Consolidated Income Statement for the year ended 31 March 2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
|
|
|
|
|
|
|
|
Underlying |
Capital |
|
Underlying |
Capital |
|
|
|
pre tax* |
and other |
Total |
pre tax* |
and other |
Total |
|
Note |
£m |
£m |
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross rental and related income |
3 |
394 |
|
394 |
554 |
|
554 |
|
|
|
|
|
|
|
|
Net rental and related income |
3 |
337 |
|
337 |
453 |
|
453 |
|
|
|
|
|
|
|
|
Fees and other income |
4 |
13 |
|
13 |
18 |
|
18 |
|
|
|
|
|
|
|
|
Amortisation of intangible assets |
|
|
(15) |
(15) |
|
(14) |
(14) |
|
|
|
|
|
|
|
|
Joint ventures and funds (see also below) |
|
81 |
398 |
479 |
55 |
(822) |
(767) |
|
|
|
|
|
|
|
|
Administrative expenses |
|
(55) |
|
(55) |
(51) |
|
(51) |
|
|
|
|
|
|
|
|
Net valuation movement (includes profits & losses on disposals) |
5 |
|
496 |
496 |
|
(3,241) |
(3,241) |
|
|
|
|
|
|
|
|
Net financing costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- financing income |
|
30 |
|
30 |
52 |
|
52 |
- financing charges |
|
(157) |
|
(157) |
(259) |
(119) |
(378) |
|
|
|
|
|
|
|
|
|
|
(127) |
|
(127) |
(207) |
(119) |
(326) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit (loss) on ordinary activities before taxation |
|
249 |
879 |
1,128 |
268 |
(4,196) |
(3,928) |
|
|
|
|
|
|
|
|
Taxation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- current tax income (expense) |
7 |
|
24 |
24 |
|
(2) |
(2) |
- deferred tax (expense) income |
7 |
|
(12) |
(12) |
|
49 |
49 |
|
|
|
|
|
|
|
|
|
|
|
12 |
12 |
|
47 |
47 |
|
|
|
|
|
|
|
|
Profit (loss) for the year after taxation attributable to shareholders of the Company |
|
|
|
1,140 |
|
|
(3,881) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share: basic |
2 |
|
|
133p |
|
|
(616)p |
diluted |
2 |
|
|
133p |
|
|
(614)p |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share of results of joint ventures and funds |
|
|
|
|
|
|
|
Underlying profit before taxation |
|
81 |
|
81 |
55 |
|
55 |
Net valuation movement (includes profits & losses on disposals) |
|
|
412 |
412 |
|
(833) |
(833) |
Non-recurring items |
|
|
(9) |
(9) |
|
|
|
Current tax (expense) income |
|
|
(5) |
(5) |
|
2 |
2 |
Deferred tax income |
|
|
|
|
|
9 |
9 |
|
9 |
81 |
398 |
479 |
55 |
(822) |
(767) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*As defined in note 2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Balance Sheet |
|
|
|
||
as at 31 March 2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
2009 |
|
|
Note |
£m |
|
£m |
|
Assets |
|
|
|
|
|
Non-current assets |
|
|
|
|
|
Investment properties |
8 |
4,126 |
|
5,436 |
|
Development properties |
8 |
|
|
358 |
|
Owner-occupied property |
8 |
33 |
|
30 |
|
|
|
4,159 |
|
5,824 |
|
|
|
|
|
|
|
Other non-current assets |
|
|
|
||
Investments in joint ventures and funds |
9 |
1,594 |
|
952 |
|
Other investments |
10 |
261 |
|
38 |
|
Intangible assets |
10 |
10 |
|
25 |
|
|
|
6,024 |
|
6,839 |
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
Debtors |
11 |
105 |
|
123 |
|
Liquid investments |
14 |
195 |
|
|
|
Cash and short-term deposits |
14 |
74 |
|
616 |
|
|
|
374 |
|
739 |
|
|
|
|
|
|
|
Total assets |
|
6,398 |
|
7,578 |
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
Current liabilities |
|
|
|
|
|
Short-term borrowings and overdrafts |
14 |
(139) |
|
(49) |
|
Creditors |
12 |
(332) |
|
(524) |
|
|
|
(471) |
|
(573) |
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
Debentures and loans |
14 |
(1,642) |
|
(3,716) |
|
Other non-current liabilities |
13 |
(30) |
|
(45) |
|
Deferred tax liabilities |
7 |
(47) |
|
(35) |
|
|
|
(1,719) |
|
(3,796) |
|
|
|
|
|
|
|
Total liabilities |
|
(2,190) |
|
(4,369) |
|
|
|
|
|
|
|
Net assets |
|
4,208 |
|
3,209 |
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
Share capital |
|
220 |
|
217 |
|
Share premium |
|
1,241 |
|
1,244 |
|
Other reserves |
|
(90) |
|
(139) |
|
Retained earnings |
2,837 |
|
1,887 |
|
|
|
|
|
|
|
|
Total equity attributable to shareholders |
|
|
|
||
of the Company |
4,208 |
|
3,209 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EPRA NAV per share* |
2 |
504 |
p |
398 |
p |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* As defined in note 2 |
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Comprehensive Income |
|||
for the year ended 31 March 2010 |
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2010 |
2009 |
|
Note |
£m |
£m |
|
|
|
|
|
|
|
|
Profit (loss) for the year after taxation |
1,140 |
(3,881) |
|
|
|
|
|
Other comprehensive income: |
|
||
Valuation movements |
|
|
|
- on development properties |
5 |
|
(44) |
- on owner-occupied property |
5 |
|
(3) |
- on other investments |
5 |
|
(88) |
|
|
|
|
|
|
|
(135) |
Losses on cash flow hedges |
|
||
- Group |
|
(6) |
(182) |
- Joint ventures and funds |
(10) |
(46) |
|
|
|
|
|
Transferred to the income statement (cash flow hedges) |
|||
- foreign currency derivatives |
6 |
(30) |
|
- interest rate derivatives |
23 |
109 |
|
|
|
|
|
|
|
29 |
79 |
|
|
|
|
Exchange differences on translation of foreign operations |
(1) |
5 |
|
|
|
|
|
Net actuarial loss on pension scheme |
(2) |
(2) |
|
|
|
|
|
Tax on items taken directly to equity |
|
24 |
|
|
|
|
|
Other comprehensive income for the period |
10 |
(257) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income for the period |
1,150 |
(4,138) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Cash Flows |
|
||
for the year ended 31 March 2010 |
|
||
|
|
|
|
|
|
|
|
|
|
2010 |
2009 |
|
Note |
£m |
£m |
|
|
|
|
|
|
|
|
Rental income received from tenants |
317 |
455 |
|
Fees and other income received |
15 |
30 |
|
Operating expenses paid to suppliers and employees |
(84) |
(79) |
|
Cash generated from operations |
248 |
406 |
|
|
|
|
|
|
|
|
|
Interest paid |
(179) |
(270) |
|
Interest received |
9 |
20 |
|
UK corporation tax (paid) received |
(3) |
16 |
|
Distributions and other receivables from joint ventures and funds |
61 |
33 |
|
Net cash inflow from operating activities |
136 |
205 |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
||
Purchase of investment properties |
(75) |
(107) |
|
Development and other capital expenditure |
(173) |
(436) |
|
Sale of investment properties |
279 |
904 |
|
REIT conversion charge recovered (paid) |
6 |
(6) |
|
Purchase of investments |
(43) |
|
|
Sale of investments |
13 |
|
|
Indirect taxes in respect of investing activities |
(4) |
3 |
|
Establishment of Meadowhall Joint Venture |
|
115 |
|
Establishment of Broadgate Joint Venture |
31 |
|
|
Investment in Shopping Centres Joint Venture with Tesco |
(26) |
|
|
Investment in and loans to joint ventures and funds |
(56) |
(57) |
|
Capital distributions received from joint ventures and funds |
7 |
2 |
|
Net cash (outflow) inflow from investing activities |
(41) |
418 |
|
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
||
Issue of ordinary shares |
|
743 |
|
Dividends paid |
(154) |
(188) |
|
Repayment of debt acquired with subsidiary undertaking |
|
(11) |
|
Movement in other financial liabilities |
(20) |
(76) |
|
Establishment of Broadgate Joint Venture - cash collateral |
(266) |
|
|
Increase in liquid investments |
(200) |
|
|
Increase (decrease) in bank and other borrowings |
1 |
(714) |
|
Net cash outflow from financing activities |
(639) |
(246) |
|
|
|
|
|
|
|
|
|
Net (decrease) increase in cash and cash equivalents |
(544) |
377 |
|
Cash and cash equivalents at 1 April |
616 |
239 |
|
Cash and cash equivalents at 31 March |
72 |
616 |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents consists of: |
|
||
Cash and short-term deposits |
14 |
74 |
616 |
Overdrafts |
(2) |
|
|
|
|
72 |
616 |
|
|
|
|
Consolidated Statement of Changes in Equity for the year ended 31 March 2010 |
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Hedging and |
|
|
|
|
Share |
Share |
Merger |
translation |
Revaluation |
Retained |
|
|
capital * |
premium |
reserve * |
reserve * |
reserve * |
earnings |
Total |
|
£m |
£m |
£m |
£m |
£m |
£m |
£m |
Balance at 1 April 2009 |
217 |
1,244 |
|
(98) |
(41) |
1,887 |
3,209 |
Profit for the period after taxation |
|
|
|
|
|
1,140 |
1,140 |
Reallocation of hedging reserve on disposal |
|
|
|
37 |
|
(37) |
|
Joint venture and fund revaluations |
|
|
|
|
(10) |
|
(10) |
Losses on cash flow hedges |
|
|
|
(6) |
|
|
(6) |
Reclassification of losses (gains) on cash flow hedges to loss for the period after taxation |
|
|
|
|
|
|
|
- foreign currency derivatives |
|
|
|
6 |
|
|
6 |
- interest rate derivatives |
|
|
|
23 |
|
|
23 |
Foreign exchange movements |
|
|
|
|
(1) |
|
(1) |
Net actuarial loss on pension schemes |
|
|
|
|
|
(2) |
(2) |
Other comprehensive income |
|
|
|
60 |
(11) |
(39) |
10 |
Total comprehensive income for the year |
|
|
|
60 |
(11) |
1,101 |
1,150 |
Share issues |
3 |
(3) |
|
|
|
|
|
Adjustment for share and share option awards |
|
|
|
|
|
1 |
1 |
Dividends payable in year (27.3p per share) |
|
|
|
|
|
(215) |
(215) |
Adjustment for scrip dividend element |
|
|
|
|
|
63 |
63 |
Balance at 31 March 2010 |
220 |
1,241 |
|
(38) |
(52) |
2,837 |
4,208 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 April 2008 |
131 |
1,269 |
|
3 |
332 |
5,055 |
6,790 |
Loss for the period after taxation |
|
|
|
|
|
(3,881) |
(3,881) |
Development property revaluations |
|
|
|
|
(44) |
|
(44) |
Transfer on practical completion of developments |
|
|
|
|
(219) |
219 |
|
Revaluation of owner occupied property |
|
|
|
|
(3) |
|
(3) |
Revaluation of investments |
|
|
|
|
(88) |
|
(88) |
Joint venture and fund revaluations |
|
|
|
|
(46) |
|
(46) |
Losses on cash flow hedges |
|
|
|
(182) |
|
|
(182) |
Reclassification of losses (gains) on cash flow hedges to loss for the period after taxation |
|
|
|
|
|
|
|
- foreign currency derivatives |
|
|
|
(30) |
|
|
(30) |
- interest rate derivatives |
|
|
|
109 |
|
|
109 |
Foreign exchange movements |
|
|
|
2 |
3 |
|
5 |
Net actuarial loss on pension schemes |
|
|
|
|
|
(2) |
(2) |
Deferred tax taken to equity |
|
|
|
|
24 |
|
24 |
Other comprehensive income |
|
|
|
(101) |
(373) |
217 |
(257) |
Total comprehensive income for the year |
|
|
|
(101) |
(373) |
(3,664) |
(4,138) |
Share issues |
86 |
(25) |
682 |
|
|
|
743 |
Transfer |
|
|
(682) |
|
|
682 |
|
Adjustment for share and share option awards |
|
|
|
|
|
(1) |
(1) |
Dividends payable in year (30p per share) |
|
|
|
|
|
(185) |
(185) |
Balance at 31 March 2009 |
217 |
1,244 |
|
(98) |
(41) |
1,887 |
3,209 |
* refer to note 17 |
|
|
|
|
|
|
|
Notes to the accounts for the year ended 31 March 2010 |
|
|
|
1. Basis of preparation |
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|
|
The financial information set out above does not constitute the company's statutory accounts for the years ended 31 March 2010 or 2009, but is derived from those accounts. Statutory accounts for 2009 have been delivered to the Registrar of Companies and those for 2010 will be delivered following the company's annual general meeting. The auditors have reported on those accounts; their reports were unqualified, did not draw attention to any matters by way of emphasis and did not contain statements under s498(2) or (3) of Companies Act 2006 or equivalent preceding legislation. |
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|
|
The financial statements for the year ended 31 March 2010 have been prepared on the historical cost basis, except for the revaluation of properties, investments and derivatives. The financial statements have also been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union and therefore comply with Article 4 of the EU IAS Regulation. |
|
|
|
While the financial information included in this preliminary announcement has been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRSs), this announcement does not itself contain sufficient information to comply with IFRSs. The Group expects to publish full financial statements that comply with IFRSs in June 2010. |
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|
|
The accounting policies used are consistent with those contained in the Group's last annual report and accounts for the year ended 31 March 2009, with the exception of the adoption of the amendments to IAS 1 (revised) which now requires the presentation of a statement of changes in equity as a primary statement; prospective adoption of revisions to IAS 16 Property, Plant & Equipment and IAS 40 Investment Property, which have had the effect to bring property under construction or development for future use as an investment property within the scope of IAS 40; and the amendments to IFRS 7 Financial Instruments. None of these adoptions have affected profits before tax, net assets or underlying profits before tax and comparative results have not needed to be restated. |
|
|
|
The financial statements have been prepared on the going concern basis as stated in the directors' responsibility statement. |
|
|
2. Performance measures |
|
|
|
||
|
|
|
|
|
|
|
|
|
|||
|
2010 |
2009 |
|||
Earnings (loss) per share (diluted) |
Earnings |
Pence |
Earnings |
Pence |
|
|
£m |
£m |
|||
|
|
|
|
|
|
Underlying pre tax profit - income statement |
249 |
|
268 |
|
|
Tax charge relating to underlying profit |
(5) |
|
(9) |
|
|
|
|
|
|
|
|
Underlying earnings per share |
244 |
28.4p |
259 |
41.0p |
|
|
|
|
|
|
|
Realisation of cash flow hedges/non-recurring items* |
(9) |
|
(119) |
|
|
|
|
|
|
|
|
EPRA earnings per share |
235 |
27.3p |
140 |
22.2p |
|
|
|
|
|
|
|
Profit (loss) for the period after taxation |
1,140 |
133p |
(3,881) |
(614)p |
|
* In the year ended 31 March 2010 debt break costs of £9m were incurred in HUT - see note 9 (2009: Realisation of cash flow hedges £119m - see note 6). |
|||||
|
|
|
|
|
|
The European Public Real Estate Association (EPRA) issued Best Practices Recommendations in July 2009, which gives guidelines for performance measures. The EPRA earnings measure excludes investment property revaluations and gains or losses on disposals, intangible asset movements and their related taxation. |
|||||
|
|
|
|
|
|
Underlying earnings consists of the EPRA earnings measure, with additional company adjustments. Adjustments include realisation of cash flow hedges and non-recurring items. |
|||||
|
|
|
|
|
|
The weighted average number of shares in issue for the year was: basic: 857m (2009: 630m); diluted for the effect of share options: 860m (2009: 632m). Basic undiluted earnings per share for the year was 133p (2009: 616p loss). Earnings per share shown in the table above are diluted. |
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|
|
|
|
|
|
|
|
|
|
|
31 March |
31 March |
|
Net asset value (NAV) |
|
2010 |
2009 |
||
|
|
|
£m |
£m |
|
|
|
|
|
|
|
Balance sheet net assets |
|
4,208 |
3,209 |
||
|
|
|
|
|
|
Deferred tax arising on revaluation movements |
43 |
25 |
|||
Mark to market on effective cash flow hedges and related debt adjustments |
|
126 |
153 |
||
Dilution effect of share options |
|
30 |
|
||
|
|
|
|
|
|
EPRA NAV |
|
|
4,407 |
3,387 |
|
|
|
|
|
|
|
EPRA NAV per share |
|
504p |
398p |
||
|
|
|
|
|
|
|
|
|
|
|
|
The EPRA NAV per share excludes the mark to market on effective cash flow hedges and related debt adjustments, deferred taxation on revaluations and is calculated on a fully diluted basis. |
|||||
|
|
|
|
|
|
At 31 March 2010, the number of shares in issue was: basic: 866m (2009: 850m); diluted for the effect of share options: 875m (2009: 851m). |
|||||
|
|
|
|
|
|
Total return per share for the year ended 31 March 2010 of 33.5% includes dividends paid of 27.3p (see note 15) in addition to the increase in EPRA NAV of 106p. Total return per share for the year ended 31 March 2009 was minus 61.6%. |
|||||
3. Gross and net rental income |
|
|||
|
|
2010 |
2009 |
|
|
|
£m |
£m |
|
|
|
|
|
|
Rent receivable |
|
319 |
462 |
|
Spreading of tenant incentives and guaranteed rent increases |
23 |
34 |
||
Surrender premiums |
|
1 |
||
|
|
|
|
|
Gross rental income |
342 |
497 |
||
|
|
|
|
|
Service charge income |
52 |
57 |
||
|
|
|
|
|
Gross rental and related income |
394 |
554 |
||
|
|
|
|
|
Service charge expenses |
(52) |
(57) |
||
Property operating expenses |
(5) |
(44) |
||
|
|
|
|
|
Net rental and related income |
337 |
453 |
||
|
|
|
|
|
The cash element of net rental income recognised during the year ended 31 March 2010 from properties which were not subject to a security interest was £81m (2009: £103m). Property operating expenses relating to investment properties that did not generate any rental income were £1m (2009: £1m). |
||||
|
|
|
|
|
|
|
|
|
|
4. Fees and other income |
|
|||
|
|
2010 |
2009 |
|
|
|
£m |
£m |
|
|
|
|
|
|
Performance fees (from funds) |
|
3 |
||
Management fees (from joint ventures and funds) |
7 |
11 |
||
Other fees and commission |
6 |
4 |
||
|
|
|
|
|
|
|
13 |
18 |
|
|
|
|
|
|
There were no performance fees receivable from HUT or HIF for the years ended 31 December 2009 or 31 December 2008. Some 50% of undistributed performance fees are payable each year provided there is no clawback. In relation to HUT, all unpaid deferred fees relating to calendar years 2005 and 2006 have been clawed back in the current year. The basis on which HUT performance fees are calculated has been amended with effect from 1 January 2010 to a rolling three year period with no clawbacks. |
||||
|
|
|
|
|
|
|
|
|
|
5. Net revaluation movements on property and investments |
||||
|
|
2010 |
2009 |
|
|
|
£m |
£m |
|
Consolidated income statement |
|
|||
Revaluation of properties |
530 |
(2,994) |
||
Result on property disposals |
(18) |
(177) |
||
Revaluation of investments |
(12) |
(69) |
||
Other revaluations and losses |
(4) |
(1) |
||
|
|
|
|
|
|
|
496 |
(3,241) |
|
Share of profits (losses) of joint ventures and funds |
412 |
(833) |
||
|
|
|
|
|
|
|
908 |
(4,074) |
|
Consolidated statement of comprehensive income |
||||
Revaluation of development properties |
|
(44) |
||
Revaluation of owner-occupied property |
|
(3) |
||
Revaluation of investments |
|
(88) |
||
|
|
|
|
|
|
|
908 |
(4,209) |
6. Net financing costs |
|
||
|
2010 |
2009 |
|
|
£m |
£m |
|
Interest payable on: |
|
||
Bank loans and overdrafts |
12 |
31 |
|
Other loans |
146 |
230 |
|
Obligations under finance leases |
1 |
1 |
|
|
|
|
|
|
159 |
262 |
|
Development interest capitalised |
(13) |
(38) |
|
|
|
|
|
|
146 |
224 |
|
Interest receivable on: |
|
||
Deposits, securities and liquid investments |
(15) |
(17) |
|
Loans to joint ventures |
(3) |
|
|
|
|
|
|
|
(18) |
(17) |
|
|
|
|
|
Other finance (income) costs: |
|||
|
|
|
|
Expected return on pension scheme assets |
(5) |
(5) |
|
Interest on pension scheme liabilities |
4 |
5 |
|
|
|
|
|
Valuation movements on translation of foreign currency debt |
(6) |
30 |
|
Hedging reserve recycling |
6 |
(30) |
|
Valuation movements on fair value debt |
1 |
|
|
Valuation movements on fair value derivatives |
(1) |
|
|
|
|
|
|
Net financing expenses - pre exceptional |
127 |
207 |
|
|
|
|
|
Exceptional item |
|
||
Realisation of cash flow hedges |
119 |
||
|
|
|
|
|
|
119 |
|
|
|
|
|
Net financing costs |
127 |
326 |
|
|
|
|
|
|
|
|
|
Total financing income |
(30) |
(52) |
|
Total financing expenses |
157 |
378 |
|
|
|
|
|
Net financing costs |
127 |
326 |
|
|
|
|
|
|
|
|
|
Interest on development expenditure is capitalised at a rate of 5.27% (2009: 5.5%). |
|||
|
|
|
|
|
|||
|
|
|
7. Taxation |
|
|
|
|
|
|
2010 |
2009 |
|
|
|
£m |
£m |
|
Tax expense (income) |
|
|
||
|
|
|
|
|
Current tax: UK corporation tax: 28% (2009: 28%) |
2 |
6 |
||
Foreign tax |
|
1 |
||
|
|
|
|
|
|
|
2 |
7 |
|
Adjustments in respect of prior periods |
(26) |
(5) |
||
|
|
|
|
|
Total current tax (income) expense |
(24) |
2 |
||
Deferred tax on revaluations |
12 |
(49) |
||
|
|
|
|
|
Group total taxation (net) |
(12) |
(47) |
||
|
|
|
|
|
Attributable to joint ventures and funds |
5 |
(11) |
||
|
|
|
|
|
Total taxation |
|
(7) |
(58) |
|
|
|
|
|
|
Tax reconciliation |
|
|
||
Profit (loss) on ordinary activities before taxation |
1,128 |
(3,928) |
||
Less: (profit) loss attributable to joint ventures and funds |
(479) |
767 |
||
|
|
|
|
|
Group profit (loss) on ordinary activities before taxation |
649 |
(3,161) |
||
|
|
|
|
|
Tax on profit (loss) on ordinary activities at UK corporation |
|
|||
tax rate of 28% (2009: 28%) |
182 |
(885) |
||
|
|
|
|
|
Effects of: |
|
|
|
|
REIT exempt income and gains |
(170) |
881 |
||
Tax losses and other timing differences |
2 |
(38) |
||
Adjustments in respect of prior years |
(26) |
(5) |
||
|
|
|
|
|
Group total taxation |
(12) |
(47) |
||
|
|
|
|
|
Tax expense attributable to underlying profits for the year ended 31 March 2010 was £5m (2009: £9m). |
||||
Corporation tax payable at 31 March 2010 was £23m (2009: £40m) as shown in note 12. Deferred tax is calculated on temporary differences under the liability method using a tax rate of 28% (2009: 28%). The movement on deferred tax is as shown below: |
||||
|
|
|
|
|
Deferred taxation |
|
|
|
|
|
|
|
|
|
|
1 April |
Charged (credited) |
31 March |
|
|
2009 |
to income |
2010 |
|
|
£m |
£m |
£m |
|
|
|
|
|
|
Property and investment revaluations |
23 |
16 |
39 |
|
Other timing differences |
4 |
|
4 |
|
Intangible assets |
8 |
(4) |
4 |
|
|
|
|
|
|
|
35 |
12 |
47 |
|
|
|
|
|
|
|
|
|
|
|
Under the REIT regime development properties which are sold within three years of completion do not benefit from tax exemption. At 31 March 2010 the value of such properties is £1,108m (2009: £1,066m) and if these properties were to be sold the tax arising would be £nil (2009: £nil). |
||||
|
|
|
|
8. Property |
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
Owner- |
|
|
|
|
Investment |
Development |
occupied |
Total |
|
|
|
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
|
Carrying value at 1 April 2009 |
5,436 |
358 |
30 |
5,824 |
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additions: |
property purchases |
76 |
|
|
76 |
|
|
other capital expenditure |
155 |
|
|
155 |
|
|
|
|
|
|
|
|
|
|
231 |
|
|
231 |
|
|
|
|
|
|
|
|
Depreciation |
|
(1) |
(1) |
|||
|
|
|
|
|
|
|
Disposals |
(2,401) |
|
|
(2,401) |
||
|
|
|
|
|
|
|
Reclassifications |
358 |
(358) |
|
|
||
|
|
|
|
|
|
|
Revaluations included in income statement |
526 |
|
4 |
530 |
||
|
|
|
|
|
|
|
Movement in tenant incentives and contracted rent uplift balances |
(24) |
|
|
(24) |
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying value at 31 March 2010 |
4,126 |
|
33 |
4,159 |
||
|
|
|
|
|
|
|
Head lease liabilities (note 13) |
|
(7) |
||||
|
|
|
|
|
|
|
Total Group property portfolio valuation at 31 March 2010 |
4,152 |
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Group valuation of properties of £4,152m (2009: £5,810m) comprises freeholds of £3,053m (2009: £5,189m); virtual freeholds of £187m (2009: £182m); long leaseholds of £911m (2009: £436m) and short leaseholds of £1m (2009: £3m). The historical cost of properties was £3,401m (2009: £6,000m). |
||||||
|
|
|
|
|
|
|
The Group's property portfolio was valued by external valuers on the basis of Market Value, by reference to recent market evidence of transactions for similar properties, in accordance with the Appraisal and Valuation Standards, sixth edition, published by The Royal Institution of Chartered Surveyors. Knight Frank LLP valued properties to an aggregate value of £4,136m (2009: £5,793m); other valuers £16m (2009: £17m). Valuers of Fund and Joint Venture properties are detailed in note 9. |
||||||
|
|
|
|
|
|
|
Properties valued at £2,659m (2009: £3,665m) were subject to a security interest and other properties of non-recourse companies amounted to £nil (2009: £1m). |
||||||
|
|
|
|
|
|
|
Included within the property valuation is £66m (2009: £67m) in respect of accrued contracted rental uplift income, against which the Group holds a provision of £5m (2009: £25m). The balance arises through the IFRS treatment of leases containing such arrangements, which requires the recognition of rental income on a straight line basis over the lease term, with the difference between this and the cash receipt changing the carrying value of the property against which revaluations are measured. |
||||||
|
|
|
|
|
|
|
Cumulative interest capitalised against investment properties amounts to £74m (2009: £102m). |
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9. Joint ventures and funds |
|
|
|||
|
|
|
|
|
|
British Land's summary share of the results of joint ventures and funds |
|||||
|
|
|
2010 |
2009 |
|
|
|
|
£m |
£m |
|
|
|
|
|
|
|
Gross rental income |
|
219 |
153 |
||
Service charge income |
|
19 |
6 |
||
|
|
|
|
|
|
Gross rental and related income |
238 |
159 |
|||
|
|
|
|
|
|
Net rental and related income |
208 |
145 |
|||
Other income and expenditure |
(8) |
(5) |
|||
Net financing costs |
|
(119) |
(85) |
||
|
|
|
|
|
|
Underlying profit before taxation |
81 |
55 |
|||
|
|
|
|
|
|
Net valuation movement (includes profits and losses on disposals) |
412 |
(833) |
|||
Non-recurring items - debt break costs |
(9) |
|
|||
|
|
|
|
|
|
Profit (loss) on ordinary activities before taxation |
484 |
(778) |
|||
|
|
|
|
|
|
Current tax |
|
(5) |
2 |
||
Deferred tax |
|
|
9 |
||
|
|
|
|
|
|
Profit (loss) on ordinary activities after taxation |
479 |
(767) |
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Summary movement for the year of the investments in joint ventures and funds |
|||||
|
|
|
|
|
|
|
|
Equity |
Loans |
Total |
|
|
|
£m |
£m |
£m |
|
|
|
|
|
|
|
At 1 April 2009 |
899 |
53 |
952 |
||
Additions |
202 |
36 |
238 |
||
Disposals |
(11) |
(3) |
(14) |
||
Share of profit after taxation |
479 |
|
479 |
||
Distributions and dividends: |
capital |
(7) |
|
(7) |
|
|
revenue |
(53) |
|
(53) |
|
Hedging movements |
(1) |
|
(1) |
||
|
|
|
|
|
|
At 31 March 2010 |
1,508 |
86 |
1,594 |
||
|
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2010 the investment in joint ventures included within the total investment in joint ventures and funds was £1,149m (2009: £585m). |
|||||
|
|
|
|
|
|
Distributions in the year include the receipt of £13m from HUT, £6m from PREF, £15m (£7m capital) from BL Fraser, £6m from Tesco joint ventures and £9m from Meadowhall. |
|||||
|
|
|
|
|
|
At 31 March 2010 the valuation of the Group's share of joint ventures and funds properties is £4,387m (2009: £2,815m); external net debt is £2,660m (2009: £1,863m) and the mark to market adjustment for external debt is £177m asset (2009: £236m asset). |
|||||
|
|
|
|
|
|
The Joint Venture and Funds portfolios were valued by external valuers on the basis of Market Value in accordance with the Appraisal and Valuation Standards published by The Royal Institution of Chartered Surveyors. CB Richard Ellis Ltd valued properties to an aggregate value of £2,177m (2009: £1,721m), Knight Frank LLP an aggregate value of £2,210m (2009: £787m), and £nil (2009: £307m) held at Directors' valuation. |
|||||
9. Joint ventures and funds continued: joint ventures' summary financial statements |
|
|
||||
|
|
|
|
|
|
|
A detailed breakdown of the 100% results of specific joint ventures and funds is set out on the two following pages. The total column represents the Group's share of all joint ventures and funds. All disclosures have been restated to British Land accounting policies under IFRS eliminating performance and management fees due to the Group. |
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bluebutton |
MSC Property |
BL Sainsbury |
Tesco Joint |
The Scottish |
|
|
Properties |
Intermediate |
Superstores |
Ventures* |
Retail Property |
|
|
Ltd |
Holdings Ltd |
Ltd |
|
Limited Partnership |
|
|
|
|
|
|
|
|
|
Blackstone |
LSP Green Park |
|
|
Land Securities |
|
Partners |
Group LP funds |
Property Trust |
J Sainsbury plc |
Tesco plc |
Group PLC |
|
|
|
|
|
|
|
|
Property sector |
City Offices |
Shopping Centres |
Superstores |
Superstores/ |
Shopping Centres |
|
|
(Broadgate) |
(Meadowhall) |
|
Retail W'hses |
(Bon Accord) |
|
|
|
|
|
Shopping Centres |
|
|
Group share |
50% |
50% |
50% |
50% |
50% |
|
|
|
|
|
|
|
|
Date established |
November 2009 |
February 2009 |
March 2008 |
November 1996 |
March 2004 |
|
|
|
|
|
|
|
|
Accounting period |
21 weeks ended |
Year ended |
Year ended |
Year ended |
Year ended |
|
|
31 March |
31 March |
31 March |
31 March |
31 March |
|
|
2010 |
2010 |
2010 |
2010 |
2010 |
|
Summarised income statements |
£m |
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross rental and related income |
88 |
87 |
64 |
92 |
18 |
|
|
|
|
|
|
|
|
Net rental and related income |
68 |
73 |
63 |
91 |
10 |
|
Other income and expenditure |
(1) |
(6) |
(1) |
(1) |
(1) |
|
Net interest - External |
(42) |
(42) |
(34) |
(56) |
(7) |
|
- Shareholders |
|
|
|
|
|
|
Net interest payable |
(42) |
(42) |
(34) |
(56) |
(7) |
|
Underlying profit before taxation |
25 |
25 |
28 |
34 |
2 |
|
|
|
|
|
|
|
|
Surplus on revaluation |
282 |
99 |
224 |
201 |
20 |
|
Disposal of fixed assets |
|
|
|
|
|
|
Non-recurring items |
|
|
|
|
|
|
Profit on ordinary activities before taxation |
307 |
124 |
252 |
235 |
22 |
|
|
|
|
|
|
|
|
Current tax |
|
|
|
(2) |
|
|
Deferred tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit on ordinary activities after taxation |
307 |
124 |
252 |
233 |
22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Summarised balance sheets |
£m |
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
|
Investment properties |
2,483 |
1,277 |
1,188 |
1,754 |
206 |
|
Development properties |
|
|
|
|
|
|
Total properties |
2,483 |
1,277 |
1,188 |
1,754 |
206 |
|
|
|
|
|
|
|
|
Current assets |
17 |
5 |
2 |
12 |
4 |
|
Upstream loans to joint venture shareholders |
|
|
2 |
15 |
|
|
Cash and deposits |
349 |
23 |
20 |
51 |
3 |
|
Gross assets |
2,849 |
1,305 |
1,212 |
1,832 |
213 |
|
|
|
|
|
|
|
|
Current liabilities |
(131) |
(34) |
(30) |
(130) |
(23) |
|
Commercial loan from British Land |
(209) |
|
|
|
|
|
Bank debt falling due within one year |
|
|
|
(349) |
|
|
Bank debt falling due after one year |
|
|
|
(798) |
|
|
Securitised debt |
(1,947) |
(829) |
(676) |
|
(119) |
|
Convertible loan notes |
|
|
|
|
||
Other non-current liabilities |
|
(3) |
|
|
|
|
Obligations under finance leases |
|
(6) |
|
|
(11) |
|
Deferred tax |
|
|
|
|
|
|
Gross liabilities |
(2,287) |
(872) |
(706) |
(1,277) |
(153) |
|
|
|
|
|
|
|
|
Net external assets |
562 |
433 |
506 |
555 |
60 |
|
|
|
|
|
|
|
|
Represented by: |
|
|
|
|
|
|
Shareholder loans |
30 |
|
2 |
59 |
14 |
|
Ordinary shareholders' funds / Partners' capital |
532 |
433 |
504 |
496 |
46 |
|
Total investment |
562 |
433 |
506 |
555 |
60 |
|
|
|
|
|
|
|
|
Capital commitments |
7 |
|
|
|
|
|
|
|
|
|
|
|
|
All joint ventures are non-recourse to the Group. Where a joint venture has net liabilities, as required under IFRS, the Group does not account for its share of the deficit in its total share of joint venture profits. |
||||||
* Tesco Joint Ventures include BLT Properties Ltd, the first joint venture established in November 1996, The Tesco British Land Property Partnership, Tesco BL Holdings Ltd, Shopping Centres Ltd and The Tesco Aqua Limited Partnership. |
||||||
9. Joint ventures and funds continued: joint ventures' and funds' summary financial statements |
|||||||
|
|
|
|
|
|
|
|
A detailed breakdown of the 100% results of specific joint ventures and funds is set out on the current and previous page. The total column represents the Group's share of all joint ventures and funds. All disclosures have been restated to British Land accounting policies under IFRS eliminating performance and management fees due to the Group. |
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
JV & Fund |
JV & Fund |
|
|
Hercules |
Hercules |
Pillar Retail |
Other |
TOTAL |
TOTAL |
|
|
Unit |
Income |
Europark |
Joint Ventures |
Group share |
Group share |
|
|
Trust |
Fund |
Fund |
and Funds* |
2010 |
2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property sector |
Retail |
Retail |
Retail |
|
|
|
|
|
Warehouses |
Warehouses |
Warehouses |
|
|
|
|
|
|
|
|
|
|
|
|
Group share |
36.003% |
26.12% |
65.30% |
At Group Share |
|
|
|
|
|
|
|
|
|
|
|
Date established |
Sep 2000 |
Sep 2004 |
Mar 2004 |
|
|
|
|
|
|
|
|
|
|
|
|
Accounting period |
Year ended |
Year ended |
Year ended |
|
|
|
|
|
31 March |
31 March |
31 December |
|
|
|
|
|
2010 |
2010 |
2009 |
|
|
|
|
Summarised income statements |
£m |
£m |
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross rental and related income |
92 |
8 |
32 |
8 |
238 |
159 |
|
|
|
|
|
|
|
|
|
Net rental and related income |
83 |
8 |
25 |
7 |
208 |
145 |
|
Other income and expenditure |
(7) |
|
(4) |
2 |
(8) |
(5) |
|
Net interest - External |
(50) |
|
(11) |
(3) |
(119) |
(86) |
|
- Shareholders |
|
|
|
|
|
1 |
|
Net interest payable |
(50) |
|
(11) |
(3) |
(119) |
(85) |
|
Underlying profit before taxation |
26 |
8 |
10 |
6 |
81 |
55 |
|
|
|
|
|
|
|
|
|
Surplus (deficit) on revaluation |
172 |
19 |
(20) |
(47) |
420 |
(762) |
|
Disposal of fixed assets |
(31) |
8 |
(2) |
3 |
(8) |
(71) |
|
Non-recurring items |
(25) |
|
|
|
(9) |
|
|
Profit (loss) on ordinary activities before taxation |
142 |
35 |
(12) |
(38) |
484 |
(778) |
|
|
|
|
|
|
|
|
|
Current tax |
(1) |
|
|
(4) |
(5) |
2 |
|
Deferred tax |
|
|
|
|
|
9 |
|
|
|
|
|
|
|
|
|
Profit (loss) on ordinary activities after taxation |
141 |
35 |
(12) |
(42) |
479 |
(767) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Summarised balance sheets |
£m |
£m |
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
|
|
Investment properties |
1,528 |
80 |
385 |
119 |
4,395 |
2,775 |
|
Development properties |
|
|
|
|
|
49 |
|
Total properties |
1,528 |
80 |
385 |
119 |
4,395 |
2,824 |
|
|
|
|
|
|
|
|
|
Current assets |
25 |
1 |
32 |
44 |
94 |
92 |
|
Upstream loans to joint venture shareholders |
|
|
|
22 |
31 |
31 |
|
Cash and deposits |
156 |
34 |
32 |
18 |
327 |
92 |
|
Gross assets |
1,709 |
115 |
449 |
203 |
4,847 |
3,039 |
|
|
|
|
|
|
|
|
|
Current liabilities |
(25) |
(4) |
(29) |
(44) |
(247) |
(192) |
|
Commercial loan from British Land |
|
|
|
|
(105) |
|
|
Bank debt falling due within one year |
|
(15) |
|
|
(179) |
(207) |
|
Bank debt falling due after one year |
|
|
(259) |
(69) |
(637) |
(525) |
|
Securitised debt |
(603) |
|
|
|
(2,002) |
(1,152) |
|
Convertible loan notes |
(194) |
|
|
|
(70) |
|
|
Other non-current liabilities |
|
|
|
|
(1) |
|
|
Obligations under finance leases |
|
|
|
|
(8) |
(9) |
|
Deferred tax |
|
|
(6) |
|
(4) |
(2) |
|
Gross liabilities |
(822) |
(19) |
(294) |
(113) |
(3,253) |
(2,087) |
|
|
|
|
|
|
|
|
|
Net external assets |
887 |
96 |
155 |
90 |
1,594 |
952 |
|
|
|
|
|
|
|
|
|
Represented by: |
|
|
|
|
|
|
|
Shareholder loans |
|
|
|
20 |
73 |
54 |
|
Ordinary shareholders' funds / Partners' capital |
887 |
96 |
155 |
70 |
1,521 |
898 |
|
Total investment |
887 |
96 |
155 |
90 |
1,594 |
952 |
|
|
|
|
|
|
|
|
|
Capital commitments |
7 |
|
2 |
3 |
11 |
12 |
|
|
|
|
|
|
|
|
|
* Comprises smaller joint ventures and funds including Eurofund Investments Zaragoza SL - a development joint venture - and Group adjustments. |
10. Other non-current assets |
|
||
|
Other |
Intangible |
|
|
investments |
assets |
|
|
£m |
£m |
|
|
|
|
|
At 1 April 2009 |
38 |
25 |
|
Additions |
252 |
|
|
Revaluation of investments |
(12) |
|
|
Depreciation |
(1) |
|
|
Disposals |
(16) |
|
|
Amortisation |
|
(15) |
|
|
|
|
|
At 31 March 2010 |
261 |
10 |
|
|
|
|
|
|
|
|
|
Other investments include the £209m secured commercial loan to Bluebutton Properties Ltd (the parent company of the Broadgate joint venture). In the prior year other investments included £28m relating to the Group's 17.8% interest in Songbird Estates plc which was disposed of in the current year. |
|||
|
|
|
|
Intangible assets relate to fund management contracts which are amortised over the expected remaining life of each contract, which ranged from 6 to 10 years at acquisition. The original fair value was £79m with accumulated amortisation at 31 March 2010 being £69m (2009: £54m). |
|||
|
|
|
|
|
|
|
|
11. Debtors |
|
|
|
|
2010 |
2009 |
|
|
£m |
£m |
|
|
|
|
|
Trade and other debtors+ |
85 |
103 |
|
Prepayments and accrued income |
9 |
4 |
|
Interest rate derivatives* |
11 |
16 |
|
|
|
|
|
|
105 |
123 |
|
|
|
|
|
+ Included within this balance is deferred consideration of £42m (2009: £43m) arising on the sale of investment properties for which the timing of the receipt is contingent and therefore may fall due after one year. |
|||
* Includes contracted cash flow with a maturity greater than one year at fair value. |
|||
|
|
|
|
Trade and other debtors are shown after deducting a provision for bad and doubtful debts of £7m (2009: £6m). The charge to the income statement was £2m (2009: £3m). |
|||
|
|
|
|
The directors consider that the carrying amount of trade and other debtors approximates their fair value. There is no concentration of credit risk with respect to trade debtors as the Group has a large number of customers, who are paying their rental in advance. |
|||
|
|
|
12. Creditors |
|
|
|
|
2010 |
2009 |
|
|
£m |
£m |
|
|
|
|
|
Trade creditors |
104 |
129 |
|
Amounts owed to joint ventures |
40 |
33 |
|
Corporation tax |
23 |
40 |
|
Other taxation and social security |
11 |
11 |
|
Accruals and deferred income |
105 |
202 |
|
Interest rate derivatives* |
49 |
109 |
|
|
|
|
|
|
332 |
524 |
|
|
|
|
|
* Includes contracted cash flow with a maturity greater than one year at fair value. |
|||
|
|
|
|
Trade payables are interest free and have settlement dates within one year. The directors consider that the carrying amount of trade and other payables approximates their fair value. |
|||
|
|
|
|
|
|
|
|
|
|
|
|
13. Other non-current liabilities |
|
||
|
2010 |
2009 |
|
|
£m |
£m |
|
|
|
|
|
Trade and other creditors |
19 |
27 |
|
Obligations under finance leases |
7 |
14 |
|
Minority interest |
4 |
4 |
|
|
|
|
|
|
30 |
45 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14. Net debt |
|
|
|
|
||
|
|
|
|
|
2010 |
2009 |
|
|
|
|
Footnote |
£m |
£m |
Secured on the assets of the Group |
|
|
||||
Class A4 4.821% Bonds 2036 |
1.1 |
|
396 |
|||
Class C2 5.098% Bonds 2035 |
1.1 |
|
217 |
|||
Class B 4.999% Bonds 2033 |
1.1 |
|
365 |
|||
Class A3 4.851% Bonds 2033 |
1.1 |
|
174 |
|||
Class A1 Floating Rate Bonds 2032 |
1.1 |
|
224 |
|||
Class A2 4.949% Bonds 2031 |
1.1 |
|
288 |
|||
Class D Floating Rate Bonds 2025 |
1.1 |
|
112 |
|||
Class C1 Floating Rate Bonds 2022 |
1.1 |
|
215 |
|||
9.125% First Mortgage Debenture Stock 2020 |
1.2 |
39 |
40 |
|||
6.125% First Mortgage Debenture Stock 2014 |
1.2 |
45 |
45 |
|||
10.3125% First Mortgage Debenture Stock 2011 |
1.2 |
41 |
42 |
|||
5.264% First Mortgage Debenture Bonds 2035 |
327 |
327 |
||||
5.0055% First Mortgage Amortising Debentures 2035 |
103 |
104 |
||||
5.357% First Mortgage Debenture Bonds 2028 |
307 |
307 |
||||
6.75% First Mortgage Debenture Bonds 2020 |
204 |
204 |
||||
6.75% First Mortgage Debenture Bonds 2011 |
99 |
99 |
||||
Floating Rate Secured Loan Notes 2035 |
256 |
256 |
||||
Loan notes |
|
|
|
5 |
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
1,426 |
3,420 |
Unsecured |
|
|
|
|
|
|
|
|
|
|
|
|
|
5.50% Senior Notes 2027 |
|
|
98 |
98 |
||
6.30% Senior US Dollar Notes 2015 |
2 |
101 |
108 |
|||
Bank loans and overdrafts |
|
|
156 |
139 |
||
|
|
|
|
|
|
|
|
|
|
|
|
355 |
345 |
Gross debt |
|
|
3 |
1,781 |
3,765 |
|
|
|
|
|
|
|
|
Interest rate derivatives: liabilities |
|
49 |
109 |
|||
Interest rate derivatives: assets |
|
(11) |
(16) |
|||
|
|
|
|
|
|
|
|
|
|
|
|
1,819 |
3,858 |
Liquid investments |
|
|
|
|
||
|
|
|
|
|
|
|
4.405% Medium Term Note 2015 |
(98) |
|
||||
4.395% Medium Term Note 2015 |
(97) |
|
||||
|
|
|
|
|
(195) |
|
|
|
|
|
|
|
|
Cash and short-term deposits |
4 |
(74) |
(616) |
|||
|
|
|
|
|
|
|
Net debt |
|
|
|
1,550 |
3,242 |
|
|
||||||
|
||||||
|
|
|
|
|
2010 |
2009 |
|
|
|
|
|
£m |
£m |
1 |
These borrowings are obligations of ring-fenced, special purpose companies, with no recourse to other companies or assets in the Group: |
|
|
|||
|
|
|
||||
|
1.1 |
Broadgate Financing PLC (sold into a joint venture with Blackstone Group LP funds on 3 November 2009) |
1,991 |
|||
|
1.2 |
BLD Property Holdings Ltd |
125 |
127 |
||
|
|
|
|
|
|
|
2 |
Principal and interest on this borrowing was fully hedged into Sterling at the time of issue. |
|||||
3 |
The principal amount of gross debt at 31 March 2010 was £1,767m (2009: £3,746m). Included in this, the principal amount of secured borrowings and other borrowings of non-recourse companies was £1,415m (2009: £3,412m). |
|||||
|
||||||
4 |
Cash and deposits not subject to a security interest amount to £66m (2009: £215m). |
|||||
|
|
|
|
|
|
|
Maturity analysis of net debt |
|
2010 |
2009 |
|||
|
|
|
|
|
£m |
£m |
|
|
|
|
|
|
|
Repayable: |
|
within one year and on demand |
139 |
49 |
||
between: |
|
one and two years |
297 |
148 |
||
|
|
|
two and five years |
170 |
439 |
|
|
|
|
five and ten years |
313 |
553 |
|
|
|
|
ten and fifteen years |
42 |
436 |
|
|
|
|
fifteen and twenty years |
441 |
835 |
|
|
|
|
twenty and twenty five years |
6 |
930 |
|
|
|
|
twenty five and thirty years |
373 |
375 |
|
|
|
|
|
|
1,642 |
3,716 |
Gross debt |
|
|
|
1,781 |
3,765 |
|
Interest rate derivatives |
|
|
38 |
93 |
||
Liquid Investments |
|
|
(195) |
|
||
Cash and short term deposits |
|
(74) |
(616) |
|||
|
|
|
|
|
|
|
Net debt |
|
|
|
1,550 |
3,242 |
|
|
|
|
|
|
|
|
Total borrowings where any instalments are due after five years are £106m (2009: £1,702m). |
14. Net debt (continued) |
|
|
|
|||
|
|
|
|
|
|
|
The two financial covenants applicable to the Group unsecured debt are: |
||||||
Net Borrowings not to exceed 175% of Adjusted Capital and Reserves. |
||||||
At 31 March 2010 the ratio is 37%: |
||||||
i. Net Borrowings are £1,756m, being the principal amount of gross debt of £1,767m plus amounts owed to joint ventures of £40m and TPP Investments Ltd of £23m (see note 16), less the cash and short-term deposits of £74m; and |
||||||
ii. Adjusted Capital and Reserves are £4,741m, being share capital and reserves of £4,208m (see Consolidated Statement of Changes in Equity), adjusted for £43m of deferred tax (see note 2), £364m exceptional refinancing charges (see below) and £126m mark to market on interest rate swaps (see note 2); and |
||||||
|
|
|
|
|
|
|
Net Unsecured Borrowings not to exceed 70% of Unencumbered Assets. |
||||||
At 31 March 2010 the ratio is 14%: |
||||||
i. Net Unsecured Borrowings are £326m, being the principal amount of gross debt of £1,767m plus amounts owed to joint ventures of £40m less cash and deposits not subject to a security interest of £66m less the principal amount of secured and non-recourse borrowings of £1,415m; and |
||||||
ii. Unencumbered Assets are £2,394m being properties of £4,152m (see note 8) plus investments in funds and joint ventures of £1,594m (see note 9), other investments of £456m (see balance sheet: liquid investments of £195m and other investments of £261m) less investments in joint ventures of £1,149m (see note 9) and encumbered assets of £2,659m (see note 8). |
||||||
|
|
|
|
|
|
|
In calculating Adjusted Capital and Reserves for the purpose of the unsecured debt financial covenants, there is an adjustment of £364m to reflect the cumulative net amortised exceptional items relating to the refinancings in the years ending 31 March 2005, 2006 and 2007. |
||||||
|
|
|
|
|
|
|
Interest rate profile - including effect of derivatives |
|
|
||||
|
|
|
|
2010 |
2009 |
|
|
|
|
|
£m |
£m |
|
|
|
|
|
|
|
|
Fixed rate |
|
|
1,245 |
3,879 |
||
Variable rate (net of cash) |
|
|
305 |
(637) |
||
|
|
|
|
|
|
|
Net debt |
|
|
1,550 |
3,242 |
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of movement in Group Net Debt to Cash Flow Statement |
|
|||||
|
|
|
|
|
|
|
|
2009 |
Disposals* |
Cash flow |
Non cash |
2010 |
|
|
£m |
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
|
Per Cash Flow Statement: |
|
|
|
|||
Cash and short-term deposits |
(616) |
|
542 |
|
(74) |
|
Overdrafts |
|
|
2 |
|
2 |
|
Cash and cash equivalents |
(616) |
|
544 |
|
(72) |
|
|
|
|
|
|
|
|
Term debt (excluding overdrafts) |
3,765 |
(1,970) |
1 |
(17) |
1,779 |
|
Fair value of interest rate derivatives |
93 |
(47) |
|
(8) |
38 |
|
Liquid investments |
|
(200) |
5 |
(195) |
||
|
|
|
|
|
|
|
Net debt |
3,242 |
(2,017) |
345 |
(20) |
1,550 |
|
* Excluding cash and overdrafts. |
||||||
|
||||||
The Group Loan to Value ratio at 31 March 2010 is 25%, being gross debt of £1,781m less cash, short-term deposits and liquid investments of £269m, divided by total Group property of £4,152m (see note 8) plus investments in Funds and Joint Ventures of £1,594m (see note 9) and other investments of £261m (see note 10). |
||||||
|
||||||
14. Net debt (continued) |
|
|
|
|||||
|
|
|
|
|
||||
|
|
|
|
|
||||
Maturity of committed undrawn borrowing facilities |
|
|||||||
|
|
|
|
|
||||
|
|
2010 |
2009 |
|
||||
|
|
£m |
£m |
|
||||
Expiring: |
|
|
|
|
||||
|
|
|
|
|
||||
within one year |
|
245 |
89 |
|
||||
|
|
|
|
|
||||
between: |
|
|
|
|
||||
|
|
|
|
|
||||
one and two years |
775 |
265 |
|
|||||
two and three years |
80 |
775 |
|
|||||
three and four years |
905 |
80 |
|
|||||
four and five years |
781 |
905 |
|
|||||
over five years |
|
75 |
836 |
|
||||
|
|
|
|
|
||||
Total |
|
2,861 |
2,950 |
|
||||
|
|
|
|
|
||||
The above facilities are those freely available to be drawn for Group purposes. |
|
|||||||
|
|
|
|
|
||||
|
|
|
|
|
||||
Comparison of market values and book values at 31 March 2010 |
|
|||||||
|
|
|
|
|
||||
|
Market |
Book |
|
|
||||
|
Value |
Value |
Difference |
|
||||
|
£m |
£m |
£m |
|
||||
|
|
|
|
|
||||
Debentures and unsecured bonds |
1,256 |
1,364 |
(108) |
|
||||
Bank debt and other floating rate debt |
417 |
417 |
|
|
||||
Liquid investments |
(195) |
(195) |
|
|
||||
Cash and short-term deposits |
(74) |
(74) |
|
|
||||
|
|
|
|
|
||||
|
1,404 |
1,512 |
(108) |
|
||||
|
|
|
|
|
||||
Other financial (assets) liabilities: |
|
|
|
|||||
interest rate derivative assets |
(11) |
(11) |
|
|
||||
interest rate derivative liabilities |
49 |
49 |
|
|
||||
|
|
|
|
|
||||
|
38 |
38 |
|
|
||||
|
|
|
|
|
||||
Total |
1,442 |
1,550 |
(108) |
|
||||
|
|
|
|
|
||||
Short-term debtors and creditors have been excluded from the disclosures. |
|
|||||||
|
|
|
|
|
||||
The fair values of securitised debt and debentures have been established by obtaining quoted market prices from brokers. The bank debt and loan notes have been valued assuming they could be renegotiated at contracted margins. The derivatives have been valued by calculating the present value of expected future cash flows, using appropriate market discount rates, by an independent treasury advisor. |
|
|||||||
|
||||||||
|
||||||||
|
||||||||
|
|
|
|
|
||||
|
|
|
|
|
||||
|
|
|
|
|
||||
|
|
|
|
|
||||
|
|
|
|
|
||||
|
|
|
|
|
||||
|
|
|
|
|
||||
|
|
|
|
|
||||
15. Dividend |
|
|
|
|
||||
|
|
|
|
|
||||
The proposed 4th interim dividend of 6.5 pence per share, totalling £57m (2009: 6.5 pence per share, totalling £55m) was approved by the Board on 13 May 2010 and is payable on 13 August 2010 to shareholders on the register at the close of business on 9 July 2010. An enhanced scrip alternative is to be offered to shareholders with the 4th interim dividend. |
||||||||
|
|
|
|
|
||||
This dividend will be entirely a 'normal' dividend i.e. not a PID (Property Income Distribution). PID dividends are paid, as required by REIT legislation, after deduction of withholding tax at the basic rate (currently 20%). However, certain classes of shareholder may be able to claim exemption from deduction of withholding tax. Please refer to our website (www.britishland.com) for details. |
||||||||
|
|
|
|
|
||||
|
|
|
|
|
||||
Payment |
Dividend |
|
2010 |
2009 |
||||
Date |
|
Pence per share |
£m |
£m |
||||
|
|
|
|
|
||||
Current year dividends |
|
|
|
|||||
13.08.2010 |
2010 4th interim |
6.50 |
|
|
||||
14.05.2010 |
2010 3rd interim |
6.50 |
|
|
||||
12.02.2010 |
2010 2nd interim |
6.50 |
56 |
|
||||
13.11.2009 |
2010 1st interim |
6.50 |
56 |
|
||||
|
|
26.00 |
|
|
||||
Prior year dividends |
|
|
|
|||||
14.08.2009 |
2009 4th interim |
6.50 |
55 |
|
||||
15.05.2009 |
2009 3rd interim* |
7.77 |
48 |
|
||||
13.02.2009 |
2009 2nd interim* |
7.76 |
|
47 |
||||
14.11.2008 |
2009 1st interim* |
7.77 |
|
48 |
||||
|
|
29.80 |
|
|
||||
|
|
|
|
|
||||
15.08.2008 |
2008 Final* |
7.25 |
|
45 |
||||
19.05.2008 |
2008 3rd interim* |
7.25 |
|
45 |
||||
|
|
|
|
|
||||
Dividends in Reconciliation of Movement in Shareholders' Funds |
215 |
185 |
||||||
Dividends settled in shares |
(63) |
|
||||||
Dividends settled in cash |
152 |
185 |
||||||
Timing difference relating to payment of withholding tax |
2 |
3 |
||||||
Dividends in Cash Flow Statement |
|
154 |
188 |
|||||
|
|
|
|
|
||||
* Dividends per share was restated in the prior year to take account of the bonus element of the increased number of shares due to the March 2009 Rights Issue. |
||||||||
|
|
|
|
|
||||
16. Contingent liabilities |
|
|
|
|||||
|
|
|
|
|
||||
TPP Investments Limited, a wholly owned ring-fenced special purpose subsidiary, is a partner in The Tesco British Land Property Partnership and, in that capacity, has entered into a secured bank loan under which its liability is limited to £23m (2009: £23m) and recourse is only to the partnership assets. |
||||||||
|
|
|
|
|
||||
|
17. Share capital and reserves |
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
2009 |
|
Number of ordinary shares in issue at 1 April |
863,450,216 |
522,190,080 |
|||||||
|
|
|
|
|
|
|
|
|
|
Share issues |
|
|
|
15,976,886 |
341,260,136 |
||||
|
|
|
|
|
|
|
|
|
|
Number of ordinary shares in issue at 31 March |
879,427,102 |
863,450,216 |
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2010, the authorised share capital is 1,440,000,000 25p ordinary shares (2009: 887,000,000). |
|||||||||
|
|
|
|
|
|
|
|
|
|
At 31 March 2010 of the issued 25p ordinary shares, 1,830,208 were held in the ESOP trust (2009: 2,040,620), 11,266,245 shares were held as treasury shares (2009: 11,266,245) and 866,330,649 shares were in free issue (2009: 850,143,351). No treasury shares were acquired by the ESOP during the year. All issued shares are fully paid. |
|||||||||
|
|
|
|
|
|
|
|
|
|
Merger reserve |
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
This comprises the premium on shares issued to acquire Springboard Capital (Jersey) Limited under the arrangement for the Rights Issue in March 2009. The subsequent redemption gave rise to distributable profits of £682m, which have been transferred to Retained Earnings. |
|||||||||
|
|
|
|
|
|
|
|
|
|
Hedging and translation reserve |
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
The hedging and translation reserve comprises the effective portion of the cumulative net change in the fair value of cash flow and foreign currency hedging instruments, as well as all foreign exchange differences arising from the translation of the financial statements of foreign operations. The foreign exchange difference also include the translation of the liabilities that hedge the Company's net investment in a foreign subsidiary. |
|||||||||
|
|||||||||
Revaluation reserve |
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
The revaluation reserve relates to owner occupied properties and investments in joint ventures and funds. |
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18. Segment information |
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
The Group allocates resources to investment and asset management according to the sectors it expects to perform over the medium term. Its two principal sectors are currently offices and retail. The relevant revenue, net rental income, assets and capital expenditure, being the measure of profit or loss and total assets used by the management of the business, are set out below: |
|||||||||
|
|
|
|
|
|
|
|
|
|
|
Offices |
Retail |
Other |
Total |
|||||
|
2010 |
2009 |
2010 |
2009 |
2010 |
2009 |
2010 |
2009 |
|
|
£m |
£m |
£m |
£m |
£m |
£m |
£m |
£m |
|
Revenue |
194 |
278 |
187 |
268 |
26 |
26 |
407 |
572 |
|
Net rental income |
143 |
230 |
175 |
206 |
19 |
17 |
337 |
453 |
|
Segment assets |
1,791 |
3,572 |
3,753 |
3,012 |
854 |
976 |
6,398 |
7,560 |
|
Capital expenditure |
165 |
383 |
56 |
170 |
10 |
12 |
231 |
565 |
|
|
|
|
|
|
|
|
|
|
|
Segment assets include the Group's investment in joint ventures and funds. |
Table A |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
Summary income statement based on proportional consolidation |
|
|||||||
for the period ended 31 March 2010 |
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
The following pro forma information is unaudited and does not form part of the consolidated primary statements or the notes thereto. It presents the results of the Group, with its share of the results of joint ventures and funds included on a line by line, i.e. proportional basis. The underlying profit before taxation and total profit after taxation are the same as presented in the consolidated income statement. |
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q4 |
Q3 |
Q2 |
Q1 |
|
|
|
|
|
Three months ended |
Year ended |
|||||
|
|
31 Mar |
31 Dec |
30 Sep |
30 Jun |
31 Mar |
31 Mar |
|
|
|
2010 |
2009 |
2009 |
2009 |
2010 |
2009 |
|
|
|
£m |
£m |
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
|
|
|
Rent receivable |
129 |
128 |
140 |
141 |
538 |
616 |
||
Spreading of tenant incentives and guaranteed |
|
|
|
|
||||
|
rent increases |
3 |
6 |
7 |
7 |
23 |
33 |
|
Surrender premiums |
|
|
|
|
|
1 |
||
|
|
|
|
|
|
|
|
|
Gross rental income |
132 |
134 |
147 |
148 |
561 |
650 |
||
|
|
|
|
|
|
|
|
|
Property operating expenses |
(6) |
(6) |
1 |
(5) |
(16) |
(52) |
||
|
|
|
|
|
|
|
|
|
Net rental income |
126 |
128 |
148 |
143 |
545 |
598 |
||
|
|
|
|
|
|
|
|
|
Fees and other income |
8 |
1 |
2 |
4 |
15 |
20 |
||
|
|
|
|
|
|
|
|
|
Administrative expenses |
(16) |
(17) |
(14) |
(18) |
(65) |
(58) |
||
|
|
|
|
|
|
|
|
|
Net interest costs |
(56) |
(54) |
(70) |
(66) |
(246) |
(292) |
||
|
|
|
|
|
|
|
|
|
Underlying profit before taxation |
62 |
58 |
66 |
63 |
249 |
268 |
||
|
|
|
|
|
|
|
|
|
Net valuation movement (includes profits and |
|
|
|
|
||||
|
losses on disposal) |
573 |
567 |
100 |
(332) |
908 |
(4,074) |
|
|
|
|
|
|
|
|
|
|
Realisation of cash flow hedges/non-recurring items |
|
(9) |
|
|
(9) |
(119) |
||
|
|
|
|
|
|
|
|
|
Amortisation of intangible assets |
(4) |
(4) |
(3) |
(4) |
(15) |
(14) |
||
|
|
|
|
|
|
|
|
|
Profit (loss) on ordinary activities |
|
|
|
|
|
|
||
before taxation |
631 |
612 |
163 |
(273) |
1,133 |
(3,939) |
||
|
|
|
|
|
|
|
|
|
Tax charge relating to underlying profit |
(1) |
(1) |
(1) |
(2) |
(5) |
(9) |
||
|
|
|
|
|
|
|
|
|
Deferred tax |
(3) |
(8) |
(3) |
2 |
(12) |
58 |
||
|
|
|
|
|
|
|
|
|
Other taxation |
2 |
20 |
2 |
|
24 |
9 |
||
|
|
|
|
|
|
|
|
|
Profit (loss) for the period after taxation |
629 |
623 |
161 |
(273) |
1,140 |
(3,881) |
||
|
|
|
|
|
|
|
|
|
Underlying earnings per share - diluted basis |
7.0p |
6.6p |
7.6p |
7.2p |
28.4p |
41.0p |
||
|
|
|
|
|
|
|
|
|
The underlying earnings per share is calculated on underlying profit before taxation of £249m, tax attributable to underlying profits of £5m and 860m shares on a diluted basis, for the year ended 31 March 2010 and underlying profit before taxation of £62m, tax attributable to underlying profits of £1m and 867m shares on a diluted basis, for the three months ended 31 March 2010. |
||||||||
Table A (continued) |
|
|
|
|
|
|
|
|
|
|
|
Summary balance sheet based on proportional consolidation |
|||||
as at 31 March 2010 |
|
|
|
|
|
|
|
|
|
|
|
The following pro forma information is unaudited and does not form part of the consolidated primary statements or the notes thereto. It presents the composition of the EPRA net assets of the Group, with its share of the net assets of joint ventures and funds included on a line by line, i.e. proportional basis and assuming full dilution. |
|
||||
|
|||||
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31 March |
|
31 March |
|
|
|
2010 |
|
2009 |
|
|
|
£m |
|
£m |
|
|
|
|
|
|
|
|
Retail properties |
5,602 |
|
4,867 |
|
|
Office properties |
2,736 |
|
3,570 |
|
|
Other properties |
201 |
|
188 |
|
|
Total properties |
8,539 |
|
8,625 |
|
|
|
|
|
|
|
|
Other investments |
156 |
|
38 |
|
|
Intangible assets |
10 |
|
25 |
|
|
Other net liabilities |
(217) |
|
(360) |
|
|
Net debt |
(4,081) |
|
(4,941) |
|
|
|
|
|
|
|
|
EPRA NAV (note 2) |
4,407 |
|
3,387 |
|
|
|
|
|
|
|
|
EPRA NAV per share (note 2) |
504 |
p |
398 |
p |
|
|
|
|
|
|
|
Total property valuations including share of joint ventures and funds |
|||||
|
|
|
|
|
|
British Land Group |
4,152 |
|
5,810 |
|
|
|
|
|
|
|
|
Share of joint ventures and funds |
|
|
|
||
Investment properties |
4,395 |
|
2,775 |
|
|
Development properties |
|
|
49 |
|
|
Head lease liabilities |
(8) |
|
(9) |
|
|
|
|
|
|
|
|
|
4,387 |
|
2,815 |
|
|
|
|
|
|
|
|
Total property portfolio valuation |
8,539 |
|
8,625 |
|
|
|
|
|
|
|
|
Calculation of EPRA NNNAV per share |
|
|
|
||
|
|
|
|
|
|
EPRA NAV |
4,407 |
|
3,387 |
|
|
|
|
|
|
|
|
Deferred tax arising on revaluation movements |
(43) |
|
(25) |
|
|
|
|
|
|
|
|
Mark to market on effective cash flow hedges and related debt adjustments |
(129) |
|
(153) |
|
|
|
|
|
|
|
|
Mark to market on debt |
285 |
|
1,116 |
|
|
|
|
|
|
|
|
EPRA NNNAV |
4,520 |
|
4,325 |
|
|
|
|
|
|
|
|
EPRA NNNAV per share |
517 |
p |
508 |
p |
|
|
|
|
|
|
|
EPRA NNNAV is the EPRA NAV adjusted to reflect the fair value of the debt and derivatives and to include the deferred taxation on revaluations. |
|||||
|
|
|
|
|
|
|
|
|
|
|