at Lumen House expires in the second
quarter of 2023. We are working on plans to put forward
a comprehensive redevelopment of the asset, to make it
a highlyattractive proposition for life science occupiers.
Whilewe progress these plans, including carrying out a
feasibility study and securing planning permission, we are
in discussions with the current occupier about a short-term
extension to the lease.
The Merrifield Centre
The occupier at the Merrifield Centre has completed a
comprehensive refurbishment of the building, including new
laboratories, offices and meeting rooms. The Group has
contributed to the installation of electric vehicle charging
points and the occupier has upgraded the lighting to LEDs.
The refurbishment demonstrates the occupier’s commitment
to the asset and we are expecting a significant improvement
to the current EPC rating of D. A new EPC rating will be
obtained in H1 2023.
Rolling Stock Yard, London Knowledge Quarter
STRATEGIC REPORT
34
Life Science REIT plc Annual Report and Financial Statements 2022
Financial review
Comparative figures
The comparative period for this set of results is from 1 August
to 31 December 2021. The Group only began to construct its
portfolio following the IPO on 19 November 2021, which meant
it was in operation for less than six weeks in that period. As
a result, it is not meaningful to compare the Group’s financial
performance in 2022 against the comparative period and the
discussion below focuses on 2022 on a standalone basis.
Financial performance
Total gross property income in the year was £13.1 million
(2021:£0.5 million). Total revenue, which includes service
charge income, was £15.7 million (31December 2021:
£0.5million).
Property operating expenses including the gross up of
service charge expenditure were £4.8 million (2021: £nil),
resulting in net rental income of £10.9 million. Property
operating expenses are primarily void costs on vacant units,
and provisions for doubtful debts, c.50% of which related to
historic arrears that were inherited on acquisition.
Administration costs comprise the Investment Adviser’s fee,
other professional fees, including audit and valuation, the
Directors’ fees, and a range of other costs such as insurance.
Administration costs before exceptional one-off costs totalled
£5.6million (2021: £0.8 million).
The Company incurred one-off costs in the year of
£1.0million, in relation to its move from trading on AIM to the
Main Market of the London Stock Exchange. There were no
one-off costs in the period to 31 December 2021.
The total cost ratio for 2022 was 58.9% (31 December 2021:
163.5%). This ratio is expected to improve with net rental
income continuing to grow, as the buildings at OTP practically
complete and lease up, and we repurpose our portfolio to
laboratory space, realising the reversionary rent potential.
Operating profit before the change in fair value of investment
properties was £4.4 million (2021: £0.3 million loss).
The unrealised loss on revaluation of investment properties
was £31.3 million (2021: £8.0 million gain), see the valuation
and net asset value section in this report for a full explanation
of the key drivers.
The net finance charge for the year was £0.5 million (2021:
£nil), which was made up of finance costs of £5.6 million,
finance income of £3.3 million, and £1.8 million of interest
capitalised, relating to the development of OTP.
As a REIT, the Group is not subject to corporation tax on its
property rental business and is estimated to incur a small
level of tax on its residual business of £0.1million. TheIFRS
loss after tax for the year was therefore £27.6million
(31December2021: IFRS profit after tax of £7.7million).
Thisresulted in an IFRS loss per share of 7.9pence
(31December2021: 2.2 pence earnings per share) and
EPRA EPS of 0.4pence (31December 2021: 0.1 pence loss
per share). Adjusted EPS, which is EPRA EPS excluding
the impact of exceptional one-off costs, was 0.7 pence
(31December2021: 0.1pence loss per share).
Dividends
The Company paid an interim ordinary dividend of 1.0 pence
per share on 31 October 2022, in respect of the period from
Admission to 30 June 2022.
At IPO, the Company set a target dividend yield of 4.0%,
based on the issue price of 100 pence per share. After paying
an interim dividend of 1.0 pence per share on 31 October
2022, the Board has declared a second interim dividend
of 3.0pence per share, to give a total for the period from
Admission to 31 December 2022 of 4.0 pence, thereby
meeting the dividend target. The second interim dividend
will be paid as an ordinary dividend on 15 May 2023, with an
ex-dividend date of 13 April 2023.
The cash cost of the second interim dividend for the period
is £10.5 million. At 31 December 2022, the Group had
distributable reserves of £337.1 million, the majority being in
the Company following the cancellation of the share premium
account in the year.
Valuation and net asset value
The portfolio was independently valued by CBRE as at
31December 2022, in accordance with the internationally
accepted RICS Valuation – Professional Standards
(the”RedBook”).
The portfolio valuation was £387.6 million (31December2021:
£192.2 million), a £195.4 million increase since 2021.
The increase in the year was driven by acquisitions of
£213.4million and ongoing development and repurposing
capital expenditure of £10.2 million. This was partially offset
by revaluation losses of £31.3 million (31 December 2021:
£8.0million gain), resulting in a 7.5% reduction on a book
value basis. £27.0 million of this loss can be attributed to
assets acquired in 2022 whilst the remaining £4.3 million is
driven by the remaining portfolio, a 1.8% like-for-like reduction.
The key drivers of the £27.0 million revaluation loss were
acquisition costs of £16.2 million and full costs being reflected
within the valuations in addition to some outward yield shift in
H2 2022.
INVESTMENT ADVISER’S REPORT CONTINUED
35
Life Science REIT plc Annual Report and Financial Statements 2022
The like-for-like portfolio £4.3 million loss can be split as
follows; £11.6 million is attributable to a year-on-year 29basis
points outward yield shift driven by declining market
conditions in H2 2022, off set by £7.3 million primarily due
to 4.7% like-for-like ERV growth as we continue to develop
ourassets.
The let portfolio has a reversionary percentage of 8.7%
which will help the portfolio to withstand any further market
outward yield shifts as we continue to deliver on our asset
management strategy.
As a result of the revaluation loss, the IFRS NAV was
91.3pence per share, down from 100.2 pence per share
at 31 December2021. TheEPRA NTA at the year end was
90.0pence per share (31December 2021: 100.2 pence
pershare).
The chart above reconciles the movement in the NTA per
share over the year (“NTAPS”). The portfolio revaluation loss
was the largest single contributor to the movement.
Debt fi nancing
In March 2022, the Group agreed a £150.0 million debt facility
with HSBC, comprising a £75.0 million three-year term loan
and a £75.0 million revolving credit facility (“RCF”). The
interest rate on the facility is 225 basis points over SONIA.
The facility has market normal covenants on LTV and interest
cover. It gives the Group additional fi nancial resources to
deliver its strategy and the fl exibility to add new properties to
the security pool, to reach the Group’s optimal gearing target
as it acquires newassets.
At 31 December 2022, the Group had drawn £75.0 million
against the term loan and £nil against the RCF. InAugust
2022, the Group secured additional protection against
future interest rate rises, by capping the SONIA rate on
the £75.0million term loan at 2.0% until 31 March 2025.
Thepremium for the cap was£2.3 million.
In addition to the HSBC facility, the Group acquired a debt
facility as part of the OTP transaction, which had £35.8 million
drawn against it at 31 December 2022 and is shown in current
liabilities at the year end, as it was due to mature in June 2023.
In February 2023 the OTP debt facility was refi nanced
by drawing down £26.3 million from the Group’s existing
£150.0million HSBC facility as well as utilising existing
cashresources.
The facility acquired as part of the OTP transaction also has
protection in place, capping SONIA at 0.75% for £29.3 million
of the drawn debt. As a result, 94.1% of the Group’s drawn
debt was hedged at the year end and the average cost of
debt was 4.0%.
At the year end, the Group had cash and cash equivalents
of £45.6 million (31 December 2021: £166.0 million), with the
reduction primarily refl ecting the acquisitions made during the
year, as well as our work to develop and reposition the assets
in the portfolio.
The LTV ratio as 31 December 2022 was 16.8%. On a gross
debt basis this was 28.6%; we continue to believe that a range
of 30%-40% will be optimal in the longerterm.
80.0
85.0
90.0
95.0
100.0
105.0
Dec 21
NTAPS
Adjusted
earnings
Move to Main
Market costs
SONIA cap
premium
Dividends
LFL
revaluation
decline
2022
acquisitions
revaluation
decline
Dec 22
NTAPS
100.2
0.7
90.0
(0.3)
(0.6 )
(1.0)
(1.3)
(7.7)
Pence per share
Movement in NTAPS
STRATEGIC REPORT
36
Life Science REIT plc Annual Report and Financial Statements 2022
INVESTMENT ADVISER’S REPORT CONTINUED
Cancellation of the share premium account
On 12 April 2022, the share premium account of £339.3million
was cancelled in accordance with the provisions of the
Companies Act 2006 and transferred to a capital reduction
reserve, to create distributable reserves.
Resourcing for growth
We have continued to expand our team to ensure we have
the skills and capacity to secure the opportunities we see for
the Group. During the year, we recruited a Director of Asset
Management, a Senior Asset Manager, a General Counsel,
strengthened our finance team and employed a research
analyst with a background in life sciences, which will enhance
our knowledge of the market, help us to identify growth
opportunities and inform our due diligence on potential
occupiers.
We are committed to employing a gender diverse team,
having rolled out training on this subject in 2022. Our gender
ratio as at 31 December 2022 was 46% female and 54% male
(including consulting staff).
Post period end events
Since the year end, we have:
• completed letting to Oxford Ionics on 4,887 sq ft of space
at OTP, at a rent of £28.5 per sq ft;
• completed letting with a life science company backed by
Syncona on 7,322 sq ft at Rolling Stock Yard, at a rent of
£110.0 per sq ft;
• completed letting to Arcturis Data at OTP on 5,509 sq ft,
ata rent of £28.7 per sq ft;
• the above lettings progress increases occupancy of our
investmentproperties to 88.6%, a 6.6% uplift on the
yearend position;
• the Board has declared a second interim dividend
of 3.0pence per share in respect of the year ended
31December 2022, in addition to the 1.0pence interim
ordinary dividend paid on 31 October 2022, and has
therefore met the target dividend yield of 4.0% set at IPO.
This will be paid as an ordinary dividend on 15May2023,
with an ex-dividend date of 13 April 2023;
• Sustainability Committee formed with Sally Ann Forsyth
asChair; and
• in February 2023 the OTP debt facility was refinanced
by drawing down £26.3 million from the Group’s existing
£150.0 million HSBC facility as well as utilising existing
cashresources.
37
Life Science REIT plc Annual Report and Financial Statements 2022
Compliance with the investment policy
The Group’s investment policy is set out in full on pages 151 to 153. The key elements of the policy are summarised below.
Wecomplied with the policy throughout the year:
POLICY ELEMENT COMPLIANCE IN THE PERIOD
• Invest in a diversified portfolio of properties across the UK which are typically
leased or intended to be leased to tenants operating in, or providing a benefit to,
the life science sector (“life science properties”).
• Yes. All the properties are in the Golden
Triangle and are either leased or intended to
be leased to life science organisations.
• Examples of the assets the Group can acquire: wet and dry laboratories, offices,
incubators and co-working space, manufacturing and testing facilities, and data
centres.
• Yes. The assets acquired were a mix of
laboratory and office space.
• The Group can acquire individual buildings, a group of buildings across a single
science park or the entirety of a science park. This may include purchasing or
developing buildings that are leased or intended to be leased to tenants providing
ancillary services to employees of companies operating in, or providing a benefit to,
the life science sector.
• Yes. We have acquired both individual assets
and a science park.
• The Group will typically invest in income-producing assets, consistent with
providing capital growth and growing income.
• Yes. All the assets we acquired were income
producing (other than the development at
OTP) and offer potential for capital growth
and rising income through asset management.
• Any asset management or development opportunities will minimise any
development risk, typically through forward funding or similar arrangements.
• Yes. We are forward funding the development
programme at OTP and have a fixed-price
contract for each building with the developer.
• The maximum exposure to developments or land without a forward-funding
arrangement is 15% of gross asset value (“GAV”).
• Yes. There are no developments or land
without a forward-funding arrangement.
• No individual building will represent more than 35% of GAV, reducing to 25% of GAV
by 31 December 2023.
• Yes, no building exceeds these thresholds.
• The Group targets a portfolio with no one tenant accounting for more than 20%.
(but subject to a maximum of 30%.) of the higher of either (i) gross contracted
rents or (ii) the valuer’s ERV of the Group’s portfolio including developments under
forward-funding agreements, as calculated at the time of investing or leasing.
• One tenant exceeds 20% but remains
below the 30% threshold. This percentage
is expected to fall as OTP continues to be
developed and leased up.
• The aggregate maximum exposure to assets under development, including
forward fundings, will not exceed 50% of GAV, reducing to 30% of GAV by
31December2023.
• Yes, 20% of assets are currently in
development.
• No more than 10% of GAV will be invested in properties that are not life
scienceproperties.
• Yes, more than 90% of assets are currently
classified as life science properties.
• The Group will not invest more than 10% of GAV in other alternative investment
funds or closed-ended investment companies.
• Yes. The Company has no investments of
thistype.
Alternative Investment Fund Manager (“AIFM”)
G10 Capital Limited (“G10”) is the Company’s AIFM, for the purposes of the UK AIFM Regime, with Ironstone providing advisory
services to both G10 and the Company.
Ironstone Asset Management Limited
Investment Adviser
24 March 2023
38
Life Science REIT plc
Annual Report and Financial Statements 2022Life Science REIT plc Annual Report and Financial Statements 2022
STRATEGIC REPORT
SUSTAINABILITY
Ensuring we
growand manage
our portfolio
sustainably
Environmental, social and governance matters
Pages 38 to 57
Introduction from our Sustainability Lead and Chair of
Sustainability Committee 40
Sustainability highlights 41
Sustainability strategy 42
TCFD reporting 46
EPRA sBPR reporting 52
38
Oxford Technology Park, Oxford
39
Life Science REIT plc
Annual Report and Financial Statements 2022Life Science REIT plc Annual Report and Financial Statements 2022
39
Green and healthy certifi ed buildings
Environmental performance certifi cates
(“EPC”) ratings of A or B for all new buildings
We are committed to:
Robust benchmark data to enable us to build
a net zero carbon pathway
Biodiversity net gain
Zero waste to landfi ll
STRATEGIC REPORT
40
Life Science REIT plc Annual Report and Financial Statements 2022
Introduction from our Sustainability Lead
and Chair of Sustainability Committee
OUR OCCUPIERS' FOCUS IS
TO HELP MAKE THE LIVES
OF MILLIONS BETTER; OUR
MISSION IS TO REDUCE THE
ENVIRONMENTAL IMPACT OF
THE REAL ESTATE WHILST
GIVING OCCUPIERS THE BEST
ENVIRONMENT IN WHICH
TOTHRIVE.
DR SALLY ANN FORSYTH OBE
Sustainability Lead and Chair of Sustainability Committee
Specifically, we are committed to achieving:
• green and healthy certified buildings;
• environmental performance certificates (“EPC”) ratings
ofAor B for all new buildings;
• robust benchmark data to enable us to build a net zero
carbon pathway;
• biodiversity net gain; and
• zero waste to landfill.
You can find more information about our strategy,
howwe developed it and the targets we have set
onthefollowingpages.
We have also established a Sustainability Committee that
I chair, which includes members of the Board, the Head of
ESG and representatives of the Investment Adviser’s asset
management and finance teams. The Committee’s main remit
is to oversee and review the formulation, implementation
and effectiveness of the sustainability strategy, as well as to
manage climate-related risks and opportunities. We held our
first meeting in February 2023.
Having done much preparation work during 2022, we have
now entered the implementation phase of our strategy, as we
work towards our targets with the support of our third-party
experts. In doing so, we will focus on bringing all our
stakeholders along with us on the journey.
The Group is committed to being a class-leading performer
on ESG matters. As regulations and stakeholder expectations
continue to rapidly advance, we aim to be an early adopter
of new best practices and to continue to engage with our
occupiers and other stakeholders, to understand and support
their evolving sustainability objectives.
In May 2022 I became the Board’s Sustainability Lead, with
overall responsibility for sustainability. In this role, I regularly
meet the Investment Adviser’s Head of ESG and have overseen
and supported the development of the Company’s sustainability
strategy during 2022. To define our approach, we have drawn
on our engagement with occupiers and the Investment Adviser’s
team, and a review of peer group practices, as well as taking
account of Article 8 of the Sustainable Finance Disclosure
Regulation (aspirational for the Group, currently classified as
Article 6) and our expectations of future legislation.
The strategy we have developed is multi-faceted, setting
out our sustainability objectives at a corporate level, as
well as more granular initiatives and targets for our existing
assets, and the minimum standards we need to meet for our
developments and future acquisitions.
SUSTAINABILITY CONTINUED
41
Life Science REIT plc Annual Report and Financial Statements 2022
Sustainability highlights
SCOPES 1 AND 2 GHG EMISSIONS DISCLOSURE
247.1 tonnes CO
2
e
WASTE DIVERTED FROM LANDFILL
100%
A-C EPC RATED PROPERTIES IN THE PORTFOLIO
83%
Since our inception, we have taken our environmental
responsibilities seriously. Over the last year we have
implemented our core strategy, deploying our capital across a
number of assets. As we progress into the next phase we will
widen our sustainability ambition, enhancing our assets across
a breadth of environmental and social issues.
We recognise the impact of climate change on both society
and the built environment, indeed over the year we have seen
theimpacts first hand with the summer heatwave impacting
across the UK.
For the Group this heightens the importance of action, so our
priority this year has been to understand the environmental,
socialand governance issues that are specific to our business,
fundamental to our stakeholders and deliver long-term value.
During 2022 we reassessed the EPCs at Cambourne Business
Park, which brings our total A-C ratings to a healthy 83%.
Withthe stringent MEES regulations proposed over the
coming years, we are well placed to meet the targets of
Crated buildings by 2027 and B rated buildings by 2030,
seizing the opportunity of green premiums attached to
moreenergy efficient buildings.
 ESG
STAKEHOLDER
ENGAGEMENT
See more on page 45
 ASSET LEVEL
CLIMATE IMPACT
ASSESSMENT
See more on page 48
 SUSTAINABILITY
STRATEGY
DEVELOPED
See more on page 42
31%
Rated
A–C
83%
Rated
A–C
2021 2022
17%
51%
7%
25%
17%
14%
69%
A B C D
EPC ratings by area
STRATEGIC REPORT
42
Life Science REIT plc
Annual Report and Financial Statements 2022
SUSTAINABILITY CONTINUED
Sustainability roadmap
Current achievements
2021
The London Plan
• On-site energy reduction of
35% beyond current Building
Regulation Part L
• Whole-life carbon assessments
required
Q2 2022
SFDR analysis
ESG stakeholder mapping and
engagement
Q3 2022
Integrated ESG risks into corporate
risk register
Key:
The Group’s future
The Group’s achievements to date
UK Government
Sustainability strategy
development
Life science facilities are fundamental to enabling life scientists
to solve global environmental problems. This includes
issues such as disease; feeding the burgeoning population;
combatting pollution; and facilitating wellness of ageing
populations.
We recognise that collaboration and engagement is central
to the life science sector and are committed to creating
innovative hubs that enable life science businesses to
engage with one another and to build environments that
areconducive to solving global problems.
Our vision is to create environmental, social and economic
value for our shareholders and wider stakeholders by
integrating sustainability into the way we grow and manage
our portfolio. The Group is committed to achieving exemplary
environmental and social performance across all our
operations, and to underpinning our commitment through
arobust governance structure.
Q4 2022
Sustainability strategy developed
Climate impact assessment
and TCFD reporting
Annual Report including ESG
integration
43
Life Science REIT plc Annual Report and Financial Statements 2022
Future aims
2050
Net zero UK
2024
Biodiversity net gain across entire
portfolio
Date to be determined
Net zero carbon for direct
(Scope 1 and 2) carbon emissions
Net zero carbon for indirect
(Scope3) carbon emissions
Q4 2023
Zero waste to landfi ll
Supporting local charities
Biodiversity strategy on all projects
Net zero pathway for Scope 1 and
2 emissions
2025
The Future Buildings Standard.
Nonew gas boilers
Embodied carbon – Part Z
(proposed)
In 2022, we partnered with a specialist consultant
Square GainLimited (“Square Gain”), to help develop our
sustainability strategy. Our approach included detailed
stakeholder mapping and engagement, in addition to a review
of current and future regulation, and a peer review. This
informed a materiality assessment which was developed into
our sustainability strategy in alignment with the Sustainable
Finance Disclosure Regulations (“SFDR”).
The Group’s sustainability strategy incorporates corporate
commitments in addition to specifi c initiatives across our
existing portfolio and minimum standards for new acquisitions
and new ground-up construction. Specifi c and measurable
targets will be set this coming year so progress towards our
long-term goals can be reported.
Q1 2023
EPC A
BREEAM
Fitwel
Asset-by-asset plan
STRATEGIC REPORT
44
Life Science REIT plc Annual Report and Financial Statements 2022
SUSTAINABILITY CONTINUED
Long-term goals
Long-term goals
Long-term goals
• Net zero carbon pathway
• Data driven carbon reduction targets
• BREEAM certifications and ‘best-in-class’ EPC ratings
across our portfolio
• Biodiversity strategy on all projects with external space
and achieve biodiversity net gain
• Encourage circular economy
• Zero non-hazardous waste to landfill
• Providing healthy buildings, using the Fitwel standard as
the basis for certified buildings
• Encouraging active travel and providing cyclist facilities
• Partnering with our occupiers on the journey to
achievingnet zero carbon and a healthy workforce
• Providing space in our buildings to enable occupiers to
collaborate
• Supporting and engaging with charitable organisations
inthe areas in which wework
• Sustainable governance that meets stakeholders
expectations
• Oversight of ESG risks and opportunities
• Identifying climate-related risks to influence strategy
andinvestments
• Communication via transparent disclosure and
participation in investor benchmarks and indices
Environment
Reducing our impact on the environment,
reducing carbon emissions and waste, and
enhancing biodiversity.
Social value
Providing buildings that enhance wellbeing,
encourage collaboration and enable a healthy
workforce for our occupiers.
Governance
Setting the highest standards of corporate
governance.
Sustainability strategy
45
Life Science REIT plc Annual Report and Financial Statements 2022Life Science REIT plc Annual Report and Financial Statements 2022
Key metrics
Key metrics
Key metrics
• Carbon emissions (CO
2
e)
• Energy intensity (kWh)
• Asset carbon intensity
• Water and waste usage
• % of renewable energy procured
• Waste to landfill
• Number of biodiversity plans in place
• Number of building certification
• Number of Fitwel certifications
• Employee satisfaction survey results
• Active transport plans in place
• Number of occupier engagements/collaboration on
ESGissues
• Number of suppliers engaged on environmental and
socialissues
• Number of Sustainability Committee meetings held
• Use of refurbishment, development and acquisition
standards
• Board meetings where ESG is specifically discussed
• Progress of mitigation measures for climate-relatedrisks
• Benchmarking and indices results e.g. GRESB, EPRA,
MSCI
Achievements to date
Achievements to date
Achievements to date
• First publication of environmental performance data
• Energy disclosures (see ESG disclosures on pages 52 to 57):
• 247.1 tonnes CO
2
e – Scopes 1 and 2 GHG emissions
• 155.0 MWh of electricity generated from the solar
PV panels installed at Cambourne Business Park and
consumed on-site
• 100% waste was diverted from landfill
• Rolling Stock Yard and Oxford Technology Park Unit 1 –
BREEAM ‘Excellent’
• EPC ratings have improved significantly, A-C rated
properties are 83% of the portfolio compared to 31%
inDecember 2021
• ESG stakeholder engagement with our staff, occupiers
and Board to identify areas of mutual importance
• The Investment Adviser has sponsored the Cambourne
10km runandcommitted to a donation of £15,000 to a
local charity near OTP
• Cambourne Business Park feasibility study included a
local needs analysis
• Robust, fully functioning governance which underpins
our business and facilitates integrity and transparency
• Formed Sustainability Committee post year end, chaired
by Sally Ann Forsyth. Further details are set out on
page85
• Integration of climate-related risks into the risk
framework
• A climate impact assessment was undertaken by our
specialist consultant, the results of which are set out in
the TCFD sectionbelow
• First TCFD reporting
STRATEGIC REPORT
46
Life Science REIT plc Annual Report and Financial Statements 2022
SUSTAINABILITY CONTINUED
TCFD reporting
The Group discloses its alignment with the Task Force
on Climate-related Financial Disclosures (“TCFD”)
recommendations for the first time this year. The Group
is exempt from the disclosure requirement as Listing Rule
9.8.6R(8) explicitly excludes closed-ended investment
companies. However, we fully support the recommendations
and wish to demonstrate ouralignment from the start.
In this report we will share our current response to climate
change and detail the considerations that we have made in
the past year in assessing the potential impact to our business.
Thereport will show our approach to assessing both the
transitional and physical risks that it may pose to our business,
along with consideration of the opportunities it will bring.
Some elements of these disclosures are addressed elsewhere
in the report and signposting is indicated below.
Compliance statement
The Group has chosen to commit to the TCFD disclosure
requirements (even though it is exempt) reporting on nine out
ofthe 11 TCFD requirements. The Group is not compliant with
thefollowing recommendations:
Strategy: Describe the impact of climate-related risks and
opportunities on the organisation’s businesses, strategy and
financial planning.
Metrics and targets: Disclose Scope 1, Scope 2, and, if appropriate,
Scope 3 greenhouse gas (“GHG”) emissions, and the related risks.
Over the course of 2023 the Group will continue to embed best
practice as per the recommendations, with a view to maturing our
disclosures. By way of explanation, we are currently not compliant
with the two requirements because:
• Climate-related risks and opportunities have been identified,
and the financial impact of these risks and opportunities will be
calculated in detail during 2023 to inform business strategy and
financial planning.
• Scope 1 and 2 GHGs are calculated and disclosed, and the Group
has commenced engagement with our occupiers to identify
their emissions, which form part of our Scope 3 emissions.
This data will be used to inform how we can best support our
occupiers to reduce these emissions, for example through the
provision of energy efficient buildings that promote active and
low-carbontravel.
PILLAR TCFD RECOMMENDATION SECTION NAME PAGE
a. Board oversight
b. Management role
a. Climate-related metrics
b. Scope 1, 2 and 3 GHG emissions
c. Climate-related targets
Governance
Investment Adviser’s
report
Sustainability
72
30 to 37
38 to 57
GOVERNANCE
a. Risk identification and assessment
process
b. Risk management process
c. Integration into overall risk management
Risk management 62 to 69
STRATEGY
a. Risks and opportunities
b. Impact on organisation
c. Resilience of strategy
Strategy
Governance
20 and 21
72
RISK
MANAGEMENT
METRICS
AND TARGETS
47
Life Science REIT plc Annual Report and Financial Statements 2022
Governance
Board oversight of climate-related risks
andopportunities
The Board is responsible for the Group’s risk management.
The Board reviews risks and opportunities within existing
reporting and governance structure and has established a
Sustainability Committee. The Audit and Risk Committee
reviews the risks at each meeting and provides updates to
theBoard.
In May 2022, Sally Ann Forsyth was appointed as
Sustainability Lead with overall responsibility for the
sustainability strategy. Sally Ann and the Investment Adviser’s
appointed Head of ESG have regular meetings to discuss
the three areas of sustainability, E, S and G. A Sustainability
Committee has been formed post year end, with members
from the Board, the Investment Adviser’s Head of ESG, Asset
Management and Finance. The Committee will meet twice a
year, with the first meeting being held in February 2023.
The Sustainability Committee monitors progress against
strategy targets which includes climate-related risk mitigation.
This review forms the basis of a paper included in the
quarterly Board meetings.
The Board will be given quarterly updates of our progress
against our sustainability strategy at Board meetings.
An analysis of the Group’s climate-related risks and
opportunities has been undertaken, by our specialist adviser,
with the results reviewed at Board level, and incorporated
into the corporate risk register. All risks and opportunities are
reviewed on a quarterly basis by the Investment Adviser and
then by the Audit and Risk Committee, which is ultimately
responsible for overseeing the climate-related risks and
opportunities. For full details of our Risk Management
Framework see page 62.
The Investment Adviser recommends acquisitions to the
Group; during this process environmental due diligence
is undertaken focused on flooding risk, geology and
EPC of the property. It is our intention to broaden these
considerations further so we understand the costs of meeting
new regulations such as MEES regulations and planning
restrictions. In 2023 we will be producing a sustainability
guide as partof the process on acquisitions.
Management’s role in assessing
andmanagingrisks and opportunities
The Group’s Risk Management Framework, which is approved
by the Board, sets out how we identify, evaluate and report
on our risks. The Investment Adviser has identified climate
change as one of our principal risks and it is therefore
incorporated into our risk framework (further detail of the
Risk Management Framework can be found on page 62).
TheInvestment Adviser reviews and updates the risk register
and reports quarterly to the Audit and Risk Committee.
The Investment Adviser’s appointed Head of ESG has been
working closely with Square Gain to design and implement
a challenging and relevant sustainability strategy. A key part
of the work undertaken by Square Gain was a climate impact
assessment of our assets. The results are shown on page49.
The output from the analysis was reviewed and discussed at
the first Investment Adviser risk review meeting of 2023.
Implementation and management of the sustainability
strategy is delegated to the Investment Adviser. The Head of
ESG ensures that the strategy and targets are communicated
to the Investment Adviser’s team and meets with the broader
team monthly to implement the action plan and drive
progress.
The specialist consultant has held a workshop with our
Investment Adviser to give an independent review of
climate-related risks and opportunities across our business.
The results of which fed into the sustainability strategy and
the risk register. The Audit and Risk Committee will review
these climate-related risks and opportunities to ensure the
assessment is accurate and mitigating action is appropriate.
For full details of our Risk Management Framework see
page62.
STRATEGIC REPORT
48
Life Science REIT plc Annual Report and Financial Statements 2022
Strategy
Our approach
Over the last year, under the stewardship of our Board, we
have identified the climate-related risks and opportunities
over the short (present), medium (2030) and long (2050)
term, as set out in the section below.
This section will detail firstly our approach to the climate
impact assessment and defining material risks and
opportunities, secondly the material risks identified, thirdly
the impact of these risks and our organisational response,
andlastly how we incorporate resilience to climate change
into our organisation.
We understand that climate risk is both material risk
associated with rapidly changing weather events (physical
risk) and the resulting market shifts due to regulatory and
policy responses to overcome the impacts (transition risk).
Climate-related risks and opportunities
Climate impact assessment
An assessment analysis has been undertaken across the
Group’s portfolio, on an asset-by-asset basis, examining 2030
and 2050 time horizons. Both of these time horizons assess the
physical climate risks posed by future climate change, and also
the risks that arise as we transition towards a net zero carbon
economy.
Buildings have long design lifespans and climate-related
issues often manifest themselves over the medium and longer
term (as stated in TCFD Implementation Guide). The Group’s
approach incorporates the short-term time horizon as the
present, with medium term being 2030 and long term being
2050. Our approach to identifying and managing current
climate-related risks and opportunities is as per our risk
management process and material climate-related risks are
incorporated in our corporate risk register.
Methodology
To take account of the diverse range of climate futures, we
incorporate three of the Intergovernmental Panel on Climate
Change’s (“IPCC”) representative concentration pathways
(“RCPs”) measuring average global warming:
• RCP 2.6: 0.9-2.3°C
• RCP 4.5: 1.7-3.2°C
• RCP 6.0: 2.0-3.7°C
The pathways describe different climate futures, all of which
are considered possible depending on the volume of GHGs
emitted in the years to come. The climate scenario model
used is MAGICC6. MAGICC (Model for the Assessment of
Greenhouse Gas Induced Climate Change) is the climate
carbon cycle model, which has been continually developed
since its inception over 20 years ago.
It is a prime reduced-complexity model, often used by IPCC,
for key scientific publications and by a number of integrated
assessment models.
Using location data for each site our tool shows how the
severity of a broad range of climate impacts will change over
time, at different levels of global warming, which depend on
how rapidly governments cut their GHG emissions.
Defining a ‘material’ risk oropportunity
The Group defines a ‘material’ risk or opportunity in line with
the likelihood impact thresholds of our Risk Management
Framework.
The potential impact of climate change is one of our
principal risks, as we seek to both reduce our impact on
the environment and the impact of climate change on our
activities, portfolio and finances.
We have developed a separate climate-related risk register,
to help us identify, consider and mitigate both physical and
transitional risks.
Key risks included within the climate-related risk register are:
• occupier demand changes seeking more sustainable
options;
• decarbonisation pathway;
• stranded assets;
• flooding – impacting on occupiers and asset values; and
• inability to access Green Finance options.
Opportunities include:
• occupier demand for sustainable space results in a ‘green
premium’;
• lower cost of capital as market transitions towards green
economy; and
• opportunity to acquire discounted ‘brown’ assets and
transform to sustainable asset through re-purposing.
Refer to page 63 in the risk section which shows how we
envisage the potential change over time for these risks.
SUSTAINABILITY CONTINUED
TCFD reporting continued
49
Life Science REIT plc Annual Report and Financial Statements 2022
VULNERABILITY
Flooding
SCENARIO IMPACT MEDIUM
TERM 2030
IMPACT LONG
TERM 2050
RCP 2.6
RISK/FACTOR
Change in precipitation
in %
RCP 4.5
RCP 6.0
Building damage
RCP 2.6Change in wind speed
in %
RCP 4.5
RCP 6.0
Building damage
RCP 2.6
Change in maximum
of daily river discharge
in %
RCP 4.5
RCP 6.0
Building
inoperability, heat
stress
RCP 2.6
Change in daily
maximum air
temperature in °C
RCP 4.5
RCP 6.0
Building
inoperability
RCP 2.6Change in daily
minimum air
temperature in °C
RCP 4.5
RCP 6.0
Impact of climate risks andourresponse
We have completed a climate impact assessment for medium
and long-term impacts and have committed to undertake
robust climate risk and vulnerability assessments on all our
assets, with solutions implemented to reduce material risks.
The Group’s plan for transitioning to a low-carbon economy
is in formation. Last year, our first full year of operations,
was focused on identifying and measuring our Scope 1 and 2
carbon emissions baseline. 2023 is working towards defining
how we transition to a low-carbon economy and setting
targets to measure progress. Our approach will be through
occupier engagement, developing refurbishment standards
and investigating renewable options.
•
Risk 1: Occupier demand for sustainable space results
in a ‘brown discount’ to rents at less sustainable assets.
Tomanage this risk, we target BREEAM certification with
at least a ‘Very Good’ rating and EPC rating of at least B
(transition risk).
•
Risk 2: Stranded assets – building inoperability due to
significant fluctuation in air temperature, and an inability to
meet required operating temperatures. This risk is managed
across our acquisition and asset management activities,
by undertaking climate risk analysis, to ensure that we can
enhance the asset’s climate resilience when acquiring new
buildings and when undertaking works to refurbish and
repurpose the asset to life scienceuse (transition risk).
•
Risk 3: Flooding and/or building damage due to surface
water or river discharge. We have mapped our existing
portfolio against flood risks using the Environment
Agency database, and also incorporate this as part of our
duediligence process when acquiring new buildings. Most
assets are classified as having very low risk of flooding
(physical risk).
• Risk 4: Compliance costs to meet minimum EPC standards.
This risk is managed on acquisition via an environmental
assessment as part of the due diligence process to ensure that
the building has an EPC rating of at least B or we understand
the investment to meet the future Minimum Energy Efficiency
Standards (“MEES”) regulations (transitionrisk).
Low impact High impact
Key
Climate impact assessment results
STRATEGIC REPORT
50
Life Science REIT plc Annual Report and Financial Statements 2022
Strategy continued
•
Risk 5: Increasing price of carbon offsets. Our strategy is to
reduce carbon emissions aligned with the carbon hierarchy,
with offsetting as a last resort towards our goal of achieving
net zero carbon for our direct emissions (transition risk).
• Risk 6: Increased cost of capital as markets transition to
a green economy. This risk is managed by our drive to
ensure that all portfolio assets are classified as ‘green’ and
our aim to align with the EU Taxonomy whereverpossible
(transitionrisk).
Resilience of the Group’s strategy
The baseline that we have set over the last year enables us
to further understand our assets and our strategies. The
impact assessment, climate-related risks and opportunities
will be incorporated into the Board and management team’s
2023 future strategy day. This in turn will define the Group’s
strategic direction.
The Group’s sustainability strategy takes into consideration
different climate-related scenarios, including a 2°C or lower
scenario, and uses RCP 2.6, RCP 4.5 and RCP 6.0, to ensure
our business operations have resilience in each of these
scenarios.
We mitigate physical climate-related risks on an asset-level
basis, by assessing each asset in our portfolio against physical
climate-related risk, and have identified these risks to be low
to medium risk for all assets, against all indicators for RCP 2.6
and RCP 4.5. For RCP 6.0 the risk of building inoperability due
to higher maximum temperatures is a more significant risk.
Wewill manage, minimise and mitigate this risk through the
incorporation of a sustainability checklist for use as part of our
due diligence process when acquiring new assets, including
climate-related risk assessment.
We will mitigate our climate impacts by implementing a range
of measures, including the use of BREEAM certification,
achieving A or B rated EPCs and enhancing biodiversity.
When acquiring new buildings, we also undertake an
environmental assessment and climate risk analysis as part
of the due diligence process. This helps to ensure that we
can enhance the asset’s climate resilience when works are
undertaken to refurbish and repurpose the asset to life
scienceuse.
New leases include clauses designed to assist with delivering
our climate change ambitions, for example requiring any
building alterations to be of a type and quality that does not
impact negatively on the EPC rating.
Risk management
Identifying and assessing climate-related risks
We have updated our risk framework with a new risk category
“Climate-related risk – physical and transitional risks to the
portfolio and the business, arising from climate change”.
Wehave overarching ESG and climate-related risks within the
corporate risk register, and have also, in conjunction with our
advisers, developed a separate climate-related risk register,
covering both physical and transitional risks. The impact
of climate change remains identified as one of the top nine
principal risks for the Group which are identified by assessing
the impact and likelihood of the risk occurring. The same risk
assessment principals and terminology are applied to climate
risk as to our other types of risks.
Our risk assessment process incorporates an assessment
of emerging regulatory requirements, for example MEES
(Minimum Energy Efficiency Standards), and how these could
impact on our operations. Our assessment has shown that our
portfolio is resilient and that these risks are not material at the
present time.
The Investment Adviser reviews and updates the risk register
on a quarterly basis, including both physical and transition
climate-related risks, which are assessed on both a business
and an asset level. The Head of ESG attends these reviews
and provides insights and suggests updates. Furthermore, our
specialist consultant will be invited to attend one meeting a
year prior to the Audit and Risk Committee update.
For full details of our Risk Management Framework see
page62 and consideration of emerging risks.
Managing climate-related risks
The risk register is presented at each meeting of the Audit
and Risk Committee, highlighting any changes in risk, whether
emerging, additional or deleted risks, changes to the controls
in place, or changes to the evaluation of our exposure to
thatrisk.
The Sustainability Committee will review and update the
climate-related risks, as appropriate, prior to each Audit and
Risk Committee meeting.
Integrating into the Group’s overall risk
management
We have established the climate-related risk identification,
assessment and management into our core Risk Management
Framework; see page 62.
SUSTAINABILITY CONTINUED
TCFD reporting continued
51
Life Science REIT plc Annual Report and Financial Statements 2022
Metrics and targets
The metrics used by the Group to assess climate-related
risks and opportunities are aligned with our strategy and risk
management process.
We believe that in order to have the positive impact that
we aspire to it is essential that we understand our carbon
footprint. This baseline allows us to set metrics and targets
against which to hold ourselves accountable on our journey to
net zero carbon and wider sustainability achievements. As part
of our sustainability strategy, 2023 will see us gathering data to
inform the target date for achieving net zero carbon.
For a list of externally communicated metrics see page 45.
Scope 1, Scope 2 and Scope3 GHG emissions,
and relatedrisks
The Group is currently focused on robustly measuring Scope
1 and 2 GHG emissions (see the following section EPRA sBPR
reporting for disclosure) and related risks, reporting externally
at a portfolio level and internally, at a granular detail per asset.
Currently, the Group is responsible for the majority of its
occupiers’ energy procurement and over 75.7% of the
landlord-procured energy was consumed by occupiers.
This will be used to identify opportunities and to establish
further targets to reduce total energy use, energy intensity
andcarbon emissions.
We are conscious that our occupiers’ energy use and carbon
emissions are significant and form a large part of our Scope 3
emissions. We are committed to supporting our occupiers to
minimise these impacts and related risks. We will make best
endeavours to collect, collate and measure robust Scope 3
data from our occupiers, although we recognise that this is
notlikely to ever be 100% accurate.
The Group is committed to engaging with the supply chain
to identify, measure and minimise Scope 3 carbon emissions.
Thisengagement will commence in 2023 and will help to
establish where we can assist key stakeholders, such as
occupiers, to reduce their own carbon emissions.
Targets
The Group uses a suite of targets to manage climate-related risks and opportunities and performanceagainst targets
(seepage45 for achievements to date), including:
Collate data to enable setting targets for GHG emissions, water
efficiency, energy intensity and carbon intensity
Number of BREEAM certifications with Excellent rating
EPC ratings of A or B across the portfolio and targeting A rated
onnewconstruction
The use of the Group’s sustainable refurbishment principles
Biodiversity assessments and achieving net gain on refurbishment and
new construction projects
Fitwel certification
Zero waste to landfill
Engage with every occupier on ESG at least every year (e.g. energy,
carbon, waste, biodiversity and water, wellbeing and vitality)
TARGET MANAGING RISK
1 & 2
1 & 2
1 & 2
1, 2, 3 & 4
1 & 2
1 & 2
1 & 2
1 & 2
STRATEGIC REPORT
52
Life Science REIT plc Annual Report and Financial Statements 2022
The Group recognises that its activities have both direct and
indirect environmental and social impacts and is committed
to operating in a responsible and sustainable manner. One of
the Group’s investment objectives is to provide shareholders
with an attractive level of total accounting return. The focus
is capital growth whilst also providing a growing level of
income by investing primarily in a diversified portfolio of UK
properties that are leased or intended to be leased to occupiers
operating in the life science sector. These key activities are
undertaken by the Investment Adviser. The Investment Adviser
has responsibility for the day-to-day asset management
and implementation of the Group’s sustainability strategy.
To maintain a high level of transparency of our sustainability
impacts, the Group reports against relevant ESG indicators
in accordance with the third edition of the European Public
Real Estate Association (“EPRA”) Sustainability Best Practice
Recommendations (“sBPR”) and the Streamlined Energy and
Carbon Reporting (“SECR”) requirements (see pages 52 to 57).
Corresponding GHG emissions are calculated in line with the
GHG Protocol Corporate Accounting and Reporting Standard
and the corresponding Scope 1 and Scope 2 guidance.
For the progress on implementing our sustainability strategy
and the detailed management approach of different material
sustainability topics, please refer to the Sustainability section of
this Annual Report.
The Group’s EPRA sBPR response has been split into the
following four sections:
Reporting methodology
Environmental performance measures
Social performance measures
Governance performance measures
Reporting methodology
Organisational boundaries
The Group’s reporting boundary is based on the principle of
operational control, meaning that asset-level performance
measures are accounted for where the Group has the
authority, via its managing agents, to introduce and implement
its operating policies and procedures. Unless otherwise stated,
all absolute performance measures relating to electricity, fuels
and associated GHG emissions relate to assets where the
Group procures utilities for common areas, shared services,
lettable areas (including vacant and occupied units) and those
properties that are vacant. Assets held by the Group are
excluded from the reporting boundary where there is limited
or no operational control. Examples of this include instances
where occupiers are responsible for their own supply of
utilities, heating and waste disposal.
As of 31 December 2022, the Group owned six assets either
directly or through 100% owned subsidiaries, all of which were
classified as life science real assets located in the UK. Two of
the six assets were acquired during the 2022 reporting year.
Using the aforementioned principle, four out of six assets fell
within the reporting boundary at the end of the reporting
period. This represents 95.1% of the Group’s total investment
in real estate; Merrifield and Lumen House are excluded.
The remaining assets are single occupancy assets with no
operational control, therefore the Group has no authority to
introduce or implement its operating policies and procedures.
The Group does not have any partially owned entities that fall
within the organisational boundary.
The Group is externally managed and does not occupy any
offices for its business activities, nor does it own or lease any
vehicles.
Reporting period
Performance measures of absolute and intensity metrics are
reported for the year ended 31 December 2022. Performance
measures for like-for-like metrics are not reported due to
insufficient data for the prior year ending 31 December 2021,
given that theCompany was incorporated on 27July 2021,
consumptions before the incorporation were considered
out ofthe reporting scope and initial acquisitions being in
late2021.
Data estimation
The Group aims to report as complete and accurate data
as feasible and practicable. All data is based on invoices
and/or meter readings where available. Estimations have
been applied where invoices were not available at the time of
publication. Where data was only partially available within the
reporting period, we have adopted the following approach for
data estimation:
1. estimate consumption data based on the most recent three
months of available actual data; or
2. estimate consumption data based on available actual data
from the same period in the previous reporting year.
Following this rule of data estimation, the proportions of
estimated energy, water and waste data for 2022 were
31.3%, 17.8% and 51.3% respectively. Sincethe Company was
incorporated on 27July2021 with most of the assets being
acquired in late 2021, environmental performance data for
2021 is largely unavailable. As previously stated, like-for-like
comparison of the portfolio is inapplicable. Data availability,
quality and accuracy is expected to improve in the next
reporting year.
EPRA sBPR reporting
SUSTAINABILITY CONTINUED
53
Life Science REIT plc Annual Report and Financial Statements 2022
Where data estimation was not feasible, assets with no data
were excluded from the report unless specified otherwise.
Please refer to ‘disclosure coverage – number of assets’ in
the performance measures tables on pages 54 to 57 for
information of our environmental data coverage.
GHG emissions calculation
The Group reports Scope 2 GHG emissions using location and
market-based methods.
Location-based emissions reflect the average emissions
intensity for energy production in a defined local or national
region. Scope 1 and 2 GHG emissions were calculated using
the UK Government GHG Conversion Factors for Company
Reporting for the respective reporting periods.
Market-based Scope 2 GHG emissions were calculated using
the European residual mixes factors (versions 2021 and 2022),
which are default emission factors representing the untracked
or unclaimed energy and emissions, and the zero emissions
factor for both Renewable Energy Guarantees of Origin
(“REGO”) backed electricity supplies and onsite renewable
energy generation from solar photovoltaic (“PV”) panels.
Proportion from renewable sources is based on renewable
energy purchases plus renewable electricity generated from
onsite solar PVs and directly consumed. Solar PVs are installed
at two out of six assets (Cambourne Business Park and Rolling
Stock Yard). However, data for Rolling Stock Yard is currently
unavailable.
The intensity ratios for energy, water and GHG emissions are
expressed as landlord procured utility per net lettable floor
area. Only assets which were owned and managed during the
full 2022 reporting year, with sufficient data available, were
included in the calculation of intensity. Therefore, two assets
(Herbrand and OTP) are excluded from intensity calculations.
Segmental analysis of the Group by property type and
geography has not been included in the report considering
that all assets have the same classification (life science) and are
located in the same country (UK).
All environmental and social performance measures data
were externally reviewed and checked by Savills UK –
SustainabilityTeam.
Environmental performance measures
In 2022, the Group procured 5,307.4 MWh of energy for use
across its assets, of which 64.7% were electricity consumption
and 35.3% were gas consumption. The Company is responsible
for the majority of its occupiers’ energy procurement and
over 75.7% of the landlord-procured energy was consumed by
occupiers. During the reporting year, 154.5 MWh of electricity
was also generated from the solar PV panels installed and
consumed on-site. Reported total water consumption
of the portfolio in 2022 was 3,438.5 m
3
. However, water
consumption data was available for only two out of four assets
with operational control and cannot fully reflect the actual
consumption of the portfolio.
Total Scopes 1 and 2 (location based) GHG emissions for the
reporting year was 247.1 tonnes CO
2
e, split 16.6% Scope 1 and
83.4% Scope 2. Renewable electricity accounted for 9.2%
of the total electricity purchased and generated during the
year, resulting in a Scope 2 (market based) GHG emissions of
357.8tonnes CO
2
e.
In 2022, total managed and reported waste was 160.6 tonnes.
All waste was diverted from landfill, of which 46.5% was
re-used or recycled and 53.5% incinerated for energy recovery.
As previously stated, year-on-year analysis will be reported
on from 2023 onwards as we do not have full prior year to
compare to due to initial acquisitions being late 2021.
STRATEGIC REPORT
54
Life Science REIT plc Annual Report and Financial Statements 2022
Environmental performance measures continued
The Group has also focused on developing life science facilities with reduced footprints to enhance the overall sustainability
performance of its portfolio. Some examples of carbon saving initiatives that have been implemented in 2022 include LED
lighting replacements, installation of PIR sensors and the introduction of new waste streams for recycling.
All of our assets are in full compliance with the latest Minimum Energy Efficiency Standards (“MEES”) requirements. Rolling Stock
Yard and OTP Building 1 have obtained BREEAM ‘Excellent’ as built and it is our goal to obtain BREEAM certificates for all new
developments.
Greenhouse gas emissions (tCO
2
e)
EPRA INDICATOR
ABSOLUTE LIKE-FOR-LIKE
2021 2022 2021 2022 % CHANGE
Direct emissions
GHG-Dir-Abs, GHG-Dir-LfL
Scope 1
1
0.7 41.1
Like-for-like metrics are inapplicable
due to the lack of data for two complete
consecutive reporting years
Indirect emissions
GHG-Dir-Abs, GHG-Dir-LfL
Scope 2 – location based2
2.2
206.0
Scope 2 – market based2
3.6 357. 8
Scope 3 (landlord procured
occupier consumption)
43.3 758.9
Total direct and indirect
Scopes 1 and 2
3
2.8 247.1
Disclosure coverage – number
of assets
2 of 2 4 of 4
GHG emissions intensity
GHG-Int
Scopes 1 and 2, tonnes CO
2
em
2
— 0.001
1. Scope 1: Direct GHG emissions from controlled operations such as combustion in owned boilers.
2. Scope 2: Indirect GHG emissions from the use of purchased electricity, heat or steam.
3. Scope 2: Location-based emissions are used for reporting total emissions and GHG emissions intensity.
SUSTAINABILITY CONTINUED
EPRA sBPR reporting continued
55
Life Science REIT plc Annual Report and Financial Statements 2022
Energy consumption (MWh)
EPRA INDICATOR
ABSOLUTE LIKE-FOR-LIKE
2021 2022 2021 2022 % CHANGE
Electricity
Elec-Abs, Elec-LfL
Total landlord procured 117.4 3,434.1
Like-for-like metrics are inapplicable
due tothe lack of data for two complete
consecutive reporting years
Landlord procured, consumed
by occupiers
107. 3 2,369.9
Total on-site renewable
electricity generated and
consumed
0.5 154.5
Proportion of procured
and on-site generated and
consumed electricity from
renewable sources
1
0.5% 9.2%
Fuels
Fuels-Abs, Fuels-LfL
Total landlord procured
126.6 1,873.4
Landlord procured, consumed
by occupiers
123.0 1,648.1
Proportion of procured fuels
from renewable sources
— —
Total energy
2
Total landlord procured 244.1 5, 307.4
Landlord procured, consumed
by occupiers
230.3 4,017.0
Total landlord procured and
generated
244.6 5,462.0
Proportion estimated 26.0% 31.3%
Disclosure coverage – number
of assets
2 of 2 4 of 4
Energy intensity
Energy-Int
Landlord procured, MWh/m
2
n/a 0.171
1. Proportion from renewable sources is based on renewable energy purchases and renewable energy generated and consumed on-site. Solar PV panels are
installed at two out of six assets (Cambourne Business Park and Rolling Stock Yard). However, such data was not available for Rolling Stock Yard, therefore only
Cambourne Business Park’s data is included in this figure.
2. There are no district heating and cooling systems in place (excluding DH&C-Abs, DH&C-LfL).
Water consumption (m
3
)
EPRA INDICATOR
ABSOLUTE LIKE-FOR-LIKE
2021 2022 2021 2022 % CHANGE
Water
Water-Abs, Water-LfL
Total landlord procured
397.1 3,438.5
Like-for-like metrics are inapplicable
due tothe lack of data for two complete
consecutive reporting years
Proportion estimated
— 17. 8%
Disclosure coverage –
number of assets
2 of 2 2 of 4
Water intensity
Water-Int
Landlord procured, m
3
/m
2
n/a 0.136
STRATEGIC REPORT
56
Life Science REIT plc Annual Report and Financial Statements 2022
Environmental performance measures continued
Waste management (tonnes)
EPRA INDICATOR
ABSOLUTE LIKE-FOR-LIKE
2021 2022 2021 2022 % CHANGE
Total weight of waste by
disposalroute
Waste-Abs
Waste-LfL
1
Recycled or re-used 1.1 74.6
Like-for-like metrics are inapplicable
due tothe lack of data for two complete
consecutive reporting years
Incineration with energy
recovery
1.8 85.9
Sent to landfill — —
Total 2.8 160.6
Proportion estimated 33.5% 51.3%
Disclosure coverage –
number of assets
2 of 2 3 of 4
Proportion of waste by
disposalroute
Waste-Abs,
Waste-LfL
Recycled or re-used 37.5% 46.5%
Incineration with energy
recovery
62.5% 53.5%
Sent to landfill — —
1. Data for the proportion of waste disposed of by disposal route according to type (non-hazardous and hazardous) in tonnes or as a percentage is unavailable.
Building certification
EPRA INDICATOR RATING
2022
NUMBER OF CERT.
1
% OF FLOOR AREA
Energy Performance
Certification (EPCs) Cert-Tot
A 3 27.4%
B 1 8.1%
C 7 49.4%
D 2 15.1%
E or below — —
Total 13 100%
1. Includes EPCs for two units that are not included in the EPRA reporting boundary due to there being no landlord control. These units include Merrifield Centre
and Lumen House.
EPRA INDICATOR
2022
NUMBER OF UNITS % OF FLOOR AREA
BREEAM Certificates Cert-Tot
Outstanding — —
Excellent 2 12.9%
Very Good — —
Good — —
Others — —
Total 2 12.9%
SUSTAINABILITY CONTINUED
EPRA sBPR reporting continued
57
Life Science REIT plc Annual Report and Financial Statements 2022
Social performance measures
The Group reported on all applicable EPRA sBPR social performance metrics. Being an externally managed company
with no employees, this is limited to the Board of Directors’ gender diversity, asset health and safety, and community
engagementmeasures.
EPRA INDICATOR 2022
GENDER DIVERSITY
1
DIVERSITY EMP
BOARD OF
DIRECTORS
FEMALE 50%
MALE 50%
Employee metrics:
Gender diversity (Diversity-Emp), Gender pay ratio (Diversity-Pay),
Employee training and development (Emp-Training), Employee
performance appraisals (Emp-Dev), New hires and turnover
(Emp-Turnover), Employee health and safety
(H&S-Emp)
The Group is an externally managed investment company. All of the
Group’s day-to-day management and administrative functions are
outsourced to third parties. The Company has no employees.
Asset health and safety assessments
H&S-Asset
Proportion of assets 100%
Asset health and safety compliance
H&S-Comp
Number of incidents; unresolved within the
required timeframe
—
Community engagement, impact assessments and
developmentprogrammes
Comty-Eng
Proportion of assets —
1. Gender diversity ratio as at 31 December 2022.
Governance performance measures
Governance performance measures relate to the Board. For full background information on our governance performance
measures, including a profile of the Board, a description of our nomination procedures, and processes for managing potential
conflicts of interest, please see pages 81 to 83.
Non-Executive Director Sally Ann Forsyth has significant experience relating to developing strategies to improve social and
environmental impacts in the life science industry. During her role in developing four internationally recognised science clusters,
and currently in her role as CEO of Stevenage Bioscience Catalyst, she has experience in implementing sustainability strategies.
EPRA INDICATOR 2022
Composition of the highest
governance body
Gov-Board
Number of executive Board members 100%
Number of independent/non-executive Board members 4
Average tenure on the governance body(months) 12.9
Number of independent/non-executive Board members with
competencies relating to environmental and social topics
1
Process for nominating and selecting the highest governance body
Gov-Selec
See corporate governance section,
pages 81 to 83
Process for managing conflicts of interest
Gov-CoI
See corporate governance section,
page83
STRATEGIC REPORT
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Life Science REIT plc Annual Report and Financial Statements 2022
OCCUPIERS SHAREHOLDERS
Meeting the needs of our occupiers is fundamental to our
business. They rely on us to provide the space in which
they can operate and we in turn rely on them for timely
rental payments.
To continue to grow our business, we need a supportive
shareholder base. To keep shareholders well informed, we
look to communicate with them regularly and openly, and
to provide high-quality corporate reporting.
Stakeholder interests
• The suitability of our assets for life science purposes,
including proximity to key life science clusters, their
sustainability credentials and their attractiveness as a
workplace for the talent occupiers need to attract
• Rental levels, lease lengths and terms
• Our knowledge and understanding of their businesses
• Our asset management plans, including sustainability
enhancements
• Our financial strength
• Our intentions regarding holding or disposing of the
assetthey lease from us
• Our sustainability strategy
Stakeholder interests
• Our ability to source accretive investments and add
value through asset management, to drive rental income,
capital values and our total return
• Our financial and operational performance
• The security of our dividend
• Our approach to environmental, social and governance
issues
• The skills and experience of the Board
• The skills and experience of the Investment Adviser
andits recruitment to support our growth plans
How we engage
• The Investment Adviser is responsible for building and
maintaining relationships with current and potential
occupiers, and for reporting to the Board on occupier
issues
• The Investment Adviser’s asset management team conducts
site visits and meets key decision-makers at occupiers, to
learn about their businesses and space requirements
• The property managers also engage with occupiers at
anoperational level
• The Investment Adviser’s Head of ESG and specialist
consultant engage separately with occupiers, to identify
mutual ESG-related targets
How we engage
• The senior team at the Investment Adviser takes the
lead in our investor relations programme and offers
meetings to major shareholders and potential investors
after the announcement of our financial results, as well
asresponding to requests for meetings at other times
• The Investment Adviser and our corporate broker
providefeedback to the Board following investor
meetings
• We also engage through a range of other channels,
including regular news flow, the Group’s website,
theAnnual Report and the Annual General Meeting
• If requested, we hold separate ESG conversations
Outcomes
• Started to engage with occupiers on ESG and their input
informed our materiality assessment and sustainability
strategy
• Provided our draft sustainability policy to occupiers and
gave verbal support for their decarbonisation actions
Outcomes
• Completed our move to the Main Market of the London
Stock Exchange
• Delivered 4.0 pence per share dividend (paid and
declared)
• Identified shareholder interest in the quickly changing
ESG landscape and their desire to understand how we
keep up to date and what our plans are
• Engagement with shareholders on ESG is ongoing and
weintend to highlight our approach to ESG in greater
detail over the next 12 months
OUR STAKEHOLDERS
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Life Science REIT plc Annual Report and Financial Statements 2022
SERVICE PROVIDERS LENDERS
As an externally managed business, we are dependent
on our service providers for our day-to-day operations.
In particular, the Investment Adviser has a key role in
implementing our strategy.
Please see IBC for full details of our service providers.
An appropriate amount of gearing is important for
generating higher returns. We therefore look to build
strong relationships with lenders, who will provide the
debtfacilities needed to support our business growth.
Stakeholder interests
• The terms of their engagement
• Clarity of fees
• Open and two-way communication
• Prompt payment
Stakeholder interests
• The quality of the security we provide for our loans
• Our ability to meet our interest payments
• The strength and diversification of our income streams
• Hedging of interest rates where appropriate
• The suitability of our projects for Green Finance
How we engage
• The Board regularly engages with the Investment
Adviser, both formally and informally, with
representatives of the Investment Adviser attending
Board and Committee meetings by invitation
• The Investment Adviser is primarily responsible for
day-to-day interaction with our other service providers
and keeps the Board informed as necessary
• The Management Engagement Committee oversees and
reviews service provider performance on the Board’s
behalf (see pages 89 and 90)
How we engage
• The Investment Adviser is primarily responsible for
engaging with lenders and keeps the Board informed as
necessary
Outcomes
• The Investment Adviser holds calls with external service
providers at least quarterly
• Commitment to prompt payment
• Service providers deliver monthly monitoring reporting
to the Investment Adviser
Outcomes
• Agreed our initial debt facilities and a cap on the SONIA
rate (see page 125)
• Maintained open communication with lenders
• Regular portfolio updates and covenant compliance
reporting provide comfort to lenders
• Ongoing review of hedging arrangements with the
lenders and other advisers
Other stakeholders
In addition to the key stakeholders listed above, we have other stakeholders that are important to us. For example, local
councils may be significant stakeholders in relation to individual assets, where we may need planning permission for our
asset management or development plans.
STRATEGIC REPORT
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Life Science REIT plc Annual Report and Financial Statements 2022
SECTION 172(1) STATEMENT
Under section 172(1) (a)-(f) of the Companies Act 2006, the Directors are required to take into account the matters set out
in the table below, and to promote the success of the Company for the benefit of its members as a whole. In doing so, the
Directors must also consider the interests of key stakeholders and the environment in their discussions and decision-making.
Set out below are the matters the Board is required to take into account under section 172(1).
TAKING ACCOUNT OF
STAKEHOLDER VIEWS KEY BOARD DECISIONS
Information on stakeholder engagement,
including how the Board is kept informed
about stakeholder views, can be found
on pages 58 and 59. This engagement
is an important input into the Board’s
decision-making. The Directors keep the
methods for engaging with stakeholders
under review, to ensure they remain
effective.
The Board’s key decisions during the year included:
• approving the acquisitions of Herbrand Street and Oxford Technology Park;
• approving the first and second interim dividends in respect of the year, totalling 4.0 pence
per share;
• approving the Company’s move from AIM to the Main Market (see case study below);
• appointing Richard Howell as a Non-Executive Director; and
• approving the £150.0 million debt facility with HSBC.
See pages 78 and 79 for further details.
MATTER RESPONSE
a) The likely consequence of any decision
in the long term.
We intend to be long-term holders of our assets and therefore look to acquire or develop
assets that will appeal to occupiers for many years to come. Our asset management
activities also seek to future-proof our assets, for example by enhancing their sustainability
performance.
While generating income is an important consideration for us, we will not compromise on
our investment criteria by acquiring weaker assets to increase income in the short term.
During the year, the Board approved the acquisition of Herbrand Street in the knowledge
that the building can be readily converted to laboratory use at the end of the current
occupier’s lease term in Q4 2026, and the location in London’s Knowledge Quarter will be
very attractive to future life science occupiers (see page 30).
b) The interests of the Company's
employees.
As an externally managed company, we do not have any employees, so this matter is not
applicable.
c) The need to foster the Company’s
business relationships with suppliers,
customers and others.
Our relationships with our occupiers are central to our business model. The Investment
Adviser has a strong focus on building and maintaining these relationships and is supported
by the property managers. For more information on engagement, see page 58.
Relationships with our service providers are also key and are discussed on page 59.
During the year, the Board appointed Michael Taylor as Chair of the Management
Engagement Committee, which is responsible for overseeing relationships with our key
service providers (see pages 89 and 90).
d) The impact of the Company’s
operations on the community and
environment.
As the day-to-day operators of our assets, our occupiers have primary responsibility for any
community impacts. Our assets support our occupiers’ ability to create jobs, benefiting local
communities. More broadly, we aim to offer real estate that provides the right environment for
our occupiers to solve some of the world’s pressing issues – see pages 44 and 45 for more on
our social impact.
During the year, the Board appointed Sally Ann Forsyth as the Director to lead our approach
to sustainability. She has regularly engaged with the Investment Adviser’s Head of ESG during
the development of our new ESG strategy, as set out on pages 44 and 45.
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Life Science REIT plc Annual Report and Financial Statements 2022
MATTER RESPONSE
e) The desirability of the Company
maintaining a reputation for high
standards of business conduct.
A reputation for high standards of conduct is important to us. We need occupiers to be
willing to sign multi-year leases with us and require long-term sources of debt and equity
capital to fund our strategy.
In 2022, we reviewed all of our policies and procedures in key areas as part of our move to
the Main Market, to underpin our approach to ethical business.
f) The need to act fairly between members
of the Company.
The Company has a fully independent Board and no shareholder or group of shareholders
has direct influence over the Board’s decisions. The principals of the Investment Adviser
own shares in the Company valued at approximately £2.3 million, which also aligns their
interests with those of shareholders as a whole.
Background
The Company’s shares were initially traded on AIM, following
our IPO in November 2021. As highlighted in the IPO
prospectus, our intention was always to move to the Main
Market of the London Stock Exchange within 12 months
of the IPO, depending on the successful deployment of
the capital raised. Many institutional investors were unable
to invest in AIM shares or were only able to take limited
positions. Moving the Company’s listing to the Main Market
has made the shares available to a broader range of
investors, as well as providing eligibility for index and tracker
funds from inclusion in the FTSE All-Share and Small Cap
Indices (effective from 17 March 2023). The new prospectus
issued on 1 December 2022 also included a placement and
share issuance programme.
Interested stakeholders
Shareholders: Existing and prospective shareholders will
benefit from our access to a larger pool of capital tosupport
our growth strategy, and increased liquidity in the shares.
The Company will continue to follow the AIC Code of
Corporate Governance, which incorporates the parts of the
UK Corporate Governance Code relevant to investment
companies. We also note that standards of corporate
governance are typically higher for Main Market companies
than for AIM and our corporate governance has evolved to
ensure that we are meeting these standards.
Occupiers: Increased access to capital will enable us to
add new assets to the portfolio, progress our development
projects to create new lettable space and support our
continued investment in our existing portfolio. This will
benefit occupiers, who will benefit from greater choice of
high-quality lab space to lease from us.
Lenders: Our ability to continue to grow the business
and further enhancements to our corporate governance
framework will improve our risk rating for lenders.
Service providers: Our service providers will benefit from
our continued growth and the opportunity to expand their
work with us.
Impact of the decision in the long term
We believe the move to the Main Market will have significant
long-term benefits, primarily arising from the increase in
growth prospects, a broader shareholder base and greater
liquidity in the Company’s shares.
CASE STUDY: OUR MOVE FROM AIMTO THE MAIN MARKET
STRATEGIC REPORT
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Life Science REIT plc Annual Report and Financial Statements 2022
PRINCIPAL RISKS AND UNCERTAINTIES
To be successful in the long term, our decision-making must
be informed by a clear understanding of our business risks
and opportunities, and our appetite for those risks.
Responsibilities
The Board has overall responsibility for managing risk,
identifying principal risks that may affect the Group’s
objectives and determining the nature and extent of risk
exposure that the business is willing to take in pursuit of its
strategy. The Audit and Risk Committee, on behalf of the
Board, oversees the Group’s framework for risk management.
Our framework for risk management is approved by the
Board. It sets out how we identify, evaluate and report on our
current and emerging risks, and incorporates the assessment
of the controls and mitigation strategies we have in place
for each documented risk. We apply a consistent evaluation
framework to the assessment of risks, providing a clear
basis for considering threats and opportunities across our
activities. Changes to our risk profile, alongside significant and
emergingrisks, are escalated to and considered by the Audit
and Risk Committee.
Our financial and operational performance and reputation are
subject to several risks and uncertainties. These risks could,
either separately or in combination, have a material impact on
our performance, occupiers, third-party service providers, the
environment and shareholder returns.
Our approach
Risk management is embedded in our business
decision-making processes. The Investment Adviser regularly
reviews and updates the corporate risk register, and this
is reported to each Audit and Risk Committee meeting,
highlighting any emerging, additional or deleted risks, changes
to the controls in place or changes to our exposure to that
risk. The Audit and Risk Committee reviews the risk register at
each meeting, with particular focus on the principal risks and
any emerging risks, and provides updates to the Board.
The Audit and Risk Committee also monitors our risk
management processes and approves relevant disclosures.
It has responsibility for monitoring financial reporting
and external audit plans and outputs, as well as providing
assurance to the Board in relation to financial, operational and
compliance controls, all of which are designed to manage our
exposure to risk.
The Board has approved the delegated authority matrix
and key policies, which ensure that responsibility for making
key decisions such as asset acquisitions and disposals is
clearly defined and understood. The authority matrix is
designed to ensure that these significant decisions are
taken at the appropriate level, taking into account the size
and complexity of the transaction, and its significance to
our plans. Whereappropriate, we support our policies with
rigorous guidance and documentation standards, such as our
Acquisition Protocol, which provide further assurance that
decisions are properly supported.
BOARD
Audit and Risk Committee
Management Engagement Committee
Sustainability Committee
Remuneration Committee
Nomination Committee
AIFM
Valuers
Auditors
Depositary
Other external
assurance
Investment
Adviser
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Risk Management Framework
63
Life Science REIT plc Annual Report and Financial Statements 2022
Key climate-
related risks 2023 2024 2025 2026 2027
Occupier demand
changes seeking
more sustainable
options
Whilst our acquisition and development decision processes are designed to
incorporate forecasting and responding to changes in occupier demand, some
elements of this will be reactive, and this does present a potential increase in risk.
Decarbonisation
pathway
Meeting the challenges and targets set in our planned decarbonisation pathway
will require innovation and investment, which lead to an increase in risk.
Stranded assets We consider that our acquisition protocol, and capital investment planning and
approval process will effectively mitigate the risk of stranded assets, ie assets that
occupiers will not wish to lease.
Flooding –
impacting on
occupiers and
asset values
We do not consider that our current portfolio is at significant risk of flooding
andincorporate flood risk consideration in our investment decisions. As our
expertise in this area continues to develop we consider that the level of risk will
decrease further.
Inability to access
Green Finance
options
Our ability to access the benefits from green financing options will be linked
to the delivery of plans and achievement of targets in areas such as energy
efficiency, emissions reduction, and decarbonisation. We are investing in our
plans, which are being developed with the support of external specialists, and
consider that their delivery will reduce our exposure to this risk.
Risk appetite and awareness
Risk awareness exists through our decision-making processes
and is embedded in our systems, policies, leadership,
governance and behaviours. We have a primarily outsourced
model, so we are reliant on service providers, particularly
the Investment Adviser, to make decisions within agreed
parameters the Board has approved.
The Investment Adviser has a clear understanding of our
appetite for risk, which is determined by the Board and
incorporated within the risk framework.
Risk appetite
We have no appetite for risks relating to compliance with
regulatory and environmental requirements, or the safety
and welfare our occupiers, those working on our behalf,
and the wider community in which we work.
Our appetite for risks relating to climate change is low,
and we are actively focusing on identifying and mitigating
physical and transitional risks for the portfolio.
We will accept a reasonable level of risk in relation to
business activities focused on enhancing revenues,
portfolio values and increasing financial returns for
investors.
We seek to balance our risk position between:
• a strong focus on health, safety and regulatory compliance,
with our expectations agreed with service providers and
incorporated within contract documents, and monitored
through performance reviews by the Management
Engagement Committee;
• the acquisition and management of a balanced asset
portfolio, being selective in our acquisition decisions, and
following a clear investment appraisal process;
• a focus on mitigating climate-related risks and opportunities
through our portfolio acquisition decisions, development
planning, capital expenditure plans, and occupier
management and support activities; and
• generating profit and funds through activities, primarily
from our investment and occupier appraisal processes,
and by the effective delivery of activities by our third-party
service providers.
Environmental, social and governance
(“ESG”)risk
We have strengthened our approach to managing ESG risk
during the year. In particular, we have invested heavily in
understanding how we can best mitigate climate-related risks,
bringing in specialist support to assist in this area.
We have updated our risk framework to reflect this additional
emphasis, with a new risk category “Climate-Related Risk”,
covering physical and transitional risks to the portfolio and the
business, arising from climate change. We have overarching
ESG and climate-related risks within the corporate risk
register, and have also, in conjunction with our advisers,
developed a separate climate-related risk register, covering
both physical and transitional risks. This is reviewed by
the Investment Adviser and reported to the newly formed
Sustainability Committee, which has oversight of the Group’s
key risks.
Our assessment of the potential change over time for our key
climate-related risks is set out below. For further details see
page 48.
STRATEGIC REPORT
64
Life Science REIT plc Annual Report and Financial Statements 2022
Principal risks
The Board confirms that it has performed a robust assessment
of the Group’s principal and emerging risks and considered
the long term in doing so. The Investment Adviser and the
Audit and Risk Committee regularly review the corporate risk
register in detail.
The Board considers its overarching risk to be that investment
objectives and performance become unattractive to investors,
leading to a widening share price discount to net asset value,
which hinders the ability to raise funds and grow.
The Board has identified its principal risks based on that,
and those are summarised here, along with the current risk
management strategy, the assessment of exposure to each
risk, and any change in assessment since our last report.
Changes in risk, emerging risk
There are no additional principal risks, and we have not
removed any risks previously considered to be principal.
Where the evaluation of the risk has changed, an explanation
has been provided in the detailed section below.
During our regular reviews of the corporate risk register
during the year, we specifically consider emerging risks.
This has led to the addition of a small number of risks to the
register, none of which were considered to be principal risks,
and their addition was primarily to ensure that mitigations
andassurances could be formalised.
BUSINESS RISKS
1
Poor returns on the portfolio
2
Inability to identify or secure assets/sites for
acquisition
3
Poor performance of the Investment Adviser or
othersignificant third-party provider
4
Inappropriate acquisition, or breach of investment
strategy
FINANCIAL RISKS
5
Interest rate changes
6
Inability to attract investment, either equity or
debtfunding
7
Breach of loan covenants, or prospectus
borrowingpolicy
COMPLIANCE RISKS
8
Loss of REIT status
CLIMATE-RELATED RISKS
9
Impact of climate change
Low risk
High risk
The heat map summarises the Group’s current principal risk exposures
Likelihood
Impact
12
4
6 5
8
3
7
9
PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED
65
Life Science REIT plc Annual Report and Financial Statements 2022
BUSINESS RISKS
Risk Mitigations
1
POOR RETURNS
ONTHE PORTFOLIO
Achieving the targeted level of return
on our property portfolio over time is
fundamental to the success of the business.
The risk of a reduced return on the portfolio
could be caused by a number of factors,
including:
• reduced property valuations;
• reduced rent levels;
• an inappropriate balance of property
types within the portfolio;
• cost of capital increases, particularly as
interest rates rise;
• higher than anticipated void rates, and
bad debts; and
• increasing new tenancy costs (shorter
leases or significant works required to
attract occupiers.
In addition to these direct portfolio factors,
external macroeconomic challenges
reducing investment in the life sciences
sector, subsequently reducing property
values and rent incomes, and in the medium
to longer term this could also impact on the
number of potential occupiers looking for
property.
Our approach to the management of risk around the
portfolio follows three interlinked elements:
Asset value – we have a robust acquisition and
development process, with detailed modelling
undertaken to support acquisition decisions, and our
plans to develop and fit out space. Our investment
protocol reflects our delegated authority matrix,
ensuring that decisions are made at the right level,
and particularly significant decisions are referred to
the Board.
We aim to have a balance between sites developed
with occupiers, and the development of sites,
particularly with specialist facilities such as lab space,
in advance. This mix enables us to both meet potential
occupier requirements where these are very specific,
and also to attract potential occupiers who are
looking for reduced fit out cost and time. This helps
todrive rents and reduces void lengths.
We also undertake specialist asset opportunity
analysis to identify potential target occupiers to
approach proactively.
Occupier quality – our occupier take on process
includes ensuring we fully understand occupier
requirements and are confident that we can deliver
the asset functionality and quality required, and
also detailed evaluation of the potential occupiers
themselves, to ensure that they have a business
model and financial plans that can support the lease
and other property costs. Lease rates are flexed to
reflect the lease period, and we take rent guarantees
and rent deposits if appropriate.
Property management – our property manager is a
market leader in the field, with a depth and breadth of
resources across the range of management activities,
from rent collection, to asset maintenance and
tenancy management, to building and encouraging
sustainable and energy efficient operations within
our asset base. The property managers work closely
with the Investment Adviser’s asset managers,
and together they provide regular performance
review and reports to the Board. Rent collection
performance is also monitored by Link, who are
responsible for rent collection accounting and
maintenance of the debtor ledger.
Residual exposure:
Medium
Change:
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Life Science REIT plc Annual Report and Financial Statements 2022
BUSINESS RISKS
Risk Mitigations
2
INABILITY TO
IDENTIFY OR SECURE
ASSETS/SITES FOR
ACQUISITION
There is a risk that we may lose investment
opportunities and/or potential occupiers
to competitors. This could be driven by
aggressive competitors, the overall level
of competition in the market, insufficient
suitable available assets in the market,
or acquisition prices that would make it
difficult for us to generate sufficient returns.
There is insufficient space available in the market to
meet demand at the moment, and this is a focus area
for growth and government initiatives, which gives
us confidence that occupiers’ need for appropriate
space will continue. Our strategy includes acquiring
existing facilities, sites planned for new development,
and buildings which can be converted to meet the
specialist requirements of the sector.
Our Investment Adviser has an experienced
management team and is supported by external
property management specialists, who have
extensive expertise in the life sciences market. The
Investment Adviser regularly updates the Board on
the acquisition pipeline.
Residual exposure:
Medium
Change:
3
POOR
PERFORMANCE OF
THE INVESTMENT
ADVISER OR OTHER
SIGNIFICANT
THIRD-PARTY
PROVIDER,
INCLUDING
INACCURATE
OR INCOMPLETE
REPORTING
We operate an outsourced model and
depend on the performance of our
third-party service providers, particularly
the Investment Adviser, AIFM, Property
Manager and Fund Administrator.
Poor delivery from key providers could
result in poor decisions, reduced portfolio
returns or regulatory compliance failures,
and could have a financial impact on
investors. This risk covers all operational
areas of the business:
• environmental;
• health and safety;
• portfolio changes;
• portfolio and property management; and
• accounting and reporting.
We rely on receiving high-quality, accurate
and timely information from our service
providers, and inaccurate or incomplete
information could damage our finances,
properties, occupiers and reputation. In
particular, inaccurate information could
increase our revenue risk, as we depend on
third parties to invoice, collect, bank and
record revenues.
Our governance framework is designed to ensure
that the Board is involved with key decisions that are
material to the success of the business. There is an
approved delegated authority matrix and matters
reserved for the Board are defined.
Our service providers are contracted, with clear terms
of service and our expectations clarified. We have
contracted with organisations which are recognised
as experts in their fields.
The principal third-party providers oversee and
review our activities, with the AIFM reviewing
and approving key transactions proposed by the
Investment Adviser, and the Investment Adviser
monitoring the performance of the property
managers. Financial reports and information are
prepared by Link and checked by the Investment
Adviser’s Finance team, prior to reporting to the
Board.
The Board and Investment Adviser work together,
with regular Board meetings and ongoing contact
between the formal meetings. The Investment Adviser
has strengthened its team during the year, providing
additional resilience in the delivery of its services.
The Board members are experienced individuals,
appointed for their knowledge and their business and
commercial acumen. In addition to their performance
reviews and variance analysis as part of the normal
quarterly Board meetings, they formally review the
performance of key third-party service providers
through the Management Engagement Committee.
The valuation of the portfolio is a key risk area for the
Group. The valuation is undertaken by an independent
valuer, which provides additional assurance for the
Board on the accuracy of key metrics reported by the
Investment Adviser.
Residual exposure:
Medium
Change:
PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED
67
Life Science REIT plc Annual Report and Financial Statements 2022
BUSINESS RISKS
Risk Mitigations
4
INAPPROPRIATE
ACQUISITION,
OR BREACH OF
INVESTMENT POLICY
Acquiring assets or taking on occupiers
which are not in line with our investment
policy and objectives could have a
detrimental effect on our portfolio values,
finances or reputation, and could also
increase risk for occupiers, particularly in
multi-tenanted properties.
Our investment policy is supported by processes
designed to ensure that acquisitions meet our
requirements.
Our acquisition protocol includes robust due diligence
processes and assessment against clear investment
criteria, including portfolio mix, property type and
quality, legal issues, environmental requirements,
sector and quality of occupier.
The Investment Adviser considers all potential
acquisitions against the investment policy, before
approval or referral to the Board for approval, where
required by the size of the acquisition. All acquisitions
and disposals are also approved by the AIFM. The
Board is informed of all acquisitions, whether its
approval is required or not.
The Investment Adviser and the Property Manager
provide us with expert knowledge of the properties
and geographical locations which are best suited
to the life science market, and decisions are made
around the acquisition pipeline accordingly, ensuring
that our property portfolio is best suited to the needs
of our target occupiers.
We also fully assess potential occupiers, ensuring that
they are clearly linked to the life science sector and
are of suitable financial stability and strength for the
lease concerned. These processes are designed to
ensure that our portfolio continues to be managed in
accordance with the stated investment policy.
Residual exposure:
Low
Change:
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Life Science REIT plc Annual Report and Financial Statements 2022
FINANCIAL RISKS
Risk Mitigations
5
INTEREST RATE
CHANGES
Interest rate rises may impact our ability to
utilise funding to execute our strategy, and
may also have an impact on the portfolio,
as occupiers may have reduced willingness
or ability to pay rents sufficient to make
properties profitable.
As we are unable to mitigate the potential for interest
rate rises, we focus on managing and mitigating
the consequences. We have developed a financing
strategy, with the use of interest rate caps and hedges
considered by the Investment Adviser and the Board,
and implemented as agreed.
Residual exposure:
High
Change:
Risk Mitigations
6
INABILITY
TO ATTR ACT
INVESTMENT, EITHER
EQUITY OR DEBT
FUNDING
There is a risk that we may be unable
to attract new investors or increased
investment from existing shareholders,
affecting our ability to grow and deliver our
strategic objectives.
This risk has increased over the year,
as general economic conditions have
deteriorated, and the interest rate risk
referred to above may make it more difficult
to agree funding at appropriate rates or
with appropriate conditions.
Our reputation for providing quality, well-managed
and suitable assets, in the right locations, will be key
to mitigating this risk. Our performance has been
positive, with several attractive assets acquired, and a
clear acquisition strategy for the future.
We have an experienced Investment Adviser, with a
good reputation and excellent market knowledge.
Our Board members have extensive experience
working within and for the life sciences sector, and
are key to our reputation in the market, through
their knowledge of the requirements and needs of
potential occupiers.
Residual exposure:
High
Change:
7
BREACH OF LOAN
COVENANTS, OR
PROSPECTUS
BORROWING POLICY
We set out our expected and maximum
loan to value ratios in the prospectus, and
separately have a loan to value ratio agreed
within our bank funding facilities.
Breach of any of these ratios, or the terms
and conditions of the funding facility, could
have a serious impact on the delivery of
our objectives, through cash shortages or
damage to our reputation.
The Investment Adviser is responsible for monitoring
operations, financial transactions and performance,
and reviews the financial position continuously to
ensure that neither the loan to value ratio nor any
specific requirements of the funding facility are
breached.
The Investment Adviser applies comprehensive
financial models to plan cash flows and funding
requirements. Cash availability is built into the
investment decision-making process. All acquisitions
are approved by the AIFM and the Depositary, and all
significant acquisitions and capital expenditure plans
are approved by the Board.
The cash position is reconciled monthly to the records
produced by Link, and the bank statements, by the
Investment Adviser’s Finance team.
Residual exposure:
Medium
Change:
PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED
69
Life Science REIT plc Annual Report and Financial Statements 2022
COMPLIANCE RISKS
Risk Mitigations
8
LOSS OF REIT
STATUS
Failing to comply with the REIT framework
would put our status as a REIT at risk,
resulting in a potentially significant impact
on our shareholders.
We have a detailed governance framework, with
clearly allocated responsibilities set out in the
delegated authority matrix, and in contracts with the
Investment Adviser and other key service providers.
We obtain advice as needed from the AIFM, our
brokers and external legal support in relation to
governance compliance, FCA and listing rules.
Our position against the key requirements of the
REITlegislation is reviewed by the Investment Adviser
each month, by Link quarterly, and is reported to
the Board. Cash and earnings cover for dividends
is monitored through the comprehensive cash flow
forecasting process.
Residual exposure:
Medium
Change:
CLIMATE-RELATED RISKS
Risk Mitigations
9
IMPACT OF CLIMATE
CHANGE
The potential impact of climate change
is one of our principal risks, as we seek to
both reduce our impact on the environment
and the impact of climate change on our
activities, portfolio and finances.
We have developed a separate climate risk
register, to help us identify, consider and
mitigate both physical and transitional risks.
Key risks documented in that register
include:
• change in occupiers’ requirements, as
they seek more sustainable property
options;
• inability to access green funding, leading
to higher financing costs;
• the potential for assets to be impacted
by extreme weather events such as
prolonged extreme heat or flooding,
reducing occupiers’ willingness to lease
properties, property rental values and
therefore the value of our portfolio; and
• potential cost impacts from our
decarbonisation pathway.
We are already seeing the increasing impact of
climate change on our environment and we recognise
our responsibility to develop a portfolio and
associated working practices which will reduce our
environmental impact, while enabling us to deliver
results for our investors.
Further details are included in our TCFD and
Sustainability reports (see pages 38 to 57), but
a summary of the actions we have taken and
plannedare:
• new developments to be BREEAM ‘Excellent’ or
‘Very Good’ rated;
• environmental assessment of all potential
acquisitions, as part of the acquisition process;
• EPC plus reports are part of our standard process
for acquisitions, and we are now using them for all
buildings where appropriate to provide a baseline
position. These reports are used to support our
decarbonisation plans;
• capital expenditure planning includes
consideration of climate-related risk, with
appropriate building standards being applied,
suchas energy efficient lighting and heating,
andareduction in greenhouse gas emissions;
• external specialists have been appointed to assist
us with developing our sustainability roadmap and
route to carbon zero; and
• our standard quarterly Board report pack includes
ESG and climate-related risk information, to ensure
that Board members are fully informed.
Residual exposure:
Medium
Change:
STRATEGIC REPORT
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Life Science REIT plc Annual Report and Financial Statements 2022
GOING CONCERN AND VIABILITY STATEMENT
Going concern
The Board monitors the Group’s ability to continue as a going
concern. Specifically, at quarterly Board meetings, the Board
reviews summaries of the Group’s liquidity position and
compliance with loan covenants, as well as forecast financial
performance and cash flows. Throughout the period, the
Board had been meeting frequently, in conjunction with the
Investment Adviser, to review cash resources and acquisitions
of investment properties.
The Group ended the year with £45.6 million of unrestricted
cash and £92.6 million of headroom readily available under
its debt facilities. The Group is operating significantly
within its covenants and a sensitivity analysis has been
performed to identify the decrease in valuations and rental
income that would result in a breach of the LTV, or interest
cover covenants. For the HSBC facility, valuations would
need to fall by 43.9% or rents by 30.5%, when compared
with 31December 2022, before these covenants would
be breached, which, based on available market data, is
considered highly unlikely.
As at 24 March 2023, 98.0% of rents invoiced in
December2022 in relation to the quarter to 24 March 2023
were received.
As part of the going concern assessment, and taking the
above into consideration, the Directors reviewed a number
of scenarios which included extreme downside sensitivities
in relation to rental cash collection, making no acquisitions
or discretionary capital expenditure, and minimum dividend
distributions under the REIT rules.
Based on this information, and in light of mitigating actions
available, the Directors have a reasonable expectation that the
Group and the Company have adequate resources to continue
in business for a period of at least 12 months from the date
of approval of the Annual Report and Financial Statements.
The Directors are also not aware of any material uncertainties
that may cast significant doubt upon the Group’s ability to
continue as a going concern. They therefore have adopted the
going concern basis in the preparation of the Annual Report
and Financial Statements.
Assessment of viability
In accordance with the AIC Code of Corporate Governance,
the Directors have assessed the Group’s prospects over a
period greater than the 12 months considered by the going
concern provision. The Directors have conducted their
assessment over a three-year period to 31 December 2025,
allowing a reasonable level of accuracy given typical lease
terms and the cyclical nature of the UK property market.
The principal risks detailed on pages 62 to 69 summarise
the matters that could prevent the Group from delivering its
strategy. The Board seeks to ensure that risks are kept to a
minimum at all times and, where appropriate, the potential
impact of such risks is modelled within its viability assessment.
The Group’s investment portfolio acquired to date delivers the
intended investment strategy of a diversified portfolio located
within the Golden Triangle of Oxford, Cambridge and London
located near major universities, hospitals and public and
commercial organisations where there is a shortage of high
quality real estate space to support expanding life science
businesses. This is expected to lead to low vacancy rates and
further rental and capital growth.
The Directors’ assessment takes into account forecast
cash flows, debt availability, forecast covenant compliance,
dividend cover and REIT compliance. The model is then stress
tested for severe but plausible scenarios, individually and in
aggregate, along with consideration of potential mitigating
factors. The key sensitivities applied to the model are a
downturn in economic outlook and restricted availability of
finance, specifically:
• Increased occupier turnover
• Increased void costs
• Increased interest rates
Taking into account mitigating actions, the results of the
sensitivity analysis and stress testing demonstrated that the
Group would have sufficient liquidity to meet its ongoing
liabilities as they fall due, maintain compliance with banking
covenants and maintain compliance with the REIT regime
overthe period of the assessment.
71
Life Science REIT plc Annual Report and Financial Statements 2022
Furthermore, the Board, in conjunction with the Audit and
Risk Committee, carried out a robust assessment of the
principal risks and uncertainties facing the Group, including
those that would threaten its business model, strategy, future
performance, solvency or liquidity over the three-year period.
The risk review process provided the Board with assurance
that the mitigations and management systems are operating
as intended. The Board believes that the Group is well
positioned to manage its principal risks and uncertainties and
the economic and political environment.
The Board’s expectation is further supported by regular
briefings provided by the Investment Adviser. These briefings
consider market conditions, opportunities, changes in the
regulatory landscape and the current economic and political
risks and uncertainties. These risks, and other potential
risks which may arise, continue to be closely monitored by
theBoard.
Viability statement
The period over which the Directors consider it is feasible
and appropriate to report on the Group’s viability is a
three year period to December 2025. This period has been
selected because it is the period that is used for the Group’s
medium-term business plan. Underpinning the plan is an
assessment of each unit, driving the letting and capital
expenditure assumptions. These in turn drive the financing
assumptions and other forecast cashflows.
Having considered the forecast cash flows, covenant
compliance and the impact of sensitivities in combination, the
Directors confirm that, taking account of the Group’s current
position and the principal risks set out in the strategic report,
they have a reasonable expectation that the Group will be able
to continue in operation and meet its liabilities as they fall due
over the three-year period of their assessment.
On behalf of the Board
Claire Boyle
Chair
24 March 2023
Cambourne Business Park, Cambridge
CORPORATE GOVERNANCE
72
Life Science REIT plc Annual Report and Financial Statements 2022
WE WORKED HARD TO PUT
A ROBUST GOVERNANCE
FRAMEWORK IN PLACE
BEFORE THE IPO AND HAVE
MADE FURTHER GOOD
PROGRESS WITH OUR
GOVERNANCE AGENDA
DURING 2022.
CLAIRE BOYLE
Chair and Non-Executive Director
The importance of strong governance to a company’s success
is well established, as it provides a framework within which
we can effectively implement our strategy. We worked hard
before the IPO to put a robust governance framework in place
and have made good progress since Admission. You can find
further details in the followingpages.
Following shareholder approval, Life Science REIT plc
(the “Group”) migrated its listing from the AIM market of
the London Stock Exchange to the premium segment of
the London Stock Exchange on 1 December 2022 and is
therefore required to comply with the AIC Code of Corporate
Governance (the “AIC Code”) published by the Association of
Investment Companies and to state how it will comply with
that code.
The AIC Code addresses the principles and provisions set
out in the UK Corporate Governance Code as published by
the Financial Reporting Council (the “UK Code”), as well as
setting out additional principles and provisions on issues that
are of specific relevance to listed investment companies. The
Board considers that reporting against the principles and
recommendations of the AIC Code will provide more relevant
information to its shareholders.
During the year ended 31 December 2022, we made good
progress with our governance agenda. Highlights included
the following: we successfully implemented our succession
planning programme with the appointment and induction of
Richard Howell as Chair of the Audit and Risk Committee and
Senior Independent Director; set up new Board Committees
and reorganised existing Director responsibilities accordingly;
worked on our ESG and sustainability strategy framework,
appointing Sally Ann Forsyth as Sustainability Lead, reflecting
the importance we and our stakeholders place on ESG
considerations; ensured compliance with the applicable
principles and provisions of the AIC Code following Admission
to the Main Market; reviewed all the acquisitions made in the
year and approved the purchase of assets in the investment
pipeline of the Group. We have also set agendas for the Board
for the year ahead including a separate strategy day that took
place in February 2023.
As part of good governance practice, the Board set up a
Nomination Committee and a Remuneration Committee
under the chairship of Sally Ann Forsyth and Michael Taylor
respectively post the migration of Company’s listing to
the premium segment of the London Stock Exchange.
ASustainability Committee has also recently been set up with
Sally Ann Forsyth as the Chair, with the first meeting being
held in February 2023.
CHAIR’S INTRODUCTION TO GOVERNANCE
73
Life Science REIT plc Annual Report and Financial Statements 2022
The Directors are working well together and we have a
collegiate culture, with open discussions and appropriate
challenge. We are benefiting from our complementary
backgrounds, which include experience in life science real
estate, life science organisations, finance and investment
trusts. As at the date of this report, 50% of the Board is female
and we will continue to consider diversity, including ethnicity,
in future appointments.
The Board’s priorities for 2023 include supporting and
overseeing the Investment Adviser in the continued successful
implementation of our strategy. We will also continue to
embed the Group’s corporate governance framework and
further develop the Board’s relationships with our other
service providers. As an externally managed business, our
service providers play an important part in our governance
arrangements and the Management Engagement Committee
chaired by Michael Taylor works with the Investment Adviser
toensure they continue to function effectively.
Claire Boyle
Chair
24 March 2023
AIC CODE – PRINCIPLES PAGE
BOARD LEADERSHIP
ANDPURPOSE
COMPOSITION,
SUCCESSION AND
EVALUATION
REMUNERATION
DIVISION OF
RESPONSIBILITIES
AUDIT, RISK AND
INTERNAL CONTROL
74 to 81
81 to 85
94 and 95
78 to 80
87, 91 to 93
CORPORATE GOVERNANCE
74
Life Science REIT plc Annual Report and Financial Statements 2022
The Board consists solely of independent Non-Executive
Directors. During the year under review, Richard Howell was
appointed as a Non-Executive Director of the Company.
Claire was appointed as a Director of the Company on
14October2021. Claire is a non-executive director and chair of the
audit committee of Fidelity Special Values Plc and Aberdeen Japan
Investment Trust PLC and a non-executive director of The Monks
Investment Trust.
She has over 20 years’ experience working in financial services and
investment management, having qualified as a chartered accountant
with Coopers and Lybrand, where she specialised in litigation support
and forensic accounting. Claire then spent 13 years working in equity
investment management for Robert Fleming Investment Management,
American Express Asset Management and latterly Oxburgh Partners,
where she was a partner with responsibility for their European
HedgeFund.
Claire has a degree in Natural Sciences from Durham University
and is a Fellow of the Institute of Chartered Accountants in England
andWales.
Sally Ann was appointed as a Director of the Company on
14October2021. Sally Ann is CEO of the Stevenage Bioscience
Catalyst and is a pioneer of the life science real estate industry with
16years of experience in the delivery of outstanding science parks.
She has been responsible for the strategy, growth and development
of four internationally recognised clusters including Harwell Oxford,
Colworth Science Park, Norwich Research Park and most recently
Stevenage Bioscience Catalyst, where she is CEO.
She began her career with Unilever where she had lead responsibility
for Scientific Strategic Alliances and Open Innovation and gained an
insight into the needs of growing companies as part of the founding
team of Unilever Ventures. She gained her property experience
through Goodman International where she was Director of Science
Parks responsible for the development and management of their
UKportfolio.
Sally Ann has a PhD in Molecular Biology from the University of
Cambridge, a certificate in Real Estate Economics and Finance from
LSE and is a qualified management accountant (CGMA). She was
awarded an OBE for services to Business and Science in 2021.
BOARD OF DIRECTORS
Claire Boyle
Chair of the Board of Directors
Appointed: 14 October 2021
   
Dr Sally Ann Forsyth OBE
Non-Executive Director and
Chair of the Nomination Committee
and Sustainability Committee
Appointed: 14 October 2021
   
75
Life Science REIT plc Annual Report and Financial Statements 2022
With effect from 24 June 2022, Richard took on the role
ofSeniorIndependent Director of the Company and Chair
oftheAudit and Risk Committee.
Michael was appointed as a Director of the Company on
14October2021.
Michael is the Commercial Director for the British Heart Foundation
(“BHF”) which is the largest funder of life science research into heart
and cardio-vascular disease in the UK. Since joining the BHF in 2012 he
has overseen significant growth and diversification of their commercial
revenues across the extensive retail estate of over 700 retail shops,
new online channels and commercial health ventures, with annual
revenues now exceeding £200 million p.a.
Prior to joining BHF he spent over 20 years working in senior roles in a
wide range of major retailers with significant retail, logistic and office
property portfolios, and has been managing director of a number of
national retailers including Budgens, Londis and Whittard.
Michael has a degree in Economics from UEA.
Richard was appointed as a Director of the Company on 3 May 2022.
Richard is Chief Financial Officer of Primary Health Properties plc,
the FTSE 250 REIT and leading investor in flexible, modern primary
healthcare accommodation across the UK and Ireland.
Richard is a Chartered Accountant and has over 20 years’ experience
working with London-listed commercial property companies, gained
principally with LondonMetric Property plc and Brixton plc. Richard
was part of the senior management team that led the merger of Metric
Property Investments plc and London & Stamford Property Plc in
2013 to create LondonMetric Property plc with a combined property
portfolio of £1.4 billion.
Richard has extensive finance experience, having previously held senior
accounting positions within listed property companies operating across
the UK. Whilst working for LondonMetric Property plc and Brixton plc,
he has been involved in over £5 billion of property transactions.
Michael Taylor
Non-Executive Director and
Chair of the Management Engagement Committee and
Remuneration Committee
Appointed: 14 October 2021
   
Richard Howell
Senior Independent Director and
Chair of the Audit and Risk Committee
Appointed: 3 May 2022
   
Key to Committees:
  Audit and Risk
Committee
  Management
Engagement Committee
  Nomination
Committee
  Remuneration
Committee
  Sustainability
Committee
CORPORATE GOVERNANCE
76
Life Science REIT plc Annual Report and Financial Statements 2022
The Board has appointed Ironstone Asset Management
Limited toprovide day-to-day investment advisory and
assetmanagement services to the Group.
INVESTMENT ADVISER
Ian is a qualified chartered surveyor with
over 30 years’ experience in the UK real
estate market. His asset management career
began at Imry Holdings where he was
responsible for the £200 million Halogic
Portfolio in joint venture with GE Real Estate.
He moved on to become Director of Frame
Investments Limited, a privately owned
property investment and asset management
company specialising in multi-let value-add
portfolios in the UK with financial partners
including PRICOA and Portfolio Holdings
Limited. He was then appointed Director of
Asset Management for the Strategic Partners
series of UK value-add funds at CBRE Global
Investors with assets under management
of £1billion. Subsequently, he went on to
co-found Westmount Real Estate Ltd, a
boutique investment advisory and asset
management business acting for a wide range
of domestic and international investors. Ian
has a BSc in Land Management from the
University of Reading and is a Member of the
Royal Institution of Chartered Surveyors.
Simon is an experienced fund manager and
chartered surveyor with over 30 years of
experience in the UK real estate market.
Previously he was a Managing Director of
the UK Funds business of CBRE Global
Investors and a member of their UK Executive
Committee and Investment Committee.
Prior to that he was a Business Development
Director at GE Capital Real Estate. Latterly,
Simon was a founding director of Westmount
Real Estate, a boutique real estate investment
advisory and asset management business
advising on acquisitions, asset management
and financing across all UK sectors. He
has considerable experience in sourcing,
managing and financing across many real
estate asset classes along with developments,
forward fundings and corporate transactions.
He has a BSc in Land Management from the
University of Reading.
Stephen has over 30 years’ experience
setting up and managing funds. Starting as
an investment analyst at Morgan Grenfell,
Stephen managed the £5 billion UK Equity
Exempt Fund in the 1990s combined
with the role of Head of Global Research.
Stephen then set up the successful Global
Equity Select strategy at Morgan Grenfell
in 2002. Leaving Morgan Grenfell in 2005,
Stephen built a successful team at IronBridge
International and, as founding CIO, ultimately
managed over $7 billion for a range of UK
and overseas clients. Since 2012, Stephen
has been investing in a range of property
vehicles alongside colleague Simon Hope,
notably Warehouse REIT. Stephen has an MA
in Economic History from the University of
StAndrews.
Ian Harris
Director of Asset Management
Simon Farnsworth
Managing Director
Stephen Barrow
Chair (Non-Executive Director)
77
Life Science REIT plc Annual Report and Financial Statements 2022
Please see pages 30 to 37 for the
Investment Adviser’s report.
David has over 30 years’ commercial and
financial global experience, most recently
with Round Hill Capital, a real estate private
equity firm. He has held senior executive
positions with Campus Living Villages,
Balfour Beatty Investments and Lend Lease
Infrastructure and was the European CFO of
Babcock & Brown, the investment manager
who established the now FTSE 250 listed
company International Public Partnerships.
Previously David was a Technical Director
with Ernst & Young in Australia and is a Fellow
of the Institute of Chartered Accountants,
England & Wales. David has a BSc in Fuel and
Energy and Management Studies from the
University of Leeds.
Simon is a Senior Adviser at Savills UK, with
over 35 years’ tenure at the company. From
2004 to 2021 he was Global Head of Capital
Markets specialising in portfolio investment
construction, acquisitions and disposals.
He was a founding director of the Charities
Property Fund which is now £1.5 billion in
size. He chaired Grosvenor Hill Ventures
until 2007, which was Savills’ proprietary
trading and investment arm for property.
In 2013 he became chairman of Tilstone
Partners Limited, which is the investment
adviser to Warehouse REIT plc, and is a
non-executive director of Warehouse REIT
plc, an AIM-quoted real estate investment
trust which was launched in 2017 and which
has a market cap of more than £650 million.
Simon was the executive sponsor of Savills’
Life Science practice which incorporates
a multi-disciplinary team of over 18
professionals. He studied Estate Management
at the Royal Agricultural College, Cirencester
and is a RICS Fellow. He also holds an MBA
from Reading University.
David Lewis
Finance Director
Simon Hope
Vice-Chair (Non-Executive Director)
January – March 2022 April – June 2022
• External debt facility approved
• Updates from Management Engagement Committee
and Audit and Risk Committee Chairs
• Review of investment policy and Matters reserved
forBoard
• Acquisition of Herbrand Street approved
• Acquisition of OTP approved
• Approval of Annual Report and Financial Statements
for the year ended 31 December 2021
• Approval of policy regarding responsibilities of
theChair
• Annual General Meeting
Key Board activities during the year
At each quarterly Board meeting a report from both the AIFM and the Investment Adviser is reviewed, which includes relevant
matters to highlight since the previous meeting and details of portfolio activity, the pipeline and health and safety matters.
CORPORATE GOVERNANCE
78
Life Science REIT plc Annual Report and Financial Statements 2022
This report explains the key features of
theGroup’s governance structure.
Statement of compliance
As highlighted in the Chair’s statement on page 9 the
Company migrated the listing of its ordinary shares from
the AIM market of London Stock Exchange to the premium
segment of the London Stock Exchange on 1 December 2022.
The UK Listing Rules require listed companies to disclose
how they have applied the principles and complied with the
provisions of the UK Corporate Governance Code.
The Board has considered the principles and provisions of
the AIC Code of Corporate Governance published by the
Association of Investment Companies (the “AIC Code”).
TheAIC Code addresses the provisions set out in the UK
Corporate Governance Code as published by the Financial
Reporting Council (the “UK Corporate Governance Code”),
as well as setting out additional provisions on issues that are
of specific relevance to listed investment companies. The
Board considers that reporting against the principles and
recommendations of the AIC Code will provide more relevant
information to its shareholders.
The Company complies with the AIC Code which complements
the UK Corporate Governance Code and provides a framework
of best practice for listed investment companies.
As an externally managed investment company with no
executive directors, employees or internal operations, all
of its ongoing management and administration functions
are delegated to the Investment Adviser and other service
providers, and as such the Board does not consider that
the above provisions are relevant to the Company. We have
therefore not reported further on these provisions.
In accordance with the AIC Code, the Company established an
Audit and Risk Committee and a Management Engagement
Committee. Following the migration of the Company’s
ordinary shares to the premium segment of the London Stock
Exchange, the Board agreed to establish separate Nomination
and Remuneration Committees under the chairship of
SallyAnn Forsyth and Michael Taylor respectively.
The Board undertakes an annual review of its compliance
with the principles and recommendations of the AIC Code of
Corporate Governance. A copy of the AIC Code, which was
last updated in 2019, can be obtained via the AIC website,
www.theaic.co.uk.
Board of Directors
Under the leadership of the Chair, the Board of Directors is
collectively responsible for the long-term sustainable success
of the Company, generating value for shareholders and
contributing to wider society.
CORPORATE GOVERNANCE STATEMENT
July – September 2022 October – December 2022
• Approval of 2022 Interim Report
• Approval of interim 2022 dividend
• Consideration of move to Main Market listing
• Approved move from AIM to Main Market listing
• Financial year 2023 budget approval
• Review of Directors’ performance evaluation for the
year ended 31 December 2022
The Board receives and reviews a quarterly share register analysis, as well as a report from the Company Secretary including
regulatory and governance updates.
79
Life Science REIT plc Annual Report and Financial Statements 2022
It establishes the purpose, values and strategic aims of the
Group and satisfies itself that these and its culture are aligned.
The Board ensures that the necessary resources are in place
for the Group to meet its objectives and fulfil its obligations
to shareholders within a framework of high standards
of corporate governance and effective internal controls.
The Directors are responsible for the determination of the
Group’s investment policy and strategy and have the overall
responsibility for the Group’s activities, including the control
and supervision of the AIFM and Investment Adviser.
The Board consists entirely of independent Non-Executive
Directors. The Directors possess a wide range of relevant
business and financial expertise and brief biographies,
including details of their significant commitments, can be
found on pages 74 and 75. The Directors consider that they
are able to commit sufficient time to the Group’s affairs.
None of the Directors has a service contract. Letters of
appointment set out the terms of their appointment and
copies are available on request from the Company Secretary
at LABS_CoSec@Linkgroup.co.uk and will be available at
the AGM. The Directors are not entitled to any compensation
for loss of office. Under the Company’s Articles and in
accordance with the AIC Code, Directors are required to retire
at each AGM and seek annual re-election.
The Company has established an induction procedure for
new Directors, including the provision of an induction pack
containing information about the Group, its processes and
procedures. New appointees would also meet the Chair, the
wider Board and relevant personnel at Ironstone.
CORPORATE GOVERNANCE
80
Life Science REIT plc Annual Report and Financial Statements 2022
Chair and Senior Independent Director
The Chair, Claire Boyle, and the Senior Independent Director,
Richard Howell, were deemed by their fellow independent
Board members to have been independent on appointment
and to have no conflicting relationships.
The role and responsibilities of the Chair are outlined below
and clearly defined and set out in writing, a copy of which is
available on the Group’s website at www.lifesciencereit.co.uk.
The Senior Independent Director acts as a sounding board
for the Chair and as an intermediary for other Directors
when necessary. He leads the annual appraisal of the Chair’s
performance, takes responsibility for an orderly succession
process and is also available to shareholders to discuss any
concerns they may have.
Purpose and culture
The Group’s purpose is to own and manage life sciences real
estate across the UK, providing the space its occupiers need
for their businesses to thrive. Further information about the
purpose of the Group can be found in the strategic report
atpage 8.
The Chair leads the Board and is responsible for its overall
effectiveness in directing the Group. She demonstrates
objective judgement, promotes a culture of openness and
debate, and facilitates effective contributions by all Directors.
In liaison with the Company Secretary, she ensures that the
Directors receive accurate, timely and clear information.
TheDirectors are required to act with integrity, lead by
example and promote this culture within the Group.
The Board seeks to ensure the alignment of the Group’s
purpose, values and strategy with the culture of openness,
debate and integrity through ongoing dialogue and
engagement with the AIFM, Investment Adviser and the
Group’s other service providers. The culture of the Board will
be considered as part of the annual performance evaluation
process which is undertaken by each Director. The culture
of the Group’s service providers is also considered by the
Board during the annual review of their performance and
while considering their continuing appointment. This includes
assessing their approach to significant ethical issues such as
modern slavery. The Company’s Modern Slavery Statement,
reviewed by the Board each year, is available from its website
www.lifesciencereit.co.uk.
Nomination Committee
As noted on page 85, following the Company’s migration
of the listing of its ordinary shares to the premium segment
of the London Stock Exchange, the Board has established
a separate Nomination Committee. The Nomination
Committee consists of the whole Board and is chaired by
SallyAnnForsyth. The Committee meets at least annually
and terms of reference are in place which include reviewing
the Board’s size, structure and diversity, succession planning
and training. Potential new Directors are identified against the
requirements of the Group’s business and the need to have
a balanced Board. The Company is committed to ensuring
that any vacancies arising are filled by the most qualified
candidates.
CORPORATE GOVERNANCE STATEMENT CONTINUED
Structure of the Board
Management
Audit and Risk Nomination Remuneration Sustainability Engagement Independent/
Committee Committee Committee Committee Committee Non-independent Gender
Claire Boyle
1
Independent Female
Sally Ann Forsyth
2
Independent Female
Michael Taylor
3
Independent Male
Richard Howell
4
Independent Male
1. Chair of the Board during the year and Chair of the Management Engagement Committee until 11 March 2022.
2. Chair of the Nomination Committee with effect from 1 December 2022 and Sustainability Lead during the year. Chair of the Audit and Risk Committee until
24 June 2022.
3. Chair of the Management Engagement Committee with effect from 11 March 2022 and the Remuneration Committee with effect from 1 December 2022.
4. Appointed 3 May 2022. Senior Independent Director and Chair of the Audit and Risk Committee with effect from 24 June 2022.
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Recruitment and succession planning activities
Prior to establishment of the Nomination Committee, the
Board lead the process for appointments of new Directors
to the Board and its Committees, and ensured plans were in
place for orderly succession and oversaw the development
of a diverse pipeline for succession. Furthermore, the Board
was responsible for ensuring that there was a formal, rigorous
and transparent procedure for the appointment of new
Directors to the Board, including a review of other significant
commitments Directors may have.
During the year, the Board engaged in a search for a fourth
Non-Executive Director with assistance from the executive
search firm Odgers Berndtson. The Board confirms that
Odgers Berndtson is independent of the Company and each
of its Directors as of the date of this report.
The Board identified for this search that any one of the
following attributes were important for the successful
candidate to be able to contribute to the Board, and would
further be considered during the Company’s ongoing
succession planning:
Chair
Non-Executive Directors
Audit and
Risk Committee
Nomination
Committee
Purpose
Culture
Remuneration
Committee
Management
Engagement
Committee
• recent and relevant financial experience;
• transactional experience in the area of property
acquisitions;
• exposure to commercial real estate and/or real estate
asset management; and
• board experience from a plc environment.
Following a consideration of the desired background and
expertise of the new Director in order to complement the
skills already on the Board as stated above, a shortlist of
potential candidates was then provided by Odgers Berndtson.
The Directors met with a number of these candidates,
following which Richard Howell was appointed to the Board
on 3May2022. Please see page 75 for Richard Howell’s
biography.
The Nomination Committee will hold its first meeting in
2023, at which the Board plans that a skills matrix will be
created and discussed to identify current strengths and areas
of weakness for the Board to consider during its ongoing
succession planning activities.
Investment Asset management Financial
Sustainability
Committee
CORPORATE GOVERNANCE
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Life Science REIT plc Annual Report and Financial Statements 2022
Diversity and inclusion
In accordance with the AIC Code, the Board is comprised of
a group of individuals who have an appropriate balance of
skills and experience to meet the future opportunities and
challenges facing the Group. Appointments are made first
and foremost on the basis of merit and taking into account
the recognised benefits of all types of diversity. The Board
ensures that diversity is an important consideration and part
of the selection criteria used to assess candidates to achieve a
balanced Board.
In April 2022, the FCA announced additional diversity targets
for FTSE listed companies on a ‘comply or explain’ basis, the
reporting of which is to be effective for financial accounting
periods commencing 1 April 2022 onwards. Whilst this is not
applicable to the Company for this year’s annual report, the
Board supports the introduction of the new rules and the
Group will report its compliance against this new requirement
in the Annual Report for the year ending 31 December 2023.
The Board is currently comprised of a 50:50 male to
femaleratio.
CORPORATE GOVERNANCE STATEMENT CONTINUED
Management
Audit and Risk Engagement
Board Committee Committee
Claire Boyle 4/4 4/4 2/2
Sally Ann Forsyth 4/4 4/4 2/2
Michael Taylor 4/4 4/4 2/2
Richard Howell
2
3/3 3/3 1/1
1. Following the Company’s Admission to AIM on 19 November 2021.
2. Appointed as a Director on 3 May 2022.
The Board has formal arrangements for the Directors, in the furtherance of their duties, to take independent professional advice
at the Company’s expense. The Company has also taken out a Directors’ and Officers’ liability insurance policy and is referred to
on page 99.
Tenure
In accordance with the AIC Code, the Directors are required to
retire at the first AGM following their appointment. Thereafter,
at each AGM, all Directors, including the Chair of the Board,
will seek annual re-election (see page 83). The Board has not
stipulated a maximum term of any directorship, except that
subject to ensuring business continuity, all Non-Executive
Directors will remain on the Board for a maximum period of
nine years in accordance with the AIC Code.
Engaging with our stakeholders
Details of how we engaged with our key stakeholders during
the year ended 31 December 2022 are set out in the strategic
report on pages 58 and 59.
Board operation
The Directors meet at regular Board meetings, held at least
four times a year, with additional meetings arranged as
necessary. Board members are notified between meetings of
any material events including, but not limited to, significant
transactions, litigation, mergers and acquisitions, and changes
in capital structure. There is regular contact between Board
members and the Investment Adviser, in addition to the formal
Board meetings.
The table below sets out the Directors’ attendance at both
regular and ad hoc Board and Committee meetings
1
during
the year ended 31 December 2022, against the number of
meetings each Board member was eligible to attend:
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Life Science REIT plc Annual Report and Financial Statements 2022
Board and Committee evaluation
Towards the end of 2022 the Board conducted an evaluation
of the effectiveness of the Board itself, its Committees, the
Chair and the Directors. It is the Board’s current intention to
arrange an externally facilitated evaluation at least every three
years in accordance with the AIC Code.
The 2022 evaluation was an internal performance evaluation
by way of questionnaires completed by the Directors. The
results were collated and a report detailing the responses
was considered by the Board. This process was facilitated
by the Company Secretary. The scope of the questionnaire
was designed to cover all aspects of the Board’s operation,
including the management of meetings, the strengths
and independence of the Board and the Chair, individual
Directors and the performance of its Committees, each
Director’s perspective on the Board’s future priorities, training
requirements, and the way the Board works as a team.
The Board concluded that the evaluation demonstrated that
the composition of the Board continued to be appropriate and
it provided adequate supervision, oversight and challenge.
Independence of Directors
The Board has reviewed the independence of each Director
and the Board as a whole. The whole Board is independent of
the Investment Adviser and free from any business or other
relationships that could materially interfere with the exercise
of the Directors’ independent judgement.
The Board considers that all Directors are independent of the
Investment Adviser in both character and judgement.
Conflicts of interest
The Articles of Association permit the Board to consider and,
if it deems fit, to authorise situations where a Director has
an interest that conflicts, or may possibly conflict, with the
Group’s interests. The Board has a formal system to consider
such conflicts, with the Directors who have no interest in the
matter deciding whether to authorise the conflict and any
conditions to attach to such authorisation. Any such conflicted
Director would not be present during Board discussions
regarding the conflicting matter to ensure that the debate
remains unbiased and objective. A register of potential
conflicts of interests is maintained by the Company Secretary
and presented to the meeting for information at each Board
meeting. As at 24 March 2023, being the latest practicable
date of this report, no such conflicts were identified.
Election/re-election of Directors
Under the Company’s Articles of Association, Directors are
required to stand for election at the first AGM after their
appointment and each AGM thereafter for re-election. This is
also in accordance with the AIC Code therefore, each Director
will stand for election at the forthcoming AGM. The Board
considers that both during the year ended 31 December
2022 and from the end of the period to 24 March 2023,
being the latest practicable date of this report, each Director
has performed effectively and demonstrated excellent
commitment to their role at this early and important stage of
the Company’s development. It therefore believes that it is in
the best interests of shareholders that each Director is elected
at the AGM.
CORPORATE GOVERNANCE
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Life Science REIT plc Annual Report and Financial Statements 2022
CORPORATE GOVERNANCE STATEMENT CONTINUED
Board responsibilities and relationship
with the Investment Adviser
The Board’s main roles are to lead the Group and ensure
its long-term sustainable success, generating value for
shareholders and contributing to wider society, and to
approve the Group’s purpose, values and strategic objectives
and satisfy itself that these and its culture are aligned. The
Board annually maintains and reviews its schedule of matters
reserved for the Board of Directors which details its specific
responsibilities. Its responsibilities include:
• approving the Group’s investment and business strategy;
• approving the gearing policy;
• overseeing cash management;
• approving the Annual and Half-yearly Reports and Financial
Statements and accounting policies, prospectuses, circulars
and other shareholder communications;
• approving acquisitions and disposals which are within
the investment policy but have a value of 20% or more of
the GAV of the Group’s portfolio, and any acquisitions or
disposals outside the investment policy;
• raising new capital and approving major financing facilities;
• approving the valuation of the Group’s portfolio;
• approving and recommending dividends;
• approving Board appointments and removals;
• appointing or removing the Group’s external Auditor
following the recommendation of the Audit and Risk
Committee;
• appointing or removing the AIFM, Investment Adviser,
Depositary, Auditor, Company Secretary and other
service providers following the recommendation of the
Management Engagement Committee; and
• ensuring a satisfactory dialogue with shareholders and
other key stakeholders.
A copy of the schedule of matters reserved for the Board of
Directors is available on the Company’s website at
www.lifesciencereit.co.uk.
The Board has delegated its day-to-day functions to a number
of service providers, each engaged under separate legal
agreements. In particular, portfolio management and risk
management of the Group’s assets has been delegated to the
AIFM. The Investment Adviser provides recommendations to
the AIFM’s investment committee. These recommendations
cover acquisitions and sales of Group assets (where this
would be in line with the Group’s objectives and investment
policy), and recommendations on where the Group should
incur borrowings and give guarantees and securities (subject
to certain investment restrictions imposed by the Board and
the Board’s overall control and supervision). The Board, the
AIFM and the Investment Adviser operate in a fully supportive,
co-operative and open environment.
At each Board meeting, the Directors follow a formal
agenda, which is circulated in advance by the Company
Secretary following its approval by the Chair. The Company
Secretary and Investment Adviser regularly provide financial
information, together with briefing notes and papers in
relation to changes in the Group’s economic and financial
environment, statutory and regulatory changes and corporate
governance best practice to the Board. Representatives from
the Investment Adviser and the AIFM attend each Board
meeting and communicate with the Board between formal
meetings.
Board Committees
The Board has five Committees: the Audit and Risk
Committee, the Management Engagement Committee, the
Nomination Committee, the Remuneration Committee and the
Sustainability Committee.
The Committees’ terms of reference are available on the
Company’s website at www.lifesciencereit.co.uk.
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Life Science REIT plc Annual Report and Financial Statements 2022
Audit and Risk Committee
The Audit and Risk Committee comprised Richard Howell
(Chair), Sally Ann Forsyth, Claire Boyle and Michael Taylor.
Themembers of the Audit and Risk Committee consider
that they collectively have the requisite skills and experience
to fulfil the Committee’s responsibilities and competence
relevant to the REIT sector. Richard Howell is a qualified
accountant, as is Claire Boyle.
As part of the planned succession process, Sally Ann Forsyth
stepped down as the Chair of the Audit and Risk Committee
and was replaced by Richard Howell on 24 June 2022.
Information about the composition, responsibility and
activities of the Audit and Risk Committee is set out in the
report from the Chair of the Audit and Risk Committee on
pages 91 to 93.
Management Engagement Committee
The Management Engagement Committee during the year
comprised of Michael Taylor (Chair), Claire Boyle, Sally Ann
Forsyth and Richard Howell, all of whom are independent
Non-Executive Directors. The Chair of the Board was also the
Chair of the Committee until 11 March 2022 when she stepped
down and was replaced by Michael Taylor.
A report from the Chair of the Management Engagement
Committee is set out on pages 89 and 90.
Nomination Committee
The Nomination Committee was established during the year,
following the Company’s migration from AIM to the premium
segment of the London Stock Exchange on 1 December 2022.
Membership consists of the whole Board and the Committee
is chaired by Sally Ann Forsyth.
There were no meetings of the Nomination Committee during
the year.
Remuneration Committee
The Remuneration Committee was established during
the year, following the Company’s migration from AIM to
the premium segment of the London Stock Exchange.
Membership consists of the whole Board and the Committee
is chaired by Michael Taylor.
There were no meetings of the Remuneration Committee
during the year.
Sustainability Committee
This committee was set up post year end, the first meeting
being held in February 2023. The full Board sits on
theCommittee, with Sally Ann Forsyth being appointed Chair.
The Committee will meet a minimum of twice a year to cover
the following main duties:
• approval and oversight of the implementation of the
sustainability strategy;
• tracking progress and effectiveness of the strategy; and
• review of ESG risks (including climate-related risks and
opportunities) to recommend updates to the Audit and
Risk Committee as appropriate.
Company Secretary
The Board has direct access to the advice and services of the
Company Secretary, Link Company Matters Limited, which
is responsible for ensuring that the Board and Committee
procedures are followed and that applicable regulations are
complied with. The Company Secretary is also responsible
to the Board for ensuring timely delivery of information and
reports and for ensuring that the Company meets its statutory
obligations.
How governance supports the delivery of the
Group’s strategy
As noted on page 84, the approval of the strategy and
overseeing its implementation is one of the Board’s core
responsibilities. Set out on the next page are the Board’s
activities in respect of each element of the strategy set out
onpages 20 to 21 of this report.
CORPORATE GOVERNANCE
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Life Science REIT plc Annual Report and Financial Statements 2022
CORPORATE GOVERNANCE STATEMENT CONTINUED
Strategy Board governance role Board key activities during the year
Investment
strategy
Overseeing the selection of acquisitions,
against the backdrop of current market and
economic conditions.
Approving acquisitions which are within the
investment policy but have a value of 20%
ormore of the Group’s GAV.
Approving any acquisitions outside the
investment policy.
Reviewed acquisition pipeline tracker at each
quarterly meeting.
Reviewed and approved acquisitions of
Herbrand Street and OTP in H1 2022.
1
Asset
management
strategy
Overseeing the portfolio.
Overseeing the Investment Adviser’s asset
management activities.
Approving disposals of 20% or more of the
GAV of the Group’s portfolio.
Approving any disposals outside the
investment policy.
Reviewed quarterly portfolio updates from
the Investment Adviser, including lease events,
capital expenditure works and development
updates.
Approved the annual budget for the year
ended 31 December 2023.
2
Financial
strategy
Approving any changes to the Group’s capital
structure.
Approving the Group’s gearing policy,
dividend policy and treasury policy.
Approved external debt facility with HSBC
inH1 2022.
Monitored the Group’s debt levels and interest
rate hedging.
3
Read more about the acquisitions in the year
in the Investment Adviser’s report on page 30.
Read more about asset management during
the year in the Investment Adviser’s report
onpage 33.
Read more about financing activity during
the year in the Investment Adviser’s report
onpage 35.
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Life Science REIT plc Annual Report and Financial Statements 2022
Internal controls
The Directors are responsible for the Group’s system of
internal control and for reviewing its effectiveness.
Internal control systems are designed to manage, but not to
eliminate, the risk of failure of the Group to meet its business
objectives, and as such, only provide reasonable but not
absolute assurance against material misstatement or loss.
Thekey components designed to provide effective internal
control are outlined below:
• the Group has a clearly defined organisational structure;
• the Group has policies and procedures for internal controls
of key matters;
• an annual budgeting process is in place;
• detailed quarterly reporting occurs;
• the Directors intend to implement a whistleblowing policy
where any concerns are reported directly to the Chair of the
Board to deal with any issues should they arise;
• the Directors have considered the Bribery Act and will
implement an Anti-Bribery and Corruption Policy in 2023;
• at least annually the Board conducts a review of the
effectiveness of the Group’s internal controls, covering all
material controls;
• the Directors actively respond to any external audit
recommendations on internal control deficiencies and
demonstrate how they are actioned. A follow-up process
is in place for actions arising from audits and the risk
management process, which ensures that actions are
implemented effectively;
• a delegated authority matrix has been developed to cover
key commercial and financial activities, investment and
disposal transactions, and management of disputes or legal
challenges; and
• the Directors have documented key controls which mitigate
risk of inaccurate reporting.
The Audit and Risk Committee undertakes the annual review
of the effectiveness of internal controls and reports the results
of this to the Board for consideration. The Audit and Risk
Committee also receives reports from the Investment Adviser,
AIFM and the external Auditor concerning the system of
internal control and any material control weaknesses. It may
also seek external reviews and advice. Any significant issues
identified are to be referred to the Board for consideration.
Where any material control deficiencies are identified,
remedial actions are agreed and implemented, and the Board
updated on its progress.
Risk management
The Group has a Risk Management Framework, which is
approved by the Board and subject to annual review (as
a minimum) by the Audit and Risk Committee. A detailed
risk register has been compiled, identifying key risks and
mitigations, and evaluating the exposure for each risk, using
a standardised evaluation matrix. The Investment Adviser
regularly reviews the risk register, and it is provided to the
Audit and Risk Committee for discussion at each meeting.
Theframework is included on page 62 of the strategic report.
Internal audit
The Group is not considered sufficient in size or complexity
to warrant the establishment of an internal audit function.
The Audit and Risk Committee reviews the requirement for
an internal audit function at least annually. If that threshold
has been attained, the Audit and Risk Committee will
approach the Board of Directors to request approval for the
establishment or outsource of an internal audit function.
Equally, if the Group’s Investment Adviser or AIFM determines
that it is appropriate to establish an internal audit function,
they will approach the Board of Directors for approval to
establish, or outsource, an internal audit function.
To gain assurance over the control environment of the Group
without an internal audit function, the Group has regular
informal contact with the Investment Adviser, will review
Board papers which are received in a timely manner, seek
information from the external Auditor, review the risk register
and progress with any actions arising.
Where relevant, the Board reviews controls reports provided
by third-party service providers and receives summaries of
those reports from the Investment Adviser.
External audit scope
The Group is subject to an annual audit of its consolidated
financial statements and its component entities by its external
Auditor, Deloitte LLP. The Group produces its consolidated
financial statements in accordance with IFRS.
CORPORATE GOVERNANCE
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Life Science REIT plc Annual Report and Financial Statements 2022
CORPORATE GOVERNANCE STATEMENT CONTINUED
Segregation of duties and authorisation limits
As occurs with other organisations of its size and which have
a similar business, the Group faces challenges in implementing
segregation of duties. The Group operates an outsourced
model of suppliers and has no direct employees.
The Group has considered the risk around segregation of
duties within the processing of payments and transactions
and has identified and put in place a delegated authority
matrix for acquisitions, disposals, property and occupier
related activities and capital expenditure. In addition, the
following authorisation controls are in place for the processing
of payments:
• the payments themselves are made by the Administrator
of the Group, based upon the approvals received from the
Investment Adviser, with a primary authorised signatory and
secondary authorised signatories;
• each payment or transaction is signed off by one signatory,
up to a total of £100,000. Payments or transactions above
this figure require authorisation by two signatories and to
be in line with the Group’s delegated authority matrix and
acquisition/disposal protocols (as applicable) as approved
by the Board; and
• the Administrator has a clearly defined set of processes
in place to manage payment risks. It produces an ISAE
3402 controls report to the Investment Adviser, providing
assurance over the adequacy and operation of key controls.
Insider information and Market Abuse Regulation
The Company has an Insider Dealing Policy and a Share
Dealing Protocol. The Board and the Investment Adviser are
responsible for ensuring that information is properly assessed
to ascertain whether it is market sensitive, and advice is
sought in complex areas.
The Company Secretary is responsible for ensuring that open
and closed periods are recognised and communicated to all
PDMRs and insiders of the Company. In accordance with the
Share Dealing Protocol, all share dealings for both Directors of
the Company and employees of the Investment Adviser must
be approved in advance.
Whistleblowing
The Group has no employees, being wholly supported by
third-party service providers. However, it has a Whistleblowing
Policy setting out the procedures that any third party could
follow to raise any concerns. Third-party service providers are
expected to comply with all the relevant laws and regulations
as a contractual requirement, and adequate whistleblowing
procedures are included within that expectation. In particular,
the Investment Adviser Whistleblowing Policy offers staff, or
others raising concerns, the opportunity to raise them direct
with the Chair of the Group.
Principal and emerging risks
The principal and emerging risks that the Board has identified
are set out on pages 64 to 69.
Shareholder relations
Communication with shareholders is a high priority for both
the Board and the Investment Adviser, and the Directors are
available to discuss the Group’s progress and performance
with shareholders. The Investment Adviser, in conjunction
with its joint Corporate Brokers, Panmure Gordon and Jeffries
International, are in regular contact with the major institutional
investors and regularly report the results of meetings and the
views of those shareholders to the Board. The Chair and the
other Directors are available to attend these meetings with
shareholders if required.
All shareholders are encouraged to attend and vote at
the AGM, during which the Chair of the Board, the Chair
of each respective Committee, the Board as a whole and
representatives of the Investment Adviser will be available to
discuss issues affecting the Group and answer any questions.
Shareholders wishing to communicate directly with the
Board or to lodge a question in advance of the AGM should
contact the Company Secretary at the address on the inner
back cover. The Company makes sure to always respond to
correspondence from its shareholders.
For more information on the Group’s approach to
stakeholder engagement please see pages 58 and 59 of the
strategicreport.
The Board and its advisers will prepare the Group’s Annual
and Half-yearly Reports to present a full and readily
understandable review of the Group’s performance.
Copies will be released through a Regulatory News
Service, dispatched to shareholders depending on their
communication preference and made available from the
Company Secretary or by downloading from the Company’s
website at www.lifesciencereit.co.uk.
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Life Science REIT plc Annual Report and Financial Statements 2022
The Committee is comprised of all the Directors of the
Company and chaired by Michael Taylor.
The Committee is responsible for evaluating the performance
of the Group’s key service providers and satisfying itself that
the continuation of such service provider appointments are in
the best interests of shareholders as a whole.
The Committee reviews the Investment Adviser and AIFM’s
agreements including the methodology used for calculating
fees, to ensure that the terms remain fair and in the best
interests of shareholders.
The Committee is required to meet at least once a year
and met twice during the year ended 31 December 2022
toperform its duties as detailed in the activities section on
thenext page.
THE MANAGEMENT
ENGAGEMENT COMMITTEE
REVIEWS THE PERFORMANCE
AND ONGOING APPOINTMENT
OF THIRD PARTY SERVICE
PROVIDERS TO ENSURE
THEY ARE OPERATING IN
THE SHAREHOLDERS BEST
INTERESTS.
MICHAEL TAYLOR
Chair of the Management Engagement Committee
MANAGEMENT ENGAGEMENT
COMMITTEE REPORT
Committee members:
Name Attendance
Michael Taylor (Chair)
Claire Boyle
Sally Ann Forsyth
Richard Howell
1
1. With effect from 3 May 2022.
CORPORATE GOVERNANCE
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Life Science REIT plc Annual Report and Financial Statements 2022
Role of the Management Engagement
Committee
The Committee operates within defined terms of reference,
which are regularly reviewed and at least on an annual
basis, to ensure they remain fit for purpose. The terms
ofreferenceare available on the Company’s website at
www.lifesciencereit.co.uk. The Committee’s primary
responsibilities are to:
• keep under review the performance of all service providers
with the exception of the Auditor;
• reasonably satisfy itself that the Investment Management
Agreement is fair and that the terms remain competitive;
• satisfy itself that the systems put in place by the AIFM,
Investment Adviser, Administrator and Depositary meet
legal and regulatory requirements;
• satisfy itself that matters of compliance are under proper
review, including access to the Company’s AIFM;
• consider whether continued employment of the Investment
Adviser is in the interests of shareholders as a whole; and
• produce an annual report of the Committee’s activities to be
included in the Annual Report.
Activities
The Committee’s activities during the year ended
31 December 2022 were as follows:
Investment Adviser and AIFM
The Committee considered the performance of the
Investment Adviser and AIFM against their obligations under
the Investment Advisory and AIFM Agreements during the
year, and whether it was appropriate to recommend the
continuing appointments of the Investment Adviser and AIFM
to the Board.
In reaching its recommendation to the Board, the Committee’s
deliberations included consideration of:
• the investment advisory and AIFM fees as detailed
onpage 98;
• whether the terms of the agreements remained fair,
complied with all regulatory requirements, conformed
with market and industry practice and were in the best
interests of shareholders; and
• the execution of the Group’s investment strategy by the
Investment Adviser during the year.
Following the review, the Committee agreed that the
Investment Adviser and AIFM had performed their duties
to a high standard and recommended to the Board that the
continuing appointments of the Investment Adviser and AIFM
was in the best interests of the shareholders.
Other key service providers
The Committee reviewed the ongoing performance and the
continuing appointment of the Group’s other key service
providers, including the Administrator, Auditor, Corporate
Broker, Financial PR & Investor Relations Adviser, Legal
Adviser, Property Manager, Registrar, Company Secretary,
Depositary, and Valuer. The Committee recognises that
ensuring excellent support and performance by service
providers is critical for the Group’s continuing operation
asanexternally managed Real Estate Investment Trust.
Michael Taylor
Chair of the Management Engagement Committee
24 March 2023
 
MANAGEMENT ENGAGEMENT
COMMITTEE REPORT CONTINUED
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Life Science REIT plc Annual Report and Financial Statements 2022
Introduction and composition of the Committee
The Committee is chaired by Richard Howell, who is a
qualified chartered accountant, has a degree in Accounting
and Finance from Kingston University, as well as having
recent and relevant financial experience. Given the size of the
Board, it is considered both proportionate and practical for
all Directors to be members. The Chair of the Board is also a
member of the Audit and Risk Committee, as permitted by the
AIC Code. This is considered appropriate given Claire Boyle
is a Fellow of the ICAEW, has a diverse background in equity
investment, and her recent and relevant financial experience,
having chaired audit committees herself. All members of
the Committee are considered independent Non-Executive
Directors by the Board on appointment.
THE AUDIT AND RISK
COMMITTEE (THE
“COMMITTEE”) PLAYS A
KEY ROLE IN THE GROUP’S
CORPORATE GOVERNANCE
FRAMEWORK AND I WAS
PLEASED TO BECOME
COMMITTEE CHAIR
DURING2022.
RICHARD HOWELL
Chair of the Audit and Risk Committee
AUDIT AND RISK COMMITTEE REPORT
Committee members:
Name Attendance
Richard Howell
1
(Chair)
Claire Boyle
Michael Taylor
Sally Ann Forsyth
1. With effect from 3 May 2022.
The Committee as a whole has competence relevant to the
sector in which the Group operates. For more information on
the individual background of each Committee member, please
see pages 74 and 75 to view their biographies.
Role of the Audit and Risk Committee
The Audit and Risk Committee is responsible for the
effectiveness of internal control, risk management and
auditing processes.
The Committee’s primary responsibilities are to:
• consider the appointment, compensation, terms of
engagement of, independence and objectivity, resignation
or dismissal of the external Auditor;
• meet and discuss with the external Auditor the nature and
scope of the audit, the findings from the audit, including
accounting and internal controls;
• review the independence of the Auditor and provide
recommendations to the Board with regard to audit
engagement terms;
• review the Group’s financial statements, annual accounts
and accompanying reports to shareholders and
announcements relating to financial information;
• review the Group’s internal financial controls, the policies
and overall process for identifying and assessing business
risks;
• review the Group’s risk register, in particular with regard to
the potential impact of principal and emerging risks;
CORPORATE GOVERNANCE
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Life Science REIT plc Annual Report and Financial Statements 2022
Role of the Audit and Risk Committee continued
• review, on an annual basis, whether there should be an
internal audit function;
• review the procedures for whistleblowing, detecting
fraud and prevention of bribery of the outsourced service
providers; and
• produce an annual report of the Committee’s activities to be
included in the Annual Report.
The Committee has direct access to the Group’s Auditor,
Deloitte LLP, and provides a forum through which the Auditor
reports to the Board. Representatives of the Auditor attend
Committee meetings at least annually.
The Committee operates within defined terms of reference,
which are regularly reviewed and updated as necessary.
Theterms of reference are available on the Company’s
website.
Activities
The Committee met four times during the year under review.
At the meetings, the Committee has:
• reviewed the internal controls and risk management
systems of the Group and its third-party service providers;
• agreed the audit plan with the Auditor, including the
principal areas of focus, and agreed the audit fee;
• received and discussed with the Auditor its report on the
results of the audit;
• reviewed the Group’s interim and annual financial
statements and discussed the appropriateness of the
accounting policies adopted;
• reviewed the valuation of the Group’s investment properties
and recommended this to the Board;
• reviewed the performance of the Group’s auditors; and
• reviewed the Company’s compliance with the AIC Code.
During the year, the Committee has reviewed and updated,
where appropriate, the corporate risk register. This will
be completed at least half-yearly, in conjunction with the
Investment Adviser and AIFM. During the year, the addition
of new risks to the register and, more recently, minor changes
to the principal risks which demonstrated the strength of the
business, are described on pages 62 to 69.
The Committee reviewed the requirement for an internal
audit function following the year end and concluded that
this would provide minimal added comfort at considerable
extra cost to the Group. The Committee receives reports on
internal controls and compliance from the Investment Adviser
in conjunction with a third-party risk and internal audit adviser
and discusses these with the Investment Adviser. This report
also covers the internal controls of the Group’s other key
service providers. No significant matters of concern were
identified.
The Committee monitors and reviews the effectiveness of
the external audit process for the Annual Report, including a
detailed review of the audit plan and the audit results report.
This review takes into account the experience and tenure of
the audit partner and team, the nature and level of services
provided, and confirmation that the Auditor has complied
with independence standards. The Committee met with the
external auditor twice during the year. Any concerns with the
effectiveness of the external audit process would be reported
to the Board. No concerns were raised in respect of the year
ended 31 December 2022.
Fair, balanced and understandable reporting
The Committee reviewed drafts of this Annual Report and
Financial Statements to consider whether it is fair, balanced
and understandable and provides the information necessary
for shareholders to assess the Group’s performance, business
model and strategy. The Committee also gained assurance
that there is a robust process of review and challenge at
different levels within the Group to ensure balance and
consistency.
Following the consideration of the above matters and its
detailed review, the Committee was of the opinion that the
Annual Report and Financial Statements, taken as a whole,
is fair, balanced and understandable and provides the
information necessary for shareholders to assess the Group’s
position and performance, business model and strategy.
Look ahead to 2023
The Committee has agreed several areas of focus, including:
• ensuring continued integrity and balance in the Group’s
financial reporting;
• to review the documentation and evidence around key
procedures and processes;
• monitoring proposals for UK Corporate Governance reform
and consider appropriate processes;
• consideration of new and emerging risks; and
• looking at specific implications of the current UK economic
downturn on the Group’s portfolio value including macro
and life science industry specific impacts and assessing
resulting financial impacts.
AUDIT AND RISK COMMITTEE REPORT CONTINUED
93
Life Science REIT plc Annual Report and Financial Statements 2022
Significant issues
The Committee considered the following key issues in relation to the Group’s financial statements during the year:
Valuation of
investment
property:
The Committee considered and discussed the valuation of the Group’s investment properties as
at 31 December 2022. The valuer attended the Committee meeting in March 2023 to enable a full
discussion of the valuation and underlying assumptions and to enable the Directors to challenge as
appropriate.
Maintenance of
REIT status:
The UK REIT regime affords the Group a beneficial tax treatment for income and capital gains,
provided certain criteria are met. There is a risk that these REIT conditions may not be met and
additional tax becomes payable by the Group. The Committee therefore monitored the Group’s
compliance status and considered each of the requirements for the maintenance of the REIT status
throughout the year ended 31 December 2022.
Going concern
and long-term
viability:
The Committee considered the Group’s financial requirements for the next 12 months and
concluded that it has sufficient resources to meet its commitments and any outstanding financing
covenants. Consequently, the financial statements have been prepared on a going concern basis.
The Committee also considered the long-term viability statement within the annual report, for
the three year period to 31 December 2025, and the underlying factors and assumptions which
contributed to the Committee concluding that three years was an appropriate length of time to
consider the Group’s long-term viability.
The Group’s going concern and viability statement can be found on pages 70 and 71.
Internal controls
Please see page 87 for an overview of the internal controls of
the Group.
Audit fees and non-audit services
An audit fee of £177,000 has been agreed in respect of the
audit for the year ended 31 December 2022 (period ended
31December 2021: £130,000) for auditing the Annual Report
and consolidated financial statements.
Total fees for the year ended 31 December 2022, in
consideration of both the audit fee and non-audit services,
were £177,000 (period ended 31 December 2021: £301,000).
Further information on the fees paid to the Auditor is set out
in note 6 to the financial statements on page 118.
Auditor independence and objectivity
The Committee has considered the Auditor’s independence
and objectivity and reviewed the non-audit services which
the Auditor provided during the year. The Committee is
required to pre-approve all non-audit services prior to any
work commencing and considers the safeguards in place
to maintain their independence, such as the use of separate
teams to mitigate the risk of any self-review, are effective.
The Committee also receives an annual assurance from the
Auditor that its independence is not compromised by the
provision of such non-audit services.
The Committee is satisfied that the Auditor’s objectivity and
independence has not been impaired in the performance of
these non-audit services and that the Auditor has fulfilled its
obligations to the Group and the Company’s shareholders.
Deloitte LLP has been the Auditor since the Company’s launch
in November 2021. The Committee will regularly consider
the need to put the audit out to tender, the Auditor’s fees
and independence, and the matters raised during each audit.
Siobhan Durcan, the current audit partner, has served for a
tenure of one year and will step down as audit partner after
they have served for five years.
Re-appointment of the Auditor
The Committee has recommended to the Board the
re-appointment of Deloitte LLP as Auditor to the Group.
The approval of Deloitte LLP as the Group’s Auditor will
be put to shareholders as an ordinary resolution at the
forthcomingAGM.
Richard Howell
Chair of the Audit and Risk Committee
24 March 2023 
CORPORATE GOVERNANCE
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Life Science REIT plc Annual Report and Financial Statements 2022
DIRECTORS’ REMUNERATION REPORT
The Board has prepared this report in accordance with the
requirements of the Large and Medium-sized Companies and
Groups (Accounts and Reports) (Amendment) Regulations
2013. As the Company has migrated its listing from the
AIM market of London Stock Exchange plc to the premium
segment of the London Stock Exchange, the Company
is required to put the Directors’ remuneration report to
shareholders for approval in order to allow shareholder input
on the Company’s remuneration arrangements. An ordinary
resolution to approve the Directors’ remuneration report will
therefore be put to shareholders at the forthcoming AGM.
Statement from the Chair
Following the migration of the Company’s ordinary shares
from AIM to premium listing of the London Stock Exchange,
the Board established a Remuneration Committee chaired by
Michael Taylor and comprising all Directors on the Board. The
Board consists entirely of Non-Executive Directors and the
Group has no employees. We have not, therefore, reported
on those aspects of remuneration that relate to Executive
Directors. Furthermore, the Company intends to report on
Remuneration disclosures in line with the listing rules in its
Annual Report for the year ended 31 December 2023.
The Board/Remuneration Committee sets the levels of
remuneration for its Non-Executive Directors, including the
Chair, and remuneration is considered in reflection of the time
commitment and responsibilities of the role. Remuneration for
all Non-Executive Directors does not include share options
or any other performance-related or variable elements. No
Director, including myself in my role as Chair, is involved in
setting their own levels of remuneration.
Directors’ fees are set at a level of £55,000 per annum for
the Chair and £40,000 per annum for the independent
Non-Executive Directors. The Chair of the Audit and Risk
Committee will receive an additional £5,000 per annum.
The Board reviewed the Directors’ fees during the year
and does not recommend any increase for the year ended
31December2023. The Directors are also entitled to
out-of-pocket expenses incurred in the proper performance
oftheir duties.
Directors are not eligible for bonuses, share options or
long-term incentive schemes or other performance-related
benefits, as the Board does not believe that this is appropriate
for Non-Executive Directors. There are no pension
arrangements in place for the Directors.
Directors’ Remuneration Policy
The Directors’ Remuneration Policy (the “Policy”), detailed
below, is put to shareholders’ vote at least once every three
years and in any year if there is to be a change in Policy.
In determining the Policy, the Board takes into account
all factors which it deems necessary including relevant
legal and regulatory requirements and the provisions and
recommendations of the AIC Code. The appropriateness and
relevancy of the Policy is reviewed annually, particularly to
ensure that the Policy supports the long-term success of the
Group. As a binding vote on the Policy is necessary every
three years, an ordinary resolution to approve the Policy will
next be put to shareholders at the 2025 AGM. The Board does
not propose to make any changes to the existing Policy, which
is set out below.
The Company has no employees other than its Directors, who
are all non-executive and independent of Ironstone Asset
Management Limited.
The remuneration of the Directors is determined within the
limits set out within the Company’s Articles of Association
and the total aggregate annual fees payable to the Directors
in respect of any financial period shall not exceed £400,000,
subject to shareholders’ approval at the next AGM.
95
Life Science REIT plc Annual Report and Financial Statements 2022
Remuneration report
Directors’ fees received for the year
The Directors who served in the year to 31 December 2022 received the following emoluments (gross of any tax or National
Insurance contributions):
Year ended Period ended
31 December 31 December
2022 2021
Fees Total Fees Total
£’000 £’000 £’000 £’000
Claire Boyle 55 55 12 12
Sally Ann Forsyth
1
42 42 10 10
Michael Taylor 40 40 8 8
Richard Howell
2
29 29 — —
Total 166 166 30 30
1. Sally Ann was Chair of the Audit and Risk Committee until 23 June 2022, receiving a pro rata share of the £5,000 per annum fee.
2. Richard joined the Board as a Director on 3 May 2022, receiving his pro rata share of the £40,000 per annum fee. In addition he became Chair of the Audit and Risk
Committee on 24 June 2022, receiving his pro rata share of the £5,000 per annum fee.
Directors’ beneficial and family interests
There is no requirement under the Company’s Articles of Association for Directors to hold shares in the Company.
The interests of the Directors and any connected persons in the ordinary shares of the Company are set out below:
31 December 31 December
2022 2021
Number Number
of shares of shares
Claire Boyle 30,000 30,000
Sally Ann Forsyth 20,342 20,000
Michael Taylor 20,000 20,000
Richard Howell
1
30,000 —
1. Appointed as a Director on 3 May 2022.
There have been no changes to these holdings between 31 December 2022 and the date of this report.
On behalf of the Board
Michael Taylor
Chair of the Remuneration Committee
24 March 2023
 
CORPORATE GOVERNANCE
96
Life Science REIT plc Annual Report and Financial Statements 2022
The Directors present the Annual Report and Financial
Statements of Life Science REIT plc (the “Company”)
(registered number 13532483) for the year ended
31December 2022. The corporate governance report forms
part of this Directors’ report and can be found at page 78.
Please refer to the Chair’s statement on pages 9 to 11 and the
Investment Adviser’s report on pages 30 to 37 for information
about future developments and important events that have
occurred since the year end. For further information on the
going concern and longer term viability of the Group please
see pages 70 and 71.
Status of Life Science REIT plc
The Company is an investment company, as defined in section
833 of the Companies Act 2006, and qualifies as a UK Real
Estate Investment Trust (“REIT”) as defined under section
527(2) of the Corporation Tax Act 2010.
Investment portfolio
A comprehensive analysis of the property portfolio can
be found at page 31 and a summary of the valuation of the
property portfolio can be found in note 13 on page 122.
The investment policy can be found at page 151.
Directors
Biographies of each Director appointed to the Company can
be found at pages 74 and 75.
Directors’ authority to purchase own shares
The Company did not purchase any of its own shares during
theyear.
The Company will seek the authority to make market
purchases of up to 14.99% of the issued ordinary share capital
at the 2023 AGM via resolution 13 as included in the Notice
ofMeeting.
Current share capital
As at 31 December 2022 and the date of the report, there
were 350,000,000 ordinary shares of £0.01 in issue, none of
which were held in treasury. The share capital comprises one
class of ordinary shares.
Results and dividends
A summary of the Group’s performance during the year and
the outlook for the coming year is set out in the strategic
report on pages 20 and 21.
In respect of the year ended 31 December 2022,
asecond interim dividend of 3.0 pence (period ended
31December2021: nil pence) per ordinary share has been
declared, with a paymentdate of 15 May 2023. This is in line
with the Group’s obligation as a REIT to distribute 90.0% of
the Group’s aggregate UK property rental business profits as
calculated for tax purposes that the Group receives during the
year. The Company paid a first interim dividend of 1.0pence
per ordinary share in respect of the six-month period to
30June 2022 on 31 October 2022.
The Group’s dividend policy can be found at page 20 of the
strategic report.
DIRECTORS’ REPORT
97
Life Science REIT plc Annual Report and Financial Statements 2022
Substantial shareholdings
As at 31 December 2022, the following shareholders had notified the Company of their shareholdings under their DTR 5 obligations:
Percentage
Ordinary of voting
Shareholder shares held
1
rights (%)
Investec Wealth & Investment Limited 49,605,405 14.2
Sarasin and Partners LLP 34,981,983 10.0
Schroders PLC 30,213,720 8.6
Hazelview Investments Inc. 23,504,655 6.7
Cerno Capital Partners LLP 17,293,200 4.9
The London and Amsterdam Trust 15,800,000 4.5
1. As at date of notification to the Company.
Interests disclosed to the Company occurring between the year end and 24 March 2023, being the latest practicable date:
Percentage
Ordinary of voting
Shareholder shares held
1
rights (%)
Connor Broadley Limited 1,046,044 0.3
1. As at date of notification to the Company.
Powers of the Board of Directors
The powers of the Directors are set out in the Articles of
Association of the Company at section 104. This section states
that the business of the Group shall be managed by the Board,
which may exercise all the powers of the Group, whether
relating to the management of the business or not, subject to
any limitations imposed by legislation, the Articles and/or any
directions given by special resolution of the shareholders of
the Company.
Management arrangements
The Company and the AIFM have appointed Ironstone as
Investment Adviser to the Group.
The Company is an alternative investment fund for the
purposes of the UK AIFM Regime and, as such, is required
to have an AIFM who is duly authorised to undertake that
role. Pursuant to an agreement dated 21 October 2021
(the“Alternative Investment Fund Management Agreement”),
the Company appointed G10 Capital Limited as its AIFM. G10
Capital Limited is authorised and regulated by the Financial
Conduct Authority with firm reference number 648953.
CORPORATE GOVERNANCE
98
Life Science REIT plc Annual Report and Financial Statements 2022
The AIFM is responsible for overall portfolio management,
risk management and compliance with the Group’s
investment policy and the requirements of the UK AIFM
Regime that apply to the Group. The Investment Adviser is
an Appointed Representative of the AIFM. As an Appointed
Representative, the Investment Adviser is responsible for
working with and advising the Group and the AIFM in respect
of sourcing investment opportunities which meet the Group’s
investmentpolicy.
As an appointed representative, Ironstone is exempt from the
requirement to be authorised by the FCA as a pre-requisite to
giving investment advice and arranging deals in investments.
Ironstone is also responsible for managing the underlying real
estate assets within the Group’s investment portfolio, which
does not constitute a regulated activity.
The AIFM has, and shall maintain, the necessary expertise
and resource to supervise the delegated tasks effectively.
Under the terms of the Investment Advisory Agreement, the
Investment Adviser is entitled to a fee payable quarterly in
arrears calculated at the rate of one quarter of 1.1% per quarter
on that part of the NAV up to and including £500 million; one
quarter of 0.9% per quarter on that part of the NAV in excess
of £500 million and up to £1 billion; and one quarter of 0.75%
per quarter on NAV in excess of £1 billion.
The Investment Advisory Agreement is terminable on 24
months’ notice in writing by either party and also by the AIFM,
with the consent of the Company; such notice not to be given
prior to the four-year anniversary of the date of Admission.
The Alternative Investment Fund Management Agreement
may be terminated by the Company or the AIFM giving not
less than six months’ written notice. In addition, it is terminable
on 30 days’ notice by either party in writing in the event
that the other party is found liable for material breach of
duty, negligence, wilful default, fraud or a material breach of
applicable requirements in connection with the performance
of its duties under this Agreement or a material or persistent
breach of this Agreement, which is either irremediable or, if
capable of remedy, not remedied within 30 days of receipt
by the defaulting party of a notice signed on behalf of the
non-defaulting party requiring such breach to be rectified.
The Company is also entitled to terminate the agreement
with immediate effect in the event that the AIFM ceases to
maintain its permission to act as the AIFM or such permission
is suspended.
The Group pays to the AIFM, exclusive of VAT, a fixed monthly
fee of £3,000 in respect of risk management and portfolio
management services, a fixed quarterly fee of £4,000 for the
provision of Annex IV AIFM Directive regulatory reporting
and other fees for the provision of additional ad hoc services
and maintaining the Key Information Documents (“KIDs”).
TheGroup will also reimburse the AIFM for costs and
expenses properly incurred by the AIFM in the performance
ofits obligations under the AIFM Agreement.
Continuing appointment of
theInvestmentAdviser
The Board keeps the performance of the Investment Adviser
under continual review. The Management Engagement
Committee conducts an annual appraisal of the Investment
Adviser’s performance and makes a recommendation to the
Board about the continuing appointment of the Investment
Adviser. It is the opinion of the Directors that the continuing
appointment of the Investment Adviser is in the interests of
shareholders as a whole. The reasons for this view are that
the Investment Adviser executed the investment strategy, at
this early stage of the Group’s development, according to the
Board’s expectations and on terms in which the Board is of
the view continue to remain commercial and reasonable.
NMPI
On 1 January 2014, certain changes to the FCA rules regarding
the restrictions on the retail distribution of unregulated
collective investment schemes and close substitutes
(“non-mainstream pooled investments”, or “NMPIs”) came
into effect. Since the Company obtained approval as a UK
REIT, with effect from Admission to AIM on 19 November
2021, its ordinary shares of nominal value of 0.01 pence each
(the “shares”) are excluded from these rules and therefore the
restrictions relating to NMPIs do not apply to its shares. It is
the Board’s intention that the Group will continue to conduct
its affairs in such a manner that it maintains its approved REIT
company status and that, accordingly, the Company’s shares
will continue to be excluded from the FCA’s rules relating to
NMPIs and can be recommended by financial advisers to retail
investors in accordance with the FCA’s rules in relation to
NMPI products.
DIRECTORS’ REPORT CONTINUED
99
Life Science REIT plc Annual Report and Financial Statements 2022
Related party transactions
On 19 May 2022, the Company signed an agreement with
Chapel Road Farm Estates Limited, which is a company
associated with the Founder and Vice Chairman of Ironstone
and therefore a related party of the Company. Chapel Road
Farm Estates provided introduction and facilitation services in
relation to the acquisitions of the pipeline properties that the
Group has acquired since the Company’s IPO.
Under the terms of the agreement, the Company incurred a
fee and disbursements of £635,593 (excluding VAT). This was
a one-off agreement, and the Board anticipates that future
investment propositions, and their associated costs, will all be
conducted via the Group’s Investment Adviser.
The agreement with Chapel Road Farm Estates constituted
a related party transaction under AIM Rule 13. Following
consultation with the Group’s Nominated Adviser (at the time
under the AIM listing rules), Panmure Gordon, the Directors
considered that the terms of the agreement were fair and
reasonable insofar as the Company’s shareholders were
concerned.
Post balance sheet events
Disclosures relating to post balance sheet events can be found
in note 31 to the financial statements on page 136.
Directors’ indemnities and Directors’ and
Officers’ liability insurance
The Company’s agreement to indemnify each Director against
any liability incurred in the course of their tenure, to the extent
permitted by law, remains in place.
The Directors were covered throughout the year under review.
Greenhouse gas emissions
During the year under review, the Group met the criteria
for reporting greenhouse gas emissions as per SECR
disclosure requirements (see table on page 54). The Group
have developed a sustainability strategy and an action plan
for 2023. Please see pages 42 to 45 for our approach and
page54 for greenhouse gas emissions disclosure in our EPRA
sBPR reporting.
Auditor
The Directors holding office at the date of this Annual Report
confirm that, so far as they are each aware, there is no relevant
audit information of which the Group’s Auditor is unaware.
Each Director has taken all the steps that they ought to have
taken as a Director to make themselves aware of any relevant
audit information and to establish that the Group’s Auditor is
aware of that information.
Deloitte LLP has expressed its willingness to be appointed as
Auditor of the Group and resolutions for its appointment and
to authorise the Audit and Risk Committee to determine its
remuneration will be proposed at the forthcoming AGM.
Financial risk management
Please see note 24 to the financial statements on pages
132 and 133 for information on financial risk management
objectives and policies in relation to the Group’s market risk,
interest risk, credit risk and liquidity risk.
The Group’s approach to hedging is included in the
investment policy on page 152.
Research and development activities
The Company and its subsidiaries did not carry out any
activities in the field of research and development over
theyear.
Donations
The Company and its subsidiaries made £17,095 (period
ended 31 December 2021: £nil) of political or charitable
donations during the year to organisations either within or
outside of the UK.
Annual General Meeting
The Company’s AGM will be held on 25 May 2023. TheNotice
of the AGM will be circulated to shareholders separately.
For and on behalf of the Board
Link Company Matters Limited
Company Secretary
24 March 2023
Company number: 13532483
FINANCIAL STATEMENTS
100
Life Science REIT plc Annual Report and Financial Statements 2022
The Directors are responsible for preparing the Annual
Report and United Kingdom adopted Financial Statements
in accordance with applicable UK law and in compliance with
the requirements of the Companies Act 2006. Company law
requires the Directors to prepare financial statements for each
financial year. Under that law the Directors are required to
prepare the Group financial statements in accordance with
United Kingdom adopted international accounting standards
and International Financial Reporting Standards (“IFRS”)
as issued by the International Accounting Standards Board
(“IASB”). The Directors have chosen to prepare the parent
company financial statements in accordance with United
Kingdom Generally Accepted Accounting Practice (United
Kingdom Accounting Standards and applicable law), including
FRS 101 “Reduced Disclosure Framework”.
Under company law, the Directors must not approve the
financial statements unless they are satisfied that they present
fairly the financial position, financial performance and cash
flows of the Group for that year. In preparing the financial
statements, the Directors are required to:
• select suitable accounting policies in accordance with IAS 8
Accounting Policies, Changes in Accounting Estimates and
Errors and apply them consistently;
• present information, including accounting policies, in a
manner that provides relevant, reliable, comparable and
understandable information;
• provide additional disclosures when compliance with
specific requirements in IFRS is insufficient to enable users
to understand the impact of particular transactions, other
events and conditions on the Group’s financial position and
financial performance;
• state that the Group has complied with IFRS, subject to any
material departures disclosed and explained in the financial
statements;
• state whether the Company financial statements have been
prepared in accordance with Financial Reporting Standard
101 Reduced Disclosure Framework (“FRS 101”) subject
to any material departures disclosed and explained in the
Company financial statements; and
• make judgements and estimates that are reasonable
andprudent.
The Directors are responsible for keeping adequate
accounting records that are sufficient to show and explain
the Company’s transactions and disclose with reasonable
accuracy at any time the financial position of the Group and
enable them to ensure that the financial statements comply
with the Companies Act 2006 and Article 4 of the IAS
Regulation.
They are also responsible for safeguarding the assets of
the Group and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities.
Under applicable law and regulations, the Directors are
also responsible for preparing a strategic report, Directors’
report, Directors’ remuneration report and corporate
governance statement that comply with that law and those
regulations, and for ensuring that the Annual Report includes
information, where applicable, for the Disclosure Guidance
and Transparency Rules of the FCA.
The Directors are responsible for the maintenance and
integrity of the corporate and financial information included
on the Company’s website. The work carried out by the
Auditor does not involve consideration of the maintenance
and integrity of this website and, accordingly, the Auditor
accepts no responsibility for any changes that have occurred
to the financial statements since they were initially presented
on the website. Visitors to the website need to be aware
that legislation in the UK covering the preparation and
dissemination of the financial statements may differ from
legislation in their jurisdiction.
We confirm that to the best of our knowledge:
• the financial statements, prepared in accordance with IFRS
and in conformity with the requirements of the Companies
Act 2006, give a true and fair view of the assets, liabilities,
financial position and profit of the Company (and Group as
a whole); and
• this Annual Report includes a fair review of the
development and performance of the business and the
position of the Company (and Group as a whole), together
with a description of the principal risks and uncertainties
that it faces.
The Directors consider that the Annual Report and Financial
Statements, taken as a whole, are fair, balanced and
understandable and provide the information necessary
for shareholders to assess the Company’s position and
performance, business model and strategy.
For and on behalf of the Board
Claire Boyle
Chair
24 March 2023
STATEMENT OF DIRECTORS’ RESPONSIBILITIES
IN RESPECT OF THE ANNUAL REPORT AND FINANCIAL STATEMENTS
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Life Science REIT plc Annual Report and Financial Statements 2022
Report on the audit of the
financialstatements
1. Opinion
In our opinion:
• the financial statements of Life Science REIT Plc (the
‘Company’) and its subsidiaries (the ‘Group’) give a true and
fair view of the state of the Group’s and of the Company’s
affairs as at 31 December 2022 and of the Group’s loss for
the year then ended;
• the Group financial statements have been properly
prepared in accordance with United Kingdom adopted
international accounting standards and International
Financial Reporting Standards (“IFRSs”) as issued by the
International Accounting Standards Board (“IASB”);
• the Company financial statements have been properly
prepared in accordance with United Kingdom
Generally Accepted Accounting Practice, including
Financial Reporting Standard 101 “Reduced Disclosure
Framework”;and
• the financial statements have been prepared in accordance
with the requirements of the Companies Act 2006.
We have audited the financial statements which comprise:
• the consolidated statement of profit or loss and other
comprehensive income;
• the consolidated and Company statements of financial
position;
• the consolidated and Company statements of changes
inequity;
• the consolidated statement of cash flows; and
• the related notes 1 to 37.
The financial reporting framework that has been applied in
thepreparation of the Group financial statements is applicable
law, United Kingdom adopted international accounting
standards and IFRSs as issued by the IASB. The financial
reporting framework that has been applied in the preparation
of the Company financial statements is applicable law and
United Kingdom Accounting Standards, including FRS 101
“Reduced Disclosure Framework” (United Kingdom Generally
Accepted Accounting Practice).
2. Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (ISAs (UK)) and applicable
law. Our responsibilities under those standards are further
described in the auditor’s responsibilities for the audit of the
financial statements section of our report.
We are independent of the Group and the Company in
accordance with the ethical requirements that are relevant to
our audit of the financial statements in the UK, including the
Financial Reporting Council’s (the ‘FRC’s’) Ethical Standard as
applied to listed public interest entities, and we have fulfilled
our other ethical responsibilities in accordance with these
requirements. We confirm that we have not provided any
non‑audit services prohibited by the FRC’s Ethical Standard
tothe Group or the Company.
We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF LIFE SCIENCE REIT PLC
FINANCIAL STATEMENTS
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Life Science REIT plc Annual Report and Financial Statements 2022
3. Summary of our audit approach
Key audit
matters
The key audit matter that we identified in the current year was:
• Valuation of investment properties measured at Fair Value through Profit or Loss (“FVTPL”)
Within this report, key audit matters are identified as follows:
Similar level of risk
Materiality The materiality that we used for the Group financial statements was £3,195,000 which wasdetermined
on the basis of 1% of total equity (net asset value).
Further to net assets, we considered EPRA earnings to be critical financial performance measure for the
Group and we applied a lower materiality of £74,000 for items affecting EPRA earnings on the basis of
5% of EPRA earnings.
Scoping We have performed full scope audit procedures on all components which account for 100% of the
Group’s revenue, profit before tax and net assets.
Significant
changes in our
approach
We applied a lower materiality of £74,000 for items affecting EPRA performance measures. TheGroup
completed its first full year of business operations and is able to provide key real estate specific
performance measures. The Group presented EPRA Best Practices Recommendations as Alternative
Performance Measures (“APM”) to assist stakeholders in assessing performance alongside the Group’s
statutory accounts reported under IFRS. We consider it appropriate to apply a lower materiality in order
to assess consistency of the EPRA performance measures with the audited financial statements. Other
than the lower materiality, there is no other significant change.
4. Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors’ use of the going concern basis of accounting in the
preparation of the financial statements is appropriate.
Our evaluation of the Directors’ assessment of the Group’s and Company’s ability to continue to adopt the going concern basis
of accounting included:
• challenging management’s going concern assessment by comparing this against our knowledge of the business, results of
our audit testing as well as prevailing macroeconomic conditions;
• assessing a forecast budget for the next 12 months including consideration of the Group’s financing arrangements and
evaluating management’s stress testing and mitigating actions available to the Group; and
• assessing the appropriateness of going concern disclosures included in the financial statements.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that,
individually or collectively, may cast significant doubt on the Group’s and Company’s ability to continue as a going concern for
aperiod of at least 12 months from when the financial statements are authorised for issue.
In relation to the reporting on how the Group has applied the UK Corporate Governance Code, we have nothing material to add
or draw attention to in relation to the Directors’ statement in the financial statements about whether the Directors considered it
appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections
of this report.
INDEPENDENT AUDITOR’S REPORT CONTINUED
TO THE MEMBERS OF LIFE SCIENCE REIT PLC
103
Life Science REIT plc Annual Report and Financial Statements 2022
5. Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the current period and include the most significant assessed risks of material misstatement (whether or not
due to fraud) that we identified. These matters included those which had the greatest effect on the overall audit strategy, the
allocation of resources in the audit and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.
5.1. Valuation of investment properties measured at FVTPL
Key audit matter
description
The Group’s investment properties totalled £387.6 million (31 December 2021: £192.2 million). The Group
measures the investment properties at FVTPL in accordance with IAS 40 and are classified as Level 3
in the fair value hierarchy in accordance with IFRS 13. The Group’s accounting policy for the investment
properties is specified in Note 13 of the financial statements.
The valuation of the Group’s investment properties, as explained in Note 23 of the financial statements,
involves significant judgement and assumptions, for example applying capitalisation yields to current
and future rental streams that could materially affect the financial statements. Therefore, we identified
the valuation of investment properties as a key audit matter.
Management appoints an external valuer, CBRE Limited; chartered surveyors, to perform the valuations
in accordance with the appropriate sections of the RICS Red Book and in line with the requirements of
IAS 40 Investment Properties. The valuer has issued a valuation report on the entire property portfolio
as at the year end. The property portfolio is valued on the basis of up‑to‑date tenancy information
supplied by management and publicly available market information.
In determining the fair value, the external valuers make a number of key estimates and assumptions, in
particular assumptions in relation to market comparable yields and estimates in relation to increases or
decreases in future rental income. These estimates and assumptions require input from management,
whilst others are subject to market forces and will change over time. Manipulation of these accounting
estimates could result in material misstatements, and therefore we identified a potential fraud risk in this
key audit matter.
How the scope
of our audit
responded to
the key audit
matter
In response to the above key audit matter, we:
• obtained an understanding and tested the relevant controls over investment property valuations;
• involved our real estate valuation specialists to assist us in independently evaluating the
appropriateness of the inputs and assumptions used in the valuation methodology (including yield
and estimated rental values) for the properties;
• benchmarked valuation assumptions to relevant market evidence including specific property
transactions and other external data;
• assessed the accuracy and completeness of data provided by management to the Group’s valuer;
• assessed other available market information to identify any contradictory evidence to assumptions
made;
• assessed the independence, competence, capabilities and objectivity of the Group’s valuer by
assessing whether the valuers are RICS approved and that there are no conditions or specific
assumptions in the letter of engagement; and
• assessed the adequacy and completeness of disclosures presented in the financial statements.
Key
observations
Based on the work performed we concluded that the valuation of investment properties measured at
FVTPL is appropriate.
FINANCIAL STATEMENTS
104
Life Science REIT plc Annual Report and Financial Statements 2022
6. Our application of materiality
6.1. Materiality
We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic
decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the
scope of our audit work and in evaluating the results of our work.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Group financial statements Company financial statements
Materiality £3,195,000 (2021: £3,391,000). £3,172,000 (2021: £3,357,000).
Basis for
determining
materiality
1% (2021: 1%) of the Group’s total equity (net asset
value).
1% (2021: 1%) of the Company’s total equity (net
asset value).
Rationale for
the benchmark
applied
We determined materiality based on total
equity (net assets value), which is deemed
appropriate due to the nature of the Group’s
business. Investors are most likely to focus on the
performance of their investment and the returns
on the investments; this is represented by the net
assets value of the Group.
We determined materiality based on total equity
(net assets value), which is deemed appropriate
due to the nature of the Company’s business.
Further, it does not generate any revenue in
its own capacity, as this is done through the
investee companies that are owned by it. Investors
are most likely to focus on the returns on the
investments and this is represented by the net
assets value of the Company.
A lower materiality threshold of £74,000 (31 December 2021: £nil) based on 5% of EPRA earnings has also been used.
Weconsider EPRA Earnings as a critical performance measure for the Group and a measure which is widely used within the
Real Estate industry. This has been applied for testing all balances impacting that measure. Refer to pages 142 to 149 for the
Group’sEPRA performance measures.
6.2. Performance materiality
We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and
undetected misstatements exceed the materiality for the financial statements as a whole.
NAV
£319,451,000
Group materiality
£3,195,000
Component materiality
£3,172,000
Audit and Risk Committee
reporting threshold
£160,000
NAV
Group
materiality
INDEPENDENT AUDITOR’S REPORT CONTINUED
TO THE MEMBERS OF LIFE SCIENCE REIT PLC
105
Life Science REIT plc Annual Report and Financial Statements 2022
7.3. Our consideration of climate-related risks
In planning our audit, we have considered the potential impact
of climate change on the Group’s business and its financial
statements.
The Group continues to develop its assessment of the
potential impacts of climate change, including physical and
transitional risks and is scenario‑based, as explained in the
Strategic Report on pages 48 to 50.
As a part of our audit, we have obtained management’s
climate‑related risk assessment and held discussions with
management to understand the process of identifying
climate‑related risks, the determination of mitigating
actions and the impact on the Group’s financial statements.
Management has assessed that there is currently no material
impact arising from climate change on the judgements and
estimates determining the valuations within the financial
statements.
We performed our own assessment of the potential impact
of climate change on the Group’s account balances and
classes of transaction, and did not identify any reasonably
possible risks of material misstatement. Our procedures also
included reading disclosures included in the strategic report
to consider whether they are materially consistent with the
financial statements and our knowledge obtained in the audit.
6.3. Error reporting threshold
We agreed with the Audit and Risk Committee (“Committee”)
that we would report to the Committee all audit differences in
excess of £160,000 (31 December 2021: £170,000), aswell as
differences below that threshold that, in our view, warranted
reporting on qualitative grounds. We also report to the
Committee on disclosure matters that we identified when
assessing the overall presentation of the financial statements.
7. An overview of the scope of our audit
7.1. Identification and scoping of components
Our Group audit was scoped by obtaining an understanding
of the Group and its environment, including Group‑wide
controls, and assessing the risks of material misstatement
at the Group level. Audit work to respond to the risks of
material misstatement was performed directly by Group
audit engagement team. We have performed full scope audit
procedures on all components which account for 100% of the
Group’s revenue, profit before tax and net assets.
7.2. Our consideration of the control environment
We did not take a controls reliance approach on the general
IT controls during the audit for the Group due to the simple
control environment and financial reporting system. We
obtained an understanding and tested the relevant controls
over the investment property valuation.
Group financial statements Company financial statements
Performance
materiality
70% (2021: 70%) of Group materiality. 70% (2021: 70%) of Company materiality.
Basis and
rationale for
determining
performance
materiality
In determining performance materiality, we considered the following factors:
a. the quality of the control environment; we were able to rely on controls on investment property
valuation; and
b. low level of corrected and uncorrected misstatements identified in the prior year.
FINANCIAL STATEMENTS
106
Life Science REIT plc Annual Report and Financial Statements 2022
10. Auditor’s responsibilities for the
auditofthefinancial statements
Our objectives are to obtain reasonable assurance about
whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and
to issue an 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
ISAs (UK) 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 influence the economic
decisions of users taken on the basis of these financial
statements.
A further description of our responsibilities for the audit of
the financial statements is located on the FRC’s website at:
www.frc.org.uk/auditorsresponsibilities. This description
forms part of our Auditor’s report.
8. Other information
The other information comprises the information included in
the annual report, other than the financial statements and our
Auditor’s report thereon. The Directors are responsible for the
other information contained within the annual report.
Our opinion on the financial statements does not cover
the other information and, except to the extent otherwise
explicitly stated in our report, we do not express any form of
assurance conclusion thereon.
Our responsibility is to read the other information and, in
doing so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge
obtained in the course of the audit, or otherwise appears to be
materially misstated.
If we identify such material inconsistencies or apparent
material misstatements, we are required to determine whether
this gives rise to a material misstatement in the financial
statements themselves. If, based on the work we have
performed, we conclude that there is a material misstatement
of this other information, we are required to report that fact.
We have nothing to report in this regard.
9. Responsibilities of Directors
As explained more fully in the Directors’ responsibilities
statement, the Directors are responsible for the preparation
of the financial statements and for being satisfied that they
give a true and fair view, and for such internal control as the
Directors determine is necessary to enable the preparation of
financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, the Directors are
responsible for assessing the Group’s and the Company’s
ability to continue as a going concern, disclosing as
applicable, matters related to going concern and using the
going concern basis of accounting unless the Directors either
intend to liquidate the Group or the Company or to cease
operations, orhave no realistic alternative but to do so.
INDEPENDENT AUDITOR’S REPORT CONTINUED
TO THE MEMBERS OF LIFE SCIENCE REIT PLC
107
Life Science REIT plc Annual Report and Financial Statements 2022
We also obtained an understanding of the legal and
regulatory framework that the Group operates in, focusing
on provisions of those laws and regulations that had a
direct effect on the determination of material amounts
and disclosures in the financial statements. The key laws
and regulations we considered in this context included the
UK Companies Act, Listing Rules, REIT conditions and tax
legislation.
In addition, we considered provisions of other laws and
regulations that do not have a direct effect on the financial
statements but compliance with which may be fundamental
to the Group’s ability to operate or to avoid a material penalty.
These included the Group’s compliance with health and safety
matters, including fire safety and fire cladding.
11.2. Audit response to risks identified
As a result of performing the above, we identified valuation
of investment properties measured at FVTPL as a key
audit matter related to the potential risk of fraud. The key
audit matters section of our report explains the matter in
more detail and also describes the specific procedures we
performed in response to this key audit matter.
In addition to the above, our procedures to respond to risks
identified included the following:
• reviewing the financial statement disclosures and testing
to supporting documentation to assess compliance with
provisions of relevant laws and regulations described as
having a direct effect on the financial statements;
• enquiring of management, the Committee and external
legal counsel concerning actual and potential litigation and
claims;
• performing analytical procedures to identify any unusual or
unexpected relationships that may indicate risks of material
misstatement due to fraud;
• reading minutes of meetings of those charged with
governance; and
• in addressing the risk of fraud through management
override of controls, testing the appropriateness of journal
entries and other adjustments; assessing whether the
judgements made in making accounting estimates are
indicative of a potential bias; and evaluating the business
rationale of any significant transactions that are unusual or
outside the normal course of business.
We also communicated relevant identified laws and
regulations and potential fraud risks to all engagement team
members including internal specialists, and remained alert
to any indications of fraud or non‑compliance with laws and
regulations throughout the audit.
11. Extent to which the audit was considered
capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non‑compliance
with laws and regulations. We design procedures in line
with our responsibilities, outlined above, to detect material
misstatements in respect of irregularities, including fraud.
The extent to which our procedures are capable of detecting
irregularities, including fraud is detailed below.
11.1. Identifying and assessing potential risks related
to irregularities
In identifying and assessing risks of material misstatement in
respect of irregularities, including fraud and non‑compliance
with laws and regulations, we considered the following:
• the nature of the industry and sector, control environment
and business performance including the design of the
Group’s remuneration policies, key drivers for Directors’
remuneration, bonus levels and performance targets;
• results of our enquiries of management, the Directors
and the Committee about their own identification and
assessment of the risks of irregularities, including those that
are specific to the Group’s sector;
• any matters we identified having obtained and reviewed
the Group’s documentation of their policies and procedures
relating to:
• identifying, evaluating and complying with laws and
regulations and whether they were aware of any instances
of non‑compliance;
• detecting and responding to the risks of fraud and
whether they have knowledge of any actual, suspected or
alleged fraud;
• the internal controls established to mitigate risks of fraud
or non‑compliance with laws and regulations; and
• the matters discussed among the audit engagement
team and relevant internal specialists, including valuations
specialists regarding how and where fraud might occur
in the financial statements and any potential indicators
offraud.
As a result of these procedures, we considered the
opportunities and incentives that may exist within the
organisation for fraud, and identified the greatest potential for
fraud in the following area:
• Valuation of investment properties measured at FVTPL.
In common with all audits under ISAs (UK), we are also
required to perform specific procedures to respond to the risk
of management override.
FINANCIAL STATEMENTS
108
Life Science REIT plc Annual Report and Financial Statements 2022
INDEPENDENT AUDITOR’S REPORT CONTINUED
TO THE MEMBERS OF LIFE SCIENCE REIT PLC
Report on other legal and
regulatoryrequirements
12. Opinions on other matters prescribed by the
Companies Act 2006
In our opinion the part of the Directors’ remuneration report
to be audited has been properly prepared in accordance with
the Companies Act 2006.
In our opinion, based on the work undertaken in the course of
the audit:
• the information given in the strategic report and the
Directors’ report for the financial year for which the financial
statements are prepared is consistent with the financial
statements; and
• the strategic report and the Directors’ report have been
prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the
Group and the Company and their environment obtained in
the course of the audit, we have not identified any material
misstatements in the strategic report or the Directors’ report.
13. Corporate Governance Statement
The Listing Rules require us to review the Directors’ statement
in relation to going concern, longer‑term viability and that
part of the Corporate Governance Statement relating to the
Group’s compliance with the provisions of the UK Corporate
Governance Code specified for our review.
Based on the work undertaken as part of our audit, we
have concluded that each of the following elements of the
Corporate Governance Statement is materially consistent with
the financial statements and our knowledge obtained during
the audit:
• the Directors’ statement with regards to the
appropriateness of adopting the going concern basis of
accounting and any material uncertainties identified set out
on page 96;
• the Directors’ explanation as to its assessment of the
Group’s prospects, the period this assessment covers and
why the period is appropriate set out on pages 70 and 71;
• the Directors’ statement on fair, balanced and
understandable set out on page 92;
• the board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks set out on
pages 87 and 88;
• the section of the annual report that describes the review
of effectiveness of risk management and internal control
systems set out on page 87; and
• the section describing the work of the Committee set out
onpages 91 to 93.
14. Matters on which we are required to report
byexception
14.1. Adequacy of explanations received and
accounting records
Under the Companies Act 2006 we are required to report to
you if, in our opinion:
• we have not received all the information and explanations
we require for our audit; or
• adequate accounting records have not been kept by the
Company, or returns adequate for our audit have not been
received from branches not visited by us; or
• the Company financial statements are not in agreement
with the accounting records and returns.
We have nothing to report in respect of these matters.
14.2. Directors’ remuneration
Under the Companies Act 2006 we are also required to report
if in our opinion certain disclosures of Directors’ remuneration
have not been made or the part of the Directors’ remuneration
report to be audited is not in agreement with the accounting
records and returns.
We have nothing to report in respect of these matters.
15. Other matters which we are required
to address
15.1. Auditor tenure
Following the recommendation of the Committee, we were
appointed by the Board on 11 February 2022 to audit the
financial statements for the period ended 31 December
2021 and subsequent financial periods. The period of total
uninterrupted engagement including previous renewals and
reappointments of the firm is two years, covering the periods
ended 31 December 2021 and 31 December 2022.
15.2. Consistency of the audit report with
theadditional report to the Committee
Our audit opinion is consistent with the additional report to
the Committee we are required to provide in accordance
withISAs (UK).
109
Life Science REIT plc Annual Report and Financial Statements 2022
16. Use of our report
This report is made solely to the Company’s members,
as a body, in accordance with Chapter 3 of Part 16 of the
Companies Act 2006. Our audit work has been undertaken so
that we might state to the company’s members those matters
we are required to state to them in an Auditor’s report and for
no other purpose. To the fullest extent permitted by law, we
do not accept or assume responsibility to anyone other than
the Company and the Company’s members as a body, for our
audit work, for this report, or for the opinions we have formed.
As required by the Financial Conduct Authority (“FCA”)
Disclosure Guidance and Transparency Rule (“DTR”) 4.1.14R,
these financial statements form part of the European Single
Electronic Format (“ESEF”) prepared Annual Financial Report
filed on the National Storage Mechanism of the UK FCA in
accordance with the ESEF Regulatory Technical Standard
(“ESEF RTS”). This auditor’s report provides no assurance
over whether the annual financial report has been prepared
using the single electronic format specified in the ESEF RTS.
Siobhan Durcan, BA, ACA, FCCA
For and on behalf of Deloitte LLP
Statutory Auditor
Saint Helier, Jersey
24 March 2023
FINANCIAL STATEMENTS
Life Science REIT plc Annual Report and Financial Statements 2022
110
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
Period from
1 August
Year ended 2021 to
31 December 31 December
2022 2021
Continuing operations Notes £’000 £’000
Gross property income 3 13 ,1 24 532
Service charge income 3 2, 582 —
Revenue 15 ,70 6 5 32
Recoverable service charges 4 (2 , 58 2) —
Property operating expenses 4 (2 ,187) —
Gross profit 10, 93 7 532
Administration expenses 4 (6 , 5 6 5) (834)
Operating gains/(losses) before (losses)/gains on investment properties 4, 37 2 (3 02)
Fair value (losses)/gains on investment properties 13 (31,312) 8 ,036
Operating (loss)/profit (26,940) 7,7 3 4
Finance income 7 3, 2 55 7
Finance expenses 8 (3,782) —
(Loss)/profit before tax (2 7, 4 6 7) 7 ,7 41
Taxation 9 (146) —
(Loss)/profit after tax for the period and total comprehensive (loss)/
income attributable to equity holders (2 7 ,613) 7 ,7 41
(Loss)/profit per share (basic and diluted) (pence) 12 (7. 9) 2. 2
All items in the above statement derive from continuing operations. No operations were discontinued during the period.
There is no other comprehensive income and as such a separate statement is not present. The profit after tax is therefore also
the total comprehensive profit.
The accompanying notes on pages 114 to 136 form an integral part of these Financial Statements.
Life Science REIT plc Annual Report and Financial Statements 2022
111
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
31 December 31 December
2022 2021
Notes £’000 £’000
Assets
Non-current assets
Investment property 13 3 8 7, 5 5 0 1 9 2 , 170
Interest rate derivatives 16 3, 87 1 —
Trade and other receivables 14 2 , 701 —
39 4 ,1 22 1 9 2, 170
Current assets
Trade and other receivables 14 7 ,665 3, 268
Cash and cash equivalents 15 45 ,6 06 1 65 , 9 62
Interest rate derivatives 16 432 —
53 , 703 1 69, 23 0
Total assets 4 47, 8 2 5 361,40 0
Liabilities
Non-current liabilities
Interest‑bearing loans and borrowings 17 (74 , 0 8 8) —
Other payables and accrued expenses 18 (3,844) —
(77 ,932) —
Current liabilities
Interest‑bearing loans and borrowings 17 (35,7 43) —
Other payables and accrued expenses 18 (1 4 , 6 9 9) (1 0 , 8 2 0)
(5 0, 4 42) (1 0 , 8 2 0)
Total liabilities (12 8,37 4) (1 0 , 8 2 0)
Net assets 319,4 51 350,5 80
Equity
Share capital 19 3, 500 3,500
Share premium 20 — 339, 339
Capital reduction reserve 335 , 823 —
Retained earnings 21 (19, 872) 7 ,7 41
Total equity 319,451 350, 5 80
Number of shares in issue (thousands) 350,000 350,000
Net asset value per share (basic and diluted) (pence) 22 91. 3 100. 2
These Financial Statements were approved by the Board of Directors of Life Science REIT plc on 24 March 2023 and signed on
its behalf by:
Claire Boyle
Company number: 13532483
The accompanying notes on pages 114 to 136 form an integral part of these Financial Statements.
FINANCIAL STATEMENTS
Life Science REIT plc Annual Report and Financial Statements 2022
112
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
Capital
Share Share reduction Retained
capital premium reserve earnings Total
Notes £’000 £’000 £’000 £’000 £’000
Balance at 1 January 2022 3 , 5 0 0 3 39 , 3 39 — 7 ,7 41 35 0, 5 8 0
Loss for the year and total comprehensive loss — — — (27,613) (27,613)
Ordinary shares issued 19, 20 — — — — —
Cancellation of share premium 20 — (33 9, 32 3) 3 39 , 32 3 — —
Share issue costs 20 — (16) — — (1 6)
Dividends paid 11 — — (3, 50 0) — (3 , 50 0)
Balance at 31 December 2022 3 , 50 0 — 3 35 , 82 3 (1 9, 872) 3 1 9, 4 51
Capital
Share Share reduction Retained
capital premium reserve earnings Total
Notes £’000 £’000 £’000 £’000 £’000
Balance at 1 August 2021 — — — — —
Profit for the year and total comprehensive profit — — — 7 ,7 41 7 ,7 41
Ordinary shares issued 19, 20 3 , 5 0 0 34 6 , 5 0 0 — — 3 5 0, 0 0 0
Share issue costs 20 — (7 ,1 6 1) — — (7 ,1 6 1)
Dividends paid 11 — — — — —
Balance at 31 December 2021 3 , 5 0 0 33 9, 3 3 9 — 7 ,7 41 35 0, 5 8 0
The accompanying notes on pages 114 to 136 form an integral part of these Financial Statements.
Life Science REIT plc Annual Report and Financial Statements 2022
113
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022
Year ended Period ended
31 December 31 December
2022 2021
Notes £’000 £’000
Cash flows from operating activities
Operating profit (26,940) 7,7 3 4
Adjustments to reconcile profit for the period to net cash flows:
Changes in fair value of investment properties 13 31,312 (8 ,0 3 6)
Adjustment for non‑cash items — (8 2)
Operating cash flows before movements in working capital 4, 37 2 (3 8 4)
Increase in other receivables and prepayments (8 ,1 4 4) (3 , 1 6 9)
Increase in other payables and accrued expenses 2 ,68 4 7,0 9 1
Net cash flow (used in)/generated from operating activities (1 , 08 8) 3 ,538
Cash flows from investing activities
Acquisition of investment properties (17 9 , 4 1 4) (1 8 1 , 524)
Capital expenditure (7, 6 4 1) —
Interest received 67 7 7
Net cash used in investing activities (18 6 , 378) (1 8 1 , 5 17)
Cash flows from financing activities
Proceeds from issue of ordinary shares 19,20 — 350 ,000
Share issuance costs paid (1 ,1 1 8) (6 , 0 5 9)
Bank loans drawn down 17 1 01, 260 —
Bank loans repaid 17 (26, 260) —
Loan interest and other finance expenses paid (2 , 0 6 9) —
Loan issue costs paid (1, 203) —
Dividends paid in the period (3 , 50 0) —
Net cash flow generated from financing activities 67, 1 1 0 3 43 , 941
Net (decrease)/increase in cash and cash equivalents (120, 35 6) 16 5 , 9 62
Cash and cash equivalents at start of the period 1 65, 9 62 —
Cash and cash equivalents at end of the period 15 45 ,60 6 16 5 , 9 62
The accompanying notes on pages 114 to 136 form an integral part of these Financial Statements.
FINANCIAL STATEMENTS
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114
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
1. General information
Life Science REIT plc (the “Company”) is a closed‑ended Real Estate Investment Trust (“REIT”) incorporated in England and
Wales on 27 July 2021. The Company began trading on 19 November 2021 when the Company’s shares were admitted to trading
on AIM, a market operated by the London Stock Exchange. On 1 December 2022 the Company moved to the Main Market of the
London Stock Exchange. The registered office of the Company is located at 65 Gresham Street, London, EC2V 7NQ.
The Group’s consolidated Financial Statements for the year ended 31 December 2022 comprise the results of the Company and
its subsidiaries (together constituting the “Group”) and were approved by the Board and authorised for issue on 24 March 2023.
The nature of the Group’s operations and its principal activities are set out in the strategic report on pages 2 to 71.
2. Basis of preparation
These Financial Statements are prepared in accordance with United Kingdom adopted International Financial Reporting
Standards and in conformity with the requirements of the Companies Act 2006. The Financial Statements have been prepared
under the historical cost convention, except for the revaluation of investment properties and financial instruments that are
measured at revalued amounts or fair values at the end of each reporting period, as explained in the accounting policies below.
Historical cost is generally based on the fair value of the consideration given in exchange for goods and services. The audited
Financial Statements are presented in Pound Sterling and all values are rounded to the nearest thousand pounds (£’000),
except when otherwise indicated.
The Company was incorporated on 27 July 2021 and a set of accounts to 31 July 2021 were filed, therefore the five‑month
period from 1 August 2021 to 31 December 2021 has been presented as the comparative. The Company did not commence
trading until 19 November 2021, thus the comparative information may not present a representative comparative.
2.1 Going concern
The Directors have made an assessment of the Group’s ability to continue as a going concern. They carefully considered areas
of potential financial risk and reviewed cash flow forecasts, evaluating a number of scenarios which included extreme downside
sensitivities in relation to rental cash collection, making no acquisitions or discretionary capital expenditure and minimum
dividend distributions under the REIT rules. Accordingly, based on this information, and in light of mitigating actions available
and the reasonable expectation that the Group refinancing will be available when required, the Directors have a reasonable
expectation that the Group and the Company have adequate resources to continue in business for a period at least 12 months
from the date of approval of the Annual Report and Financial Statements (see pages 70 and 71 for full details of the going
concern assessment).
Furthermore, the Directors are not aware of any material uncertainties that may cast significant doubt upon the Group’s ability
to continue as a going concern. Therefore, the financial statements have been prepared on the going concern basis.
2.2 New standards and interpretations effective in the current period
The following amendments to existing standards that are required for the Group’s accounting period beginning on
1 January 2022, have been considered and applied:
• Onerous Contracts – Cost of Fulfilling a Contract (Amendments to IAS 37);
• Property, Plant and Equipment: Proceeds before Intended Use (Amendments to IAS 16);
• Annual Improvements to IFRS Standards 2018‑2020 (Amendments to IFRS 1, IFRS 9, IFRS 16 and IAS 41); and
• References to Conceptual Framework (Amendments to IFRS 3).
There was no material effect from the adoption of the above‑mentioned amendments to IFRS effective in the period. They have
no significant impact to the Group as they are either not relevant to the Group’s activities or require accounting which is already
consistent with the Group’s current accounting policies.
Life Science REIT plc Annual Report and Financial Statements 2022
115
2.3 New and revised accounting standards not yet effective
There are a number of new standards and amendments to existing standards which have been published and are mandatory
for the Group’s accounting periods beginning on or after 1 January 2023 or later. The Group is not adopting these standards
early. The following are the most relevant to the Group:
• Amendments to IAS 1 Presentation of Financial Statements clarifies that liabilities are classified as either current or
non‑current, depending on the rights that exist at the end of the reporting period and not expectations of, or actual events
after, the reporting date. The amendments also give clarification to the definition of settlement of a liability;
• Amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors clarifies the distinction between
accounting policies and accounting estimates and also replaces the definition of accounting estimates. Under the new
definition, estimates are “monetary amounts in financial statements that are subject to measurement uncertainty”; and
• IFRS 17: Insurance contracts is a new requirement from 1 January 2023 covering insurance and re‑insurance contracts and
will not be relevant to the Group.
The amendments are not expected to have a significant impact on the preparation of the Financial Statements.
2.4 Significant accounting judgements and estimates
The preparation of these Financial Statements in accordance with IFRS requires the Directors of the Company to make
judgements, estimates and assumptions that affect the reported amounts recognised in the Financial Statements.
However, uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment
to the carrying amount of the asset or liability in the future.
Judgements
In the course of preparing the Financial Statements, the Investment Adviser has made the following judgements in the process
of applying the Group’s accounting policies which have had a significant effect on the amounts recognised in the Financial
Statements.
Business combinations
The Group acquires subsidiaries that own investment properties. At the time of acquisition, the Group considers whether each
acquisition represents the acquisition of a business or the acquisition of an asset. Management considers the substance of the
assets and activities of the acquired entity in determining whether the acquisition represents the acquisition of a business.
The Group accounts for an acquisition as a business combination where an integrated set of activities is acquired in addition
to the property. Where such acquisitions are not judged to be the acquisition of a business, they are not treated as business
combinations. Rather, the cost to acquire the corporate entity is allocated between the identifiable assets and liabilities of the
entity based upon their relative fair values at the acquisition date. Accordingly, no goodwill or additional deferred tax arises.
All corporate acquisitions made during the period have been treated as asset purchases rather than business combinations
because no integrated set of activities was acquired.
Estimates
In the process of applying the Group’s accounting policies, the Investment Adviser has made the following estimates which have
the most significant risk of material change to the carrying value of assets recognised in the consolidated Financial Statements:
Valuation of property
The valuations of the Group’s investment property are at fair value as determined by the external valuer on the basis of market
value in accordance with the internationally accepted RICS Valuation – Professional Standards January 2022 (incorporating
the International Valuation Standards) and in accordance with IFRS 13. The key estimates made by the valuer are the ERV and
equivalent yields of each investment property.
Onsite developments are valued by applying the ‘residual method’ of valuation, which is the investment method described
above with a deduction for all costs necessary to complete the development, with a further allowance for remaining risk and
developers’ profit. Properties and land held for future development are valued using the highest and best use method, by
adopting the residual method allowing for all associated risks, the investment method, or a value per acre methodology.
See notes 13 and 23 for further details.
FINANCIAL STATEMENTS
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116
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
2. Basis of preparation continued
2.5 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these Financial Statements are stated in the notes to the
Financial Statements.
a) Basis of consolidation
The Company does not meet the definition of an investment entity and therefore does not qualify for the consolidation
exemption under IFRS 10. The consolidated Financial Statements comprise the Financial Statements of the Company and its
subsidiaries as at 31 December 2022. Subsidiaries are consolidated from the date of acquisition, being the date on which the
Group obtained control, and will continue to be consolidated until the date that such control ceases. An investor controls an
investee when the investor is exposed, or has rights, to variable returns from its involvement with the investee and has the ability
to affect those returns through its power over the investee. In preparing these Financial Statements, intra‑group balances,
transactions and unrealised gains or losses have been eliminated in full. All subsidiaries have the same year end as the Company.
Uniform accounting policies are adopted in the Financial Statements for like transactions and events in similar circumstances.
b) Functional and presentation currency
The overall objective of the Group is to generate returns in Pound Sterling and the Group’s performance is evaluated in Pound
Sterling. Therefore, the Directors consider Pound Sterling as the currency that most faithfully represents the economic effects
of the underlying transactions, events and conditions and have therefore adopted it as the functional and presentation currency.
All values are rounded to the nearest thousand pounds (£’000), except when otherwise stated.
c) Segmental reporting
The Directors are of the opinion that the Group is engaged in a single segment of business, being the investment and
management of premises relating to the life science sector.
d) Derivative financial instruments
Derivative financial instruments, comprising interest rate derivatives for mitigating interest rate risks, are initially recognised
at fair value and are subsequently measured at fair value, being the estimated amount that the Group would receive or pay
to terminate the agreement at the period end date, taking into account current interest rate expectations and the current
credit rating of the Group and its counterparties. Premiums payable under such arrangements are initially capitalised into the
statement of financial position.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to
measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs significant
to the fair value measurement as a whole. Changes in fair value of interest rate derivatives are recognised within finance
expenses in profit or loss in the period in which they occur.
e) Exceptional costs
Items are classified as exceptional by virtue of their size, nature or incidence, where their inclusion would otherwise distort
the underlying recurring earnings of the Group. Examples include, but are not limited to, business transformation costs, early
redemption costs of financial instruments and tax charges specific to disposals. Exceptional costs are excluded from the
Group’s adjusted earnings.
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117
3. Revenue
Year ended Period ended
31 December 31 December
2022 2021
£’000 £’000
Rental income 11,007 428
Rental income straight‑line adjustment 1,240 82
Other income 722 22
Insurance recharged 155 —
Gross property income 13,124 532
Service charge income 2,582 —
Total 15,706 532
Accounting policy
Rental income arising from operating leases on investment property is accounted for on a straight‑line basis over the lease
term and is included in gross rental income in the Group statement of comprehensive income. Initial direct costs incurred
in negotiating and arranging an operating lease are recognised as an expense over the lease term on the same basis as the
lease income. Rental income is invoiced in advance and for all rental income that relates to a future period, this is deferred and
appears with current liabilities on the Group statement of financial position.
For leases which contain fixed or minimum uplifts, the rental income arising from such uplifts is recognised on a straight‑line
basis over the lease term.
Tenant lease incentives are recognised as an adjustment of rental revenue on a straight‑line basis over the term of the lease.
The lease term is the non‑cancellable period of the lease together with any further term for which the tenant has the option to
continue the lease where, at the inception of the lease, the Directors are reasonably certain that the tenant will exercise that option.
Amounts received from occupiers to terminate leases or to compensate for dilapidations are recognised in the Group statement
of comprehensive income when the right to receive them arises.
Service charge income is recognised when the related recoverable expenses are incurred. The Group acts as the principal in service
charge transactions as it directly controls the delivery of the services at the point at which they are provided to the occupier.
4. Property operating and administration expenses
Year ended Period ended
31 December 31 December
2022 2021
£’000 £’000
Recoverable service charges 2,582 —
Rates 526 —
Premises expenses
1
928 —
Service charge void costs 571 —
Insurance expense 162 —
Property operating expenses 2,187 —
Investment Adviser fees 3,787 455
Other administration expenses 1,458 217
Cost associated with moving to Main Market 957 —
Directors’ remuneration (see note 5) 186 32
Audit fees (see note 6) 177 130
Administration expenses 6,565 834
Total 11,334 834
1. Includes doubtful debts provided for as at 31 December 2022 of £0.7 million (31 December 2021: £nil) .
FINANCIAL STATEMENTS
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118
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
4. Property operating and administration expenses continued
Accounting policy
All property operating expenses and administration expenses are charged to the consolidated statement of comprehensive
income and are accounted for on an accruals basis.
Property expenses are costs incurred by the Group that are not directly recoverable from an occupier, as well as professional
fees relating to the letting of our estates.
Further information on the calculation of the Investment Adviser fees is set out in note 28.
5. Directors’ remuneration
Year ended Period ended
31 December 31 December
2022 2021
£’000 £’000
Claire Boyle 55 12
Sally Ann Forsyth 42 10
Michael Taylor 40 8
Richard Howell 29 —
Employers’ National Insurance contributions 20 2
Total 186 32
A summary of the Directors’ emoluments, including the disclosures required by the Companies Act 2006, is set out in the
Directors’ remuneration report on pages 94 and 95. The Group had no employees in the period.
6. Auditor’s remuneration
Year ended Period ended
31 December 31 December
2022 2021
£’000 £’000
Audit fee 177 130
Total 177 130
The Group reviews the scope and nature of all proposed non‑audit services before engagement, to ensure that the
independence and objectivity of the Auditor are safeguarded. Audit fees are comprised of the following items:
Year ended Period ended
31 December 31 December
2022 2021
£’000 £’000
Group Annual Report and Financial Statements 177 130
Total 177 130
Non‑audit fees payable to the Group’s Auditor comprised of the following:
Year ended Period ended
31 December 31 December
2022 2021
£’000 £’000
Services provided as reporting accountant on equity raise — 171
Total — 171
The Auditor has not undertaken any non‑audit services during the year. The Audit and Risk Committee has considered the
independence and objectivity of the Auditor and has conducted a review of services which the Auditor has provided during
the period under review. The Audit and Risk Committee receives an annual assurance from the Auditor that its independence
is not compromised.
Life Science REIT plc Annual Report and Financial Statements 2022
119
7. Finance income
Year ended Period ended
31 December 31 December
2022 2021
£’000 £’000
Change in fair value of interest rate derivatives 2,047 —
Income from cash and short‑term deposits 771 7
Interest receivable from interest rate derivatives 329 —
Change in fair value of deferred consideration on interest rate derivatives 108 —
Total 3,255 7
Accounting policy
Interest income is recognised on an effective interest rate basis and shown within the Group statement of comprehensive
income as finance income.
8. Finance expenses
Year ended Period ended
31 December 31 December
2022 2021
£’000 £’000
Loan interest 4,961 —
Loan arrangement fees amortised 416 —
Loan expenses 201 —
Gross interest costs 5,578 —
Capitalisation of finance costs (1,796) —
Total 3,782 —
Accounting policy
Any finance costs that are separately identifiable and directly attributable to an asset which takes a period of time to complete
are amortised as part of the cost of the asset. All other finance costs are expensed in the period in which they occur. Finance
costs consist of interest and other costs that an entity incurs in connection with bank and other borrowings. Finance costs have
been capitalised in the period in accordance with the accounting policy detailed in note 17.
FINANCIAL STATEMENTS
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120
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
9. Taxation
Corporation tax has arisen as follows:
Year ended Period ended
31 December 31 December
2022 2021
£’000 £’000
Corporation tax on residual income 146 —
Total 146 —
Reconciliation of tax charge to profit before tax:
Year ended Period ended
31 December 31 December
2022 2021
£’000 £’000
(Loss)/profit before tax (27,467) 7,741
Corporation tax at 19% (2021: 19.0%) (5,219) 1,471
Change in value of investment properties 5,949 (1,527)
Change in value of interest rate derivatives (389) —
Tax‑exempt property rental business (195) 56
Total 146 —
The Company served notice to HM Revenue & Customs that the Company, and its Group subsidiaries, qualified as a Real Estate
Investment Trust with effect from 30 November 2021. The Group did not have any taxable profits arising prior to this date.
The United Kingdom Government has announced that it intends to increase the main rate of corporation tax from 19% to 25%
from April 2023. As the Company is a REIT it is not anticipated that the change in the corporation tax will have a material impact
on the Group, however tax charges on any non‑property income will increase.
Accounting policy
Corporation tax is recognised in the consolidated statement of comprehensive income except where in certain circumstances
corporation tax may be recognised in other comprehensive income.
As a REIT, the Group is exempt from corporation tax on the profits and gains from its property rental business, provided it
continues to meet certain conditions as per the REIT regulations.
Non‑qualifying profits and gains of the Group continue to be subject to corporation tax. Therefore, current tax is the expected
tax payable on the non‑qualifying taxable income for the period, if applicable, using tax rates enacted or substantively enacted
at the balance sheet date.
10. Operating leases
Operating lease commitments – as lessor
The Group has entered into commercial property leases on its investment property portfolio. These non‑cancellable leases have
a remaining term of up to 22 years.
Future minimum rentals receivable under non‑cancellable operating leases as at 31 December 2022 are as follows:
As at As at
31 December 31 December
2022 2021
£’000 £’000
Within one year 12,602 6,397
Between one and five years 41,784 27,194
More than five years 30,044 21,080
Total 84,430 54,671
Life Science REIT plc Annual Report and Financial Statements 2022
121
11. Dividends
Pence
For the year ended 31 December 2022 per share £’000
First interim dividend for year ended 31 December 2022, paid on 31 October 2022 1.0 3,500
Total 1.0 3,500
Paid as:
Property income distribution — —
Non‑property income distribution 1.0 3,500
Total 1.0 3,500
No dividends were declared for the period to 31 December 2021.
A second interim dividend of 3.0 pence per share was declared on 27 March 2023 and is due to be paid on 15 May 2023.
Accounting policy
Dividends due to the Company’s shareholders are recognised when they become payable.
12. Earnings per share
Basic EPS is calculated by dividing profit for the period attributable to ordinary shareholders of the Company by the weighted
average number of ordinary shares during the period. As there are no dilutive instruments in issue, basic and diluted EPS are
identical.
Year ended Period ended
31 December 31 December
2022 2021
£’000 £’000
IFRS earnings (27,613) 7,741
EPRA earnings adjustments:
Fair value losses/(gains) on investment properties 31,312 (8,036)
Changes in fair value of interest rate derivatives and deferred consideration (2,155) —
EPRA earnings 1,544 (295)
Group‑specific earnings adjustments:
Cost associated with moving to Main Market 957 —
Adjusted earnings 2,501 (295)
Year ended Period ended
31 December 31 December
2022 2021
Pence Pence
Basic IFRS EPS (7. 9) 2.2
Diluted IFRS EPS (7.9) 2.2
EPRA EPS 0.4 (0.1)
Adjusted EPS 0.7 (0.1)
Year ended Period ended
31 December 31 December
2022 2021
Number Number
of shares of shares
Weighted average number of shares in issue (thousands) 350,000 350,000
FINANCIAL STATEMENTS
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122
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
13. UK investment property
Completed Development Total
investment property investment
property and land property
£’000 £’000 £’000
Investment property valuation brought forward as at 1 January 2022 192,170 — 192,170
Acquisitions in the year 130,971 82,440 213,411
Additional capital expenditure 641 9,565 10,206
Finance costs capitalised — 1,796 1,796
Fair value losses on investment property (15,060) (16,252) (31,312)
Movement in rent incentives 1,247 32 1,279
Fair value at 31 December 2022 309,9 69 77, 581 387,550
Completed Development Total
investment property investment
property and land property
£’000 £’000 £’000
Investment property valuation brought forward as at 1 August 2021 — — —
Acquisitions in the year 184,052 — 184,052
Fair value gain on investment property 8,036 — 8,036
Movement in rent incentives 82 — 82
Fair value at 31 December 2021 192,170 — 192,170
Accounting policy
Investment property comprises property held to earn rental income or for capital appreciation, or both. Investment property
is recognised upon legal completion of the contract, where costs are reliably measured and future economic benefits that are
associated with the property flow to the entity. Investment property is measured initially at cost including transaction costs.
Transaction costs include transfer taxes and professional fees to bring the property to the condition necessary for it to be
capable of operating. The carrying amount also includes the cost of replacing part of an existing investment property at the
time that cost is incurred if the recognition criteria are met.
All corporate acquisitions made during the period have been treated as asset purchases rather than business combinations
because no integrated set of activities was acquired.
Development property and land is where the whole or a material part of an estate is identified as having potential for
development. Assets are classified as such until development is completed, and they have the potential to be fully income
generating. Development property and land is measured at fair value if the fair value is considered to be reliably determinable.
Where the fair value cannot be determined reliably but where it is expected that the fair value of the property will be reliably
determined when construction is completed, the property is measured at cost less any impairment until the fair value becomes
reliably determinable or construction is completed, whichever is earlier. It is the Group’s policy not to capitalise overheads
or operating expenses and no such costs were capitalised in either the year ended 31 December 2022 or the period ended
31 December 2021, however £1,796,000 (2021: £nil) of finance costs have been capitalised in the period to 31 December 2022.
Refer to note 17 for more details.
Subsequent to initial recognition, investment property is stated at fair value (see note 23). Gains or losses arising from changes
in the fair values are included in the consolidated statement of profit or loss and other comprehensive income in the period in
which they arise under IAS 40 Investment Property.
Investment properties cease to be recognised when they have been disposed of or withdrawn permanently from use and no
future economic benefit is expected. Gains or losses on the disposal of investment property are determined as the difference
between net disposal proceeds and the carrying value of the asset.
Movements in rent incentives are presented within the total portfolio valuation.
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123
14. Trade and other receivables
31 December 31 December
2022 2021
£’000 £’000
Prepayments and other receivables 3,531 362
Amounts due from/(due to) property manager 2,200 (5)
Tenant deposits
1
2,701 —
Rent and insurance receivable 1,133 635
Escrow account 470 1,279
Interest receivable 331 —
VAT receivable — 897
Payments in advance of property acquisition — 100
Total 10,366 3,268
1. Tenant deposits are reflected as non‑current receivables.
Accounting policy
Rent and other receivables are recognised at their original invoiced value and become due based on the terms of the underlying
lease or at the date of invoice.
The Group carries out an assessment of expected credit losses at each period end, using the IFRS 9 simplified approach, where
a lifetime expected loss allowance is recognised over the expected life of the financial instrument. Adjustments are recognised
in the income statement as an impairment gain or loss. The rent and insurance receivable represents gross receivables of
£1.9 million (31 December 2021: £0.6 million) and a provision for doubtful debts of £0.8 million (31 December 2021: £nil).
The Group considers a financial asset to be in default when the borrower is unlikely to pay its credit obligations to the Group in
full. The Group writes off trade receivables when there is no reasonable expectation of recovery.
15. Cash and cash equivalents
31 December 31 December
2022 2021
£’000 £’000
Cash 10,606 21,962
Cash equivalents 35,000 144,000
Total 45,606 165,962
Cash equivalents includes £35.0 million (2021: £144.0 million) of cash held by various banks on short‑term deposits.
Accounting policy
Cash and cash equivalents comprise cash at bank and short‑term deposits with banks and other financial institutions,
with an initial maturity of three months or less.
FINANCIAL STATEMENTS
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124
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
16. Interest rate derivatives
31 December 31 December
2022 2021
£’000 £’000
At the start of the period — —
Additional premiums paid and accrued 2,256 —
Changes in fair value of interest rate derivatives 2,047 —
Balance at the end of the period 4,303 —
Current 432 —
Non‑current 3,871 —
Balance at the end of the period 4,303 —
To mitigate the interest rate risk that arises as a result of entering into variable rate linked loans, the Group entered into interest
rate derivatives.
The instrument entered into in August 2022 has a notional value of £75.0 million at a strike rate of 2.00% and a termination date
of 31 March 2025.
On 13 May 2022, the Company acquired the issued share capital of Oxford Technology Park Holdings Limited (“OTPHL”)
including its two subsidiaries, Oxford Technology Park Limited (“OTPL”) and Oxford Technology Park Investments Limited
(“OTPIL”). OTPL has an existing loan facility and SONIA interest rate cap in place at 0.75% until the loan expiry date for
£29.3 million of the drawn facility. This cap is due to expire in June 2023 and is therefore shown in current liabilities.
Accounting policy
Interest rate derivatives are initially recognised at fair value and are subsequently measured at fair value, being the estimated
amount that the Group would receive or pay to terminate the agreement at the period end date, taking into account current
interest rate expectations and the current credit rating of the Group and its counterparties. Premiums payable under such
arrangements are initially capitalised into the statement of financial position.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to
measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs significant
to the fair value measurement as a whole. Changes in fair value of interest rate derivatives are recognised within finance
expenses in profit or loss in the period in which they occur.
Life Science REIT plc Annual Report and Financial Statements 2022
125
17. Interest-bearing loans and borrowings
31 December 31 December
2022 2021
Non-current £’000 £’000
At the beginning of the period — —
Drawn in the period 101,260 —
Repaid in the period (26,260) —
Interest-bearing loans and borrowings 75,000 —
Unamortised fees at the beginning of the period — —
Loan arrangement fees paid in the period (1,203) —
Amortisation charge for the period 291 —
Unamortised loan arrangement fees (912) —
Loan balance less unamortised loan arrangement fees 74,088 —
31 December 31 December
2022 2021
Current £’000 £’000
At the beginning of the period — —
Acquired in the period 33,582 —
Drawn in the period — —
Repaid in the period — —
Interest and commitment fees incurred in the period 2,251 —
Interest-bearing loans and borrowings 35,833 —
Unamortised fees at the beginning of the period — —
Loan arrangement fees paid in the period (215) —
Amortisation charge for the period 125 —
Unamortised loan arrangement fees (90) —
Loan balance less unamortised loan arrangement fees 35,743 —
On 29 March 2022, a direct subsidiary of the Company, Ironstone Life Science Holdings Limited, entered into a £150.0 million
single currency term and revolving facility agreement (“HSBC facility”) with HSBC UK Bank plc, comprising a £75.0 million
three‑year term loan facility and an equally sized revolving credit facility. The HSBC facility has an interest rate in respect of
drawn amounts of 225 basis points over SONIA. As at 31 December 2022, the £75.0 million three‑year term loan facility was
fully drawn and there was £75.0 million available to draw on the revolving facility.
In August 2022, additional protection was secured against potential future interest rate rises through capping the SONIA rate at
2.0% until 31 March 2025 on the full amount of the HSBC term loan at a premium of £2.3 million.
The HSBC facility is secured on Rolling Stock Yard, Cambourne Business Park, 7‑11 Herbrand Street, Lumen House and the
Merrifield Centre within the portfolio.
On 13 May 2022, the Company acquired the issued share capital of Oxford Technology Park Holdings Limited (“OTPHL”)
including its two subsidiaries, Oxford Technology Park Limited (“OTPL”) and Oxford Technology Park Investments Limited
(“OTPIL”). OTPL has an existing loan facility with Fairfield REF ECS II GEN No.2 Designated Activity Company (“Fairfield”) of
£53.4 million, of which £35.8 million is currently drawn. The Fairfield facility has an interest rate in respect of drawn amounts of
712 basis points over SONIA.
There is an existing SONIA interest rate cap in place at 0.75% until the loan expiry date for £29.3 million of the drawn facility.
The Fairfield debt is due to expire in June 2023 and is therefore shown in current liabilities.
The debt facilities include LTV and interest cover covenants that are measured at entity level where the debt facilities have been
drawn. The Group is in full compliance with all loan covenants as at 31 December 2022.
FINANCIAL STATEMENTS
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126
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
17. Interest-bearing loans and borrowings continued
Accounting policy
Loans and borrowings are initially recognised at the proceeds received net of directly attributable transaction costs. Loans
and borrowings are subsequently measured at amortised cost. Interest on the HSBC facility is charged to the consolidated
statement of comprehensive income at the effective interest rate and shown within finance costs. Interest on the Fairfield
facility is capitalised as part of the loan principal at the effective interest rate and reflected within finance costs. The effective
interest rate is calculated as the daily SONIA rate plus the facility margin. Transaction costs are amortised over the term of
the loan.
Where a property is being developed or undergoing major refurbishment, finance costs associated with direct expenditure on
the property are capitalised. Capitalisation commences when the activities to develop the property start and continues until the
property is substantially ready for its intended use, normally practical completion.
Capitalised finance costs are calculated at the Group’s weighted average interest rate.
18. Other liabilities – other payables and accrued expenses, provisions and deferred income
31 December 31 December
2022 2021
£’000 £’000
Capital expenses payable 5,481 2,628
Deferred income 3,692 4,937
Administration and other expenses payable 2,588 1 ,429
Loan interest payable 1,027 —
Deferred consideration on interest rate caps 820 —
VAT payable 759 —
Property operating expenses payable 332 92
Share issue costs payable — 1,101
Current other payables and accrued expenses 14,699 10,820
Tenant deposits payable to tenant 2,701 633
Deferred consideration on interest rate caps 1,143 —
Non-current other payables and accrued expenses 3,844 633
Total other payables and accrued expenses 18,543 10,820
Accounting policy
Other payables and accrued expenses are initially recognised at fair value and subsequently held at amortised cost.
Deferred income is rental income invoiced to the tenant but relates to future accounting periods. The income is deferred and is
unwound to revenue on a straight‑line basis over the period in which it is earned.
Life Science REIT plc Annual Report and Financial Statements 2022
127
19. Share capital
Share capital is the nominal amount of the Company’s ordinary shares in issue.
31 December 31 December
2022 2021
Ordinary shares of £0.01 each Number £’000 Number £’000
Authorised, issued and fully paid:
Shares issued 350,000,000 3,500 350,000,000 3,500
Balance at the end of the period 350,000,000 3,500 350,000,000 3,500
The share capital comprises one class of ordinary shares. At general meetings of the Company, ordinary shareholders
are entitled to one vote on a show of hands and on a poll, for every share held. There are no restrictions on the size
of a shareholding or the transfer of shares, except for the UK REIT restrictions.
Accounting policy
Share capital is the nominal amount of the Company’s ordinary shares in issue.
20. Share premium
Share premium comprises the following amounts:
31 December 31 December
2022 2021
£’000 £’000
At the start of the period 339,339 —
Shares issued — 346,500
Share issue costs (16) (7,161)
Transfer to capital reduction reserve (339,323) —
Share premium — 339,339
Accounting policy
Share premium represents the excess over nominal value of the fair value of the consideration received for equity shares net of
direct issue costs.
On 12 April 2022, the share premium account was cancelled in accordance with the provisions of the Companies Act 2006 in
order to create distributable reserves, the capital reduction reserve. This is capable of being applied in any manner in which the
Company’s profits available for distribution are able lawfully to be applied.
21. Retained earnings
Retained earnings comprise the following cumulative amounts:
31 December 31 December
2022 2021
£’000 £’000
Total unrealised (loss)/gain on investment properties (23,276) 8,036
Total unrealised gain on interest rate derivatives and deferred consideration 2,155 —
Total realised gain/(loss) 1,249 (295)
Retained earnings (19,872) 7,741
Accounting policy
Retained earnings represent the profits of the Group less dividends paid from revenue profits to date. Unrealised gains/(losses)
on the revaluation of investment properties, interest rate derivatives and deferred consideration contained within this reserve
are not distributable until any gains crystallise on the sale of the investment property and interest rate caps.
As at 31 December 2022, the Company had distributable reserves available of £337.1 million (2021: £nil).
FINANCIAL STATEMENTS
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
22. Net asset value per share
Basic NAV per share amounts are calculated by dividing net assets attributable to ordinary equity holders of the Company
in the statement of financial position by the number of ordinary shares outstanding at the end of the period. As there are no
dilutive instruments in issue, basic and diluted NAV per share are identical.
EPRA net tangible assets (“EPRA NTA”) is calculated using property values in line with IFRS, where values are net of real estate
transfer tax (“RETT”) and other purchasers’ costs. EPRA NTA is considered to be the most relevant measure for the Group’s
operating activities.
31 December 31 December
2022 2021
£’000 £’000
IFRS net assets attributable to ordinary shareholders 319,451 350,580
IFRS net assets for calculation of NAV 319,451 350,580
Adjustment to net assets:
Fair value of interest rate derivatives (4, 303) —
EPRA NTA 315,148 350,580
31 December 31 December
2022 2021
Pence Pence
IFRS basic and diluted NAV per share (pence) 91.3 100.2
EPRA NTA per share (pence) 90.0 100.2
31 December 31 December
2022 2021
Number Number
of shares of shares
Number of shares in issue (thousands) 350,000 350,000
Life Science REIT plc Annual Report and Financial Statements 2022
129
23. Fair value
IFRS 13 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The following methods and assumptions were used to
estimate the fair values.
The fair value of cash and short‑term deposits, trade receivables, trade payables and other current liabilities approximate their
carrying amounts due to the short‑term maturities of these instruments.
Interest‑bearing loans and borrowings are disclosed at amortised cost. The carrying values of the loans and borrowings
approximate their fair value due to the contractual terms and conditions of the loan. The HSBC debt facility has an interest rate
of 225 basis points over SONIA in respect of drawn amounts. The Fairfield debt facility has an interest rate in respect of drawn
amounts of 712 basis points over SONIA.
The fair value of the interest rate contracts is recorded in the statement of financial position and is revalued quarterly by an
independent valuations specialist, Chatham Financial.
Six‑monthly valuations of investment property are performed by CBRE, accredited external valuers with recognised and
relevant professional qualifications and recent experience of the location and category of the investment property being
valued, on a variable fee basis. The valuations are the ultimate responsibility of the Directors however, who appraise these every
six months.
The valuation of the Group’s investment property at fair value is determined by the external valuer on the basis of market value
in accordance with the internationally accepted RICS Valuation – Professional Standards January 2020 (incorporating the
International Valuation Standards).
Completed investment properties are valued by adopting the ‘income capitalisation’ method of valuation. This approach
involves applying capitalisation yields to current and future rental streams, net of income voids arising from vacancies or
rent‑free periods and associated running costs. These capitalisation yields and future rental values are based on comparable
property and leasing transactions in the market using the valuer’s professional judgement and market observations. Other
factors taken into account in the valuations include the tenure of the property, tenancy details and ground and structural
conditions.
Onsite developments are valued by applying the ‘residual method’ of valuation, which is the investment method described
above with a deduction for all costs necessary to complete the development, with a further allowance for remaining risk and
developers’ profit. Properties and land held for future development are valued using the highest and best use method, by
adopting the residual method allowing for all associated risks, the investment method, or a value per acre methodology.
The following table shows an analysis of the fair values of investment properties recognised in the statement of financial
position by level of the fair value hierarchy
1
:
31 December 2022
Level 1 Level 2 Level 3 Total
Assets and liabilities measured at fair value £’000 £’000 £’000 £’000
Investment properties — — 387,550 387,550
Interest rate derivatives — 4,303 — 4,303
Deferred consideration on interest rate caps — (1,963) — (1,963)
Total — 2,340 387,550 389,890
31 December 2021
Level 1 Level 2 Level 3 Total
Assets and liabilities measured at fair value £’000 £’000 £’000 £’000
Investment properties — — 192,170 192,170
Total — — 192,170 192,170
1. Explanation of the fair value hierarchy:
• Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;
• Level 2 – use of a model with inputs (other than quoted prices included in Level 1) that are directly or indirectly observable market data; and
• Level 3 – use of a model with inputs that are not based on observable market data.
There have been no transfers between Level 1 and Level 2 during either period, nor have there been any transfers in or out of Level 3 .
FINANCIAL STATEMENTS
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130
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
23. Fair value continued
Sensitivity analysis to significant changes in unobservable inputs within the valuation of investment
properties
The following table analyses:
• the fair value measurements at the end of the reporting period;
• a description of the valuation techniques applied;
• the inputs used in the fair value measurement, including the ranges of rent charged to different units within the same
building; and
• for Level 3 fair value measurements, quantitative information about significant unobservable inputs used in the fair value
measurement.
Key
Fair value Valuation unobservable
31 December 2022 £’000 technique inputs Range
Completed investment property £309,969 Income ERV £18.9-£110.0
capitalisation per sq ft
Equivalent 4.25%-7.00%
yield
Development property £41,241 Income ERV £20.0-£25.0
capitalisation per sq ft
/residual method
Equivalent 5.00%-5.05%
yield
Development land £36,340 Comparable Sales rate per sq ft £138.6
method/residual
method
Total £387, 550
Key
Fair value Valuation unobservable
31 December 2021 £’000 technique inputs Range
Completed investment property £192,170 Income ERV £23.0‑£67.9
capitalisation per sq ft
Equivalent 3.81%‑7.00%
yield
Total £192,170
Life Science REIT plc Annual Report and Financial Statements 2022
131
Significant increases/decreases in the ERV (per sq ft per annum) and rental growth per annum in isolation would result in a
significantly higher/lower fair value measurement. Significant increases/decreases in the long‑term vacancy rate and discount
rate (and exit yield) in isolation would result in a significantly higher/lower fair value measurement.
Generally, a change in the assumption made for the ERV (per sq ft per annum) is accompanied by:
• a similar change in the rent growth per annum and discount rate (and exit yield); and
• an opposite change in the long‑term vacancy rate.
The table below sets out a sensitivity analysis for each of the key sources of estimation uncertainty with the resulting increase/
(decrease) in the fair value of completed investment property:
As at 31 December 2022 Increase in Decrease in
sensitivity sensitivity
Completed investment property £’000 £’000
Change in ERV of 10% 30,997 (30,997)
Change in net equivalent yields of 50 basis points (31,177) 38,491
Increase in Decrease in
sensitivity sensitivity
Development property £’000 £’000
Change in ERV of 10% 4,124 (4,124)
Change in net equivalent yields of 50 basis points (4,632) 5,654
Increase in Decrease in
sensitivity sensitivity
Development land £’000 £’000
Change in sales rate per sq ft of 10% 3,634 (3,634)
Increase in Decrease in
sensitivity sensitivity
As at 31 December 2021 £’000 £’000
Change in ERV of 10% 19,217 (19,217)
Change in net equivalent yields of 50 basis points (20,207) 25,380
Gains and losses recorded in profit or loss for recurring fair value measurements categorised within Level 3 of the fair value
hierarchy amount to a loss of £31.3 million (31 December 2021: gain of £8.0 million) and are presented in the consolidated
statement of comprehensive income in line item ‘fair value gains/(losses) on investment properties’.
All gains and losses recorded in profit or loss for recurring fair value measurements categorised within Level 3 of the fair
value hierarchy are attributable to changes in unrealised gains or losses relating to investment property held at the end of the
reporting period.
The carrying amount of the Group’s other assets and liabilities is considered to be the same as their fair value.
FINANCIAL STATEMENTS
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132
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
24. Financial risk management objectives and policies
The Group has trade and other receivables, trade and other payables and cash and short‑term deposits that arise directly from
its operations.
The Group is exposed to market risk, interest rate risk, credit risk and liquidity risk. The Board of Directors reviews and agrees
policies for managing each of these risks, which are summarised below.
Market risk
Market risk is the risk that future values of investments in property and related investments will fluctuate due to changes in
market prices. The total exposure at the statement of financial position date is £387.6 million and to manage this risk, the Group
diversifies its portfolio across a number of assets. The Group’s investment policy is to invest in UK‑located life science assets.
The Group will invest and manage its portfolio with an objective of spreading risk and, in doing so, will maintain the following
investment restrictions:
• no individual building will represent more than 35% of gross asset value, reducing to 25% of gross asset value by
31 December 2023;
• the Company will target a portfolio with no one tenant accounting for more than 20% (but subject to a maximum of 30%)
of the higher of either (i) gross contracted rents or (ii) the valuer’s ERV of the Company’s portfolio including developments
under forward‑funding agreements, as calculated at the time of investing or leasing;
• the aggregate maximum exposure to assets under development, including forward fundings, will not exceed 50% of
gross asset value, reducing to 30% of gross asset value by 31 December 2023. Within this limit, the maximum exposure to
developments, as measured by the expected gross development cost, which are not under forward‑funded arrangements,
will not exceed 15% of gross asset value at the commencement of the relevant development; and
• no more than 10% of gross asset value will be invested in properties that are not life science properties.
Credit risk
Credit risk is the risk that a counterparty or tenant will cause a financial loss to the Group by failing to meet a commitment it has
entered into with the Group.
All cash deposits are placed with approved counterparties, all of whom have a credit rating of AA‑ or above. In respect of
property investments, in the event of a default by a tenant, the Group will suffer a shortfall and additional costs concerning
re‑letting of the property. The Investment Adviser monitors the tenant arrears in order to anticipate and minimise the impact of
defaults by occupational occupiers.
The following table analyses the Group’s maximum exposure to credit risk:
31 December 31 December
2022 2021
£’000 £’000
Cash and cash equivalents 45,606 165,962
Trade and other receivables
1
10,027 2,361
Total 55,633 168,323
1. Excludes prepayments and VAT receivable .
Interest rate risk
Interest rate risk is the risk that future cash flows of a financial instrument will fluctuate because of changes in market interest
rates. The Group’s exposure to the risk of changes in market interest rates relates to its variable rate bank loans. To mitigate
the interest rate risk that arises as a result of entering into variable rate linked loans, the Group has entered into interest rate
derivatives. As at 31 December 2022 there were two interest rate derivatives in place. In August 2022 additional protection
was secured against potential future interest rate rises through capping the SONIA rate at 2.0% until 31 March 2025 on the full
amount of the HSBC term loan at a premium of £2.3 million. In addition, there is an existing SONIA interest rate cap in place
relating to the OTP acquired debt at 0.75% until the loan expiry date of June 2023 for £29.3 million of the drawn facility.
Life Science REIT plc Annual Report and Financial Statements 2022
133
Changes in interest rates may have an impact on consolidated earnings over the longer term. The table below provides
indicative sensitivity data.
2022 2021
Increase in Decrease in Increase in Decrease in
interest rates interest rates interest rates interest rates
by 1% by 1% by 1% by 1%
Effect on profit before tax £’000 £’000 £’000 £’000
Increase/(decrease) (1,554) 1,545 — —
Foreign exchange rate risk
Management have considered the risks but not deemed them material for the business as the Group’s exposure to foreign
exchange rate risk as at 31 December 2022 and 31 December 2021 was minimal.
Liquidity risk
Liquidity risk is defined as the risk that the Group will encounter difficulty in meeting obligations associated with financial
liabilities that are settled by delivering cash or another financial asset. Exposure to liquidity risk arises because of the possibility
that the Group could be required to pay its liabilities earlier than expected. The Group’s objective is to maintain a balance
between continuity of funding and flexibility through the use of bank deposits and loans.
Set out below is a comparison by class of the carrying amounts and fair value of the Group’s financial instruments that are
carried in the financial statements:
2022 2021
Fair Carrying Fair Fair Carrying Fair
value value value value value value
hierarchy £’000 £’000 hierarchy £’000 £’000
Held at amortised cost
Cash and cash equivalents n/a 45,606 45,606 n/a 165,962 165,962
Trade and other receivables
1
n/a 10,027 10,027 n/a 2,361 2,361
Other payables and accrued expenses
2
n/a (14,851) (14,851) n/a (5,883) (5,883)
Interest‑bearing loans and borrowings n/a (109,831) (109,831) — — —
Held at fair value
Interest rate derivatives n/a 4,303 4,303 — — —
1. Excludes prepayments.
2. Excludes deferred income.
The table below summarises the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments:
Less Three
than three to 12 One to Two to More than
months months two years five years five years Total
Year ended 31 December 2022 £’000 £’000 £’000 £’000 £’000 £’000
Other payables and accrued expenses
1
10,874 2,753 739 485 — 14,851
Interest‑bearing loans and borrowings 973 40,475 3,947 150,951 — 196,346
Total 11,847 43,228 4,686 151,436 — 211,197
Less Three
than three to 12 One to Two to More than
months months two years five years five years Total
Year ended 31 December 2021 £’000 £’000 £’000 £’000 £’000 £’000
Other payables and accrued expenses
1
5,883 — — — — 5,883
Interest‑bearing loans and borrowings — — — — — —
Total 5,883 — — — — 5,883
1. Excludes deferred income.
FINANCIAL STATEMENTS
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134
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
25. Subsidiaries
Country of Company Number and class
incorporation Registration of share held Group
Company and operation Number by the Group holding
Ironstone Life Science Holdings Limited
2
UK 13390321 1,000 ordinary shares 100%
Ironstone Life Science Harwell Limited
1, 2, 6
UK 14047959 1 ordinary share 100%
Ironstone Life Science Cambourne Two Limited
1, 2
UK 13779806 1 ordinary share 100%
Ironstone Life Science Cambourne Limited
1, 2
UK 13763082 1 ordinary share 100%
Ironstone Life Science Oxford Limited
1, 2
UK 13467718 1 ordinary share 100%
Ironstone Life Science RSY Limited
1, 2
UK 13763039 1 ordinary share 100%
Ironstone Life Science Merrifield Limited
1, 2
UK 13763037 1 ordinary share 100%
Ironstone LS Cambourne One Limited
1, 3, 7
Jersey 108784 3,599.80 ordinary shares 100%
Deepdale Investment Holdings Limited
1, 4
BVI 1824411 400 A ordinary shares 100%
100 B ordinary shares
Merrifield Centre Limited
1, 2
UK 11118349 21,786,493 ordinary shares 100%
Ironstone Life Science Herbrand Limited
1, 2
UK 14044299 1 ordinary share 100%
Herbrand Properties Limited
1, 5
BVI 1908435 6,000 ordinary shares 100%
Oxford Technology Park Holdings Limited
2
UK 12434159 92 ordinary shares 100%
Oxford Technology Park Limited
1, 2
UK 08483449 100 ordinary shares 100%
Oxford Technology Park Investments Limited
1, 2
UK 12442240 1 ordinary share 100%
1. Indirect subsidiaries.
2. Registered office: Radius House, 51 Clarendon Road, Watford, WD17 1HP.
3. Registered office: 50 La Colomberie, St Helier, Jersey, JE2 4QB.
4. Registered office: Geneva Place, P.O. Box 3339, Road Town, Tortola, British Virgin Islands.
5. Registered office: Nerine Chambers, P.O. Box 905, Road Town, Tortola, 1110, British Virgin Islands.
6. This entity was dissolved on 7 March 2023.
7. This entity was dissolved on 28 February 2023.
The principal activity of all the subsidiaries relates to property investment.
The subsidiaries are exempt from the requirements of the Companies Act 2006 relating to the audit of individual accounts by
virtue of section 479A of the Act. The Company has provided a guarantee under s479C of the Companies Act 2006 in respect
of the financial period ended 31 December 2022 for a number of its subsidiary companies. The guarantee is over all outstanding
liabilities to which the subsidiary companies are subject at 31 December 2022 until they are satisfied in full.
The Group consists of a parent company, Life Science REIT plc, incorporated in England and Wales, and a number of
subsidiaries held directly by Life Science REIT plc, which operate and are incorporated in the UK, Jersey and the British
Virgin Islands.
The Group owns 100% equity shares of all subsidiaries listed above and has the power to appoint and remove the majority of
the Board of Directors of those subsidiaries. The relevant activities of the above subsidiaries are determined by the Board of
Directors based on the purpose of each company.
Therefore, the Directors concluded that the Group has control over all these entities and all these entities have been
consolidated within the consolidated Financial Statements.
A list of all related undertakings included within these consolidated Financial Statements is noted above.
Life Science REIT plc Annual Report and Financial Statements 2022
135
Accounting policy
Where property is acquired, via corporate acquisitions or otherwise, management considers the substance of the assets and
activities of the acquired entity in determining whether the acquisition represents the acquisition of a business.
Where such acquisitions are not judged to be an acquisition of a business, they are not treated as business combinations.
Rather, the cost to acquire the corporate entity is allocated between the identifiable assets and liabilities of the entity based
on their relative fair values at the acquisition date. Accordingly, no goodwill or additional deferred taxation arises. Otherwise,
acquisitions are accounted for as business combinations.
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate
of the consideration transferred, measured at acquisition date fair value, and the amount of any non‑controlling interest in
the acquiree.
For each business combination, the acquirer measures the non‑controlling interest in the acquiree at fair value of the
proportionate share of the acquiree’s identifiable net assets. Acquisition costs (except for costs of issue of debt or equity)
are expensed in accordance with IFRS 3 Business Combinations.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification
and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the
acquisition date.
Contingent consideration is deemed to be equity or a liability in accordance with IAS 32. If the contingent consideration is
classified as equity, it is not re‑measured, and its subsequent settlement shall be accounted for within equity. If the contingent
consideration is classified as a liability, subsequent changes to the fair value are recognised either in profit or loss or as a change
to other comprehensive income .
26. Capital management
The Group’s capital is represented by share capital and reserves.
The primary objective of the Group’s capital management is to ensure that it remains within its quantitative banking covenants
and maintains a strong credit rating. The Group’s capital policies are as follows:
• the Group will keep sufficient cash for working capital purposes with excess cash, should there be any, deposited at the best
interest rate available whilst maintaining flexibility to fund the Group’s investment programme;
• borrowings will be managed in accordance with the loan agreements and covenants will be tested quarterly and reported to
the Directors. Additionally, quarterly lender reporting will be undertaken in line with the loan agreement; and
• new borrowings are subject to Director approval. Such borrowings will support the Group’s investment programme but will
be subject to a maximum 55% LTV. The intention is to maintain borrowings at an LTV of between 30% and 40%.
The Group is not subject to externally imposed capital requirements.
27. Capital commitments
At 31 December 2022, the Group had contracted capital expenditure of £24.4 million (31 December 2021: £nil).
28. Related party transactions
Directors
The Directors (all Non‑Executive Directors) of the Company and its subsidiaries are considered to be the key management
personnel of the Group. Directors’ remuneration for the period totalled £186,450 (2021: £32,456) at 31 December 2022,
including £20,000 of employers’ National Insurance contributions; a balance of £nil (2021: £2,000) was outstanding relating
to employer NI. Further information is given in note 5 and in the Directors’ remuneration report on pages 94 and 95.
FINANCIAL STATEMENTS
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136
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
28. Related party transactions continued
Investment Adviser
The Company is party to an Investment Advisory Agreement with the AIFM and the Investment Adviser, pursuant to which
the Investment Adviser has been appointed to provide investment advisory services relating to the respective assets on a
day‑to‑day basis in accordance with their respective investment objectives and policies, subject to the overall supervision and
direction by the AIFM and the Board of Directors.
For its services to the Company, the Investment Adviser is entitled to a fee payable quarterly in arrears calculated at the rate
of one quarter of 1.1% per quarter on that part of the NAV up to and including £500 million; one quarter of 0.9% per quarter on
that part of the NAV in excess of £500 million and up to £1 billion; and one quarter of 0.75% per quarter on NAV in excess of
£1 billion. Refer to page 98 of the Directors’ report for further information.
During the year, the Group incurred £3,787,421 (2021: £454,903) in respect of investment advisory fees. As at
31 December 2022, £888,174 (2021: £454,903) was outstanding.
29. Reconciliation of changes in liabilities to cash flows generated from financing activities
1
Interest-bearing Interest-bearing
loans and loans and
borrowings borrowings
current non-current Total
£’000 £’000 £’000
Balance as at 1 January 2022 — — —
Changes from financing cash flows:
Bank loans drawn down — 101,260 101,260
Bank loans repaid — (26,260) (26,260)
Loan arrangement fees paid in the year — (1,203) (1,203)
Total changes from financing cash flows — 73,797 73,797
Loans acquired
2
33,582 — 33,582
Additional loan arrangement fees in year capitalised (215) — (215)
Additional interest and commitment fees capitalised 2,251 — 2,251
Amortisation charge for the year 125 291 416
Balance as at 31 December 2022 35,743 74,088 109,831
1. Comparative for the period end 31 December 2021 has not been shown as there were no loans in the prior period.
2. Acquired as part of the OTP acquisition in the year.
30. Ultimate controlling party
It is the view of the Directors that there is no ultimate controlling party.
31. Post balance sheet events
Refinancing
In February 2023 the OTP Fairfield facility was refinanced by drawing down £26.3 million from its existing £150.0 million HSBC
facility as well as utilising existing cash resources.
Dividend
A second interim dividend of 3.0 pence per share in respect of the year ended 31 December 2022 will be paid on 15 May 2023.
This will be paid as an ordinary dividend with an ex‑dividend date of 13 April 2023.
Life Science REIT plc Annual Report and Financial Statements 2022
137
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
31 December 31 December
2022 2021
Notes £’000 £’000
Assets
Non-current assets
Investment in subsidiary companies 34 65,138 1
Receivables 36 214,505 177, 827
279,643 177,828
Current assets
Cash and cash equivalents 35 39,614 165,962
Trade and other receivables 36 1,421 229
41,035 166,191
Total assets 320,678 344,019
Liabilities
Current liabilities
Other payables and accrued expenses 37 (5,004) (1,943)
Total liabilities (5,004) (1,943)
Net assets 315,674 342,076
Equity
Share capital 3,500 3,500
Share premium — 339,339
Capital reduction reserve 335,823 —
Retained earnings (23,649) (763)
Total equity 315,674 342,076
Number of shares in issue (thousands) 350,000 350,000
Net asset value per share (basic and diluted) (pence) 90.2 97.8
The Company reported a loss for the year ended 31 December 2022 of £22,886,000 (period ended 31 December 2021:
£763,000 loss).
These Financial Statements were approved by the Board of Directors of Life Science REIT plc on 24 March 2023 and signed on
its behalf by:
Claire Boyle
Company number: 13532483
The accompanying notes on pages 139 to 141 form an integral part of these Company Financial Statements.
FINANCIAL STATEMENTS
Life Science REIT plc Annual Report and Financial Statements 2022
138
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
Capital
Share Share reduction Retained
capital premium reserve earnings Total
£’000 £’000 £’000 £’000 £’000
Balance at 1 January 2022 3,500 339,339 — (763) 342,076
Loss for the year and total comprehensive loss — — — (22,886) (22,886)
Ordinary shares issued — — — — —
Share issue costs — (16) — — (16)
Cancellation of share premium — (339,323) 339,323 — —
Dividends paid — — (3,500) — (3,500)
Balance at 31 December 2022 3,500 — 335,823 (23,649) 315,674
Capital
Share Share reduction Retained
capital premium reserve earnings Total
£’000 £’000 £’000 £’000 £’000
Balance at start of period — — — — —
Loss for the year and total comprehensive loss — — — (763) (763)
Ordinary shares issued 3,500 346,500 — — 350,000
Share issue costs — (7,161) — — (7,161)
Dividends paid — — — — —
Balance at 31 December 2021 3,500 339,339 — (763) 342,076
Life Science REIT plc Annual Report and Financial Statements 2022
139
NOTES TO THE COMPANY FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
32. General information
Life Science REIT plc is a closed‑ended REIT incorporated in England and Wales on 27 July 2021. The Company began
trading on 19 November 2021. The registered office of the Company is located at 65 Gresham Street, London, EC2V
7NQ. TheCompany’s shares were admitted to trading on AIM, a market operated by the London Stock Exchange.
On1December2022 the Company moved to the Main Market of the London Stock Exchange.
33. Basis of preparation
These Financial Statements are prepared in accordance with United Kingdom Generally Accepted Accounting Practice
including Financial Reporting Standard 101 Reduced Disclosure Framework (“FRS 101”) and in conformity with the requirements
of the Companies Act 2006. The Financial Statements have been prepared under the historical cost convention. The audited
Financial Statements are presented in Pound Sterling and all values are rounded to the nearest thousand pounds (£’000),
except when otherwise indicated.
In preparing these Financial Statements the Company has taken advantage of all disclosure exemptions conferred by FRS 101.
Therefore, these Financial Statements do not include:
• certain disclosures regarding the Company’s capital;
• a statement of cash flows;
• the effect of future accounting standards not yet adopted;
• the disclosure of the remuneration of key management personnel; and
• disclosure of related party transactions with other wholly owned members of Life Science REIT plc.
In addition, and in accordance with FRS 101, further disclosure exemptions have been adopted because equivalent disclosures
are included in the Company’s consolidated Financial Statements. These Financial Statements do not include certain disclosures
in respect of:
• share‑based payments;
• financial instruments; and
• fair value measurement.
The Company has taken advantage of the exemption in section 408 of the Companies Act 2006 not to present its own
statement of comprehensive income.
The Financial Statements of the Company follow the accounting policies laid out on pages 114 to 116.
The key source of estimation uncertainty relates to the Company’s investment in Group companies and is stated in the
Company’s separate financial statements at cost less impairment losses, if any. Impairment losses are determined with reference
to the investment’s fair value less estimated selling costs. Fair value is derived from the subsidiaries’, and their subsidiaries’,
net assets at the balance sheet date. Investment properties held by the subsidiary companies are supported by independent
valuation. Judgements and assumptions associated with the property values of the investments held by the subsidiary
companies are detailed in the Group financial statements.
FINANCIAL STATEMENTS
Life Science REIT plc Annual Report and Financial Statements 2022
140
NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
34. Investment in subsidiary companies
31 December 31 December
2022 2021
£’000 £’000
Investment in subsidiary companies
Total carrying value 65,138 1
Total 65,138
1
31 December 31 December
2022 2021
£’000 £’000
Investments in subsidiary companies
Ironstone Life Science Holdings Limited 1
1
Oxford Technology Park Holdings Limited 65,137 —
65,138
1
Following a review comparing cost of investments to the underlying net assets of subsidiary companies, an impairment
provision has been made of £21.3 million.
See note 25 for full list of subsidiary companies.
Accounting policy
Investments in subsidiary companies are included in the statement of financial position at cost less impairment. For a list of
subsidiary companies, see note 25.
35. Cash and cash equivalents
31 December 31 December
2022 2021
£’000 £’000
Cash equivalents 4,614 144,000
Cash 35,000 21,962
Total 39,614 165,962
Accounting policy
Cash equivalents include cash at bank and short‑term deposits with banks and other financial institutions, with an initial
maturity of three months or less.
Life Science REIT plc Annual Report and Financial Statements 2022
141
36. Trade and other receivables
A. Receivables: non-current assets
31 December 31 December
2022 2021
£’000 £’000
Amounts due from subsidiary companies 214,505 177,827
Total 214,505 177,827
Loans due from subsidiary companies are unsecured, interest free and repayable on demand.
B. Receivables: current assets
31 December 31 December
2022 2021
£’000 £’000
Prepayments and other receivables 1,421 229
Total 1,421 229
37. Other payables and accrued expenses
31 December 31 December
2022 2021
£’000 £’000
Capital expenses payable 2,837 —
Administration expenses payable 1,243 1,390
Other expenses payable 778 387
Provision for corporation tax 146 —
Insurance payable — 166
Total 5,004 1,943
 
ADDITIONAL INFORMATION
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Life Science REIT plc Annual Report and Financial Statements 2022
UNAUDITED SUPPLEMENTARY NOTES NOT PART OF THE
CONSOLIDATED FINANCIAL INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2022
The Group is a member of the European Public Real Estate Association (“EPRA”). EPRA has developed and defined the
following performance measures to give transparency, comparability, and relevance of financial reporting across entities which
may use different accounting standards. The following measures are calculated in accordance with EPRA guidance. These are
not intended as a substitute for IFRS measures.
Table 1: EPRA performance measures summary
Period from
1 August
Year to 2021 to
31 December 31 December
Notes 2022 2021
EPRA earnings (£’000) Table 2 1,544 (295)
EPRA EPS (pence) Table 2 0.4 (0.1)
EPRA cost ratio (including direct vacancy cost) Table 6 66.3% 163.5%
EPRA cost ratio (excluding direct vacancy cost) Table 6 57. 8% 163.5%
31 December 31 December
2022 2021
EPRA NDV per share (pence) Table 3 91.3 100.2
EPRA NRV per share (pence) Table 3 95.9 103.9
EPRA NTA per share (pence) Table 3 90.0 100.2
EPRA NIY Table 4 3.4% 4.4%
EPRA ‘topped‑up’ net initial yield Table 4 3.6% 4.5%
EPRA vacancy rate Table 5 18.0% 19.1%
EPRA loan to value Table 10 18.9% n/a
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Table 2: EPRA income statement
Period from
1 August
Year to 2021 to
31 December 31 December
Notes 2022 2021
Revenue 3 15,706 532
Less: insurance recharged 3 (155) —
Less: service charge income 3 (2,582) —
Rental income 12,969 532
Property operating expenses (including recoverable service charges) 4 (4,769) —
Insurance recharged 3 155 —
Add back: service charge income 4 2,582 —
Gross profit 10,937 532
Administration expenses 4 (6,565) (834)
Operating profit/(loss) before interest and tax 4,372 (302)
Finance income 7 3,255 7
Finance expenses 8 (3,782) —
Less change in fair value of interest rate derivatives 7 (2,155) —
Adjusted profit/(loss) before tax 1,690 (295)
Tax on adjusted loss 9 (146) —
EPRA earnings 1,544 (295)
Company‑specific adjustments:
EPRA earnings 1,544 (295)
Cost associated with moving to Main Market 4 957 —
Adjusted earnings 2,501 (295)
Weighted average number of shares in issue (thousands) 19 350,000 350,000
EPRA EPS (pence) 12 0.4 (0.1)
Adjusted EPS (pence) 12 0.7 —
Adjusted earnings represents earnings from operational activities. It is a key measure of the Group’s underlying operational
results and an indication of the extent to which dividend payments are supported by earnings.
ADDITIONAL INFORMATION
144
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UNAUDITED SUPPLEMENTARY NOTES NOT PART OF THE
CONSOLIDATED FINANCIAL INFORMATION
CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
Table 3: EPRA balance sheet and net asset value performance measures
EPRA net disposal value (“NDV”), EPRA net reinstatement value (“NRV”) and EPRA net tangible assets (“NTA”). A reconciliation
of the three new EPRA NAV metrics from IFRS NAV is shown in the table below. Total accounting return will now be calculated
based on EPRA NTA.
EPRA NDV EPRA NRV EPRA NTA
As at 31 December 2022 Notes £’000 £’000 £’000
Total properties
1
13 387,550 387,550 387,550
Net cash/(borrowings)
2
15, 17 (65,227) (65,227) (65,227)
Other net liabilities (2,872) (2,872) (2,872)
IFRS NAV 22 319,451 319,451 319,451
Include: real estate transfer tax
3
— 20,621 —
Exclude: fair value of interest rate derivatives 16 — (4,303) (4,303)
NAV used in per share calculations 319,451 335,769 315,148
Number of shares in issue (thousands) 19 350,000 350,000 350,000
NAV per share (pence) 22 91.3 95.9 90.0
EPRA NDV EPRA NRV EPRA NTA
As at 31 December 2021 Notes £’000 £’000 £’000
Total properties
1
13 192,170 192,170 192,170
Net cash
2
15, 17 165,962 165,962 165,962
Other net liabilities (7,552) (7,552) (7,552)
IFRS NAV 22 350,580 350,580 350,580
Include: real estate transfer tax
3
— 13,068 —
NAV used in per share calculations 350,580 363,648 350,580
Number of shares in issue (thousands) 19 350,000 350,000 350,000
NAV per share (pence) 22 100.2 103.9 100.2
1. Professional valuation of investment property.
2. Comprising interest‑bearing loans and borrowings (excluding unamortised loan arrangement fees) of £110,833,000 net of cash of £45,609,000.
3. EPRA NTA and EPRA NDV reflect IFRS values which are net of real estate transfer tax. Real estate transfer tax is added back when calculating EPRA NRV.
EPRA NDV details the full extent of liabilities and resulting shareholder value if Company assets are sold and/or if liabilities are
not held until maturity. Deferred tax and financial instruments are calculated as to the full extent of their liability, including tax
exposure not reflected in the statement of financial position, net of any resulting tax.
EPRA NTA assumes entities buy and sell assets, thereby crystallising certain levels of deferred tax liability.
EPRA NRV highlights the value of net assets on a long‑term basis and reflects what would be needed to recreate the Company
through the investment markets based on its current capital and financing structure. Assets and liabilities that are not expected
to crystallise in normal circumstances, such as the fair value movements on financial derivatives and deferred taxes on property
valuation surpluses, are excluded. Costs such as real estate transfer taxes are included.
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Table 4: EPRA net initial yield
31 December 31 December
2022 2021
Notes £’000 £’000
Total properties per external valuers’ report 13 387, 550 192,170
Less development property and land 13 (77,581) —
Net valuation of completed properties 309,969 192,170
Add estimated purchasers’ costs
1
20,621 13,068
Gross valuation of completed properties including estimated purchasers’ costs (A) 330,590 205,238
Gross passing rents
2
(annualised) 12,423 9,124
Less irrecoverable property costs
2
(1,104) (179)
Net annualised rents (B) 11,319 8,945
Add notional rent on expiry of rent‑free periods or other lease incentives
3
540 291
‘Topped-up’ net annualised rents (C) 11,859 9,236
EPRA NIY (B/A) 3.4% 4.4%
EPRA ‘topped-up’ net initial yield (C/A) 3.6% 4.5%
1. Estimated purchasers’ costs estimated at 6.7% (31 December 2021: 6.8%).
2. Gross passing rents and irrecoverable property costs assessed as at the balance sheet date for completed investment properties excluding development property
and land.
3. Adjustment for unexpired lease incentives such as rent‑free periods, discounted rent period and step rents. The adjustment includes the annualised cash rent that will
apply at the expiry of the lease incentive. Rent‑frees expire over a weighted average period of 12 months (31 December 2021: three months).
EPRA NIY represents 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. It is a
comparable measure for portfolio valuations designed to make it easier for investors to judge themselves how the valuation of
portfolio X compares with portfolio Y.
EPRA ‘topped‑up’ NIY 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).
NIY as stated in the Investment Adviser’s report calculates net initial yield on topped‑up annualised rents but does not deduct
non‑recoverable property costs.
Table 5: EPRA vacancy rate
31 December 31 December
2022 2021
£’000 £’000
Annualised ERV of vacant premises (D) 3,094 1,937
Annualised ERV for the investment portfolio (E) 17,181 10,129
EPRA vacancy rate (D/E) 18.0% 19.1%
EPRA vacancy rate represents ERV of vacant space divided by ERV of the completed investment portfolio, excluding
development property and land. It is a pure measure of investment property space that is vacant, based on ERV.
ADDITIONAL INFORMATION
146
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UNAUDITED SUPPLEMENTARY NOTES NOT PART OF THE
CONSOLIDATED FINANCIAL INFORMATION
CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
Table 6: Total cost ratio/EPRA cost ratio
Period from
1 August
Year to 2021 to
31 December 31 December
2022 2021
Notes £’000 £’000
Property operating expenses (excluding service charge expenses) 4 1,616 —
Service charge expenses 4 3,153 —
Add back: service charge income 3 (2,582) —
Add back: insurance recharged 3 (155) —
Net property operating expenses 2,032 —
Administration expenses 4 6,565 834
Deduct: costs associated with move to Main Market 4 (957) —
Total cost including direct vacancy cost (F) 7,640 834
Direct vacancy cost (1,104) —
Total cost excluding direct vacancy cost (G) 6,536 834
Rental income
1
3 12,969 510
Gross rental income (H) 3 12,969 510
Less direct vacancy cost (1,104) —
Net rental income 11,865 510
Total cost ratio including direct vacancy cost (F/H) 58.9% 163.5%
Total cost ratio excluding direct vacancy cost (G/H) 50.4% 163.5%
1. Includes rental income, rental income straight‑line adjustment and other income as per note 3.
Period from
1 August
Year to 2021 to
31 December 31 December
2022 2021
Notes £’000 £’000
Total cost including direct vacancy cost (F) 7,640 834
Add back: costs associated with move to Main Market 4 957 —
EPRA total cost (I) 8,597 834
Direct vacancy cost (1,104) —
EPRA total cost excluding direct vacancy cost (J) 7,493 834
EPRA cost ratio including direct vacancy cost (I/H) 66.3% 163.5%
EPRA cost ratio excluding direct vacancy cost (J/H) 57.8% 163.5%
EPRA cost ratios represent administrative and operating costs (including and excluding costs of direct vacancy) divided by
gross rental income. They are a key measure to enable meaningful measurement of the changes in the Group’s operating costs.
It is the Group’s policy not to capitalise overheads or operating expenses and no such costs were capitalised in the year ended
31 December 2022.
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Life Science REIT plc Annual Report and Financial Statements 2022
Table 7: Lease data
Year 1 Year 2 Years 3-5 Year 5+ Total
As at 31 December 2022 £’000 £’000 £’000 £’000 £’000
Passing rent of leases expiring in: 524 — 6,007 5,892 12,423
ERV of leases expiring in: 809 — 6,352 6,925 14,086
Passing rent subject to review in: 1,481 — 10,855 87 12,423
ERV subject to review in: 1,827 — 12,158 101 14,086
Year 1 Year 2 Years 3‑5 Year 5+ Total
As at 31 December 2021 £’000 £’000 £’000 £’000 £’000
Passing rent of leases expiring in: — 2,351 1,603 5,170 9,124
ERV of leases expiring in: — 3,570 1,884 4,675 10,129
Passing rent subject to review in: 428 1,753 3,264 3,679 9,124
ERV subject to review in: 439 2,653 4,081 2,956 10,129
WAULT to expiry is 6.2 years (31 December 2021: 6.6 years) and to break is 4.7 years (31 December 2021: 4.1 years).
Table 8: Capital expenditure
Period from
1 August
Year to 2021 to
31 December 31 December
2022
2021
Notes £’000 £’000
Acquisitions
1
13 213,411 184,052
Development spend
2
13 9,565 —
Completed investment properties:
3
No incremental lettable space – like‑for‑like portfolio 13 641 —
No incremental lettable space – other — —
Tenant incentives 13 1,279 —
Total capital expenditure 224,896 184,052
Debt acquired – OTP
4
17 (33,582)
Conversion from accruals to cash basis (4, 259) (2,528)
Total capital expenditure on a cash basis Page 113 187,055 181,524
1. Acquisitions include £131.0 million (31 December 2021: £181.5 million) completed investment property and £82.4 million (31 December 2021: £nil) development
property and land.
2. Expenditure on development property and land.
3. Expenditure on completed investment properties.
4. On acquisition of OTP in May 2022. £33.6 million of debt was acquired. See note 17 for further details.
ADDITIONAL INFORMATION
148
Life Science REIT plc Annual Report and Financial Statements 2022
UNAUDITED SUPPLEMENTARY NOTES NOT PART OF THE
CONSOLIDATED FINANCIAL INFORMATION
CONTINUED
FOR THE YEAR ENDED 31 DECEMBER 2022
Table 9: EPRA like-for-like rental income
Period from
1 August
Year to 2021 to
31 December 31 December
2022 2021
Notes £’000 £’000
EPRA like-for-like rental income — —
Other
1
— —
Adjusted like-for-like rental income — —
Development lettings — —
Properties acquired in current and prior period 3 12,969 532
Rental income 12,969 532
Service charge income 3 2,582 —
Insurance recharge 3 155 —
Revenue 15,706 532
1. Includes back rent and other items.
Table 10: Loan to value (“LTV”) and EPRA LTV
Gross debt less cash, short‑term deposits and liquid investments, divided by the aggregate value of properties and investments.
The Group has also opted to present the EPRA LTV which is defined as net borrowings divided by total property market value.
31 December 31 December
2022 2021
Notes £’000 £’000
Interest‑bearing loans and borrowings
1
17 110,833 n/a
Cash 15 (45,606) n/a
Net borrowings (A) 65,227 n/a
Investment property at fair value (B) 13 387,550 n/a
LTV (A/B) 16.8% n/a
EPRA LTV
31 December 31 December
2022 2021
3
Notes £’000 £’000
Interest‑bearing loans and borrowings
1
17 110,833 n/a
Net payables
2
8,177 n/a
Cash 15 (45,606) n/a
Net borrowings (A) 73,404 n/a
Investment properties at fair value 13 387, 550 n/a
Total property value (B) 387,550 n/a
EPRA LTV (A/B) 18.9% n/a
1. Excludes unamortised loan arrangement fees asset of £1.0 million (see note 17).
2. Net payables includes trade and other receivables, other payables and accrued expenses. See page 111 for a full breakdown.
3. Comparative figures for 31 December 2021 have been excluded as the Group had no interest‑bearing loans and borrowings as at this date.
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Life Science REIT plc Annual Report and Financial Statements 2022
Table 11: Total accounting return
The movement in EPRA NTA over a period plus dividends paid in the period, expressed as a percentage of the EPRA NTA at the
start of the period.
Period from
1 August
Year ended 2021 to
31 December 31 December
2022 2021
Pence Pence
Notes per share per share
Opening EPRA NTA (A) 22 100.2 —
Movement (B) (10.2) 100.2
Closing EPRA NTA 22 90.0 100.2
Dividend per share (C) 11 1.0 —
Total accounting return (B+C)/A (9.1)% n/a
Table 12: Interest cover
Adjusted operating profit before gains on investment properties, interest and tax, divided by the underlying net interest expense.
Period from
1 August
Year to 2021 to
31 December 31 December
2022
2021
Notes £’000 £’000
Adjusted operating profit/(loss) before gains on investment properties (A) 5,329 n/a
Adjusted interest expenses 8 3,782 —
Add back: capitalised finance costs 8 1,796 —
Less: adjusted interest income 7 (1,100) —
Loan interest (B) 4,478 n/a
Interest cover (A/B) 119.0% n/a
Comparative figures for 31 December 2021 have been excluded as the Group had no interest‑bearing loans and borrowings at
this date.
Table 13: Ongoing charges ratio
Ongoing charges ratio represents the costs of running the REIT as a percentage of NAV as prescribed by the Association of
Investment Companies.
Period from
1 August
Year to 2021 to
31 December 31 December
2022
2021
Notes £’000 £’000
Administration expenses 4 6,565 834
Less: cost associated with moving to Main Market 4 (957) —
Annualised ongoing charges (A) 5,608 834
Opening NAV as at start of period 350,580 —
NAV as at 30 June 357,461 —
Closing NAV as at 31 December 319,451 350,580
Average undiluted NAV during the period (B) 342,497 350,580
Ongoing charges ratio (A/B) 1.6% 0.2%
ADDITIONAL INFORMATION
150
Life Science REIT plc Annual Report and Financial Statements 2022
PROPERTY PORTFOLIO
AS AT 31 DECEMBER 2022
Property Town Postcode Area (sq ft)
Lumen House Oxford OX11 0SG 17,600
The Merrifield Centre Cambridge CB1 3LQ 12,600
Rolling Stock Yard London N7 9AS 53,900
Cambourne Business Park Cambridge CB23 6DW 231,700
7‑11 Herbrand Street London WC1N 1EX 68,600
Oxford Technology Park
1
Oxford OX5 1GN 492,400
1. Full build‑out area. Area practically complete as at 31 December 2022 was 104,300 sq ft.
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Life Science REIT plc Annual Report and Financial Statements 2022
SHAREHOLDER INFORMATION
The Company was incorporated on 27 July 2021. This
Annual Report and Financial Statements covers the period
from 1 January 2022 to 31 December 2022.
The Company’s ordinary shares were admitted to trading
on AIM on 19 November 2021 following IPO and the Group’s
operations therefore commenced on this date. Following
the Company’s migration to the premium segment of the
London Stock Exchange (“LSE”), its shares were cancelled
from AIM on 1 December 2022 and admitted to trading on
the premium segment of the LSE.
Capital structure
The Company’s share capital consists of ordinary shares
of £0.01 each. At shareholder meetings, members present
in person or by proxy have one vote on a show of hands
and on a poll have one vote for each ordinary share held.
Shareholders are entitled to receive such dividends as the
Directors resolve to pay out of the assets attributable to
ordinary shares. Holders of ordinary shares are entitled to
participate in the assets of the Company attributable to
the ordinary shares in a winding up of the Company. The
ordinary shares are not redeemable. As at the date of this
report, there were 350,000,000 ordinary shares in issue,
none of which are held in treasury.
Investment objective
The Company’s investment objective is to provide
shareholders with an attractive level of total return.
Thefocus will be capital growth whilst also providing a
growing level of income by investing primarily in a diversified
portfolio of UK properties that are leased or intended to be
leased to tenants operating in the life sciencesector.
Investment policy
The Company seeks to achieve its investment objective
by investing in a diversified portfolio of properties across
the UK which are typically leased or intended to be leased
to tenants operating in, or providing a benefit to, the life
science sector (“life science properties”). Life science is the
branch of sciences concerned with all processes affecting
living organisms. This encompasses servicing and the
study of the breadth of life systems, and the structure
andbehaviour of living things.
Companies operating in the life science sector include,
but are not limited to, those involved in the innovation,
development and/or production of assets directly or
indirectly for human health purposes. These assets include
compounds, products and devices derived and designed
forapplication in numerous fields.
The Company does not limit itself in relation to the types
of properties it acquires or develops, but examples may
include wet and dry laboratories, offices, incubators and
co‑working space, manufacturing and testing facilities and
data centres. The Company retains flexibility to acquire
individual buildings, a group of buildings across a single
science park or the entirety of a science park.
This may include purchasing or developing buildings that
are leased or intended to be leased to tenants providing
ancillary services to employees of companies operating in,
or providing a benefit to, the life science sector.
The Company typically invests in income‑producing assets.
The Company focuses on investing where it believes that
the underlying property is consistent with the overarching
objective of providing shareholders with capital growth
whilst also providing a growing level of income. Investment
decisions are based on analysis and due diligence,
including, but not limited to, location, tenant profile and
demand, rental growth prospects, lease terms and/or asset
management/enhancement opportunities.
The Company may acquire properties either directly or
through corporate structures (whether onshore or offshore)
and also through joint venture or other shared ownership or
co‑investment arrangements. In circumstances where the
Company does not hold a controlling interest in the relevant
investment, the Company will seek, through contractual
and other arrangements to, inter alia, ensure that each
investment is operated and managed in a manner that is
consistent with the Company’s investment policy.
Any asset management or development opportunities
that the Company pursues are conducted in such a way
as to minimise any development risk, typically through
the use of forward funding or similar arrangements.
Assetmanagement opportunities may include, but are not
limited to, refurbishing or extending existing assets or where
the Company may seek to maximise or change alternative
use values of existing operational assets. The Company
may from time to time invest in development opportunities
without a forward‑funding arrangement including
pre‑developed land or land where planning permission
may be required, subject to a restriction that maximum
exposure to these developments will not exceed 15% of
gross assetvalue.
ADDITIONAL INFORMATION
152
Life Science REIT plc Annual Report and Financial Statements 2022
SHAREHOLDER INFORMATION CONTINUED
Investment policy continued
It is anticipated that properties will be held for the long
term. However, the Company may undertake opportunistic
disposals of properties considered to be in the best interests
of shareholders.
The Company invests in and actively manages its assets with
the objective of reducing and diversifying risk and, in doing so,
maintains the following investment restrictions:
• no individual building will represent more than 35% of
gross asset value, reducing to 25% of gross asset value by
31December 2023;
• the Company targets a portfolio with no one tenant
accounting for more than 20% (but subject to a maximum
of 30%) of the higher of either (i) gross contracted rents or
(ii) the valuer’s ERV of the Company’s portfolio including
developments under forward‑funding agreements, as
calculated at the time of investing or leasing;
• the aggregate maximum exposure to assets under
development, including forward fundings, will not exceed
50% of gross asset value, reducing to 30% of gross
asset value by 31 December 2023. Within this limit, the
maximum exposure to developments, as measured by the
expected gross development cost, which are not under
forward‑funded arrangements, will not exceed 15% of
gross asset value at the commencement of the relevant
development; and
• no more than 10% of gross asset value will be invested in
properties that are not life science properties.
In addition, the Company will not invest more than 10% of
gross asset value in other alternative investment funds or
closed‑ended investment companies.
Compliance with the above restrictions is calculated
immediately following investment and non‑compliance
resulting from changes in the price or value of assets following
investment is not considered as a breach of the investment
restriction.
The Company defines: (i) “gross asset value” as “the value of
the assets of the Company and its subsidiaries from time to
time, determined in accordance with the accounting policies
adopted by the Company”; (ii) “gross contracted rents” as
“the total rent receivable on a property plus rent contracted
from expiry of rent‑free periods and uplifts agreed under the
leases contracted on the Company’s portfolio of properties”;
and (iii) “ERV” as “the estimated annual open market rental
value of lettable space”.
Gearing
The level of gearing is on a prudent basis for the asset class,
and seeks to achieve a low cost of funds, whilst maintaining
flexibility in the underlying security requirements and the
structure of the Company. It is envisaged that a gross loan
to value (“LTV”) ratio of between 30% and 40% would be
the optimal capital structure for the Company over the
longer term. However, in order to finance value‑enhancing
opportunities, the Company may temporarily incur additional
gearing, subject to a maximum LTV ratio of 55% at the time of
an arrangement.
Debt is secured at asset level and potentially at Company
or special purpose vehicle level, depending on the optimal
structure for the Company and having consideration to key
metrics including lender diversity, debt type and maturity
profiles.
Use of derivatives
The Company may utilise derivatives for efficient portfolio
management only. In particular, the Company may engage
in full or partial interest rate hedging or otherwise seek to
mitigate the risk of interest rate increases on borrowings
incurred in accordance with the gearing limits as part of
theCompany’s portfolio management.
Cash management policy
The Company may hold cash on deposit and may invest in
cash equivalent investments, which may include short‑term
investments in money market type funds (“cash and cash
equivalents”).
There is no restriction on the amount of cash and cash
equivalents that the Company may hold and there may
be times when it is appropriate for the Company to have a
significant cash and cash equivalents position.
REIT status
The Company intends to continue conducting its affairs so as
to enable it to remain qualified as the principal company of a
REIT group for the purpose of Part 12 of the Corporation Tax
Act 2010 (and the regulations made thereunder).
Changes to, and breach of, the investment policy
Any material change to the Company’s investment policy set
out above will require the prior approval of shareholders by
way of an ordinary resolution at a general meeting.
In the event of a breach of the investment guidelines and the
investment restrictions set out above, the AIFM shall inform
the Board upon becoming aware of the same and if the Board
considers the breach to be material, notification will be made
to a Regulatory Information Service.
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Life Science REIT plc Annual Report and Financial Statements 2022
Share dealing and share prices
Shares can be traded through your usual stockbroker.
TheCompany’s shares are admitted to trading on the LSE.
Share register enquiries
The register for the ordinary shares is maintained by Link
Group. In the event of queries regarding your holding, please
contact the Registrar on 0371 664 0300. You can also email
enquiries@linkgroup.co.uk. Changes of address and mandate
details can be made over the telephone, but all other changes
to the register must be notified in writing to the Registrar:
LinkGroup, Shareholder Services, 10th Floor, Central Square,
29 Wellington Street, Leeds LS1 4DL.
Electronic communications from the Company
Shareholders have the opportunity to be notified by email
when the Company’s Annual Report, Half‑yearly Report and
other formal communications are available on the Company’s
website, instead of receiving printed copies by post. This has
environmental benefits in the reduction of paper, printing,
energy and water usage, as well as reducing costs to the
Company. If you have not already elected to receive electronic
communications from the Company and wish to do so, please
contact the Registrar using the details shown on the inner
back cover. Please have your investor code to hand.
Share capital and net asset value information
Ordinary 1p shares 350,000,000
SEDOL Number BP5X4Q2
ISIN GB00BP5X4Q29
Sources of further information
Copies of the Company’s Annual and Half‑yearly Reports are
available from the Company Secretary, who can be contacted
at LABS_CoSec@Linkgroup.co.uk and, together with stock
exchange announcements and further information on the
Company, are also available on the Company’s website,
www.lifesciencereit.co.uk.
Association of Investment Companies
The Company is a member of the AIC.
Financial calendar
27 March 2023
Announcement of final results
15 May 2023
Proposed payment of second interim 2022 dividend
25 May 2023
Annual General Meeting
30 June 2023
Half‑year end
September 2023
Announcement of half‑yearly results
31 December 2023
Year end
ADDITIONAL INFORMATION
154
Life Science REIT plc Annual Report and Financial Statements 2022
GLOSSARY
EPRA earnings
IFRS profit after tax excluding movements relating to
changes in fair value of investment properties, gains/losses
on property disposals, changes in fair value of financial
instruments and the related tax effects
EPRA earnings per share (“EPRA EPS”)
A measure of EPS on EPRA earnings designed to present
underlying earnings from core operating activities based
on the weighted average number of shares in issue during
theperiod
EPRA guidelines
The EPRA Best Practices Recommendations Guidelines
October 2019
EPRA like-for-like rental income
The increase/decrease in rental income on properties owned
throughout the current and previous year under review.
This growth rate includes revenue recognition and lease
accounting adjustments but excludes development property
and land in either year and properties acquired or disposed of
in eitheryear
EPRA NAV/EPRA NDV/EPRA NRV/EPRA NTA
pershare
The EPRA net asset value measures figures divided by the
number of shares outstanding at the balance sheet date
EPRA net asset value (“EPRA NAV”)
The value of net assets, adjusted to include properties and
other investment interests at fair value and to exclude items
not expected to be realised in a long‑term property business,
such as the fair value of any financial derivatives and deferred
taxes on property valuation surpluses
EPRA net disposal value (“EPRA NDV”)
The net asset value measure detailing the full extent of
liabilities and resulting shareholder value if company assets
are sold and/or if liabilities are not held until maturity. Deferred
tax and financial instruments are calculated as to the full
extent of their value or liability, net of any resulting tax
EPRA net initial yield (“EPRA NIY”)
The annualised passing rent generated by the portfolio,
lessestimated non‑recoverable property operating expenses,
expressed as a percentage of the portfolio valuation (adding
notional purchasers’ costs), excluding development property
and land
Adjusted earnings per share (“Adjusted EPS”)
EPRA EPS adjusted to exclude one‑off costs, divided by the
weighted average number of shares in issue during the period
Admission
The admission of Life Science REIT plc onto the AIM of the
London Stock Exchange on 19 November 2021
AGM
Annual General Meeting
AIC
The Association of Investment Companies
AIFM
Alternative Investment Fund Manager
AIM
A market operated by the London Stock Exchange
BREEAM
Building research establishment environmental
assessmentmethod
Company
Life Science REIT plc
Contracted rent
Gross annual rental income currently receivable on a property
plus rent contracted from expiry of rent‑free periods and
uplifts agreed at the balance sheet date less any ground rents
payable under head leases
Development property and land
Whole or a material part of an estate identified as having
potential for development. Such assets are classified as
development property and land until development is
completed and they have the potential to be fully income
generating
EPC
Energy performance certificate
EPRA
The European Public Real Estate Association, the industry
body for European REITs
EPRA cost ratio
The sum of property expenses and administration expenses as
a percentage of gross rental income calculated both including
and excluding direct vacancy cost
155
Life Science REIT plc Annual Report and Financial Statements 2022
Fitwell
A real estate certification that measures a building against
sevenhealth impact categories
GAV
Gross asset value
GHG
Greenhouse gas
GRESB
Global real estate sustainability benchmark
Group
Life Science REIT plc and its subsidiaries
IASB
International Accounting Standards Board
IFRS
International Financial Reporting Standards
IFRS earnings per share (“EPS”)
IFRS earnings after tax for the year divided by the weighted
average number of shares in issue during the period
IFRS NAV per share
IFRS net asset value divided by the number of shares
outstanding at the balance sheet date
Interest cover
Adjusted operating profit before gains on investment
properties, interest and tax divided by the underlying net
interest expense
Investment portfolio
Completed buildings excluding development property
andland
IPO
Initial public offering
Like-for-like rental income movement
The increase/decrease in contracted rent of properties
owned throughout the period under review, expressed
as a percentage of the contracted rent at the start of the
period, excluding development property and land and units
undergoing refurbishment
Like-for-like valuation movement
The increase/decrease in the valuation of properties
owned throughout the period under review, expressed as a
percentage of the valuation at the start of the period, net of
capital expenditure
EPRA net reinstatement value (“EPRA NRV”)
The net asset value measure to highlight the value of net
assets on a long‑term basis and reflect what would be
needed to recreate the Company through the investment
markets based on its current capital and financing structure.
Assets and liabilities that are not expected to crystallise in
normal circumstances, such as the fair value movements on
financial derivatives and deferred taxes on property valuation
surpluses, are excluded. Costs such as real estate transfer
taxes are included
EPRA net tangible assets (“EPRA NTA”)
The net asset value measure assuming entities buy and sell
assets, thereby crystallising certain levels of deferred tax
liability. Adjustments are also made for the fair value of certain
financial derivatives
EPRA sBPR
European public real estate association sustainable best
practice recommendations
EPRA ‘topped-up’ net initial yield
The annualised passing rent generated by the portfolio,
topped up for contracted uplifts, less estimated
non‑recoverable property operating expenses, expressed
as a percentage of the portfolio valuation (adding notional
purchasers’ costs), excluding development property and land
EPRA vacancy rate
Total open market rental value of vacant units divided by
total open market rental value of the portfolio excluding
development property and land
EPS
Earnings per share
Equivalent yield
The weighted average rental income return expressed as
a percentage of the investment property valuation, plus
purchasers’ costs, excluding development property and land
ERV
The estimated annual open market rental value of lettable
space as assessed by the external valuer
EU taxonomy
A classification system that aims to provide a clear definition
of what should be considered as ‘sustainable’ economic
activity
FCA
Financial Conduct Authority
ADDITIONAL INFORMATION
156
Life Science REIT plc Annual Report and Financial Statements 2022
GLOSSARY CONTINUED
RCF
Revolving credit facility
Real Estate Investment Trust (“REIT”)
A listed property company which qualifies for, and has elected
into, a tax regime which is exempt from corporation tax on
profits from property rental income and UK capital gains on
the sale of investment properties
Scope 1 and 2 emissions
GHGs released directly and indirectly from the Group e.g.
company offices, company vehicles and energy purchased
bythe Group
Scope 3 emissions
All other GHGs released indirectly by the Group, upstream
anddownstream of the Group’s business
SECR
Streamlined energy and carbon reporting
SFDR
Sustainable Finance Disclosure Regulation
SONIA
Sterling Overnight Index Average
Task Force on Climate-related Financial
Disclosures(“TCFD”)
An organisation established with the goal of developing a
set of voluntary climate‑related financial risk disclosures to
be adopted by companies to inform investors and the public
about the risks they face relating to climate change
Total accounting return
The movement in EPRA NTA over a period plus dividends paid
in the period, expressed as a percentage of the EPRA NTA at
the start of the period
Total cost ratio
EPRA cost ratio excluding one‑off costs calculated both
including and excluding vacant property costs
UK AIFM Regime
The Alternative Investment Fund Managers Regulations 2013
(as amended by The Alternative Investment Fund Managers
(Amendment etc.) (EU Exit) Regulations 2019) and the
Investment Funds Sourcebook forming part of the FCA
Handbook
Weighted average unexpired lease term (“WAULT”)
Average unexpired lease term to first break or expiry
weighted by contracted rent across the portfolio, excluding
development property and land
Loan to value ratio (“LTV”)
Gross debt less cash, short‑term deposits and liquid
investments, divided by the aggregate value of properties
andinvestments
Main Market
The premium segment of the London Stock Exchange’s
MainMarket
MEES legislation
Minimum Energy Efficiency Standards Legislation
NAV
Net asset value
Net initial yield (“NIY”)
Contracted rent at the balance sheet date, expressed as
a percentage of the investment property valuation, plus
purchasers’ costs, excluding development property and land
Net rental income
Gross annual rental income receivable after deduction of
ground rents and other net property outgoings including void
costs and net service charge expenses
Net reversionary yield (“NRY”)
The anticipated yield to which the net initial yield will rise
(orfall) once the rent reaches the ERV
Occupancy
Total open market rental value of the units leased divided
by total open market rental value excluding development
property and land, equivalent to one minus the EPRA
vacancyrate
Ongoing charges ratio
Ongoing charges ratio represents the costs of running the
Group as a percentage of IFRS NAV as prescribed by the
Association of Investment Companies
Passing rent
Gross annual rental income currently receivable on a property
as at the balance sheet date less any ground rents payable
under head leases
Property income distribution (“PID”)
Profits distributed to shareholders which are subject to tax
in the hands of the shareholders as property income. PIDs
are usually paid net of withholding tax (except for certain
types of tax‑exempt shareholders). REITs also pay out normal
dividends called non‑PIDs
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CONTACT DETAILS OF THE ADVISERS
Financial PR and IR Adviser
Buchanan Communications Limited
107 Cheapside
London EC2V 6DN
Legal Adviser
Gowling WLG (UK) LLP
4 More London Riverside
London SE1 2AU
Property Manager
Savills plc
33 Margaret Street
London W1G 0JD
Registrar
Link Asset Services
Shareholder Services Department
10th Floor, Central Square
29 Wellington Street
Leeds LS1 4DL
Email: enquiries@linkgroup.co.uk
Website: www.linkgroup.com
Company Secretary and registered office
Link Company Matters Limited
6th Floor, 65 Gresham Street
London EC2V 7NQ
Email: LABS_CoSec@Linkgroup.co.uk
Depositary
Crestbridge Property Partnerships Limited
8 Sackville Street
London W1S 3DG
Valuer
CBRE Limited
St Martins Court
10 Paternoster Row
London EC4M 7HP
Alternative Investment Fund Manager
G10 Capital Limited
(part of IQ-EQ)
4th Floor, 3 More London Riverside
London SE1 2AQ
Investment Adviser
Ironstone Asset Management Limited
Registered office
First Floor Radius House
51 Clarendon Road
Watford
Hertfordshire WD17 1HP
London office
55 Wells Street
London W1T 3PT
Investor enquiries: investments@lifesciencereit.co.uk
Company website
www.lifesciencereit.co.uk
Administrator
Link Alternative Fund Administrators Limited
(trading as Link Asset Services)
Broadwalk House, Southernhay West
Exeter EX1 1TS
Auditor
Deloitte LLP
Gaspe House, 66-72 Esplanade
St Helier, Jersey
Channel Islands JE4 8WA
Joint Corporate Broker and Financial Adviser
Panmure Gordon (UK) Limited
New Change
London EC4M 9AF
Joint Corporate Broker and Financial Adviser
Jefferies International Limited
100 Bishopsgate
London EC2N 4JL
Life Science REIT plc
investments@lifesciencereit.co.uk
contact@lifesciencereit.co.uk
020 3102 9465
www.lifesciencereit.co.uk
Life Science REIT plcAnnual Report and Financial Statements 2022