British Land Co PLC
3 July 2002
3rd July 2002
THE BRITISH LAND COMPANY PLC
ANNUAL GENERAL MEETING 2002
British Land has noted that a statement from LIL Investments No. 1 Limited was
released to a newswire service on 2nd July 2002 and is being sent to some
British Land Shareholders. It concerns certain resolutions previously
requisitioned by Laxey to be considered at British Land's Annual General Meeting
on 16th July 2002.
In the circular issued to all Shareholders by British Land on 14th June 2002,
the Company set out its record of long-term outperformance, its strategy to
continue to deliver future outperformance, and its policy on share buy-backs and
the issuance of new equity.
The Board also announced its intention to appoint additional non-executive
directors and stated that it expected to be able to sustain the higher rate of
dividend growth proposed for the financial year ended 31st March 2002.
In the letter to Shareholders which formed part of the circular, the Chairman
and Deputy Chairman stated that, "We cannot recall a time when there was a
better case to be an investor in commercial property. This is precisely not the
moment to be realising prime assets, crystallising liabilities and overturning a
proven strategy that works." Nothing has happened since that date to alter this
view, and the Board remains entirely confident of its ability to deliver
excellent returns to all Shareholders.
The Board, which has been advised by UBS Warburg Ltd., continues unanimously to
recommend that Shareholders vote against the three Laxey resolutions, which seek
to overturn the Board's normal powers to manage the business of the Company in
the best interests of all Shareholders.
See Notes to Editors on next page.
Contacts
The British Land Company PLC:
John Ritblat, Chairman tel: 020 7467 2831/2829
John Weston Smith, Chief Operating Officer tel: 020 7467 2899
Finsbury:
Edward Orlebar ) tel: 020 7251 3801
Faeth Birch )
Notes to Editors
1. British Land has produced excellent total returns for Shareholders of 15
per cent. per annum compound over the last 10 years (share price growth plus
dividends re-invested), representing 127 per cent. and 120 per cent. of the FTSE
100 and UK listed property sector returns respectively.
These returns are calculated to 31st March 2002. Since this date, British Land
shares have risen 7.8 per cent. and outperformed the FTSE 100 by 21.6 per cent.
and the UK listed property sector by 8.1 per cent.
2. In May British Land exercised its early redemption option on the £323
million 6.5 per cent. Convertible Bonds due 2007. This effectively buys back
48.1 million shares (representing 9 per cent. of shares in issue) at 672 pence
per share, but with no increase in gearing, and creates an interest saving of
£5.3 million per annum. Diluted net asset value is increased by 11 pence per
share.
3. The Laxey statement contains an estimate of the cost of implementing its
buy-back proposals at £1,036 million over the period to October 2003. This
would raise proforma gearing (net debt to net equity ratio) from the current
level of 89 per cent. to 148 per cent. Asset sales of £2 billion (making no
allowance for capital gains tax and other disposal costs) would have to be made
to return gearing to its current level.
4. The Board of British Land believes that there are two circumstances
where there should be share buy-backs. The first is if the Company has surplus
capital. In this circumstance, the Board is totally committed to return such
capital to Shareholders by the most effective means available at the time. The
second is when the share price is at a level which offers a good, low-risk
investment opportunity. Here the Board is committed to buy back shares if at
any time it feels that net asset and earnings per share enhancing buy-backs
offer better returns than new property investment, and financial capacity is
available, or can be made available, including for instance by asset sales.
5. Laxey's recently purchased interest is less than 3 per cent. of the
issued share capital of British Land (the majority of which is held via "
contracts for differences" and call options rather than a shareholding in the
Company) and Laxey was therefore not entitled alone to requisition resolutions
to be put at the AGM. Instead Laxey resorted to the expedient of splitting part
of its interests into 105 separate holdings, all registered in the names of
subsidiaries of it. These subsidiaries then sought to requisition the Company
under Section 376 of the Companies Act 1985 to add the Laxey Resolutions to the
business to be considered at the AGM. The Board believes that no other
Shareholder in the Company was a party to the requisitions.
6. The proposed total dividend for 2002 is 12.4p per share, an increase
of 7.8 per cent. over the previous year. With rental reversions to come of some
£88.5 million, British Land expects to sustain this higher rate of dividend
growth. Dividends per share have increased in every year since 1982, with
compound annual growth of 7.8 per cent. and 17.9 per cent. over the last 10 and
20 years respectively.
This information is provided by RNS
The company news service from the London Stock Exchange
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