Half Yearly Report

RNS Number : 6017C
Big Yellow Group PLC
17 November 2009
 

 



17 November 2009


Big Yellow Group PLC

("Big Yellow", "the Group" or "the Company")

Results for the Six Months and Second Quarter ended 30 September 2009 


Big Yellow Group PLC, the UK's leading self storage brand, is pleased to announce results for the six months and for the second quarter ended 30 September 2009.


Financial Highlights


Revenue for the second quarter increased by 7% to £15.1 million from the first quarter (£14.1 million)

Revenue decrease of 3% to £29.2 million over same period last year (2008: £30.1 million)

Revenue for the six months up 3% compared to the six months to 31 March 2009 (£28.4 million)

EBITDA pre non-recurring items and valuation movements1 £13.7 million (2008: £15.5 million)

Adjusted profit before tax1 of £7.7 million up 12% (2008: £6.9 million) 

Cash flows from operating activities (after finance costs) more than doubled to £7.9 million for the period (2008: £2.3 million) 

Adjusted earnings per share2 of 6.19 pence (2008: 5.76 pence)

Group net debt fallen to £272.8 million from £308.1 million at 31 March 2009

Adjusted net assets per share3 down 4% to 436.6 pence as at 30 September 2009 from 457.0 pence as at 31 March 2009 and down 7% from 467.0 pence as at 30 September 2008


Statutory


Loss before tax for the period £3.4 million (2008: loss of £54.3 million)

Basic loss per share 2.71 pence (2008: loss of 47.46 pence)



Achievements


Successful placing of 11.5 million shares in May 2009 raising £31.5 million net of expenses

We opened 5 stores in the period: Twickenham in the wholly owned Group and Edinburgh, Nottingham, Poole and Sheffield Bramall Lane in Big Yellow Limited Partnership. 59 stores are now open with a further 11 committed, providing 4.4 million sq ft of self storage space when completed

Lloyds TSB Bank plc have joined the core banking facility, taking a participation of £75 million.


see note 6; see note 8; 3 see note 15 


Commenting on the outlook, Nicholas VetchExecutive Chairman, said:


"Occupancy growth over the six month period showed a noticeable improvement on the same period last year with growth across the wholly owned portfolio of 62,000 sq ft against a decline of 10,000 sq ft in the same period last year. We saw an improvement in yield per sq ft from a low point of £25.25 in April 2009 to £26.72 at 30 September 2009.  


We are experiencing the usual seasonal slow-down in trading, however our cautious optimism at the time we last reported, that the business was at least stabilising, appears to have been broadly well founded. We expect the improvement in the economy to be slow and patchy, and the performance of this business will reflect that.  


That said, the brand and our store locations will be a considerable help in achieving our principal ambition of raising our occupancy levels from currently 55% to 85% in the medium term, an absorption of approximately one million sq ft, which at today's rent represents revenue in excess of £25 million (excluding ancillary sales), which comes at minimal marginal cost."


- Ends -


For further information, please contact:




Big Yellow Group PLC 

Nicholas Vetch, Executive Chairman

James Gibson, Chief Executive Officer

John Trotman, Chief Financial Officer

01276 477811



Weber Shandwick Financial 

Nick Oborne, John Moriarty

020 7067 0700




 



Notes to Editors

Big Yellow Group PLC is the best known and one of the most dynamic self storage groups in the UK. It was founded in September 1998 by Nicholas Vetch, Philip Burks, and James Gibson and listed on AIM in May 2000, moving to the Official List of the London Stock Exchange in June 2002.  


Big Yellow has expanded rapidly and now operates from 59 stores, 52 in London and the South, two in Sheffield, and one each in Birmingham, Edinburgh, Leeds, Liverpool, and Nottingham. There are a further 11 stores in development. Of the 70 total stores and sites59 are held freehold and four long leasehold (together representing approximately 94% by value of the total property assets); seven stores are held short leasehold. All the stores have distinct yellow branding, with the majority being within the M25 or in strong urban conurbations. When fully built out the portfolio will provide approximately 4.4 million sq ft of flexible storage space.  


The Group has pioneered the development of the latest generation of self storage facilities, which utilise state of the art technology and are located in high profile, accessible, main road locations. Its focus on the location and visibility of its buildings, coupled with excellent customer service, has created the most recognised brand name in the UK self storage industry.




Big Yellow Group PLC

("Big Yellow", "the Group" or "the Company")

Results for the Six Months and Second Quarter ended 30 September 2009



Chairman's Statement


The Board of Big Yellow Group PLC, the UK's leading self storage brand, is pleased to announce results for the six months and for the second quarter ended 30 September 2009.  


Occupancy growth over the six month period showed a noticeable improvement on the same period last year with growth across the wholly owned portfolio of 62,000 sq ft against a decline of 10,000 sq ft in the same period last year. We saw an improvement in yield per sq ft from a low point of £25.25 in April 2009 to £26.72 at 30 September 2009.  This is in line with a slowly improving picture in relation to housing transactions, consumer confidence and the economy generally.  


By way of illustration, a recent housing market survey showed that many fewer properties are being bought and sold than in "normal" market conditions. The first nine months of 2009 have registered just over half a million transactions, an annualised turnover rate of only 3.6% of the housing stock, well below the 20-year average of 8.5%. In September mortgage approvals for house purchases were 56,000, up 68% on a year earlier, but still significantly below the 10-year average of 100,000. 


Financial results


Revenue for the period was £29.2 million, down 3% from the £30.1 million achieved in the comparable period last year. Revenue for the second quarter was £15.million, up 7% on the £14.1 million reported for the quarter to 30 June 2009  Revenue for the half year was up 3% compared to the previous half year period (six months to 31 March 2009: £28.4 million)


Group EBITDA pre non-recurring items and valuation movements was £13.million, down 12% from £15.5 million for the same period last year.  


As a result of a revaluation write-down of £14.2 million in the value of our wholly owned investment property assets, the Group made a pre-tax loss of £3.4 million.  £13.0 million of the write-down was as a result of valuing six sites as investment property under construction for the first time to comply with the IAS 40 (revised) accounting requirement for periods commencing after 1 January 2009 (see Operating and Financial Review for more detail). The stabilised valuations of these six assets are currently pointing to a revaluation surplus on total development cost of £85.6 million (118%)


After adjusting for the loss on the revaluation of investment properties and other non-recurring items, the Group made an adjusted profit before tax in the period of £7.7 million, up 12% from £6.9 million for the same period last year.  Adjusted earnings per share was 6.19 pence (2008: 5.76 pence). 


Placing to fund future growth


We were pleased to receive strong support from our shareholders in May 2009 to enable us to raise £31.5 million (net of expenses). 11.5 million shares were issued at £2.85, which represented a 6% premium to the previous day's closing share price.  


The net proceeds of the placing, together with cash generated from operations and the net proceeds of the future sale of surplus land, will be used to provide the Company with the financial flexibility to fund its planned medium term organic growth. 


Big Yellow has six committed sites for development, five of which are located in London and one in central Guildford, with the potential for an additional 395,000 sq ft of self storage space. The total capital expenditure required to build out these stores is £51 million. 


We have started on site at Eltham, and since the period end, have completed the acquisition of a site at Enfield, which had been a conditional purchase agreed in 2007.  Our current intention is to construct the existing development sites on a phased basis so they are all open and trading by March 2012.


At 30 September, the Group owned approximately £24 million of land surplus to our requirements. It is anticipated that the surplus land will be sold over the next 18 to 24 months as we are looking to maximise value through planning.  Subsequent to the period end the Group completed the sale of surplus land adjacent to our Twickenham store for £3.2 million.


In addition, we have been monitoring selective site acquisition opportunities in London and other key UK cities for our next development phase to increase our footprint over the medium term.


Dividends


No Property Income Dividend is payable for the six month period. The Board has continued with the suspension of the discretionary ordinary dividend for the period.  The reason for the suspension was to allow the Group to retain operating cash surpluses to fund part of the build out of its existing pipeline of London stores during the economic downturnThe dividend policy will be reviewed during the next financial year in the light of trading conditions and the economic outlook.  


Banking


Lloyds TSB Bank plc have joined our core banking facility during the period, taking £75 million of the £325 million facility.  I would like to thank them for their support, and we look forward to developing our relationship further with them in the future.  


Outlook


We are experiencing the usual seasonal slow-down in trading, however our cautious optimism at the time we last reported, that the business was at least stabilising, appears to have been broadly well founded. We expect the improvement in the economy to be slow and patchy, and the performance of this business will reflect that.  


That said, the brand and our store locations will be a considerable help in achieving our principal ambition of raising our occupancy levels from currently 55% to 85% in the medium term, an absorption of approximately one million sq ft, which at today's rent represents revenue in excess of £25 million (excluding ancillary sales), which comes at minimal marginal cost.  





Nicholas Vetch

Executive Chairman

16 November 2009




Operating and Financial Review


Stores and the market


We have included, as usual, the Portfolio Summary showing the trading performance of all our wholly owned stores over the period


During the period we opened a store in Twickenham, with further stores opening in Nottingham, Edinburgh, Poole and Sheffield (within Big Yellow Limited Partnership).  Our Reading store opens in Decemberand will trade within Big Yellow Limited Partnership.


At the period end occupied space was 1,794,000 sq ft, down 1% from 1,807,000 sq ft at the same time last year and up 62,000 sq ft from 31 March 2009. The 32 same stores are those that had reached stabilisation as a portfolio in 2007 prior to the economic downturn. The lease-up stores have yet to trade at their stabilised occupancy levels, and most have opened in the last three years. The portfolio of 32 same stores (with an average net lettable area of 60,750 sq ft) was 71% occupied at the end of the period, with an average occupancy during the period of 71%, down from 78% for the same period last year. 


Revenue for these 32 stores decreased 10% compared to the same period last year. This was caused by the reduction in average occupancy referred to above, and also a fall in average net rents achieved of 3% in the same store portfolio compared to the same six month period in 2008.  


Over the winter months, following the collapse of Lehman Brothers and the resultant anticipated consumer downturn, we used aggressive promotions in all of our stores to combat the weak trading environment. Net rents for the Group fell to a low of £25.25 per sft in April 2009.  In the second half of the last financial year, we lost 75,000 sq ft of occupancy. From May, given the improved trading performance and outlook, we reduced the promotions offered in the stores. We have successfully increased net rents back to their September 2008 levels through a combination of increasing rents and managing promotions to new customers, coupled with existing customer price increases. At 30 September 2009, the net rent for the Group was £26.72 per sft, and £26.40 per sft for the same store portfolio. The net rent per sq ft in the lease-up stores is higher, at £27.30, due to their relative London weighting.  


Our core proposition remains a high quality product, competitively priced, with excellent customer service, providing value for money to our customers.  Our stores offer a headline opening promotion of 50% off for the first 8 weeks, and we continue to manage pricing dynamically, taking account of customer demand and local competition.


The 32 same stores achieved EBITDA margins of 64% (2008: 65%). Despite the revenue reduction in the same store portfolio we have mitigated part of the impact on profitability in these stores through cost savings. Same store costs have reduced by 7.5% from the same period last year. Staffing levels in the stores have been reduced from on average 3.6 staff per store to 3.1 staff per store. We have implemented a salary freeze across all levels in the Group, and have sought to take cost out of the business where practicable. These cost savings have in part been offset by higher utility costs and increases in business rates.


The lease-up stores have grown in occupancy by 87,000 sq ft from the same time last year, encouragingly 70,000 sq ft of this growth has been in the six months from 1 April 2009. Revenue for the lease-up stores which were open pre 30 September 2008 has increased by 21% from the same period last year, as illustrated in the table below.  The occupancy of these 16 stores has increased from 31% at September 2008 to 36% in September 2009.


Store performance

Occupancy

Revenue

EBITDA



30 Sep 09

000 sq ft

30 Sep 08

000 sq ft

30 Sep 09

£000

30 Sep 08

£000

30 Sep 09 

£000 

30 Sep 08

£000

32 Same stores

1,371

1,471

20,892

23,335

13,309 

15,198

16 Lease-up stores opened pre 30 September 2008


391


336


6,196


5,123


2,848 


1,761

Lease-up stores opened post 30 September 2008


32


-


332


-


(226)


-

Total 

1,794

1,807

27,420

28,458

15,931 

16,959


In the Autumn, we typically see a seasonal net reduction in occupancy, caused by student and house movers vacating, no longer requiring storage after the summer. In the seven weeks following the period end, we have lost 30,000 sq ft (1.6% of occupancy) across the whole portfolio. This compares to a loss in the same period in 2008 of 20,500 sq ft (1.1% of occupancy) and in 2007 of 64,000 sq ft (3.4% of occupancy).


Total packing materials, insurance and other sales were £4.2 million in the period (2008: £4.1 million).  


Administrative expenses


In the period, the cash administrative expenses have reduced by £0.1 million, following head office cost savings. Overall administrative expenses have increased by £0.million, following a £0.million increase in the non-cash IFRS 2 charge, principally arising from the Long Term Bonus Plan approved at the AGM in July 2009.  


Interest


The Group used £15 million of liquidity in March 2009 to restructure our interest rate hedging arrangements. £190 million of the Group's debt is now fixed over the medium term, whilst the balance of the debt is paying one month LIBOR plus applicable margin. We have seen the benefit of this strategy in the current period, with a materially lower interest cost. The Group's average cost of borrowing during the period to 30 September 2009 was 3.7%, compared to 6.5for the six months to 30 September 2008.  The loan interest expense during the period was £3.6 million lower compared to the same period last year.  Capitalised interest was £0.9 million lower in the period, due to fewer developments on site; this reduces the effect of the lower interest expense on adjusted profit.      


Results


The 12% increase in adjusted profit before tax to £7.7 million was principally due to the reduced interest cost, offsetting lower EBITDA.  The table below reconciles the statutory loss before tax to the adjusted profit before tax.


Profit/(loss) before tax analysis

Six months to  30 September 

2009 

£m 

Six months to 

30 September 

2008 

£m 

Year ended 

31 March 
2009
 

£m 

Loss before tax

(3.4)

(54.3)

(71.5)

Adjusted for:




Loss on revaluation of investment properties

14.2 

53.4 

52.8 

Change in fair value of interest rate derivatives

(3.7)

(1.4)

18.0 

Losses on non-current assets

- 

7.2 

11.6 

Losses on surplus land

2.0 

- 

- 

Non-recurring (gains)/losses in associate

(1.4)

0.7 

1.6 

Loan refinancing costs

- 

1.3 

1.3 

Adjusted profit before tax

7.7 

6.9 

13.8 


Cash flow growth


Cash flows from operating activities have more than doubled to £7.million for the period (2008: £2.3 million).  This has been increasing over the period, in line with growing occupancy and rental yield.


In the six month period capital expenditure cash outflows were £3.9 million, reduction of £15.5 million from £19.million in the same period last year.  


After taking account of capital expenditure the Group had a net cash inflow of £2.7 million (2008: net cash outflow of £7.1 million) in the period. This, coupled with the placing proceeds, led to a reduction in net debt in the period of £35.million.  


Taxation


The Group is a Real Estate Investment Trust ("REIT"). We benefit from a zero tax rate on our qualifying self storage earnings. We only pay tax on the profits attributable to our residual business, comprising primarily of the sale of packing materials and insurance, and management fees earned by the Group. Furthermore, Big Yellow has a development pipeline of self storage assets within the REIT ringfence and any development profits arising on these assets will generally be tax free.


There is no cash tax payable for the period. There is no tax charge for the period ended 30 September 2009 (2008: £546,000). 


Dividends


REIT regulatory requirements determine the level of Property Income Dividend ("PID") payable by the Group. On the basis of the full year forecasted distributable reserves for PID purposes, no PID is payable due to the level of shadow capital allowances available to the Group (30 September 2008: PID of nil pence per share).  No discretionary ordinary dividend is proposed.


Financing and Treasury


The Group has a £325 million senior debt facility refinanced in September 2008 with HSH Nordbank AG. During the period, Lloyds TSB Bank plc took a participation of £75 million in the facility.  


Certain of the covenants of the core facility were amended during the period (at no cost to the Group) to give the Group more financial flexibility and to facilitate the syndication. The Group was comfortably in compliance with these revised covenants at 30 September 2009, as illustrated in the table below.  



Previous covenant

Revised Covenant


At 30 September 2009

Minimum income cover 

1.25x

1.4 x

2.69x*

Minimum net assets

£350 million

£250 million

£531.9 million

Maximum gross loan to net assets gearing

1:1

1.3:1

0.59:1


* the annualised income cover for the quarter to 30 September 2009 was 3.97x.   The income cover covenant rises to 1.5x from September 2011, as per the original agreement, and there has been no change in this covenant.  


Cash at 30 September 2009 was £38.6 million, held with Royal Bank of Scotland plc. We have paid back £5 million of the revolving element of the loan facility subsequent to the period end.  The remainder of the cash is held on medium term deposits; as they mature we will consider paying back additional amounts of the revolving facility, dependent on the Group's cash requirements at that point in time. 


The net debt at the end of September was £272.8 million leaving us £52.2 million of available funds.  The net debt to gross property assets ratio is 34% and the net debt to equity ratio is 51%.


Valuations


The Group's investment properties have been valued by Cushman and Wakefield (C&W).  At 30 September 2009 the total value of the Group's wholly owned properties is shown in the table below:



Analysis of property portfolio



No of 

locations

Value at 30

September

 2009

£m

Revaluation 

 movement in 

 period 

£m 

Investment property

51

749.9

(1.2)

Investment property under construction

6

25.0

(13.0)

Investment property total

57

774.9

(14.2)

Surplus land (including land held for sale of £3.2 million)


9*  


23.9


(2.0)

Total

66

798.8

(16.2)


* includes Enfield, the acquisition of which completed post period end, this will be classified as investment property under construction at 31 March 2010.  


The disposal of the land held for sale completed in October. The Group has received £2 million of the proceeds, with a further £1.2 million to be paid unconditionally in October 2010.


Investment property


The total value of the investment property open store portfolio at 30 September 2009 of £749.9 million (2008: £717.7 million), was up £14.8 million from £735.1 million at 31 March 2009. 


The increase in valuation of the 50 stores open at 31 March is £1.0 million, representing a 0.1% total increase, of which we estimate 0.7% is a function of capital reduction offset by an improvement of 0.8% due to operational performance. The balance of £13.8 million is the valuation of our Twickenham store which opened in May.


Yields appear to have stabilised for prime product in the wider real estate market, this is based on thin transactional evidence and applies to well let highly sought after assets. In relation to self storage there has been no transactional evidence of prime self storage assets in the period; indeed no material transactions have been completed in the secondary self storage sector. The valuation included in the accounts assumes rental growth in future periods, as described in note 16. If an assumption of no rental growth is applied to the external valuation, the stabilised yield pre administration expenses is 8.59% (March 2009: 8.55%). This is based on an average occupancy over the 10 year cash flow period of 78.6% across the whole portfolio. The mature occupancy assumed is 84.7%, achieved on average in 41 months from 30 September 2009.  

 

Investment property under construction 


The Group adopted compulsory amendments to IAS 40, Investment Property, during the period. These changes require investment property under construction to be valued, rather than carried at the lower of cost and value in use, as had been the case when they were accounted for under IAS 16.  In accordance with IAS 40 the prior year comparatives have not been restated to reflect this change in accounting policy.  C&W have therefore valued six wholly owned sites (four with planning consent), and four within Big Yellow Limited Partnership (all with planning consents), in addition to the open store portfolio.  It should be noted that Enfield, the acquisition of which completed in October 2009, will be valued on this basis at the year end.  


In the past, where the Group had assets in the course of construction, these had been held at cost, and an assessment made of the anticipated surplus to be achieved on the opening and leasing up of a Big Yellow self storage facility within the branded portfolio. If this supported the existing book cost, taking account of projected costs to complete, no provision was made against the cost.   The external valuation takes a different approach, and in effect is assuming a sale to a third party of an asset in the course of construction, assuming contingencies on construction costs, assessment of alternative use where planning risk remains and a level of developer's profit An external valuation also has to consider market evidence, which is clearly limited in the current economic climate.  


As a result, and given this is the first time this standard has been applied by the Group, we have booked a deficit of £13.0 million against the Group assets, and have included a £0.3 million uplift as our share of the surplus in Big Yellow Limited Partnership.  It should be noted that C&W's forecast valuations for when the assets have reached stabilised occupancy, including assumptions in relation to revenue and operating cost growth within these assets, are currently pointing to a revaluation surplus on total development cost of £85.6 million (118%) on the six wholly owned development sites and £34.8 million (99%) on the four sites within Big Yellow Limited Partnership. 


In their report to us, our valuers, Cushman and Wakefield, have drawn attention to valuation uncertainty resulting from exceptional volatility in the financial markets and a lack of transactions in the property investment market. Please see note 16 for further details.


Surplus land 


These sites are those which the Directors do not intend to develop into self storage centres (with the exception of the site at Enfield, the acquisition of which completed post period end).  The sites are held at the lower of cost and net realisable value and have not been externally valued. The Directors have assessed the carrying value of these sites. In the prior year, a provision of £11.million was made against these sites, representing approximately a third of the cost of the land.  The Directors have made a further provision of £2.0 million against a site where the planning outcome is currently uncertain.


Net asset value


The valuation translates into an adjusted net asset value of 436.pence per share (see note 15), down 7% from 467.0 pence per share last year and down 4% from 457.0 pence per share at 31 March 2009.


Analysis of Net Asset Value

As at 30

September

2009

As at 30

September

2008

As at 31

March

2009

Basic net asset value (£m)

531.9

519.9

502.3

Exercise of share options (£m)

1.5

2.6

2.6

Diluted net asset value (£m)

533.4

522.5

504.9





Basic net assets per share (pence)

417.0

453.1

437.6

Diluted net assets per share (pence)

407.5

439.4

424.3

Diluted shares used for calculation (million)

130.9

118.9

119.0





Diluted net asset value (as above) (£m)

533.4

522.5

504.9

Fair value of derivatives 

2.5

1.4

6.3

EPRA net assets (£m)

535.9

523.9

511.2

EPRA net asset value per share (pence)

409.3

440.5

429.5

Valuation methodology assumption (see note 16) (£m)

35.7

31.5

32.6

Adjusted net asset value (£m)

571.6

555.4

543.8

Adjusted net assets per share (pence)

436.6

467.0

457.0


Big Yellow Limited Partnership


Big Yellow Limited Partnership, a joint venture with Pramerica Real Estate Investors Limited, owns self storage centres and development sites in the Midlands, the North, Scotland and four southern towns.


The Partnership is currently trading from eight open stores.  Of the eight stores, seven have opened in the past year.  Whilst the stores are still in the early stages of their lease-up profile we have been encouraged by their performance to date.  The occupancy of the stores is 77,000 sq ft, against a total capacity of 490,000 sq ft, a growth of 34,000 sq ft in the period from 1 April 2009.  In the early stages of lease-up, net rent is suppressed by promotions extended to new customers who form the majority of the customer base. The average net rent achieved at 30 September 2009 at these stores is £17.73 per sq ft, which is expected to increase as the stores lease-up over time with the expiry of opening promotions.  


The Partnership made an operating loss of £0.4 million in the period, of which Big Yellow's share is £0.1 million.  This loss is to be expected, as the stores take approximately 12 months on average to break even.  After revaluation of investment properties and interest rate derivatives, the profit for the period for the Partnership was £3.7 million, of which the Group's share was £1.2 million.

 

Big Yellow has the option to buy the assets or Pramerica's share of the equity in the Partnership, exercisable from 31 March 2013.


The table below shows the split of stores and development sites between the Group and the Partnership.



Big Yellow 
(wholly owned)

Big Yellow 
Limited Partnership

Total

At 30 September 2009




No of stores trading 

51

8

59

No of stores under development 

7*

4

11

Total number of stores and sites

58

12

70





Development sites with planning consent

5

4

9





Open store capacity (sq ft)

3,228,000

490,000

3,718,000

Development site capacity (sq ft) 

465,000

241,000

706,000

Total planned capacity (sq ft)

3,693,000

731,000

4,424,000





* this includes our site in central Manchester which has a sale contract to Big Yellow Limited Partnership, conditional on the building being completed by 31 December 2010.  Given that we are still in planning discussions for the 4.5 acre site, it is likely that this facility will be developed within the Group in due course.


Corporate Social Responsibility


During the period, the Group participated in an Environmental Real Estate Survey carried out by Maastricht University, commissioned by APG Asset Management, PGGM Investments and USS. 80% of the listed European property market took part in the survey. The survey compiled an "Environmental Real Estate Index" that awards points to reflect the presence of corporate environmental policies and management, as well as the presence of specific measurement mechanisms and the implementation of these policies in each company. We were delighted to be ranked as the number one European real estate company in their Environmental Real Estate Index.


The Group has also been a member of the FTSE4 Good Index series for several years and has previously engaged in the International Carbon Disclosure Project (CDP 2008). These ethical indices are used by analysts to identify low risk sustainable businesses investments.  



RESPONSIBILITY STATEMENT


We confirm to the best of our knowledge:


(a) the condensed set of financial statements has been prepared in accordance with IAS 34 "Interim Financial Reporting", gives a true and fair view of assets, liabilities, financial position and the loss of the issuer and the undertakings included in the consolidation as a whole as required by DTR 4.2.4R;

(b) the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

(c) the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related party transactions and changes therein).



By order of the Board 



James Gibson
Chief Executive Officer
16 November 2009




BIG YELLOW GROUP PLC

PORTFOLIO SUMMARY


Wholly owned stores

September  2009 

Same store (1) 

September  2009 

Lease-up 

September  2009 

Total 

September  2008 

Same store 

September  2008 

Lease-up 

September  2008 

Total 








Number of stores

32 

19 

51 

32 

16 

48 








A30 September 







Total capacity (sq ft)

1,944,000 

1,284,000 

3,228,000 

1,944,000 

1,073,000 

3,017,000 

Occupied space (sq ft)

1,371,000 

423,000 

1,794,000 

1,471,000 

336,000 

1,807,000 

Percentage occupied

71% 

33% 

56% 

76% 

31% 

60% 








For the 6 month period:






Average occupancy

71% 

31% 

55% 

78% 

28% 

60% 

Average annual rent psf  

£25.85 

£26.83 

£25.95 

£26.53 

£27.83 

£26.84 

Net rent psf at 30 September

£26.40 

£27.30 

£26.72 

£26.73 

£27.66 

£26.89 









£000 

£000 

£000 

£000 

£000 

£000 

Self storage income

17,889 

5,271 

23,160 

20,115 

4,181 

24,296 

Other storage related income (2)

2,967 

1,248 

4,215 

3,184 

923 

4,107 

Ancillary store rental income

36 

9 

45 

36 

19 

55 








Total storage revenue

20,892 

6,528 

27,420 

23,335 

5,123 

28,458 








Direct store operating costs (excluding depreciation)

(6,611)

(3,885)

(10,496)

(7,147)

(3,341)

(10,488)

Short and long leasehold rent(3)

(972)

(21)

(993)

(990)

(21)

(1,011)








Store EBITDA(4)

13,309 

2,622 

15,931 

15,198 

1,761 

16,959 

Store EBITDA Margin(5)

64% 

40% 

58% 

65% 

34% 

60% 


Cumulative capital expenditure


£m 


£m 


£m 











To 30 September 2009

160.6 

185.4 

346.0 




To complete

- 

4.5 

4.5 











Total capital expenditure

160.6 

189.9 

350.5 





(1) The 32 same stores are those that had reached stabilisation as a portfolio in 2007 prior to the economic downturn. The lease-up stores have yet to trade at their stabilised occupancy levels, and most have opened in the last three years. 

(2Packing materials, insurance and other storage related fees.

(3) Rent for seven short leasehold properties accounted for as investment properties and finance leases under IFRS with total self storage capacity of 431,000 sq ft.  Within the lease-up stores, is a long leasehold store with a self storage capacity of 64,000 sq ft

(4) Earnings before interest, tax, depreciation and amortisation.

(5) Of the same storesthe seven leasehold storeachieved a store EBITDA of £2.28 million and EBITDA margin of 46%. The freehold stores achieved a store EBITDA of £11.03 million and EBITDA margin of 69%.



CONDENSED CONSOLIDATED INCOME STATEMENT

Six months ended 30 September 2009




Six months ended 

30 September  2009 

(unaudited) 


Six months ended 

30 September 2008 

(unaudited) 


Year ended  

31 March 2009 

 (audited) 


Note

£000 


£000 


£000 








Revenue

2

29,162 


30,080 


58,487 

Cost of sales


(11,688)


(11,248)


(21,781)








Gross profit


17,474 


18,832 


36,706 








Administrative expenses


(3,428)


(3,073)


(5,760)








Operating profit before gains and losses on property assets


14,046 


15,759 


30,946 

Loss on the revaluation of investment properties

16

(14,216)


(53,396)


(52,848)

Net losses on non-current assets


- 


(7,219)


(11,583)

Losses on surplus land

10

(2,000)


- 


- 








Operating loss


(2,170)


(44,856)


(33,485)

Share of profit/(loss) of associate

9e

1,235 


(622)


(1,598)

Investment income

3

183 


170 


381 

Finance costs - interest payable

4

(6,288)


(10,393)


(17,473)

  - refinancing costs

4

- 


- 


(1,347)

  - fair value movement of derivatives

4

3,671 


1,418 


(17,967)








Loss before taxation 


(3,369)


(54,283)


(71,489)

Taxation 

5

- 


(546)


(1,150)








Loss for the period (attributable to equity shareholders)


(3,369)


(54,829)


(72,639)















Basic loss per share

8

(2.71p)


(47.46p)


(62.86)p








Diluted loss per share

8

(2.71p)


(47.21p)


(62.34)p









Adjusted profit before taxation is shown in note 6.


Adjusted earnings per share is shown in note 8.  


All items in the income statement relate to continuing operations.



  

CONDENSED CONSOLIDATED BALANCE SHEET

30 September 2009





Note

30 September 

2009 

(unaudited)

£000 


30 September 

2008 

(unaudited)

£000 


31   March 

2009 

(audited)

£000 

Non-current assets







Investment property

9a

749,890 


717,700 


735,060 

Investment property under construction

9a

24,990 


- 


- 

Development property

9a

- 


83,610 


73,618 

Interest in leasehold properties

9a

21,494 


21,982 


21,852 

Plant, equipment and owner-occupied property

9b

2,762 


3,119 


3,095 

Goodwill

9c

1,433 


1,433 


1,433 

Investment in associate

9e

11,520 


9,637 


9,285 

Deferred tax asset

13

- 


768 


- 










812,089 


838,249 


844,343 








Current assets







Surplus land

10

20,693 


- 


- 

Inventories


308 


344 


338 

Trade and other receivables

11

7,363 


6,307 


8,362 

Cash and cash equivalents


38,575 


1,264 


3,222 

Assets classified as held for sale

9d

3,200 


11,975 


3,200 










70,139 


19,890 


15,122 








Total assets


882,228 


858,139 


859,465 








Current liabilities

Trade and other payables


12


(15,405)



(17,205)



(18,413)

Obligations under finance leases


(1,984)


(1,958)


(1,984)

Current tax liabilities 


- 


(90)


- 










(17,389)


(19,253)


(20,397)


Non-current liabilities







Derivative financial instruments


(1,879)


(1,057)


(5,550)

Bank borrowings

14

(308,870)


(294,051)


(308,672)

Obligations under finance leases


(19,510)


(20,024)


(19,868)

Other payables

12

(2,661)


(3,889)


(2,661)










(332,920)


(319,021)


(336,751)








Total liabilities


(350,309)


(338,274)


(357,148)








Net assets


531,919 


519,865 


502,317 








Equity







Called up share capital


12,947 


11,555 


11,559 

Share premium account


42,586 


41,676 


41,663 

Reserves


476,386 


466,634 


449,095 








Equity shareholders' funds


531,919 


519,865 


502,317 










  

CONDENSED CONSOLIDATED STATEMENT OF RECOGNISED INCOME AND EXPENSE

Six months ended 30 September 2009



Six months 

ended 

30 September 

2009 

 (unaudited)

£000 


Six months 

ended 

30 September 

2008 

(unaudited)

£000 


Year 

ended 

31 March 

2009 

 (audited)

£000 








Current and deferred tax recognised in equity


- 


(222)


(240)








Net expense recognised directly in equity for the period


- 


(222)


(240)

Loss for the period/year


(3,369)


(54,829)


(72,639)








Total recognised income and expense for the period attributable to equity shareholders


(3,369)


(55,051)


(72,879)











CONSOLIDATED STATEMENT OF CHANGES IN EQUITY


Six months ended 30 September 2009 (unaudited)


Share

capital

£000

Share

premium

account

£000

Capital

redemption

reserve

£000

Retained 

earnings 

£000 

Other

distributable

reserve

£000

Own 

 shares 

£000 


Total 

£000 









At 1 April 2009

11,559

41,663

1,653

449,338 

-

(1,896)

502,317 

Total comprehensive income for the period


-


-


-


(3,369)


-


-


(3,369)

Issue of share capital

1,388

923

-

- 

30,373

-

32,684 

Credit to equity for equity-settled share based payments


-


-


-


287 


-


-


287 

















At 30 September 2009

12,947

42,586

1,653

446,256 

30,373

(1,896)

531,919 









The other distributable reserve arose from merger relief under S612 of Companies Act 2006, following the Group's placing of 11.5 million shares in the period.


Six months ended 30 September 2008 (unaudited)



Share

 capital

£000

Share 

premium 

account

£000

Capital 

redemption 

reserve

£000


Retained 

earnings 

£000 


Own 

shares 

£000 



Total 

£000 








At 1 April 2008

11,551

41,645

1,653

527,933 

(1,896)

580,886 

Total comprehensive income for the period


-


-


-


(54,829)


- 


(54,829)

Issue of share capital

4

31

-

- 

- 

35 

Dividends

-

-

-

(6,309)

- 

(6,309)

Credit to equity for equity-settled share based payments


-


-


-


304 


- 


304 

Deferred tax on share-based payment transactions


-


-


-


(222)


- 


(222)








At 30 September 2008

11,555

41,676

1,653

466,877 

(1,896)

519,865 









Year ended 31 March 2009


Share

capital

£000

Share premium

account

£000

Capital

 redemption

reserve

£000

 Retained 

earnings 

£000 


Own 

shares 

£000 

Total 

£000 








At 1 April 2008 

11,551

41,645

1,653

527,933 

(1,896)

580,886 

Total comprehensive income for the period

-

-

-

(72,639)

- 

(72,639)

Issue of share capital

8

18

-

- 

- 

26 

Dividends

-

-

-

(6,309)

- 

(6,309)

Credit to equity for equity-settled share based payments

-

-

-

593 

- 

593 

Deferred tax on share-based payment transactions


-

-

-

(240)

- 

(240)








At 31 March 2009

11,559

41,663

1,653

449,338 

(1,896)

502,317 









  

CONDENSED CONSOLIDATED CASH FLOW STATEMENT

Six months ended 30 September 2009







Note

Six months 

ended 

30 September 

2009 

 (unaudited)

£000 


Six months 

ended 

30 September 

2008 

(unaudited)

£000 


Year 

ended 

 31 March 

2009 

(audited)

£000 








Operating loss


(2,170)


(44,856)


(33,485)

Loss on the revaluation of investment properties


14,216 


53,396 


52,848 

Loss on non-current assets


- 


7,219 


11,583 

Losses on surplus land


2,000 


- 


- 

Depreciation


483 


374 


729 

Depreciation of finance lease obligations


358 


342 


690 

Employee share options


762 


304 


593 

Decrease/(increase) in inventories


30 


(13)


(7)

Decrease/(increase) in receivables


1,150 


1,274 


(1,013)

(Decrease)/increase in payables


(2,675)


(1,518)


1,363 








Cash generated from operations


14,154 


16,522 


33,301 








Interest paid


(6,277)


(14,280)


(38,606)

Interest received


30 


53 


496 

REIT conversion charge paid


- 


- 


(90)








Cash flows from operating activities


7,907 


2,295 


(4,899)








Investing activities














Sale of non-current assets


- 


- 


3,825 

Purchase of non-current assets


(3,702)


(19,378)


(35,090)

Additions to surplus land


(178)


- 


-

Sale of assets to associate


- 


15,097 


22,778 

Investment in associate


(1,000)


(4,805)


(5,429)








Cash flows from investing activities


(4,880)


(9,086)


(13,916)








Financing activities







Issue of share capital


32,684 


35 


26 

Payment of finance lease liabilities


(358)


(342)


(690)

Equity dividends paid


- 


(6,309)


(6,309)

Increase in borrowings - RBS facility


- 


7,000 


7,000 

Repayment of RBS loan


- 


(291,000)


(291,000)

Increase in borrowings - drawing of HSH facility


- 


297,000 


311,339 








Cash flows from financing activities


32,326 


6,384 


20,366 








Net increase/(decrease) in cash and cash equivalents

A

35,353 


(407)


1,551 








Opening cash and cash equivalents


3,222 


1,671 


1,671 








Closing cash and cash equivalents


38,575 


1,264 


3,222 










  

A.  Reconciliation of net cash flow to movement in net debt

Six months ended 30 September 2009



Six months 

ended 

30  September 

2009 

(unaudited)

£000 


Six months 

 ended 

30 September 

2008 

(unaudited)

£000 



Year 

 ended 

 31 March 

2009 

(audited)

£000 








Net increase/(decrease) in cash and cash equivalents in the period


35,353 


(407)


1,551








Cash inflow from increase in debt financing


- 


(13,000)


(27,339)








Movement in net debt in the period


35,353 


(13,407)


(25,788)








Net debt at start of period


(308,117)


(282,329)


(282,329)








Net debt at end of period


(272,764)


(295,736)


(308,117)



Net debt is defined as gross bank borrowings less cash and cash equivalents.

  Notes to the Interim Review


1.    ACCOUNTING POLICIES


Basis of preparation

The results for the period ended 30 September 2009 are unaudited and were approved by the Board on 16 November 2009. The financial information contained in this report in respect of the year ended 31 March 2009 does not constitute statutory accounts within the meaning of section 240 of the Companies Act 1985. A copy of the statutory accounts for that year has been delivered to the Registrar of Companies. The auditor's report on those accounts was not qualified, did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report and did not contain statements under section 237(2) or (3) of the Companies Act 1985.


The annual financial statements of Big Yellow Group PLC are prepared in accordance with International Financial Reporting Standards ("IFRSs") as adopted by the European Union.  The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standards 34 "Interim Financial Reporting", as adopted by the European Union.  The same accounting policies, presentation methods of computation are followed in the condensed set of financial statements as applied in the Group's latest annual audited financial statements, except for the adoption of IAS 40 (revised) in respect of Investment Property under Construction (for periods commencing 1 January 2009 or after), IAS 1 (revised), IFRS 8 and IFRIC 15.


The impact of the adoption of IAS 40 (revised) was a) the reclassification of property under construction into investment property (previously held within development property), and b) the reclassification of surplus land elements into surplus land current assets (previously held within development property). The Group's date of adoption was 1 April 2009. In accordance with IAS 40 the prior year comparatives have not been restated to reflect this change in accounting policy.


There was no impact of the adoption of IFRIC 15 or IFRS 8. 


The Group's investment property under construction, and surplus land accounting policies are as follows:


Investment property under construction


Investment property under construction is initially recognised at cost and revalued at the balance sheet date to fair value as determined by professionally qualified external valuers. 


Gains or losses arising from the changes in fair value of investment property under construction are included in the income statement in the period in which they arise. In accordance with IAS 40, as the Group uses the fair value model, no depreciation is provided in respect of investment properties including integral plant.


Surplus land


Surplus land is recognised at the lower of cost and net realisable value. Any gains and losses on surplus land are recognised through the income statement.


Derivatives presentation


The outstanding derivative financial instruments mature between 2013 and 2015, accordingly they have been transferred to non-current liabilities and the comparative amounts restated. 


Going concern


A review of the Group's business activities, together with the factors likely to affect its future development, performance and position, is set out in the Chairman's Statement and the Operating and Financial Review. The financial position of the Group, its cash flows, liquidity position and borrowing facilities are shown in the balance sheet, cash flow statement and accompanying notes to the interim statement. Further information concerning the Group's objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and hedging activities; and its exposures to credit risk and liquidity risk can be found in the Operating and Financial Review of the Group's Annual Report for the year ended 31 March 2009. 


The Directors have considered carefully the Group's trading performance and cash flows as a result of the uncertain global economic environment, the shortage of credit available in the bank finance market in particular and the other principal risks to the Group's performance.  After reviewing Group and Company cash balances, borrowing facilities and projected cash flows, the Directors believe that the Group and Company have adequate resources to continue operations for the foreseeable future. In reaching this conclusion the Directors have had regard to the Group's operating plan and budget and projections contained in the detailed longer term business plan. For this reason, they continue to adopt the going concern basis in preparing the financial statements.


2.    SEGMENTAL INFORMATION


Revenue represents amounts derived from the provision of self storage accommodation and related services which fall within the Group's ordinary activities after deduction of trade discounts and value added tax. The Group's net assets, revenue and profit before tax are attributable to one activity, the provision of self storage accommodation and related services. These all arise in the United Kingdom.



Six months

 ended

30 September

 2009

 (unaudited)

£000


Six months

 ended

30 September

 2008

 (unaudited)

£000


Year ended

31 March

2009

(audited)

£000







Open stores






Self storage income

23,160


24,296


47,206

Other storage related income

4,215


4,107


7,964

Ancillary store rental income

45


55


96








27,420


28,458


55,266

Stores under development






Non-storage income

691


822


1,636







Fee income






Fees earned from Big Yellow Limited Partnership

826


650


1,368

Other management fees earned

200


-


67







Franchise income






Franchise fee received

25


150


150







Revenue per income statement

29,162


30,080


58,487







Investment income (see note 3)

183


170


381







Total revenue per IAS 18

29,345


30,250


58,868








Further analysis of the Group's operating revenue and costs can be found in the Portfolio Summary.

The seasonality of our business is discussed in note 18.

 

  

3.   INVESTMENT INCOME


Six months 

ended 

30 September 

2009 

 (unaudited)

£000 


Six months 

 ended 

30 September 

2008 

(unaudited)

£000 


Year 

 ended 

 31 March 

2009 

(audited)

£000 







Interest receivable on bank deposit

183 


170 


381 








183 


170 


381 



4.   FINANCE COSTS


Six months 

ended 

30 September 

2009 

 (unaudited)

£000 


Six months 

 ended 

30 September 

2008 

(unaudited)

£000 


Year 

 ended 

 31 March 

2009 

(audited)

£000 







Interest on bank borrowings

5,765 


9,344 


18,075 

Capitalised interest

(113)


(968)


(1,924)

Other interest payable

- 


1 


3 

Interest on finance lease obligations

636 


669 


1,319 

Change in fair value of interest rate derivatives

(3,671)


(1,418)


17,967 

Refinancing costs 

- 


1,347 


1,347 








2,617 


8,975 


36,787 








5.   TAX


Six months

ended

30 September

2009

 (unaudited)

£000


Six months

 ended

30 September

 2008

(unaudited)

£000


Year

 ended

 31 March 

2009

(audited)

£000







Current tax - UK corporation tax at 28%

-


-


(145)








-


-


(145)

Deferred tax movement

-


546


1,295







Total tax charge

-


546


1,150



  

6.   ADJUSTED PROFIT BEFORE TAX


Six months 

ended 

30 September 

2009 

 (unaudited)

£000 


Six months 

 ended 

30 September 

2008 

(unaudited)

£000 


Year 

 ended 

 31 March 

2009 

(audited)

£000 







Loss before tax

(3,369)


(54,283)


(71,489)







Adjusted for






Losses on revaluation of investment properties - wholly owned

14,216 


53,396 


52,848 

(Gain)/loss on revaluation of investment properties - associate 

(1,356)


602 


885 

Change in fair value of interest rate swaps - Group 

(3,671)


(1,418)


17,967 

Change in fair value of interest rate swaps - associate

(122)


39 


650 

Loss on non-current assets

- 


7,219 


11,583 

Losses on surplus land

2,000 


- 


- 

Loan refinancing costs

- 


1,347 


1,347 







Adjusted profit before tax

7,698 


6,902 


13,791 







Net bank and other interest 

5,469 


8,207 


15,773 

Depreciation

483 


374 


729 







EBITDA pre non-recurring items and valuation movements

13,650 


15,483 


30,293 








Adjusted profit before tax which excludes movements on revaluation of investment properties, changes in fair value of interest rate derivatives, net gains/losses on non-current assets and other non-recurring items of income and expenditure has been disclosed to give a clearer understanding of the Group's underlying trading performance.


7.    DIVIDENDS


No interim ordinary dividend has been declared (2008nil pence).  



8.    EARNINGS/(LOSS) PER ORDINARY SHARE



Six months ended

30 September 2009 (unaudited)

Six months ended

30 September 2008 (unaudited)

Year ended

31 March 2009 (audited)


Earnings 

Shares

Pence 

Earnings 

Shares

Pence 

Earnings 

Shares

Pence 


£m 

Million

per share 

£m 

million

per share 

£m 

million

per share 











Basic 

(3.37)

124.41

(2.71)

(54.83)

115.53

(47.46)

(72.64)

115.55

(62.86)

Adjustments:










Dilutive share options

- 

0.07

- 

- 

0.62

0.25 

- 

0.96

0.52 











Diluted 

(3.37)

124.48

(2.71)

(54.83)

116.15

(47.21)

(72.64)

116.51

(62.34)











Adjustments:










Loss on investment properties

14.22 

-

11.43 

53.40 

-

45.98 

52.85 

-

45.36 

Change in fair value of interest rate derivatives


(3.67)


-


(2.95)


(1.42)


-


(1.22)


17.97 


-


15.42 

Loss on sale of non-current assets

- 

-

- 

7.22 

-

6.22 

11.58 

-

9.94 

Losses on surplus land

2.00 

-

1.61 

- 

-

- 

- 

-

- 

Loan refinancing costs

- 

-

- 

1.35 

-

1.16 

1.35 

-

1.16 

Share of associate non-recurring costs

(1.48)

-

(1.19)

0.64 

-

0.55 

1.54 

-

1.32 

Deferred tax

- 

-

- 

- 

-

- 

1.30 

-

1.11 

Tax effect of non- recurring items*

- 

-

- 

0.33 

-

0.28 

(0.09)

-

(0.08)











Adjusted - diluted

7.70 

124.48

6.19 

6.69 

116.15

5.76 

13.86 

116.51

11.89 











Adjusted - basic

7.70 

124.41

6.19 

6.69 

115.53

5.79 

13.86 

115.55

11.99 


* This takes into account the tax effect, where applicable, of the change in fair value of derivatives and the refinancing costs.

The calculation of basic loss per share is based on loss after tax for the period/year. The weighted average number of shares used to calculate diluted loss per share has been adjusted for the potential conversion of dilutive share options and shares held in the Employee Benefit Trust

Adjusted earnings per ordinary share before non-recurring items, losses on revaluation of investment properties, the change in fair value of interest rate derivatives, and deferred tax movements have been disclosed to give a clearer understanding of the Group's underlying trading performance.



9.    NON-CURRENT ASSETS


a) Investment property, Development property and Interests in leasehold properties






Investment 

property 

£000 


Investment 

 property 

 under 

 construction 

£000



Development 

Property 

£000 


Interest in 

leasehold 

properties 

£000 









At 1 April 2009 

735,060 


- 


73,618 


21,852 

Reclassification to investment property under construction 

- 



51,103 


(51,103)


- 

Reclassification to surplus land

- 


- 


(22,515)


- 

Additions

1,166 


1,767 


- 


- 

Transfer to investment property

14,878 


(14,878)


- 


- 

Revaluation 

(1,214)


(13,002)


- 


- 

Depreciation

- 


- 


- 


(358)









At 30 September 2009

749,890 


24,990 


- 


21,494 









Capital commitments at 30 September 2009 were £5.8 million (2008: £18.6 million).


b) Plant, equipment and owner-occupied property








Freehold 

 property 

£000 




Leasehold 

improvements 

£000 




Plant and 

machinery 

£000 


Fixtures, 

 fittings and 

 office 

 equipment 

£000 





Total 

£000 

Cost










At 1 April 2009

1,858 


44 


651 


5,137 


7,690 

Additions

9 


- 


27 


114 


150 











At 30 September 2009

1,867 


44 


678 


5,251 


7,840 











Accumulated depreciation










At 1 April 2009

(125)


(34)


(392)


(4,044)


(4,595)

Charge for the period 

(16)


(1)


(107)


(359)


(483)











At 30 September 2009

(141)


(35)


(499)


(4,403)


(5,078)











Net book value










At 30 September 2009

1,726 


9 


179 


848 


2,762 











At 31 March 2009

1,733 


10 


259 


1,093 


3,095 












c) Goodwill

Goodwill relates to the purchase of Big Yellow Self Storage Company Limited in 1999. The asset is tested bi-annually for impairment. The carrying value of £1.4 million remains unchanged from the prior year as there is considered to be no impairment in the value of the asset.


d) Assets classified as held for sale

The Group has land at one site with a total historic cost of £4 million, which is carried at £3.2 million, after a provision for impairment in the prior year of £0.8 million against the site. The disposal of the land completed in October 2009. The Group received £2 million in October 2009, with a further unconditional £1.2 million to be received in October 2010.


e) Investment in associate

The Group has a 33.3% interest in Big Yellow Limited Partnership. This interest is accounted for as an associate, using the equity method of consolidation.




30 September 

2009 

(unaudited)

£000 


30 September 

2008 

(unaudited)

£000 


31 March 

2009 

(audited)

£000 

At the beginning of the year

9,285 


5,454 


5,454 

Subscription for partnership capital and advances

1,000 


4,805 


5,429 

Share of results (see below)

1,235 


(622)


(1,598)








11,520 


9,637 


9,285 







The figures below show the trading results of Big Yellow Limited Partnership, and the Group's share of the results and the net assets.




Big Yellow Limited Partnership

30 September 

 2009 

(unaudited)

£000 


30 September 

2008 

(unaudited)

£000 


31 March 

2009 

(audited)

£000 







Income statement (100%)






Revenue

732 


426 


892 

Cost of sales

(1,126)


(259)


(843)

Administrative expenses

(33)


(87)


(135)







Operating (loss)/profit

(427)


80 


(86)

Gain/(loss) on the revaluation of investment properties

4,069 


(1,806)


(2,656)

Net interest payable

(304)


(22)


(103)

Fair value movement of interest rate derivatives

365 


(117)


(1,949)







Profit/(loss) before and after tax

3,703 


(1,865)


(4,794)







Balance sheet (100%)






Investment property

65,550 


10,060 


32,650 

Investment property under construction

20,520 


- 


- 

Development property 

- 


36,243 


35,016 

Other fixed assets

670 


59 


208 

Current assets

666 


160 


94 

Current liabilities

(3,344)


(2,334)


(4,289)

Non-current liabilities

(49,505)


(15,278)


(35,825)







Net assets (100%)

34,557 


28,910 


27,854 







Group share (33.3%)






Operating (loss)/profit

(142)


26 


(29)

Net interest payable

(101)


(7)


(34)

Gain/(loss) on the revaluation of investment properties

1,356 


(602)


(885)

Fair value movement of interest rate derivatives

122 


(39)


(650)







Profit/(loss) for the period

1,235 


(622)


(1,598)







Associate net assets

11,520 


9,637 


9,285 








 10. SURPLUS LAND








(unaudited)

£000 









At 1 April 2009 







- 

Reclassifications from development property 







22,515 

Additions







178 

Impairment







(2,000)









At 30 September 2009







20,693 










 11.    TRADE AND OTHER RECEIVABLES


30 September

2009

(unaudited)

£000


30 September

 2008

(unaudited)

£000


31 March

2009

(audited)

£000







Trade receivables

1,611


1,545


1,546

Other receivables

253


52


154

Amounts owed by associate

539


262


-

Prepayments and accrued income

4,960


4,448


6,662








7,363


6,307


8,362








 12.    TRADE AND OTHER PAYABLES

 
 
30 September
2009
(unaudited)
£000
 
30 September
 2008
(unaudited)
£000
 
31 March
2009
(audited)
£000
Current
 
 
 
 
 
Trade payables
3,963
 
4,827
 
7,460
Other payables
1,987
 
3,278
 
1,891
Accruals and deferred income
8,227
 
7,872
 
7,834
VAT repayable under Capital Goods Scheme
1,228
 
1,228
 
1,228
 
 
 
 
 
 
 
15,405
 
17,205
 
18,413
Non-current
 
 
 
 
 
VAT repayable under Capital Goods Scheme
2,661
 
3,889
 
2,661
 
 
 
 
 
 
13.    DEFERRED TAX
 
 
 
 
 
 
 
 
 
30 September
2009
(unaudited)
£000
 
30 September
 2008
(unaudited)
£000
 
31 March
2009
(audited)
£000
The amounts provided in the accounts are:
 
 
 
 
 
Deduction for share options
-
 
(222)
 
-
Other items
-
 
(546)
 
-
 
 
 
 
 
 
 
-
 
(768)
 
-
 
 
 
 
 
 
14.    BANK BORROWINGS
 
 
 
 
 
 
30 September
2009
(unaudited)
£000
 
30 September
 2008
(unaudited)
£000
 
31 March
2009
(audited)
£000
 
 
 
 
 
 
Bank borrowings
311,339 
 
297,000
 
311,339
Unamortised loan arrangement costs
(2,469)
 
(2,949)
 
(2,667)
 
 
 
 
 
 
 
308,870 
 
294,051
 
308,672
 
 
 
 
 
 


The Group's £325 million facility is currently provided by HSH Nordbank AG and Lloyds TSB Bank plc.  The bank loan is secured on 51 of the Group's properties. The loan is due to expire on 15 September 2013


The facility is divided into two tranches, Tranche A, up to a maximum of £50 million is used to finance non-stabilised properties within the Group and carries a margin of 150 bps. Tranche B is used to finance stabilised Group properties, and bears interest between 112.5 bps and 150 bps dependent on the Tranche B income cover. The Group is currently paying a margin of 112.5 bps on this Tranche.  As the properties within Tranche A stabilise, they can be transferred to Tranche B, reducing the margin payable.


At 30 September 2009 the Group was in compliance with all of its banking covenants.


  

15.   ADJUSTED NET ASSETS PER SHARE


Analysis of net asset value

30 September 

2009 

(unaudited)

£000 


30 September 

 2008 

(unaudited)

£000 


31 March 

2009 

(audited)

£000 







Basic net asset value

531,919 


519,865 


502,317 

Exercise of share options

1,516 


2,653 


2,584 

Diluted net asset value

533,435 


522,518 


504,901 







Adjustments:






Fair value of derivatives

1,879 


1,057 


5,550 

Fair value of derivatives - share of associate

583 


282 


705 

EPRA net asset value

535,897 


523,857 


511,156 


Basic net assets per share (pence)


417.0 



453.1 



437.6 

Diluted net assets per share (pence)

407.5 


439.4 


424.3 

EPRA net assets per share (pence)

409.3 


440.5 


429.5 







EPRA net asset value

535,897 


523,857 


511,156 

Valuation methodology assumption (see note 16)

35,747 


31,540 


32,660 







Adjusted net asset value (£000)

571,644 


555,397 


543,816 

Adjusted net assets per share (pence)

436.6 


467.0 


457.0 







Shares in issue

129,469,021 


115,553,818 


115,592,541 

Own shares held

(1,905,000)


(815,000)


(815,000)

Basic shares in issue used for calculation 

127,564,021 


114,738,818 


114,777,541 

Exercise of share options

3,353,670 


4,179,020 


4,221,550 

Diluted shares used for calculation 

130,917,691 


118,917,838 


118,999,091 


Net assets per share are shareholders' funds divided by the number of shares at the period end. The shares currently held in the Group's employee benefits trust (own shares held) are excluded from both net assets and the number of shares. The increase in own shares held in the period arises following the issue of shares to the Group's Employee Benefit Trust, as part of the establishment of the Long Term Bonus Plan for senior management.  


Adjusted net assets per share include:

 

  •  

the effect of those shares issuable under employee share option schemes; and

 

  •  

the effect of alternative valuation methodology assumptions (see note 16).


  

16.   VALUATIONS




Deemed cost

£000


Revaluation on 

deemed cost 

£000 


 Valuation 

£000 

Freehold stores*







As at 1 April 2009


307,222


372,098 


679,320 

Movement in period


15,974


956 


16,930 

As at 30 September 2009


323,196


373,054 


696,250 








Leasehold stores







As at 1 April 2009


15,396


40,344 


55,740 

Movement in period


70


(2,170)


(2,100)

As at 30 September 2009


15,466


38,174 


53,640 








Total of open stores







As at 1 April 2009


322,618


412,442 


735,060 

Movement in period


16,044


(1,214)


14,830 

As at 30 September 2009


338,662


411,228 


749,890 








Investment property under construction 







As at 1 April 2009


-


- 


- 

Movement in period


37,992


(13,002)


24,990 

As at 30 September 2009


37,992


(13,002)


24,990 








Total of all investment property







As at 1 April 2009


322,618


412,442 


735,060 

Movement in period


54,036


(14,216)


39,820 

As at 30 September 2009


376,654


398,226 


774,880 








* Includes one long leasehold property


The freehold and leasehold investment properties have been valued at 30 September 2009 by external valuers, Cushman & Wakefield LLP ("C&W"). The valuation has been carried out in accordance with the RICS Valuation Standards published by The Royal Institution of Chartered Surveyors ("the Red Book"). The valuation of each of the investment properties and the investment properties under construction has been prepared on the basis of Market Value as a fully equipped operational entity, having regard to trading potential.  The valuation has been provided for accounts purposes and as such, is a Regulated Purpose Valuation as defined in the Red Book. In compliance with the disclosure requirements of the Red Book, C&W have confirmed that: 


The members of the RICS who have been the signatories to the valuations provided to the Group for the same purposes as this valuation have done so since September 2004. 

C&W have been carrying out biannual valuations for accounts purposes on behalf of the Group since September 2004. 

C&W do not provide other significant professional or agency services to the Group. 

In relation to the preceding financial year of C&W, the proportion of the total fees payable by the Group to the total fee income of the firm is less than 5%.


Market uncertainty


C&W's valuation report comments on valuation uncertainty resulting from the recent global banking crisis and consequent reduction in the availability of debt, coupled with the economic downturn, which have caused the UK commercial property market to experience sharp falls in value and liquidity since mid 2007, with fewer transactions being completed. C&W note that, although there were a number of self storage transactions in 2007, the only significant transaction since 2007 was the sale of a 51% share in Shurgard Europe which was announced in January 2008 and completed on 31 March 2008. C&W observe that in order to provide a rational opinion of value at the present time it is necessary to assume that the self storage sector will continue to perform in a way not greatly different from that being anticipated prior to the "credit crunch", however they have reflected negative sentiment in their capitalisation rates and they have reflected current trading conditions in their cash flow projections for each property. C&W state that there is therefore greater uncertainty attached to their opinion of value than would be anticipated during more normal market conditions. 


Methodology


C&W have adopted different approaches for the valuation of the freehold and leasehold assets as follows:


Freehold and long leasehold

The valuation is based on a discounted cash flow of the net operating income over a ten year period and notional sale of the asset at the end of the tenth year. 


Assumptions

A.  Net operating income is based on projected revenue received less projected operating costs together with a central administration charge of 6% of the estimated annual revenue subject to a cap and a collar. The initial net operating income is calculated by estimating the net operating income in the first 12 months following the valuation date.


B. The net operating income in future years is calculated assuming straight-line absorption from day one actual occupancy to an estimated stabilised/mature occupancy level. In the valuation the assumed stabilised occupancy level for the 51 trading stores (both freeholds and leaseholds) open at 30 September 2009 averages 84.70% (March 2009: 85.04%; September 200885.43%). The projected revenues and costs have been adjusted for estimated cost inflation and revenue growth.  The average time assumed for the stores to trade at their maturity levels across the portfolio is 41 months; for the 32 same stores, the period to maturity is 36 months (March 200934 months).


C. The capitalisation rates applied to existing and future net cash flow have been estimated by reference to underlying yields for industrial and retail warehouse property, bank base rates, ten year money rates, inflation and the available evidence of transactions in the sector. The valuation included in the accounts assumes rental growth in future periods. If an assumption of no rental growth is applied to the external valuation, the stabilised yield for the 51 stores pre administration expenses is 8.59% (March 2009: 8.55%).  


D. The future net cash flow projections (including revenue growth and cost inflation) have been discounted at a rate that reflects the risk associated with each asset. The weighted average annual discount rate adopted (for both freeholds and leaseholds) is 11.49(March 200911.41%; September 200810.89%).


E. Purchaser's costs of 5.75% have been assumed initially and sale plus purchaser's costs totalling 6.75% are assumed on the notional sales in the tenth year in relation to the freehold stores.


Short leasehold


The same methodology has been used as for freeholds, except that no sale of the assets in the tenth year is assumed but the discounted cash flow is extended to the expiry of the lease. The average unexpired term of the Group's leaseholds is 16.3 years (March 200916.8 years; September 200817.3 years).


Investment properties under construction


C&W have valued the stores in development adopting the same methodology as set out above but on the basis of the cash flow projection expected for the store at opening and allowing for the outstanding costs to take each scheme from its current state to completion and full fit out. C&W have allowed for holding costs and construction contingency, as appropriate. For the schemes where planning consent has not yet been granted C&W have reflected the planning risk in their valuation.


Prudent lotting


C&W have assessed the value of each property individually. However, with regard to nine recently opened stores which are loss making or have low cashflow (three wholly owned and six in the Partnership) (March 2009: six stores, three wholly owned and three in the Partnership; September 2008: the assumption was not applied to the valuations).  C&W have prepared their valuation on the assumption that were these properties to be brought to the market then they would be lotted or grouped for sale with other more mature assets of a similar type owned by the Company in such a manner as would most likely be adopted in the case of an actual sale of the interests valued. This lotting assumption has been made in order to alleviate the issue of negative or low short term cash flow. C&W have not assumed that the entire portfolio of properties owned by the Group would be sold as a single lot and the value for the whole portfolio in the context of a sale as a single lot may differ significantly from the aggregate of the individual values for each property in the portfolio, reflecting prudent lotting as described above.


Valuation assumption for purchaser's costs


The Group's investment property assets have been valued for the purposes of the financial statements after deducting notional purchaser's cost of 5.75% of gross value, as if they were sold directly as property assets. The valuation is an asset valuation which is entirely linked to the operating performance of the business. The assets would have to be sold with the benefit of operational contracts, employment contracts and customer contracts, which would be very difficult to achieve except in a corporate structure. We believe therefore that the valuation assumptions should be adjusted to reflect the reality.


This approach follows the logic of the valuation methodology in that the valuation is based on a capitalisation of the net operating income after allowing a deduction for operational cost and an allowance for central administration costs. Sale in a corporate structure would result in a reduction in the assumed Stamp Duty Land Tax but an increase in other transaction costs reflecting additional due diligence resulting in a reduced notional purchaser's cost of 2.75% of gross value. All the significant sized transactions that have been concluded in the UK in recent years were completed in a corporate structure. We therefore instructed C&W to carry out a Red Book valuation on the above basis, and this results in a higher property valuation at 30 September 2009 of £809,220,000 34,340,000 higher than the value recorded in the financial statements). The valuations in Big Yellow Limited Partnership are £1,407,000 higher than the value recorded in the financial statements. The sum of these is £35,747,000 and translates to 27.pence per share. We have included this revised valuation in the adjusted diluted net asset calculation (see note 15).  



  

17. RELATED PARTY TRANSACTIONS


Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.


Transactions with Big Yellow Limited Partnership


As described in note 9e, the Group has a 33.3% interest in Big Yellow Limited Partnership, and entered into transactions with the Partnership during the year on normal commercial terms as shown in the table below.  



30 September

2009

£000

30 September

2008

£000

31 March

2009

£000





Fees earned from Big Yellow Limited Partnership

826

650 

1,368

Book value of assets sold to the Partnership

-

15,048

22,300

Profit on disposal of assets sold to the Partnership

-

49

400

Balance due from the Partnership

539

262

14


No other related party transactions took place during the year ended 31 March 2009 and the periods ended 30 September 2009 and 30 September 2008.


18.  RISKS AND UNCERTAINTIES


The operational risks facing the Group for the remaining six months of the financial year are consistent with those outlined in the Annual Report for the year ended 31 March 2009. The outlook for the housing market and the economy are marginally improved from March 2009, and the risk mitigating factors listed in the 2009 Annual Report are still appropriate.  


The value of Big Yellow's property portfolio is affected by the conditions prevailing in the property investment market and the general economic environment. Accordingly, the Group's net asset value can rise and fall due to external factors beyond management's control. The uncertainties in global financial markets look set to continue and investors remain cautious about property investment in the short-term. We have a high quality prime portfolio of assets which should help to mitigate the impact of this on the Group. 


Self storage is a seasonal business, and over the last three years we have seen losses in occupancy of c 2-4% in the December quarter, followed in the New Year by an increase in activity, occupancy and revenue growth. The visibility we have on the business is relatively limited at three to four weeks and is based on the net reservations we have in hand, which are currently in line with our expectations.


Our customers are facing more difficult financial conditions and there is therefore an increased risk that they may default on their rent payments, however since the start of the current economic difficulties, we have not seen an increase in bad debts. We have 30,000 customers and this, coupled with the diversity of their reasons for using storage mean the risk of individual tenant default to Big Yellow is low. 75% of our customers pay by direct debit and we take a deposit from all customers. Furthermore, we have a right of lien over customers' goods, so in the ultimate event of default, we are able to auction the goods to recover the debts.

    


INDEPENDENT REVIEW REPORT TO BIG YELLOW GROUP PLC


We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 September 2009 which comprises the income statement, the balance sheet, the statement of changes in equity, statement of recognised income and expense, the cash flow statement and related notes 1 to 18. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.


This report is made solely to the company in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the company those matters we are required to state to them in an independent review 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, for our review work, for this report, or for the conclusions we have formed.


Directors' responsibilities


The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.


As disclosed in note 1, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting," as adopted by the European Union.


Our responsibility


Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.


Scope of Review 


We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.


Conclusion


Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 September 2009 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.




Deloitte LLP

Chartered Accountants and Statutory Auditors

16 November 2009

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