Half-year Report - Part 2

RNS Number : 6459W
British Land Co PLC
16 November 2017
 

The British Land Company PLC

Consolidated income statement

For the six months ended 30 September 2017

 

 

 

Six months ended

30 September 2017

Unaudited

 

Six months ended

30 September 2016

Unaudited

 

Note

 

Underlying

pre-tax1

£m

Capital
and other
£m

Total
£m

 

Underlying

pre-tax1

£m

Capital
and other
£m

Total
£m

Revenue

3

 

282

50

332

 

288

9

297

Costs

3

 

(68)

(42)

(110)

 

(67)

(6)

(73)

 

3

 

214

8

222

 

221

3

224

Joint ventures and funds
(see also below)

8

 

64

9

73

 

68

(199)

(131)

Administrative expenses

 

 

(40)

-

(40)

 

(42)

-

(42)

Valuation movement

4

 

-

141

141

 

-

(257)

(257)

Profit on disposal of investment properties and investments

 

 

-

20

20

 

-

27

27

Net financing costs

 

 

 

 

 

 

 

 

 

 - financing income

5

 

-

-

-

 

2

32

34

 - financing charges

5

 

(34)

(144)

(178)

 

(43)

(17)

(60)

 

 

 

(34)

(144)

(178)

 

(41)

15

(26)

Profit (loss) on ordinary activities
before taxation

 

 

204

34

238

 

206

(411)

(205)

Taxation

6

 

-

7

7

 

-

1

1

Profit (loss) for the period after taxation

 

 

 

 

245

 

 

 

(204)

Attributable to non-controlling interests

 

 

6

-

6

 

7

(16)

(9)

Attributable to shareholders
of the Company

 

 

198

41

239

 

199

(394)

(195)

Earnings per share:

 

 

 

 

 

 

 

 

 

- basic

2

 

 

 

23.2p

 

 

 

(19.0)p

- diluted

2

 

 

 

23.2p

 

 

 

(20.3)p

 

All results derive from continuing operations.

 

 

 

 

Six months ended

30 September 2017

Unaudited

 

Six months ended

30 September 2016

Unaudited

 

Note

 

Underlying

pre-tax1
£m

Capital
and other
£m

Total
£m

 

Underlying

pre-tax1

£m

Capital
and other
£m

Total
£m

Results of joint ventures and funds accounted for using the equity method

 

 

 

 

 

 

 

 

 

Underlying Profit

 

 

64

-

64

 

68

-

68

Valuation movement

4

 

-

26

26

 

-

(205)

(205)

Capital financing costs

 

 

-

(9)

(9)

 

-

(6)

(6)

(Loss) profit on disposal of investment properties, trading properties
and investments

 

 

-

(8)

(8)

 

-

12

12

Taxation

 

 

-

-

-

 

-

-

-

 

8

 

64

9

73

 

68

(199)

(131)

1 See definition in glossary.

 

 

 

consolidated statement OF COMPREHENSIVE INCOME

For the six months ended 30 September 2017

 

Profit (loss) for the period after taxation

245

(204)

Other comprehensive income (expense):

 

 

Items that will not be reclassified subsequently to profit or loss:

 

 

Net actuarial gain (loss) on pension scheme

4

(23)

Valuation movements on owner-occupied properties

(3)

(2)

 

1

(25)

Items that may be reclassified subsequently to profit or loss:

 

 

Gains (losses) on cash flow hedges

 

 

- Group

7

(47)

- Joint ventures and funds

1

(3)

 

8

(50)

Transferred to the income statement (cash flow hedges)

 

 

- Interest rate derivatives

129

10

 

129

10

Exchange differences on translation of foreign operations

 

 

- Hedging and translation

-

-

 

-

-

 

 

 

Deferred tax on items of other comprehensive income

(4)

-

 

 

 

Other comprehensive profit (expense) for the period

134

(65)

Total comprehensive income (expense) for the period

379

(269)

Attributable to non-controlling interests

7

(10)

Attributable to shareholders of the Company

372

(259)

 

consolidated BALANCE SHEET

AS AT 30 SEPTEMBER 2017

 

Note

 

30 September 2017
Unaudited
£m

31 March
2017
Audited
£m

ASSETS

 

 

 

 

Non-current assets

 

 

 

 

Investment and development properties

7

 

9,373

9,073

Owner-occupied property

7

 

91

94

 

 

 

9,464

9,167

Other non-current assets

 

 

 

 

Investments in joint ventures and funds

8

 

2,764

2,766

Other investments

9

 

158

154

Deferred tax assets

 

 

5

4

Interest rate and currency derivative assets

10

 

175

217

 

 

 

12,566

12,308

Current assets

 

 

 

 

Joint venture held for sale

8

 

-

540

Trading properties

7

 

330

334

Debtors

 

 

49

171

Cash and short-term deposits

10

 

119

114

 

 

 

498

1,159

Total assets

 

 

13,064

13,467

LIABILITIES

 

 

 

 

Current liabilities

 

 

 

 

Short-term borrowings and overdrafts

10

 

(59)

(464)

Creditors

 

 

(328)

(458)

Corporation tax

 

 

(28)

(30)

 

 

 

(415)

(952)

Non-current liabilities

 

 

 

 

Debentures and loans

10

 

(2,813)

(2,817)

Other non-current liabilities

 

 

(73)

(78)

Interest rate and currency derivative liabilities

10

 

(131)

(144)

 

 

 

(3,017)

(3,039)

Total liabilities

 

 

(3,432)

(3,991)

Net assets

 

 

9,632

9,476

EQUITY

 

 

 

 

Share capital

 

 

257

260

Share premium

 

 

1,299

1,298

Merger reserve

 

 

213

213

Other reserves

 

 

32

(97)

Retained earnings

 

 

7,577

7,547

Equity attributable to shareholders of the Company

 

 

9,378

9,221

Non-controlling interests

 

 

254

255

Total equity

 

 

9,632

9,476

 

 

 

 

 

 

 

 

 

 

EPRA NAV per share*

 

 

939p

915p

 

 

* See definition in glossary.

 

consolidated statement OF CASH FLOWS

For the six months ended 30 September 2017

 

Note

 

Six months ended 30 September 2017
Unaudited
£m

Six months ended 30 September 2016
Unaudited
£m

Rental income received from tenants

 

 

225

241

Fees and other income received

 

 

34

31

Operating expenses paid to suppliers and employees

 

 

(94)

(86)

Cash generated from operations

 

 

165

186

 

 

 

 

 

Interest paid

 

 

(30)

(50)

Interest received

 

 

4

2

Corporation tax payments

 

 

(1)

-

Distributions and other receivables from joint ventures and funds

8

 

45

25

Net cash inflow from operating activities

 

 

183

163

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

Development and other capital expenditure

 

 

(101)

(109)

Purchase of investment properties

 

 

(57)

(72)

Sale of investment and trading properties

 

 

85

436

Payments received in respect of future trading property sales

 

 

-

4

Purchase of investments

 

 

(2)

(15)

Investment in and loans to joint ventures and funds

 

 

(137)

(27)

Disposal of joint venture held for sale

 

 

570

-

Proceeds from disposal of joint venture with Tesco

 

 

68

-

Capital distributions and loan repayments from joint ventures and funds

 

 

3

64

Indirect taxes paid in respect of investing activities

 

 

(8)

(9)

Net cash inflow from investing activities

 

 

421

272

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

Issue of ordinary shares

 

 

1

2

Purchase of ordinary shares

 

 

(66)

(8)

Dividends paid

 

 

(151)

(150)

Dividends paid to non-controlling interests

 

 

(8)

(6)

Acquisition of units in Hercules Unit Trust

 

 

-

(12)

Closeout of interest rate derivatives

 

 

(16)

(11)

Decrease in bank and other borrowings

 

 

(766)

(297)

Drawdown on bank and other borrowings

 

 

407

40

Net cash outflow from financing activities

 

 

(599)

(442)

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

 

5

(7)

Cash and cash equivalents at 1 April

 

 

114

114

Cash and cash equivalents at 30 September

 

 

119

107

 

 

 

 

 

Cash and cash equivalents consists of:

 

 

 

 

Cash and short-term deposits

 

 

119

107

 

 

Consolidated Statement of Changes in Equity

For the six months ended 30 September 2017

 

Six month movements in equity

 

Share capital
£m

Share premium
£m

Hedging and translation reserve
£m

Re-
valuation
reserve
£m

Merger reserve
£m

Retained earnings
£m

Total
£m

Non-controlling interests
£m

Total
equity
£m

Balance at 1 April 2017

260

1,298

(112)

15

213

7,547

9,221

255

9,476

Total comprehensive income for the period

-

-

131

(2)

-

243

372

7

379

Share issues

-

1

-

-

-

-

1

-

1

Fair value of share and share option awards

-

-

-

-

-

-

-

-

-

Purchase of own shares

(3)

-

-

-

-

(63)

(66)

-

(66)

Dividends payable in period (14.60p per share)

-

-

-

-

-

(150)

(150)

-

(150)

Dividends paid to non-controlling interests

-

-

-

-

-

-

-

(8)

(8)

Balance at 30 September 2017

257

1,299

19

13

213

7,577

9,378

254

9,632

 

 

 

 

 

 

 

 

 

 

Balance at 1 April 2016

 260

 1,295

 (107)

 14

 213

 7,667

 9,342

 277

 9,619

Total comprehensive income for the period

-

-

(36)

(5)

-

(218)

(259)

(10)

(269)

Share issues

-

2

-

-

-

-

2

-

2

Fair value of share and share option awards

-

-

-

-

-

1

1

-

1

Purchase of units from non-controlling interests

-

-

-

-

-

(8)

(8)

-

(8)

Dividends payable in period (14.18p per share)

-

-

-

-

-

-

-

(12)

(12)

Dividends payable by subsidiaries

-

-

-

-

-

(146)

(146)

-

(146)

Adjustment for scrip dividend element

-

-

-

-

-

-

-

(6)

(6)

Balance at 30 September 2016

260

1,297

(143)

9

213

7,296

8,932

249

9,181

 

 

Prior year movements in equity

 

Share capital
£m

Share premium
£m

Hedging and translation reserve
£m

Re-
valuation
reserve
£m

Merger reserve
£m

Retained earnings
£m

Total
£m

Non-controlling interests
£m

Total
equity
£m

Balance at 1 April 2016

260

1,295

(107)

14

213

7,667

9,342

 277

9,619

Total comprehensive income for the period

-

-

(5)

1

-

181

177

3

180

Share issues

-

3

-

-

-

-

3

-

3

Fair value of share and share option awards

-

-

-

-

-

2

2

-

2

Purchase of own shares

-

-

-

-

-

(8)

(8)

-

(8)

Purchase of units from non-controlling interests

-

-

-

-

-

-

-

(11)

(11)

Gain on purchase of units from non-controlling interests

-

-

-

-

-

1

1

-

1

Dividends payable in year (28.8p per share)

-

-

-

-

-

(296)

(296)

-

(296)

Dividends payable by subsidiaries

-

-

-

-

-

-

-

(14)

(14)

Balance at 31 March 2017

260

1,298

(112)

15

213

7,547

9,221

255

9,476

 

 

Notes to the accounts for the six months ended 30 September 2017

1 Basis of preparation

 

The financial information for the period ended 30 September 2017 does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. A copy of the statutory accounts for the year ended 31 March 2017 has been delivered to the Registrar of Companies. The auditors' report on those accounts was not qualified, did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying the report, and did not contain statements under section 498(2) or (3) of the Companies Act 2006.

The financial information included in this announcement has been prepared on a going concern basis using accounting policies consistent with International Financial Reporting Standards (IFRS) as adopted by the European Union and in accordance with IAS 34 Interim Financial Reporting. The current period financial information presented in this document has been reviewed, not audited.

The condensed interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 March 2017, which have been prepared in accordance with IFRS as adopted by the European Union.

The same accounting policies, estimates, presentation and methods of computation are followed in the half year report as applied in the Group's latest annual audited financial statements, with the exception of the tax policy, which for the interim period is as follows: The current tax charge is calculated on profits arising in the period and in accordance with legislation which has been enacted or substantially enacted at the balance sheet date.

A number of new standards and amendments to standards and interpretations have been issued but are not yet effective for the current accounting period. None of these are expected to have a material impact on the consolidated financial statements of the Group, except the following set out below:

IFRS 9 - Financial Instruments - the new standard addresses the classification, measurement and recognition of financial assets and financial liabilities. It simplifies the existing categories of financial instruments, introduces an expected credit loss model and redefines the criteria required for hedge effectiveness. On adoption of the new standard, these changes are not expected to have a material impact on the consolidated financial statements of the Group. There will however be changes to presentation and disclosure.

IFRS 15 - Revenue from contracts with customers - the new standard combines a number of previous standards, setting out a five step model for the recognition  of revenue and establishing principles for reporting useful information to users of financial statements about the nature, amount, timing  and uncertainty of revenue and cash flows arising from an entity's contracts with customers. The new standard does not apply to gross rental income, but does apply to service charge income, management and performance fees and trading property disposals. The impact of the new standard on these items of revenue is not expected to have a material impact on the consolidated financial statements of the Group.

IFRS 16 - Leases, is effective for the Group's year ending 31 March 2020. For lessees, it will result in almost all leases being recognised on the balance sheet, as the distinction between operating and finance leases will be removed. The accounting for lessors will however not significantly change. As a result on adoption of the new standard, these changes are not expected to have a material impact on the consolidated financial statements of the Group.

The Group conducted an impact assessment of the above new standards in the prior year, and concluded that whilst adoption of these new standards based on the Group's current activities would lead to some limited changes to presentation and disclosure, they are not expected to have a material impact on the consolidated financial statements.

The Directors believe that the Group is well placed to manage its financing and other business risks satisfactorily, and have a reasonable expectation that the Company and the Group have adequate resources to continue in operation for at least 12 months from the signing date of these financial statements. They therefore consider it appropriate to adopt the going concern basis of accounting in preparing the financial statements.

The interim financial information was approved by the Board on 15 November 2017.

2 Performance measures

 

Earnings per share

The Group measures financial performance with reference to underlying earnings per share, the European Public Real Estate Association (EPRA) earnings per share and IFRS earnings per share. The relevant earnings and weighted average number of shares (including dilution adjustments) for each performance measure are shown below, and a reconciliation between these is shown within the supplementary disclosures (Table B).

EPRA earnings per share is calculated using EPRA earnings, which is the IFRS profit after taxation attributable to shareholders of the Company excluding investment and development property revaluations, gains/losses on investing and trading property disposals, changes in the fair value of financial instruments and associated close-out costs and their related taxation.

On 10 September 2017, the 2012 convertible bond was redeemed at par, therefore there is no dilutive impact in relation to this instrument for either EPRA or IFRS measures in the current period. In the prior period, EPRA measures excluded the dilutive impact of the 2012 convertible bond as the Group's share price was below the exchange price of 693 pence. IFRS measures included the dilutive impact of the 2012 convertible bond as IAS 33 ignores this hurdle to conversion.

Underlying earnings per share is calculated using Underlying Profit adjusted for underlying taxation (see note 6). Underlying Profit is the pre-tax EPRA earnings measure, with additional Company adjustments. No Company adjustments were made in either the current or prior period.

 

Six months ended 30 September 2017

 

Six months ended 30 September 2016

 

Relevant
earnings
£m

Relevant

 number
of shares
million

Earnings
per share
pence

 

Relevant
earnings
£m

Relevant
number
of shares
million

Earnings
per share
pence

Underlying

 

 

 

 

 

 

 

Underlying basic

198

1,028

19.3

 

199

1,029

19.3

Underlying diluted

198

1,031

19.2

 

199

1,033

19.3

EPRA

 

 

 

 

 

 

 

EPRA basic

198

1,028

19.3

 

199

1,029

19.3

EPRA diluted

198

1,031

19.2

 

199

1,033

19.3

IFRS

 

 

 

 

 

 

 

Basic

239

1,028

23.2

 

(195)

1,029

(19.0)

Diluted

239

1,031

23.2

 

(221)

1,091

(20.3)

 

Net asset value

The Group measures financial position with reference to EPRA net asset value (NAV) per share and EPRA triple net asset value (NNNAV) per share. The net asset value and number of shares for each performance measure is shown below. A reconciliation between IFRS net assets and EPRA net assets, and the relevant number of shares for each performance measure, is shown within the supplementary disclosures (Table B). EPRA net assets is a proportionally consolidated measure that is based on IFRS net assets excluding the mark-to-market on derivatives and related debt adjustments, the mark-to-market on the convertible bonds as well as deferred taxation on property and derivative valuations. They include the valuation surplus on trading properties and are adjusted for the dilutive impact of share options.

As at 30 September 2017, neither EPRA NAV, NNNAV nor IFRS net assets included the impact of the 2012 convertible bond, as the bond was redeemed at par on 10 September 2017. As at 31 March 2017, EPRA NAV and NNNAV did not include the dilutive impact of the 2012 convertible bond, as the Group's share price was below the exchange price of 693 pence. IFRS net assets included the dilutive impact following the treatment of IFRS earnings per share.

 

30 September 2017

 

31 March 2017

 

Relevant
net assets
£m

Relevant
number
of shares
million

Net asset
value per
share
pence

 

Relevant
net assets
£m

Relevant
number
of shares
million

Net asset
value per
share
pence

EPRA

 

 

 

 

 

 

 

EPRA NAV

9,646

1,027

939

 

9,498

1,038

915

EPRA NNNAV

9,117

1,027

888

 

8,938

1,038

861

IFRS

 

 

 

 

 

 

 

Basic

9,632

1,019

945

 

9,476

1,029

921

Diluted

9,632

1,027

938

 

9,876

1,096

901

 

Total accounting return

The Group also measures financial performance with reference to total accounting return. This is calculated as the movement in EPRA net asset value per share and dividend paid in the period as a percentage of the EPRA net asset value per share at the start of the period.

 

Six months ended 30 September 2017

 

Six months ended 30 September 2016

 

Increase in NAV per share

pence

Dividend per share paid

pence

Total
accounting
return

 

Decrease in NAV per share

pence

Dividend per

share paid

pence

Total
accounting
return

Total accounting return

24

14.60

4.2%

 

(28)

14.18

(1.5%)

 

 

3 Revenue and costs

 

 

Six months ended

30 September 2017

 

Six months ended

30 September 2016

 

Underlying
£m

Capital
and other
£m

Total
£m

 

Underlying
£m

Capital
and other
£m

Total
£m

Rent receivable

221

-

221

 

226

-

226

Spreading of tenant incentives and guaranteed rent increases

(5)

-

(5)

 

(4)

-

(4)

Surrender premia

6

-

6

 

2

-

2

Gross rental income

222

-

222

 

224

-

224

Trading property sales proceeds

-

50

50

 

-

9

9

Service charge income

33

-

33

 

40

-

40

Management and performance fees
(from joint ventures and funds)

3

-

3

 

3

-

3

Other fees and commissions

24

-

24

 

21

-

21

Revenue

282

50

332

 

288

9

297

 

 

 

 

 

 

 

 

Trading property cost of sales

-

(42)

(42)

 

-

(6)

(6)

Service charge expenses

(33)

-

(33)

 

(40)

-

(40)

Property operating expenses

(15)

-

(15)

 

(10)

-

(10)

Other fees and commissions expenses

(20)

-

(20)

 

(17)

-

(17)

Costs

(68)

(42)

(110)

 

(67)

(6)

(73)

 

214

8

222

 

221

3

224

 

 

4 Valuation movements on property

 

Six months ended 30 September 2017
£m

Six months ended 30 September 2016
£m

Consolidated income statement

 

 

Revaluation of properties1

141

(257)

Revaluation of properties held by joint ventures and funds accounted for using the equity method

26

(205)

 

167

(462)

Consolidated statement of comprehensive income

 

 

Revaluation of owner-occupied properties

(3)

(2)

 

164

(464)

 

1 Includes £3m impairment of trading property in the current period (see note 7).

 

5 Net financing costs

 

Six months ended 30 September 2017
£m

Six months ended 30 September 2016
£m

Underlying

 

Financing charges

 

 

Bank loans, overdrafts and derivatives

(11)

(18)

Other loans

(25)

(28)

Obligations under head leases

(1)

(1)

 

(37)

(47)

Development interest capitalised

3

4

 

(34)

(43)

Financing income

 

 

Deposits, securities and liquid investments

-

2

Loans to joint ventures

-

2

Net financing charges - underlying

(34)

(41)

 

 

 

Capital and other

 

 

 

 

 

Financing charges

 

 

Hedging reserve recycling1

(115)

-

Valuation movements on fair value debt

43

(88)

Valuation movements on fair value derivatives

(44)

90

Recycling of fair value movement on close-out of derivatives

(14)

(10)

Capital financing costs

(6)

(5)

Fair value movement on convertible bonds

(1)

-

Fair value movement on non-hedge accounted derivatives

(7)

(4)

 

(144)

(17)

Financing income

 

 

Fair value movement on convertible bonds

-

32

 

-

32

Net financing income (charges) - capital

(144)

15

 

 

 

 

 

 

Total financing income

-

34

Total financing charges

(178)

(60)

Net financing costs

(178)

(26)

 

Interest on development expenditure is capitalised at the Group's weighted average interest rate of 2.1% (Six months ended 30 September 2016: 2.5%). The weighted average interest rate on a proportionately consolidated basis at 30 September 2017 was 3.0% (Six months ended 30 September 2016: 3.2%).

1 Represents a reclassification adjustment of cumulative losses within the hedging and translation reserve to capital profit and loss, in relation to a hedging instrument which is no longer hedge accounted. The recognition of this amount in capital financing charges has no impact on EPRA NAV.  The impact of liability management undertaken in the period was a reduction of 3 pence on EPRA NAV per share.

 

6 Taxation

 

Six months ended 30 September 2017
£m

Six months ended 30 September 2016
£m

Taxation income

 

 

Current taxation

 

 

Current period UK corporation taxation (30 September 2017: 19%; 30 September 2016: 20%)

-

1

Adjustments in respect of prior periods

1

-

Total current taxation income

1

1

Deferred taxation on revaluations and derivatives

6

-

Group total taxation

7

1

Attributable to joint ventures and funds

-

-

Total taxation income

7

1

 

 

Taxation expense attributable to Underlying Profits for the six months ended 30 September 2017 was £nil (Six months ended 30 September 2016: £nil).

7 Property

 

Property reconciliation

 

 

Six months ended 30 September 2017

 

Year ended 31 March 2017

 

Investment and development properties

Level 3

£m

Trading properties

£m

Owner-occupied

Level 3

£m

Total

£m

 

Investment and development properties

Level 3

£m

Trading properties

£m

Owner-occupied

Level 3

£m

Total

£m

Carrying value at the start of the
period/year

9,073

334

94

9,501

 

9,643

325

95

10,063

Additions

 

 

 

 

 

 

 

 

 

- property purchases

137

5

-

142

 

88

-

-

88

- development expenditure

21

33

-

54

 

81

56

-

137

- capitalised interest and staff costs

3

2

-

5

 

5

5

-

10

- capital expenditure on asset management initiatives

34

-

-

34

 

92

-

-

92

 

195

40

-

235

 

266

61

-

327

Depreciation

-

-

-

-

 

-

-

(1)

(1)

Disposals

(37)

(41)

-

(78)

 

(670)

(26)

-

(696)

Reclassifications

-

-

-

-

 

27

(27)

-

-

Revaluations included in income statement

144

(3)

-

141

 

(144)

-

-

(144)

Revaluations included in OCI

-

-

(3)

(3)

 

-

-

-

-

Movement in tenant incentives and contracted rent uplift balances

(2)

-

-

(2)

 

(49)

1

-

(48)

Carrying value at the end of the period/year

9,373

330

91

9,794

 

9,073

334

94

9,501

Head lease liabilities

 

 

 

(65)

 

 

 

 

(64)

Valuation surplus on trading properties

 

 

 

87

 

 

 

 

83

Group property portfolio valuation
at the end of the period/year

 

 

 

9,816

 

 

 

 

9,520

Non-controlling interests

 

 

 

(314)

 

 

 

 

(310)

Group property portfolio valuation
at the end of the period/year attributable
to shareholders

 

 

 

9,502

 

 

 

 

9,210

 

The Group's total property portfolio was valued by external valuers on the basis of fair value, in accordance with the RICS valuation - Professional Standards 2014, ninth edition, published by The Royal Institute of Chartered Surveyors. The information provided to the valuers, and the assumptions and valuations models used by the valuers are reviewed by the property portfolio team, the Head of Offices, the Head of Retail and the Chief Financial Officer. The valuers meet with the external auditors and also present directly to the Audit Committee on a half yearly basis.

Property valuations are inherently subjective as they are made on the basis of significant unobservable inputs, including assumptions made by the valuer which may not prove to be accurate. For these reasons, and consistent with EPRA's guidance, we have classified the valuations of our property portfolio as Level 3 as defined by IFRS 13. There were no transfers between levels in the period. Inputs to the valuation, including equivalent yields, rental values and costs to complete, are 'unobservable' as defined by IFRS 13.

Additional property covenant information

Properties valued at £1,678m (year ended 31 March 2017: £1,882m) were subject to a security interest and other properties of non-recourse companies amounted to £1,226m (year ended 31 March 2017: £1,158), totalling £2,904m (year ended 31 March 2017: £3,040m).


 

8 Joint ventures and funds

 

Summary movement for the period of the investments in joint ventures and fund

 

Joint ventures
£m

Funds
£m

Total
£m

 

Equity
£m

Loans
£m

Total
£m

At 1 April 2017

2,525

241

2,766

 

2,412

354

2,766

Additions

32

3

35

 

12

23

35

Disposals

(68)

-

(68)

 

(68)

-

(68)

Share of profit after taxation

70

3

73

 

73

-

73

Distributions and dividends:

 

 

 

 

 

 

 

- Capital

-

(3)

(3)

 

(3)

-

(3)

- Revenue

(39)

(6)

(45)

 

(45)

-

(45)

Hedging and exchange movements

5

1

6

 

6

-

6

At 30 September 2017

2,525

239

2,764

 

2,387

377

2,764

 

 

At 31 March 2017 the Group classified a joint venture as a held-for-sale asset of £540m, presented separately from the investment in joint ventures and funds on the consolidated balance sheet. On 25 May 2017 the transaction completed and consequently the held for sale asset was disposed of.

Additional investments in joint ventures and funds covenant information

At 30 September 2017 the investments in joint ventures included within the total investments in joint ventures and funds was £2,758m, being the £2,764m total investment shown above, less the net investment of £6m in PREF, a property fund in continental Europe (31 March 2017: £3,299m, being £2,766 shown above plus a joint venture held for sale of £540m less a £7m net investment in PREF).

Summary income statement for the period of the investments in joint ventures and funds

 

Six months ended
30 September 2017

 Six months ended
30 September 2016

 

£m

100%

£m

BL Share

£m

100%

£m

BL Share

Revenue1

250

125

280

141

Costs

(52)

(26)

(64)

(33)

 

198

99

216

108

 

Administrative expenses

(2)

(1)

(3)

(2)

Net financing costs

(68)

(34)

(75)

(38)

Underlying Profit before taxation

128

64

138

68

 

 

 

 

 

Valuation movement

52

26

(408)

(205)

Capital financing costs

(18)

(9)

(12)

(6)

(Loss) profit on disposal of investment properties, trading properties and investments

(16)

(8)

23

12

Profit (loss) on ordinary activities before taxation

146

73

(259)

(131)

 

 

 

 

 

Taxation

-

-

-

-

Profit (loss) on ordinary activities after taxation

146

73

(259)

(131)

 

 

 

 

 

Profit (loss) split between controlling and non-controlling interests

 

 

 

 

Attributable to non-controlling interests

 

-

 

(2)

Attributable to shareholders of the Company

 

73

 

(133)

 

 

 

1 Included within revenue for the period is a £29m (£15m British Land share) payment received in June 2017 from the Royal Bank of Scotland in relation to their surrender of a lease at 135 Bishopsgate.


 

Operating cash flows of joint ventures and funds (Group share)

 

Six months ended 30 September 2017
£m

Six months ended 30 September 2016
£m

Rental income received from tenants

100

96

Operating expenses paid to suppliers and employees

(12)

(10)

Cash generated from operations

88

86

Interest paid

(38)

(41)

Cash inflow from operating activities

50

45

Cash inflow from operating activities deployed as:

 

 

Surplus cash retained within joint ventures and funds

5

20

Revenue distributions per consolidated statement of cash flows

45

25

Revenue distributions split between controlling and non-controlling interests

 

 

Attributable to non-controlling interests

1

2

Attributable to shareholders of the Company

44

23

 

 

9 Other investments

 

30 September 2017
£m

31 March
2017
£m

Investment held for trading

96

93

Loans, receivables and other

62

61

 

158

154

 

The investment held for trading comprises interests as a trust beneficiary. The trust's assets comprise freehold reversions in a pool of commercial properties, comprising Sainsbury's superstores. The interest was categorised as Level 3 in the fair value hierarchy, is subject to the same inputs as those disclosed in note 7, and its fair value was determined by the Directors, supported by an external valuation.

 

10 Net debt

 

10.1 Fair value and book value of net debt

 

30 September 2017

 

31 March 2017

 

Fair value
£m

Book value
£m

Difference
£m

 

Fair value
£m

Book value
£m

Difference
£m

Debentures and unsecured bonds

1,942

1,837

105

 

1,682

1,590

92

Convertible bonds

338

338

-

 

737

737

-

Bank debt and other floating rate debt

705

697

8

 

963

954

9

Gross debt

2,985

2,872

113

 

3,382

3,281

101

Interest rate and currency derivative liabilities

131

131

-

 

144

144

-

Interest rate and currency derivative assets

(175)

(175)

-

 

(217)

(217)

-

Cash and short-term deposits

(119)

(119)

-

 

(114)

(114)

-

Net debt

2,822

2,709

113

 

3,195

3,094

101

Net debt attributable to non-controlling interests

(111)

(110)

(1)

 

(105)

(103)

(2)

Net debt attributable to shareholders of the Company

2,711

2,599

112

 

3,090

2,991

99

 

The fair values of debentures, unsecured bonds and the convertible bonds have been established by obtaining quoted market prices from brokers. The bank debt and other floating rate debt has been valued assuming it 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. Short-term debtors and creditors and other investments (see note 9) have been excluded from the disclosures on the basis that the fair value is equivalent to the book value.

 

10.2 Loan to value

 

Group loan to value (LTV)

 

30 September

2017
£m

31 March

2017
£m

Group loan to value (LTV)

20.1%

22.6%

 

 

 

Principal value of gross debt

2,711

3,069

Less debt attributable to non-controlling interests

(116)

(112)

Less cash and short-term deposits (balance sheet)

(119)

(114)

Plus cash attributable to non-controlling interests

6

9

Total net debt for LTV calculation

2,482

2,852

Group property portfolio valuation (note 7)

9,816

9,520

Investments in joint ventures and funds (note 8)

2,764

2,766

Joint venture held for sale (note 8)

-

540

Other investments (note 9)

158

154

Less property and investments attributable to non-controlling interests

(368)

(364)

Total assets for LTV calculation

12,370

12,616

 

 

Proportionally consolidated loan to value (LTV)

 

30 September

2017
£m

31 March

2017
£m

Proportionally consolidated loan to value (LTV)

26.9%

29.9%

 

 

 

Principal value of gross debt

4,133

4,649

Less attributable to non-controlling interests

(132)

(128)

Less cash and short-term deposits

(322)

(323)

Plus cash attributable to non-controlling interests

8

9

Less joint venture debt beneficially owned by Group

(3)

-

Total net debt for proportional LTV calculation

3,684

4,207

Group property portfolio valuation (note 7)

9,816

9,520

Share of property of joint ventures and funds

4,083

4,801

Other investments (note 9)

158

154

Less other investments attributable to joint ventures and funds

(3)

(3)

Less property attributable to non-controlling interests

(384)

(381)

Total assets for proportional LTV calculation

13,670

14,091

 

 

10.3 British Land Unsecured Financial Covenants

 

The two financial covenants applicable to the Group unsecured debt including convertible bonds are shown below:

 

30 September

2017
£m

31 March

2017
£m

Net Borrowings not to exceed 175% of Adjusted Capital and Reserves

25%

29%

 

 

 

Principal amount of gross debt

2,711

3,069

Less the relevant proportion of borrowings of the partly-owned subsidiary / non-controlling interests

(116)

(112)

Less cash and deposits (balance sheet)

(119)

(114)

Plus the relevant proportion of cash and deposits of the partly-owned subsidiary / non-controlling interests

6

9

Net Borrowings

2,482

2,852

Share capital and reserves (balance sheet)

9,632

9,476

EPRA deferred tax adjustment (EPRA Table A)

5

3

Trading property surpluses (EPRA Table A)

90

83

Exceptional refinancing charges (see below)

267

274

Fair value adjustments of financial instruments (EPRA Table A)

137

155

Less reserves attributable to non-controlling interests (balance sheet)

(254)

(255)

Adjusted Capital and Reserves

9,877

9,736

 

In calculating Adjusted Capital and Reserves for the purpose of the unsecured debt financial covenants, there is an adjustment of £267m (31 March 2017: £274m) to reflect the cumulative net amortised exceptional items relating to the refinancings in the years ended 31 March 2005, 2006 and 2007.

 

30 September

2017
£m

31 March

2017
£m

Net Unsecured Borrowings not to exceed 70% of Unencumbered Assets

19%

26%

 

 

 

Principal amount of gross debt

2,711

3,069

Less cash and deposits not subject to a security interest (being £109m less the relevant proportion of cash and deposits of the partly owned subsidiary of £4m)

(105)

(96)

Less principal amount of secured and non-recourse borrowings

(1,251)

(1,238)

Net Unsecured Borrowings

1,355

1,735

Properties (note 7)

9,816

9,520

Investments in joint ventures and funds (note 8)

2,764

2,766

Joint venture held for sale (note 8)

-

540

Other investments (note 9)

158

154

Less investments in joint ventures (note 8)

(2,758)

(3,299)

Less encumbered assets (note 7)

(2,904)

(3,040)

Unencumbered Assets

7,076

6,641

 

10.4 Convertible bonds

 

1.5% Convertible bond 2012 (redeemed in the current period)

On 10 September 2012 British Land (Jersey) Limited (the Issuer), a wholly-owned subsidiary of the Group, issued £400 million 1.5% guaranteed convertible bonds due 2017 at par. On 10 September 2017, the convertible bonds were redeemed at par.

0% Convertible bond 2015 (maturity 2020)

On 9 June 2015 British Land (White) 2015 Limited (the 2015 Issuer), a wholly owned subsidiary of the Group, issued £350 million zero coupon guaranteed convertible bonds due 2020 (the 2015 bonds) at par. The 2015 Issuer is fully guaranteed by the Company in respect of the 2015 bonds.

Subject to their terms, the 2015 bonds are convertible into preference shares of the Issuer which are automatically transferred to the Company in exchange for ordinary shares in the Company or, at the Company's election, any combination of ordinary shares and cash. From 20 July 2015 up to and including 29 June 2018, a bondholder may exercise its conversion right if the share price has traded at a level exceeding 130% of the exchange price for a specified period. Thereafter, and up to but excluding the 7th dealing day before 9 June 2020 (the maturity date), a bondholder may convert at any time.

The initial exchange price was 1103.32 pence per ordinary share. The exchange price is adjusted based on certain events, such as the Company paying dividends in any year above a threshold amount in pence-per-ordinary-share. As at 30 September 2017 the exchange price was 1050.18 pence per ordinary share.

From 30 June 2018, the Company has the option to redeem the 2015 bonds at par if the Company's share price has traded above 130% of the exchange price for a specified period, or at any time once 85% by nominal value of the 2015 bonds have been converted, redeemed, or purchased and cancelled. The 2015 bonds will be redeemed at par on 9 June 2020 (the maturity date) if they have not already been converted, redeemed or purchased and cancelled.

10.5 Fair value hierarchy

 

The table below analyses financial instruments carried at fair value, by the valuation method. The different levels are defined as follows:

 

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

 

30 September 2017

 

31 March 2017

 

Level 1
£m

Level 2
£m

Level 3
£m

Total
£m

 

Level 1
£m

Level 2
£m

Level 3
£m

Total
£m

Interest rate and currency derivative assets

-

(175)

-

(175)

 

-

(217)

-

(217)

Other investments - available for sale

(14)

-

-

(14)

 

(14)

-

-

(14)

Other investments - held for trading

-

-

(96)

(96)

 

-

-

(93)

(93)

Assets

(14)

(175)

(96)

(285)

 

(14)

(217)

(93)

(324)

Interest rate and currency derivative liabilities

-

131

-

131

 

-

144

-

144

Convertible bonds

338

-

-

338

 

737

-

-

737

Liabilities

338

131

-

469

 

737

144

-

881

Total

324

(44)

(96)

184

 

723

(73)

(93)

557

 

There have been no transfers between levels in the period. A £3m valuation gain in relation to the investment held for trading has been recorded in the six months ended 30 September 2017 (30 September 2016: £8m valuation loss). Further disclosures in relation to the valuation of the investment held for trading are included within note 9.

 

11 Dividend

 

The 2018 second quarter dividend of 7.52 pence per share is payable on 9 February 2018 to shareholders on the register at close of business on 5 January 2018.

The second interim dividend will be a Property Income Distribution ('PID') and no SCRIP alternative will be offered. PID dividends are paid, as required by REIT legislation, after deduction of withholding tax at the basic rate (currently 20%), where appropriate. Certain classes of shareholders may be able to elect to receive dividends gross. Please refer to our website (www.britishland.com) for details.

The 2018 first quarter dividend of 7.52 pence per share, totalling £77m was paid on 10 November 2017. The whole of the first quarter dividend was a PID and no scrip alternative was offered. £66m was paid to shareholders, and £11m of withholding tax was retained.

The Consolidated Statement of Changes in Equity shows total dividends in the six months to 30 September 2017 of £150m, £75m being the third quarter 2017 dividend of 7.30 pence per share paid on 5 May 2017, and the fourth quarter 2017 dividend of 7.30 pence per share, paid on 4 August, totalling £75m. No scrip alternatives were offered for the third or fourth quarters and the fourth quarter dividend was PID.

 

12 Segment information


Operating segments

The Group allocates resources to investment and asset management according to the sectors it expects to perform over the medium term. Its three principal sectors are Offices, Retail and Canada Water. The Office sector includes residential, as this is often incorporated into Office schemes, and Retail includes leisure, for a similar rationale.

The relevant gross rental income, net rental income, operating result and property assets, being the measures of segment revenue, segment result and segment assets used by the management of the business, are set out below. Management reviews the performance of the business principally on a proportionally consolidated basis, which includes the Group's share of joint ventures and funds on a line-by-line basis and excludes non-controlling interests in the Group's subsidiaries. The chief operating decision maker for the purpose of segment information is the Executive Committee.

Gross rental income is derived from the rental of buildings. Operating result is the net of net rental income, fee income and administrative expenses. No customer exceeded 10% of the Group's revenues in either period.

Segment result

 

Six months ended 30 September

Offices

 

Retail

 

Canada Water

 

Other/unallocated

 

Total

 

2017

£m

2016

£m

 

2017

£m

2016

£m

 

2017

£m

2016

£m

 

2017

£m

2016

£m

 

2017

£m

2016

£m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

68

70

 

140

142

 

4

5

 

-

-

 

212

217

Share of joint ventures and funds

60

60

 

44

50

 

-

-

 

-

-

 

104

110

Total

128

130

 

184

192

 

4

5

 

-

-

 

316

327

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

62

67

 

133

136

 

4

4

 

-

-

 

199

207

Share of joint ventures and funds

57

58

 

41

47

 

-

-

 

-

-

 

98

105

Total

119

125

 

174

183

 

4

4

 

-

-

 

297

312

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

61

66

 

129

129

 

2

3

 

(23)

(26)

 

169

172

Share of joint ventures and funds

56

56

 

39

49

 

-

-

 

-

-

 

95

105

Total

117

122

 

168

178

 

2

3

 

(23)

(26)

 

264

277

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation to Underlying Profit before taxation

 

 

 

 

 

 

 

 

 

 

Six months ended 30 September 2017

£m

Six months ended 30 September 2016

£m

 

 

 

 

 

 

 

 

 

 

 

 

264

277

Net financing costs

 

 

 

 

 

 

 

 

 

 

 

 

(66)

(78)

Underlying Profit

 

 

 

 

 

 

 

 

 

 

 

 

198

199

Reconciliation to profit on ordinary activities before taxation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

198

199

 

 

 

 

 

 

 

 

 

 

 

 

34

(411)

Underlying Profit attributable
to non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

6

7

Total profit (loss) on ordinary activities before taxation

 

 

 

 

 

 

 

 

 

 

 

238

(205)

 

 

Of the gross rental income above, £nil (six months ended 30 September 2016: £nil) was derived from outside the UK.

 

Segment assets

 

Offices

 

Retail

 

Canada Water

 

Total

 

30 September 2017

£m

31 March 2017

£m

 

30 September 2017

£m

31 March 2017

£m

 

30 September 2017

£m

31 March 2017

£m

 

30 September 2017

£m

31 March 2017

£m

Property assets

 

 

 

 

 

 

 

 

 

 

 

British Land Group

4,366

4,223

 

4,866

4,716

 

270

271

 

9,502

9,210

Share of funds and joint ventures

2,287

2,792

 

1,726

1,938

 

-

-

 

4,013

4,730

Total

6,653

7,015

 

6,592

6,654

 

270

271

 

13,515

13,940

 

Reconciliation to net assets

 

 

 

 

 

 

 

 

 

British Land Group

 

 

 

 

 

 

 

 

 

30 September 2017

£m

31 March 2017

£m

Property assets

 

 

 

 

 

 

 

 

 

13,515

13,940

Other non-current assets

 

 

 

 

 

 

 

 

 

162

156

Non-current assets

 

 

 

 

 

 

 

 

 

13,677

14,096

 

 

 

 

 

 

 

 

 

 

 

 

Other net current liabilities

 

 

 

 

 

 

 

 

 

(340)

(364)

Adjusted net debt

 

 

 

 

 

 

 

 

 

(3,691)

(4,223)

Other non-current liabilities

 

 

 

 

 

 

 

 

 

-

(11)

EPRA net assets (undiluted)

 

 

 

 

 

 

 

 

9,646

9,498

Non-controlling interests

 

 

 

 

 

 

 

 

254

255

EPRA adjustments

 

 

 

 

 

 

 

 

(268)

(277)

Net assets

 

 

 

 

 

 

 

 

9,632

9,476

 

 

13 Related party transactions

 

There have been no material changes in the related party transactions described in the last annual report.

 

14 Contingent liabilities

 

The Group, joint ventures and funds have contingent liabilities in respect of legal claims, guarantees and warranties arising in the ordinary course of business. It is not anticipated that any material liabilities will arise from contingent liabilities.

 

15 Share capital and reserves

 

 

£m

Ordinary shares
of 25p each

Issued, called and fully paid

 

 

At 1 April 2017

260

1,041,035,058

Issues

-

189,904

Repurchased and cancelled

(3)

(10,671,074)

At 30 September 2017

257

1,030,553,888

 

 

At 30 September 2017, of the issued 25p ordinary shares, 8,003 shares were held in the ESOP trust (31 March 2017: 7,783), 11,266,245 shares were held as treasury shares (31 March 2017: 11,266,245) and 1,019,279,640 shares were in free issue (31 March 2017: 1,029,761,030). No treasury shares were acquired by the ESOP trust during the year. All issued shares are fully paid.

In the six months ended 30 September 2017, the Company repurchased 10,724,362 ordinary shares, of which 10,671,074 were cancelled. The weighted average share price of repurchases was 607 pence. During the period from 1 October 2017 to 15 November 2017, a further 15,114,663 shares were repurchased, of which 12,842,709 were cancelled. The weighted average share price of these repurchases was 599 pence.

 

SUPPLEMENTARY DISCLOSURES

UNAUDITED

 

Table A: Summary income statement and balance sheet

 

Summary income statement based on proportional consolidation for the six months ended 30 September 2017

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 basis and excluding non-controlling interests.

 

Six months ended 30 September 2017

 

Six months ended 30 September 2016

 

Group

£m

Joint ventures and funds

£m

Less non-controlling interests

£m

Proportionally consolidated

£m

 

Group

£m

Joint ventures and funds

£m

Less non-controlling interests

£m

Proportionally consolidated

£m

222

103

(9)

316

 

224

113

(10)

327

(15)

(4)

-

(19)

 

(10)

(5)

-

(15)

207

99

(9)

297

 

214

108

(10)

312

 

 

 

 

 

 

 

 

 

(40)

(1)

-

(41)

 

(42)

(2)

1

(43)

Net fees and other income

7

-

1

8

 

7

-

1

8

Ungeared Income Return

174

98

(8)

264

 

179

106

(8)

277

 

 

 

 

 

 

 

 

 

Net financing costs

(34)

(34)

2

(66)

 

(41)

(38)

1

(78)

Underlying Profit

140

64

(6)

198

 

138

68

(7)

199

Underlying taxation

-

-

-

-

 

-

-

-

-

Underlying Profit after taxation

140

64

(6)

198

 

138

68

(7)

199

 

 

 

167

 

 

 

 

(462)

Other capital and taxation (net)1

 

 

 

100

 

 

 

 

(411)

Capital and other

 

 

 

267

 

 

 

 

(873)

Total return

 

 

 

465

 

 

 

 

(674)

 

 

1 Includes other comprehensive income, movement in dilution of share options and the movement in items excluded for EPRA NAV.

 

 

Summary balance sheet based on proportional consolidation as at 30 September 2017

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 basis and excluding non-controlling interests.

 

Group

£m

Share of joint ventures
& funds

£m

Less non-controlling interests

£m

Share
options

£m

Deferred
tax

£m

Mark-to-market on derivatives and related debt adjustments

£m

Head
leases

£m

 

Valuation surplus on trading properties

£m

EPRA Net assets

30 September 2017

£m

EPRA Net assets

31

March

 2017

£m

Retail properties

5,218

1,804

(384)

-

-

-

(46)

 

-

6,592

6,654

Office properties

4,291

2,287

-

-

-

-

(15)

 

90

6,653

7,015

Canada Water properties

285

-

-

-

-

-

(15)

 

-

270

271

Total properties

9,794

4,091

(384)

-

-

-

(76)

 

90

13,515

13,940

Investments in joint ventures and funds

2,764

(2,764)

-

-

-

-

-

 

-

-

-

Other investments

158

(2)

-

-

-

-

-

 

-

156

151

Other net (liabilities) assets

(375)

(81)

5

36

5

-

76

 

-

(334)

(370)

Net debt

(2,709)

(1,244)

125

-

-

137

-

 

-

(3,691)

(4,223)

Net assets

9,632

-

(254)

36

5

137

-

 

90

9,646

9,498

EPRA NAV per share (note 2)

 

 

 

 

 

 

 

 

 

939p

915p

 

 

 

30 September 2017

 

31 March 2017

 

£m

Pence per share

 

£m

Pence per share

Opening EPRA NAV

9,498

915

 

10,074

919

Income return

198

19

 

390

36

Capital return

100

20

 

(670)

(13)

Dividend Paid

(150)

(15)

 

(296)

(27)

Closing EPRA NAV

9,646

939

 

9,498

915

 

Table B: EPRA Performance measures

 

EPRA Performance measures summary table

 

Six months ended
30 September 2017

 

Six months ended
30 September 2016

 

£m

Pence per share

 

£m

Pence per share

EPRA Earnings

- basic

198

19.3

 

199

19.3

 

- diluted

198

19.2

 

199

19.3

EPRA Net Initial Yield

 

4.3%

 

 

4.3%

EPRA 'topped-up' Net Initial Yield

 

4.6%

 

 

4.7%

EPRA Vacancy Rate

 

2.9%

 

 

2.7%

 

 

30 September 2017

 

31 March 2017

 

Net assets £m

Net asset
value per share pence

 

Net assets £m

Net asset
value per share pence

EPRA NAV

 

9,646

939

 

9,498

915

EPRA NNNAV

 

9,117

888

 

8,938

861

 

Calculation and reconciliation of EPRA/IFRS earnings and EPRA/IFRS earnings per share

 

Six months ended 30 September 2017

£m

Six months ended 30 September 2016

£m

Profit (loss) attributable to the shareholders of the Company

239

(195)

Exclude:

 

 

Group - taxation

(7)

(1)

Group - valuation movement

(141)

257

Group - profit on disposal of investment properties and investments

(20)

(27)

Group - profit on disposal of trading properties

(8)

 (3)

Joint ventures and funds - valuation movement (including result on disposals)

(18)

193

Joint ventures and funds - capital financing costs

9

6

Changes in fair value of financial instruments and associated close-out costs

144

(15)

Non-controlling interests in respect of the above

-

(16)

EPRA earnings - basic

198

199

Dilutive effect of 1.5% convertible bond

-

-

EPRA earnings - diluted

198

199

 

 

 

Profit (loss) attributable to the shareholders of the Company

239

(195)

Dilutive effect of 1.5% convertible bond

-

(26)

IFRS earnings - diluted

239

(221)

 

 

Six months ended 30 September 2017

Number

million

Six months ended 30 September 2016

Number

million

Weighted average number of shares

1,039

1,040

Adjustment for Treasury shares

(11)

(11)

IFRS/EPRA weighted average number of shares (basic)

1,028

1,029

Dilutive effect of share options

1

1

Dilutive effect of ESOP shares

2

3

Dilutive effect of 1.5% convertible bond

-

58

IFRS weighted average number of shares (diluted)

1,031

1,091

Remove dilutive effect of 1.5% convertible bond

-

(58)

EPRA weighted average number of shares (diluted)

1,031

1,033

 

 

Net assets per share

 

 

30 September 2017

 

31 March 2017

 

£m

Pence
per share

 

£m

Pence
per share

Balance sheet net assets

9,632

 

 

9,476

 

Deferred tax arising on revaluation movements

5

 

 

3

 

Mark-to-market on derivatives and related debt adjustments

137

 

 

155

 

Dilution effect of share options

36

 

 

36

 

Surplus on trading properties

90

 

 

83

 

Less non-controlling interests

(254)

 

 

(255)

 

EPRA NAV

9,646

939

 

9,498

915

Deferred tax arising on revaluation movements

(23)

 

 

(19)

 

Mark-to-market on derivatives and related debt adjustments

(137)

 

 

(155)

 

Mark-to-market on debt

(369)

 

 

(386)

 

EPRA NNNAV

9,117

888

 

8,938

861

 

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 and derivatives.

 

30 September 2017

Number

million

31 March
2017

Number

million

Number of shares at period/year end

1,030

1,040

Adjustment for treasury shares

(11)

(11)

IFRS/EPRA Number of shares (basic)

1,019

1,029

Dilutive effect of share options

2

3

Dilutive effect of ESOP shares

6

6

Dilutive effect of 1.5% convertible bond

-

58

IFRS number of shares (diluted)

1,027

1,098

Remove dilutive effect of 1.5% convertible bond

-

(58)

EPRA number of shares (diluted)

1,027

1,038

 

 

EPRA Net Initial Yield and 'topped-up' Net Initial Yield

 

30 September 2017

£m

30 September
2016

£m

Investment property - wholly-owned

9,502

9,321

Investment property - share of joint ventures and funds

4,013

4,598

Less developments, residential and land

(1,242)

(951)

Completed property portfolio

12,273

12,968

Allowance for estimated purchasers' costs

813

914

Gross up completed property portfolio valuation (A)

13,086

13,882

Annualised cash passing rental income

581

610

Property outgoings

(13)

(9)

Annualised net rents (B)

568

601

Rent expiration of rent-free periods and fixed uplifts1

32

50

'Topped-up' net annualised rent (C)

600

651

EPRA Net Initial Yield (B/A)

4.3%

4.3%

EPRA 'topped-up' Net Initial Yield (C/A)

4.6%

4.7%

Including fixed/minimum uplifts received in lieu of rental growth

11

16

Total 'topped-up' net rents (D)

611

667

Overall 'topped-up' Net Initial Yield (D/A)

4.7%

4.8%

'Topped-up' net annualised rent

600

651

ERV vacant space

19

19

Reversions

32

31

Total ERV (E)

651

701

Net Reversionary Yield (E/A)

5.0%

5.0%

 

1 The weighted average period over which rent-free periods expire is 1 year (30 September 2016: 1 year).

 

EPRA Net Initial Yield (NIY) basis of calculation

EPRA NIY is calculated as the annualised net rent (on a cash flow basis), divided by the gross value of the completed property portfolio. The valuation of our completed property portfolio is determined by our external valuers as at 30 September 2017, plus an allowance for estimated purchaser's costs. Estimated purchaser's costs are determined by the relevant stamp duty liability, plus an estimate by our valuers of agent and legal fees on notional acquisition. The net rent deduction allowed for property outgoings is based on our valuers' assumptions on future recurring non-recoverable revenue expenditure.

In calculating the EPRA 'topped-up' NIY, the annualised net rent is increased by the total contracted rent from expiry of rent-free periods and future contracted rental uplifts where defined as not in lieu of growth. Overall 'topped-up' NIY is calculated by adding any other contracted future uplift to the 'topped-up' net annualised rent.

The net reversionary yield is calculated by dividing the total estimated rental value (ERV) for the completed property portfolio, as determined by our external valuers, by the gross completed property portfolio valuation.

The EPRA vacancy rate is calculated as the ERV of the un-rented, lettable space as a proportion of the total rental value of the completed property portfolio.

EPRA Vacancy Rate

 

30 September 2017

£m

30 September
2016

£m

Annualised potential rental value of vacant premises

19

19

Annualised potential rental value for the completed property portfolio

662

710

EPRA Vacancy Rate

2.9%

2.7%

 

 

 

 

EPRA Cost Ratios

 

 

Six months ended 30 September 2017

£m

Six months ended 30 September 2016

£m

Property operating expenses

15

10

Administrative expenses

40

41

Share of joint ventures and funds expenses

5

7

Less:

Performance & management fees (from joint ventures & funds)

(3)

(4)

 

Other fees and commission

(5)

(4)

 

Ground rent costs

(1)

(1)

EPRA Costs (including direct vacancy costs) (A)

51

49

Direct vacancy costs

(10)

(6)

EPRA Costs (excluding direct vacancy costs) (B)

41

43

 

 

 

Gross Rental Income less ground rent costs

212

215

Share of joint ventures and funds (Gross Rental Income less ground rent costs)

103

111

Total Gross Rental Income (C)

315

326

 

 

 

EPRA Cost Ratio (including direct vacancy costs) (A/C)

16.2%

15.0%

EPRA Cost Ratio (excluding direct vacancy costs) (B/C)

13.0%

13.2%

 

 

 

Overhead and operating expenses capitalised (including share of joint ventures and funds)

3

2

 

In the current and prior periods employee costs in relation to staff time on development projects are capitalised into the base cost of relevant development assets.

Table C: Gross rental income

 

 

Six months ended 30 September 2017

£m

Six months ended 30 September 2016

£m

Rent receivable

304

317

Spreading of tenant incentives and guaranteed rent increases

(8)

8

Surrender premia

20

2

Gross rental income

316

327

 

 

The current and prior period information is presented on a proportionally consolidated basis, excluding non-controlling interests.

 

Table D: Property related capital expenditure

 

 

Six months ended 30 September 2017

 

Year ended 31 March 2017

 

Group

Joint
ventures
and funds

Total

 

Group

Joint
ventures
and funds

Total

Acquisitions

141

-

141

 

88

-

88

Development

50

16

66

 

131

14

145

Like-for-like portfolio

34

15

49

 

67

47

114

Other

8

2

10

 

20

2

22

Total property related capex

233

33

266

 

306

63

369

 

The above is presented on a proportionally consolidated basis, excluding non-controlling interests and business combinations. The 'Other' category contains amounts owing to tenant incentives of £2m (31 March 2017: £7m), letting fees of £2m (31 March 2017: £3), capitalised staff costs of £3m (31 March 2017: £5m) and capitalised interest of £3m (31 March 2017: £7m).

 


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