Final Results
Capital & Regional plc
25 March 2004
25 March 2004
CAPITAL & REGIONAL PLC:
2003 PRELIMINARY RESULTS
Capital & Regional plc, the co-investing property asset manager, today announces
its unaudited preliminary results for the year ended 31 December 2003.
Highlights
• Return on equity for the year 37.6% (2002:14.6%);*
• The company now has responsibility for £2.9 billion of property
assets (31 December 2002: £1.5 billion);
• Adjusted net asset value per share up 33% to 521p on a fully diluted
basis, excluding any increase in the value of our property management
business;**
• Profit before tax of £26.3m (2002: £2.1m);
• 29% increase in dividend to 9p per share;
• The Mall Fund - geared return of 33.5%;
• The Junction Fund - geared return of 28.2%;
• Creation of £500m X-Leisure Fund from the three ex MWB leisure funds
with 15 year life.
Commenting on the results, Martin Barber, Chief Executive said:
"2003 has been an outstanding year for Capital & Regional. We have created over
£100m of value for shareholders during 2003. We are reaping the rewards of
several years of shaping and re-organising the company into its present form".
For further information please contact Capital & Regional on 020 7932 8000:
Martin Barber, Chief Executive Tel: 020 7932 8101
William Sunnucks, Group Finance Director Tel: 020 7932 8125
Andrew Hayes / James Benjamin, Hudson Sandler Ltd Tel: 020 7796 4133
*see note 10
** see note 7
Chairman's introduction
Results
I am delighted to be able to introduce an excellent set of results for 2003.
Our return on equity for 2003 was 37.6% (2002: 14.6%). This is well above our
ten year average which stands at close to 16%.
These results are attributable to the strong general performance of the retail
property sector during the year, and to the creation of value through proactive
asset management. The property management and performance fees we have earned
made a significant contribution to the overall result.
We manage almost £3 billion of retail and leisure property assets, with nearly
£1 billion of equity investment in our funds from third party institutions. We
aim to provide those investors with a combination of proactive property
management skills and investment vehicles and capital structures which best meet
their needs.
Management
We point to strong management teams in three distinct sectors of the property
market: shopping centres, retail parks and urban entertainment complexes. Each
has a substantial portfolio to manage, clear benchmarks and targets, and strong
strategic guidance resulting from our partnership with major institutional fund
managers.
Both the retail and leisure markets which we serve and the capital markets
through which we operate are fast-moving. Our management team has responded
vigorously to these dynamics and the Company's performance results from their
efforts. I believe that the expertise they have established will continue to
deliver strong returns from our existing portfolios, and the resulting track
record will attract new investors to our funds.
Directors
During 2003 we have appointed two new non-executive directors who bring
significant experience to our main Board. Hans Mautner is president of the
international division of Simon Property Group, a US REIT with a total market
capitalisation in excess of $25 billion invested in retail property assets. He
has been appointed chairman of the remuneration committee. Paul Stobart is the
managing director of Sage UK. He is a chartered accountant and has been
appointed chairman of the audit committee.
Peter Duffy, who has served nine years as a non-executive director this year,
will sadly be retiring at the 2004 AGM. He has provided a major contribution to
the company and will be greatly missed.
Dividend
The board is recommending a final dividend of 5p per share bringing the total
for the year to 9p (2002: 7p). We plan to continue to increase the dividend in
line with sustainable earnings.
Chief Executive's review
Results
Our 2003 results are the first for a full year of our new business model.
Financial highlights include:
• Total returns, including revaluation surplus and after tax, were
£101.6m (2002: £37.1m) providing a return on equity of 37.6%
• Profit before tax was £26.3m (2002: £2.1m)
• Earnings per share were 31.4p (2002: 1.3p)
• Adjusted fully diluted NAV per share was 521p (2002: 392p). A 33%
increase.
Our business model
The company has committed itself to its new business model, as a co-investing
asset manager, and has now completed nearly two years in this shape. 92% of our
assets are now invested through funds or partnerships which we manage under
management contracts.
Our fund model is proving attractive to institutional investors. Both the Mall
and Junction Fund have nearly doubled in size during the last two years.
Following the acquisition of management contracts for three funds from MWB at
the end of January last year, we have now merged those three funds into one to
be known as the X-Leisure Fund. This fund has initially a fifteen year life
with an option to extend for a further five years. Hermes has accepted the role
of fund manager and we have been appointed as the property asset manager.
Our relationships with Morley (fund manager of both The Mall and The Junction
Funds) and Hermes are proving valuable. They bring to the funds a strategic
overview and discipline, thereby enhancing the appeal of the funds to other
investors.
We treat our properties as living businesses. We recognise that our success
depends upon occupiers trading profitably. The scale of our portfolios is
providing our occupiers with the opportunity to up-size or down-size within our
portfolio with great flexibility.
Our portfolio
In the mid to late 1990's we anticipated a period of low inflation and decided
to focus our efforts on properties which were visited by the public and where
they left behind money in the tills of our occupiers. By intensively managing
these properties both in the physical sense and by making them exciting and
interesting places to visit and spend time in, we hoped that our occupiers would
take more money and therefore rental values would advance faster than the
economy as a whole. This is proving to be so. Currently our equity is invested
in 15 shopping centres, 16 retail parks and 18 urban entertainment complexes.
Strong teams
We are proud of the strength, depth and focus of our management teams. We have
three specialised teams focused on shopping centres, retail parks and leisure.
Each is self contained with its own marketing, accounting and facilities
management capability. The central team is responsible for fund development and
expansion, new partnerships, group accounting and IT.
Almost 600 people are employed by the group and at the properties which it
manages. The asset management model enables us to demonstrate the productivity
of these people. Our group overhead is now covered by our recurring fee income.
Performance Fees are now substantial and provide a pool for incentivising
management.
Property Investment Funds
In the Budget on 17 March the Chancellor announced his intention to consult on
the creation of a tax transparent property investment fund ("PIF"). C&R will
follow this process with considerable interest.
The Government has issued a consultation document inviting responses from
interested parties. C&R, both directly and working through property industry
bodies, will be making strong representations on a number of important issues.
It will be advocating in particular, an approach which allows PIFs to operate in
a flexible regulatory environment, similar to that enjoyed by REITS in the US.
Issues such as gearing, management structure and the level of development
activity should, to a large extent, be determined by the market rather than by
regulation.
Shareholders may remember that C&R floated its US operations on the American
market as a REIT in 1993 and I have chaired CenterPoint Properties Trust, as the
company is called, since its flotation. Over the ten year period it has been
one of the best performing REITs in America and is now capitalised at over $3
billion. I believe that if the Government avoids an over-prescriptive vehicle,
there would be a ready appetite from investors not only in the UK, but from all
over the world, providing at last significant long term equity to the quoted
property market.
If such long term equity was available, I believe that the Government would find
many of its broader objectives met. In particular it would be easier for the
industry to offer flexible leases to occupiers. One of the problems with a
market heavily dependent upon debt finance is that the longer the lease, the
easier it is to finance. A new supply of equity would help the property
industry provide the desired flexibility.
Market overview
During 2003 we saw substantial rises in the value of retail investment
properties, driven by increasing institutional allocations and low interest
rates. These trends may continue in 2004, as property still offers income
returns which exceed interest rates, and the prospect of growth. I cannot
recall another time during the last 40 years when the argument has been so
strong.
Future prospects
2004 has started very well. There has been much positive activity within the
Group and we are optimistic that we will see another year of strong returns.
Finance director's review
Return on equity
We follow our total return on equity figure closely for a number of reasons:
• It includes revaluation surpluses as well as profit and loss account items
• It is easily measured from the STRGL, a primary statement (page 19)
• It is closer than most other measures to reflecting shareholder returns
In 2003 our return on equity was 37.6%. The largest contribution came from the
revaluation surplus, but this year accounting profits were also significant:
Return on equity
2003 2002
£m £m
Profit before tax and exceptionals 26.3 10.8
Exceptional items - (8.7)
Gains taken through reserves 85.9 40.2
112.2 42.3
Tax (10.6) (5.2)
Total return for the year 101.6 37.1
Equity shareholders' funds 270.0 253.1
Return on equity (see note 10) 37.6% 14.6%
Drivers of value
The strong returns have been driven by a number of factors:
• Our management and performance fees
• Strong ERV growth in both the Mall and Junction Funds
• Some favourable yield shift, particularly in the Mall Fund
• Stamp duty savings benefits arising from our properties in disadvantaged
areas
• A significant contribution from our joint venture development programme,
which includes the Glasgow Fort and the two Xscapes at Milton Keynes and
Castleford
Return on principal investments
The total return can also be broken down by investment as follows:
Weighted average Return on
investment equity*
during 2003 Total return invested %
£m £m
Fund investments
• Mall 102.7 53.1 51.7%
• Junction 64.5 24.3 36.6%
• Leisure 13.0 1.0 7.9%
Joint venture investments 33.9 18.3 53.9%
Wholly owned investments 64.0 8.4 13.1%
Loan stock - CULS (24.6) (1.7)
Assets business total 253.6 103.5 40.8%
Management fees 15.7
Performance fees 13.3
Goodwill amortisation (1.2)
Snozone profit 0.4
Earnings business total 16.4 28.3 172.6%
Total 270.0 131.7 48.8%
Management expenses (19.5)
Taxation (10.6)
Total return for the year 270.0 101.6 37.6%
* Return on equity is calculated on cost at the beginning of the year plus time
weighted additions to share capital (excluding share options) less reductions in
share capital.
The table shows how our equity has been deployed, and the returns on the
different elements. For example the Mall Fund achieved a property level return
of 21.7% driven by asset management initiatives and some favourable yield shift.
Including fund level gearing this increased to 33.5%. Including gearing at
group level the return on net equity invested was 51.7%.
The returns on the earnings business are also high. This is partly because the
capital invested is low, primarily the goodwill arising on the acquisition of
the Leisure fund management business: and partly because we do not allocate our
management expense between the assets and earnings businesses.
Profit and loss account
The following table breaks down turnover and profit before tax into their
component streams:
Profit and loss account
2003 2002
£m £m
Asset management fees 15.7 7.3
Performance fees 13.3 2.8
Snozone income 5.5 4.0
Rental and other income 4.9 12.1
Group turnover 39.4 26.2
Share of joint ventures and associates 35.9 27.3
Direct property expenses (1.3) (2.0)
Direct Snozone expenses (5.1) (3.8)
Amortisation of goodwill (1.2) -
Net interest payable - non- and limited- recourse (22.5) (15.0)
- own borrowings (7.0) (10.1)
Contribution 38.2 22.7
Management expense (19.5) (14.3)
Profit on disposals 7.6 2.3
Exceptional items - (8.7)
Profit before taxation 26.3 2.1
Asset management fees are earned by Capital & Regional Property Management
Limited for managing the funds and partnerships.
Performance fees are earned from the Mall and Junction Funds. They represent
the manager's share of the excess return over the benchmark. In both funds the
benchmark is the higher of 12% and IPD + 1%. The increase over 2002 results
from the strong outperformance of the Mall Fund, from which we earned a fee of
£11.1m and the first performance fee from the Junction Fund of £2.2m.
Snozone income derives from ticket sales at Milton Keynes and, for the last
three months, at Castleford. Its expenses include rent paid to the partnerships
and payroll costs of £1.6m
Rental and other income comes from the group's remaining portfolio of wholly
owned properties. The corresponding expenses are shown as direct property
expenses.
Share of joint ventures and associates is our proportionate share of fund
operating profit. Although we receive quarterly payments net of interest, under
FRS 9 we are required to show this gross and the interest separately.
Amortisation of goodwill arises because we paid £15.7m for the income stream
arising from the MWB fund management business. We are amortising this over 12.5
years.
Management expense was £19.5m. The increase of 36% on last year is explained by
the acquisition of the MWB asset management business, by the growth of the Mall
and Junction portfolios and by increased performance related payments. Our
management expense is now well covered by the £29m of fee income.
Value of property management business
Over the last two years the group has built up a flow of property management
income
The management contracts extend to 10 years for the Junction Fund. The Mall
Fund contract was extended to 15 years during 2003, at the request of a new
investor. The three Leisure fund contracts, which were due to expire in 2005
and 2006, have now been consolidated into one fund with a 15 year life. It is
capable of extension for a further five years.
Fee income
2003 2002
£m £m
Ongoing fee income 12.0 6.0
Transaction related fees 3.7 1.2
Performance fees 13.3 2.8
Total fee income 29.0 10.0
The only value attributed to this income stream in the balance sheet is a
relatively small amount of goodwill (£15.7m) arising on the acquisition of the
leisure fund management business. The value of the business built up internally
is not included.
Adjusted net asset value per share
Adjusted NAV per share on a fully diluted basis has increased from 392p per
share to 521p per share. There have been minor adjustments to the way the
figure is calculated, as described in note 8.
Finance and capital structure
Our partnership and property assets are financed in three different ways:
• Quoted equity
• Quoted Cumulative Unsecured Loan Stock (CULS)
• Bank debt
At current share prices our CULS are convertible into shares at a price of £1.94
per share between 2006 and 2016. At present their 6.75% yield marginally
exceeds the dividend yield arising from conversion. For gearing calculations we
treat them as equity rather than debt.
The bank debt on our balance sheet is secured on our interests in the Mall and
Junction Funds, and our remaining directly held properties. At the year end we
had drawn only £48m on our main £100m facility. On balance sheet gearing
(debt/ equity) is 29% and the average period to repayment is just over 4 years.
We also monitor our gearing on a "see through" basis, including our share of the
fund debt, and the debt held in joint ventures. In the case of the fund debt,
there is no recourse to the Group for the debt whatsoever. It is secured on the
properties in the funds, held in a Limited Partnership structure.
In the case of joint venture debt, we often give partial guarantees. For
example we may guarantee interest shortfalls and cost over-runs in a development
joint venture. We also guarantee £20m of the principal debt secured on the Great
Northern retail warehouse.
Including our share of fund and joint venture debt, our gearing is 129% and the
average repayment period is 3.3 years.
Hedging interest rate risk
We have significant potential exposures to interest rate movements. Without
hedging we would be directly affected by a rise in interest rates because our
fixed income stream is used to pay a variable interest costs. We could also
suffer indirect effects such as a rise in interest rates which could have an
adverse effect on property values and consumer spending.
We hedge a large proportion of our direct exposure using interest rate swaps or
similar derivative instruments. The swaps are typically matched to the periods
of the loans. At the year end £71m of our £111m on balance sheet bank debt was
swapped (64%). On a see through basis £332m out of £398m was swapped (83%).
Taxation
We pay tax on our profits at 30%. The tax on income is mitigated by capital
allowances, which are rarely clawed back on disposal. We provide for deferred
tax on them in line with accounting standards, but add it back in calculating
fully diluted NAV per share, in line with industry practice.
We also pay corporation tax on capital gains at 30% on disposals and deemed
disposals. Deemed disposals arise as the funds expand and our share is diluted,
although we receive no cash we pay tax on the amount we are "deemed" to have
sold to new investors. During 2003 we provided for corporation tax on capital
gains of £4.4m of which £3.7m is put through reserves.
Under current accounting standards we do not provide for deferred tax on
unrealised revaluation surpluses. We disclose a contingent tax liability of
£32m, which could crystallise if all our property and partnership assets were
sold at valuation at the year end.
International Accounting Standards
International Accounting Standards are due to become mandatory for all listed
companies within the European Union in 2005. Our June 2005 interim report will
have to conform, although some of the new standards will still be voluntary.
Over the next twelve months we will be monitoring closely the development of
best practice surrounding the new standards. Whatever the outcome we will
endeavour to use the framework provided to explain the business to our
shareholders as clearly as possible.
Operating review - Shopping Centres
The Mall Fund
On 28 February 2002 all C&R's covered shopping centres were transferred into the
Mall Fund. At that time it was a 50 / 50 joint venture with Morley Fund
Management, who transferred some of their clients' shopping centres into the
fund.
The Mall Fund invests in shopping centres which meet certain broad criteria:
in-town, generally covered, integral car parking and good public transport
links; a minimum size of 150,000 sq ft suggests these centres either dominate
their typical core town shopping catchments of 100,000 people, or enjoy an
established position within a larger metropolitan catchment. As such, The Malls
can be positioned at the heart of their communities.
The Mall team
C&R's shopping centres team is dedicated to managing The Mall Fund's shopping
centres. They are managed as businesses and not just as property investments.
The emphasis is on responsible local management. This gives us direct lines of
communication with our shoppers, our retail partners and local communities.
The Mall Central team supports this local effort by providing specialisms in
leasing, marketing, accounting and HR. It also harvests economies of scale in
areas such as utilities and ensures the application of best practice across the
business as a whole. This Mall management system allows for the essential
consistency of experience necessary for the successful development of the Mall
brand in becoming the UK's leading owner and operator of community shopping
centres.
The top 5 Mall tenants are:
Arcadia Group 2.7% of rental income - 20 units
Clinton Cards 2.5% of rental income - 15 units
Woolworths 2.4% of rental income - 6 units
Boots 2.2% of rental income - 9 units
Argos 1.9% of rental income - 8 units
The growth of the Mall Fund
The Mall enables investors to benefit from this specialist management, improved
diversification and strong income and capital growth.
Since inception the Fund has almost doubled in size to circa £1.25bn. Other
investors have joined the Fund, often injecting their own (or their clients)
covered shopping centres. Notable examples are:
• Prudential Property Managers - Gracechuch Centre, Sutton Coldfield
• ISIS - Castle Mall, Norwich
• Hermes - The Marlands, Southampton
We estimate that there are approximately 225 UK centres that would qualify as
Malls. We expect to grow The Mall towards our initial target of 25 centres
(£2bn gross asset value) over the coming years both through cash acquisitions
and in specie injections from current owners.
The Mall Management Style
We understand that our success depends on our occupiers' success. They are
regarded as true business partners. We operate our centres to make them as
accessible, entertaining and popular with the shopping public as possible. Our
Mall brand seeks to be at the heart of the community leading The Mall to be a
social as well as retail venue. By so doing we plan to increase shopping visits
and dwell times yielding the prospect of greater sales for our retailers.
Our increasing scale improves our relationships with our multiple retailers.
Cross portfolio negotiations are common.
We believe in the benefits of branding. The Mall brand values of "caring,
dynamic and easy" lie at the heart of our business, caring because we're
personal and responsible with our business partners and shoppers, dynamic
because we create changing, fun and involving environments and easy because we
strive to offer an accessible, stress free shopping experience.
The Mall brand is a developing promotional and media platform, offering national
coverage with local relevance. With approximately 140 million shopping visits
during 2003, there are emerging commercial opportunities with brand partners who
wish to access this constituency.
Our Malls Size (sq ft)
Aberdeen 200,000
Barnsley 170,000
Bexleyheath 400,000
Birmingham 300,000
Chester 225,000
Edgware 199,000
Epsom 350,189
Falkirk 190,000
Ilford 300,000
Norwich 400,000
Romford 320,000
Southampton 200,000
Sutton Coldfield 500,000
Walthamstow 280,500
Wood Green 570,000
Performance
In both years, the Fund has substantially outperformed its benchmarks. As a
result C&R has earned significant performance fees:
Mall performance
2003 2002
12 months 10 months
Property level return 21.7% 14.7%
Fund level return 33.5% 21.6%
Benchmark 15.2% 10.6%
Performance fees £11.1m £2.9m
Performance fees are mainly driven by the capital growth, but are paid yearly
and deducted from income. The capital growth is attributable to yield shift,
stamp duty savings for properties in disadvantaged areas and strong ERV growth.
Operating review - Retail Parks
The retail park team activities during 2003 included:
• Managing the Junction Fund
• Participating in the Glasgow Fort joint venture development with Pillar
Property
• Commencing the development of The Morfa Retail Park in Swansea
• Selling the group's remaining retail parks which were not injected into
The Junction Fund.
Junction Fund
On 3 January 2002 C&R injected most of its retail parks into the Junction Fund,
alongside a similar number of retail parks from clients of Morley Fund
Management. Since inception the fund has more than doubled its size from £322m
to £757m. New investors have participated in the fund, diluting C&R's interest
from 50% to 28.4%.
The Junction Fund is now the 6th largest retail park owner in the UK. The scale
of ownership provides the opportunity to carry out cross-portfolio deals with
tenants allowing them to expand in some locations and restructure in others.
The fund is aiming to become the premier choice for indirect investment exposure
to actively managed retail park property in the UK. It is building a UK wide
portfolio of destination retail parks with the following characteristics:
• Minimum size at least 120,000 sq ft
• At least one "category killer" store such as B&Q or Homebase
• Dominant scheme, or the opportunity to become the dominant scheme in the
catchment area
• Opportunities to add value through asset management
The Junction - main tenants
B&Q 18% of rental income
Comet 5.8% of rental income
Carpetright 4.9% of rental income
Matalan 4.4% of rental income
Homebase 3.9% of rental income
JJB 3.9% of rental income
Acquistions and disposals
The Junction portfolio has been actively managed to position itself for future
growth. In February 2003 the prime Chartwell Land portfolio, the largest
portfolio to come onto the market in recent years, was split between The
Junction Fund, Pillar, Hercules Unit Trust and Morley.
Of the four parks acquired by The Junction one was immediately sold, and asset
management initiatives have already commenced on the remaining three. The total
uplift on this portfolio since acquisition, including the sale, was £20m.
In September 2003 the Oxford Road Retail Park in Reading was sold for £25.1m and
in November 2003 the Drakehouse Retail Park in Sheffield was sold for £58m.
Significant gains were made on both these properties over their historical cost.
Planning permissions and developments
During the 1980s and early 1990s the number of retail parks in the UK increased
rapidly. More recently planning restrictions have tightened and it is now very
difficult to get planning permission for substantial new locations.
Despite this there remains considerable scope for improving and redeveloping the
existing Junction portfolio. The business plans have identified the potential
to invest over £200m in its sites. These developments will normally be
substantially pre-let, with fixed price building contracts which reduce the risk
borne by the fund.
We have achieved notable planning permissions during the year. Our 190,000 sq
ft development at Aylesbury has now commenced on site and we anticipate starting
on our 130,000 sq ft extension/redevelopment to Hull during the second half of
the year. A planning inquiry for our 430,000 sq ft proposal at Oldbury will
commence in May this year.
Junction Retail Parks Size (sq ft)
Beckton (1) 190,000
Bristol (1) 220,000
Glasgow 180,000
Hull (1) 200,000
Ipswich 210,000
Leeds 140,000
Leicester (1) 170,000
Maidstone 170,000
Oxford 140,000
Paisley (1) 180,000
Portsmouth 160,000
Renfrew 240,000
Junction Thurrock Joint Venture (1,2) 440,000
Wembley 260,000
Worcester 90,000
(1) Stamp duty disadvantaged area
(2) The Junction owns 65% of the Junction Thurrock Joint Venture
Junction Developments
Existing Area Further development
Aylesbury (3) 94,000 96,000
Bristol - phase II (3) - 180,000
Hull - phase II (3) 80,000 50,000
Oldbury 40,000 390,000
Paisley - phase II - 95,000
Portsmouth - phase II - 80,000
(3) Planning permission already in place
Performance
In 2003 the Junction Fund outperformed its benchmark and for the first time
earned a performance fee.
Junction performance
2003 2002
Property level return 17.7% 13.3%
Fund level return 28.2% 17.8%
Benchmark 16.6% 17.2%
Performance fee £2.2m 0
Performance fees are mainly driven by the capital growth, but are paid yearly
and deducted from income. The capital growth is attributable to strong ERV
growth as a result of asset management initiatives, securing planning consents
for development and stamp duty savings for properties in disadvantaged areas.
Yield shift calculated on a like for like basis was only 0.18%.
Glasgow Fort
In February 2003 The Auchinlea Partnership acquired this 90 acre site and
commenced construction on the first phase of 300,000 sq ft of open A1 retail.
This is a 50/50 joint venture between C&R and Pillar Property.
Building work on the first phase is due for completion in October 2004.
Lettings have been highly satisfactory with approximately 61% of the expected
rental value already contracted and terms agreed on a further 8%. Total
expected rental income has risen to £10.5m and total project costs for Phase 1
are estimated at £142 million.
Swansea
In July 2003 C&R acquired a site near the Morfa stadium from the Swansea City
Council, and transferred planning consent for 105,000 sq ft of open A1 retail.
Building work started September 2003 and is expected to be complete by September
2004.
Lettings are progressing well with 75% out of the expected rental income of
£4.9m either contracted or terms agreed. Total project costs are anticipated to
be £64m.
Operating review - Leisure
C&R's leisure team has four major responsibilities:
• X-Leisure - managing the three funds acquired from MWB last year,
which have now been combined under one umbrella fund. At December 2003 the
total gross asset value managed was £500.5m.
• Xscape - Developer, manager and operator of this sports, leisure and
retail destination brand. Following the success of Xscape, Milton Keynes the
second Xscape at Castleford, Leeds opened in the autumn. Construction of the
third Xscape is due to commence in summer 2004. Further sites are actively being
pursued.
• Snozone - Operates real snow slopes within the Xscape destinations, as
a tenant to the partnerships which own the properties.
• The Great Northern Warehouse, Manchester - this joint venture with AWG
is being managed by the leisure team.
The X-Leisure Fund
On 24 January 2003 C&R took management control of the three X-Leisure funds from
Marylbone Warwick Balfour. C&R bought small stakes in the three funds, together
with the fund management business for a total of £31m.
The three funds own 16 leisure parks and 3 health clubs nationwide. The parks
are anchored by multiplex cinemas with dedicated car parking as well as
typically bowling, health and fitness, restaurants and bars. Leases are
institutional in character, and many also enjoy fixed rental uplifts through the
lease term.
Since acquisition C&R has brought a business focus to the management of these
assets and introduced property specific business plans. A large number of
leasing initiatives have been progressed, but significant capital expenditure
has been postponed until the three funds are consolidated into one vehicle with
an extended life. The current split of assets between three separate funds
reduces the manager's ability to exploit cross portfolio transactions, economies
of scale and leads to conflicts of interest.
Umbrella fund: an umbrella fund has now been created with a new life of 15
years. C&R currently owns 10.77% of the umbrella fund, the balance being held by
8 institutional investors. The property and asset management has been
contracted to C&R, and the fund management to Hermes. C&R will be entitled to
management fees and to performance fees as in the Mall and Junction funds.
This Fund is the largest property leisure fund in the UK. Our aspiration is to
grow it to a gross asset value of £1 billion.
The team will continue their focus on creating destinations, increasing footfall
and extending dwell times, as has proven successful with the Xscape
destinations. The intention is that the leisure park portfolio will be split
into two distinct brands - large urban entertainment destinations and more
traditional family edge of town leisure parks. Each property additionally has a
dedicated business plan ensuring very focused management. The marketing
initiatives undertaken last year were also recognised at the Leisure Awards
dinner where 3 out of the 4 finalists were X-Leisure campaigns.
Xscape
Xscape at Milton Keynes has continued to trade well. Footfall exceeded 6
million in 2003, 39% up on the 2001 level. The centre is fully let with leases
changing hands at premiums.
The second Xscape at Castleford, near Leeds, opened in October 2003 and has
exceeded expectations. Record initial trading levels were reported by many of
the restaurant operators as well as the bowling operator, Bowlplex and the snow
slope operation. As at March 2004 82% of the space was let or under offer.
Construction of the third Xscape in Braehead, near Glasgow, is due to start in
summer 2004. This will be built in partnership with Capital Shopping Centres,
the owners of the neighbouring regional shopping centre. Xscape, Braehead will
be anchored by a 12 screen Odeon cinema, 170m snow slope and a 24 lane bowling/
family entertainment centre. Agreements for lease and terms have already been
agreed to take the scheme to 60% pre let.
Snozone
Snozone is the operating business which runs the snow slopes within the Xscape
destinations and is 100% owned by C&R, employing 230 full and part time members
of staff. It leases the snow slopes at Milton Keynes and Castleford from the
partnerships which own the buildings on arms length terms and makes an
increasingly significant profit.
Great Northern
On 31 May 2003 C&R took a 50% stake in the Great Northern Warehouse, Manchester.
The building had been converted to a high standard and was anchored by an AMC
cinema and NCP. However other lettings did not follow and the property remained
substantially vacant. C&R's leisure team has been working with its joint
venture partner, AWG, to evaluate the options for leasing the majority of the
vacant space.
Urban Leisure Destinations Size (sq ft)
Xscape MK 420,000
Xscape Castleford 361,000
Fountain Park, Edinburgh 230,000
Tower Park Leisure Park, Poole 181,000
Bentley Bridge Leisure Park, Wolverhampton 115,000
Lockmeadow Leisure Park, Maidstone 143,000
Weyside Square Leisure Park, Guildford 46,000
Boldon Leisure Park, Tyne & Wear, Boldon 51,000
Stack Leisure Park, Dundee 153,000
StarCity Entertainment Centre, Birmingham 393,000
02 Centre, Swiss Cottage, London 297,000
Riverside, Norwich 198,000
Parrs Wood Leisure Park, Manchester 242,000
Great North Leisure Park, North Finchley, London 96,000
Fiveways, Birmingham 185,000
Grants Entertainment Centre, Croydon 149,000
Eureka Entertainment Centre, Ashford 131,000
West India Quay, Docklands, London 130,000
Health Clubs
Giffnock, Glasgow 38,000
Cannons, St Albans 59,000
Cricket Ground, Pentagon, Derby 49,000
CONSOLIDATED PROFIT AND LOSS ACCOUNT
For the year ended 31 December 2003
Unaudited
(Unaudited) (Audited)
Year to 31 Period to 31
Notes December December
2003 2002
£000 £000
Turnover: group income and share of joint ventures' turnover 45,006 34,998
Less: share of joint ventures' turnover (5,550) (8,788)
Group turnover 39,456 26,210
Cost of sales (6,445) (5,763)
Gross profit 33,011 20,447
Profit on sale of trading and development properties 25 499
Exceptional loss on write off of European development properties - (1,522)
Total profit/(loss) on disposal of trading and development properties 25 (1,023)
Administrative expenses (20,650) (14,261)
Group operating profit 12,386 5,163
Share of operating profit in joint ventures and associates 35,863 27,298
Total operating profit 48,249 32,461
Exceptional costs of a fundamental reorganisation - (7,184)
Profit/(loss) on sale of investment properties and investments 5,242 (789)
Profit on sale of investment properties in joint ventures and 2,385 2,609
associates
Profit on ordinary activities before interest 55,876 27,097
Interest receivable and similar income 1,142 1,043
Interest payable and similar charges
Group (7,287) (10,649)
Share of associates (19,789) (12,451)
Share of joint ventures (3,595) (2,967)
(30,671) (26,067)
Profit on ordinary activities before taxation 26,347 2,073
Taxation on profit on ordinary activities 2 (6,966) (1,220)
Profit on ordinary activities after taxation 19,381 853
Equity minority interests - (8)
Profit attributable to the shareholders of the company 19,381 845
Equity dividends paid and payable (5,602) (4,333)
Profit/(loss) retained in the year/period 13,779 (3,488)
Earnings per share 3 31.4p 1.3p
Earnings per share - diluted 3 27.3p 1.2p
The results of the group for the year related entirely to continuing operations.
CONSOLIDATED BALANCE SHEET
As at 31 December 2003
Unaudited
(Unaudited) (Restated)
31 December 31 December
Notes 2003 2002
£000 £000
Fixed assets
Intangible assets 4 14,540 -
Property assets 51,457 55,475
Other fixed assets 12,282 12,934
78,279 68,409
Investment in joint ventures:
share of gross assets 183,769 77,857
share of gross liabilities (127,277) (53,168)
6 56,492 24,689
Investment in associates 5 372,676 286,367
507,447 379,465
Current assets
Property assets 7,941 7,773
Debtors:
amounts falling due after more than one year 274 84
amounts falling due within one year 24,202 27,241
Cash at bank and in hand 4,475 4,159
36,892 39,257
Creditors: amounts falling due within one year (37,232) (28,946)
Net current (liabilities)/assets (340) 10,311
Total assets less current liabilities 507,107 389,776
Creditors: amounts falling due after more than one year (137,780) (117,041)
Provisions for liabilities and charges (2,201) (2,397)
Net assets 367,126 270,338
Capital and reserves
Called up share capital 8 6,311 6,175
Share premium account 8 165,574 162,752
Revaluation reserve 8 145,245 74,006
Other reserves 8 2,468 4,069
Profit and loss account 8 47,528 23,336
Equity shareholders' funds 367,126 270,338
Net assets per share 7 591p 438p
Adjusted fully diluted net assets per share 7 521p 392p
STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
For the year ended 31 December 2003
Unaudited
(Unaudited) (Audited)
Year to 31 Period to 31
December December
2003 2002
£000 £000
Profit before tax 26,347 2,073
Movements in revaluation reserve
on investment properties 1,111 509
on other fixed assets (620) (920)
on properties held in joint ventures and associates 80,870 38,302
Gains on deemed disposals 4,498 2,377
Minority interests - (8)
Total gains before tax 112,206 42,333
Tax shown in profit and loss account (6,966) (1,220)
Tax on revaluation surplus realised (3,651) (3,556)
Deferred tax - (485)
Total tax charge (10,617) (5,261)
Total recognised gains and losses for the year 101,589 37,072
Return on equity for the year (note 10) 37.6% 14.6%
The total recognised gains and losses since the last annual report, including
the prior year adjustment of £335,000 are £101,926,000.
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
For the year ended 31 December 2003
Unaudited
(Unaudited) (Restated)
Year to 31 Period to 31
December December
2003 2002
£000 £000
Profit for the year attributable to shareholders of the company 19,381 845
Equity dividends paid and payable (5,602) (4,333)
Profit/(loss) retained in the year 13,779 (3,488)
Share capital and share premium issued in year (net of expenses) 2,958 868
Share capital purchased and cancelled in year (including expenses) - (50,845)
Other recognised gains and losses relating to year 82,208 36,227
Purchase of own shares (3,341) (220)
LTIP credit in respect of P&L charge 1,184 555
Net increase in/(reduction to) shareholders' funds 96,788 (16,903)
Opening shareholders' funds as previously reported 270,003 287,241
Prior year adjustment (see note 1) 335
Opening shareholders' funds as restated 270,338
Closing shareholders' funds 367,126 270,338
CONSOLIDATED CASH FLOW STATEMENT
For the year ended 31 December 2003
Unaudited
(Unaudited) (Restated)
Year to Period to
31 December 2003 31 December 2002
Notes £000 £000
Net cash inflow from operating activities (i) 28,947 2,251
Dividends received from associates and joint ventures 14,694 12,773
Returns on investments and servicing of finance (7,920) (15,085)
Taxation (5,496) (7,606)
Capital expenditure and financial investment 8,442 673,039
Acquisitions and disposals and exceptional item (48,205) (269,219)
Equity dividends paid (4,985) (4,623)
Cash (outflow)/inflow before financing (14,523) 391,530
Financing 14,839 (395,938)
Increase/(decrease) in cash 316 (4,408)
Notes to the cashflow statement
(i) Net cash inflow from operating activities (Unaudited) (Restated)
Year to Period to
31 December 2003 31 December 2002
£000 £000
Group operating profit 12,388 5,163
(Profit)/loss on the sale of trading and development properties (25) 1,023
12,363 6,186
Depreciation of other fixed assets 425 482
Amortisation of short leasehold properties 203 203
Amortisation of tenant incentives (144) 308
Amortisation of goodwill 1,162 -
Profit on disposal of fixed assets (6) (6)
Decrease in trade debtors, other debtors and prepayments 3,144 8,708
Increase/(decrease) in trade creditors, other creditors, taxation
and social security and accruals 10,616 (14,185)
Non-cash movement relating to LTIP 1,184 555
Net cash inflow from operating activities 28,947 2,251
(ii) Analysis of net debt
At 31 December At 31 December
2002 Cash flows 2003
£000 £000 £000
Cash in hand and at bank 4,159 316 4,475
Debt due within one year (3,450) 3,250 (200)
Debt due after one year (116,642) (18,472) (135,114)
Total (115,933) (14,906) (130,839)
NOTES TO THE FINANCIAL INFORMATION
For the year ended 31 December 2003
Unaudited
1. Basis of preparation
The preliminary announcement has been prepared in accordance with the accounting
policies adopted in the financial statements in the period ended 31 December
2002 with the exception of the Long Term Incentive Plan. The group has adopted
Urgent Issues Tax Force Abstract 38 (UITF 38) "Accounting for ESOP Trusts" in
this preliminary announcement.
Comparatives have been restated to comply with the requirements of UITF 38. The
effect of this restatement, on the current and prior year are summarised below.
There has been no effect on the 2002 profit and loss account.
(Unaudited)
Year to Period to
31 December 31 December
2003 2002
£000 £000
Balance sheet
(Reduction)/increase in net assets (1,821) 335
2. Taxation
(Unaudited) (Audited)
Year to Period to
31 December 31 December
2003 2002
£000 £000
Current tax
UK corporation tax (at 30%) 6,330 580
Tax credit in respect of exceptional items - (1,510)
Prior year 832 (274)
Share of joint ventures - 177
Total current tax 7,162 (1,027)
Deferred tax
Origination and reversal of timing differences (196) 2,247
Total current and deferred tax for the year/period 6,966 1,220
The group has unprovided deferred tax in respect of capital gains if investment
assets were sold at their current valuation of £31,804,000 (2002: 13,996,000).
3. Earnings per share
Year to 31 December 2003
Earnings Number of Earnings
£000 shares per share
Basic 19,381 61,758,939 31.4p
Exercise of share options - 1,062,488
Conversion of Convertible Unsecured Loan Stock 1,218 12,670,912
Diluted 20,599 75,492,339 27.3p
Period to 31 December 2002
Earnings Number of Earnings
£000 shares per share
Basic 845 67,339,312 1.3p
Exercise of share options - 607,924
Diluted 845 67,947,236 1.2p
The calculation includes the full conversion of the Convertible Unsecured Loan
Stock where the effect on earnings per share is dilutive own shares held are
excluded from the weighted average number of shares.
4. Intangible assets
The MWB fund management business was acquired on 24 January 2003 for a total
consideration of £31,357,000 which included MWB's 13.29% interest in Leisure
Fund I, 5.72% in Leisure Fund IIa and 7.09% interest in Leisure Fund IIb. The
cost and fair value of the Limited Partner interests in the three funds acquired
and deferred fees was £15,655,000. The remaining £15,702,000 has been treated
as goodwill.
The goodwill is being amortised over 121/2 years and the charge for the year is
£1,162,000.
5. Associates
The Mall The Junction X-Leisure Total to 31 Total to 31
LP LP LPs December December 2002
£000 £000 £000 2003 £000
£000
Profit and loss account (100%)
Turnover 86,662 35,147 33,811 155,620 75,142
Property expenses (12,378) (1,684) (3,483) (17,545) (10,127)
Net rental income 74,284 33,463 30,328 138,075 65,015
Fund and property management (6,083) (4,759) (2,449) (13,291) (6,805)
expenses
Performance fee (15,015) (2,916) - (17,931) (3,708)
Administrative expenses (1,576) (1,222) (2,176) (4,974) (2,659)
Share of joint venture's operating - 3,105 - 3,105 -
profit
Operating profit 51,610 27,671 25,703 104,984 51,843
Sale of investment properties - 8,158 - 8,158 477
Net interest payable (27,537) (19,328) (20,523) (67,388) (26,322)
Profit before and after tax 24,073 16,501 5,180 45,754 25,998
Balance sheet (100%)
Investment properties and joint 1,240,332 747,786 496,888 2,485,006 1,260,018
ventures
Current assets 59,939 67,360 24,388 151,687 54,591
Current liabilities (60,520) (37,986) (48,712) (147,218) (50,592)
Borrowing due in more than one year (542,441) (368,364) (291,281) (1,202,086) (539,848)
Net assets (100%) 697,310 408,796 181,283 1,287,389 724,169
C&R interest at period end 34.77% 28.37% 13.29%
5.72%
7.09%
Group share of
Operating profit 22,661 7,725 1,870 32,256 23,894
Sale of investment properties - 2,278 - 2,278 174
Net interest payable (12,091) (5,396) (1,520) (19,007) (12,075)
Profit for the year 10,570 4,607 350 15,527 11,993
Revaluation surplus for the year 41,459 20,611 682 62,552 34,315
Investment properties and joint 431,276 212,147 39,712 683,135 505,769
ventures
Current assets 20,841 19,110 1,987 41,938 22,804
Current liabilities (21,043) (10,777) (3,366) (35,186) (21,106)
Borrowing due in more than one year (188,612) (104,505) (23,800) (316,917) (220,678)
Associate net assets 242,462 115,975 14,533 372,970 286,789
Unrealised profit on sale of (294) - - (294) (422)
property to associate
Group share of associate net assets 242,168 115,975 14,533 372,676 286,367
6. Joint ventures
Xscape Xscape Total to 31 Total to 31
Milton Castleford Auchinlea Morrison December December
Keynes Partnership Partnership Merlin Others 2003 2002
Partnership £000 £000 £000 £000 £000 £000
£000
Profit and loss account
(100%)
Turnover 3,956 960 580 3,292 - 8,788 17,577
Property expenses (555) (197) (303) (291) (100) (1,446) (11,380)
Net rental income 3,401 763 277 3,001 (100) 7,342 6,197
Fund and property management (100) (25) - - - (125) -
expenses
Administrative expenses (14) (16) (78) (103) (30) (241) 633
Operating profit/(loss) 3,287 722 199 2,898 (130) 6,976 6,830
Sale of investment properties - - - - 214 214 4,871
Net interest (payable)/ (3,211) (689) (972) (2,008) 32 (6,848) (5,761)
receivable
Profit/(loss) before tax 76 33 (773) 890 116 342 5,940
Balance sheet (100%)
Investment properties 76,090 59,730 118,050 - - 253,870 133,340
Current assets 4,269 7,137 1,947 76,591 1,450 91,394 11,317
Current liabilities (2,376) (5,716) (53,778) (3,201) (594) (65,665) (9,099)
Borrowing due in more than (46,800) (46,385) (4,405) (62,500) - (160,090) (77,450)
one year
-
Net assets (100%) 31,183 14,766 61,814 10,890 856 119,509 58,108
C&R interest at year end 50.0% 66.7% 50.0% 50.0% 50.0%
Group share of
Operating profit/(loss) 1,644 482 100 1,449 (68) 3,607 3,404
Sale of investment properties - - - - 107 107 2,435
Net interest (payable)/ (1,605) (459) (486) (1,004) 16 (3,538) (2,879)
receivable
Profit/(loss) for the year 39 23 (386) 445 55 176 2,960
Revaluation surplus for the 786 4,123 13,209 - - 18,118 3,987
year
Investment properties 38,045 39,840 59,025 - - 136,910 71,828
Current assets 2,135 4,761 974 38,296 725 46,891 6,031
Current liabilities (7,220) (3,818) (26,889) (1,423) (167) (39,517) (11,169)
Borrowing due in more than (23,400) (30,939) (2,203) (31,250) - (87,792) (42,001)
one year
Joint venture net assets 9,560 9,844 30,907 5,623 558 56,492 24,689
The joint ventures all operate in the UK.
Capital & Regional's share of net assets of Xscape Milton Keynes Partnership is
less than its 50% interest due to the accumulated preferred return payable on
additional non-equity capital provided by joint venture partners.
7. Net assets per share
As at 31 December 2003 Net assets Number of shares Net assets per
£000 share
As per the balance sheet 367,126 63,112,003
Own shares held (1,024,000)
Net assets per share 367,126 62,088,003 591
Conversion of Convertible Subordinated 24,404 12,670,912
Unsecured Loan Stock ("CULS") (net of
unamortised issue costs)
Exercise of share options 3,767 1,709,646
Capital allowances deferred tax provision 3,449
Adjusted fully diluted 398,746 76,468,561 521
As at 31 December 2002 (restated) Net assets Number of shares Net assets per
£000 share
As per the balance sheet 270,338 61,746,441
Own shares held (70,000)
Net assets per share 270,338 61,676,441 438
Conversion of Convertible Subordinated 24,314 12,670,912
Unsecured Loan Stock ("CULS") (net of
unamortised issue costs)
Exercise of share options 6,901 3,160,408
Capital allowances deferred tax provision 2,538
Adjusted fully diluted 304,091 77,507,761 392
Net assets per share are shareholders' funds divided by the number of shares
held by shareholders at the year end. The shares held by the group's employee
benefits trust (own shares held) are excluded from both net assets and the
number of shares.
Adjusted fully diluted net assets per share includes the effect of those shares
potentially issuable under the CULS or employee share option schemes. It
excludes the capital allowances deferred tax provision.
8. Reserves
Share Property Profit and
Share premium revaluation Other Loss
capital account reserve reserves account Total
£000 £000 £000 £000 £000 £000
As at 31 December 2002 6,175 162,752 74,006 4,289 22,781 270,003
Prior year adjustment - own
shares - - - (220) 555 335
Revised balance as at 31 6,175 162,752 74,006 4,069 23,336 270,338
December 2002
Issue of share capital 136 2,822 - - - 2,958
Revaluation of investment - - 491 - - 491
properties & other fixed assets
Share of revaluation surplus of - - 80,870 - - 80,870
JV's & associates
Tax on revaluation surpluses - - - - (3,651) (3,651)
realised in the period
Realisation of surplus on - - (10,122) - 10,122 -
disposal of investment
properties
Gain on deemed disposal - - - - 4,498 4,498
Credit in respect of LTIP charge - - - - 1,184 1,184
Purchase of own shares - - - (3,341) - (3,341)
Amortisation of cost of own - - - 1,740 (1,740) -
shares
Profit retained in the period - - - - 13,779 13,779
As at 31 December 2003 6,311 165,574 145,245 2,468 47,528 367,126
9. Debt valuation
The table below reflects the adjustment to the accounts, after the impact of
corporation tax, required to adjust the carrying value of fixed rate debt and
swaps to market value. The figures include the group's share of debt held by
joint ventures and associates.
(Unaudited) (Audited)
As at As at
31 December 31 December
2003 2002
£000 £000
Increase/(decrease) in net assets 1,952 (4,604)
10. Return on Equity
(Unaudited) (Audited)
Year to Period to
31 December 2003 31 December 2002
£000 £000
Total recognised gains and losses 101,589 37,072
Equity shareholders' funds 270,007 253,116
Return on equity 37.6% 14.6%
Return on equity is calculated as total recognised gains and losses divided by
opening equity share-holders' funds, plus time weighted additions to share
capital (excluding share options) less reductions in share capital. Equity
shareholders' funds for 2002 has been adjusted to take account of the shares
purchased and cancelled on 26 April 2002.
11. Status of financial information
The financial information contained in this announcement does not constitute
statutory financial statements within the meaning of Section 240 Companies Act
1985. The comparative figures (which have been restated for the effect of UITF
38) have been extracted from the audited financial statements for the period
ended 31 December 2002 which have been filed at Companies House. The auditors
have reported on those accounts; their report was unqualified and did not
contain statements under S237(2) or (3) of the Companies Act 1985. The
statutory accounts for the year ended 31 December 2003 will be finalised on the
basis of the financial information presented by the directors in this
preliminary announcement and will be delivered to the Registrar of Companies
following the company's annual general meeting.
Additional information
Property under management 31 December 2003 31 December 2002
£m £m
Investment properties 52 56
Trading properties 8 8
Mall fund 1,243 724
Junction fund 757 536
X-Leisure funds 501 -
Other joint ventures 332 133
Other properties under management - 40
Total 2,893 1,497
Fund Portfolio information at Mall Junction X-Leisure
31 December 2003 Fund Fund Funds
Number of core properties 15 16 19
Number of tenants 1,294 226 181
Square feet (000) 4,604 3,331 2,825
Properties at open market value (note 1) £1,243m £757m £501m
Initial yield % 6.39% 5.03% 6.48% (2)
Equivalent yield % 6.99% 6.37% 7.27% (2)
Vacancy rate 2.5% 7.1% 2.0% (2)
Net rental income (£m per annum) £82.3m £38.4m £34.2m
Estimated rental value (£m pa) £97.8m £47.5m £37.5m
Rental increase (ERV) 4.9% 8.8% 2.9% (2)
Reversionary % 7.7% 13% 5.56% (2)
Loan to value ratio 44% 49% 63% (2)
Underlying valuation change since 12.5% 12.2% 1.8% (2)
31 December 2002
Property level return 21.7% 17.7% 8.1% (2)
Geared return 33.5% 28.2% 10.9%
Unit price (£1.00 at inception) £1.4290 £1.3674 n/a (2)
C&R share 34.77% 28.37% 10.77% (2)
Notes:
1. Properties at open market value include tenant incentives
which are transferred to current assets for accounting purposes.
2. This is the position of the new X-Leisure Fund based on
values at 31 December 2003.
Glossary of terms
Adjusted Fully diluted NAV per share includes the Open market value is an opinion of the best price at
effect of those shares potentially issuable under the which the sale of an interest in the property would
CULS or employee share options. It excludes the complete unconditionally for cash consideration on the
capital allowances deferred tax provision. date of valuation (as determined by the Group's
external valuers). In accordance with usual practice,
the Group's external valuers report valuations net,
after the deduction of the prospective purchaser's
Capital allowances deferred tax provision In accordance costs, including stamp duty, agent and legal fees.
with FRS19, full provision has been made for deferred
tax arising on the benefit of capital allowances
claimed to date. In the Group's experience liabilities
in respect of capital allowances provided are unlikely Passing rent is the gross rent, less any ground rent
to crystallise in practice and are therefore excluded payable under head leases.
when arriving at adjusted fully diluted NAV per share.
Return on equity is the total return, including
Contingent tax liability is the unprovided further revaluation surplus, divided by opening equity plus
taxation which might become payable if the Group's time weighted additions to share capital, excluding
investments and properties were sold at their balance share options exercised, less reductions in share
sheet values net of any tax losses which have not been capital.
recognised in the balance sheet.
Reversion is the estimated increase in rent at review
CULS is the Convertible Subordinated Unsecured Loan where the gross rent is below the estimated rental
Stock. value.
Earnings per share (EPS) is the profit on ordinary Reversionary yield is the anticipated yield, which the
activities after taxation divided by the weighted initial yield will rise to once the rent reaches the
average number of shares in issue during the period estimated rental value.
excluding own shares held.
Total return is the group's total recognised gains and
Estimated rental value (ERV) is the Group's external losses for the year as set out in the Statement of
valuers' opinion as to the open market rent which, on Total Recognised Gains and Losses (STRGL).
the date of valuation, could reasonably be expected to
be obtained on a new letting or rent review of a
property.
Total shareholder return is the growth in price per
share plus dividends per share.
Equivalent yield is a weighted average of the initial
yield and reversionary yield and represents the return
a property will produce based upon the timing of the UITF 28 "Operating lease incentives" debtors Under
income received. In accordance with usual practice, accounting rules the balance sheet value of lease
the equivalent yields (as determined by the Group's incentives given to tenants is deducted from property
external valuers) assume rent received annually in valuation and shown as a debtor. The incentive is
arrears and on gross values including prospective amortised through the profit and loss account.
purchasers' cost.
Vacancy rate is the estimated rental value of vacant
Gearing is the Group's net debt as a percentage of net properties expressed as a percentage of the total
assets, adjusted for the conversion of the CULS into estimated rental value of the portfolio, excluding
equity. See through gearing includes our share of non development properties.
recourse net debt in the associates and joint ventures.
Initial yield is the annualised net rents generated by
the portfolio expressed as a percentage of the
portfolio valuation, excluding development properties.
IPD is Investment Property Databank Ltd, a company that
produces an independent benchmark of property returns.
Net assets per share (NAV) are shareholders' funds
divided by the number of shares held by shareholders at
the period end, excluding own shares held.
This information is provided by RNS
The company news service from the London Stock Exchange