Interim Results

RNS Number : 3230I
Big Yellow Group PLC
18 November 2008
 



BIG YELLOW GROUP PLC



             



    18 November 2008


Big Yellow Group PLC

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

Results for the Six Months and Second Quarter ended 30 September 2008 


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 2008.



Six months

ended

30 September 
2008

Six months 

ended 

30 September 

2007

Restated4

 

 

Change

 

 

 

 

Revenue

£30.1m

£28.6m

5%

EBITDA pre non-recurring items and valuation movements1


£15.5m


£14.5m


7%

Adjusted profit before tax 1

£6.9m

£7.8m

(12%)

(Loss)/profit before tax 

(£54.3m)

£46.8m

(216%)

Basic (loss)/earnings per share 

(47.46p)

40.57p

(217%)

Adjusted earnings per share 2

5.76p

6.35p

(9%)

Adjusted NAV per share 3

465.9p

472.4p

(1%)

Interim ordinary  dividend

nil

4.0p

 

Occupied space

1,807,000 sq ft

1,888,000 sq ft

(4%)

  • See note 6    2 See note 8    3 See note 14    4 See note 1


  • Revenue increase of 5% to £30.1 million over same period last year (2007: £28.6 million)

  • Revenue for the second quarter increased by 8% to £15.6 million from the first quarter (£14.5 million)

  • EBITDA pre non-recurring items and valuation movements up £1 million (7%) to £15.5 million

  • Adjusted profit before tax of £6.9 million down 12% (2007: £7.8 million) as a result of increased interest costs

  • Adjusted net assets per share down 10.5% to 465.9 pence as at 30 September 2008 from 520.8 pence as at 31 March 2008 and down 1% from 472.4 pence as at 30 September 2007

  • The Board has reviewed the dividend policy given the Group's objectives of continuing with its roll-out programme on potentially highly profitable existing London sites, whilst for the moment keeping current debt at these levels. Accordingly no interim ordinary dividend is proposed (2007: 4.0 pence)  

  • 50 stores now open with a further 21 committed, providing 4.5 million sq ft of self storage space when completed; Kennington opened in the period, Sheffield Hillsborough (trading within Big Yellow Limited Partnership) opened in October 2008

  • Acquired one freehold site in Stockport (within Big Yellow Limited Partnership) to provide a 60,000 sq ft store when development completed

  • Seven planning consents granted since April 2008two in London, at Enfield and Gypsy Corner, and one in Guildford in the wholly owned Group;  Edinburgh, High Wycombe, Nottingham and Reading within Big Yellow Limited Partnership

  • Refinancing of £325 million core banking facility with HSH Nordbank, expiring in September 2013

  • Relatively conservative gearing, with net debt to gross property assets of 36% 


Commenting on the outlook, Nicholas Vetch, Chairman, said:


"Whilst trading conditions remain tough we have now been in a difficult trading environment for nearly six quarters and so far we are reassured at the Group's performance. We have no doubt that further challenges lie ahead but are encouraged that in the last seven weeksthe expected seasonal net occupancy reduction is not as marked as that experienced this time last year.  


We intend to continue building out stores from our existing development pipeline when appropriate. Four further stores are due to open this financial year.  In the self storage market generally, as with other real estate, there has been a significant reduction in the availability of credit and particularly for some of the smaller operators, more uncertainty and risk around their business models.  The result will be a more or less complete halt on competing new store commitments and indeed some previously committed sites may never be built out. 


The Group started the downturn with a relatively robust financial structure which has been further improved by our joint venture with our excellent partner, Pramerica and reinforced by our recent refinancing. Beyond the challenge of maintaining the Group's security, we are now turning our attention to how we can continue growing the business and take advantage of the opportunities that will undoubtedly be presented to us."


- Ends -



For further information, please contact:


Big Yellow Group PLC

01276 477811

Nicholas Vetch, Chairman

 

James Gibson, Chief Executive Officer

 

 

 

Weber Shandwick Financial

020 7067 0700

Louise Robson, John Moriarty 

 



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 50 stores, 48 in London and the South, and one each in Leeds and Sheffield. There are a further 21 stores in development and of the 7total stores and sites, 61 are held freehold and three long leasehold (approximately 90%). All the stores have the distinct yellow branding, with the majority being within the M25 or in strong urban conurbations. When fully built out the portfolio will provide approximately 4.5 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 2008


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 2008.  


Financial Results


Revenue for the period was £30.1 million, up 5% from the £28.6 million achieved in the comparable period last year. Revenue for the second quarter of £15.6 million was 3% up on the £15.1 million reported for the quarter to 30 September 2007 and an increase of 8% on the quarter to 30 June 2008


After adjusting for the loss on the revaluation of investment properties and other matters shown in the table below, the Group made an adjusted profit before tax in the period of £6.9 million, down 12% from £7.8 million for the same period last year.  The reduction was entirely due to an increase in the interest charge of £1.8 million in the period.  This increase in the interest charge was due to a combination of increased debt that has been drawn down to fund the acquisition and development of new sites, and higher interest rates.  Group EBITDA pre-non recurring items and valuation movements was £15.5 million, up 7% from the same period last year.


£130 million of the Group's debt was fixed over the medium term at the period end. Recent reductions in monthly LIBOR will result in materially lower interest charges going forward, and indeed since the period end, we have fixed £70 million of our floating rate debt at 3.93% plus margin to September 2013, a significant reduction on recent costs.  


As a result of a write down of £60.6 million in the value of our property assets, the group made a pre-tax loss of £54.3 million.


(Loss)/profit before tax analysis

Six months to 30 September

2008

£m

Six months to 

30 September

2007

Restated*

£m

Year ended

31 March
2008

Restated*

£m

(Loss)/profit before tax

(54.3)

46.8

102.6

Adjusted for:

 

 

 

Loss/(gain) on revaluation of investment properties

53.4

(39.8)

(92.8)

Change in fair value of interest rate derivatives

(1.4)

0.4

3.4

Losses/(gains) on non-current assets

7.2

(0.1)

0.5

REIT conversion costs 

-

0.2

0.2

Non-recurring indirect tax costs

-

0.3

0.3

Non-recurring costs in associate

0.6

-

0.2

Set up costs for Big Yellow Limited Partnership

-

-

0.6

Loan refinancing costs

1.4

-

-

Adjusted profit before tax

6.9

7.8

15.0

* The results of the Group have been restated to account for the change in accounting policy in respect of interest capitalisation under IAS 23 Borrowing Costs. Please see note 1 for further details.


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 2007 - PID of nil pence per share).

 

Our recently opened stores in London have performed well over the past year and we therefore believe that it is the right strategy to continue to grow the portfolio. Given the current economic environment the Board considers that at least for this year it is more prudent to build out stores at the appropriate moment from the Group's free cash flow and surplus land sales, so as to conserve the Group's available debt facilities. In effect we are looking to turn dilutive land into accretive Big Yellow stores so as to improve earnings and hence dividends in the future. With this in mind the Board has decided to suspend the discretionary interim ordinary dividend (30 September 2007 - interim ordinary dividend of 4.0 pence per share).


Stores and the Market


We have included, as usual, a table summarising the trading performance of all our stores over the year. 


During the period we opened a store in Kennington, with a further store opening in Sheffield Hillsborough (within Big Yellow Limited Partnership) in October 2008. We are intending to open a further four stores in the remainder of the financial year, in Sheen and Bromley within the wholly owned Group, and Liverpool and Birmingham within Big Yellow Limited Partnership.


At the period end occupied space was 1,807,000 sq ft, down 4% from 1,888,000 sq ft at the same time last year. The portfolio of 32 same stores (with an average net lettable area of 60,750 sq ft) was 76% occupied at the end of the period, with an average occupancy during the period of 78%, down from 84% for the same period last yearIn the seven weeks following the period end, during which we typically see a seasonal net reduction in occupancy, we have lost 20,500 sq ft (1% of occupancy). This compares to a loss in the same period in 2007 of 64,000 sq ft (3% of occupancy) and a loss of 18,000 sq ft in 2006 (1% of occupancy).

 

Same store revenue for these 32 stores decreased 1compared to the same period last yearthe occupancy loss being largely offset by yield improvement. In May 2008 we put through an annual storage rent increase of 6% on average across the whole store portfolio. Net revenue per square foot on the same store portfolio was £26.53 for the period, an increase of 7.5% from the prior period of £24.68. The balance of the improvement after rate increases was operational yield improvement.

 

In addition, the 32 stores achieved EBITDA margins of 65% and after an allocation of central overhead, net operating income margins of 59%. Both of these measures increased by 2 percentage points from the same period last year Despite the small revenue reduction in the same store portfolio we have increased profitability in these stores through cost savings; EBITDA was up 3% to £15.2m. 


The domestic customer base is fairly broad and whilst customers within the owner occupied segment have suffered, we have seen a significant increase in customers within the rental sector, who now comprise approximately 30% of the move-ins to our stores. Our business customers, who represent 18% of our customers and 30% of occupied space, typically occupying larger rooms, and have remained relatively resilient, benefiting from the flexibility and convenience of self storage in these uncertain times.  


Total packing materials, insurance and other sales were £4.1 million in the period (2007: £4.1 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 significant 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.  The tax charge for the period ended 30 September 2008 is £546,000 (2007: £327,000). This charge arises due to the write off of deferred tax assets relating to deductions for share options, losses and interest rates swaps within the residual business.  


Valuation and Net Asset Value


At 30 September 2008 the total value of the Group's wholly owned properties was £813.3 million (2007: £789.3 million), comprising £717.7 million for the 48 storage centres which were open at the period end (and one store which has been closed for redevelopment), £83.6 million for sites held for development and £12.0 million of surplus land held for sale. 


The Group's investment properties have been valued by Cushman and Wakefield (C&W). The properties held for development and sale are held at historical cost (less provision for impairment) and have not been externally valued.  The Directors have assessed the carrying value of these sites and have made a provision in the period of £7.2 million against them. Of this £4.4 million has been provided for against land which we are intending to sell, and £2.8 million against sites which are held for development. The latter are specifically sites where we are unsure about the outcome of planning. If we are successful in obtaining planning then it is possible that the impairment charge may be reversed. This leaves a residual value of £27.7m of sites for sale at the period end, of which £8.1has been sold or is contracted and £8.6m is under offer.


The valuation translates into an adjusted net asset value of 465.9 pence per share (see note 14), down 1% from 472.pence per share last year and 10.5% from 520.8 pence per share at 31 March 2008.


The value of the investment property portfolio at 30 September 2008 was £717.7 million (2007: £649.4 million), down £33.2 million from £750.9 million at 31 March 2008. 


The decrease in valuation of the same store portfolio is £59.5 million, representing a 7.9% total decrease, of which we estimate 8.0% is a function of capital reduction offset by a small improvement of 0.1due to operational performance. Capital expenditure on existing stores was £5.million, this includes our store at Sheen which is currently being redeveloped. The balance of £20.5 million is the valuation of our Kennington store which opened in May, comprising capital expenditure of £14.4 million and a revaluation uplift of £6.1 million.


The net yield on the portfolio based on the net operating income at store level in the first year after the projected stabilisation of each store is 7.58% (March 2008: 7.02 %; September 2007: 6.75%). These yields are taken after an allocation for central overhead. As a comparison with conventional property yields, the commensurate yield pre overhead allocation is 8.25%.  


Whilst we recognise that yields on real estate assets have increased significantly, we are sceptical that assets of this high quality in this sub-sector, where there is a scarcity of prime product, could be acquired at these levels. We estimate that there are approximately 110 self storage assets of this quality in the UK of which we own or part own 50. The remainder are owned by multi site competitors, who we doubt are sellers of their assets, in line with ourselves.  


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 15 for further details.





Analysis of Net Asset Value


As at

30 September

2008

£m

As at

30 September

2007

Restated

£m

As at

31 March 

2008

Restated

£m

Basic net asset value

519.9

528.0

580.9

Exercise of share options

2.6

3.0

2.7

Diluted net asset value

522.5

531.0

583.6

Diluted net assets per share (pence)

439.4

448.1

492.4

Diluted shares used for calculation (million)

118.9

118.5

118.5

 

 

 

 

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

522.5

531.0

583.6

Valuation methodology assumption (see note 14) (£m)

31.5

28.7

33.6

Adjusted net asset value (£m)

554.0

559.7

617.2

Adjusted net assets per share (pence)

465.9

472.4

520.8


  Property and Construction


We have acquired one site during the first half of the yearin Stockport within Big Yellow Limited Partnership.  


There are now 21 sites in the pipeline which, when fully developed, will represent an additional 1.4 million square feet and when open will provide the Group with a total of 71 stores and 4.5 million square feet. We have planning permission on 15 of the 21 pipeline sites and are in negotiations on 5with one under appeal. 55% of our total stores and sites are located within the M25 and 64 (over 90% by value) are freehold or long leasehold. A further four stores, in Sheen and Bromley (wholly owned)and Liverpool and Birmingham (within Big Yellow Limited Partnership) are expected to open in this financial year. 


We are seeing reductions in construction tender prices as a result of falling commodity prices in an increasingly competitive construction sector.  


Supply of appropriate land has always been restricted in our preferred geographical areas and that remains the case. We do however expect to see further opportunities as distress spills out into the wider economy and we anticipate seeing more opportunities in the next 12 months or so.


Big Yellow Limited Partnership


In November 2007, the Group established Big Yellow Limited Partnership with Pramerica Real Estate Investors Limited to develop self storage centres in the Midlands, the North and Scotland. Big Yellow has committed £25 million to the venture, and Pramerica £50 million, resulting in a one third, two thirds equity split. A five year term development loan of £75 million has been secured from the Royal Bank of Scotland plc, HSH Nordbank AG and HSBC Bank plc to further fund the Partnership.


During the period, the Group sold four development sites to the Partnership. These development sites are in Camberley, High Wycombe, Poole and Reading and will provide additional self storage space for the Partnership of 235,000 sq ft. In addition to these sites, the Group agreed that the next seven sites acquired by the Partnership can include sites outside the M25 as well as the area of the Midlands and the North. Thereafter, any additional sites in the Partnership will only be in the Midlands and the North.


The Partnership made an operating profit of £80,000 in the period, of which Big Yellow's share is £26,000. After revaluation of investment properties and interest rate derivatives, the loss for the period for the Partnership was £1.9 million, of which Big Yellow's share was £0.6 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.


For clarity we have included a table below showing the split of stores and development sites between the Group and the Partnership.



Big Yellow 
(wholly owned)

Big Yellow 
Limited Partnership

Total

At 17 November 2008

 

 

 

No of stores trading 

48

2

50

No of stores under development *

10

11

21

Total number of stores and sites

58

13

71

 

 

 

 

Development sites with planning consent

7

8

15

 

 

 

 

Open store capacity (sq ft)

3,017,000

132,000

3,149,000

Development site capacity (sq ft) 

703,000

670,000

1,373,000

Total planned capacity (sq ft)

3,720,000

802,000

4,522,000

 

 

 

 


* includes sites with conditional sale agreements to Big Yellow Limited Partnership from the Group


  Financing and Treasury


We were pleased to announce in September the completion of the refinancing of the Group's core debt facility. The new £325 million revolving facility provided by HSH Nordbank AG replaced our previous £325 million facility which was due to expire in April 2010.  The new facility provides the Group with its core debt over the medium term to September 2013. Despite the unprecedented dislocation in the credit markets we have demonstrated that we are able to secure debt on sensible terms from high quality lenders.  


Cash generated from operations increased by 3% to £16.5 million (2007: £16.0 million) for the period.


The Group was comfortably in compliance with its bank covenants at 30 September 2008.   We continue to focus on improving our cash flows and we currently have interest cover under our banking covenant in excess of times, against a minimum requirement of 1.25


The net debt at the end of September was £295.7 million, (representing a loan to gross property assets ratio of 36%) leaving us £29.3 million of available funds. We will consider using these funds to complete the pipeline in due course.


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 2008. The outlook for the housing market and the economy is weaker than in March 2008, but the risk mitigating factors listed in the 2008 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 quarterfollowed 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. Since the start of the current economic difficulties, we have not seen an increase in bad debts. We have nearly 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.



Outlook


Whilst trading conditions remain tough we have now been in a difficult trading environment for nearly six quarters and so far we are reassured at the Group's performance. We have no doubt that further challenges lie ahead but are encouraged that in the last seven weeks, the expected seasonal net occupancy reduction is not as marked as that experienced this time last year.  


We intend to continue building out stores from our existing development pipeline when appropriate. Four further stores are due to open this financial year. In the self storage market generally, as with other real estate, there has been a significant reduction in the availability of credit and particularly for some of the smaller operators, more uncertainty and risk around their business models. The result will be a more or less complete halt on competing new store commitments and indeed some previously committed sites may never be built out. 


The Group started the downturn with a relatively robust financial structure which has been further improved by our joint venture, with our excellent partner, Pramerica and reinforced by our recent refinancing. Beyond the challenge of maintaining the Group's security, we are now turning our attention to how we can continue growing the business and take advantage of the opportunities that will undoubtedly be presented to us.



Nicholas Vetch

Chairman

17 November 2008


  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
17 November 2008


BIG YELLOW GROUP PLC

PORTFOLIO SUMMARY


Wholly owned stores

September 2008

Same store (1)

September 2008

Lease-up

September 2008

Total

September 2007

Same store

September 2007

Lease-up

September 2007   
 Total








Number of stores (2)

32

16

48

32

10

42








At 30 September 2008







Total capacity (sq ft)

1,944,000

1,073,000

3,017,000

1,949,000

589,000

2,538,000

Occupied space (sq ft)

1,471,000

336,000

1,807,000

1,625,000

263,000

1,888,000

Percentage occupied

76%

31%

60%

83%

45%

74%








For the 6 month period:







Av. Occupancy

78%

28%

60%

84%

45%

74%

Av. annual rent psf  

£26.53

£27.83

£26.84

  £24.68 

  £23.87

£24.90


£'000

£'000

£'000

£'000

£'000

£'000

Self storage income

20,115

4,181

24,296

  20,203

2,953

23,156

Other storage related income  (3)

3,184

923

4,107

   

  3,379


749


4,128

Ancillary store rental income

36

19

55


  41


7


48








Total storage revenue

23,335

5,123

28,458

23,623

3,709

27,332








Direct store operating costs (excluding depreciation)

(7,147)

(3,341)

(10,488)



(7,704)



(2,011)



(9,715)

Short and long leasehold rent(4)

(990)

(21)

(1,011)


(1,134)


(21)

(1,155)








Store EBITDA(5)

15,198

1,761

16,959

14,785

1,677

16,462

EBITDA Margin(6)

65%

34%

60%

63%

45%

60%








Central overhead(7)

(1,400)

(307)

(1,707)

(1,418)

(223)

(1,641)








Store Net Operating  Income

13,798

1,454

15,252


13,367


1,454


14,821

NOI margin

59%

28%

54%

57%

39%

54%

Cumulative capital expenditure


£m


£m


£m











to 30 September 2008

160.0

139.9

299.9




to complete

-

3.9

3.9











Total cost

160.0

143.8

303.8





(1) Same stores are those that the group manages on a mature basis; lease-up stores have yet to trade at their mature occupancy levels. 

(2) The results for the six month period to 30 September 2007 exclude the trading and occupancy of Leeds (sold to Big Yellow Limited Partnership in November 2007) and Sheen (closed for refurbishment in July 2007). The revenue earned from these two stores is shown in Note 2 of the financial statements.

(3) Packing materials, insurance and other storage related fees.

(4) 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, plus rent for Chelmsford and Cheltenham until the dates that their freeholds were acquired (29 August 2007 and 15 January 2008 respectively).

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

(6) Of the same storesthe seven leasehold storeachieved a store EBITDA of £2.7 million and EBITDA margin of 47%. The freehold stores achieved a store EBITDA of £12.5 million and EBITDA margin of 71%.

(7Allocation of overhead based on 6% of store revenue.


 

CONDENSED CONSOLIDATED INCOME STATEMENT
Six months ended 30 September 2008

 
 
 
 
Six months ended
30 September 2008
(unaudited)
 
Six months
ended
30 September 2007
(unaudited)
 
Year
 ended
31 March 2008
 (audited)
 
Note
£'000
 
Restated
£'000
 
Restated
£'000
 
 
 
 
 
 
 
Revenue
2
30,080
 
28,635
 
56,870
 
 
 
 
 
 
 
Cost of sales
 
(11,248)
 
(11,114)
 
(20,792)
 
 
 
 
 
 
 
Gross profit
 
18,832
 
17,521
 
36,078
 
 
 
 
 
 
 
Administrative expenses
 
(3,073)
 
(3,024)
 
(6,736)
 
 
 
 
 
 
 
Operating profit before gains and losses on property assets
 
15,759
 
 
14,497
 
29,342
 
 
 
 
 
 
 
(Loss)/gain on the revaluation of investment properties
 
(53,396)
 
39,826
 
92,777
(Losses)/gains on non-current assets
 
(7,219)
 
60
 
(463)
 
 
 
 
 
 
 
Operating (loss)/profit
 
(44,856)
 
54,383
 
121,656
 
 
 
 
 
 
 
Share of loss of associate
9e
(622)
 
-
 
(249)
Investment income
3
1,588
 
218
 
289
Finance costs
4
(10,393)
 
(7,755)
 
(19,078)
 
 
 
 
 
 
 
(Loss)/profit before taxation
 
(54,283)
 
46,846
 
102,618
 
 
 
 
 
 
 
Taxation
5
(546)
 
(327)
 
770
 
 
 
 
 
 
 
(Loss)/profit for the period (attributable to equity shareholders)
 
(54,829)
 
 
46,519
 
103,388
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic (loss)/earnings per share
8
(47.46p)
 
40.57p
 
89.88p
 
 
 
 
 
 
 
Diluted (loss)/earnings per share
8
(47.21p)
 
40.18p
 
89.20p
 
 
 
 
 
 
 



Adjusted (loss)/earnings per share are shown in note 8.


All items in the income statement relate to continuing operations.


Please see note 1 for details of the restatement




CONDENSED CONSOLIDATED BALANCE SHEET

30 September 2008





Note

30 September

2008
(unaudited)

£'000


30 September

2007

(unaudited)

Restated

£'000


31 March

2008

(audited)

Restated

£'000

Non-current assets







Investment property

9a

717,700


649,420


750,910

Development property

9a

83,610


131,959


104,139

Interest in leasehold properties

9a

21,982


24,027


22,274

Plant, equipment and owner-occupied property

9b

3,119


3,070


3,256

Goodwill

9c

1,433


1,433


1,433

Investment in associate

9e

9,637


-


5,454

Deferred tax asset

12

768


530


1,535










838,249


810,439


889,001








Current assets







Inventories


344


362


331

Trade and other receivables

10

6,307


7,743


7,465

Derivative financial instruments


-


151


-

Cash and cash equivalents


1,264


919


1,671

Assets classified as held for sale

9d

11,975


7,891


16,336










19,890


17,066


25,803








Total assets


858,139


827,505


914,804








Current liabilities

Trade and other payables


11

(17,205)



(20,138)


(21,898)

Obligations under finance leases


(1,958)


(2,094)


(1,958)

Current tax liabilities 


(90)


(175)


(90)

Derivative financial instruments


(1,057)


-


(2,870)










(20,310)


(22,407)


(26,816)


Non-current liabilities







Bank borrowings

13

(294,051)


(250,015)


(282,897)

Obligations under finance leases


(20,024)


(21,933)


(20,316)

Other payables

11

(3,889)


(5,116)


(3,889)

















(317,964)


(277,064)


(307,102)








Total liabilities


(338,274)


(299,471)


(333,918)















Net assets


519,865


528,034


580,886








Equity







Called up share capital

16

11,555


11,525


11,551

Share premium account

16

41,676


41,393


41,645

Reserves

16

466,634


475,116


527,690








Equity shareholders' funds


519,865


528,034


580,886









Please see note 1 for details of the restatement


  

CONDENSED CONSOLIDATED STATEMENT OF RECOGNISED INCOME AND EXPENSE

Six months ended 30 September 2008



Six months

ended

30 September

2008

 (unaudited)

£'000


Six months ended

30 September 

2007

(unaudited)

Restated

£'000


Year

ended

31 March

2008

 (audited)

Restated

£'000








Current and deferred tax recognised in equity


(222)


103


96








Net (expense)/income recognised directly in equity for the period


(222)



103


96

(Loss)/profit for the year


(54,829)


46,519


103,338








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


(55,051)



46,622


103,434










Please see note 1 for details of the restatement

  

CONDENSED CONSOLIDATED CASH FLOW STATEMENT

Six months ended 30 September 2008







Note

Six months

ended

30 September
2008

 (unaudited)

£'000


Six months ended

30 September 

2007

(unaudited)

£'000


Year 

ended

 31 March

2008

(audited)

Restated

£'000








Operating (loss)/profit


(44,856)


54,383


121,656

Loss/(gain) on the revaluation of investment properties


53,396


(39,826)


(92,777)

Loss/(gain) on non-current assets


7,219


(60)


463

Depreciation


716


702


1,369

Employee share options


304


196


491

(Increase)/decrease in inventories


(13)


75


106

Decrease/(increase) in receivables


1,274


(647)


(433)

(Decrease)/increase in payables


(1,518)


1,137


(123)








Cash generated from operations


16,522


15,960


30,752

Interest paid


(14,280)


(8,127)


(16,604)

Interest received


53


104


240

REIT conversion charge paid


-


(11,997)


(11,997)








Cash flows from operating activities


2,295


(4,060)


2,391








Investing activities







Sale of non-current assets


-


10,500


10,500

Purchase of non-current assets


(19,720)


(61,868)


(110,886)

Sale of assets to associate


15,097


-


20,327

Investment in associate


(4,805)


-


(5,703)








Cash flows from investing activities


(9,428)


(51,368)


(85,762)















Financing activities







Issue of share capital


35


598


876

Purchase of own shares


-


(1,084)


(1,084)

Equity dividends paid


(6,309)


(6,277)


(10,860)

Increase in borrowings - RBS facility


7,000


61,000


94,000

Repayment of RBS loan


(291,000)


-


-

Increase in borrowings - drawing of HSH facility


297,000


-


-








Cash flows from financing activities


6,726


54,237


82,932








Net decrease in cash and cash equivalents


A

(407)



(1,191)


(439)

Opening cash and cash equivalents


1,671


2,110


2,110








Closing cash and cash equivalents


1,264


919


1,671










See note 1 for details of the restatement.

  

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

Six months ended 30 September 2008



Six months

ended

30 September

2008

(unaudited)

£'000


Six months

 ended

30 September

2007

(unaudited)

£'000



Year

 ended

 31 March

2008

(audited)

£'000








Net decrease in cash and cash equivalents in the period


(407)


(1,191)


(439)








Cash inflow from increase in debt financing


(13,000)


(61,000)


(94,000)








Movement in net debt in the period


(13,407)


(62,191)


(94,439)








Net debt at start of period


(282,329)


(187,890)


(187,890)








Net debt at end of period


(295,736)


(250,081)


(282,329)



  Notes to the Interim Review


1.    ACCOUNTING POLICIES


Basis of preparation

The results for the period ended 30 September 2008 are unaudited and were approved by the Board on 17 November  2008. The financial information contained in this report does not constitute statutory accounts within the meaning of section 240 of the Companies Act 1985. The full accounts for the year ended 31 March 2008which received an unqualified report from the auditors, and did not contain a statement under section 237(2) or (3) of the Companies Act 1985, have been filed with the Registrar of Companies. 


The annual financial statements of Big Yellow Group PLC are prepared in accordance with the 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 a change in accounting policy in respect of IAS 23 "Borrowing Costs"


The Group's revised finance costs accounting policy is as follows:


All borrowing costs are recognised in the income statement in the period in which they are incurred, unless the costs are incurred as part of the development of a qualifying asset, when they will be capitalised.  Commencement of capitalisation is the date when the group incurs expenditure for the qualifying asset, incurs borrowing costs and undertakes activities that are necessary to prepare the assets for their intended use. In the case of suspension of activities during extended periods, the group suspends capitalisation.  The group ceases capitalisation of borrowing costs when substantially all of the activities necessary to prepare the asset for use are complete.


The Group's date of adoption was 1 April 2007. The prior year comparatives have been restated to reflect this change in accounting policy. The impact on the current and prior periods is shown in the table below:



Six months ended 
30 September
 
2008

(unaudited)

£'000

Six months ended 
30 September 
2007

(unaudited)

£'000


Year ended  31 March 2008

(audited)

£'000

Income statement




Decrease in interest payable

968

531

1,691

Increase/decrease in revaluation deficit/surplus

(1,240)

-

(910)





Increase in (loss)/profit after tax

(272)

531

781





Balance sheet




(Decrease)/increase in development assets

(272)

531

781

(Decrease)/increase in net assets

(272)

531

781





Impact on earnings per share




Increase in (loss)/earnings per share - basic

(0.24p)

0.46p

0.68p

Increase in (loss)/earnings per share - diluted

(0.23p)

0.46p

0.67p







  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 with the exception of £150,000 of income which arose in the Emirate of Dubai.



Six months ended

30 September 2008 (unaudited)

£'000


Six months ended

30 September 2007 (unaudited)
£'000


Year ended

31 March 2008 

(audited)
£'000







Open stores






Self storage income

24,296


23,156


46,486

Other storage related income

4,107


4,128


7,869

Ancillary store rental income

55


48


114

Income from stores transferred to associate or closed for redevelopment

-


551


690








28,458


27,883


55,159

Stores under development






Non-storage income

822


652


1,473







Fee income






Fees earned from Big Yellow Limited Partnership

650


-


138







Franchise income






Franchise fee received

150


100


100







Total revenue

30,080


28,635


56,870


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 the risk and uncertainties section of the Chairman's Statement.




3.    INVESTMENT INCOME


Six months

ended

30 September

2008

 (unaudited)

£'000


Six months

 ended

30 September

2007

(unaudited)

£'000


Year

 ended

 31 March

2008

(audited)

£'000













Interest receivable on bank deposit

170


218


289

Change in fair value of interest rate swaps

1,418


-


-








1,588


218


289



4.    FINANCE COSTS


Six months

ended

30 September

2008

 (unaudited)

£'000


Six months

 ended

30 September

2007

(unaudited)

Restated

£'000


Year

 ended

 31 March

2008

(audited)

Restated

£'000







Interest on bank borrowings

9,344


7,133


15,846

Capitalised interest

(968)


(531)


(1,691)

Other interest payable

1


3


33

Interest on finance lease obligations

669


789


1,508

Change in fair value of interest rate swaps

-


361


3,382

Refinancing costs 

1,347


-


-








10,393


7,755


19,078







Please see note 1 for details of the restatement


5.    TAX


Six months

ended

30 September

2008

 (unaudited)

£'000


Six months

 ended

30 September 2007

(unaudited)

£'000


Year

 ended

 31 March 

2008

(audited)

£'000







Current tax - UK corporation tax at 28%

-


237


231

Current tax - REIT conversion charge

-


90


90








-


327


321

Deferred tax movement

546


-


(1,091)







Total tax charge

546


327


(770)


In addition to the current period income statement tax charge of £546,000 there is an overall debit to reserves of £222,000 in respect of the reduction in the deferred tax asset arising on potential future deductions from the exercise of share options.

  

6.    ADJUSTED PROFIT BEFORE TAX


Six months

ended

30 September

2008

 (unaudited)

£'000


Six months

 ended

30 September

2007

(unaudited)

Restated

£'000


Year

 ended

 31 March

2008

(audited)

Restated

£'000







(Loss)/profit before tax

(54,283)


46,846


102,618







Adjusted for






Losses/(gains) on revaluation of investment properties - wholly owned

53,396


(39,826)


(92,777)

Loss on revaluation of investment properties - associate 

602


-


187

Change in fair value of interest rate swaps - group 

(1,418)


361


3,382

Change in fair value of interest rate swaps - associate

39


-


55

Loss/(gain) on non-current assets

7,219


(60)


463

Loan refinancing costs

1,347


-


-

REIT conversion costs 

-


153


208

Non-recurring indirect tax cost

-


304


304

Set up costs for Big Yellow Limited Partnership

-


-


566







Adjusted profit before tax

6,902


7,778


15,006







Net bank and other interest 

8,207


6,387


13,899

Depreciation

374


333


650







EBITDA pre non-recurring items and valuation movements

15,483


14,498


29,555







Please see note 1 for details of the restatement

    

Adjusted profit before taxexcluding gains on revaluation of investment properties, changes in fair value of interest rate swaps, non recurring items of income and expenditure, and gains or losses on non-current assets, has been disclosed to give a clearer understanding of the Group's underlying trading performance.

  

7.    DIVIDENDS


No interim ordinary dividend has been declared (20074.0 pence).  The 2008 final dividend of £6,309,000 representing 5.5 pence per ordinary share was paid on 16 July 2008 and is included in Note 16, Movement in Equity.


8.    EARNINGS PER ORDINARY SHARE



Six months ended

30 September 2008 (unaudited)

Six months ended

30 September 2007 (unaudited)

Restated

Year ended

31 March 2008 (audited)

Restated


Earnings

Shares

Pence

Earnings

Shares

Pence

Earnings

Shares

Pence


£m

million

per share

£m

million

per share

£m

million

per share











Basic 

(54.83)

115.53

(47.46)

46.52

114.68

40.57

103.39

115.03

89.88

Adjustments:










Dilutive share options

-

0.62

  0.25

-

1.09

 (0.39)

-

0.87

(0.68)











Diluted 

(54.83)

116.15

(47.21)

46.52

115.77

40.18

103.39

115.90

89.20











Adjustments:










Loss/(gain) on investment properties

53.40

-

45.98

(39.83)

-

(34.40)

(92.78)

-

(80.05)

Change in fair value of interest rate swaps

(1.42)

-

(1.22)

0.36

-

0.31

3.38

-

2.92

Loss/(gain) on sale of non-current assets

7.22

-

6.22

(0.06)

-

(0.05)

0.46

-

0.40

Share of associate non-recurring costs

0.64

-

0.55

-

-

-

0.24

-

0.21

Loan refinancing costs

1.35

-

1.16

-

-

-

-

-

-

REIT conversion costs 

-

-

-

0.15

-

0.13

0.21

-

0.18

Non-recurring indirect tax cost

-

-

-

0.30

-

0.26

0.30

-

0.26

Set-up costs of Big Yellow Partnership

-

-

-

-

-

-

0.57

-

0.49

REIT conversion charge

-

-

-

-

-

-

0.09

-

0.08

Tax effect of non- recurring items*

0.33

-

0.28


(0.09)

-


(0.08)

(1.19)

-

(1.03)











Adjusted

6.69

116.15

5.76

7.35

115.77

6.35

14.67

115.90

12.66











Please see note 1 for details of the restatement.


The adjustment for gains and losses on sale of non-current assets has been included for consistency with the calculation of adjusted profit before tax (see note 6).


* - this takes into account the tax effect of the change in fair value of derivatives, the losses/(gain) on non-current assets and the other non-recurring costs to the extent that they fall outside the exempt business

  

9.    NON-CURRENT ASSETS


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






Investment

property

£'000



Development property

£'000


Interest in leasehold properties

£'000







At 1 April 2008 as previously reported

750,910


103,358


22,274

Prior year adjustment (see note 1)

-


781


-

At 1 April 2008 (restated)

750,910


104,139


22,274

Additions

5,747


12,615


-

Adjustment to present value

-


-


50

Reclassifications to investment property

14,439


(14,439)


-

Reclassification from land held for resale

-


2,929


-

Revaluation and impairment

(53,396)


(6,585)


-

Depreciation

-


-


(342)

Disposal to associate

-


(15,049)


-







At 30 September 2008

717,700


83,610


21,982







Capital commitments at 30 September 2008 were £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 2008

1,858


44


607


4,613


7,122

Additions

1


-


15


221


237











At 30 September 2008

1,859


44


622


4,834


7,359











Accumulated depreciation










At 1 April 2008

(90)


(32)


(276)


(3,468)


(3,866)

Charge for the period 

(17)


(1)


(57)


(299)


(374)











At 30 September 2008

(107)


(33)


(333)


(3,767)


(4,240)











Net book value










At 30 September 2008

1,752


11


289


1,067


3,119











At 31 March 2008

1,768


12


331


1,145


3,256












c) Goodwill

Goodwill relates to the purchase of Big Yellow Self Storage Company Limited in 1999. The asset is tested 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 five sites with a total book value of £12.0 million (2007: land at one site with a book value of £7.9 million). Land at these sites is surplus to requirements and the Group intends to sell the land to third parties within the next 12 months.  A provision has been made against these sites of £1 million in the current period. This is shown in the income statement in (losses)/gains on non-current assets. We have reclassified one site, with a net book value of £3.4 million from assets held for sale to development property as the Group is not intending to sell the site within the next 12 months.

  

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. The Partnership commenced trading on 1 December 2007.



30 September 2008

(unaudited)

£'000


30 September 2007

(unaudited)

£'000


31 March

2008

(audited)

£'000

At the beginning of the year

5,454


-


-

Subscription for partnership capital and advances

4,805


-


5,703

Share of results (see below)

(622)


-


(249)








9,637


-


5,454







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 2008

(unaudited)

£'000



30 September 2007

(unaudited)

£'000



31 March

2008

(audited)

£'000







Income statement (100%)






Revenue

426


-


252

Cost of sales

(259)


-


(190)

Administrative expenses

(87)


-


(24)







Operating profit

80


-


38

Loss on the revaluation of investment properties

(1,806)


-


(562)

Interest payable

(22)


-


(59)

Fair value movement of interest rate derivatives

(117)


--


(165)







Loss before and after tax

(1,865)


-


(748)







Balance sheet (100%)






Investment property

10,060


-


11,830

Development property (including land held for resale)

36,243


-


10,909

Other fixed assets

59


-


50

Current assets

160


-


3,531

Current liabilities

(2,334)


-


(1,317)

Non-current liabilities

(15,278)


-


(8,642)







Net assets (100%)

28,910


-


16,361







Group share of (33.3%)






Operating profit

26


-


13

Interest payable

(7)


-


(20)

Loss on the revaluation of investment properties

(602)


-


(187)

Fair value movement of interest rate derivatives

(39)


-


(55)







Loss for the period

(622)


-


(249)







Associate net assets

9,637


-


5,454









The Partnership has in place a loan of £75 million, secured from Royal Bank of Scotland plc, HSH Nordbank AG and HSBC Bank plc. The loan has a five year term and expires in 2013. The loan drawn down to date has been swapped to 30 June 2013, and has a weighted average interest cost of 6.65%, including margin.  


10.    TRADE AND OTHER RECEIVABLES


30 September

2008 (unaudited)

£'000


30 September

 2007

(unaudited)

£'000


31 March

2008

(audited)

£'000







Trade receivables

1,545


1,839


1,604

Other receivables

52


1,456


483

Amounts owed by associate

262


-


-

Prepayments and accrued income

4,448


4,448


5,378








6,307


7,743


7,465








11.    TRADE AND OTHER PAYABLES


30 September

2008 (unaudited)

£'000


30 September

 2007

(unaudited)

£'000


31 March

2008

(audited)

£'000

Current






Trade payables

4,827


5,743


8,738

Other payables

3,278


3,966


2,241

Accruals and deferred income

7,872


7,872


9,614

Amounts owed to associate

-


-


77

VAT repayable under Capital Goods Scheme

1,228


2,557


1,228








17,205


20,138


21,898


Non-current






VAT repayable under Capital Goods Scheme

   3,889


5,116


3,889








12.    DEFERRED TAX





30 September

2008 (unaudited)

£'000


30 September

 2007

(unaudited)

£'000


31 March

2008

(audited)

£'000

The amounts provided in the accounts are:






Deduction for share options

(222)


(530)


(444)

Other items

(546)


-


(1,091)








(768)


(530)


(1,535)








  

13.    BANK BORROWINGS


30 September

2008 (unaudited)

£'000


30 September

 2007

(unaudited)

£'000


31 March

2008

(audited)

£'000







Bank borrowings

297,000


251,000


284,000

Unamortised loan arrangement costs

(2,949)



(985)


(1,103)








294,051


250,015


282,897








During the period, the Group completed a refinancing of its core debt facilities, replacing the existing £325 million loan provided by a syndicate led by Royal Bank of Scotland plc, with a new £325 million facility provided by HSH Nordbank AG.  The bank loan is secured on 47 of the Group's properties. The loan is due to expire on 15 September 2013


The new 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 2008 the Group was comfortably in compliance with its banking covenants.


  

14.    ADJUSTED NET ASSETS PER SHARE


Analysis of net asset value

30 September

2008 (unaudited)

£'000


30 September

 2007

(unaudited)

Restated

£'000


31 March

2008

(audited)

Restated

£'000







Basic net asset value

519,865


528,034


580,886

Exercise of share options

2,653


2,943


2,692

Diluted net asset value

522,518


530,977


583,578







Adjustments:






Tax on fair value of interest rate swaps

-


(7)


-

Adjusted net asset value

522,518


530,970


583,578


Basic net assets per share (pence)

453.1



461.4


506.4

Diluted net assets per share (pence)

439.4


448.1


492.4

Balance sheet adjusted net assets per share (pence)

439.4


448.1


492.4







Balance sheet adjusted net asset value

522,518


530,970


583,578

Valuation methodology assumption (see note 15)

31,540


28,750


33,640







Adjusted net asset value (£'000)

554,058


559,720


617,218

Adjusted net assets per share (pence)

465.9


472.4


520.8







Shares in issue

115,553,818


115,251,181


115,514,119

Own shares held

(815,000)


(815,000)


(815,000)

Basic shares in issue used for calculation 

114,738,818


114,436,181


114,699,119

Exercise of share options

4,179,020


4,053,196


3,808,591

Diluted shares used for calculation 

118,917,838


118,489,377


118,507,710


Please see note 1 for details of the restatement


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 and treasury shares (own shares held) are excluded from both net assets and the number of shares.


Adjusted net assets per share include:


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

  • tax on the fair value adjustment on interest rate swaps; and

  • the effect of the revised valuation methodology assumptions (see note 15)


  

15.    VALUATIONS

£'000


Deemed Cost


Revaluation on deemed cost 


 Valuation 

Freehold Stores*







As at 1 April 2008 previously reported


269,548


422,722


692,270

Prior year adjustment (see note 1)


910


(910)


-








As at 1 April 2008 restated 


270,458


421,812


692,270

Movement in period


20,013


(48,773)


(28,760)








As at 30 September 2008


290,471


373,039


663,510








Leasehold Stores







As at 1 April 2008


15,162


43,478


58,640

Movement in period

             

173


(4,623)


(4,450)








As at 30 September 2008


15,335


38,855


54,190








All Stores







As at 1 April 2008


285,620


465,290


750,910

Movement in period

             

20,186


(53,396)


(33,210)








As at 30 September 2008


305,806


411,894


717,700








* Includes one long leasehold property


The freehold and leasehold investment properties have been valued at 30 September 2008 by external valuers, Cushman & Wakefield LLP ("C&W"). The valuation has been carried out in accordance with the RICS Appraisal and Valuation Standards published by The Royal Institution of Chartered Surveyors ("the Red Book"). The valuation of each of the investment properties 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 exceptional volatility in the financial markets and a lack of transactions in the property investment market.  C&W note that although there were a number of self storage transactions in 2007, the only significant transaction so far in 2008 was the sale of a 51% share in Shurgard Europe which was announced in January 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 property market will continue to trade in an orderly fashion. Accordingly, they have assumed 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 leasehold and freehold assets as follows:


Freehold

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 representing 6% of the estimated annual revenue. 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 48 trading stores (both freeholds and leaseholds) open at 30 September 2008 averages 85.43% (March 2008: 85.80%; September 2007: 86.07%). 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 32 months; for the 32 same stores, the period to maturity is 25.5 months (March 2008: 14.9 months).


C. The capitalisation rates applied to existing and future net cash flow have been estimated by reference to underlying yields for prime industrial and retail warehouse property, bank base rates, ten year money rates, inflation and the available evidence of transactions in the sector. On average, for all 48 trading stores, the yield (net of purchaser's costs) arising from the first year of the projected cash flow is 4.65% (March 2008:  4.21%; September 20075.39%). This rises to 7.58(March 2008: 7.02%; September 20076.75%) based on the projected cash flow for the first year following estimated stabilisation in respect of each property.


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 10.89(March 2008: 10.36%; September 200710.22%).


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.


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 17.years (March 200817.7 years; September 200718.0 years).


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 2008 of £749,240,000 31,540,000 higher than the value recorded in the financial statements or 26.pence per share). We have included this revised valuation in the adjusted diluted net asset calculation (see note 14).  

  

16.    MOVEMENT IN EQUITY




Share

 capital

£'000



Share premium account

£'000



Capital redemption reserve

£'000




Retained earnings

£'000




Own Shares

£'000





Total

£'000













At 1 April 2008 as previously reported

11,551


41,645


1,653


527,152


(1,896)


580,105

Restatement (see note 1)

-


-


-


781


-


781













At 1 April 2008 restated

11,551


41,645


1,653


527,933


(1,896)


580,886

Loss for the period

-


-


-


(54,829)


-


(54,829)

Current/deferred tax

-


-


-


(222)


-


(222)

Dividend

-


-


-


(6,309)


-


(6,309)

Issue of shares

4


31


-


-


-


35

Equity share options

-


-


-


304


-


304













At 30 September 2008

11,555


41,676


1,653


466,877


(1,896)


519,865


















Share

 capital

£'000




Share premium account

£'000




Capital redemption reserve

£'000




Retained earnings

Restated

£'000





Own Shares

£'000





Total

Restated

£'000













At 1 April 2007

11,456


40,864


1,653


434,818


(812)


487,979

Profit for the period

-


-


-


46,519


-


46,519

Current/deferred tax

-


-


-


103


-


103

Dividend

-


-


-


(6,277)


-


(6,277)

Issue of shares

69


529


-


-


-


598

Equity share options

-


-


-


196


-


196

Purchase of own shares

-


-


-


-


(1,084)


(1,084)













At 30 September 2007

11,525


41,393


1,653


475,359


(1,896)


528,034













 

See note 1 for details of the restatement.  

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% 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 2008

£'000

30 September 2007

£'000

31 March 2008

£'000





Fees earned from Big Yellow Limited Partnership

650 

-

138

Book value of assets sold to the Partnership

15,048

-

19,796

Profit on disposal of assets sold to the Partnership    

49

-

531

Balance due from/(owing to) the Partnership

262

-

(77)


No other related party transactions took place during the year ended 31 March 2008 and the periods ended 30 September 2008 and 30 September 2007.

    

INDEPENDENT REVIEW REPORT TO BIG YELLOW 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 2008 which comprises the consolidated income statement, the consolidated balance sheet, the consolidated statement of recognised income and expense, the consolidated cash flow statement and related notes 1 to 17. 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 for use in the United Kingdom. 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 Kingdoms' 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 2008 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 & Touche LLP

Chartered Accountants and Registered Auditors

17 November 2008

London, UK



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