Final Results
Issued for immediate release: 6 March 2008
PRELIMINARY RESULTS ANNOUNCEMENT FOR THE YEAR TO 31 DECEMBER 2007
SEGRO, the leading European provider of flexible business space, announces its
Preliminary Results for the year ended 31 December 2007.
Highlights
----------
· Strong underlying profit performance - adjusted profit before tax
increased by 7.7 per cent to £153.7m (2006: £142.7m), comprising profit
from both continuing operations (£131.3m) plus discontinued operations
(£22.4m). Profit before tax reported under IFRS was £242.9m
(2006: £690.1m).
· Adjusted diluted NAV per share was down 9.2 per cent at 704p (down 13.2
per cent since June 2007), NAV per share was down 3.9 per cent at 690p.
These reflected property valuation reductions including a 9.5% market-
driven year on year UK deficit, positively countered by a surplus of 6.2%
in Continental Europe. H1 2007 property gains of 3.1 per cent (UK: 2.1 per
cent; Continental Europe: 9.1 per cent) were offset by a second half
deficit of 9.1 per cent (UK: 11.3 per cent; Continental Europe 0.2 per cent
gain).
· Very strong lettings achieved in the UK with a record 298,000 sq m of
space let (up 62 per cent) and overall vacancy reduced from 11.6 per cent
to 10.8 per cent (8.5 per cent underlying).
· Excellent progress in Continental Europe with £425m (€621m) of
attractive acquisitions and development expenditure of £112m (€164m). Very
good letting figures of 298,000 sq m (up 76 per cent) and a vacancy rate of
5.9 per cent at year end (down from 8.7 per cent).
· Successful and well-timed exit from the USA realising a pre-tax gain on
sale of £437m and enabling the payment of a £250m special dividend (53
pence per share) in August 2007.
· Adjusted diluted earnings per share up 28.3 per cent at 32.2p (2006:
25.1p) with a basic unadjusted loss per share of 16.4p (2006: 201.8p
earnings per share).
· Final dividend per share of 14.7p, making a total dividend of 23p per
share, up 21 per cent over 2006 and assisted by the Group's REIT conversion
on 1 January 2007.
· Strong balance sheet and resilient business model with a year end
adjusted debt to equity ratio of 56 per cent, a loan to value ratio of 34
per cent, average debt maturity of 10.5 years and available funds of
£1.1bn.
Ian Coull, Chief Executive commented:
"2007 was a transformational year for SEGRO, in which we became a UK REIT,
achieved critical mass in Continental Europe, delivered a timely and well
executed disposal of our US business and divested the power station in Slough.
We produced excellent profits, underpinned by our customer focus and our core
skills in asset management and development.
Looking forward, we expect the continuing weakness in the credit and real estate
investment markets to maintain downward pressure on UK commercial property
values during the first half of the year. However, occupier demand across all
our key markets continues to hold up well and, with a strong balance sheet -
£1.1 billion of available facilities - a focused business model and a broad
diversity of customers, SEGRO is well placed to take advantage of the
opportunities and to face the challenges that lie ahead".
SUMMARY FINANCIAL STATEMENT TABLES
----------------------------------
INCOME STATEMENT
Continuing Operations 2007 2006
Net rental income(1) (£m) 204.8 188.8
Property (losses)/gains (£m) (382.2) 397.5
(Loss)/profit before taxation (£m) (246.5) 505.5
Adjusted profit before taxation(2) (£m) 131.3 99.6
Underlying tax rate(4) (%) 1.4 14.0
Continuing and Discontinued Operations
Profit before taxation (£m) 242.9 690.1
Adjusted profit before taxation(2) (£m) 153.7 142.7
Basic (loss)/earnings per share (p) (16.4) 201.8
Adjusted diluted earnings per share(3) (p) 32.2 25.1
Total dividend for the year (p) 23.0 19.0
Total return(9) (%) 0.7 19.2
BALANCE SHEET 31 December 31 December
2007 2006
Total properties, including share of Joint Ventures (£m) 5,182.6 6,079.8
Net assets excluding minority interests (£m) 2,989.0 3,372.7
Adjusted net assets(5) (£m) 3,056.0 3,648.8
Net assets per share (p) 690 718
Adjusted diluted net assets per share(6) (p) 704 775
Net debt (£m) 1,701.1 2,223.4
Debt to equity(7) (%) 55.7 60.9
Loan to value(8) (%) 34.0 38.0
1. Including rental income on trading properties.
2. Profit before tax adjusted for EPRA and exceptional items.
3. Earnings per share based on adjusted profit before tax and reflecting the
dilutive effects shares held by the ESOP trust.
4. Tax charge, excluding deferred tax on valuation movements, as a percentage
of adjusted profit before tax.
5. Shareholders' funds adjusted to add back deferred tax associated with
investment properties.
6. NAV per share adjusted to add back deferred tax associated with investment
and development properties and to reflect the dilution caused by shares
held in the ESOP.
7. Net debt as a percentage of net assets adjusted to add back deferred tax
associated with investment and development properties.
8. Net debt as a percentage of the total property portfolio excluding joint
ventures.
9. Adjusted NAV growth plus dividends paid in the period and after adding back
the SIIC conversion charge of £13.9 million (2006 restated to add back the
REIT conversion charge of £81.9 million).
SEGRO plc The Maitland Consultancy
Michael Waring Colin Browne
Tel: +44 (0)7775 788 628 Tel: +44 (0)20 7379 5151
About SEGRO SEGRO is the leading provider of Flexible Business Space in Europe.
Headquartered in the UK, SEGRO is listed on the London Stock Exchange and on
Euronext in Paris. The company is a UK Real Estate Investment Trust ("REIT")
with operations in ten countries (it completed the exit from its US business in
August 2007), serving a diversified customer base of over 1,600 customers
operating in a wide range of sectors, representing both small and large
businesses, from start ups to global corporations. With property assets of £5.2
billion (including trading properties and development assets) and around 4.7.
million sq m of business space, SEGRO has an annual rental income in excess of
£249 million. www.segro.com
SEGRO PLC - 2007 PRELIMINARY RESULTS DETAIL
-------------------------------------------
SUMMARY DATA TABLES: THE INVESTMENT PORTFOLIO - Completed Investment Properties
Rental Data*
Lettable % of Passing Market Gross Net Vacancy
space at (sq m) rent at rental rental rental Rate by
31.12.07 Total 31.12.07 value income income Space
(ERV) at for 2007 for 2007
31.12.07
(000's sqm) (£m) (£m) (£m) (£m) %
UK
- by asset type
Industrial 2,330.6 56.3 146.8 180.0 167.8 133.8 10.7
Offices 193.2 4.7 26.2 36.5 32.4 22.0 12.3
Retail 55.2 1.3 11.8 13.4 12.2 10.4 0.1
Total UK 2,579.0 62.3 184.8 229.9 212.4 166.2 10.8
Continental Europe
- by asset type
Industrial 1,450.1 35.0 53.2 62.5 32.0 26.3 5.1
Offices 85.4 2.1 9.8 12.1 9.3 7.6 20.1
Retail 23.0 0.6 1.7 1.9 1.4 1.1 0.0
Total Continental Europe 1,558.5 37.7 64.7 76.5 42.7 35.0 5.9
Continental Europe
- by country
France 473.5 11.4 19.8 18.9 13.4 11.4 3.9
Germany 530.1 12.8 17.0 23.5 10.0 8.0 3.5
Belgium 166.4 4.0 13.3 17.8 12.4 10.0 19.0
Netherlands 88.0 2.1 3.9 4.2 2.0 1.6 1.0
Italy 68.4 1.7 4.9 4.9 1.8 1.6 0.0
Spain 2.0 0.0 0.1 0.1 0.0 0.0 0.0
Central Europe 230.1 5.6 5.7 7.1 3.1 2.4 9.9
Total 1,558.5 37.7 64.7 76.5 42.7 35.0 5.9
Industrial 3,780.7 91.4 200.0 242.5 199.8 159.8 8.6
Offices 278.6 6.7 36.0 48.6 41.7 29.8 14.7
Retail 78.2 1.9 13.5 15.3 13.6 11.6 0.1
Group Total 4,137.5 100.0 249.5 306.4 255.1 201.2 8.9
Valuation Data*
Valuation Valuation Valuation Valuation Initial Equivalent
31.12.07 % of total surplus/ surplus/ Yield yield
(deficit) (deficit)
(£m) (£m) % % %
UK
- by asset type
Industrial 2,666.4 60.7 (292.3) (9.9) 5.5 6.1
Offices 561.7 12.8 (48.1) (7.9) 4.7 6.2
Retail 227.5 5.2 (21.4) (8.6) 5.2 5.5
Total UK 3,455.6 78.7 (361.8) (9.5) 5.3 6.1
Continental Europe
- by asset type
Industrial 747.8 17.1 38.5 5.4 7.0
Offices 163.7 3.7 13.8 9.2 6.0
Retail 21.0 0.5 2.0 10.5 8.1
Total Continental Europe 932.5 21.3 54.3 6.2 6.9 7.0
Continental Europe
- by country
France 284.0 6.5 14.5 5.4 7.0 7.1
Germany 220.2 5.0 8.3 3.9 6.7 7.5
Belgium 209.9 4.8 11.4 5.7 6.3 6.7
Netherlands 50.6 1.2 0.4 0.8 7.7 6.9
Italy 67.8 1.5 0.0 0.0 7.2 6.3
Spain 1.1 0.0 0.0 0.0 8.2 6.5
Central Europe 98.9 2.3 19.7 24.9 5.8 6.9
Total 932.5 21.3 54.3 6.2 6.9 7.0
Industrial 3,414.2 77.8 (253.8) (6.9) 5.8
Offices 725.4 16.5 (34.3) (4.5) 5.0
Retail 248.5 5.7 (19.4) (7.2) 5.4
Group Total 4,388.1(1) 100.0 (307.5) (6.5) 5.7 6.3
* Including the Group's share of joint ventures' properties. Excluding land
held for investment and properties in the course of construction.
(1) A reconciliation to total properties as per the balance sheet is included
within note 6 of the attached financial statements.
REVERSIONARY POTENTIAL as at 31 December 2007
---------------------------------------------
Passing rent subject to Reversion to ERV on ERV of vacant
rent review in
2008 2009 2010 Occupied properties properties
(£m) (£m) (£m) (£m) (£m)
UK
- Industrial 21.5 19.0 26.1 3.0 21.3
- Offices 2.6 3.2 4.4 (0.8) 4.2
- Retail 4.6 0.1 0.5 1.3 -
Continental Europe - - - 6.0 5.8
Total 28.7 22.3 31.0 9.5 31.3
LETTINGS ANALYSIS
-----------------
Area 000's sq m Rent(1) pa (£m)
Lettings Space Returned Lettings Space
Returned
2007 2006 2007 2006 2007 2007
UK - Lettings of new developments 88 38
UK - Existing vacant 148 129
UK- Licenses 62 17
Total UK 298 184 217 169 25.5 14.7
Continental Europe 298 169 69 86 9.9 3.2
Total Group 596 353 286 255 35.4 17.9
(1) Annualised rent, after the expiry of any rent free periods.
VACANCY ANALYSIS
----------------
31 December 31 December
2007 2006
(%) (%)
UK 10.8 11.6
Continental Europe 5.9 8.7
Group Total 8.9 10.9
Analysis of Underlying UK Vacancy
Recent acquisitions (less than 18 months) 0.0 2.5
Completed development sites (less than 18 months) 2.3 1.1
Underlying UK vacancy 8.5 8.0
Total UK 10.8 11.6
Lease expiries & customers
--------------------------
Investment properties only Average Passing rent Passing rent
lease (at 31.12.07) of subject
Length leases which to
to expire in: breaks:
Number of Break Expiry 2008 2009 2010 2008 2009 2010
customers (Years) (Years) (£m) (£m) (£m) (£m) (£m) (£m)
UK
- Industrial/Warehousing 1,251 6.1 8.5 7.7 10.5 10.7 11.1 11.1 8.3
- Offices 122 5.7 8.7 0.4 0.8 0.4 2.9 0.8 1.9
- Retail 96 9.1 9.2 - - - 0.1 - -
Total UK 1,469 6.3 8.6 8.1 11.3 11.1 14.1 11.9 10.2
Continental Europe 205 5.9 8.4 6.3 1.6 1.8 2.6 5.9 5.2
Group Total 1,674 6.4 8.6 14.4 12.9 12.9 16.7 17.8 15.4
DEVELOPMENT PIPELINE SUMMARY*
-----------------------------
Group Total Construction Potential Potential Potential starts Total
in progress starts starts in 2010 & beyond programme
in 2008 2009
Land area ha 59 126 123 226 534
Space:
Logistics warehousing 000's sq m 147 285 296 564 1,292
Other industrial 000's sq m 100 127 172 286 685
Offices 000's sq m 58 52 79 316 505
Retail 000's sq m 2 2 4 - 8
Total 000's sq m 307 466 551 1,166 2,490
Investment properties % 72 73 72 68 72
Trading properties % 28 27 19 32 28
Pre-Let % 37 11 - - 7
Planning status
- fully approved % 100 26 16 7 24
- zoned/outline approval % - 58 72 75 62
Rental value when completed £m 23 31 39 99 192
Current valuation £m 166 115 130 251 662
Forecast future costs to completion £m 135 308 352 896 1,691
UK
Land area ha 11 50 24 65 150
Space:
Logistics warehousing 000's sq m 0 14 28 10 52
Other industrial 000's sq m 41 55 54 158 308
Offices 000's sq m 11 42 24 174 251
Retail 000's sq m 2 2 4 - 8
Total 000's sq m 54 113 110 342 619
Investment properties % 95 100 100 100 100
Trading properties % 5 - - - -
Pre-Let % 64 26 - - 10
Planning status
- fully approved % 100 53 14 17 30
- zoned/outline approval % - 15 58 62 48
Rental value when completed £m 8 17 16 54 95
Current valuation £m 65 78 73 168 384
Forecast future costs to completion £m 53 182 140 460 835
Continental Europe
Land area ha 48 76 99 161 384
Space:
Logistics warehousing 000's sq m 147 271 268 554 1,240
Other industrial 000's sq m 59 72 118 128 377
Offices 000's sq m 47 10 55 142 254
Retail 000's sq m - - - - -
Total 000's sq m 253 353 441 824 1,871
Investment properties % 67 64 76 55 63
Trading properties % 33 36 24 45 37
Pre-Let % 31 7 - - 6
Planning status
- fully approved % 100 17 17 4 22
- zoned/outline approval % 0 72 75 80 67
Rental value when completed £m 15 14 23 45 97
Current valuation £m 101 37 57 83 278
Forecast future costs to completion £m 82 126 212 436 856
* Including the Group's share of joint ventures' properties
Further details of the investment portfolio and the development pipeline will be
published on the Investors Relations section of our website http://www.segro.com.
All amounts are indicative only and are liable to change. Certain properties
included above are currently income producing and are expected to be
redeveloped; such properties have a current book value of £119 million and
produce current rental income of approximately £8 million per annum.
OPERATING REVIEW
----------------
Overview of 2007
2007 was a transformational year for SEGRO, in which we became a UK REIT,
achieved critical mass in Continental Europe, delivered a timely and well
executed disposal of our US business and divested the power station in Slough.
The US sale enabled us to return £250 million to shareholders in the form of a
special dividend (accompanied by a share consolidation), and provided funds to
finance the Group's future growth and development. Once again we have produced
excellent profits underpinned by our customer focus and our core skills in asset
management and development.
Adjusted profit before tax increased by 7.7 per cent to £153.7 million (2006:
£142.7 million) comprising profit from both continuing operations (£131.3
million) plus discontinued operations (£22.4 million). This increase was driven
by a strong contribution from acquisitions, rental income from the letting of
existing properties and new developments, trading property disposal profits and
from other income. The positive impact of REIT and SIIC status were the main
drivers of the reduction in our effective tax rate from 14.0 per cent in 2006 to
1.4 per cent in 2007.
We have made excellent progress in the growth of our Continental European
business with £425.2 million (€620.8 million) of attractive acquisitions (at an
average initial yield of approximately 7 per cent) and with development
expenditure of £112.4 million (€164.1 million). Our acquisitions enabled us to
establish a presence in new markets, such as Lyon and Milan and strengthen our
position in existing markets, such as Frankfurt, or with key customers (eg DHL).
All of these acquisitions offer opportunities to enhance the initial yield
through further development or asset management. Good occupier demand for our
existing buildings and for newly completed developments enabled us to achieve
very strong letting figures of 298,000 sq m (up 76 per cent on 2006) on the
Continent. In addition, 104,000 sq m of the current construction in progress and
potential 2008 development starts are already pre-let. The vacancy rate of 5.9
per cent at year end is down significantly on the 8.7 per cent reported last
year end.
Very strong lettings were also achieved in the UK with a record 298,000 sq m of
space taken up by customers, some 62 per cent ahead of the level achieved in
2006 and helped by the delivery and take up of a number of well timed and
located development completions. £7.9 million of additional annualised income
from developments came on stream during 2007. Overall UK vacancy reduced from
11.6 per cent to 10.8 per cent (8.5 per cent underlying) by 31 December 2007
with good levels of customer enquiries continuing into the New Year. We made
only a few, very carefully selected acquisitions in the UK in 2007, focusing on
exceptional opportunities to complement existing holdings in key locations.
Meanwhile, we generated some £232.8 million from the sale of UK properties
(including trading properties), mostly in the first half of the year before
investment market conditions deteriorated. As a result of our asset management,
development and capital recycling in the UK, we have grown the UK rental income
for the year by 3.8 per cent (excluding lease surrender premiums) and the
average ERV of our investment portfolio increased by 6.0 per cent to £89.1 per
sq m (£8.30 per sq ft). UK average rental growth from lettings and rent reviews
was relatively subdued, showing a 1.4 per cent increase over December 2006 ERV,
slightly above the 1.2 per cent level in the equivalent IPD indicator for
industrial rents; within this, we achieved 3 per cent average growth from rent
reviews.
NAV per share was 690 pence, down 3.9 per cent from last year end and adjusted
diluted NAV per share (which adds back deferred tax on investment properties)
was down 9.2 per cent (13.2 per cent since June 2007) at 704 pence. These
declines reflect the well documented reduction in commercial property valuations
affecting all sectors of the UK market in the second half of 2007. The IPD All
Property Index showed a capital reduction of 11.7 per cent between June and
December 2007, whilst Industrial recorded a 10.8 per cent reduction. Our UK
investment portfolio showed an 11.3 per cent valuation reduction since June,
with Continental Europe recording a 0.2 per cent positive movement in the same
period.
Management changes
------------------
A number of management changes were made in 2007 which will ensure SEGRO is well
placed for the years ahead. After three years leading the rapid and successful
expansion of our Continental European business, Walter Hens is now using his
proven deal-making skills to head up a newly created Group Business Development
function. This function will be responsible for driving our relationships with
major cross-border customers, particularly focusing on the 'big box' logistics
market and on data centres.
We appointed Ines Reinmann to become head of our Continental European business
from January 2008. Ines' initial priorities will include reinforcing SEGRO's
processes to most effectively manage our burgeoning European business and to
provide a strong platform for future growth.
In the UK we have re-structured into three geographically-organised business
units - the Slough Trading Estate, London Markets and National Markets. This
structure is an evolution of the successful move to a regional structure which
started over two years ago. As previously announced, John Heawood, Executive
Director, UK Property, will be leaving the business in the summer of 2008. John
has played an important role in developing the UK portfolio over a number of
years and we wish him well for the future; a search for his replacement is well
under way.
Development
-----------
SEGRO is a development-led property investment company and our development
pipeline is a key driver of future growth. The Group has an extremely well
located land bank of approximately 534 hectares, with the potential to develop
almost 2.5 million sq m of buildings over several years. At today's prices, this
would entail future development expenditure of approximately £1.7 billion and
could produce annual rents in the region of £184 million (net of rents which
will be given up on currently income producing buildings to be redeveloped),
giving an estimated cash yield of 11 per cent on future expenditure (including
financing costs) or 8 per cent taking into account the current book value of the
land bank (£662 million).
During 2007, 343,651 sq m of development space was completed, of which 252,206
sq m or 73 per cent had either been sold or let by the year end. This level of
success, combined with our excellent lettings in 2007 and the pre-lets already
secured, gives us particular confidence in the current development programme.
306,679 sq m of development was under construction at the end of 2007, of which
113,686 sq m had either been let or sold. At this stage of the year, a further
465,529 sq m of development has been provisionally scheduled to start
construction in 2008 and this will be adapted as the year progresses to ensure
that we are developing in line with market demand and that the consequential
financial returns are likely to meet our requirements.
Identifying and acquiring attractive sites in good locations, managing the
planning process, developing the right products to coincide with likely customer
demand and letting the space are our core competencies. A pre-requisite for any
development proposal approval is a robust business case, clearly demonstrating
that acceptable risk-adjusted returns will be delivered.
Based on current expectations and anticipated market conditions, we expect most
of the current development pipeline to take approximately 5 years to deliver.
Outlook
-------
Our priorities for 2008 are to:
· continue to work with our customers to meet their needs for business
space and deliver strong letting figures, building on our long term
customer relationships and leveraging this through our newly established
Group Business Development function
· maintain momentum in our development programme, particularly in Central
Europe, but to 'de-risk' it in other geographies potentially more
vulnerable to an economic downturn, by carefully managing the level of
speculative development
· preserve the Group's balance sheet strength so as to position the Group
to take advantage of attractive acquisition and investment opportunities
which may emerge over the coming months
· continue building our Continental European platform, mainly through
development, and to study potential new markets - building in particular on
our successes with logistics occupiers
·'recycle' capital by selling mature properties when investment market
conditions allow
· deliver new systems to improve operating efficiency and to drive future
growth
Whilst concerns remain about a potential slow down in the global economy, our
occupier demand across all of our key markets is currently holding up well. We
are staying close to our customers and watching developments carefully so that
appropriate action can be taken swiftly if conditions start to weaken. SEGRO has
a strong balance sheet and resilient business model - the year-end debt to
equity ratio of 56 per cent, loan to value ratio of 34 per cent and available
funds of £1.1 billion (with no significant debt maturities before mid 2010),
mean we have significant financial resources at our disposal. We serve a broad
diversity of customers and industries and have relatively long average remaining
lease lengths. These factors, combined with the flexibility we have to adjust
the pace of speculative development relatively quickly, mean that SEGRO is well
placed to face any challenges the market may present and to capitalise on
suitable opportunities that may lie ahead.
FINANCIAL REVIEW
----------------
Analysis of movement in net asset value
Pence
£m per share
Adjusted diluted equity attributable to
shareholders at 31 December 2006 3,648.8 774.9
Property losses (342.8) (79.0)
Profit after tax on sale of US business 134.9 31.1
Deferred tax adjustment on sale of US business (213.4) (49.2)
Profit after tax on sale of Utilities business 7.7 1.8
Adjusted profit after tax 147.6 34.0
SIIC conversion charge (13.9) (3.2)
Currency translation differences 17.7 4.1
Ordinary dividends paid (91.9) (21.2)
Special dividend paid (250.0) (57.6)
Other items 11.3 2.6
Dilution adjustment for movement in number of shares - 66.0
Adjusted diluted equity attributable to
shareholders at 31 December 2007 3,056.0 704.3
The most significant factor affecting the NAV movement and total return for the
year was the property losses of £342.8 million (79.0 pence per share), which
followed the well publicised valuation reductions seen across the UK property
industry. Whilst being a very significant item, it should be placed in the wider
market context of falling UK commercial property values across all sectors and
the £1.3 billion in aggregate valuation gains which the Group recorded in the
previous three years (including US properties).
The property valuation losses in the income statement comprised valuation losses
of £442.1 million relating to the UK and gains of £56.9 million relating to
Continental Europe and included deficits of £337.6 million arising on investment
properties and £47.6 million arising on development and owner-occupied property.
Valuation gains were 3.1 per cent for the Group in the first half of the year,
offset by a fall of 9.1 per cent in the second half of the year.
Good valuation gains were achieved in the first half of the year in Central
Europe (in Poland), France and Belgium, driven mainly by development activity
and some yield compression, with valuation gains of 9.1 per cent being reported
overall. In the second half of the year, there was a slight softening in
valuation yields but development gains enabled us to maintain the portfolio
valuation with a 0.2 per cent surplus being reported in Continental Europe.
The UK has experienced significant valuation deficits in the year, which are
broadly in line with the monthly IPD UK industrial capital deficit of 9.6 per
cent for the year (2006: 11.0 per cent growth). Valuation gains of 2.1 per cent
in the first half were offset by deficits of 11.3 per cent in H2. Further
analysis of the valuation gains and losses is provided in the portfolio table on
page 3.
For the first time in 2007 the Group had all its trading properties externally
valued as of 31 December 2007. The trading property portfolio had an
unrecognised valuation surplus of £74.3 million at 31 December 2007, which we
expect to realise as developments are completed and sold. An impairment charge
of £2.3 million (2006: nil) relating to 100 per cent owned trading properties is
offset against the profit on sale of trading properties and the remaining
impairment provision of £1.6 million is reflected in the share of profits from
joint ventures after tax.
Adjusted profit before tax
--------------------------
Analysis of increase in adjusted profit before tax £m
Adjusted profit before tax from continuing and
discontinued operations - 2006 142.7
Decrease in profit before tax from discontinued operations (20.7)
Increase in net rental income 15.1
Increased profits from sales of trading properties 16.1
Interest earned/saved on US proceeds net of special dividend 13.7
Reduction in capitalised interest (9.3)
Increase in other finance costs (3.3)
Increased administration expenses (9.0)
Other changes (mainly in other income) 8.4
Adjusted profit before tax from continuing and
discontinued operations - 2007 153.7
Adjusted profit before tax of £153.7 million (2006: £142.7 million) comprised
£131.3 million (2006: £99.6 million) from continuing operations and £22.4
million (2006: £43.1 million) from the discontinued operations of Slough Estates
USA and Slough Heat and Power.
Adjusted profit before tax from continuing operations increased by 31.8 per cent
partly due to increased net rental income of 8.0 per cent and the benefit of
interest earned on the net US sales proceeds. In addition, an increase in
profits on sale of trading properties of £16.1 million to £22.0 million (2006:
£5.9 million) also contributed, with the gains mainly arising on the sale of
Farnborough residential land (£9.7 million), a fire control centre at Cambridge
Science Park (£3.5 million), non-core buildings in the Karstadt portfolio in
Germany (£3.7 million), a surplus land holding in the Netherlands (£2.3 million)
and other UK and Continental European property (£2.7 million and £2.4 million,
respectively), partly offset by provisions against impairment of trading
properties of £2.3 million.
During the year other investment income increased significantly by £9.9 million
to £18.4 million, as a result of realisations of previous investments by the
Candover and Charterhouse USA venture capital investment funds, in which the
Group invested some years ago. These gains were partly offset by an increase in
administration expenses of £9.0 million to £34.5 million (2006: £25.5 million),
of which £6.8 million relates to the Continental European business as we
continue to expand the scale of operations, with new offices and additional
employees. The cost of share based incentives payable to directors and other
senior executives represented an increase of £1.7 million.
Adjusted profit and earnings per share are stated after adjusting for valuation
gains/losses and similar items recommended by EPRA and exceptional items. The
only other adjustments in the year were the SIIC conversion charge of £13.9
million, included within continuing operations, a repayment penalty of £9.7
million after tax in discontinued operations related to the early redemption of
US debt incurred as part of the disposal and negative goodwill of £0.9 million
credited to the income statement (2006: none). Full details of all the EPRA and
exceptional adjustments are provided in note 5 to the attached financial
statements.
Rental Income
-------------
Gross rental income, excluding discontinued operations, increased by £30.2
million (13.2 per cent) to £258.8 million and net rental income, on the same
basis, increased by 8.0 per cent to £203.9 million.
The key drivers of the increase in net rental income are set out in the table
below:
£m
Net rental income from continuing operations 2006 188.8
Acquisitions 19.3
Disposals (11.8)
New developments 11.5
Re-lettings and rent reviews 9.3
Space returned (9.9)
Increase in property operating expenses (11.8)
Lease surrender premiums 6.4
Other 2.1
Net rental income from continuing operations 2007 203.9
Acquisition related growth arose from transactions in both 2006 and 2007 and, in
particular, Vimercate, Italy (£1.8 million), Neckermann.de, Germany (£2.2
million), Longbow, France (£0.8 million) and Treforest (£1.0 million), Sunbury
(£1.6 million), Peterborough (£0.9 million) and Pucklechurch (£1.0 million) in
the UK. This was offset by the loss of rents on disposals, including £9.0
million in the UK.
Strong lettings, particularly of new developments in Central Europe (£1.7
million) and the UK (£3.9 million) and good income from re-lettings in the UK
(£7.7 million), contributed to the growth in net rental income.
Property operating expenses comprise all of the costs of managing our portfolio
including, for example, salaries, building maintenance and refurbishment costs,
agents' fees, marketing expenses, insurance, the costs of maintaining empty
buildings and rental guarantees payable in respect of buildings sold with
vacancy. The level of costs incurred can vary according to a number of factors
such as the level of lettings, take-backs, vacancy and, above all, the scale of
the overall portfolio. The apparent increase in 2007 expenses was partly caused
by an element of service charge income having been netted off operating expenses
in 2006, but not in 2007. Adjusting for this item, property operating expenses
increased as a percentage of gross rental income from 18.9 per cent in 2006 to
21.1 per cent in 2007. This increase reflects the very high volume of letting
activity in 2007 (up 69 per cent on 2006) as well as increases in a number of
the underlying expenses in areas such as insurance and building maintenance. We
aim to reduce costs as a percentage of income in 2008, but the impact of the UK
Government's abolition of empty rates relief is likely to offset these savings.
Tax - continuing operations
---------------------------
The underlying tax charge on the adjusted profit before tax was 1.4 per cent
(2006: 14 per cent) with the decrease primarily due to the effect of the Group's
REIT and SIIC status in the UK and France, respectively.
The Group achieved UK Real Estate Investment Trust (REIT) status with effect
from 1 January 2007 and, as a REIT, all eligible investment property income and
capital gains are tax exempt. During the period the Group also elected for
Societes d'Investissements Immobiliers Cotees (SIIC) status in France, with
effect from 1 January 2007, meaning that income and capital gains on the Group's
eligible French investment activities will also be tax exempt.
The accounts already show the benefits of the Group's changes to its tax
structure, with an underlying tax charge of just £1.9 million for the year
(2006: £13.9 million).
Dividend
--------
The directors have proposed a final dividend of 14.7 pence per share, an
increase of 21.5 per cent from 2006, which will be paid on 23rd May 2008 to
those shareholders on the register on 18th April 2008. The final dividend of
14.7 pence will consist of 5.7 pence to be paid as a property income
distribution ('PID') and 9.0 pence to be paid as a regular dividend. The 2007
total dividend of 23.0 pence represents an increase of 21.1 per cent from 2006.
Cash flow
---------
A summary of the cash flow for the period is set out in the table below:
2007 2006
£m £m
Cash flow from operations 181.9 137.6
Finance costs (net) (124.6) (122.8)
Dividends received (net) 2.5 35.7
Tax received/(paid) (net) 4.1 (11.6)
Free cash flow 63.9 38.9
REIT/SIIC conversion charge paid (44.5) -
Sale of subsidiary undertakings 1,499.7 -
Tax paid on sale of US subsidiary undertaking (87.2) -
Capital expenditure (756.9) (451.9)
Property sales (including joint ventures) 207.3 164.1
Ordinary dividends (335.9) (84.0)
Other items 1.2 (3.6)
Net funds flow 547.6 (336.5)
Net (decrease)/increase in borrowings (361.9) 321.4
Net cash inflow/(outflow) 185.7 (15.1)
Opening cash and cash equivalents 151.0 166.9
Exchange rate changes 3.5 (0.8)
Closing cash and cash equivalents 340.2 151.0
Cash flows generated from operations for the period were £181.9 million, an
increase of 32.2 per cent from 2006 as a result of higher proceeds from the sale
of trading property developments. Cash flows generated from continuing
operations were £147.8 million (2006 : £74.7 million) and from discontinued
operations were £34.1 million (2006 : £62.9 million).
Dividends received were significantly lower than 2006, mainly due to a one-off
dividend from the Group's joint venture with Tesco in 2006 which was not
repeated in 2007. Finance costs of £124.6 million, net of interest income, were
higher by £1.8 million due to property acquisitions in 2006 and 2007, partly
offset by the interest paid in 2006 on the preference shares of £5.2 million,
which were converted into ordinary shares during 2006 plus a benefit of £13.7
million from the proceeds of the sale of the US property business net of the
special dividend. A net tax refund of £4.1 million was received in the year
(2006: £11.6 million tax paid) primarily due to a tax refund in the UK relating
to prior years. In addition there was tax paid of £87.2 million on the profit on
the sale of the US property business and REIT and SIIC conversion charges paid
of £41.0 million and £3.5 million, respectively.
Capital expenditure for the year of £756.9 million (2006: £451.9 million)
included approximately £255 million of development expenditure, including joint
ventures and trading properties, and land purchases of £75 million were made to
provide future development opportunities. The remaining capital expenditure
relates to acquisitions of income producing properties throughout the portfolio,
with over 75 per cent relating to Continental European acquisitions, consistent
with the previously stated intention to establish critical mass on the
Continent.
After payment of the dividend, there was a net funds inflow of £547.6 million
(2006: £336.5 million outflow). Allowing for the decrease in borrowings in 2007,
the net cash inflow for the period was £185.7 million (2006 : £15.1 million
outflow).
Proceeds from disposals amounted to £1,707.0m including £1,499.7m from the sale
of the US property business and Slough Heat and Power, and £207.3 from the sale
of investment and development properties.
Financial position
------------------
At 31 December 2007 the Group's borrowings totalled £2,049.4 million (31
December 2006: £2,384.8 million). Cash balances totalled £348.3 million (2006:
£161.4 million) resulting in reported net debt amounting to £1,701.1 million
(2006: £2,223.4 million). The weighted average maturity of the debt portfolio
was 10.5 years.
Unsecured borrowings represent 96 per cent of gross debt at the year end.
Secured debt totalled £80.2 million representing some historical mortgage debt
domiciled in the Group's overseas operations. £1,383.7 million of debt domiciled
in the UK was unsecured and was issued by SEGRO plc without any supporting
up-stream guarantees. £585.5 million of unsecured debt was issued by subsidiary
companies located overseas.
Reported financial gearing was 57 per cent (2006: 66 per cent) or 56 per cent
(2006: 61 per cent) after adding back deferred tax of £67.0 million (2006:
£276.1 million). The loan to value ratio (net debt divided by property assets)
of the Group at 31 December 2007 was 34 per cent (2006: 38 per cent).
Interest cover based upon adjusted profit before interest and tax and adjusted
net finance costs was 2.6 times, or 2.4 times if capitalised interest is
included. The market value of borrowings of the Group at the end of December
2007 was £2,004.5 million, £44.9 million lower than the book value.
Funds availability at 31 December totalled £1,136.5 million, comprised of £348.3
million of cash deposits and £788.2 million of undrawn bank facilities. Only £25
million of the Group's facilities are uncommitted overdraft lines with the
balance of undrawn facilities being fully committed and with £738.9 million
remaining available to 2010/12.
Group income statement
----------------------
For the year ended 31 December 2007
2007 2006
Adjusted Adjust- Total Adjusted Adjust- Total
income & ments(2) income & income & ments(2) income &
expense(1) expense expense(1) expense
Continuing operations Notes £m £m £m £m £m £m
Revenue 342.8 - 342.8 264.4 - 264.4
Gross property rental income 258.8 - 258.8 228.6 - 228.6
Property operating expenses (54.9) 0.9 (54.0) (39.8) - (39.8)
Net property rental income 203.9 0.9 204.8 188.8 - 188.8
Profit on sale of trading
properties less
provisions 2 22.0 - 22.0 5.9 - 5.9
Share of profits from property
joint ventures
and associates after tax 4.0 1.6 5.6 5.5 4.2 9.7
Other investment income 18.4 - 18.4 8.5 - 8.5
Administration expenses (34.5) - (34.5) (25.5) - (25.5)
Property (losses)/gains - (382.2) (382.2) - 397.5 397.5
Operating profit/(loss) 213.8 (379.7) (165.9) 183.2 401.7 584.9
Finance income 17.6 3.5 21.1 28.4 4.7 33.1
Finance costs (100.1) (1.6) (101.7) (112.0) (0.5) (112.5)
Profit/(loss) before tax 131.3 (377.8) (246.5) 99.6 405.9 505.5
Tax (charge)/credit - current (2.4) (13.9) (16.3) (12.1) (71.1) (83.2)
- deferred 0.5 17.9 18.4 (1.8) 391.1 389.3
Total tax (1.9) 4.0 2.1 (13.9) 320.0 306.1
Profit/(loss) from continuing
operations 129.4 (373.8) (244.4) 85.7 725.9 811.6
Discontinued operations
Profit after tax from discontinued
operations 18.7 151.9 170.6 29.2 78.3 107.5
Profit/(loss) for the year 148.1 (221.9) (73.8) 114.9 804.2 919.1
Attributable to equity
shareholders 147.6 (222.5) (74.9) 113.9 802.6 916.5
Attributable to minority interests 0.5 0.6 1.1 1.0 1.6 2.6
148.1 (221.9) (73.8) 114.9 804.2 919.1
Earnings per share
From continuing and discontinued operations
Basic (loss)/earnings per share 4 (16.4p) 201.8p
Diluted (loss)/earnings per share 4 (16.4p) 196.0p
From continuing operations
Basic (loss)/earnings per share 4 (53.6p) 178.6p
Diluted (loss)/earnings per share 4 (53.6p) 173.6p
Notes
-----
1. 'Adjusted income & expense' relates to the Group's income and expense
after EPRA adjustments and excluding exceptional items.
2. EPRA adjustments arise from adopting the recommendations of the Best
Practices Committee of the European Public Real Estate Association ("EPRA")
as appropriate. Exceptional items are disclosed separately due to their size
or incidence to enable a better understanding of performance. Both these
types of adjustments are described in Note 5.
Statement of recognised income and expense (SORIE)
--------------------------------------------------
For the year ended 31 December 2007
2007 2006
Continuing and discontinued operations £m £m
Revaluation gains on properties in the course of development 3.3 22.3
Exchange movement arising on translation of international operations 14.3 (34.3)
Actuarial gains on defined benefit pension schemes 6.8 10.2
Increase in value of available-for-sale investments 8.1 7.5
Tax on items taken directly to equity 0.1 (10.9)
Net gain/(loss) recognised directly in equity 32.6 (5.2)
Transfer to income statement on sale of available-for-sale investments (4.3) (6.2)
Transfer to income statement exchange realised on sale of US property 3.5 -
business
(Loss)/profit for the year from continuing operations (244.4) 811.6
Profit for the year from discontinued operations 170.6 107.5
Total recognised income and expense for the year (42.0) 907.7
Attributable to:
- equity shareholders (43.1) 905.8
- minority interests 1.1 1.9
(42.0) 907.7
Balance sheet
-------------
As at 31 December 2007
2007 2006
Notes £m £m
Assets
Non-current assets
Goodwill 0.8 0.7
Investment properties 6 4,485.5 5,156.7
Development and owner occupied properties 6 289.5 469.7
Plant and equipment 5.8 48.1
Investments in joint ventures and associates 73.4 84.5
Finance lease receivables 10.4 10.6
Available-for-sale investments 39.5 44.1
4,904.9 5,814.4
Current assets
Trading properties 6 236.0 232.3
Trade and other receivables 134.5 119.0
Cash and cash equivalents 348.3 161.4
Tax recoverable 0.7 5.1
Non-current assets held for sale - 56.6
Finance lease receivables 0.1 0.2
Inventories - 1.0
719.6 575.6
Total assets 5,624.5 6,390.0
Liabilities
Non-current liabilities
Borrowings 7 1,997.3 2,307.2
Deferred tax provision 65.4 298.5
Provisions for liabilities and charges 4.4 17.7
Trade and other payables 18.7 31.7
2,085.8 2,655.1
Current liabilities
Borrowings 7 52.1 77.6
Tax liabilities 283.3 82.5
Trade and other payables 213.6 192.4
549.0 352.5
Total liabilities 2,634.8 3,007.6
Net assets 2,989.7 3,382.4
Equity
Share capital 118.1 118.0
Share premium 368.9 367.3
Own shares held (16.8) (10.6)
Revaluation reserve 1,535.7 2,129.3
Other reserves 66.0 70.4
Retained earnings 917.1 698.3
Total shareholders' equity 2,989.0 3,372.7
Minority interests 0.7 9.7
Total equity 2,989.7 3,382.4
Net assets per ordinary share
Basic 4 690p 718p
Diluted 4 689p 716p
The financial statements were approved by the Board of directors and authorised
for issue on 5 March 2008.
Cash flow statement
-------------------
For the year ended 31 December 2007
2007 2006
£m £m
Cash flows from operating activities 181.9 137.6
Interest received on deposits and loans 22.9 13.1
Dividends received 3.8 36.5
Interest paid (147.5) (130.7)
Dividends paid to preference shareholders - (5.2)
Minority dividends paid (1.3) (0.8)
Tax paid (40.4) (11.6)
Net cash received from operating activities 19.4 38.9
Cash flows from investing activities
Purchase of subsidiary undertakings (net of cash acquired) (95.8) -
Sale of US property business (net of cash disposed of) 1,451.9 -
Tax paid on sale of US property business (87.2) -
Sale of Slough Heat & Power 47.8 -
Purchase and development of investment properties (390.7) (262.6)
Sale of investment properties 193.4 158.3
Purchase and development of property, plant and equipment (249.7) (189.3)
Sale of property, plant and equipment 13.9 5.8
Purchase of available-for-sale investments (4.7) (4.7)
Proceeds from disposal of available-for-sale investments 27.6 15.7
Investments and loans to joint ventures and associates (21.0) (21.3)
Loan repayments by joint ventures 5.2 9.2
Acquisition of minority interests (20.7) -
Transfer to restricted deposits (0.2) (3.9)
Net cash received from/(used in) investing activities 869.8 (292.8)
Cash flows from financing activities
Dividends paid to ordinary shareholders (335.9) (84.0)
Proceeds from new loans 62.4 66.9
Repayment of loans (244.7) (10.1)
Net (decrease)/increase in other borrowings (179.6) 264.6
Proceeds from the issue of ordinary shares 1.7 5.9
Purchase of own shares (7.4) (4.5)
Net cash (used in)/from financing activities (703.5) 238.8
Net increase/(decrease) in cash and cash equivalents 185.7 (15.1)
Cash and cash equivalents at the beginning of the year 154.9 166.9
Restricted deposits at the beginning of the year (3.9) -
Effect of foreign exchange rate changes 3.5 (0.8)
Cash and cash equivalents at the end of the year 340.2 151.0
Cash and cash equivalents per the balance sheet 348.3 161.4
Less restricted deposits (4.1) (3.9)
344.2 157.5
Bank overdrafts (4.0) (6.5)
Cash and cash equivalents per cash flow statement 340.2 151.0
Notes to the financial statements
---------------------------------
1. Basis of preparation
The financial information set out in the announcement does not constitute the
Company's statutory accounts for the years ended 31 December 2007 or 2006, but
is derived from those accounts. Statutory accounts for 2006 have been delivered
to the Registrar of Companies and those for 2007 will be delivered following the
Company's Annual General Meeting. The auditors have reported on those accounts,
their reports were unqualified and did not contain statements under S237 (2) or
(3) of the Companies Act 1985.
The financial statements have been prepared in accordance with EU Endorsed
International Financial Reporting Standards (IFRS), IFRIC Interpretations, and
the Companies Act 1985 applicable to companies reporting under IFRS. In
addition, the Group has also followed best practice recommendations issued by
the European Public Real Estate Association ("EPRA") as appropriate. The
financial statements have been prepared under the historical cost convention as
modified by the revaluation of properties, available-for-sale investments and
financial assets and liabilities held for trading, and the accounting policies
used are consistent with those set out in the annual report and accounts for the
year ended 31 December 2006.
2(a). Analysis of profit from continuing and discontinued operations
2007 2006
Adjusted Adjust- Total Adjusted Adjust- Total
income & ments income & income & ments income &
expense expense expense expense
Continuing operations £m £m £m £m £m £m
Net property rental income 203.9 0.9 204.8 188.8 - 188.8
Profit on sale of trading properties 22.0 - 22.0 5.9 - 5.9
Share of profits from property joint
ventures and
associates after tax 4.0 1.6 5.6 5.5 4.2 9.7
Other investment income 18.4 - 18.4 8.5 - 8.5
Administration expenses (34.5) - (34.5) (25.5) - (25.5)
Property (losses)/gains - (382.2) (382.2) - 397.5 397.5
Operating profit/(loss) 213.8 (379.7) (165.9) 183.2 401.7 584.9
Net finance costs (82.5) 1.9 (80.6) (83.6) 4.2 (79.4)
Profit/(loss) before tax from continuing
operations 131.3 (377.8) (246.5) 99.6 405.9 505.5
Discontinued operations
Net property rental income 42.4 - 42.4 58.4 - 58.4
Profit on sale of trading properties - - - 0.2 - 0.2
Share of profits from property joint
ventures and
associates after tax 0.7 1.1 1.8 1.5 2.1 3.6
Net income from utilities 2.4 - 2.4 2.1 - 2.1
Administration expenses (5.2) - (5.2) (3.4) - (3.4)
Property gains - 36.1 36.1 - 139.5 139.5
Profit from sale of Slough Heat & Power - 7.7 7.7 - - -
Profit from sale of US property business - 437.3 437.3 - - -
Operating profit 40.3 482.2 522.5 58.8 141.6 200.4
Net finance costs (17.9) (15.2) (33.1) (15.7) (0.1) (15.8)
Profit before tax from discontinued
operations 22.4 467.0 489.4 43.1 141.5 184.6
Continuing and discontinued operations
Net property rental income 246.3 0.9 247.2 247.2 - 247.2
Profit on sale of trading properties 22.0 - 22.0 6.1 - 6.1
Share of profits from property joint
ventures and
associates after tax 4.7 2.7 7.4 7.0 6.3 13.3
Net income from utilities 2.4 - 2.4 2.1 - 2.1
Other investment income 18.4 - 18.4 8.5 - 8.5
Administration expenses (39.7) - (39.7) (28.9) - (28.9)
Property (losses)/gains - (346.1) (346.1) - 537.0 537.0
Profit from sale of Slough Heat & Power - 7.7 7.7 - - -
Profit from sale of the US property
business - 437.3 437.3 - - -
Operating profit 254.1 102.5 356.6 242.0 543.3 785.3
Net finance costs (100.4) (13.3) (113.7) (99.3) 4.1 (95.2)
Profit before tax from continuing and
discontinued operations 153.7 89.2 242.9 142.7 547.4 690.1
Tax - continuing and discontinued
operations (5.6) (311.1) (316.7) (27.8) 256.8 229.0
Profit/(loss) after tax 148.1 (221.9) (73.8) 114.9 804.2 919.1
2(b). Segmental analysis
Geographical segments
United Kingdom* Continental Europe Group
2007 2006 2007 2006 2007 2006
Adjusted profit - continuing operations £m £m £m £m £m £m
Segment revenue 255.8 194.4 87.0 70.0 342.8 264.4
Gross property rental income 206.6 193.2 52.2 35.4 258.8 228.6
Property operating expenses (46.5) (32.6) (8.4) (7.2) (54.9) (39.8)
Net property rental income 160.1 160.6 43.8 28.2 203.9 188.8
Proceeds on sale of trading properties 48.3 1.2 35.7 34.6 84.0 35.8
Carrying value of trading properties sold (33.4) (1.2) (28.6) (28.7) (62.0) (29.9)
Profit on sale of trading properties 14.9 - 7.1 5.9 22.0 5.9
Share of profits from property joint
ventures and
associates after tax 5.5 5.0 (1.5) 0.5 4.0 5.5
Other investment income 18.4 8.5 - - 18.4 8.5
Administration expenses (23.1) (20.9) (11.4) (4.6) (34.5) (25.5)
Operating profit 175.8 153.2 38.0 30.0 213.8 183.2
Finance income 16.4 25.6 1.2 2.8 17.6 28.4
Finance costs (70.8) (99.0) (29.3) (13.0) (100.1) (112.0)
Profit before tax 121.4 79.8 9.9 19.8 131.3 99.6
Taxation - current 0.5 (9.5) (2.9) (2.6) (2.4) (12.1)
- deferred (0.7) (0.7) 1.2 (1.1) 0.5 (1.8)
Adjusted profit after tax from continuing
operations 121.2 69.6 8.2 16.1 129.4 85.7
EPRA adjustments
Net property rental income - - 0.9 - 0.9 -
Share of profits from property joint
ventures and
associates after tax 1.6 4.1 - 0.1 1.6 4.2
Property (losses)/gains (439.1) 374.9 56.9 22.6 (382.2) 397.5
Finance income 2.0 1.4 1.5 3.3 3.5 4.7
Finance costs (1.3) (0.5) (0.3) - (1.6) (0.5)
Taxation - deferred (0.1) 415.3 18.0 (10.0) 17.9 405.3
Total EPRA adjustments (436.9) 795.2 77.0 16.0 (359.9) 811.2
Exceptional adjustments
Taxation - current - (71.1) (13.9) - (13.9) (71.1)
- deferred - (14.2) - - - (14.2)
Total exceptional adjustments - (85.3) (13.9) - (13.9) (85.3)
Total adjustments (436.9) 709.9 63.1 16.0 (373.8) 725.9
(Loss)/profit after tax from continuing
operations (315.7) 779.5 71.3 32.1 (244.4) 811.6
Profit after tax from discontinued
operations ** 170.6 107.5
(Loss)/profit after tax (73.8) 919.1
Summary balance sheet
Continuing operations
Total property assets 3,792.4 4,208.3 1,390.2 711.3 5,182.6 4,919.6
Other assets (excluding cash) 138.0 145.0 76.3 35.2 214.3 180.2
Segment assets *** 3,930.4 4,353.3 1,466.5 746.5 5,396.9 5,099.8
Deferred tax liability (9.0) (16.7) (68.5) (70.8) (77.5) (87.5)
Other liabilities (excluding borrowings) (513.4) (327.0) (115.2) (44.5) (628.6) (371.5)
Segment liabilities *** (522.4) (343.7) (183.7) (115.3) (706.1) (459.0)
Net segment assets 3,408.0 4,009.6 1,282.8 631.2 4,690.8 4,640.8
Net external borrowings (1,089.3) (1,346.6) (611.8) (366.0) (1,701.1) (1,712.6)
Net inter-segment borrowings 287.6 126.7 (287.6) (57.6) - 69.1
Net assets continuing 2,606.3 2,789.7 383.4 207.6 2,989.7 2,997.3
Net assets of discontinued operations ** - 385.1
Net assets 2,989.7 3,382.4
2(b). Segmental analysis (continued)
United Kingdom* Continental Europe Group
2007 2006 2007 2006 2007 2006
Summary balance sheet (continued) £m £m £m £m £m £m
Depreciation by segment
Continuing operations 1.8 1.4 0.2 0.5 2.0 1.9
Discontinued operations** 3.0 2.8
5.0 4.7
Capital expenditure in the year
Continuing operations 236.4 295.5 532.6 202.7 769.0 498.2
Discontinued operations** 89.8 132.7
858.8 630.9
* The figures for United Kingdom include income from US available-for-sale
investments which were not part of the disposal group. In prior periods,
this income was classified in the USA segment.
** Discontinued operations comprise the US property business and Slough Heat
& Power, which appeared under the segments USA and UK respectively in
prior years.
*** Includes the Group's share of assets and liabilities held by joint
ventures.
3. Dividends 2007 2006
£m £m
Ordinary dividends paid
Interim dividend for 2007 @ 8.3 pence per share 35.0 -
Special dividend @ 53.0 pence per share 250.0 -
Final dividend for 2006 @ 12.1 pence per share 56.9 -
Interim dividend for 2006 @ 6.9 pence per share - 32.4
Final dividend for 2005 @ 11.0 pence per share - 51.6
341.9 84.0
In respect of the current year, the directors propose a final dividend of 14.7
pence per ordinary share, consisting of 5.7 pence of property income
distribution ("PID") and 9.0 pence of regular dividend (interim dividend 2007
all PID). The final dividend amounts to £64.1 million and will be paid to
shareholders on 23 May 2008. This dividend is subject to approval by the
shareholders at the Annual General Meeting (AGM). The final dividend is not
recognised in the financial statements.
4. Earnings and net assets per ordinary share
4(i) - Earnings per ordinary share Basic Diluted
2007 2006 2007 2006
pence pence pence pence
Continuing and discontinued operations
(Loss)/earnings per ordinary share e1/a, f1/c (16.4) 201.8 (16.4) 196.0
Adjusted earnings per ordinary share g1/a, h1/c 32.3 25.1 32.2 25.1
Continuing operations
(Loss)/earnings per ordinary share e2/a, f2/c (53.6) 178.6 (53.6) 173.6
Adjusted earnings per ordinary share g2/a, h2/c 28.2 18.9 28.2 19.2
4(ii) - Number of shares Weighted average In issue
in year at year end
The number of shares used in calculating earnings and net assets 2007 2006 2007 2006
per share is:
millions millions millions millions
Shares in issue 460.0 456.4 436.1 472.0
Less shares held by the ESOP (2.9) (2.2) (2.9) (2.2)
Basic number of shares a, b 457.1 454.2 433.2 469.8
Dilution adjustment for preference shares - 14.3 - -
Dilution adjustment for share options and save-as-you-earn schemes 0.7 1.1 0.7 1.1
Diluted number of shares c, d 457.8 469.6 433.9 470.9
4(iii) - Earnings Basic Diluted
2007 2006 2007 2006
Earnings used in calculating earnings per share are: £m £m £m £m
Continuing and discontinued operations
(Loss)/profit attributable to equity shareholders (74.9) 916.5 (74.9) 916.5
Adjustment for interest on preference shares - - - 4.1
e1, f1 (74.9) 916.5 (74.9) 920.6
EPRA adjustments (note 5 below) 206.0 (889.5) 206.0 (889.5)
Minority interest on EPRA adjustments 0.6 1.6 0.6 1.6
Adjustments for exceptional items (note 5 below) 15.9 85.3 15.9 85.3
Adjusted earnings g1, h1 147.6 113.9 147.6 118.0
Continuing operations
(Loss)/profit attributable to equity shareholders (245.3) 811.2 (245.3) 811.2
Adjustment for interest on preference shares - - - 4.1
e2, f2 (245.3) 811.2 (245.3) 815.3
EPRA adjustments (note 5 below) 359.9 (811.2) 359.9 (811.2)
Minority interest on EPRA adjustments 0.6 0.6 0.6 0.6
Adjustments for exceptional items (note 5 below) 13.9 85.3 13.9 85.3
Adjusted earnings g2, h2 129.1 85.9 129.1 90.0
4(iv) - Net assets per ordinary share Basic Diluted
Net asset values (NAV) are as follows : 2007 2006 2007 2006
pence pence pence pence
NAV i/b, i/d 690 718 689 716
Adjustment for deferred tax on investment properties:
- capital allowances 7 20 7 20
- valuation surplus 8 39 8 39
Adjusted NAV j/b, j/d 705 777 704 775
Fair value of debts net of tax 10 (17) 10 (16)
Deferred tax in respect of capital allowances (7) (20) (7) (20)
Deferred tax in respect of valuation surpluses (8) (39) (8) (39)
Fair value on trading properties 17 - 17 -
Triple net NAV (NNNAV) 717 701 716 700
4(v) - Net assets Basic and
Diluted
Equity used for the calculation of net assets per ordinary share is: 2007 2006
£m £m
Total equity attributable to ordinary shareholders 3,005.8 3,383.3
Less shares held by the ESOP (16.8) (10.6)
i 2,989.0 3,372.7
Deferred tax attributable to investment and development properties 67.0 276.1
Adjusted equity attributable to ordinary shareholders j 3,056.0 3,648.8
5. Adjustments for EPRA, exceptional items and related tax
The Group has presented the income statement in a three-column format, so as to
present adjusted amounts to exclude the impact of EPRA adjustments, exceptional
items, and related tax. The Directors consider that the adjusted figures give a
useful comparison for the periods shown in the consolidated financial
statements.
EPRA adjustments arise from adopting the recommendations of the Best Practices
Committee of the European Public Real Estate Association ("EPRA") as
appropriate. Exceptional items are items that are disclosed separately due to
their size or incidence to enable a better understanding of performance.
Continuing Discontinued
operations operations Total
Details of adjustments Income statement line £m £m £m
Year ended 31 December 2007
EPRA adjustments
Negative goodwill credited, net Property operating expenses 0.9 - 0.9
Gains after tax on property valuations Share of profits from property
joint
ventures and associate 1.6 1.1 2.7
Revaluation (deficit)/surplus Property (losses)/gains (385.2) 36.1 (349.1)
Profit on sale of investment properties Property (losses)/gains 3.0 - 3.0
Adjustments for fair value of derivatives Finance costs (1.6) - (1.6)
Adjustments for fair value of derivatives Finance income 3.5 1.2 4.7
Profit from the sale of US property
business Discontinued operations - 437.3 437.3
EPRA adjustments before tax (377.8) 475.7 97.9
Tax on the sale of US property business Discontinued operations - (302.4) (302.4)
Deferred tax attributable to investment and
development property which does not
crystallise
unless sold Deferred tax 18.1 (19.0) (0.9)
Other deferred tax Deferred tax (0.2) (0.4) (0.6)
Total EPRA adjustments after tax (359.9) 153.9 (206.0)
Exceptional items (excluding minority interests)
Profit from the sale of Slough Heat & Power Discontinued operations - 7.7 7.7
Debt repayment penalty on early US loan
redemption Finance costs - (16.4) (16.4)
France SIIC conversion charge Current tax (13.9) - (13.9)
Total exceptional items before tax (13.9) (8.7) (22.6)
Tax effect of exceptional items Current tax - 6.7 6.7
Total exceptional items after tax (13.9) (2.0) (15.9)
Total adjustments (373.8) 151.9 (221.9)
5. Adjustments for EPRA, exceptional items and related tax (continued)
Continuing Discontinued
operations operations Total
Details of adjustments Income statement line £m £m £m
Year ended 31 December 2006
EPRA adjustments
Gains after tax on property valuations Share of profits from property
joint
ventures and associates 4.2 2.1 6.3
Revaluation surplus Property (losses)/gains 392.7 139.5 532.2
Profit on sale of investment properties Property (losses)/gains 4.8 - 4.8
Adjustments for fair value of derivatives Finance costs (0.5) (0.1) (0.6)
Adjustments for fair value of derivatives Finance income 4.7 - 4.7
EPRA adjustments before tax 405.9 141.5 547.4
Deferred tax attributable to investment
and
development property which does not
crystallise
unless sold Deferred tax 406.5 (63.2) 343.3
Other deferred tax Deferred tax (1.2) - (1.2)
Total EPRA adjustments after tax 811.2 78.3 889.5
Exceptional items (excluding minority interests)
UK REIT conversion charge Current tax (81.9) - (81.9)
Total exceptional items before tax (81.9) - (81.9)
Tax effect of exceptional items Current tax 10.8 - 10.8
Deferred tax (14.2) - (14.2)
Total exceptional items after tax (85.3) - (85.3)
Total adjustments 725.9 78.3 804.2
6. Properties
Continental
Properties are included in the balance sheet as follows : UK Europe Total
2007 2007 2007 2006
Properties carried at valuation: £m £m £m £m
Investment properties 3,547.5 938.0 4,485.5 5,156.7
Development and owner occupied properties 116.8 172.7 289.5 469.7
Classified as held for sale in current assets - - - 56.6
3,664.3 1,110.7 4,775.0 5,683.0
Group's share of investment properties within joint ventures and
associates 105.9 5.1 111.0 137.3
Total properties carried at valuation 3,770.2 1,115.8 4,886.0 5,820.3
Properties carried at the lower of cost and net realisable value:
Trading properties 8.1 227.9 236.0 232.3
Group's share of trading properties within joint ventures and
associates 14.1 46.5 60.6 27.2
Total properties carried at the lower cost and net realisable
value 22.2 274.4 296.6 259.5
Total properties at 31 December 3,792.4 1,390.2 5,182.6 6,079.8
Reconciliation of the completed investment properties table
to the financial statements:
Valuation of completed investment properties, including share of
joint ventures 3,455.6 932.5 4,388.1 5,012.1
Add Trading Properties 8.1 227.9 236.0 232.3
Add tenant lease incentives, letting fees and rental guarantees 29.8 5.2 35.0 66.7
Add Joint Ventures - trading properties 14.1 46.5 60.6 27.2
Company occupied buildings 11.9 1.2 13.1 16.8
Land & construction in progress 272.9 176.9 449.8 724.7
Total properties at 31 December 3,792.4 1,390.2 5,182.6 6,079.8
7. Borrowings
Group
7(i) - Borrowings by type 2007 2006
£m £m
Secured borrowings :
European mortgages (repayable within 1 year) 22.1 0.9
US dollars 6.9% 2007 first mortgage - 3.5
Euro mortgages 2009 to 2012 22.4 7.7
US dollars 6.85% to 7.51% 2008 to 2017 - 24.4
Euro mortgages 5.14% to 6.36% 2014 to 2027 35.7 40.6
Total secured (on land, buildings and other assets) 80.2 77.1
Unsecured borrowings :
Bonds
7.125% bonds 2010 124.6 124.5
6.25% bonds 2015 148.3 148.2
5.5% bonds 2018 198.0 197.9
5.625% bonds 2020 247.0 246.8
7.0% bonds 2022 148.8 148.7
6.75% bonds 2024 220.8 220.7
5.75% bonds 2035 198.0 197.9
Notes
7.58% US dollar Notes 2007 - 10.2
7.84% US dollar Notes 2008 - 7.6
9.27% Canadian dollar Notes 2010 - 11.0
7.94% US dollar Notes 2010 - 46.6
6.417% Euro Notes 2011 36.8 33.7
6.57% US dollar Notes 2011 - 50.9
8.0% US dollar Notes 2012 - 22.2
8.09% US dollar Notes 2015 - 5.1
6.97% US dollar Notes 2016 - 50.9
1,322.3 1,522.9
Bank loans and overdrafts 646.6 784.5
Preference shares held by subsidiary 0.3 0.3
Total unsecured 1,969.2 2,307.7
Total borrowings 2,049.4 2,384.8
The maturity profile of borrowings is as follows :
Group
2007 2006
Maturity profile of debt £m £m
In one year or less 52.1 77.6
In more than one year but less than two 4.6 30.7
In more than two years but less than five 796.1 991.0
In more than five years but less than ten 182.8 272.8
In more than ten years 1,013.8 1,012.7
Total debt 2,049.4 2,384.8
Maturity profile of undrawn borrowing facilities
In one year or less 49.3 37.1
In more than one year but less than two - 11.1
In more than two years 738.9 461.7
Total available undrawn facilities 788.2 509.9
There are no early settlement or call options on any of the borrowings.
Financial covenants relating to the borrowings include maximum limits on the
Group's gearing ratio and minimum limits to permitted interest cover. The Group
is comfortably within the limits imposed by the covenants.
GLOSSARY OF TERMS
-----------------
Adjusted earnings per share
---------------------------
EPS based on adjusted profit before tax and excluding deferred tax on investment
properties.
Adjusted net asset value per share
----------------------------------
NAV per share adjusted to add back deferred tax associated with investment
properties, as recommended by EPRA.
Adjusted profit before tax
--------------------------
Reported profit before tax, after reflecting EPRA adjustments and excluding
items which are exceptional by virtue of their size or incidence.
Book value
----------
The amount at which assets and liabilities are reported in the accounts.
Combined portfolio
------------------
The investment, development and trading properties of the Group, including the
relevant share of joint ventures' properties.
Continuing operations
---------------------
The remaining ongoing operations of the Group after excluding the operations of
the Group's US business and Slough Heat & Power.
Development pipeline
--------------------
The Group's current programme of developments authorised or in the course of
construction at the balance sheet date, together with potential schemes not yet
commenced on land owned or controlled by the Group or its joint ventures.
Diluted figures
---------------
Reported amounts adjusted to reflect the dilutive effects of convertible
preference shares and of shares held by the employee share ownership plan
trusts.
Discontinued operations
-----------------------
The operations of the Group's US business which was sold on 1 August 2007 and
Slough Heat & Power which was sold on 31 December 2007. Under IFRS 5, these
operations are required to be accounted for as discontinued and disclosed
separately in the income statement and balance sheet.
Dividend cover
--------------
Adjusted earnings per share divided by the ordinary dividend per share.
Earnings per share (EPS)
------------------------
Profit after taxation attributable to ordinary shareholders divided by the
weighted average number of ordinary shares in issue during the year.
EPRA adjustments
----------------
Adjustments to income statement and balance sheet amounts reported under IFRS
arising from adopting the recommendations of the Best Practices Committee of the
European Real Estate Association ("EPRA"). The adjustments to income statement
amounts principally relate to the exclusion of valuation gains and losses,
whilst the balance sheet adjustments relate to the exclusion of deferred tax on
investment properties.
Equivalent yield
----------------
The internal rate of return from an investment property, based on the value of
the property assuming the current passing rent reverts to ERV and assuming the
property becomes fully occupied over time.
Estimated rental value (ERV)
----------------------------
The estimated annual market rental value of lettable space as determined
biannually by the Company's valuers. This will normally be different from the
rent being paid.
Estimate to complete (ETC)
--------------------------
Costs still to be expended on a development or redevelopment to practical
completion (not to complete lettings), including attributable interest.
Finance lease
-------------
A lease that transfers substantially all the risks and rewards of ownership from
the lessor to the lessee.
Gearing (net)
-------------
Total borrowings, including bank overdrafts, less short-term deposits, corporate
bonds and cash, at book value, plus non-equity shareholders' funds as a
percentage of equity shareholders' funds.
Gross rental income
-------------------
Contracted rental income recognised in the period, including surrender premiums,
interest receivable on finance leases and service charge income. Lease
incentives, initial costs and any contracted future rental increases are
amortised on a straight line basis over the lease term
Hectares (ha)
-------------
The area of land measurement used in this report. The conversion factor used,
where appropriate, is 1 hectare = 2.471 acres.
Initial yield
-------------
Annualised current passing rent expressed as a percentage of the property
valuation.
IPD
---
Investment Property Databank.
IRR
---
The internal rate of return is the discount rate at which the net present value
of the expected cash flows of a project is zero (ie the breakeven rate of
return).
Joint venture
-------------
An entity in which the Group holds an interest and which is jointly controlled
by the Group and one or more partners under a contractual arrangement whereby
decisions on financial and operating policies essential to the operation,
performance and financial position of the venture require each partner's consent
Net asset value (NAV) per share
-------------------------------
Equity shareholders' funds divided by the number of ordinary shares in issue at
the period end.
Net rental income
-----------------
Gross rental income less ground rents paid, service charge expenses and property
operating expenses
Over-rented
-----------
Space that is let at a rent above its current ERV.
Passing rent
------------
The annual rental income currently receivable on a property as at the balance
sheet date (which may be more or less than the ERV - see over-rented and
reversionary).
Pre-let
-------
A lease signed with an occupier prior to completion of a development.
REIT
----
A qualifying entity which has elected to be treated as a Real Estate Investment
Trust for tax purposes. In the UK, such entities must be listed on a recognised
stock exchange, must be predominantly engaged in property investment activities
and must meet certain ongoing qualifications. SEGRO plc and its UK subsidiaries
elected for REIT status with effect from 1 January 2007.
Reversionary or under-rented
----------------------------
Space where the passing rent is below the ERV.
Reversionary yield
------------------
The ERV of a property, expressed as a percentage of the property's valuation. In
the case of portfolio data, the reversionary yield assumes all properties are
fully occupied.
SIIC
----
(Societes d'Investissements Immobiliers Cotees). A qualifying entity which has
elected to be a French Real Estate Investment Trust. In France, such entities
must be listed on a recognised stock exchange, must be predominantly engaged in
property investment activities and must meet certain ongoing qualifications.
SIICs are exempt from corporation tax. SEGRO plc, whose shares are listed on
Euronext Paris, and its eligible French subsidiaries elected for SIIC status
with effect from 1 January 2007.
Square metres (sq m)
--------------------
The area of buildings measurements used in this report. The conversion factor
used, where appropriate, is 1 square metre = 10.639 square feet.
Total development cost
----------------------
All capital expenditure on a project including the opening book value of the
property on commencement of development, together with all finance costs
capitalised during the development.
Total property return
---------------------
The valuation surplus, profit/(loss) on sale of investment properties and net
rental income in respect of investment properties, expressed as a percentage of
the closing book value of the investment property portfolio.
Total return
------------
Dividends per share plus annual growth in diluted adjusted net asset value per
share, expressed as a percentage of the opening diluted adjusted net asset value
per share.
Trading properties
------------------
Properties held for trading purposes and shown as current assets in the Balance
Sheet.
Voids
-----
The area in a property or portfolio, excluding developments, which is currently
available for letting.