Interim Results
Land Securities Group Plc
15 November 2006
15 November 2006
Land Securities Group PLC ('Land Securities' / 'Group')
Interim Results for the six months to 30 September 2006
Highlights
• Net assets per share up
- Basic NAV at 1747p
- Adjusted diluted NAV up 10.9% to 2121p
• Combined portfolio totalling £14.4bn, including a valuation surplus of
7.3%
- Valuation uplifts from London offices of 10.8%, shopping centres of
6.1%, retail warehouses of 3.9% and central London shops 5.9%
• Total investment portfolio outperformed the Investment Property
Databank by 1.0%
• Pre-tax profit of £1,178.2m, down 0.5%; excluding exceptional items
pre-tax profit rose 23.3%
• Revenue profit marginally down at £193.1m
• Earnings per share
- Basic at 183.25p up 3.4%
- Adjusted diluted 32.84p, down 4.4%
• Interim dividend of 19.00p per share, up 4.7%, payable to shareholders
on 8 January 2007
• Intentionally quieter on acquisition front reflecting the limited
number of purchase opportunities which now offer prospective returns
sufficiently above our cost of capital
• Continued investment in the development pipeline with spend of £243.0m
and the ongoing development programme has generated a valuation surplus
of £252.5m over the period
• Planning consents achieved for 138,850 sq m of development as well as
completing 91,400 sq m of development lettings
• Strong pipeline of new business at Land Securities Trillium; bidding
on 1.1 million sq m of additional accommodation - representing a
potential 40% increase in accommodation under management
Commenting on the results, Peter Birch, Chairman of Land Securities, said: 'I am
delighted with another strong six months for the Group. Since I joined in April
1997, Land Securities has delivered a total shareholder return of some 259% as
compared to 84% for the FTSE100 Index. It is my privilege to be stepping down
at a time when the outlook for the Group is positive and when the prospects for
commercial property in the UK remain sound.
'We have REIT conversion on the horizon which will bring benefits to
shareholders in terms of tax efficiencies; we are making excellent progress with
our development activities; and we have a high quality investment portfolio with
reversionary potential as well as an outsourcing business which is poised for
further growth.
'Since this is one of the last times that I will address shareholders as the
Chairman of the Land Securities Group, I welcome this opportunity to thank you
for your support over the years and wish my colleagues continued success in the
future.'
For further information, please contact:
Land Securities Financial Dynamics
Francis Salway/Emma Denne Stephanie Highett/Dido Laurimore
Tel: 020 7413 9000 Tel: 020 7831 3113
Interim Results for the six months to 30 September 2006
Financial Highlights
30/9/06 30/9/05
£m £m % change
Operating profit 1,229.6 1.230.5 -0.1
Operating profit (pre-exceptionals) 1,229.6 1,002.0 +22.7
Pre-tax profit 1,178.2 1,184.4 -0.5
Pre-tax profit (pre-exceptionals) 1,178.2 955.9 +23.3
Revenue profit (pre-tax) 193.1 195.9 -1.4
Pence Pence
Earnings per share 183.25 177.26 +3.4
Adjusted diluted earnings per share 32.84 34.35 -4.4
Dividends per share 19.00 18.15 +4.7
30/9/06 31/3/06
Net assets per share 1747 1597 +9.4
Adjusted diluted net assets per share 2121 1912 +10.9
£m £m
Combined portfolio valuation 14,439.8 12,892.9 +12.0
Net debt 4,100.8 3,685.9 +11.3
Equity shareholders' funds 8,191.7 7,493.9 +9.3
% %
Gearing (net) 50.1 49.2
Chairman and Chief Executive's Review
We continued to deliver a strong performance over the past six months with a
10.9% growth in adjusted diluted net assets per share, driven by a 7.3%
valuation surplus from our £14bn investment portfolio. Pre-tax profit was
£1,178.2m, down 0.5% on the comparable period. Before exceptional items, pre-tax
profit was up 23.3%. As expected, revenue profit, our measure of underlying
pre-tax results, was marginally down by 1.4% to £193.1m. The interim dividend
will be 19.00p per share, which represents a 4.7% increase on last year's
interim dividend.
Over a 12-month period we benchmark our performance against three key
performance indicators, providing shareholders with a clear indication of the
value we are creating. Over a six month period, however, the most relevant
indicator of our performance is a comparison to the Investment Property
Databank, the industry standard. During the period under review our ungeared
total investment portfolio return was 10.0% as compared to 8.9% for the IPD
quarterly benchmark(*). We believe that our focus on creating value through
development and the scale of our activities in the London office market have
helped to drive this outperformance.
Performance Highlights
Over the past six months we continued to progress with our strategy of investing
capital into higher return activities. We have intentionally been quieter on the
acquisition and disposal front. In part this reflects the substantial changes to
the portfolio over the past three years, which has seen the Group dispose of
£3.5bn of assets while investing £4.0bn* in acquisitions and development. It is
also due to the difficulties we perceive in buying assets with sufficiently
attractive prospective returns at this stage in the market cycle, together with
our belief that it is prudent to await REIT conversion before concluding sales.
As a result, during the period under review, we invested £477.9m in
acquisitions, of which £446.0m was in the London Portfolio, and we received
£175.7m from disposals.
We have continued to invest heavily in development. Including our share of joint
ventures, over the six months our development pipeline spend was £243m and the
valuation surplus on the ongoing development projects was £252.5m (a surplus of
17.3%). Value is created from development by securing planning consents and
achieving lettings and we were therefore delighted to have received planning
consent for a further 138,850sq m of development and to have let 91,400 sq m of
commercial accommodation to date this financial year.
At Land Securities Trillium, if our current bids are successful this business
could expand to cover some 1.1 million sq m of additional accommodation a 40%
increase on Land Securities Trillium's current portfolio. We are awaiting a
decision from the Government on the Defence Training Review, where we are
bidding jointly with QinetiQ for a contract which could see us provide 0.6
million sq m of accommodation. We have also recently submitted our bid for the
Northern Ireland Civil Service. In addition to these two substantial contracts
we are in the process of developing further bids for the corporate sector and
the Government's Building Schools for the Future programme.
We also continue to manage actively our balance sheet. We extended the duration
and renegotiated the terms of our bank facility and concluded a £300m bond issue
at an all in cost of just under 5%. These bonds were issued from our funding
structure established in November 2004 and have been rated AA by both Fitch and
Standard and Poor's. We also took the opportunity to buy back £21m of our shares
in June 2006, at a time when the market was temporarily depressed.
(*)The IPD Quarterly Benchmark is comprised of 184 quarterly and
monthly-revalued funds, valued at £115.9 billion at the end of September 2006.
This benchmark includes direct domestic property only.
The Board
We announced two changes to the Board in the period under review. We would like
to welcome Paul Myners as a non-executive director and Chairman dsesignate. Paul
brings to the Board a wealth of experience, having had an illustrious career in
the City, most notably running fund manager Gartmore for 15 years, together with
wider expertise garnered as non-executive director of several leading corporate
and non-financial institutions, including the role of Chairman at Marks &
Spencer plc. In October we also announced that Mark Collins would be stepping
down from the Board after a very successful four and a half years with the
Company. Mark has made a significant contribution to the Group, most notably
leading our business development activities through the property swap with
Slough Estates and the corporate acquisition of Tops Estates. He will be leaving
the Group at the end of November and we would like to thank him for his
contribution to our success.
Real Estate Investment Trusts
Over the past few months much has been written about the introduction of Real
Estate Investment Trusts ('REITs') and we are delighted to confirm that we are
planning to elect for REIT status from 1 January 2007. Shareholders will
shortly receive a circular convening an EGM in December 2006 which contains
details of changes proposed to our Memorandum and Articles of Association to
accommodate REIT status. Subject to receiving shareholder approval to these
changes we see no obstacle to conversion.
It is worthwhile stressing here that REIT conversion represents a change in tax
status. As we are already a quoted entity, with a listing on the London Stock
Exchange, conversion to a REIT does not necessitate any amendment to the Group's
structure. The main difference will be that, having paid a conversion charge
calculated at 2% of the Group's gross assets, around 90% of our activities
become tax exempt. As a result we anticipate distributing the taxed saved to
shareholders in the form of an increased dividend which, over a full year, is
expected to represent around a 30% increase. Shareholders should note that for
the year to 31 March 2007, the Group will only benefit from three months status
as a REIT. Further information on the impact of REIT conversion on the Group's
income statement, balance sheet and dividend policy will be detailed in the
circular to shareholders. In addition an illustrative income statement and
balance sheet will be available on our website after the presentation to
analysts today.
In order to establish the amount we will have to pay to HM Revenue and Customs
as a REIT conversion charge, we will be conducting a valuation of our qualifying
property assets as at 31 December 2006. This will be a one-off exercise and will
include an external valuation of both our investment portfolio and also the
properties held by Land Securities Trillium, representing the first valuation of
these assets since we acquired Trillium in 2000. We expect to announce the
results of this valuation exercise in February 2007.
Outlook
After an extended period when buyers of commercial property investments
significantly outnumbered sellers, we are moving closer to equilibrium
conditions, with less parties bidding for investments and an increasing number
of properties being marketed for sale. This is likely to herald an end to yield
compression, but also to increase the scope for the Group to find opportunities
where we can create value for shareholders. We are now benefiting from our
decision to initiate large scale development projects early in the recovery
cycle in London, and also from the effective management of our existing
outsourcing contracts. We also look forward to a further phase of growth for
Land Securities Trillium from our strong new business pipeline. Prospects for
growth in rental values for London offices remain attractive for at least the
next two years and retail sales figures have been stronger in 2006 than 2005,
although retailers are still experiencing pressure on their cost bases.
The outlook for the Group remains positive. REIT conversion is on the horizon
bringing undoubted benefits to shareholders in terms of tax efficiencies; we are
making excellent progress with our development activities; and we have a high
quality investment portfolio with reversionary potential as well as an
outsourcing business which is poised for growth.
Financial Review
Headline results
Profit before tax stayed broadly constant, marginally decreasing by 0.5% to
£1,178.2m as compared to £1,184.4m for the six months to 30 September 2005.
Revenue profit, our measure of underlying profit before tax, decreased by 1.4%
from £195.9m to £193.1m. Earnings per share were 183.25p, up 3.4% (30/9/05:
177.26p) with adjusted diluted earnings per share at 32.84p showing a 4.4%
decrease (30/9/05: 34.35p).
The combined investment portfolio rose in value from £12.9bn to £14.4bn, which
included a valuation surplus of £962.1m or 7.3%. More detail of this performance
is contained in the Investment Property Business review. Net assets per share
rose by 9.4% to 1747p from 1597p, with adjusted diluted net assets per share
rising by 10.9% to 2121p (31/3/06: 1912p).
Profit before tax
Our profit before tax represents the total pre-tax return to shareholders for
the period, including both realised and unrealised gains and losses on the value
of our investment properties as well as exceptional items. In the first six
months of the year, this fell slightly by 0.5% to £1,178.2m, notwithstanding the
fact that the prior period included an exceptional profit of £293.0m on the
disposal of our interest in the Telereal joint venture. The principal drivers
behind this change are set out in Table A.
Table A - Principal changes in profit before tax and revenue profit
Profit Revenue
before tax profit
£m £m
Six months ended 30 September 2005 1,184.4 195.9
Valuation surplus (A) 200.6 -
Profit on disposal of Telereal (B) (293.0) -
Distributions received from Telereal (C) (11.7) -
Impact of Telereal sale 30 September 2005 (D) - (16.1)
Profit on disposal of non-current properties 17.1 -
Profit on sale of trading properties 1.1 -
Decrease in capitalised interest (3.5) (3.5)
Amortisation of bond de-recognition (E) 4.7 -
Long-term development contract profits (F) (1.3) -
Goodwill impairment (G) 64.5 -
Property outsourcing profit (H) 13.8 13.8
Net rental and service charge income(I) 35.7 35.7
Indirect costs (J) (8.2) (8.2)
Interest on increased debt (24.5) (24.5)
Debt restructuring charges (6.3) -
Other 4.8 -
Six months ended 30 September 2006 1,178.2 193.1
A. The valuation surplus was £200.6m higher than the first six months last
year as described in the Investment Property Business review.
B. The disposal of our interest in the Telereal joint venture was completed
on 30 September 2005.
C. Distributions from Telereal ceased on 30 September 2005 following its
disposal.
D. The impact of the sale of Telereal has been partially offset by operating
profit of £7.0m on the Telereal II contract which is included as part of the
property outsourcing profit, Note H. Additionally, £7.5m of interest income was
earned on the disposal proceeds which is part of the net change in interest.
E. The debt instruments issued as part of the refinancing in November 2004
do not meet the requirements of IAS 39 as they are not deemed to be
substantially different from the debt they replaced. As a result, the book value
of the new instruments is reduced to the book value of the debt it replaced and
the difference is amortised over the life of the new instruments. The decrease
in amortisation over the comparable period is a reflection of the maturity
profile of debt replaced.
F. Lower levels of activity, with the recognition of profits on the
development contract at Broadcasting House being below the profit recognised on
Bankside1 in the comparable period.
G. Goodwill arising on the acquisition of Tops Estates PLC in June 2005 was
impaired in the comparable period. There was no goodwill impairment in the
current period.
H. Inclusion of Telereal II contract, for the first time and better
performance on DWP contract.
I. Increase in rental income offset by greater service charge under
recovery is largely driven by acquisitions. Higher volume of vacant properties
and increase in marketing costs have also impacted the result.
J. Primarily due to higher staff costs for existing employees and increased
employee numbers following acquisitions.
Revenue profit
Revenue profit is the financial measure we use internally to assess our
underlying results and includes the pre-tax results of our joint ventures but
excludes capital and other one-off items such as the valuation surplus,
long-term contract income and gains on disposals, including trading properties.
Revenue profit for the six months was 1.4% lower, falling to £193.1m from
£195.9m in the comparable period. The main reasons for this change are detailed
in Table A.
A reconciliation between profit before tax and revenue profit is shown in Table
B.
Table B - Reconciliation of profit before tax to revenue profit
6 months 6 months
ended ended
30/9/06 30/9/05
£m £m
Profit before tax 1,178.2 1,184.4
Revaluation - Group (896.7) (726.0)
surpluses
- joint ventures (65.7) (35.8)
Non-current property disposals (33.6) (17.4)
Goodwill impairment - 64.5
Mark-to-market adjustment on interest rate swaps (6.2) 7.9
Eliminate effect of bond exchange de-recognition 8.6 13.3
Debt restructuring charges 6.3 -
Profit on disposal of Telereal joint venture - (293.0)
Adjustment to restate the Group's share of
Telereal earnings from a
distribution basis to an equity basis - 5.0
Joint venture tax adjustment 20.4 15.6
Profit on sale of trading properties (8.8) (11.9)
Long-term development contract profits (9.4) (10.7)
Revenue profit 193.1 195.9
Earnings per share
Basic earnings per share grew by 3.4% to 183.25p (30/9/05: 177.26p), the change
being mainly attributable to the same factors as set out for profit before tax
in Table A. The growth in earnings per share compared to the slight decline in
revenue profit is due to a decrease in the tax rate for the current period.
Reasons for the change in tax rate are set out in the section on taxation.
In the same way that we adjust profit before tax to remove capital and one-off
items to give revenue profit, we also report an adjusted earnings figure.
Adjusted earnings are based on our revenue profit after tax but also include
long-term development contract profits and profit on the sale of trading
properties. The adjustments made to our profit for the financial period to
arrive at adjusted earnings are set out in Note 7 to the financial statements.
As a result of lower revenue profits, a slight decline in long-term contract and
trading profits and a small increase in the weighted average number of shares,
adjusted diluted earnings per share declined to 32.84p per share in the first
six months of the year from 34.35p per share for the same period in 2005, a 4.4%
decrease.
Dividend
We are paying an interim dividend of 19.00p per share, an increase of 4.7%
compared to the 18.15p paid for the same period in 2005.
The interim dividend will be paid on 8 January 2007 to shareholders on the
register on 8 December 2006. The shares will trade ex-dividend from 6 December
2006.
Net assets
At 30 September 2006, net asset value per share was 1747p, an increase of 150p
from 31 March 2006. In common with other property companies, we also calculate
an adjusted measure of net assets, which we believe better reflects the
underlying net assets attributable to shareholders. The adjustments required to
arrive at our adjusted diluted net assets per share are listed in Table C and
also set out in Note 8 to the financial statements.
The adjusted diluted net assets per share were 2121p at 30 September 2006, an
increase of 209p or 10.9% since the last financial year end.
Table C - Net assets
6 months ended 6 months ended 6 months ended
30/9/06 31/3/06 30/9/05
£m £m £m
Net assets at beginning of period 7,493.9 6,726.4 6,050.3
Profit after tax 859.8 846.7 829.2
Dividends paid (133.8) (85.1) (153.8)
Other (28.2) 5.9 0.7
Net assets at end of period 8,191.7 7,493.9 6,726.4
Deferred tax on investment properties 151.5 145.0 151.4
Deferred tax on net revaluation surpluses 2,007.7 1,739.7 1,470.7
Mark-to-market on interest rate hedges 1.1 8.6 17.9
Debt adjusted to nominal value (369.3) (375.3) (385.7)
Adjusted net assets at end of period 9,982.7 9,011.9 7,980.7
Cash flow and net debt
During the six months, cash receipts from investment property disposals were
£319.5m. In total we spent £667.5m on our investment properties including
£473.4m on acquisitions and £158.2m on developments. We also invested a net
£38.4m in our joint ventures. At 30 September 2006, the Group's net debt was
£4,100.8m, an increase of £414.9m over the position at 31 March 2006. The
factors contributing to this increase are shown in Table D.
Table D - Cash flow and net debt
6 months 6 months 6 months
ended ended ended
30/9/06 31/3/06 30/9/05
£m £m £m
Operating cash inflow after interest and tax 174.1 213.8 162.1
Dividends paid (133.8) (85.1) (153.8)
Property acquisitions (473.4) (632.9) (1,375.4)
Development and refurbishment capital expenditure (219.0) (222.2) (122.9)
Investment in properties (692.4) (855.1) (1,498.3)
Other capital expenditure (9.1) (14.8) (12.1)
Total capital expenditure (701.5) (869.9) (1,510.4)
Disposals (including Telereal in 2005) 334.2 245.8 726.8
Joint ventures (38.4) (67.8) 201.6
Other movements (49.5) (40.5) (70.4)
(Increase) in net debt (414.9) (603.7) (644.1)
Opening net debt (3,685.9) (3,082.2) (2,438.1)
Closing net debt (4,100.8) (3,685.9) (3,082.2)
Despite the 11.3% increase in our net debt since 31 March 2006, gearing levels
have barely changed. The main reason for this is that the valuation uplift
during the period has resulted in increased net assets which have offset the
growth in net debt. Details of the Group's gearing are set out in Table E, which
includes the effects of our share of joint venture debt, although the lenders to
our joint ventures have no recourse to the Group for repayment.
Table E - Gearing
At At
30/9/06 31/3/06
% %
Gearing - on book value of balance sheet debt 50.1 49.2
Adjusted gearing* 46.4 46.9
Adjusted gearing* - as above plus notional share
- of joint venture debt 50.2 51.1
* Book value of balance sheet debt increased to recognise nominal value of debt
on refinancing in 2004 divided by adjusted net asset value.
Funding and Hedging
In the six month period, we issued a £300m 17 year sterling bond within the
secured funding structure through our £6bn note programme. The debt carries a
coupon of 4.875% and was issued at a yield to maturity of 4.939%. We also took
the opportunity to replace the £2bn five year secured group bank facility with a
seven year £1.5bn agreement. This has allowed us to consolidate our banking
group, extend the facility's maturity and to reduce ongoing interest margins.
We use derivative products to manage our interest rate exposure and have a
hedging policy which seeks to have at least 80% of our existing debt plus our
net committed capital expenditure at fixed interest rates for the coming five
years. Specific hedges are also used in geared joint ventures to fix the
interest exposure on limited recourse debt. At the period end we had £1,048.2m
of interest rate swaps in place, and our debt was 92% fixed.
Consequently, based on 30 September 2006 debt levels, a 1% rise in interest
rates would increase full year interest charges by only £3.3m.
Taxation
The tax charge for the period is £318.4m, giving an effective rate of 27.0% (30/
9/05: 30.0%). The lower tax rate in 2006 is primarily due to larger deferred tax
releases on property disposals and the absence of non-tax deductible goodwill
impairment.
IFRS requires that full provision is made for the deferred tax liability
associated with the revaluation of investment properties. Accordingly, the tax
charge includes deferred tax of £269.0m on revaluation gains arising in the
period (30/9/05: £217.7m).
The current or 'cash' tax charge for the period, before property disposals, is
£48.5m. If we adjust this to reflect our definition of revenue profit, we have
an effective current tax rate of 23.0% (30/9/05: 13.6%). This rate reflects the
benefits of approximately £24m of gross capital allowances on developments as
well as tax deductions available for capitalised interest. The equivalent rate
for 2005 is not directly comparable due to the use of losses generated by the
Group refinancing in the prior period.
Investment Property Business
The performance of our £14.4bn combined investment portfolio is the
responsibility of our Retail and London Portfolio businesses. The day-to-day
responsibility for the performance of the London retail properties, with the
exception of £251.3m of retail and £15.1m of office assets held in the Metro
Shopping Fund, is with the London Portfolio business.
However, to assist comparison with our performance against the Investment
Property Databank ('IPD'), we include the performance of our London retail
properties under Retail in order to disclose our portfolio valuation statistics
according to the IPD categories.
Performance
The combined investment portfolio was revalued at £14.4bn at 30 September 2006
as compared to £12.9bn at 31 March 2006 and £11.54bn at 30 September 2005.
Table F - Combined investment portfolio performance summary
Open Open Open Rental Rental Rental
market market market income income income
Value value Value Valuation 6 months 6 months 6 months
30/9/06 31/3/06 30/9/05 surplus 30/9/06 31/3/06 30/9/05
(1) (1) (1) (1)
£m £m £m % £m £m £m
Retail
Shopping centres and shops 3,115.1 2,910.5 2,699.2 6.5 79.8 76.0 80.9
Retail warehouses 1,601.6 1,534.4 1,404.5 3.8 33.0 31.9 30.0
London retail 959.6 911.3 840.3 5.3 28.1 31.5 22.2
London offices 3,456.2 3,176.7 2,891.3 8.4 97.9 100.3 93.5
Other 394.4 375.8 351.2 4.8 9.0 7.6 7.8
Like-for-like investment portfolio (2) 9,526.9 8,908.7 8,186.5 6.5 247.8 247.3 234.4
Completed developments 314.3 306.2 278.5 1.6 6.8 4.6 5.9
Purchases 2,872.0 2,277.9 1,540.2 4.9 66.0 51.2 21.1
Disposals and restructured interests - 147.9 564.8 - 1.7 11.6 18.5
Development programme (3) 1,726.6 1,252.2 924.2 17.3 14.8 12.2 7.2
Combined investment portfolio 14,439.8 12,892.9 11,494.2 7.3 337.1 326.9 287.1
Adjustment for finance leases - - - - (6.3) (6.8) (6.4)
Combined investment portfolio - - - - 330.8 320.1 280.7
1. The valuation surplus and rental income are stated after adjusting for
the effect of spreading of rents and rent free periods over the duration of
leases in accordance with IFRS but before restating for finance leases.
2. Properties that have been in the combined investment portfolio for the
whole of the current and previous financial periods.
3. Development programme comprising projects which are completed but less
than 95% let, developments on site, committed developments (approved projects
with the building contract awarded), and authorised developments (projects
approved by the Board, but for which the contract has not yet been awarded).
On the like-for-like portfolio the valuation surplus was 6.5% and we saw the
strongest performance from London offices with a surplus of 8.4%, followed by a
6.9% surplus from shopping centres.
In addition our ongoing extensive development programme, currently valued at
£1.7bn, has continued to be a significant differentiator in terms of performance
with a valuation surplus of 17.3% for the six months.
The overall valuation surplus from our combined investment portfolio over the
last six months, including acquisitions and developments, was £962.1m or 7.3%
and the total property return (including income) was 10.0%.
Our contribution to performance
In terms of ungeared total property return, our investment portfolio
outperformed the UK commercial property market, as represented by the IPD
Quarterly benchmark by 1.0% on a relative basis, as a result of our exposure to
London offices and the scale and success of our development activities.
While yield shift has again contributed to the overall portfolio performance we
illustrate below how the application of our skills can drive the creation of
excess value. Table G details the top six performing properties in each sector
by revaluation increase together with an explanation of the key drivers of that
performance. This table also demonstrates clearly the strong contribution from
London development.
Table G - Top six performing properties by business unit
Valuation Valuation
Retail surplus London Portfolio surplus
(%) (%)
Lewisham 15.3 Rental value growth Dashwood House, 54.4 Proposed refurbishment
Shopping Centre and EC2 and extension
yield compression
Gunwharf Quays, 12.0 Rental value growth New Street Square, 38.2 Development
Portsmouth and
yield compression EC4
Princesshay, 11.0 Development Bankside 2&3, SE1 23.3 Development
Exeter
Greyhound Retail 10.5 Yield compression and 1 Wood Street, EC2 21.1 Development
Park, Chester new lettings
The Mall, 10.1 Reconfiguration and 10/20/30 19.7 Potential refurbishment
Stratford new lettings Eastbourne Terrace, W2 opportunity
The Bridges, 9.5 Rental value growth Cardinal Place, 17.0 Development
Sunderland and SW1
yield compression
At 30 September 2006 the net reversionary potential of the like-for-like
portfolio was 9.7%, markedly higher than the 6.8% six months ago. Growth in
rental values for London offices, together with the impact of reversionary
London office acquisitions now moving into the like-for-like portfolio, account
for most of this change. Our London office portfolio now has a positive net
reversionary potential of 4.5% (even after off-setting residual over-renting of
5.9%). In addition, the reversionary potential on our retail assets has moved up
slightly from 12.3% to 12.9%. Set against this positive news on rental growth,
voids on the like-for-like portfolio have increased from their historically low
levels to 5.3%, although a significant proportion are strategic voids where we
are keeping units vacant prior to redevelopment.
Table H - Investment and development portfolio valuation movements
Investment Development Total
£m £m £m
Net book value at 1/4/06 10,211.2 1,229.3 11,440.5
Purchases 461.1 12.3 473.4
Disposals (145.3) (5.3) (150.6)
Transfers into development (6.4) 6.4 -
Transfers out of development 32.5 (32.5) -
Surrender premiums received (1.0) - (1.0)
Capital expenditure 35.9 148.8 184.7
Valuation surplus (*) 648.8 247.6 896.4
Capitalised interest - 10.9 10.9
Depreciation (1.7) - (1.7)
Net book value at 30/9/06 11,235.1 1,617.5 12,852.6
Combined investment portfolio at 30/9/06 12,713.2 1,726.6 14,439.8
(*) Excludes joint ventures
Investment
As previously stated, levels of activity during the first half of the year were
lower. We have sold £175.7m of property (net of sale costs) out of the combined
investment portfolio, generating a profit of £25.1m (16.7% above book value).
Including our share of joint ventures, we purchased £477.9m of investment
properties. The average yield on the properties sold was 3.7% and the average
initial yield on the assets acquired was 4.5%. Some 75% of the purchase activity
was accounted for by the acquisitions in London of Arundel Great Court, WC2 and
22 Kingsway, WC2.
Development
Our development programme produced a valuation surplus of £250.2m, including our
share of joint ventures and those properties completed and let in the six
months.
Including our share of joint ventures and land acquisitions we spent £243m
(excluding capitalised interest) on the development pipeline projects including
New Street Square, EC4, Bankside 2&3, SE1 and 50 Queen Anne's Gate, SW1 and
shopping centre developments in Bristol, Cardiff, Exeter and Corby. We have an
estimated further spend of £692m on the projects currently underway which, when
complete and fully let, will produce £144m of annual cash income (using today's
estimated rental value for the available space). Further capital expenditure on
proposed developments could total £1,321m if we proceed with these schemes,
which are held as part of the combined investment portfolio and have a current
carrying value of £546m.
The figures given above for capital expenditure represent the Group's actual or
forecast cash outlays on developments. Including land values and capitalised
interest, the total development cost for the full development pipeline is
£3.7bn, of which £1.8bn relates to our current development programme.
We have been undertaking two developments on behalf of the BBC. We handed over
the new headquarters for BBC Scotland at Pacific Quay in Glasgow in August 2006,
having completed the project on programme and within budget. The much larger
development of Broadcasting House has been more complex than originally
envisaged, but the first phase was handed over earlier this year and we have now
recognised a profit on this. The final phase is now underway and is scheduled
for completion in 2010.
Business Unit Review
Retail
We own 1.9 million sq m of retail accommodation including 30 shopping centres
and 31 retail parks which represent a 5.8% share of the UK's retail commercial
property market (excluding high street shops). We have over 1,600 occupiers
across this portfolio. Many of our retail properties form the central shopping
districts of major cities and towns across the UK and, over a year, we estimate
that some 332 million visits are made by consumers to our locations. We are also
investing £0.9bn to create the next generation of retail locations through a
360,000 sq m development pipeline.
Market conditions have remained broadly constant since we reported at the year
end. However, demand from retailers across the UK continues to be patchy as a
result of fragile consumer confidence and rising costs, and retailers are
seeking greater incentives in terms of rent free periods and capital
contributions. Despite these market conditions, we have been successful in
letting or agreeing terms for nearly 140,000 sq m of retail floor space,
creating future cash rental income of approximately £29m per annum.
Table I - Retail valuation and performance summary
30/9/06 31/3/06 30/9/05
Total retail*
Combined investment portfolio valuation £7,315.6m £6,877.7m £6,291.9m
Like-for-like investment portfolio valuation £5,025.4m £4,783.3m £4,372.7m
Rental income £124.5m £123.3m £114.8m
Gross estimated rental value £288.3m £284.0m £274.3m
Voids by estimated rental value £11.8m £9.8m £5.1m
Gross income yield 4.8% 5.0% 5.3%
Shopping centres
Combined investment portfolio valuation £4,114.6m £3,816.5m £3,352.6m
Like-for-like investment portfolio valuation £2,820.8m £2,628.6m £2,434.5m
Rental income £74.4m £70.6m £74.8m
Gross estimated rental value £174.2m £171.5m £164.1m
Voids by estimated rental value £6.0m £5.3m £3.3m
Gross income yield 5.2% 5.5% 5.9%
Retail warehouses
Combined investment portfolio valuation £2,405.3m £2,298.8m £2,102.6m
Like-for-like investment portfolio valuation £1,601.6m £1,534.4m £1,404.5m
Rental income £33.0m £32.3m £29.64m
Gross estimated rental value £77.7m £76.7m £74.7m
Voids by estimated rental value £3.3m £1.9m £0.3m
Gross income yield 4.1% 4.2% 4.5%
* Retail includes shopping centres, retail warehouses, shops outside London,
shops held through the Metro Shopping Fund LP, regional offices and sundry other
properties outside London
In terms of valuation the retail portfolio continues to perform well. On a
like-for-like basis this portfolio increased in value to £5.0bn with a 5.6%
valuation surplus over the six months. The strongest performance was in shopping
centres with a 6.9% valuation surplus. Retail warehouse returns have reduced
from the very high levels of recent years but still showed a 3.8% surplus over
the six month period. The valuation uplifts were driven largely by yield shift
with low levels of rental value growth. Our focus has been on improving the
tenant mix and overall attractiveness of our shopping centres and retail parks,
the success of which is evidenced by data showing increased footfall across our
shopping centres.
The portfolio is 13.5% reversionary and void levels remain low at 4.1% within
the like-for-like portfolio.
Activity Update
Asset Management
The success of our asset management activities is evidenced by the performance
of some of our larger shopping centres. White Rose Centre, Leeds, Lewisham
Shopping Centre, London and Gunwharf Quays, Portsmouth have all performed well
in the first six months. In particular Gunwharf Quays saw strong like-for-like
sales growth and numerous asset management initiatives. New tenants attracted to
this property include Guess UK, The Works, L'Occitane, Elle and Lee Cooper.
One of our largest retail parks, Lakeside Retail Park, Thurrock also benefited
from the recent opening of the new ILVA store and the letting of a 2,000 sq m
store to Next. In addition our recently purchased Greyhound Retail Park, Chester
also demonstrated a strong valuation uplift as a result of yield compression and
new lettings ahead of assumed rental value at purchase.
Development
We made good progress with our development programme which will create 228,680
sq m of new predominantly retail and leisure accommodation over the next three
years. We also have a further 131,750 sq m of proposed developments in the
pipeline. In the first six months of the year we completed or agreed terms for
£10.3m of lettings across the development programme.
At Exeter, a 44,600 sq m scheme scheduled to open next year, our lettings
programme is on target with 64% of the retail accommodation already let or in
solicitors' hands. At Bristol, a 140,000 sq m partnership development with
Hammerson plc, due to complete in autumn 2008, 45% of the retail accommodation
is let or in solicitors' hands. Christ's Lane, Cambridge, a 7,150 sq m mixed-use
scheme, comprising eight shops, a cafe overlooking Christ's Pieces and 15
residential apartments, is 76% let and on target to open in autumn 2007.
We have now secured a number of pre-lettings at our scheme in Cardiff, the St
Davids 2 development, which we are carrying out in partnership with Capital
Shopping Centres. We awarded the construction contract to Bovis Lend Lease and
will be starting on site in January. The scheme, which will bring the first John
Lewis department store to Wales, comprises 106,400 sq m of new accommodation in
Cardiff's city centre.
We also received planning consent for our proposals at Livingston to create an
additional 32,000 sq m of new retail space, 5,670 sq m of leisure space, 28
flats, including affordable housing and new public spaces in the town centre. We
were very pleased to announce that we have secured M&S and Debenhams as anchors
to the scheme. We are also making good progress at Willow Place, Corby where we
are progressing 16,260 sq m of retail accommodation in 27 units and we now have
35% of the retail accommodation let or in solicitors' hands.
We are also progressing with 33,730 sq m of development across our retail park
portfolio with schemes underway in Peterborough and due to commence in Plymouth
and Thanet. At Peterborough we have pre-let 91% of the scheme to Matalan and B&
Q.
London Portfolio
Our London Portfolio comprises 930,000 sq m of office accommodation and 81,000
sq m of retail floor space. Our office portfolio represents approximately 4% of
London's total office floor space with over 600 occupiers accommodating more
than 45,000 people. We are investing £1.9bn on development, responding to our
customers' needs with innovative, relevant buildings and top quality customer
service.
Availability levels continue to decline for Central London offices. As a result,
rental value growth has emerged strongly in the City and continues in the West
End and Mid-town. Retail sales levels in London are also now showing stronger
growth than the rest of the UK. At the same time demand from investors remains
buoyant.
Table J - London Portfolio valuation and performance
30/9/06 31/3/06 30/9/05
London Portfolio*
Combined investment portfolio valuation £7,039.8m £5,932.5m £5,069.4m
Like-for-like investment portfolio valuation £4,438.9m £4,109.1m £3,753.7m
Rental income £121.4m £121.9m £117.5m
Gross estimated rental value £261.5m £253.3m £248.3m
Voids by estimated rental value £17.2m £7.9m £9.9m
Running yield 4.8% 5.5% 5.9%
London offices
Combined investment portfolio valuation £5,731.9m £4,788.3m £4,068.1m
Like-for-like investment portfolio valuation £3,441.8m £3,163.1m £2,878.5m
Rental income £98.0m £100.2m £93.6m
Gross estimated rental value £208.1m £200.5m £195.3m
Voids by estimated rental value £14.6m £6.4m £8.8m
Running yield 4.9% 5.7% 6.1%
London shops
Combined investment portfolio valuation £1,121.2m £1,053.8m £918.9m
Like-for-like investment portfolio valuation £907.5m £863.5m £797.5m
Rental income £21.5m £20.0m £21.8m
Gross estimated rental value £48.3m £48.1m £48.0m
Voids by estimated rental value £2.5m £1.5m £1.0m
Running yield 4.6% 4.8% 5.3%
*The London Portfolio includes London offices, London shops (with the exception
of shops held through the Metro Shopping Fund LP) and sundry other properties in
London.
We continue to deliver strong performance across the London Portfolio which, on
a like-for-like basis, increased in value to £4.4bn representing a 7.7%
valuation surplus for the first half of the year. Our development activity made
a significant contribution to performance with a valuation surplus of 21.4%.
As a result of growth in rental values, like-for-like London office investments
now have a 4.5% net reversionary potential. London office voids have risen to
7.0% on a like-for-like basis. This is primarily attributable to a number of
substantial pre-development properties falling vacant, including 20 Fenchurch
Street, EC3 and One New Change, EC4. London retail is 9.3% reversionary and void
levels are 5.2% on a like-for-like basis.
Activity update
Asset management
The strong valuation increase of those properties purchased over the past three
years demonstrates the success of the portfolio restructuring and our asset
management activities. Times Square, EC4, purchased some 18 months ago, is now
fully let and has achieved rental value growth of 9.5%. At Holborn Gate, WC1,
both yield shift and rental value growth contributed to a strong valuation
increase of 15.7%.
Development
We are also making excellent progress with our development programme, which is
generating substantial value to shareholders. Over the first six months of the
year the surplus created by our development activities was £234.3m. Developments
currently on site will provide 143,050 sq m of new office accommodation together
with some 7,650 sq m of retail floor space. Our future pipeline of projects will
provide another 115,130 sq m of offices and 31,590 sq m of retail, together with
39 residential units. We are delighted that we achieved the first or second
largest lettings in each of our core markets of City, Mid-town and West End,
with the lettings to Eversheds, Taylor Wessing and Microsoft.
At Cardinal Place, SW1 only 33% of the office accommodation is now available to
let and we continue to see good demand for the remaining space. The retail
element, which is trading above expectations, is 98% occupied. At New Street
Square, the scheme is now 61% pre-let and construction of the four buildings
continues according to plan with completion due on a phased basis between June
2007 and March 2008. Since 30 September 2006 we have pre-let another 16,000 sq m
in the 21,370 sq m office building, 5 New Street Square, to Taylor Wessing. The
final building, a 17-storey 18,000 sq m office block which we intend to
multi-let, is already receiving strong interest from a number of occupiers. We
continue to make good progress with Bankside 2&3, where we are creating some
35,550 sq m of speculative office accommodation together with 3,170 sq m of
retail accommodation in two buildings, which are due for completion in August
2007. This is in addition to Bankside 1 which is a 46,350 sq m office building
previously sold to IPC Media.
We announced that we have decided to proceed with our development at One New
Change on the basis of a 50/50 joint venture with Beacon Capital Partners LLC.
The Jean Nouvel designed scheme close to St Paul's Cathedral will provide 31,660
sq m of office accommodation and 19,830 sq m of retail floor space.
We were also very pleased to receive outline planning consent at three further
schemes, totalling 101,180 sq m of accommodation, namely Park House, W1, 20
Fenchurch Street, EC3 and Dashwood House, EC2. At Park House we received
approval for 31,200 sq m mixed used scheme incorporating retail, office and
residential accommodation, designed by Hamilton Associates. Two schemes in the
City, 20 Fenchurch Street, EC3 the Raphael Vinoly designed 55,370 sq m office
tower and our 14,610 sq m refurbishment scheme at Dashwood House, EC2 designed
by Fletcher Priest, have also received approval.
Property Outsourcing - Land Securities Trillium
Land Securities Trillium produced 17% of the Group's underlying profit in the
six months under review. This business has a commercial portfolio totalling 2.87
million sq m and six clients for whom it provides business accommodation
services to 175,000 people.
Our performance
Land Securities Trillium has had a good first half, producing a segment profit
of £60.6m. This is lower than the corresponding period last year which included
the exceptional profit on the disposal of our Telereal joint venture.
Table K - Land Securities Trillium financial results
6 months ended 6 months ended 6 months ended
30/9/06 31/3/06 30/9/05
£m £m £m
Contract level operating profit
- Barclays 1.2 1.2 1.3
- BBC 3.3 0.5 -
- Driver and Vehicle Licensing Agency ('DVLA') 0.7 0.7 0.3
- Department for Work and Pensions ('DWP') 42.8 56.0 41.7
- Norwich Union 3.9 3.8 1.2
- Telereal II 7.0 6.9 -
Bid costs (1.4) (4.6) (2.8)
Central costs (5.7) (4.8) (4.8)
Underlying profit 51.8 59.7 36.9
Profit on sale of non-current properties 8.5 1.2 (0.2)
Net surplus on revaluation of investment property 0.3 1.6 0.3
Profit on disposal of joint venture (Telereal) - - 293.0
Segment profit 60.6 62.5 330.0
Share of loss from Investors in the Community ('IIC') joint venture (1.1) - -
Distribution received from Telereal - - 11.7
Underlying profit is stronger at £51.8m compared to £36.9m for the six months
ended 30 September 2005. Profit on disposal of fixed asset properties was £8.5m
compared to a small loss in the six months ended 30 September 2005. The increase
in operating profit is driven by three key factors:
i) the inclusion of the Telereal II contract which commenced
on 1 October 2005
ii) improved contributions from both DVLA and Norwich Union as
a result of the refurbishment programmes starting to generate income
iii) conclusion of the BBC contract in June 2006 with lower
exit costs than previously provided for
Notwithstanding increased utilisation of its vacation allowances by the DWP,
profits from that contract remained stable because the loss of some £15m of
income following vacations was offset by indexation increases, the addition of
new facilities and successful asset management of head rent liabilities.
Activity update
Existing contracts
We continue to work with the DWP to reduce costs to meet its Government
efficiency and Comprehensive Spending Review targets. These targets include the
rationalisation of the DWP estate. In the six months to 30 September 2006, the
Department vacated 73,800 sq m of flexible space, and served notice to vacate a
further 85,360 sq m. Vacant property is managed through the Corporate Real
Estate Group's specialist disposals team who seek to mitigate leasehold
liabilities through lettings and surrenders and to maximise the proceeds on
freehold disposals. Advantage is also taken of head lease expiries and tenant
lease break opportunities. Where possible, through working closely with the DWP,
opportunities are identified where mutual capital value gains or risk mitigation
can be achieved.
We are now 67% through the refurbishment programme for the DVLA in Swansea and
are currently running slightly ahead of schedule. In August we signed an
extension to this contract to provide a new 4,800 sq m print facility in
Swansea. This is scheduled for completion in autumn 2007 and will then be
provided with full services as in the original agreement running until 31 March
2025. In August, we also started providing services to a new 2,800 sq m building
known as the Shared Services Centre on the Swansea Estate.
Our other major refurbishment is for Norwich Union on their Norwich
Headquarters. We have now delivered 40% of that scheme with the customer
responding very positively to the refurbished accommodation. In September we
also completed the 7,000 sq m refurbishment of the Colegate building in Norwich,
which was an addition to the original contract.
New business
We continue to make good progress on potential new business, with a record
pipeline and a number of opportunities at an advanced stage of development.
This month, in competition with three other parties, we submitted our bid for
the Northern Ireland Civil Service ('NICS') Workplace 2010 contract. This 20
year partnership aims to transform the NICS office estate by improving the
working environment for staff and facilitating new ways of working across
309,000 sq m of accommodation.
In January we formed the Investors in the Community joint venture with the Mill
Group. Since then, and in line with our plans, we have developed its resource
base and almost doubled staff numbers to 52. During the current financial year,
IIC has closed three transactions (Bristol Building Schools for the Future ('
BSF'), Peterborough Schools and Barnet and Enfield Street Lighting) and reached
preferred bidder status on the £25m Redcar & Cleveland Street Lighting project.
IIC is actively bidding on five projects including three BSF contracts. As in
all competitive markets some bids are unsuccessful. We were disappointed on the
Leeds BSF where we were down to the final two but were not chosen as preferred
bidder.
We also expect to hear imminently from Government on the outcome of its Defence
Training Review ('DTR'). The DTR is being procured by the MoD in two packages,
with a combined estimated total value of about £13bn over a 25 year term.
Package One is primarily technical training, including aeronautical engineering
and communications and information systems. Package Two incorporates logistics,
joint personnel administration, security, languages, intelligence and
photography as well as supply training. We are bidding for both elements as part
of Metrix , which is a special purpose 50/50 joint venture company between
ourselves and our training partner QinetiQ. If successful, we will be providing
Metrix with 570,000 sq m of accommodation and maintenance and facilities
management services for 25 years. Metrix is the only provider shortlisted in
both packages.
Urban Community Development
Kent Thameside
In Kent Thameside, our focus continues to move away from an emphasis on
strategic planning towards the delivery of development.
We completed the sale of our remaining interests in Crossways Business Park to
Legal & General generating some £17.7m of proceeds and a profit of £5.5m.
We are working with Countryside Properties on two residential development joint
ventures. The first, Waterstone Park, is now approximately 40% complete with
some 254 apartments and houses completed and sold out of the 650 new homes
approved. The construction of a further 186 apartments and houses is currently
underway. The second joint venture, at Springhead, has outline planning
permission for 600 new houses and received detailed planning permission for the
first phase of 388 new homes in September 2006. Work on delivering the site
infrastructure has started with the first sales of the completed new homes due
to take place in late 2007.
We have now named the adjoining developments at Ebbsfleet and Eastern Quarry,
Ebbsfleet Valley. Earlier this year we officially opened our new marketing
centre, The Observatory, which has generated a very favourable reaction from our
partners, in the Ebbsfleet project, including the local authorities.
In relation to our outline planning application at Eastern Quarry, we have made
good progress towards resolving the remaining outstanding issues with respect to
our planning gain obligations and we continue discussions around solutions to
the strategic highways issues. In the meantime, this spring we awarded the earth
moving contract for this site and the works to create the new landscape to
accommodate development at the eastern end of Eastern Quarry is nearing
completion.
This summer we submitted our application for the Station Quarter South master
plan at Ebbsfleet., where we have a 48.5% interest. This comprises some 250,000
sq m and the proposals include plans for up to 1,300 new homes as well as office
accommodation, hotel and retail space. A decision on this is expected towards
the end of the year.
Stansted
Easton Park, our 650-hectare landholding adjoining Stansted Airport, has
continued to be actively managed and we are promoting the site as a development
opportunity within the East of England Regional Spatial Strategy and the
Uttlesford Local Development Framework. Following completion of the option
agreement with Aggregate Industries, work is well advanced on the submission of
a planning application for the excavation of up to 4.0 million tonnes of sand
and gravel reserves which is identified in the Essex Mineral Plan.
Cambridge
Having completed the commercial element at Coldhams Lane, Cambridge we have
decided to sell the residual land and will start marketing this in the period
leading up to Christmas 2006.
Milton Keynes
We have now exercised our options to acquire the land at Magna Park, Milton
Keynes, with our joint venture partner Gazeley Limited where, following receipt
of planning consent, we have the potential to develop up to 315,000 sq m of
accommodation within a sustainable logistics park in two phases. We were
delighted to initiate the development with a pre-letting to John Lewis for a new
60,400 sq m automated distribution centre.
Business Analysis
Further non-statutory information, relating to the Group's Investment Portfolio
and Property Outsourcing businesses, is available on the Group's website at
www.landsecurities.com.
Unaudited consolidated income statement for the six months ended 30 September
2006
Six months ended 30/9/06 Six months ended 30/9/05 Year ended 31/3/06
Before Before Before
except- Except- except- Except- except- Except-
ional ional ional ional ional ional
items items Total items items Total items items Total
Notes £m £m £m £m £m £m £m £m £m
Income: Group and 853.9 - 853.9 1,007.1 - 1,007.1 1,988.2 - 1,988.2
share of joint
ventures
Less: share of joint 12 (39.5) - (39.5) (122.6) - (122.6) (159.5) - (159.5)
ventures income
Group revenue 2 814.4 - 814.4 884.5 - 884.5 1,828.7 - 1,828.7
Costs 2 (515.1) - (515.1) (624.8) - (624.8) (1,267.8) - (1,267.8)
299.3 - 299.3 259.7 - 259.7 560.9 - 560.9
Profit on disposal of 2 33.6 - 33.6 16.3 - 16.3 74.5 - 74.5
non-current
properties
Net surplus on 2 896.7 - 896.7 726.0 - 726.0 1,579.5 - 1,579.5
revaluation of
investment properties
Goodwill impairment 2,4 - - - - (64.5) (64.5) - (64.5) (64.5)
Profit on disposal of 2,4 - - - - 293.0 293.0 - 293.0 293.0
joint
venture (Telereal)
Operating profit 1,229.6 - 1,229.6 1,002.0 228.5 1,230.5 2,214.9 228.5 2,443.4
Interest expense 3 (114.7) - (114.7) (99.7) - (99.7) (201.8) - (201.8)
Interest income 3 4.2 - 4.2 4.5 - 4.5 7.3 - 7.3
1,119.1 - 1,119.1 906.8 228.5 1,135.3 2,020.4 228.5 2,248.9
Share of the profit 12 59.1 - 59.1 37.4 - 37.4 98.6 - 98.6
of joint
ventures (post-tax)
Distribution received 12 - - - 11.7 - 11.7 11.7 - 11.7
from joint
venture (Telereal)
Profit before tax 2 1,178.2 - 1,178.2 955.9 228.5 1,184.4 2,130.7 228.5 2,359.2
Income tax expense 5 (318.4) - (318.4) (265.2) (90.0) (355.2) (593.3) (90.0) (683.3)
Profit for the 23 859.8 - 859.8 690.7 138.5 829.2 1,537.4 138.5 1,675.9
financial period
Basic earnings per 7 183.25p 177.26p 357.95p
share*
Diluted earnings per 7 182.51p 176.46p 356.50p
share*
Dividend per share 6 19.00p 18.15p 46.70p
*adjusted earnings per share is given in note 7
Unaudited consolidated statement of recognised income and expense for the six
months ended 30 September 2006
Six Six
months months Year
ended ended ended
30/9/06 30/9/05 31/3/06
£m £m £m
Actuarial (losses) / profits on defined benefit pension schemes (3.5) 5.2 (5.0)
Deferred tax on actuarial losses / (profits) on defined benefit 1.0 (1.6) 1.5
pension schemes
Fair value movement on cash flow hedges taken to equity - Group 2.6 (5.3) (2.2)
Fair value movement on cash flow hedges taken to equity - joint 1.9 (7.3) (2.7)
ventures
Deferred tax on fair value movement on cash flow hedges taken to equity (0.7) 1.6 0.6
- Group
Deferred tax on fair value movement on cash flow hedges taken to equity (0.6) 2.2 0.8
- joint ventures
Net gains / (losses) recognised directly in equity 0.7 (5.2) (7.0)
Profit for the financial period 859.8 829.2 1,675.9
Total recognised income and expense 860.5 824.0 1,668.9
Unaudited consolidated balance sheet at 30 September 2006
30/9/06 30/9/05 31/3/06
Notes £m £m £m
Non-current assets
Investment properties 9 12,852.6 10,140.4 11,440.5
Property, plant and equipment
Property outsourcing properties 9 573.9 554.9 563.2
Other property, plant and equipment 9 75.4 64.9 73.6
9 13,501.9 10,760.2 12,077.3
Net investment in finance leases 10 247.0 221.5 233.9
Goodwill 11 34.3 34.3 34.3
Investment in joint ventures 12 928.3 697.3 829.5
Total non-current assets 14,711.5 11,713.3 13,175.0
Current assets
Trading properties and long-term development contracts 13 156.9 220.2 255.9
Trade and other receivables 14 577.9 409.3 578.9
Cash and cash equivalents 15 25.2 28.2 15.6
Total current assets 760.0 657.7 850.4
Total assets 15,471.5 12,371.0 14,025.4
Current liabilities
Short-term borrowings 16 (316.8) (55.4) (46.7)
Trade and other payables 17 (630.6) (559.0) (585.0)
Current tax liabilities (229.0) (179.9) (212.5)
Total current liabilities (1,176.4) (794.3) (844.2)
Non-current liabilities
Provisions 18 (57.3) (76.8) (58.2)
Borrowings 19 (3,809.2) (3,055.0) (3,654.8)
Pension benefits 20 (9.5) (4.9) (6.5)
Deferred tax liabilities 21 (2,227.4) (1,713.6) (1,967.8)
Total non-current liabilities (6,103.4) (4,850.3) (5,687.3)
Total liabilities (7,279.8) (5,644.6) (6,531.5)
Net assets 8,191.7 6,726.4 7,493.9
Equity
Ordinary shares 23 47.0 46.9 46.9
Own shares 23 (18.6) (4.0) (3.4)
Share-based payments 23 8.9 4.5 6.3
Share premium 23 47.9 37.9 43.2
Capital redemption reserve 23 30.5 30.5 30.5
Retained earnings 23 8,076.0 6,610.6 7,370.4
Total shareholders' equity 8,191.7 6,726.4 7,493.9
The following financial statements were approved by the Board of Directors on 15
November 2006 and were signed on its behalf by:
F W Salway M F Greenslade
Directors
Cash flow statement for the six months ended 30 September 2006
30/9/06 30/9/05 31/3/06
Notes £m £m £m
Net cash generated from operations
Cash generated from operations 24 335.3 244.5 591.5
Interest paid (121.4) (92.1) (187.7)
Interest received 3.8 4.5 7.3
Funding pension scheme deficit (1.6) (2.6) (4.9)
Taxation (corporation tax (paid) / received) (42.0) 7.8 (30.3)
Net cash inflow from operations 174.1 162.1 375.9
Cash flows from investing activities
Investment property development expenditure (158.2) (88.0) (236.6)
Acquisition of investment properties (473.4) (796.3) (1,429.2)
Other investment property related expenditure (35.9) (18.4) (78.8)
Capital expenditure associated with property outsourcing (24.9) (16.5) (29.7)
Capital expenditure on properties (692.4) (919.2) (1,774.3)
Disposal of non-current investment properties 319.5 432.6 675.5
Disposal of non-current operating properties 14.7 1.2 4.1
Net expenditure on properties (358.2) (485.4) (1,094.7)
Net expenditure on non-property related fixed assets (9.1) (12.1) (26.9)
Net cash outflow from capital expenditure (367.3) (497.5) (1,121.6)
Receivable finance leases acquired (18.9) (60.6) (84.8)
Receipts in respect of receivable finance leases 1.5 1.1 2.3
Net loans made to joint ventures (45.3) (5.3) (72.8)
Distributions from joint ventures 6.9 206.9 206.6
Proceeds from disposal of joint venture (Telereal) - 293.0 293.0
Acquisitions of Group undertakings (net of cash acquired) - (321.2) (321.2)
Net cash used in investing activities (423.1) (383.6) (1,098.5)
Cash flows from financing activities
Issue of shares 4.8 6.6 11.9
Purchase of own share capital (35.7) (1.9) (1.9)
Increase in debt 424.5 652.1 1,221.2
Debt repaid on acquisition of Tops Estates PLC - (257.9) (257.9)
Decrease in finance leases payable (1.2) (0.4) (1.2)
Dividend paid to ordinary shareholders (133.8) (153.8) (238.9)
Net cash from financing activities 258.6 244.7 733.2
Increase in cash and cash equivalents at end of the period 9.6 23.2 10.6
1. Basis of preparation
The interim financial information comprises the consolidated balance sheets as
at 30 September 2006, 30 September 2005, and 31 March 2006 and related
consolidated statements of income, cash flow, and recognised income and expense
and the related notes for periods then ended.
The interim financial information contained in this report is unaudited and does
not constitute statutory accounts within the meaning of Section 240 of the
Companies Act 1985. The Annual Report and Accounts for the year ended 31 March
2006, which were prepared under IFRS, as adopted by the European Union, received
an unqualified auditors report and did not contain a statement under Section 237
(2) of(3) of the Companies Act 1985 and have been filed with the Registrar of
Companies. The unaudited interim financial information has been prepared in
accordance with the Listing Rules of the Financial Services Authority. The
accounting policies adopted are consistent with those set out in the Annual
Report and Accounts for the year ended 31 March 2006, as amended to reflect the
adoption of the new standards, amendments to standards, and interpretations
described below.
There are a number of new Standards, Amendments to Standards and Interpretations
which are mandatory for the year ending 31 March 2007. In most cases, these new
requirements are not relevant for the Group. This is the case for the
Amendments to IAS 39, IAS 21, and IFRS 4, to the new Standard IFRS 6, and to the
new Interpretations IFRIC 5 and IFRIC 6. In accordance with the requirements of
IFRIC 4 'Determining whether an arrangement contains a lease', the Group has
reviewed its sales and purchase arrangements to ascertain whether any of them
effectively contain a lease with the Group acting as either lessor or lessee.
No changes to the accounting treatments of the Group's sales and purchase
arrangements have been necessary.
The following new Standards and Interpretations have been issued but are not
effective for the year ending 31 March 2007, and have not been early adopted:
IFRIC 7, IFRIC 8, IFRIC 9, IFRIC 10 and IFRS 7. Management are currently
assessing the impact of these new requirements.
2. Segmental information
Six months ended 30/9/06 Six months ended 30/9/05
Other Other
London Investment Property London Investment Property
Retail Portfolio Portfolio Outsourcing Total Retail Portfolio Portfolio Outsourcing Total
£m £m £m £m £m £m £m £m £m £m
Income statements
Rental income 139.2 154.0 4.9 - 298.1 118.4 132.8 2.2 - 253.4
Service charge income 24.2 21.8 0.4 - 46.4 20.2 19.5 0.1 - 39.8
Property services income - - - 395.5 395.5 - - - 439.2 439.2
Trading property sale - 12.7 27.6 - 40.3 - 41.7 3.6 - 45.3
proceeds
Long-term development - - 29.5 - 29.5 - 52.6 49.1 - 101.7
contract income
Finance lease interest 1.7 2.9 - - 4.6 3.0 2.1 - - 5.1
Revenue 165.1 191.4 62.4 395.5 814.4 141.6 248.7 55.0 439.2 884.5
Rents payable (5.6) (2.7) - (88.3) (96.6) (4.6) (2.5) - (91.0) (98.1)
Other direct property or (34.3) (31.1) (0.7) (233.9) (300.0) (26.9) (22.4) (0.4) (293.2) (342.9)
contract expenditure
Indirect property or (17.6) (16.0) (2.4) (6.3) (42.3) (14.4) (11.2) (1.7) (4.0) (31.3)
contract expenditure
Long-term development - - (20.1) - (20.1) - (42.4) (48.6) - (91.0)
contract expenditure
Bid costs - - - (1.4) (1.4) - - - (2.8) (2.8)
Cost of sales of trading - (10.7) (20.8) - (31.5) - (34.9) (2.7) - (37.6)
properties
Depreciation (0.8) (2.5) (0.2) (13.8) (17.3) (1.0) (1.5) - (11.3) (13.8)
106.8 128.4 18.2 51.8 305.2 94.7 133.8 1.6 36.9 267.0
Profit on disposal of 4.1 20.9 0.1 8.5 33.6 2.2 14.5 (0.2) (0.2) 16.3
non-current properties
Net surplus on 283.9 611.3 1.2 0.3 896.7 312.4 412.7 0.6 0.3 726.0
revaluation of
investment properties
Goodwill impairment - - - - - (64.5) - - - (64.5)
Profit on disposal of - - - - - - - - 293.0 293.0
joint
venture (Telereal)
Segment result 394.8 760.6 19.5 60.6 1,235.5 344.8 561.0 2.0 330.0 1,237.8
Credit arising from - -
change in
pension scheme benefits
Unallocated expenses (5.9) (7.3)
Operating profit 1,229.6 1,230.5
Net financing costs (110.5) (95.2)
1,119.1 1,135.3
Share of the profit of 59.1 37.4
joint ventures
(post-tax)
Distribution received - 11.7
from joint
venture (Telereal)
Profit before tax 1,178.2 1,184.4
2. Segmental information continued
Included within rents payable for Retail and London Portfolio is finance lease
interest payable of £1.0m (30 September 2005: £0.6m; 31 March 2006: £1.8m) and
£1.6m (30 September 2005: £1.5m; 31 March 2006: £2.8m) respectively.
Of the share of the profit of joint ventures (post-tax) £58.2m (30 September
2005: £37.4m; 31 March 2006: £98.6m) is attributable to Retail and £0.9m (30
September 2005: £nil; 31 March 2006: £nil) is attributable to Other Investment
Portfolio.
The distribution received from the joint venture (Telereal) for the six months
ended 30 September 2005 and year ended 31 March 2006 of £11.7m was attributable
to Property Outsourcing.
Year ended 31/3/06
Other
London Investment Property
Retail Portfolio Portfolio Outsourcing Total
£m £m £m £m £m
Income statement
Rental income 255.9 278.5 4.3 - 538.7
Service charge income 38.3 40.0 0.2 - 78.5
Property services income - - - 924.8 924.8
Trading property sale proceeds - 93.8 5.9 - 99.7
Long-term development contract income - 95.7 78.4 - 174.1
Finance lease interest 4.4 6.0 - 2.5 12.9
Revenue 298.6 514.0 88.8 927.3 1,828.7
Rents payable (12.0) (4.1) - (183.9) (200.0)
Other direct property or contract expenditure (59.7) (47.9) (0.9) (610.1) (718.6)
Indirect property or contract expenditure (32.7) (28.7) (4.8) (8.8) (75.0)
Long-term development contract expenditure - (74.7) (77.5) - (152.2)
Bid costs - - - (7.4) (7.4)
Cost of sales of trading properties - (78.0) (4.2) - (82.2)
Depreciation (1.0) (4.1) (0.1) (20.5) (25.7)
193.2 276.5 1.3 96.6 567.6
Profit on disposal of non-current properties 40.1 33.2 0.2 1.0 74.5
Net surplus on revaluation of investment properties 636.9 935.5 5.2 1.9 1,579.5
Goodwill impairment (64.5) - - - (64.5)
Profit on disposal of joint venture (Telereal) - - - 293.0 293.0
Segment result 805.7 1,245.2 6.7 392.5 2,450.1
Credit arising from change in pension scheme benefits 8.3
Unallocated expenses (15.0)
Operating profit 2,443.4
Net financing costs (194.5)
2,248.9
Share of the profit of joint ventures (post-tax) 98.6
Distribution received from joint venture (Telereal) 11.7
Profit before tax 2,359.2
All the Group's operations are in the UK and are organised into four main
business segments against which the Group reports its primary segment
information. These are Retail, London Portfolio, Other Investment Portfolio and
Property Outsourcing.
3. Net finance costs
Six Six
months months Year
ended ended ended
30/9/06 30/9/05 31/3/06
£m £m £m
Interest expense
Bond and debenture debt (80.8) (72.4) (143.1)
Bank borrowings (39.9) (21.1) (56.8)
Other interest payable (2.1) (0.6) (1.3)
Fair value gains / (losses) on interest rate swaps 4.2 (7.9) (2.2)
Amortisation of bond exchange de-recognition (note 19) (8.6) (13.3) (26.6)
Bond exchange de-recognition adjustment written - - (1.5)
off on redemption of bonds (note 19)
Expected return on pension scheme assets 4.4 3.9 7.3
Interest on pension scheme liabilities (3.8) (3.7) (7.2)
Net financing income on pension scheme 0.6 0.2 0.1
(126.6) (115.1) (231.4)
Interest capitalised in relation to properties under development 11.9 15.4 29.6
Total interest and similar charges payable (114.7) (99.7) (201.8)
Interest income
Short-term deposits 0.4 0.2 1.0
Other interest receivable 2.0 1.7 1.7
Interest receivable from joint ventures 1.8 2.6 4.6
Total interest receivable 4.2 4.5 7.3
Net finance costs (110.5) (95.2) (194.5)
Included within rents payable (note 2) is finance lease interest payable of
£2.6m (30 September 2005: £2.1m; 31 March 2006: £4.6m).
4. Exceptional items
Six Six
months months Year
ended ended ended
30/9/06 30/9/05 31/3/06
£m £m £m
Profit on disposal of joint venture (Telereal) - (293.0) (293.0)
Goodwill impairment - 64.5 64.5
On 30 September 2005 the Group sold its interest in the Telereal joint venture
for £293.0m (net of costs), resulting in an exceptional profit of £293.0m, as
the book value of the joint venture was £nil. The tax charge arising on the
disposal was £90.0m. Where goodwill arises as a result of recognising deferred
tax on a business combination, the goodwill is written off immediately to the
income statement. The goodwill impairment arose on the acquisition of Tops
Estates PLC on 10 June 2005. Exceptional items are defined in note 1(s) of the
2006 Annual Report.
5. Income tax expense
Six Six
months months Year
ended ended ended
30/9/06 30/9/05 31/3/06
£m £m £m
Current tax
Corporation tax charge for the period 48.5 123.4 181.6
Adjustment in respect of prior years - (0.6) (14.7)
Corporation tax in respect of property disposals 10.3 10.3 38.0
Total current tax charge 58.8 133.1 204.9
Deferred tax
Origination and reversal of timing differences 15.0 21.9 34.6
Released in respect of property disposals (24.4) (17.5) (30.1)
On valuation surplus 269.0 217.7 473.9
Total deferred tax charge 259.6 222.1 478.4
Total income tax charge in the income statement 318.4 355.2 683.3
Income tax expense is recognised based on management's best estimate of the
expected tax rate for the full year. However, no account has been taken of any
reduction in the full year's rate if the Group was to convert to a REIT.
5. Income tax expense continued
Six Six
months months Year
ended ended ended
30/9/06 30/9/05 31/3/06
£m £m £m
The tax for the period is lower than the standard rate of
corporation tax in the UK (30%). The differences are explained below:
Profit on activities before taxation 1,178.2 1,184.4 2,359.2
Profit on activities multiplied by rate of corporation tax in the 353.5 355.3 707.8
UK of 30%
Effects of:
Deferred tax released in respect of property disposals (24.4) (17.5) (34.7)
Corporation tax on disposal of non-current assets - 5.9 23.0
Goodwill impairment - 19.3 19.4
Joint venture accounting adjustments (14.3) (8.0) (26.5)
Prior year corporation tax adjustments - (0.6) (14.7)
Prior year deferred tax adjustments - - 0.8
Non-allowable expenses and non-taxable items 3.6 0.8 8.2
Total income tax expense in the income statement (as above) 318.4 355.2 683.3
The calculation of the Group's tax charge and liability necessarily involves a
degree of estimation and judgement in respect of certain items whose tax
treatment cannot be finally determined until a formal resolution has been
reached with the relevant tax authorities. If all such issues are resolved in
the Group's favour, provisions established in previous periods of up to £225.0m
could be released in the future.
6. Dividends
Six Six
months months Year
ended ended ended
30/9/06 30/9/05 31/3/06
£m £m £m
Ordinary dividends paid
Final dividend for the year ended 31 March 2005 (32.85p per share) - 153.8 153.8
Interim dividend for the year ended 31 March 2006 (18.15p per - - 85.1
share)
Final dividend for the year ended 31 March 2006 (28.55p per share) 133.8 - -
133.8 153.8 238.9
The Board has proposed an interim dividend of 19.00p per share (interim dividend
for the year ended 31 March 2006: 18.15p) which will result in a further
distribution of £89.1m. It will be paid on 8 January 2007 to shareholders who
are on the register of members on 8 December 2006.
7. Earnings per share
Six Six
months months Year
ended ended ended
30/9/06 30/9/05 31/3/06
£m £m £m
Profit for the financial period 859.8 829.2 1,675.9
Revaluation surplus net of deferred taxation - Group (627.7) (508.3) (1,105.6)
(45.9) (25.1) (73.8)
- joint ventures
Non-current property disposals after current and deferred tax (47.7) (24.6) (66.5)
Goodwill impairment on Tops Estates PLC - 64.5 64.5
Deferred tax arising from capital allowances on investment 6.7 4.5 12.2
properties
Mark-to-market adjustment on interest rate swaps (net of deferred (4.3) 5.5 1.5
tax)
Eliminate effect of bond exchange de-recognition (net of deferred 6.0 9.3 19.7
tax)
Eliminate effect of debt restructuring charges (net of taxation) 4.4 - -
Deferred tax arising from capitalised interest on investment 3.4 4.4 7.2
properties
Credit arising from change in pension scheme benefits (net of - - (5.8)
deferred tax)
Profit on disposal of joint venture (net of taxation) - (203.0) (203.0)
Adjustment to restate the Group's share of Telereal's earnings from - 5.0 5.0
a distribution to an equity basis
Adjusted earnings 154.7 161.4 331.3
Six Six
months months Year
ended ended ended
30/9/06 30/9/05 31/3/06
No. m No. m No. m
Weighted average number of ordinary shares 469.5 468.1 468.5
Effect of own shares (0.3) (0.3) (0.3)
Weighted average number of ordinary shares after 469.2 467.8 468.2
adjusting for own shares
Effect of dilutive share options 1.9 2.1 1.9
Weighted average number of ordinary shares adjusted 471.1 469.9 470.1
for dilutive instruments
Six Six
months months Year
ended ended ended
30/9/06 30/9/05 31/3/06
pence pence pence
Basic earnings per share 183.25 177.26 357.95
Diluted earnings per share 182.51 176.46 356.50
Adjusted earnings per share 32.97 34.50 70.76
Adjusted diluted earnings per share 32.84 34.35 70.47
Management have chosen to disclose adjusted earnings per share in order to
provide an indication of the Group's underlying business performance.
Accordingly, it excludes the effect of all exceptional items, debt restructuring
charges, the one-off benefit from the pension scheme changes and other items of
a capital nature (excluding trading properties and long-term contract profits)
as indicated above. In addition, the deferred tax arising on capital allowances
in respect of investment properties has been eliminated as experience has shown
that these allowances are not in practice repayable. Deferred tax on capitalised
interest is also added back as this is effectively a permanent difference.
8. Net assets per share
30/9/06 30/9/05 31/3/06
£m £m £m
Net assets attributable to equity shareholders 8,191.7 6,726.4 7,493.9
Deferred tax arising on revaluation surpluses - Group 1,829.1 1,332.8 1,580.9
Deferred tax arising on revaluation surpluses - joint ventures 95.3 54.6 75.5
Deferred tax arising on revaluation surpluses - acquired 83.3 83.3 83.3
Cumulative mark-to-market adjustment on interest rate 0.6 11.5 5.4
swaps (net of deferred tax) - Group
Cumulative mark-to-market adjustment on in) - joint ventures 0.5 6.4 3.2
Deferred tax arising from capital allowances on investment 119.9 125.8 116.8
properties
Deferred tax arising from capitalised interest on investment 31.6 25.6 28.2
properties
Reverse bond exchange de-recognition adjustment (net of deferred (369.3) (385.7) (375.3)
tax)
Adjusted net assets attributable to equity shareholders 9,982.7 7,980.7 9,011.9
30/9/06 30/9/05 31/3/06
No. m No.m No. m
Number of ordinary shares 469.9 468.6 469.3
Effect of own shares (1.0) (0.3) (0.3)
Number of ordinary shares after adjusting for own shares 468.9 468.3 469.0
Effect of dilutive share options 1.8 2.4 2.1
Number of ordinary shares adjusted for dilutive instruments 470.7 470.7 471.1
30/9/06 30/9/05 31/3/06
pence pence pence
Net assets per share 1747 1435 1597
Diluted net assets per share 1740 1428 1590
Adjusted net assets per share 2129 1703 1920
Adjusted diluted net assets per share 2121 1694 1912
Adjusted net assets per share excludes the deferred tax arising on revaluation
surpluses, mark-to-market adjustments on financial instruments used for hedging
purposes and the bond exchange de-recognition adjustment as management consider
that this better represents the expected future cash flows of the Group. In
addition, the deferred tax arising on capital allowances in respect of
investment properties is excluded as experience has shown that these allowances
do not in practice crystallise. Deferred tax on capitalised interest is also
added back as this is effectively a permanent difference. The adjusted net
assets per share does not take into account management's estimate of the tax on
property disposals as referred to in note 21.
9. Non-current assets
Property Property
investment outsourcing Other
Investment properties Operating Other
and property,
Portfolio Development investment plant and
management programme Total properties equipment Total
£m £m £m £m £m £m
Net book value at 31 March 2005 7,484.5 755.6 8,240.1 546.3 57.9 8,844.3
Properties transferred from portfolio management into
the development
programme during the year (at 1 April 2005 valuation) (102.4) 102.4 - - - -
Developments completed, let and transferred from the
development
programme into portfolio management during the year 271.6 (271.6) - - - -
Property acquisitions 1,414.1 24.7 1,438.8 - - 1,438.8
Acquisitions through business combinations 592.6 - 592.6 - - 592.6
Capital expenditure 78.8 239.3 318.1 29.7 27.4 375.2
Capitalised interest - 24.5 24.5 - - 24.5
Disposals (641.8) (7.8) (649.6) (3.1) (0.5) (653.2)
Transfer to trading properties (84.7) - (84.7) - - (84.7)
Surrender premiums received (14.0) - (14.0) - - (14.0)
Depreciation (2.9) - (2.9) (11.6) (11.2) (25.7)
8,995.8 867.1 9,862.9 561.3 73.6 10,497.8
Surplus on revaluation 1,215.4 362.2 1,577.6 1.9 - 1,579.5
Net book value at 31 March 2006 10,211.2 1,229.3 11,440.5 563.2 73.6 12,077.3
Properties transferred from portfolio management into
the development
programme during the period (at 1 April 2006 valuation) (6.4) 6.4 - - - -
Developments completed, let and transferred from the
development
programme into portfolio management during the period 32.5 (32.5) - - - -
Property acquisitions 461.1 12.3 473.4 - - 473.4
Capital expenditure 35.9 148.8 184.7 24.9 9.1 218.7
Capitalised interest - 10.9 10.9 - - 10.9
Disposals (145.3) (5.3) (150.6) (6.2) - (156.8)
Surrender premiums received (1.0) - (1.0) - - (1.0)
Depreciation (1.7) - (1.7) (8.3) (7.3) (17.3)
10,586.3 1,369.9 11,956.2 573.6 75.4 12,605.2
Surplus on revaluation 648.8 247.6 896.4 0.3 - 896.7
Net book value at 30 September 2006 11,235.1 1,617.5 12,852.6 573.9 75.4 13,501.9
The following table reconciles the net book value of the investment properties
to the market value. The components of the reconciliation are included within
their relevant balance sheet headings.
Investment properties
Portfolio Development
management programme Total
£m £m £m
Net book value at 30 September 2006 11,235.1 1,617.5 12,852.6
Plus: amount included in prepayments in respect of lease incentives 87.5 24.6 112.1
Less: head leases capitalised (note 22) (64.4) (8.4) (72.8)
Plus: properties treated as finance leases 178.1 - 178.1
Market value at 30 September 2006 - Group 11,436.3 1,633.7 13,070.0
Market value at 31 March 2005- plus: share of joint 1,369.8
ventures (note 12)
Market value at 30 September 2006 - Group and share of joint 14,439.8
ventures
Net book value at 30 September 2005 9,244.9 895.5 10,140.4
Plus: amount included in prepayments in respect of lease incentives 62.0 7.6 69.6
Less: head leases capitalised (note 22) (57.3) - (57.3)
Plus: properties treated as finance leases 191.9 - 191.9
Market value at 30 September 2005 - Group 9,441.5 903.1 10,344.6
Market value at 31 March 2006 - plus: share of joint 1,149.6
ventures (note 12)
Market value at 30 September 2005 - Group and share of joint 11,494.2
ventures
Net book value at 31 March 2006 10,211.2 1,229.3 11,440.5
Plus: amount included in prepayments in respect of lease incentives 76.8 4.6 81.4
Less: head leases capitalised (note 22) (66.1) (8.5) (74.6)
Plus: properties treated as finance leases 171.7 - 171.7
Market value at 31 March 2006 - Group 10,393.6 1,225.4 11,619.0
Market value at 31 March 200 6 - plus: share of joint ventures 1,273.9
(note 12)
Market value at 31 March 2006 - Group and share of joint ventures 12,892.9
10. Net investment in finance leases
30/9/06 30/9/05 31/3/06
£m £m £m
Non-current
Finance leases - gross receivables 582.0 576.1 595.6
Unearned finance income (364.4) (387.8) (391.1)
Unguaranteed residual value 29.4 33.2 29.4
247.0 221.5 233.9
Current
Finance leases - gross receivables 14.7 13.2 14.8
Unearned finance income (10.8) (10.5) (10.6)
3.9 2.7 4.2
Total net investment in finance leases 250.9 224.2 238.1
Gross receivables from finance leases:
Not later than one year 14.7 13.2 14.8
Later than one year but not more than five 109.8 70.8 72.5
More than five years 472.2 505.4 523.1
596.7 589.4 610.4
Unearned future finance income (375.2) (398.4) (401.7)
Unguaranteed residual value 29.4 33.2 29.4
Net investment in finance leases 250.9 224.2 238.1
The Group has leased out a number of investment properties under finance leases
ranging between 15 and 100 years in duration. These are accounted for as finance
lease receivables rather than investment properties. The fair value of the
Group's finance lease receivables approximates to the carrying amount.
11. Goodwill
30/9/06 30/9/05 31/3/06
£m £m £m
At beginning of period 34.3 34.3 34.3
Arising on acquisitions during the period - 64.5 64.5
Impaired during the period - (64.5) (64.5)
At end of period 34.3 34.3 34.3
Represented by:
Gross goodwill recognised 119.2 119.2 119.2
Total accumulated impairment losses (84.9) (84.9) (84.9)
34.3 34.3 34.3
12. Investment in joint ventures
Six months ended 30/09/06 and at 30/09/06
Scottish
Retail Buchanan Martineau
Summary financial Property Metro Galleries Galleries Bullring
information of Group's Limited Shopping Limited Parc Limited Limited Bristol
share of joint ventures Partnership Fund LP Partnership Tawe Partnership Partnership Alliance Other* Telereal Total
£m £m £m £m £m £m £m £m £m £m
Income statement
Rental income 10.8 6.5 4.6 0.6 0.8 7.4 1.7 0.3 - 32.7
Service charges income 2.0 1.5 0.8 0.2 0.1 1.1 - - - 5.7
Property services - - - - - - - 1.1 - 1.1
income
Trading property sale - - - - - - - - - -
proceeds
Revenue 12.8 8.0 5.4 0.8 0.9 8.5 1.7 1.4 - 39.5
Rents payable (0.1) - - - - - - - - (0.1)
Other direct property (4.2) (2.0) (1.3) (0.2) (0.5) (2.0) (0.1) (1.8) - (12.1)
expenditure
Indirect property (1.0) (0.1) - - - (0.1) (0.1) (0.4) - (1.7)
expenditure
Cost of sales of - - - - - - - - - -
trading properties
Depreciation - - - - - - - - - -
7.5 5.9 4.1 0.6 0.4 6.4 1.5 (0.8) - 25.6
Profit on disposal of - - - - - - - - - -
non-current properties
Net surplus / (deficit) 10.2 18.4 10.8 0.5 2.5 18.7 4.4 0.2 - 65.7
on revaluation of
investment properties
Operating profit 17.7 24.3 14.9 1.1 2.9 25.1 5.9 (0.6) - 91.3
Net finance (expense) / (5.8) (4.3) (1.8) - - 0.1 0.1 (0.1) - (11.8)
income
Profit before tax 11.9 20.0 13.1 1.1 2.9 25.2 6.0 (0.7) - 79.5
Income tax (expense) / (3.1) (6.1) (3.2) (0.2) (0.8) (5.6) (1.3) (0.1) - (20.4)
credit
Profit after tax 8.8 13.9 9.9 0.9 2.1 19.6 4.7 (0.8) - 59.1
Adjustment due to net - - - - - - - - - -
liabilities
Share of profits of
joint ventures
after tax 8.8 13.9 9.9 0.9 2.1 19.6 4.7 (0.8) - 59.1
Distribution received - -
from Telereal
Balance sheet
Investment properties ** 356.0 294.7 184.7 21.9 25.4 314.4 155.6 11.4 - 1,364.1
Current assets 12.8 6.3 4.4 0.3 2.5 11.9 12.2 70.5 - 120.9
368.8 301.0 189.1 22.2 27.9 326.3 167.8 81.9 - 1,485.0
Current liabilities (14.1) (5.7) (2.1) (0.2) (0.6) (5.3) (6.5) (14.1) - (48.6)
Non-current liabilities (221.5) (184.3) - - - - (2.4) (0.3) - (408.5)
Deferred tax (17.2) (16.0) (6.5) (0.2) (2.1) (49.2) (8.2) (0.2) - (99.6)
(252.8) (206.0) (8.6) (0.4) (2.7) (54.5) (17.1) (14.6) - (556.7)
Net assets 116.0 95.0 180.5 21.8 25.2 271.8 150.7 67.3 - 928.3
Market value of
investment
properties ** 349.8 292.9 188.5 21.9 26.6 320.0 158.7 11.4 - 1,369.8
Net investment
At 1 April 2006 105.2 81.0 173.0 24.9 23.1 259.3 118.5 44.5 - 829.5
Properties contributed - - - - - - - - - -
Cash contributed - 0.8 - - - - - 21.5 - 22.3
Cost of acquisition - - - - - - - - - -
Share of post-tax 8.8 13.9 9.9 0.9 2.1 19.6 4.7 (0.8) - 59.1
results
Adjustment to restate
the Group's share of
Telereal's earnings
from an equity to a - - - - - - - - - -
distribution basis
Distributions - - (2.4) (4.0) - - - (0.5) - (6.9)
Fair value movement on
cash flow hedges
taken to equity 2.0 (0.7) - - - - - - - 1.3
Loan advances - - - - - - 29.8 2.6 - 32.4
Loan repayments - - - - - (7.1) (2.3) - - (9.4)
At 30 September 2006 116.0 95.0 180.5 21.8 25.2 271.8 150.7 67.3 - 928.3
* Other principally includes the St Davids Limited Partnership, the Ebbsfleet
Limited Partnership, the A2 Limited Partnership and Investors in the Community.
** The difference between the book value and the market value is the amount
included in prepayments in respect of lease incentives, head leases capitalised
and properties treated as finance leases.
Six months ended 30/09/05 and at 30/09/05
Scottish
Retail Buchanan Martineau
Summary financial Property Metro Galleries Galleries Bullring
information of Group's Limited Shopping Limited Parc Limited Limited Bristol
share of joint ventures Partnership Fund LP Partnership Tawe Partnership Partnership Alliance Other* Telereal Total
£m £m £m £m £m £m £m £m £m £m
Income statement
Rental income 9.3 5.1 4.2 - 0.5 6.1 1.9 0.2 - 27.3
Service charges income 3.4 1.0 1.1 - 0.2 3.3 - - - 9.0
Property services - - - - - - - - 80.8 80.8
income
Trading property sale - - - - - - - - 5.5 5.5
proceeds
Revenue 12.7 6.1 5.3 - 0.7 9.4 1.9 0.2 86.3 122.6
Rents payable (0.1) - - - - - - - (17.1) (17.2)
Other direct property (4.5) (1.2) (1.2) - (0.4) (3.2) (0.2) - - (10.7)
expenditure
Indirect property (0.4) (0.4) (0.1) - (0.1) (0.4) - - (7.6) (9.0)
expenditure
Cost of sales of - - - - - - - - (1.3) (1.3)
trading properties
Depreciation - - - - - - - - (7.1) (7.1)
7.7 4.5 4.0 - 0.2 5.8 1.7 0.2 53.2 77.3
Profit on disposal of - - - - - - - 0.2 0.9 1.1
non-current properties
Net surplus / (deficit)
on revaluation
of investment 13.1 7.4 2.5 - (0.4) 13.7 (0.4) (0.1) - 35.8
properties
Operating profit 20.8 11.9 6.5 - (0.2) 19.5 1.3 0.3 54.1 114.2
Net finance (expense) / (5.1) (4.0) (2.5) - - - - - (32.9) (44.5)
income
Profit before tax 15.7 7.9 4.0 - (0.2) 19.5 1.3 0.3 21.2 69.7
Income tax (expense) / (3.9) (2.4) (0.8) - 0.1 (4.2) 0.1 - (4.5) (15.6)
credit
Profit after tax 11.8 5.5 3.2 - (0.1) 15.3 1.4 0.3 16.7 54.1
Adjustment due to net - - - - - - - - (16.7) (16.7)
liabilities
Share of profits of
joint ventures
after tax 11.8 5.5 3.2 - (0.1) 15.3 1.4 0.3 - 37.4
Distribution received 11.7 11.7
from Telereal
Balance sheet
Investment properties ** 328.2 257.8 161.8 - 22.4 278.3 87.0 23.6 - 1,159.1
Current assets 16.0 10.1 5.2 - 2.6 9.4 7.9 1.5 - 52.7
344.2 267.9 167.0 - 25.0 287.7 94.9 25.1 - 1,211.8
Current liabilities (14.3) (9.9) (3.4) - (0.6) (4.1) (3.0) (4.9) - (40.2)
Non-current liabilities (228.5) (187.2) - - - - (2.3) - - (418.0)
Deferred tax (10.0) (5.0) 0.2 - (1.3) (38.1) (2.1) - - (56.3)
(252.8) (202.1) (3.2) - (1.9) (42.2) (7.4) (4.9) - (514.5)
Net assets 91.4 65.8 163.8 - 23.1 245.5 87.5 20.2 - 697.3
Market value of
investment properties ** 319.8 256.0 165.7 - 23.4 284.5 89.6 10.6 - 1,149.6
Net investment
At 1 April 2005 293.6 39.6 163.5 - 23.5 238.2 82.0 14.5 - 854.9
Properties contributed - - - - - - - - - -
Cash contributed - 19.8 - - - - - - - 19.8
Cost of acquisition - - - - - - - 6.7 - 6.7
Share of post-tax 11.8 5.5 3.2 - (0.1) 15.3 1.4 0.3 16.7 54.1
results
Adjustment to restate
the Group's share of
Telereal's earnings
from an equity to a - - - - - - - - (5.0) (5.0)
distribution basis
Distributions (190.1) - (2.9) - (0.9) - - (1.3) (11.7) (206.9)
Fair value movement on
cash flow hedges taken
to equity (4.0) (1.1) - - - - - - - (5.1)
Loan advances - 2.0 - - 0.6 - 7.1 - - 9.7
Loan repayments (19.9) - - - - (8.0) (3.0) - - (30.9)
At 30 September 2005 91.4 65.8 163.8 - 23.1 245.5 87.5 20.2 - 697.3
* Other principally includes the Martineau Limited Partnership, the Ebbsfleet
Limited Partnership and the A2 Limited Partnership.
** The difference between the book value and the market value is the amount
included in prepayments in respect of lease incentives, head leases capitalised
and properties treated as finance leases.
12. Investment in joint ventures continued
Year ended 31/03/06 and at 31/03/06
Scottish
Retail Buchanan Martineau
Summary financial Property Metro Galleries Galleries Bullring
information of Group's Limited Shopping Limited Parc Limited Limited Bristol
share of joint ventures Partnership Fund LP Partnership Tawe Partnership Partnership Alliance Other* Telereal Total
£m £m £m £m £m £m £m £m £m £m
Income statement
Rental income 20.8 11.8 9.1 0.5 1.3 14.6 3.5 0.5 - 62.1
Service charges income 4.8 2.3 1.5 - 0.4 2.1 - - - 11.1
Property services - - - - - - - - 80.8 80.8
income
Trading property sale - - - - - - - - 5.5 5.5
proceeds
Revenue 25.6 14.1 10.6 0.5 1.7 16.7 3.5 0.5 86.3 159.5
Rents payable - - - - (0.1) - - - (17.1) (17.2)
Other direct property (8.8) (3.2) (2.5) (0.1) (1.2) (4.0) (0.5) - - (20.3)
expenditure
Indirect property (1.0) (0.6) (0.1) - - (0.3) (0.3) - (7.6) (9.9)
expenditure
Cost of sales of - - - - - - - - (1.3) (1.3)
trading properties
Depreciation - - - - - - - (7.1) (7.1)
15.8 10.3 8.0 0.4 0.4 12.4 2.7 0.5 53.2 103.7
(Loss) / profit on - - - - - (0.2) - 0.1 0.9 0.8
disposal of non-current
properties
Net surplus / (deficit)
on revaluation of
investment properties 20.7 23.2 14.4 0.1 (0.3) 31.3 15.7 0.4 - 105.5
Operating profit 36.5 33.5 22.4 0.5 0.1 43.5 18.4 1.0 54.1 210.0
Net finance (expense) / (10.8) (9.4) (4.3) - 0.1 0.1 0.3 (0.3) (32.9) (57.2)
income
Profit before tax 25.7 24.1 18.1 0.5 0.2 43.6 18.7 0.7 21.2 152.8
Income tax (expense) / (6.5) (7.8) (4.3) - 0.1 (9.7) (4.7) (0.1) (4.5) (37.5)
credit
Profit after tax 19.2 16.3 13.8 0.5 0.3 33.9 14.0 0.6 16.7 115.3
Adjustment due to net - - - - - - - - (16.7) (16.7)
liabilities
Share of profits of
joint ventures
after tax 19.2 16.3 13.8 0.5 0.3 33.9 14.0 0.6 - 98.6
Distribution received 11.7 11.7
from Telereal
Balance sheet
Investment properties ** 345.3 275.9 173.9 21.4 22.8 297.2 120.7 11.2 - 1,268.4
Current assets 12.0 7.8 6.6 3.9 2.0 10.6 16.3 39.0 - 98.2
357.3 283.7 180.5 25.3 24.8 307.8 137.0 50.2 - 1,366.6
Current liabilities (17.7) (8.5) (4.2) (0.4) (0.4) (4.9) (9.2) (5.6) - (50.9)
Non-currentliabilities (221.2) (184.0) - - - - (2.4) - - (407.6)
Deferred tax (13.2) (10.2) (3.3) - (1.3) (43.6) (6.9) (0.1) - (78.6)
(252.1) (202.7) (7.5) (0.4) (1.7) (48.5) (18.5) (5.7) - (537.1)
Net assets 105.2 81.0 173.0 24.9 23.1 259.3 118.5 44.5 - 829.5
Market value of
investment
properties ** 339.2 274.1 177.5 21.4 23.8 303.0 123.7 11.2 - 1,273.9
Net investment
At 1 April 2005 293.6 39.6 163.5 - 23.5 238.2 82.0 14.5 - 854.9
Properties contributed - - - - - - - 6.4 - 6.4
Cash contributed - 24.7 - 24.8 - - - 0.8 - 50.3
Cost of acquisition - - - - - - - 26.5 - 26.5
Share of post-tax 19.2 16.3 13.8 0.5 0.3 33.9 14.0 0.6 16.7 115.3
results
Adjustment to restate
the Group's share of
Telereal's earnings
from an equity to a - - - - - - - - (5.0) (5.0)
distribution basis
Distributions (185.9) (1.5) (4.3) (0.4) (1.5) - - (1.3) (11.7) (206.6)
Fair value movement on
cash flow hedges
taken to equity (1.8) (0.1) - - - - - - - (1.9)
Loan advances - 2.0 - - 0.8 - 27.5 - - 30.3
Loan repayments (19.9) - - - - (12.8) (5.0) (3.0) - (40.7)
At 31 March 2006 105.2 81.0 173.0 24.9 23.1 259.3 118.5 44.5 - 829.5
* Other principally includes the Martineau Limited Partnership, the Ebbsfleet
Limited Partnership, the A2 Limited Partnership and Investors in the Community.
** The difference between the book value and the market value is the amount
included in prepayments in respect of lease incentives, head leases capitalised
and properties treated as finance leases
13. Trading properties and long-term development contracts
30/9/06 30/9/05 31/3/06
£m £m £m
Trading properties 140.0 132.2 163.5
Amount recoverable under long-term development contracts less 16.9 88.0 92.4
payments on account
156.9 220.2 255.9
The amounts for contracts in progress at the balance sheet date
are as follows:
Contract revenue recognised as revenue in the period 29.5 101.7 174.1
Contract costs incurred and recognised profits (less recognised 448.1 353.0 414.0
losses) to date
Advances received (440.9) (278.7) (339.0)
7.2 74.3 75.0
Plus: gross amount due to customers for contract work (included in 9.7 13.7 17.4
accruals and deferred income)
Gross amount due from customers for contract work 16.9 88.0 92.4
14. Trade and other receivables
30/9/06 30/9/05 31/3/06
£m £m £m
Trade receivables - property investment 60.2 35.5 27.1
Trade receivables - property outsourcing 94.4 98.7 107.4
Property sales receivables 6.4 3.2 145.2
Other receivables 93.2 61.6 61.4
Prepayments and accrued income 319.8 207.6 233.6
Finance leases receivable within one year (note 10) 3.9 2.7 4.2
577.9 409.3 578.9
Trade receivables are net of provisions for doubtful debts of £17.3m (30
September 2005: £9.8m; 31 March 2006: £12.6m).
15. Cash and cash equivalents
30/9/06 30/9/05 31/3/06
£m £m £m
Cash at bank and in hand 15.5 20.0 5.1
Short-term deposits 9.7 8.2 10.5
25.2 28.2 15.6
The effective interest rate on short-term deposits was 4.4% (30 September 2005:
4.6%; 31 March 2006: 4.6%) and the deposits have an average maturity of 3 days
(30 September 2005: 3 days; 31 March 2006: 2 days).
16. Short-term borrowings and overdrafts
30/9/06 30/9/05 31/3/06
£m £m £m
Borrowings falling due within one year (note 19) 327.2 76.3 59.2
Bond exchange de-recognition adjustment falling due within (12.5) (21.8) (15.6)
one year (note 19)
Amounts payable under finance leases falling due within one 2.1 0.9 3.1
year (notes 19 and 22)
316.8 55.4 46.7
17. Trade and other payables
30/9/06 30/9/05 31/3/06
£m £m £m
Trade payables 29.8 39.5 42.9
Capital payables 75.8 119.4 85.2
Other payables 68.9 37.1 28.2
Accruals and deferred income 456.1 363.0 428.7
630.6 559.0 585.0
Capital payables represent amounts due under contracts to purchase properties,
which were unconditionally exchanged at the period end, and for work completed
on investment properties but not paid for at the financial period end. Deferred
income principally relates to rents received in advance.
18. Provisions
Onerous
Dilapidations leases Other Total
£m £m £m £m
At 1 April 2005 22.7 - 19.3 42.0
Charged to income statement for year 1.9 25.0 8.9 35.8
Utilised in year (1.5) (5.2) (12.9) (19.6)
At 31 March 2006 23.1 19.8 15.3 58.2
Charged to income statement for period 0.1 0.5 5.9 6.5
Utilised in period (5.0) (2.4) - (7.4)
At 30 September 2006 18.2 17.9 21.2 57.3
19. Borrowings
30/9/06 30/9/05 31/3/06
£m £m £m
Unsecured
Amounts payable under finance leases (note 22) 72.8 57.3 74.6
Acquisition loan notes 2015 120.7 129.8 122.8
Money market borrowings 135.2 70.4 43.6
328.7 257.5 241.0
Secured
5.016 percent Notes due 2007 181.7 181.6 181.6
4.625 percent Notes due 2013 299.5 - 299.5
5.292 percent Notes due 2015 390.6 392.4 390.6
4.875 percent Notes due 2019 395.5 - 395.4
5.425 percent Notes due 2022 254.4 256.3 254.3
4.875 percent Notes due 2023 296.8 - -
5.391 percent Notes due 2026 209.7 209.6 209.7
5.391 percent Notes due 2027 608.3 610.5 608.2
5.376 percent Notes due 2029 316.2 316.1 316.2
5.396 percent Notes due 2032 320.9 321.3 320.9
Bank facility due 2010 15.4 - 15.4
Syndicated bank debt 800.0 848.2 748.4
DWP term loan 235.0 251.4 248.8
4,324.0 3,387.4 3,989.0
4,652.7 3,644.9 4,230.0
Bond exchange de-recognition adjustment (527.6) (551.0) (536.2)
Fair value of interest rate swaps - qualifying hedges 1.7 7.4 4.3
Fair value of interest rate swaps - non-qualifying hedges (0.8) 9.1 3.4
Total borrowings 4,126.0 3,110.4 3,701.5
Less: borrowings falling due within one year (note 16) (327.2) (76.3) (59.2)
Plus: bond exchange de-recognition falling due within one year (note 16) 12.5 21.8 15.6
Less: amounts payable under finance leases falling due within one year (2.1) (0.9) (3.1)
(notes 16 and 22)
Falling due after one year 3,809.2 3,055.0 3,654.8
All borrowings are denominated in Sterling.
On 3 November 2004 a debt refinancing was completed resulting in the Group
exchanging all of its outstanding bond and debenture debt for new Notes. The new
Notes do not meet the IAS 39 requirement to be substantially different from the
debt that it replaced. Consequently the book value of the new Notes is reduced
to the book value of the original debt ('the bond exchange de-recognition
adjustment'). The adjustment will be amortised to zero over the life of the new
Notes.
The Notes and the committed bank facilities are secured on a fixed and floating
pool of assets ('the Security Group'). This grants the Group's investors
security over a pool of investment properties valued at £10.9bn at 30 September
2006 (30 September 2005: £8.8bn; 31 March 2006: £9.4bn). The secured debt
structure has a tiered covenant regime which gives the Group substantial
operational flexibility when the loan to value and interest cover ratio in the
Security Group are less than 65% and more than 1.45 times respectively. If these
limits are exceeded, operational restrictions increase significantly and could
act as an incentive to reduce gearing.
The acquisition loan notes were issued by Retail Property Holdings Trust
Limited, a subsidiary of the Group, as partial consideration for the purchase of
Tops Estates PLC and the LxB portfolio. The notes are unsecured, however they
have the benefit of a commercial bank guarantee. Interest is calculated with
reference to six month LIBOR.
The DWP term loan is a syndicated term loan due to expire in December 2017 and
is secured on the freehold and long leasehold properties acquired from the
Department of Work and Pensions. The carrying amount of the properties concerned
was £391.8m at 30 September 2006 (30 September 2005: £386.4m; 31 March 2006:
£388.1m).
The Group had interest rate swaps outstanding with a notional principal of
£805.0m (30 September 2005: £390.0m; 31 March 2006: £615.0m) which do not
qualify for hedge accounting and which terminate over the period 2007 to 2011.
The contracts have fixed interest payments at an average rate of 4.9% and have
floating interest receipts at LIBOR.
In addition, there were interest rate swaps outstanding with a notional
principal of £243.2m (30 September 2005: £235.6m; 31 March 2006: £243.2m) which
qualify for hedge accounting and which terminate over the period 2009 to 2017.
The contracts have fixed interest payments at an average rate of 5.1% and have
floating interest receipts at LIBOR.
The fair value of interest rate swaps is based on the market price of comparable
instruments at the balance sheet date. The fair values of short-term deposits,
loans and overdrafts are assumed to approximate to their book values, as are the
values of longer-term, floating rate bank loans. The Group's Notes are listed on
the Irish Stock Exchange and their fair values are based on their respective
market prices.
Borrowings Undrawn committed facilities
30/9/06 30/9/05 31/3/06 30/9/06 30/9/05 31/3/06
£m £m £m £m £m £m
The maturity profiles of the Group's
borrowings and the expiry periods of its
undrawn committed borrowing facilities
are:
One year or less, or on demand 316.8 55.4 46.7 - - -
More than one year but no more than two 14.1 180.5 185.7 - - -
years
More than two years but no more than five 819.0 861.8 780.8 702.0 1,150.0 1,252.0
years
More than five years 2,976.1 2,012.7 2,688.3 - - -
4,126.0 3,110.4 3,701.5 702.0 1,150.0 1,252.0
30/9/06 30/9/05 31/3/06
£m £m £m
The fair value of the Group's borrowings
are:
Book value 4,126.0 3,110.4 3,701.5
Fair value 4,782.2 3,808.2 4,426.0
Excess of fair value over book value (656.2) (697.8) (724.5)
Of the excess of fair value over book value, £527.6m (30 September 2005:
£551.0m; 31 March 2006: £536.2m) is the bond exchange de-recognition adjustment.
20. Pension benefits
30/9/06 30/9/05 31/3/06
Analysis of the movement in the balance sheet deficit £m £m £m
At beginning of period 6.5 10.9 10.9
Charge / (credit) to operating profit 1.7 2.0 (4.4)
Expected return on plan assets (4.4) (3.9) (7.3)
Interest on schemes liabilities 3.8 3.7 7.2
Employer contributions (1.6) (2.6) (4.9)
Actuarial losses / (gains) 3.5 (5.2) 5.0
At end of period 9.5 4.9 6.5
21. Deferred taxation
Accelerated
tax Capitalised Revaluation
depreciation interest surplus Other Total
Deferred tax liabilities £m £m £m £m £m
At 1 April 2005 (135.6) (28.9) (1,136.9) (158.7) (1,460.1)
Net (charge) / credit to income statement for the (20.4) (8.9) (473.9) 8.1 (495.1)
year
Released in respect of property disposals during 17.8 11.3 10.9 (4.6) 35.4
the year
Deferred tax on acquisition of a company (9.7) - (64.3) 0.5 (73.5)
At 31 March 2006 (147.9) (26.5) (1,664.2) (154.7) (1,993.3)
Net (charge) / credit to income statement for the (9.2) (3.6) (269.0) 3.1 (278.7)
period
Released in respect of property disposals during 3.6 - 20.8 - 24.4
the period
Deferred tax on acquisition of a company - - - (0.3) (0.3)
At 30 September 2006 (153.5) (30.1) (1,912.4) (151.9) (2,247.9)
Pension
Tax losses Hedges deficit Other Total
£m £m £m £m £m
Deferred tax assets
At 1 April 2005 37.8 1.0 3.3 - 42.1
Net (charge) / credit to income statement for the (20.3) 0.7 (2.8) 9.0 (13.4)
year
Released in respect of property disposals during (5.3) - - - (5.3)
the year
Charged to equity - 0.6 1.5 - 2.1
At 31 March 2006 12.2 2.3 2.0 9.0 25.5
Net charge to income statement for the period (3.6) (1.3) (0.4) - (5.3)
Released in respect of property disposals during - - - - -
the period
Charged to equity - (0.7) 1.0 - 0.3
At 30 September 2006 8.6 0.3 2.6 9.0 20.5
30/9/06 30/9/05 31/3/06
Deferred tax is provided as follows: £m £m £m
Excess of capital allowances over depreciation - investment properties 119.9 125.8 116.8
Excess of capital allowances over d atio - operating 33.6 26.0 31.1
properties
Capitalised interest - investment properties 27.3 21.3 23.9
Capitalised interest - operating and trading properties 2.8 1.0 2.6
Revaluation surpluses - own 1,829.1 1,332.8 1,580.9
Revaluation surpluses - acquired 83.3 83.3 83.3
Tax losses (8.6) (23.1) (12.2)
Other differences 140.0 146.5 141.4
Total deferred tax 2,227.4 1,713.6 1,967.8
Tax on capital gains that would become payable by the Group if it were to
dispose of all of its investment
properties at the amount stated in the balance sheet 1,196.8 773.1 991.2
Potential reduction in tax on contingent capital gains if properties were (25.1) (31.6) (28.3)
sold within their owning companies
Tax on contingent capital gains assuming no further mitigation 1,171.7 741.5 962.9
It has not been possible to determine the amounts that will crystallise within
one year as required by IFRS as it is not possible to determine which
properties, if any, will be sold in the next financial period.
It is the current intention of the Group to hold investment assets for the
long-term and the deferred tax provision has been calculated on this basis.
22. Obligations under finance leases
30/9/06 30/9/05 31/3/06
£m £m £m
The minimum lease payments under finance leases fall due as follows:
Not later than one year 7.0 5.3 7.2
Later than one year but not more than five 27.2 19.5 27.7
More than five years 432.6 454.9 438.4
466.8 479.7 473.3
Future finance charges on finance leases (394.0) (422.4) (398.7)
Present value of finance lease liabilities (notes 9 and 19) 72.8 57.3 74.6
The present value of finance lease liabilities is as follows:
Not later than one year (notes 16 and 19) 2.1 0.9 3.1
Later than one year but not more than five 8.8 2.8 5.6
More than five years 61.9 53.6 65.9
72.8 57.3 74.6
The fair value of the Group's lease obligations, using a discounting rate of
5.5%, is £90.6m (30 September 2005: £77.7m; 31 March 2006: £92.7m).
23. Total shareholders' equity
Ordinary Own Share- Capital
based Share redemption Retained
shares shares payments premium reserve earnings* Total
£m £m £m £m £m £m £m
At 1 April 2005 46.8 (2.1) 3.3 31.4 30.5 5,940.4 6,050.3
Exercise of options 0.1 - - 6.5 - - 6.6
Fair value movement on - - - - - (3.7) (3.7)
cash flow hedges - Group
Fair value movemes - joint - - - - - (5.1) (5.1)
ventures
Fair value of share-based - - 1.2 - - - 1.2
payments
Own shares acquired - (1.9) - - - - (1.9)
Actuarial gains on defined - - - - - 3.6 3.6
benefit
pension schemes
Dividend paid (note 6) - - - - - (153.8) (153.8)
Profit for the financial period - - - - - 829.2 829.2
At 30 September 2005 46.9 (4.0) 4.5 37.9 30.5 6,610.6 6,726.4
Exercise of options - - - 5.3 - - 5.3
Fair value movement on - - - - - 2.1 2.1
cash flow hedges - Group
Fair value movement - joint - - - - - 3.2 3.2
ventures
Fair value of share-based - - 2.4 - - - 2.4
payments
Cost of shares awarded to - 0.6 (0.6) - - - -
employees
Actuarial losses on defined - - - - - (7.1) (7.1)
benefit
pension schemes
Dividend paid (note 6) - - - - - (85.1) (85.1)
Profit for the financial period - - - - - 846.7 846.7
At 31 March 2006 46.9 (3.4) 6.3 43.2 30.5 7,370.4 7,493.9
Exercise of options 0.1 - - 4.7 - - 4.8
Fair value movement - - - - - 1.9 1.9
on cash flow hedges - Group
Fair value movement - joint - - - - - 1.3 1.3
ventures
Fair value of share-based - - 2.6 - - - 2.6
payments
Own shares acquired - (15.2) - - - (21.1) (36.3)
Actuarial losses on defined - - - - - (2.5) (2.5)
benefit
pension schemes
Dividend paid (note 6) - - - - - (133.8) (133.8)
Profit for the financial period - - - - - 859.8 859.8
At 30 September 2006 47.0 (18.6) 8.9 47.9 30.5 8,076.0 8,191.7
* Included within retained earnings is £0.3m (30 September 2005: £nil; 31 March
2006: £3.5m) of losses in respect of cash flow hedges.
Own shares represents the cost of shares purchased in Land Securities Group PLC
by the Employee Share Ownership Plan ('ESOP') which is operated by the Group in
respect of its commitment to the Deferred Bonus scheme. The number of shares
held by the ESOP at 30 September 2006 was 961,057 (30 September 2005: 296,101;
31 March 2006: 292,703).
In addition, the Group has acquired shares in Land Securities Group PLC to be
held in treasury.
24. Cash flow from operating activities before tax
Reconciliation of profit to net cash inflow from operating activities:
30/9/06 30/9/05 31/3/06
£m £m £m
Cash generated from operations
Profit for the financial period 859.8 829.2 1,675.9
Income tax expense 318.4 355.2 683.3
Profit before tax 1,178.2 1,184.4 2,359.2
Distribution received from joint venture (Telereal) - (11.7) (11.7)
Share of the profits of joint ventures (post-tax) (59.1) (37.4) (98.6)
1,119.1 1,135.3 2,248.9
Interest income (4.2) (4.5) (7.3)
Interest expense 114.7 99.7 201.8
Operating profit 1,229.6 1,230.5 2,443.4
Adjustments for:
Depreciation 17.3 13.8 25.7
Profit on disposal of non-current properties (33.6) (16.3) (74.5)
Profit on disposal of joint venture (Telereal) - (293.0) (293.0)
Net surplus on revaluation of investment properties (896.7) (726.0) (1,579.5)
Goodwill impairment - 64.5 64.5
Pension scheme charge / (credit) 1.7 2.0 (4.4)
Changes in working capital:
Decrease / (increase) in trading properties and long-term development 100.0 (37.6) (2.1)
contracts
(Increase) / decrease in receivables (135.7) 45.9 23.0
Increase / (decrease) in payables 52.7 (39.3) (11.6)
Net cash generated from operations 335.3 244.5 591.5
Independent review report to Land Securities Group PLC
Introduction
We have been instructed by the company to review the financial information for
the six months ended 30 September 2006 which comprises the consolidated interim
balance sheet as at 30 September 2006 and the related consolidated interim
statements of income, cash flows and recognised income and expense for the six
months then ended and related notes. We have read the other information
contained in the interim report and considered whether it contains any apparent
misstatements or material inconsistencies with the financial information.
Directors' responsibilities
The interim report, including the financial information contained therein, is
the responsibility of and has been approved by the directors. The Listing Rules
of the Financial Services Authority require that the accounting policies and
presentation applied to the interim figures should be consistent with those
applied in preparing the preceding annual accounts except where any changes, and
the reasons for them, are disclosed.
This interim report has been prepared in accordance with the basis set out in
Note 1.
Review work performed
We conducted our review in accordance with guidance contained in Bulletin 1999/4
issued by the Auditing Practices Board for use in the United Kingdom. A review
consists principally of making enquiries of group management and applying
analytical procedures to the financial information and underlying financial data
and, based thereon, assessing whether the disclosed accounting policies have
been applied. A review excludes audit procedures such as tests of controls and
verification of assets, liabilities and transactions. It is substantially less
in scope than an audit and therefore provides a lower level of assurance.
Accordingly we do not express an audit opinion on the financial information.
This report, including the conclusion, has been prepared for and only for the
company for the purpose of the Listing Rules of the Financial Services Authority
and for no other purpose. We do not, in producing this report, accept or assume
responsibility for any other purpose or to any other person to whom this report
is shown or into whose hands it may come save where expressly agreed by our
prior consent in writing.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 September 2006.
PricewaterhouseCoopers LLP
Chartered Accountants
London
15 November 2006
Notes:
(a) The maintenance and integrity of the Land Securities Group PLC web site is
the responsibility of the directors; the work carried out by the auditors does
not involve consideration of these matters and, accordingly, the auditors accept
no responsibility for any changes that may have occurred to the interim report
since it was initially presented on the web site.
(b) Legislation in the United Kingdom governing the preparation and
dissemination of financial information may differ from legislation in other
jurisdictions.
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