Consolidated Income Statement for the year ended 31 March 2009 |
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
2008 |
||||
|
|
|
|
|
|
|
|
|
|
|
|
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 |
554 |
|
554 |
645 |
|
645 |
|
|
|
|
|
|
|
|
|
|
Net rental and related income |
3 |
453 |
|
453 |
561 |
|
561 |
|
|
|
|
|
|
|
|
|
|
Fees and other income |
4 |
18 |
|
18 |
40 |
30 |
70 |
|
|
|
|
|
|
|
|
|
|
Amortisation of intangible asset |
|
(14) |
(14) |
|
(15) |
(15) |
||
|
|
|
|
|
|
|
|
|
Funds and joint ventures (see also below) |
9 |
55 |
(822) |
(767) |
40 |
(346) |
(306) |
|
|
|
|
|
|
|
|
|
|
Administrative expenses |
|
(51) |
|
(51) |
(67) |
|
(67) |
|
|
|
|
|
|
|
|
|
|
Net valuation movement (includes profits and losses on disposals) |
5 |
|
(3,241) |
(3,241) |
|
(1,562) |
(1,562) |
|
|
|
|
|
|
|
|
|
|
Net financing costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
financing income |
52 |
|
52 |
26 |
|
26 |
|
|
financing charges |
(259) |
(119) |
(378) |
(316) |
|
(316) |
|
|
|
|
|
|
|
|
|
|
|
|
6 |
(207) |
(119) |
(326) |
(290) |
|
(290) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) profit on ordinary activities before taxation |
268 |
(4,196) |
(3,928) |
284 |
(1,893) |
(1,609) |
||
|
|
|
|
|
|
|
|
|
Taxation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
current tax |
|
|
(2) |
(2) |
|
|
|
|
deferred tax income |
49 |
49 |
|
|
46 |
||
|
|
|
|
|
|
|
|
|
|
|
7 |
|
47 |
47 |
|
|
46 |
|
|
|
|
|
|
|
|
|
Loss for the year after taxation attributable to shareholders of the Company |
(3,881) |
|
|
(1,563) |
||||
|
|
|
|
|
|
|
|
|
Loss per share: |
basic |
2 |
|
|
(616)p |
|
|
(253)p* |
|
diluted |
2 |
|
|
(614)p |
|
|
(251)p* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share of results of funds and joint ventures (see above) |
|
|
|
|
||||
Underlying profit pre-tax |
|
55 |
|
55 |
40 |
|
40 |
|
Net valuation movement (includes profits and losses on disposals) |
(833) |
(833) |
|
(354) |
(354) |
|||
Goodwill impairment |
|
|
|
|
|
(3) |
(3) |
|
Non-recurring items |
|
|
|
|
|
9 |
9 |
|
Current tax |
|
|
|
2 |
2 |
|
1 |
1 |
Deferred tax |
|
|
|
9 |
9 |
|
1 |
1 |
|
|
9 |
55 |
(822) |
(767) |
40 |
(346) |
(306) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
+ As defined in note 2 |
|
|
|
|
|
|
|
|
* As restated - see note 2. |
|
|
|
|
|
|
|
Consolidated Balance Sheet as at 31 March 2009 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
2008 |
|
|
Note |
£m |
|
£m |
|
Assets |
|
|
|
|
|
Non-current assets |
|
|
|
|
|
Investment properties |
8 |
5,436 |
|
9,389 |
|
Development properties |
8 |
358 |
|
1,062 |
|
Owner-occupied property |
8 |
30 |
|
53 |
|
|
|
5,824 |
|
10,504 |
|
|
|
|
|
|
|
Other non-current assets |
|
|
|
|
|
Investments in funds and joint ventures |
9 |
952 |
|
1,532 |
|
Other investments |
10 |
38 |
|
196 |
|
Intangible assets |
10 |
25 |
|
39 |
|
|
|
6,839 |
|
12,271 |
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
Debtors |
11 |
123 |
|
133 |
|
Cash and short-term deposits |
14 |
616 |
|
244 |
|
|
|
739 |
|
377 |
|
|
|
|
|
|
|
Total assets |
|
7,578 |
|
12,648 |
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
Current liabilities |
|
|
|
|
|
Short-term borrowings and overdrafts |
14 |
(49) |
|
(111) |
|
Creditors |
12 |
(524) |
|
(450) |
|
|
|
(573) |
|
(561) |
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
Debentures and loans |
14 |
(3,716) |
|
(5,151) |
|
Other non-current liabilities |
13 |
(45) |
|
(38) |
|
Deferred tax liabilities |
7 |
(35) |
|
(108) |
|
|
|
(3,796) |
|
(5,297) |
|
|
|
|
|
|
|
Total liabilities |
|
(4,369) |
|
(5,858) |
|
|
|
|
|
|
|
Net assets |
|
3,209 |
|
6,790 |
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
Share capital |
17 |
217 |
|
131 |
|
Share premium |
17 |
1,244 |
|
1,269 |
|
Other reserves |
17 |
(139) |
|
335 |
|
Retained earnings |
17 |
1,887 |
|
5,055 |
|
|
|
|
|
|
|
Total equity attributable to shareholders of the Company |
3,209 |
|
6,790 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EPRA NAV per share+ |
2 |
398 |
p |
1114 |
p* |
|
|
|
|
|
|
|
|
|
|
|
|
The financial information in this preliminary announcement was approved by the Board on 20 May 2009. |
|||||
|
|
|
|
|
|
|
|
|
|
|
|
+ As defined in note 2 |
|
|
|
|
|
* As restated - see note 2. |
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Recognised Income and Expense |
|||||||||
for the year ended 31 March 2009 |
|
||||||||
|
|
|
|
|
|||||
|
|
|
|
|
|||||
|
|
|
2009 |
2008 |
|||||
|
Note |
£m |
£m |
||||||
|
|
|
|
|
|||||
|
Loss for the year after taxation |
(3,881) |
(1,563) |
||||||
|
|
|
|
|
|||||
|
Valuation movements |
|
|
||||||
|
- on development properties |
5 |
(44) |
57 |
|||||
|
- on owner occupied property |
5 |
(3) |
3 |
|||||
|
- on other investments |
5 |
(88) |
(70) |
|||||
|
|
|
|
|
|||||
|
|
|
(135) |
(10) |
|||||
|
Losses on cash flow hedges |
|
|||||||
|
- Group |
|
(182) |
(53) |
|||||
|
- Funds and joint ventures |
(46) |
(20) |
||||||
|
|
|
|
|
|||||
|
Exchange differences on translation of foreign operations |
5 |
|
||||||
|
|
|
|
|
|||||
|
Actuarial loss on pension scheme |
(2) |
(10) |
||||||
|
|
|
|
|
|||||
|
Tax on items taken directly to equity |
24 |
25 |
||||||
|
|
|
|
|
|||||
|
Net loss recognised directly in equity |
(336) |
(68) |
||||||
|
|
|
|
|
|||||
|
Transferred to the income statement (cash flow hedges) |
||||||||
|
- foreign currency derivatives |
(30) |
1 |
||||||
|
- interest rate derivatives |
109 |
(28) |
||||||
|
|
|
|
|
|||||
|
|
|
79 |
(27) |
|||||
|
|
|
|
|
|||||
|
Total recognised income and expense for the year |
(4,138) |
(1,658) |
||||||
|
|
|
|
|
|||||
|
|
|
|
|
|||||
|
|
|
|
|
|||||
|
|
|
|
|
|||||
|
|
|
|
|
|||||
|
|
|
|
|
|||||
|
Reconciliation of Movements in Shareholders' Funds |
||||||||
|
|
|
|
|
|||||
|
|
|
2009 |
2008 |
|||||
|
|
£m |
£m |
||||||
|
Capital items |
|
|
|
|||||
|
- Shares issued |
|
743 |
7 |
|||||
|
- Purchase of own shares |
|
(151) |
||||||
|
- Adjustment for share and share option awards |
(1) |
11 |
||||||
|
- Dividends paid in the year |
(185) |
(166) |
||||||
|
|
|
|
|
|||||
|
|
|
557 |
(299) |
|||||
|
Total recognised income and expense for the year |
(4,138) |
(1,658) |
||||||
|
|
|
|
|
|||||
|
Movement in shareholders' funds for the year |
(3,581) |
(1,957) |
||||||
|
|
|
|
|
|||||
|
Opening equity shareholders' funds |
6,790 |
8,747 |
||||||
|
|
|
|
|
|||||
|
Closing equity shareholders' funds |
3,209 |
6,790 |
||||||
|
|
|
|
|
|||||
|
|
|
|
|
|||||
Consolidated Cash Flow Statement |
|
||||||||
for the year ended 31 March 2009 |
|
||||||||
|
|
|
|
|
|||||
|
|
|
|
|
|||||
|
|
|
2009 |
2008 |
|||||
|
Note |
£m |
£m |
||||||
|
|
|
|
|
|||||
Rental income received from tenants |
455 |
536 |
|||||||
Fees and other income received |
30 |
32 |
|||||||
Operating expenses paid to suppliers and employees |
(79) |
(91) |
|||||||
Cash generated from operations |
406 |
477 |
|||||||
|
|
|
|
|
|||||
Interest paid |
|
|
(270) |
(373) |
|||||
Interest received |
20 |
19 |
|||||||
UK corporation tax received (paid) |
16 |
(3) |
|||||||
Foreign tax paid |
|
(1) |
|||||||
Distributions received: |
funds and joint ventures |
33 |
47 |
||||||
|
Songbird Estates plc |
16 |
|||||||
|
|
|
|
|
|||||
Net cash inflow from operating activities |
205 |
182 |
|||||||
|
|
|
|
|
|||||
Cash flows from investing activities |
|
||||||||
Purchase of investment properties |
(107) |
(119) |
|||||||
Development and other capital expenditure |
(436) |
(523) |
|||||||
Sale of investment properties |
904 |
1,460 |
|||||||
REIT conversion charge paid |
(6) |
(291) |
|||||||
Sale of investments |
|
2 |
|||||||
Indirect taxes in respect of investing activities |
3 |
32 |
|||||||
Establishment of Meadowhall Joint Venture |
115 |
|
|||||||
Establishment of BL Sainsbury Superstores Joint Venture |
272 |
||||||||
Investment in and loans to funds and joint ventures |
(57) |
(90) |
|||||||
Capital distributions received: |
funds and joint ventures |
2 |
88 |
||||||
|
Songbird Estates plc |
30 |
|||||||
Purchase of subsidiary companies (net of cash acquired) |
(4) |
||||||||
|
|
|
|
|
|||||
Net cash inflow from investing activities |
418 |
857 |
|||||||
|
|
|
|
|
|||||
Cash flows from financing activities |
|
||||||||
Issue of ordinary shares |
743 |
7 |
|||||||
Purchase of own shares |
|
(151) |
|||||||
Dividends paid |
|
(188) |
(161) |
||||||
Repayment of debt acquired with subsidiary undertaking |
(11) |
|
|||||||
Movement in other financial liabilities |
(76) |
|
|||||||
Decrease in bank and other borrowings |
(714) |
(686) |
|||||||
|
|
|
|
|
|||||
Net cash outflow from financing activities |
(246) |
(991) |
|||||||
|
|
|
|
|
|||||
Net increase in cash and cash equivalents |
377 |
48 |
|||||||
Cash and cash equivalents at 1 April 2008 |
239 |
191 |
|||||||
|
|
|
|
|
|||||
Cash and cash equivalents at 31 March 2009 |
616 |
239 |
|||||||
|
|
|
|
|
|||||
|
|
|
|
|
|||||
Cash and cash equivalents consists of: |
|
||||||||
Cash and short-term deposits 14 |
616 |
244 |
|||||||
Overdrafts |
|
|
|
(5) |
|||||
|
|
|
|
|
|||||
|
|
|
616 |
239 |
|||||
|
|
|
|
|
|||||
|
|
|
|
|
|||||
|
|
|
|
|
|||||
|
|
|
|
|
Notes to the accounts for the year ended 31 March 2009 |
|
1. Basis of preparation |
|
The financial information set out above does not constitute the company's statutory accounts for the years ended 31 March 2009 or 2008, but is derived from those accounts. Statutory accounts for 2008 have been delivered to the Registrar of Companies and those for 2009 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 s237(2) or (3) of the Companies Act 1985. |
|
The financial statements for the year ended 31 March 2009 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 2009. |
The accounting policies used are consistent with those contained in the Group's last annual report and accounts for the year ended 31 March 2008. |
|
The financial statements have been prepared on the going concern basis as stated in the directors' responsibility statement. |
|
2. Performance measures |
|
|
|
|
|
||
|
|
|
|
|
|
|
|
Rights Issue - Restatement of performance measures |
|
|
|
||||
The Rights Issue concluded in March 2009 involved the issue of two new shares for every three held. |
|||||||
To reflect the increased number of shares in issue at the year end, prior year comparatives for Earnings per share and Net Asset Value per share are restated with reference to the adjustment factor below: |
|||||||
|
|||||||
|
|
|
|
|
|
|
|
Theoretical Ex Rights Price ('TERP') |
|
|
|
326.25 |
p |
||
Closing middle market quotation of share on last day shares traded 'cum rights' |
393.75 |
p |
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
2008 |
|
|||
|
(Loss) |
|
|
(Loss) |
|
|
|
(Loss) earnings per share (diluted) |
earnings |
Pence |
|
earnings |
|
Pence |
|
£m |
per share |
£m |
|
per share |
|
||
|
|
|
|
|
|
|
|
Underlying pre tax profit - income statement |
268 |
|
|
284 |
|
|
|
Tax charge relating to underlying profit |
(9) |
|
|
(8) |
|
|
|
|
|
|
|
|
|
|
|
Underlying earnings per share |
259 |
41 |
p |
276 |
|
44 |
p* |
|
|
|
|
|
|
|
|
Realisation of cash flow hedges |
(119) |
|
|
|
|
|
|
Tax and other items |
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
|
EPRA earnings per share |
140 |
22 |
p |
289 |
|
46 |
p* |
|
|
|
|
|
|
|
|
Loss for the year after taxation |
(3,881) |
(614) |
p |
(1,563) |
|
(251) |
p* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The European Public Real Estate Association (EPRA) issued Best Practices Policy Recommendations in November 2006, 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, see note 6. |
|
||||||
|
|||||||
|
|
|
|
|
|
|
|
The weighted average number of shares in issue for the year was: basic: 630m (2008 restated: 618m); diluted for the effect of share options: 632m (2008 restated : 623m). Basic undiluted loss per share for the year was 616p (2008 restated: 253p). |
|
||||||
|
|||||||
|
|||||||
|
|
|
|
|
|
|
|
Net asset value (NAV) |
|
|
2009 |
|
2008 |
|
|
|
|
|
|
£m |
|
£m |
|
|
|
|
|
|
|
|
|
Balance sheet net assets |
|
3,209 |
|
6,790 |
|
||
|
|
|
|
|
|
|
|
Deferred tax arising on revaluation movements |
25 |
|
102 |
|
|||
Mark to market on effective cash flow hedges and related debt adjustments |
153 |
|
(3) |
|
|||
Dilution effect of share options |
|
|
|
47 |
|
||
|
|
|
|
|
|
|
|
EPRA NAV |
|
|
|
3,387 |
|
6,936 |
|
|
|
|
|
|
|
|
|
EPRA NAV per share |
|
|
398 |
p |
1114 |
p* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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 2009, the number of shares in issue was: basic: 850m (2008 restated: 614m); diluted for the effect of share options: 851m (2008 restated: 623m). |
|
||||||
|
|||||||
|
|
|
|
|
|
|
|
Total return per share of minus 61.6% represents a reduction in EPRA NAV per share of 716p net of dividends paid of 30p (see note 15). Total return per share for the year ended 31 March 2008 was minus 18.1%. |
|
||||||
|
|||||||
|
|||||||
|
|
|
|
|
|
|
|
* As restated for the rights issue |
|
|
|
|
|
||
|
|
|
|
|
|
|
|
3. Gross and net rental income |
|
|
|
|
|
2009 |
2008 |
|
|
£m |
£m |
|
|
|
|
Rent receivable |
|
462 |
547 |
Spreading of tenant incentives and guaranteed rent increases |
34 |
46 |
|
Surrender premiums |
1 |
3 |
|
|
|
|
|
Gross rental income |
497 |
596 |
|
|
|
|
|
Service charge income |
57 |
49 |
|
|
|
|
|
Gross rental and related income |
554 |
645 |
|
|
|
|
|
Service charge expenses |
(57) |
(49) |
|
Property operating expenses |
(44) |
(35) |
|
|
|
|
|
Net rental and related income |
453 |
561 |
|
|
|
|
|
The cash element of net rental income recognised during the year ended 31 March 2009 from properties which were not subject to a security interest was £103m. Property operating expenses relating to investment properties that did not generate any rental income were £1m (2008: £1m). |
|||
|
|
|
|
4. Fees and other income |
|
|
|
|
|
2009 |
2008 |
|
|
£m |
£m |
|
|
|
|
Performance fees (from funds) |
3 |
9 |
|
Management fees (from funds and joint ventures) |
11 |
12 |
|
Dividend received from Songbird Estates plc |
16 |
||
Other fees and commission |
4 |
3 |
|
|
|
|
|
Underlying |
|
18 |
40 |
Capital dividend received from Songbird Estates plc |
30 |
||
|
|
|
|
|
|
18 |
70 |
|
|
|
|
There were no performance fees receivable from HUT or HIF for the years ended 31 December 2008 or 31 December 2007. Some 50% of undistributed performance fees are payable each year provided there is no clawback. In relation to HUT, fees of £3m (2008: £7m) have been recognised in the current year and £3m (2008: £6m) deferred to later years, relating to calendar years 2005 and 2006. |
|||
|
|
|
|
|
|
|
|
Following a capital restructuring of Songbird Estates plc in 2008, a capital dividend of £30m was received in that year. |
|||
|
|
|
|
5. Net revaluation (losses) gains on property and investments |
|||
|
|
2009 |
2008 |
|
|
£m |
£m |
Consolidated Income statement |
|
|
|
Revaluation of properties |
(2,994) |
(1,588) |
|
(Loss) profit on property disposals |
(177) |
26 |
|
Revaluation of investments |
(69) |
|
|
Other revaluations and losses |
(1) |
|
|
|
|
|
|
|
|
(3,241) |
(1,562) |
Share of losses of funds and joint ventures (note 9) |
(833) |
(354) |
|
|
|
|
|
|
|
(4,074) |
(1,916) |
Consolidated statement of recognised income and expense |
|||
Revaluation of development properties |
(44) |
57 |
|
Revaluation of owner-occupied property |
(3) |
3 |
|
Revaluation of investments |
(88) |
(70) |
|
|
|
|
|
|
|
(4,209) |
(1,926) |
6. Net financing costs |
|
|
|
2009 |
2008 |
|
£m |
£m |
Interest payable on: |
|
|
Bank loans and overdrafts |
31 |
71 |
Other loans |
230 |
280 |
Loans from joint ventures |
|
1 |
Obligations under finance leases |
1 |
2 |
|
|
|
|
262 |
354 |
Development interest capitalised |
(38) |
(43) |
|
|
|
|
224 |
311 |
Interest receivable on: |
|
|
Deposits and securities |
(17) |
(20) |
|
|
|
Other finance (income) costs: |
|
|
|
|
|
Expected return on pension scheme assets |
(5) |
(5) |
Interest on pension scheme liabilities |
5 |
4 |
|
|
|
Valuation movements on translation of foreign currency debt |
30 |
(1) |
Hedging reserve recycling |
(30) |
1 |
|
|
|
Net financing expenses - pre exceptional |
207 |
290 |
|
|
|
Exceptional item * |
|
|
Realisation of cash flow hedges |
119 |
|
|
|
|
|
119 |
|
|
|
|
Net financing costs |
326 |
290 |
|
|
|
|
|
|
Total financing income |
(52) |
(26) |
Total financing expenses |
378 |
316 |
|
|
|
Net financing costs |
326 |
290 |
|
|
|
|
|
|
Interest on development expenditure is capitalised at a rate of 5.5% (2008: 6%), with current year tax relief of £nil (2008: £nil). |
||
|
|
|
* Due to lower projected Group borrowings as a result of the deleveraging that took place during the year, certain interest rate swap arrangements were no longer required. On close out of these swaps, amounts previously charged to reserves have been recycled through the income statement. |
||
|
|
|
7. Taxation |
|
|
|
|
|
|
|
|
|
2009 |
2008 |
|
|
|
|
£m |
£m |
Tax expense (income) |
|
|
|
||
Current tax |
|
|
|
|
|
|
UK corporation tax: 28% (2008: 30%) |
6 |
3 |
||
|
Foreign tax |
|
|
1 |
1 |
|
|
|
|
|
|
|
|
|
|
7 |
4 |
Adjustments in respect of prior years |
(5) |
(4) |
|||
|
|
|
|
|
|
Total current tax expense |
|
2 |
|
||
|
|
|
|
|
|
Deferred tax on income and revaluations |
(49) |
(46) |
|||
|
|
|
|
|
|
Group total taxation (net) |
|
(47) |
(46) |
||
|
|
|
|
|
|
Tax reconciliation |
|
|
|
||
Loss on ordinary activities before taxation |
(3,928) |
(1,609) |
|||
Less: loss attributable to funds and joint ventures |
767 |
306 |
|||
|
|
|
|
|
|
Group loss on ordinary activities before taxation |
(3,161) |
(1,303) |
|||
|
|
|
|
|
|
Tax on loss on ordinary activities at UK corporation |
|
|
|||
|
tax rate of 28% (2008: 30%) |
|
(885) |
(391) |
|
|
|
|
|
|
|
Effects of: |
|
|
|
|
|
|
REIT exempt income and gains |
881 |
390 |
||
|
Goodwill impairment and amortisation of intangibles |
4 |
|||
|
Tax losses and other timing differences |
(38) |
(45) |
||
|
Adjustments in respect of prior years |
(5) |
(4) |
||
|
|
|
|
|
|
Group total taxation |
|
(47) |
(46) |
||
|
|
|
|
|
|
|
|
|
|
|
|
Tax attributable to underlying profits for the year ended 31 March 2009 is £9m (2008: £8m). |
|||||
Corporation tax payable at 31 March 2009 was £40m (2008: £25m) as shown in note 12. Deferred tax is calculated on temporary differences under the liability method using a tax rate of 28% (2008: 28%). The movement on deferred tax is as shown below: |
|||||
|
|
|
|
|
|
Deferred taxation |
|
|
|
||
|
|
|
|
|
|
|
|
1 April |
Credited |
31 March |
|
|
|
2008 |
to income |
to reserves |
2009 |
|
|
£m |
£m |
£m |
£m |
|
|
|
|
|
|
Property and investment revaluations |
93 |
(46) |
(24) |
23 |
|
Other timing differences |
4 |
|
|
4 |
|
Intangible assets |
11 |
(3) |
|
8 |
|
|
|
|
|
|
|
|
|
108 |
(49) |
(24) |
35 |
|
|
|
|
|
|
|
|
|
|
|
|
Under the REIT regime development properties which are sold within three years of completion do not benefit from tax exemption. At 31 March 2009 the value of such properties is £1,066m (2008: £1,806m) and if these properties were to be sold and tax exemption was not available the tax arising would be £nil (2008: £75m). No provision is made for this amount as the Group has no current plans to sell these properties. |
|||||
8. Property |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Owner- |
|
|
|
|
Investment |
Development |
occupied |
Total |
|
|
|
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
Carrying value at 1 April 2008 |
9,389 |
1,062 |
53 |
10,504 |
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additions: |
property purchases |
126 |
|
|
126 |
|
|
|
other capital expenditure |
168 |
271 |
|
439 |
|
|
|
|
|
|
|
|
|
|
294 |
271 |
|
565 |
|
|
|
|
|
|
|
Disposals |
|
(2,068) |
(107) |
|
(2,175) |
|
Reclassifications |
|
579 |
(579) |
|
|
|
Revaluations: |
|
|
|
|
|
|
|
included in income statement |
(2,729) |
(245) |
(20) |
(2,994) |
|
|
included in statement of recognised |
|
|
|
||
|
income and expense |
(44) |
(3) |
(47) |
||
Movement in tenant incentives and |
|
|
|
|||
|
contracted rent uplift balances |
(29) |
|
|
(29) |
|
|
|
|
|
|
|
|
Carrying value at 31 March 2009 |
5,436 |
358 |
30 |
5,824 |
||
|
|
|
|
|
|
|
Head lease liabilities (note 13) |
|
|
(14) |
|||
|
|
|
|
|
|
|
Total Group property portfolio valuation at 31 March 2009 |
|
5,810 |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The book value of owner-occupied property is £30m (2008: £53m) after charging £1m (2008: £nil) depreciation to the income statement for the year. |
||||||
|
|
|
|
|
|
|
The Group book value of properties of £5,810m (2008: £10,469m) comprises freeholds of £5,189m (2008: £9,357m); virtual freeholds of £182m (2008: £303m); long leaseholds of £436m (2008: £802m) and short leaseholds of £3m (2008: £7m). The historical cost of properties was £6,000m (2008: £7,315m). |
||||||
|
|
|
|
|
|
|
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 £5,793m (2008: £10,466m); other valuers £17m (2008: £3m). Valuers of Fund and Joint Venture properties are detailed in note 9. |
||||||
|
|
|
|
|
|
|
Properties valued at £3,665m (2008: £7,162m) were subject to a security interest and other properties of non-recourse companies amounted to £1m (2008: £2m). |
||||||
|
|
|
|
|
|
|
Included within the property valuation is £67m (2008: £58m) in respect of contracted rent uplift debtors, against which the Group holds a provision of £25m (2008: £8m). 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 and development properties amounts to £51m and £51m (2008: £33m and £84m) respectively. |
||||||
|
|
|
|
|
|
|
9. Funds and joint ventures |
|
|
||
|
|
|
|
|
British Land's summary share of the results of funds and joint ventures |
||||
|
|
|
2009 |
2008 |
|
|
|
£m |
£m |
|
|
|
|
|
Gross rental income |
|
153 |
113 |
|
Service charge income |
|
6 |
4 |
|
|
|
|
|
|
Gross rental and related income |
159 |
117 |
||
|
|
|
|
|
Net rental and related income |
145 |
106 |
||
Other income and expenditure |
(5) |
(6) |
||
Net financing costs |
|
(85) |
(60) |
|
|
|
|
|
|
Underlying profit before taxation |
55 |
40 |
||
|
|
|
|
|
Net valuation movement (includes profits and losses on disposals) |
(833) |
(354) |
||
Non-recurring items |
|
|
9 |
|
Goodwill impairment |
|
|
(3) |
|
|
|
|
|
|
Loss on ordinary activities before taxation |
(778) |
(308) |
||
|
|
|
|
|
Current tax |
|
2 |
1 |
|
Deferred tax |
|
9 |
1 |
|
|
|
|
|
|
Loss on ordinary activities after taxation |
(767) |
(306) |
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Summary movement for the year of the investments in funds and joint ventures |
||||
|
|
|
|
|
|
|
Equity |
Loans |
Total |
|
|
£m |
£m |
£m |
|
|
|
|
|
At 1 April 2008 |
1,492 |
40 |
1,532 |
|
Additions |
214 |
18 |
232 |
|
Disposals |
|
(1) |
(1) |
|
Reallocation of tax balances to Group |
21 |
|
21 |
|
Share of loss after taxation |
(767) |
|
(767) |
|
Distributions and dividends: |
capital |
(2) |
(1) |
(3) |
|
revenue |
(43) |
(4) |
(47) |
Hedging movements |
(16) |
1 |
(15) |
|
|
|
|
|
|
At 31 March 2009 |
899 |
53 |
952 |
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2009 the investment in Joint Ventures included within the total investment in Funds and Joint Ventures was £585m (2008: £833m). |
||||
|
|
|
|
|
Distributions in the year include the receipt of £25m from HUT, £4m from PREF, £4m (£2m capital) from CLOUT and £10m from Tesco Joint Ventures. |
||||
|
|
|
|
|
At 31 March 2009 the Group's share of funds and joint ventures properties is £2,815m (2008: £3,002m); external net debt is £1,863m (2008: £1,378m) and the mark to market adjustment for external debt is £236m asset (2008: £74m 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 £1,721m (2008: £1,935m), Knight Frank LLP an aggregate value of £787m (2008: £1,067m), and £307m (2008: £nil) held at Directors' valuation. |
||||
9. Funds and joint ventures continued: Joint Ventures' summary financial statements |
|||||||
|
|
|
|
|
|
|
|
A detailed breakdown of the 100% results of specific funds and joint ventures is set out on the two following pages. The total column represents the Group's share of all funds and joint ventures. All disclosures have been restated to British Land accounting policies under IFRS eliminating performance and management fees due to the Group. |
MSC Property Intermediate Holdings Ltd |
BL Sainsbury Superstores Ltd |
BLT Properties Ltd |
The Tesco British Land Property Partnership |
Tesco BL Holdings Ltd |
The Tesco Aqua Limited Partnership+ |
The Scottish Retail Property Limited Partnership |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Partners |
LSP Green Park Property Trust |
J Sainsbury plc |
Tesco plc |
Tesco plc |
Tesco plc |
Tesco plc |
Land Securities Group PLC |
|
|
|
|
|
|
|
|
Group share |
50% |
50% |
50% |
50% |
50% |
50% |
50% |
|
|
|
|
|
|
|
|
Date established |
February 2009 |
March 2008 |
November 1996 |
February 1998 |
November 1999 |
March 2007 |
March 2004 |
|
|
|
|
|
|
|
|
Accounting period |
7 weeks ended 31 March 2009 |
Year ended 31 March 2009 |
Year ended 31 March 2009 |
Year ended 31 March 2009 |
Year ended 31 March 2009 |
Year ended 31 March 2009 |
Year ended 31 March 2009 |
|
|
|
|
|
|
|
|
Summarised income statements |
£m |
£m |
£m |
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross rental and related income |
10 |
62 |
17 |
7 |
29 |
30 |
21 |
|
|
|
|
|
|
|
|
Net rental and related income |
10 |
62 |
17 |
7 |
29 |
30 |
12 |
Other income and expenditure |
(1) |
(1) |
|
|
|
|
1 |
Net interest - External |
(6) |
(36) |
(9) |
(2) |
(18) |
(29) |
(6) |
- Shareholders |
|
|
|
|
|
||
Net interest payable |
(6) |
(36) |
(9) |
(2) |
(18) |
(29) |
(6) |
Underlying profit before taxation |
3 |
25 |
8 |
5 |
11 |
1 |
7 |
|
|
|
|
|
|
|
|
Deficit on revaluation |
(14) |
(226) |
(69) |
(18) |
(113) |
(65) |
(108) |
Disposal of fixed assets |
|
|
|
|
|
||
Goodwill impairment |
|
|
|
|
|
|
|
Non-recurring items |
|
|
|
|
|
|
|
Loss on ordinary activities before taxation |
(11) |
(201) |
(61) |
(13) |
(102) |
(64) |
(101) |
|
|
|
|
|
|
|
|
Current tax |
|
|
(5) |
|
(8) |
|
|
Deferred tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss on ordinary activities after taxation |
(11) |
(201) |
(66) |
(13) |
(110) |
(64) |
(101) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Summarised balance sheets |
£m |
£m |
£m |
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
|
Investment properties |
1,165 |
964 |
255 |
94 |
492 |
532 |
179 |
Development properties |
|
|
|
|
|
|
|
Total properties |
1,165 |
964 |
255 |
94 |
492 |
532 |
179 |
|
|
|
|
|
|
|
|
Current assets |
12 |
3 |
3 |
|
|
3 |
2 |
Upstream loans to joint venture shareholders |
|
|
21 |
|
|
|
|
Cash and deposits |
23 |
18 |
6 |
3 |
9 |
14 |
5 |
Gross assets |
1,200 |
985 |
285 |
97 |
501 |
549 |
186 |
|
|
|
|
|
|
|
|
Current liabilities |
(46) |
(34) |
(12) |
(4) |
(23) |
(86) |
(21) |
Bank debt falling due within one year |
|
(315) |
|
|
|||
Bank debt falling due after one year |
(185) |
(45) |
|
(485) |
|
||
Securitised debt |
(831) |
(697) |
|
|
|
|
(119) |
Obligations under finance leases |
(6) |
|
|
|
|
|
(11) |
Deferred tax |
|
|
|
|
|
|
|
Gross liabilities |
(883) |
(731) |
(197) |
(49) |
(338) |
(571) |
(151) |
|
|
|
|
|
|
|
|
Net external assets (liabilities) |
317 |
254 |
88 |
48 |
163 |
(22) |
35 |
|
|
|
|
|
|
|
|
Represented by: |
|
|
|
|
|
|
|
Shareholder loans |
2 |
|
2 |
|
57 |
14 |
|
Ordinary shareholders' funds / Partners' capital |
317 |
252 |
88 |
46 |
163 |
(79) |
21 |
Total investment |
317 |
254 |
88 |
48 |
163 |
(22) |
35 |
|
|
|
|
|
|
|
|
Capital commitments |
|
|
|
|
|
13 |
|
|
|
|
|
|
|
|
|
+ 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. |
|||||||
|
|
|
|
|
|
|
|
9. Funds and joint ventures continued: Joint ventures' and Funds' summary financial statements |
||||||||
|
|
|
|
|
|
|
|
|
A detailed breakdown of the 100% results of specific funds and joint ventures is set out on the current and previous page. The total column represents the Group's share of all funds and joint ventures. All disclosures have been restated to British Land accounting policies under IFRS eliminating performance and management fees due to the Group. |
Hercules Unit Trust |
Hercules Income Fund |
Pillar Retail Europark Fund |
|
Other Joint Ventures and Funds |
|
JV & Fund TOTAL Group Share 2009 |
JV & Fund TOTAL Group share 2008 |
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Group share |
36.27% |
26.12% |
35.23% |
+ |
At Group Share |
|
|
|
|
|
|
|
|
|
|
|
|
Date established |
Sep 2000 |
Sep 2004 |
Mar 2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounting period |
Year ended 31 March 2009 |
Year ended 31 March 2009 |
Year ended 31 December 2008 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Summarised income statements |
£m |
£m |
£m |
|
£m |
|
£m |
£m |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross rental and related income |
118 |
7 |
36 |
|
14 |
|
159 |
117 |
|
|
|
|
|
|
|
|
|
Net rental and related income |
107 |
7 |
27 |
|
11 |
|
145 |
106 |
Other income and expenditure |
(3) |
|
(6) |
|
(1) |
|
(5) |
(6) |
Net interest - External |
(59) |
(1) |
(14) |
|
(6) |
|
(86) |
(61) |
- Shareholders |
|
|
1 |
|
1 |
1 |
||
Net interest payable |
(59) |
(1) |
(14) |
|
(5) |
|
(85) |
(60) |
Underlying profit before taxation |
45 |
6 |
7 |
|
5 |
|
55 |
40 |
|
|
|
|
|
|
|
|
|
Deficit on revaluation |
(683) |
(48) |
(205) |
|
(123) |
|
(762) |
(367) |
Disposal of fixed assets |
(165) |
|
(4) |
|
(10) |
|
(71) |
13 |
Goodwill impairment |
|
|
|
|
|
|
(3) |
|
Non-recurring items |
|
|
|
|
|
|
|
9 |
Loss on ordinary activities before taxation |
(803) |
(42) |
(202) |
|
(128) |
|
(778) |
(308) |
|
|
|
|
|
|
|
|
|
Current tax |
|
|
(1) |
|
9 |
|
2 |
1 |
Deferred tax |
|
|
24 |
|
1 |
|
9 |
1 |
|
|
|
|
|
|
|
|
|
Loss on ordinary activities after taxation |
(803) |
(42) |
(179) |
|
(118) |
|
(767) |
(306) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Summarised balance sheets |
£m |
£m |
£m |
|
£m |
|
£m |
£m |
|
|
|
|
|
|
|
|
|
Investment properties |
1,535 |
81 |
479 |
|
188 |
|
2,775 |
2,889 |
Development properties |
|
|
|
|
49 |
|
49 |
119 |
Total properties |
1,535 |
81 |
479 |
|
237 |
|
2,824 |
3,008 |
|
|
|
|
|
|
|
|
|
Current assets |
138 |
2 |
28 |
|
20 |
|
92 |
57 |
Upstream loans to joint venture shareholders |
|
20 |
|
31 |
23 |
|||
Cash and deposits |
63 |
3 |
15 |
|
24 |
|
92 |
102 |
Gross assets |
1,736 |
86 |
522 |
|
301 |
|
3,039 |
3,190 |
|
|
|
|
|
|
|
|
|
Current liabilities |
(55) |
(4) |
(49) |
|
(41) |
|
(192) |
(166) |
Bank debt falling due within one year |
(14) |
|
|
(46) |
|
(207) |
(2) |
|
Bank debt falling due after one year |
(272) |
|
(71) |
|
(525) |
(712) |
||
Securitised debt |
(907) |
|
|
|
|
|
(1,152) |
(763) |
Obligations under finance leases |
|
|
|
|
(9) |
(6) |
||
Deferred tax |
|
|
(6) |
|
|
|
(2) |
(9) |
Gross liabilities |
(962) |
(18) |
(327) |
|
(158) |
|
(2,087) |
(1,658) |
|
|
|
|
|
|
|
|
|
Net external assets |
774 |
68 |
195 |
|
143 |
|
952 |
1,532 |
|
|
|
|
|
|
|
|
|
Represented by: |
|
|
|
|
|
|
|
|
Shareholder loans |
|
|
|
16 |
|
54 |
60 |
|
Ordinary shareholders' funds / Partners' capital |
774 |
68 |
195 |
|
127 |
|
898 |
1,472 |
Total investment |
774 |
68 |
195 |
|
143 |
|
952 |
1,532 |
|
|
|
|
|
|
|
|
|
Capital commitments |
13 |
|
1 |
|
|
|
12 |
79 |
* Comprises smaller joint ventures and funds including Eurofund Investments Zaragoza SL - a development joint venture - and Group adjustments. |
||||||||
+ When the fund is fully invested, this will reach approximately 40%. The Group share at 31 March 2008 was 30.26%. |
10. Other non-current assets |
|
|
|
Other |
Intangible |
|
investments |
assets |
|
£m |
£m |
|
|
|
At 1 April 2008 |
196 |
39 |
Revaluation of investments |
(157) |
|
Depreciation |
(1) |
|
Amortisation |
|
(14) |
|
|
|
At 31 March 2009 |
38 |
25 |
|
|
|
|
|
|
Other investments include £28m (2008: £185m) relating to the Group's 17.8% interest in Songbird Estates plc, which owns 60.8% of Canary Wharf Group plc. In view of the control rights of other shareholders, the investment is not equity accounted. £69m of the valuation write down is reflected in the income statement, and £88m in the statement of recognised income and expense. |
||
|
|
|
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 2009 being £54m (2008: £40m). |
||
|
|
|
|
|
|
11. Debtors |
|
|
|
2009 |
2008 |
|
£m |
£m |
|
|
|
Trade and other debtors+ |
103 |
101 |
Prepayments and accrued income |
4 |
15 |
Interest rate derivatives* |
16 |
17 |
|
|
|
|
123 |
133 |
|
|
|
* Includes contracted cash flow with a maturity greater than one year at fair value. |
||
+ Included within this balance is deferred consideration of £43m (2008: £9m) arising on the sale of investment properties. The timing of the receipt is uncertain and may fall due after one year. |
||
|
|
|
Trade and other debtors are shown after deducting a provision for bad and doubtful debts of £6m (2008: £9m). The charge to the income statement was £3m (2008: £4m). |
||
|
|
|
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 |
|
|
|
2009 |
2008 |
|
£m |
£m |
|
|
|
Trade creditors |
129 |
90 |
Amounts owed to joint ventures |
33 |
29 |
Corporation tax |
40 |
25 |
Other taxation and social security |
11 |
13 |
Accruals and deferred income |
202 |
262 |
Interest rate derivatives* |
109 |
31 |
|
|
|
|
524 |
450 |
|
|
|
* 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 |
|
|
|
2009 |
2008 |
|
£m |
£m |
|
|
|
Trade and other creditors |
27 |
|
Obligations under finance leases |
14 |
35 |
Minority interest |
4 |
3 |
|
|
|
|
45 |
38 |
|
|
|
14. Net debt |
|
|
|
|
||
|
|
|
|
|
2009 |
2008 |
|
|
|
|
Footnote |
£m |
£m |
Secured on the assets of the Group |
|
|
||||
Class A1 4.986% Bonds 2037 |
1.1, 2 |
|
602 |
|||
Class A2 Floating Rate Bonds 2037 |
1.1, 2 |
|
60 |
|||
Class B 4.988% Bonds 2037 |
1.1, 2 |
|
171 |
|||
Class A4 4.821% Bonds 2036 |
1.2 |
396 |
396 |
|||
Class C2 5.098% Bonds 2035 |
1.2 |
217 |
217 |
|||
Class B 4.999% Bonds 2033 |
1.2 |
365 |
365 |
|||
Class A3 4.851% Bonds 2033 |
1.2 |
174 |
174 |
|||
Class A1 Floating Rate Bonds 2032 |
1.2 |
224 |
224 |
|||
Class A2 4.949% Bonds 2031 |
1.2 |
288 |
295 |
|||
Class D Floating Rate Bonds 2025 |
1.2 |
112 |
130 |
|||
Class C1 Floating Rate Bonds 2022 |
1.2 |
215 |
235 |
|||
9.125% First Mortgage Debenture Stock 2020 |
1.3 |
40 |
40 |
|||
6.125% First Mortgage Debenture Stock 2014 |
1.3 |
45 |
45 |
|||
10.3125% First Mortgage Debenture Stock 2011 |
1.3 |
42 |
44 |
|||
5.264% First Mortgage Debenture Bonds 2035 |
327 |
327 |
||||
5.0055% First Mortgage Amortising Debentures 2035 |
104 |
105 |
||||
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 |
100 |
||||
Floating Rate Secured Loan Notes 2035 |
256 |
256 |
||||
Loan notes |
|
|
|
5 |
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
3,420 |
4,302 |
|
|
|
|
|
|
|
Unsecured |
|
|
|
|
|
|
|
|
|
|
|
|
|
5.50% Senior Notes 2027 |
|
|
98 |
98 |
||
6.30% Senior US Dollar Notes 2015 |
3 |
108 |
77 |
|||
Bank loans and overdrafts |
|
|
139 |
785 |
||
|
|
|
|
|
|
|
|
|
|
|
|
345 |
960 |
Gross debt |
|
|
4 |
3,765 |
5,262 |
|
|
|
|
|
|
|
|
Interest rate derivatives: liabilities |
109 |
31 |
||||
Interest rate derivatives: assets |
|
(16) |
(17) |
|||
|
|
|
|
|
|
|
|
|
|
|
|
3,858 |
5,276 |
Cash and short-term deposits |
5 |
(616) |
(244) |
|||
|
|
|
|
|
|
|
Net debt |
|
|
|
3,242 |
5,032 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Maturity analysis of net debt |
|
|
2009 |
2008 |
||
|
|
|
|
|
£m |
£m |
|
|
|
|
|
|
|
Repayable: |
|
within one year and on demand |
49 |
111 |
||
between: |
|
one and two years |
148 |
51 |
||
|
|
|
two and five years |
439 |
712 |
|
|
|
|
five and ten years |
553 |
1,117 |
|
|
|
|
ten and fifteen years |
436 |
613 |
|
|
|
|
fifteen and twenty years |
835 |
943 |
|
|
|
|
twenty and twenty five years |
930 |
912 |
|
|
|
|
twenty five and thirty years |
375 |
803 |
|
|
|
|
|
|
3,716 |
5,151 |
Gross debt |
|
|
|
3,765 |
5,262 |
|
Interest rate derivatives |
|
|
93 |
14 |
||
Cash and short term deposits |
|
(616) |
(244) |
|||
|
|
|
|
|
|
|
Net debt |
|
|
|
3,242 |
5,032 |
|
|
|
|
|
|
|
|
Total borrowings where any instalments are due after five years are £1,702m (2008: £3,084m). |
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
2008 |
|
|
|
|
|
£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 |
Meadowhall Finance PLC |
|
833 |
||
|
1.2 |
Broadgate Financing PLC |
1,991 |
2,036 |
||
|
1.3 |
BLD Property Holdings Ltd |
127 |
129 |
||
|
|
|
|
|
|
|
2 |
The Meadowhall Finance PLC securitisation group is owned indirectly by MSC Property Intermediate Holdings Limited which on 11 February 2009 became a joint venture with LSP Green Park Property Trust. |
|||||
|
||||||
3 |
Principal and interest on this borrowing was fully hedged into Sterling at the time of issue. |
|||||
4 |
The principal amount of gross debt at 31 March 2009 was £3,746m (2008: £5,275m). Included in this, the principal amount of secured borrowings and other borrowings of non-recourse companies was £3,412m (2008: £4,294m). |
|||||
|
||||||
5 |
Cash and deposits not subject to a security interest amount to £215m (2008: £78m). |
|||||
|
|
|
|
|
|
|
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 2009 the ratio is 83%: |
|||||
i. Net Borrowings are £3,186m, being the principal amount of gross debt of £3,746m plus amounts owed to joint ventures of £33m and TPP Investments Ltd of £23m (see note 16), less the cash and short-term deposits of £616m; and |
|||||
ii. Adjusted Capital and Reserves are £3,831m, being share capital and reserves of £3,209m (see note 17), adjusted for £25m of deferred tax (see note 2), £444m exceptional refinancing charges (see note 17) and £153m mark to market on interest rate swaps (see note 2); and |
|||||
Net Unsecured Borrowings not to exceed 70% of Unencumbered Assets. |
|||||
At 31 March 2009 the ratio is 6%: |
|||||
i. Net Unsecured Borrowings are £152m, being the principal amount of gross debt of £3,746m plus amounts owed to joint ventures of £33m less cash and deposits not subject to a security interest of £215m less the principal amount of secured and non-recourse borrowings of £3,412m; and |
|||||
ii. Unencumbered Assets are £2,549m being properties of £5,810m (see note 8) plus investments in funds and joint ventures of £952m (see note 9) and other investments of £38m (see note 10) less investments in joint ventures of £585m (see note 9) and encumbered assets of £3,666m (see note 8). |
|||||
The Group Loan to Value ratio at 31 March 2009 is 46%, being gross debt of £3,765m less cash and short-term deposits of £616m, divided by total Group property of £5,810m (see note 8) plus investments in Funds and Joint Ventures of £952m (see note 9) and other investments of £38m (see note 10). |
|||||
|
|||||
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate profile - including effect of derivatives |
|
|
|||
|
|
|
|
2009 |
2008 |
|
|
|
£m |
£m |
|
|
|
|
|
|
|
Fixed rate |
|
|
3,879 |
5,248 |
|
Variable rate (net of cash) |
|
(637) |
(216) |
||
|
|
|
|
|
|
Net debt |
|
|
3,242 |
5,032 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of movement in Group Net Debt to Cash Flow Statement |
|||||
|
|
|
|
|
|
|
2008 |
Disposals* |
Cash flow |
Non cash |
2009 |
|
£m |
£m |
£m |
£m |
£m |
|
|
|
|
|
|
Per Cash Flow Statement: |
|
|
|
||
Cash and short-term deposits |
(244) |
|
(372) |
|
(616) |
Overdrafts |
5 |
|
(5) |
|
|
Cash and cash equivalents |
(239) |
|
(377) |
|
(616) |
|
|
|
|
|
|
Term debt (excluding overdrafts) |
5,257 |
(835) |
(714) |
57 |
3,765 |
Fair value of interest rate derivatives |
14 |
|
|
79 |
93 |
|
|
|
|
|
|
Net debt |
5,032 |
(835) |
(1,091) |
136 |
3,242 |
* Excluding cash and overdrafts. Represents the principal of securitised debt in MSC Property
Intermediate Holdings Ltd on formation of the joint venture.
14. Net debt (continued) |
|
|
|
|
|
|
|
|
|
|
|
Maturity of committed undrawn borrowing facilities |
|
||
|
|
|
|
|
|
2009 |
2008 |
|
£m |
£m |
|
Expiring: |
|
|
|
|
|
|
|
within one year |
|
89 |
77 |
|
|
|
|
between: |
|
|
|
|
|
|
|
one and two years |
265 |
80 |
|
two and three years |
775 |
221 |
|
three and four years |
80 |
709 |
|
four and five years |
905 |
80 |
|
over five years |
|
836 |
1,266 |
|
|
|
|
Total |
|
2,950 |
2,433 |
|
|
|
|
The above facilities are those freely available to be drawn for Group purposes. There is an additional undrawn 364 day revolving liquidity facility of £185m which is only available for the requirements of the Broadgate securitisation. |
|||
|
|
|
|
|
|
|
|
|
|
|
|
Comparison of market values and book values at 31 March 2009 |
|||
|
|
|
|
|
Market |
Book |
|
|
Value |
Value |
Difference |
|
£m |
£m |
£m |
|
|
|
|
Securitisations |
1,383 |
1,991 |
(608) |
Debentures and unsecured bonds |
1,091 |
1,374 |
(283) |
Bank debt and other floating rate debt |
400 |
400 |
|
Cash and short-term deposits |
(616) |
(616) |
|
|
|
|
|
|
2,258 |
3,149 |
(891) |
|
|
|
|
Other financial (assets) liabilities: |
|
|
|
interest rate derivative assets |
(16) |
(16) |
|
interest rate derivative liabilities |
109 |
109 |
|
|
|
|
|
|
93 |
93 |
|
|
|
|
|
Total |
2,351 |
3,242 |
(891) |
|
|
|
|
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. |
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15. Dividend |
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|
The proposed 4th interim dividend of 6.5 pence per share, totalling £55m (2008: 8.75 pence per share, totalling £45m) was approved by the Board on 20 May 2009 and is payable on 14 August 2009 to shareholders on the register at the close of business on 10 July 2009. An enhanced scrip alternative is to be offered to shareholders with the 4th interim dividend. Further details will be avaliable with the Annual General Meeting notice circular. |
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The cash dividend (but not the share alternative) will be all PID. 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. |
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|
Payment |
Dividend |
Pence per share |
2009 |
2008 |
|||
Date |
|
PID |
Non-PID |
Total |
Restated Total* |
£m |
£m |
|
|
|
|
|
|
|
|
Current year dividends |
|
|
|
|
|
|
|
14.08.2009 |
2009 4th interim |
6.50+ |
|
6.50 |
6.50 |
|
|
15.05.2009 |
2009 3rd interim |
9.38 |
|
9.38 |
7.77 |
|
|
13.02.2009 |
2009 2nd interim |
2.00 |
7.37 |
9.37 |
7.76 |
47 |
|
14.11.2008 |
2009 1st interim |
6.70 |
2.68 |
9.38 |
7.77 |
48 |
|
|
|
24.58 |
10.05 |
34.63 |
29.80 |
|
|
Prior year dividends |
|
|
|
|
|
|
|
15.08.2008 |
2008 Final |
8.75 |
|
8.75 |
7.25 |
45 |
|
19.05.2008 |
2008 3rd interim |
4.25 |
4.50 |
8.75 |
7.25 |
45 |
|
15.02.2008 |
2008 2nd interim |
4.25 |
4.50 |
8.75 |
7.25 |
|
44 |
16.11.2007 |
2008 1st interim |
4.25 |
4.50 |
8.75 |
7.25 |
|
45 |
|
|
21.50 |
13.50 |
35.00 |
29.00 |
|
|
|
|
|
|
|
|
|
|
17.08.2007 |
2007 Final |
|
8.25 |
8.25 |
6.84 |
|
43 |
18.05.2007 |
2007 2nd interim |
6.50 |
6.50 |
5.39 |
|
34 |
|
|
|
|
|
|
|
|
|
Dividends in Reconciliation of Movement in Shareholders' Funds |
|
185 |
166 |
||||
Timing difference relating to payment of withholding tax |
|
|
3 |
(5) |
|||
Dividends in Cash Flow Statement |
|
|
|
188 |
161 |
||
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|
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+ Any shareholder elections to recieve shares instead of the cash dividend will not be PID. * Shares issued on 19 March 2009 pursuant to the Rights Issue were only entitled to dividends commencing with the 4th interim dividend payable on 14 August 2009. For comparability the table above is restated for all past dividends to reflect the increase in the number of shares in issue. See note 2. |
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16. Contingent liabilities |
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|
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 (2008: £23m) and recourse is only to the partnership assets. |
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17. Share capital and reserves |
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|
|
|
|
|
|||
|
|
|
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|
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|
|
|
|
|
|
|
Number of |
Share |
Share |
Merger |
Other |
Retained |
|
|
|
|
shares |
capital |
premium |
reserve |
reserves |
earnings |
Total |
|
|
|
m |
£m |
£m |
£m |
£m |
£m |
£m |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 April 2008 |
|
522 |
131 |
1,269 |
|
335 |
5,055 |
6,790 |
|
|
|
|
|
|
|
|
|
|
|
Total recognised income and expense |
|
|
(474) |
(3,664) |
(4,138) |
||||
Share issues |
|
341 |
86 |
(25) |
682 |
|
|
743 |
|
Adjustment for share and share |
|
|
|
|
|
|
|||
|
option awards |
|
|
|
|
|
(1) |
(1) |
|
Transfer |
|
|
|
|
(682) |
|
682 |
|
|
Dividends paid in the year |
|
|
|
|
(185) |
(185) |
|||
|
|
|
|
|
|
|
|
|
|
At 31 March 2009 |
863 |
217 |
1,244 |
|
(139) |
1,887 |
3,209 |
||
|
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|
|
|
|
|
|
|
|
The authorised share capital is 887,000,000 25p ordinary shares (2008: 800,000,000). |
|||||||||
The number of shares held in Treasury is 11,266,245 (2008: 11,266,245). |
|
||||||||
The number of shares held in the ESOP trust is 2,040,620 (2008: 2,307,730). |
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|
In calculating Adjusted Capital and Reserves for the purpose of the unsecured debt financial covenants, there is an adjustment of £444m to reflect the cumulative net amortised exceptional items relating to the refinancings in the years ending 31 March 2005, 2006 and 2007, see also note 14. |
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|
|
|
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. |
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|
|
Other reserves |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other reserves comprise the following reserve accounts: |
|||||||||
|
|
|
|
|
|
|
|
|
|
(i) |
Hedging reserve - The hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flow and foreign currency hedging instruments. |
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|||||||||
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|
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|
|
|
(ii) |
Translation reserve - The translation reserve comprises all foreign exchange differences arising from the translation of the financial statements of foreign operations as well as the translation of the liabilities that hedge the Company's net investment in a foreign subsidiary. |
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|
|||||||||
|
|||||||||
|
|
|
|
|
|
|
|
|
|
(iii) |
Revaluation reserve - The revaluation reserve relates to development properties and other investments. |
||||||||
|
|
|
|
|
|
|
|
|
|
(iv) |
Equity reserve - The equity reserve represents the equity component of the irredeemable convertible bonds, which were converted during the year ended 31 March 2005, net of the related deferred tax asset. |
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|
|
18. Segment information |
|
|
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|
|||
|
|
|
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|
|
|
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|
|
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 regularly provided to the Chief Operating Decision Maker, are set out below: |
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
Offices |
Retail |
Other |
Total |
||||
|
|
2009 |
2008 |
2009 |
2008 |
2009 |
2008 |
2009 |
2008 |
|
|
£m |
£m |
£m |
£m |
£m |
£m |
£m |
£m |
Revenue |
278 |
317 |
268 |
366 |
26 |
32 |
572 |
715 |
|
Net rental income |
230 |
230 |
206 |
314 |
17 |
17 |
453 |
561 |
|
Segment assets |
3,572 |
5,506 |
3,012 |
6,235 |
976 |
907 |
7,560 |
12,648 |
|
Capital expenditure |
383 |
537 |
170 |
105 |
12 |
17 |
565 |
659 |
|
|
|
|
|
|
|
|
|
|
|
Segment assets include the Group's investment in funds and joint ventures. |
|
Table A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Summary income statement based on proportional consolidation |
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
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 funds and joint ventures consolidated on a line by line, i.e. proportional basis. The underlying profit before tax and total loss after tax are the same as presented in the consolidated income statement. |
|
|||||||||||
|
||||||||||||
|
||||||||||||
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q4 |
|
Q3 |
|
Q2 |
|
Q1 |
|
|
|
|
|
|
3 months ended |
|
Year ended |
|
||||||||
|
31 Mar |
|
31 Dec |
|
30 Sep |
|
30 Jun |
|
31 Mar |
|
31 Mar |
|
|
2009 |
|
2008 |
|
2008 |
|
2008 |
|
2009 |
|
2008 |
|
£m |
£m |
£m |
|
£m |
£m |
£m |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross rental income |
160 |
|
159 |
|
162 |
|
169 |
|
650 |
|
709 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net rental income |
130 |
|
151 |
|
155 |
|
162 |
|
598 |
|
667 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees and other income |
6 |
|
4 |
|
5 |
|
5 |
|
20 |
|
40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Administrative expenses |
(9) |
|
(16) |
|
(16) |
|
(17) |
|
(58) |
|
(73) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest costs |
(66) |
|
(76) |
|
(74) |
|
(76) |
|
(292) |
|
(350) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underlying profit before taxation |
61 |
|
63 |
|
70 |
|
74 |
|
268 |
|
284 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-recurring items |
|
|
|
|
|
|
|
|
9 |
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
Net valuation movement (includes profits and losses on disposal) |
(967) |
|
(1,635) |
|
(821) |
|
(651) |
|
(4,074) |
|
(1,916) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realisation of cash flow hedges |
(78) |
|
(41) |
|
|
|
|
|
(119) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortisation of intangible asset |
(3) |
|
(4) |
|
(3) |
|
(4) |
|
(14) |
|
(15) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Songbird Estates plc dividend (capital) |
|
|
|
|
|
|
30 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill impairment |
|
|
|
|
|
|
|
|
(3) |
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss on ordinary activities before taxation |
(987) |
|
(1,617) |
|
(754) |
|
(581) |
|
(3,939) |
|
(1,611) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax charge relating to underlying profit |
(3) |
|
(2) |
|
(3) |
|
(1) |
|
(9) |
|
(8) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred tax |
8 |
|
27 |
|
12 |
|
11 |
|
58 |
|
47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other taxation |
|
|
5 |
|
(2) |
|
6 |
|
9 |
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the period after taxation |
(982) |
|
(1,587) |
|
(747) |
|
(565) |
|
(3,881) |
|
(1,563) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underlying earnings per share - diluted basis |
9 |
p |
10 |
p* |
11 |
p* |
12 |
p* |
41 |
p+ |
44 |
p* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The underlying earnings per share is calculated on underlying pre tax profit of £268m (2008: £284m), tax attributable to underlying profits of £9m (2008: £8m) and fully diluted shares numbering 632m (2008: 623m*). Gross rental income excludes service charge receivable. |
|
|||||||||||
|
||||||||||||
+ The difference between the aggregate of the four quarters' EPS and the annual EPS arises due to the impact of the Rights Issue on the weighted average number of shares. |
|
|||||||||||
|
||||||||||||
* As restated - see note 2. |
|
|
|
|
|
|
|
|
|
Table A (continued) |
|
|
|
|
|
|
|
|
|
Summary balance sheets based on proportional consolidation |
|
|||
|
|
|
|
|
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 share of funds and joint venture assets and liabilities included on a line by line, i.e. proportional basis and assuming full dilution. |
|
|||
|
||||
|
||||
|
||||
|
|
|
|
|
|
2009 |
|
2008 |
|
£m |
|
£m |
|
|
|
|
|
|
|
Retail properties |
4,867 |
|
7,661 |
|
Office properties |
3,570 |
|
5,505 |
|
Other properties |
188 |
|
305 |
|
Total properties |
8,625 |
|
13,471 |
|
|
|
|
|
|
Other investments |
38 |
|
197 |
|
Intangible assets |
25 |
|
39 |
|
Other net liabilities |
(360) |
|
(358) |
|
Net debt |
(4,941) |
|
(6,413) |
|
|
|
|
|
|
EPRA NAV |
3,387 |
|
6,936 |
|
|
|
|
|
|
EPRA NAV per share (note 2) |
398 |
p |
1114 |
p* |
|
|
|
|
|
|
|
|
|
|
Calculation of EPRA NNNAV per share |
2009 |
|
2008 |
|
|
£m |
|
£m |
|
|
|
|
|
|
EPRA NAV |
3,387 |
|
6,936 |
|
|
|
|
|
|
Deferred tax arising on revaluation movements |
(25) |
|
(102) |
|
Mark to market on effective cash flow hedges and related debt adjustments |
(153) |
|
3 |
|
Mark to market on debt |
1,116 |
|
582 |
|
|
|
|
|
|
EPRA NNNAV |
4,325 |
|
7,419 |
|
|
|
|
|
|
EPRA NNNAV per share |
508 |
p |
1191 |
p* |
|
|
|
|
|
EPRA NNNAV is the EPRA NAV adjusted to reflect the fair value of debt and derivatives and to include the deferred taxation on revaluations. |
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total property valuations including share of funds and joint ventures |
|
|
|
|
|
2009 |
|
2008 |
|
|
£m |
|
£m |
|
|
|
|
|
|
British Land Group |
5,810 |
|
10,469 |
|
|
|
|
|
|
Share of funds and joint ventures |
|
|
|
|
Investment properties |
2,775 |
|
2,889 |
|
Development properties |
49 |
|
119 |
|
Head lease liabilities |
(9) |
|
(6) |
|
|
|
|
|
|
|
2,815 |
|
3,002 |
|
|
|
|
|
|
Total property portfolio valuation |
8,625 |
|
13,471 |
|
|
|
|
|
|
* As restated - see note 2. |
|
|
|
|
|
|
|
|
|