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Final Results - Part 2

14th May 2014 07:00

RNS Number : 0383H
British Land Co PLC
14 May 2014
 



Consolidated Income Statement

for the year ended 31 March 2014

2014

2013

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

384

-

384

329

-

329

Net rental and related income

3

313

-

313

281

-

281

Fees and other income

4

15

-

15

15

-

15

Joint ventures and funds (see also below)

124

253

377

130

(63)

67

Administrative expenses

(72)

-

(72)

(72)

-

(72)

Net valuation movement (includes result on disposals)

5

-

615

615

-

88

88

Financing costs

- financing income

6

9

3

12

21

2

23

- financing charges

6

(90)

(60)

(150)

(101)

(41)

(142)

(81)

(57)

(138)

(80)

(39)

(119)

Profit (loss) on ordinary activities before taxation

299

811

1,110

274

(14)

260

Taxation

- current tax income

7

3

3

8

8

- deferred tax income

7

3

3

16

16

6

6

24

24

Profit for the year after taxation

1,116

284

Attributable to non-

controlling interests

 

2

8

10

-

-

-

Attributable to shareholders of the Company

297

809

1,106

274

10

284

Earnings per share

- basic

2

110.7

p

31.7

p

- diluted

2

110.2

p

31.5

p

* As defined in note 2

All results derive from continuing operations.

2014

2013

Underlying

Capital

Underlying

Capital

pre-tax*

and other

Total

pre-tax*

and other

Total

Note

£m

£m

£m

£m

£m

£m

Share of results of joint ventures and funds

Underlying profit before taxation

124

-

124

130

-

130

Net valuation movement (includes result on disposals)

-

258

258

-

(62)

(62)

Non-recurring items

-

-

-

-

(4)

(4)

Current tax income (expense)

-

(5)

(5)

-

2

2

Deferred tax income

-

-

-

-

1

1

9

124

253

377

130

(63)

67

* As defined in note 2

 

Consolidated Statement of Comprehensive Income

for the year ended 31 March 2014

2014

2013

£m

£m

Profit for the year after taxation

1,116

284

Other comprehensive income:

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

Net actuarial loss on pension scheme

(2)

(2)

(2)

(2)

Items that may be reclassified subsequently to profit or loss:

Gains (losses) on cash flow hedges

- Group

14

(16)

- Joint ventures and funds

48

(6)

62

(22)

Transferred to the income statement (cash flow hedges)

- Foreign currency derivatives

8

(5)

- Interest rate derivatives

15

26

23

21

Exchange differences on translation of foreign operations

- Hedging and translation

2

(4)

- Other

1

6

3

2

 

 

Deferred tax taken to equity

5

-

5

-

 

Other comprehensive profit (loss) for the year

91

(1)

Total comprehensive income for the year attributable to shareholders of the Company

1,207

283

Attributable to non-controlling interests

10

-

Attributable to shareholders of the Company

1,197

283

 

Consolidated Balance Sheet

as at 31 March 2014

2014

2013

Note

£m

£m

ASSETS

Non-current assets

Investment and development properties

8

7,272

5,488

Owner-occupied property

8

47

42

7,319

5,530

Other non-current assets

Investments in joint ventures and funds

9

2,712

2,336

Other investments

10

262

76

Interest rate derivative assets

15

32

92

10,325

8,034

Current assets

Trading properties

8

271

40

Debtors

11

41

60

Cash and short-term deposits

15

142

135

454

235

Total assets

10,779

8,269

LIABILITIES

Current liabilities

Short-term borrowings and overdrafts

15

(495)

(44)

Creditors

12

(263)

(259)

Corporation tax

(8)

(17)

(766)

(320)

Non-current liabilities

Debentures and loans

15

(2,803)

(2,134)

Other non-current liabilities

13

(32)

(26)

Deferred tax liabilities

14

(4)

(16)

Interest rate derivative liabilities

15

(57)

(86)

(2,896)

(2,262)

Total liabilities

(3,662)

(2,582)

Net assets

7,117

5,687

EQUITY

Share capital

19

255

249

Share premium

1,257

1,242

Merger reserve

213

213

Other reserves

(70)

(163)

Retained earnings

5,091

4,146

Equity attributable to shareholders of the Company

6,746

5,687

Non-controlling interests

 371

 -

Total Equity

7,117

5,687

EPRA NAV per share*

2

688

p

596

p

* As defined in note 2.

 

 

Consolidated Statement of Cash Flows

for the year ended 31 March 2014

2014

2013

Note

£m

£m

Rental income received from tenants

312

266

Fees and other income received

19

19

Operating expenses paid to suppliers and employees

(88)

(88)

Cash generated from operations

243

197

Interest paid

(116)

(113)

Interest received

29

31

UK corporation tax received

-

1

Distributions and other receivables from joint ventures and funds

63

74

Net cash inflow from operating activities

219

190

Cash flows from investing activities

Development and other capital expenditure

(175)

(230)

Purchase of investment properties

(569)

(442)

Sale of investment properties

352

699

Purchase of investments

(84)

-

Sale of investments

8

2

Deferred consideration received

5

18

Acquisition of Hercules Unit Trust

18

(145)

-

Cash aquired on acquisition of subsidiary

18

18

-

Purchase of joint ventures and funds

(113)

-

Sale of joint ventures and funds

179

-

Investment in and loans to joint ventures and funds

(162)

(318)

Capital distributions and loan repayments from joint ventures and funds

28

72

Indirect taxes (paid) received in respect of investing activities

(2)

(3)

Net cash outflow from investing activities

(660)

(202)

Cash flows from financing activities

Issue of ordinary shares

11

493

Dividends paid

16

(159)

(203)

Closeout of interest rate derivative

(16)

4

Movement in other financial liabilities

(8)

2

Disposal of liquid investments

15

-

210

Decrease in bank and other borrowings

(49)

(889)

Drawdowns on bank and other borrowings

669

-

Proceeds on convertible bond issue

-

393

Net cash inflow from financing activities

448

10

Net (decrease) increase in cash and cash equivalents

7

(2)

Cash and cash equivalents at 1 April

135

137

Cash and cash equivalents at 31 March

142

135

Cash and cash equivalents consists of:

Cash and short-term deposits

15

142

135

 

Consolidated Statement of Changes in Equity for the year ended 31 March 2014

Sharecapital *

Sharepremium

Hedging and translation reserve *,**

Revaluation reserve *

Merger reserve *

Retained earnings

Total

Non-controlling interest

Total Equity

 

£m

£m

£m

£m

£m

£m

£m

£m

£m

 

Balance at 1 April 2013

249

1,242

(71)

(92)

213

4,146

5,687

-

5,687

 

Profit for the year after taxation

1,106

1,106

10

1,116

 

Losses on cash flow hedges

14

14

14

 

Revaluation through statement of changes in equity

1

1

1

 

Joint ventures and funds revaluations

48

48

48

 

Reclassification of gains (losses) on cash flow hedges

 

- Foreign currency derivatives

8

8

8

 

- Interest rate derivatives

15

15

15

 

Exchange differences on translation of foreign operations

2

1

(1)

2

2

 

Net actuarial loss on pension schemes

(2)

(2)

(2)

 

Deferred tax taken to equity

5

5

5

 

Other comprehensive income (loss)

-

-

39

54

-

(2)

91

-

91

 

Total comprehensive income for the year

-

-

39

54

-

1,104

1,197

10

1,207

 

Share issues

6

15

(8)

13

13

 

Non-controlling interest on acquisition of subsidiary

374

374

 

Purchase of units from non-controlling interest

(13)

(13)

 

Adjustment for share and share option awards

10

10

10

 

Dividends payable in year (26.7p per share)

(266)

(266)

(266)

 

Transfer

-

 

Adjustment for scrip dividend element

105

105

105

 

Balance at 31 March 2014

255

1,257

(32)

(38)

213

5,091

6,746

371

7,117

 

 

 

Balance at 1 April 2012

225

1,237

(72)

(92)

-

3,806

5,104

-

5,104

 

Profit for the year after taxation

284

284

284

 

Losses on cash flow hedges

(16)

(16)

(16)

 

Joint ventures and funds revaluations

(6)

(6)

(6)

 

Reclassification of gains (losses) on cash flow hedges

-

 

- Foreign currency derivatives

(5)

(5)

(5)

 

- Interest rate derivatives

26

26

26

 

Exchange differences on translation of foreign operations

(4)

6

2

2

 

Net actuarial loss on pension schemes

(2)

(2)

(2)

 

Other comprehensive income (loss)

-

-

1

-

-

(2)

(1)

-

(1)

 

Total comprehensive income for the year

-

-

1

-

-

282

283

-

283

 

Share issues

24

5

464

493

493

 

Adjustment for share and share option awards

9

9

9

 

Dividends payable in year (26.3p per share)

(234)

(234)

(234)

 

Transfer

(251)

251

-

 

Adjustment for scrip dividend element

32

32

32

 

Balance at 31 March 2013

249

1,242

(71)

(92)

213

4,146

5,687

-

5,687

 

* refer to note 19

** The balance at the beginning of the period includes £2m relating to translation and £(73)m relating to hedging.

 

Notes to the accounts for the year ended 31 March 2014

1. Basis of preparation

The financial information set out above does not constitute the Company's statutory accounts for the years ended 31 March 2014 or 2013, but is derived from those accounts. Statutory accounts for 2013 have been delivered to the Registrar of Companies and those for 2014 will be delivered following the Company's annual general meeting. The auditor has reported on those accounts; their report was unqualified, did not draw attention to any matters by way of emphasis and did not contain statements under s498(2) or (3) of Companies Act 2006 or equivalent preceding legislation.

The financial statements for the year ended 31 March 2014 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 Company expects to publish full financial statements that comply with IFRSs in June 2014.

In the current financial year the Group has adopted the amendments to IAS 1 "Presentation of Items of Other Comprehensive Income", IFRS 13 "Fair Value Measurement" and IAS 19 (revised) "Employee Benefits".

• The amendments to IAS 1 require items of other comprehensive income to be grouped by those items that will be reclassified subsequently to profit or loss and those that will never be reclassified, as well as their associated income tax. The amendments have been applied retrospectively and hence the presentation of items of comprehensive income has been re-grouped accordingly.

• IFRS 13 impacts the disclosure of investment and owner-occupied properties, as set out in note 8.

• IAS 19 (revised) and the related consequential amendments have impacted the accounting for the Group's defined benefit pension scheme, by replacing the interest cost and expected return on plan assets with a net interest charge on the net defined benefit liability. The impact of adopting IAS 19 (revised) is not considered material.

Otherwise the accounting policies used are consistent with those contained in the Group's last annual report and accounts for the year ended 31 March 2013.

Standards and interpretations issued but not effective for the current accounting period were:

• IFRS 9 - Financial Instruments;

• IAS 32 (amended) - Financial Instruments: Presentation;

• IFRS 10 - Consolidated Financial Statements;

• IFRS 11 - Joint Arrangements;

• IFRS 12 - Disclosure of Interests in Other Entities;

• IAS 12 (amended) - Deferred Tax: recovery of underlying assets;

• IAS 27 (revised) - Separate Financial Statements;

• IAS 28 (revised) - Investments in Associates and Joint Ventures; and

• IAS 36 - Recoverable Amount Disclosures for Non-Financial Assets.

The Directors do not expect that the adoption of the standards listed above will have a material impact on the financial statements of the Group in future periods except as follows:

• IFRS 9 will impact both the measurement and disclosures of financial instruments.

The financial statements have been prepared on the going concern basis as stated in the directors' responsibility statement.

 

2. Performance measures

 

2014

2013

 

Earnings per share (diluted unless otherwise stated)

Earnings

Penceper share

Earnings

Penceper share

£m

£m

Underlying pre-tax profit attributable to shareholders of the company- income statement

297

274

Tax charge relating to underlying profit

(2)

(1)

Underlying earnings

295

29.4

p

273

30.3

p

Mark-to-market on / profit on disposal of liquid investments (held for trading assets)

-

9

Mark-to-market adjustment on convertible bond

-

(7)

Non-recurring items*

-

(7)

EPRA earnings - diluted

295

29.4

p

268

29.7

p

Remove dilution of share options

0.1

p

0.2

p

EPRA earnings - basic

29.5

p

29.9

p

Profit for the year after taxation

1,106

110.2

p

284

31.5

p

*Non-recurring items for the year ended 31 March 2013 of £7m relate to the issue costs for the convertible bond.

 

 

 

 

The European Public Real Estate Association (EPRA) has issued Best Practices Recommendations, the latest update of which was issued in January 2014, which give guidelines for performance measures. EPRA earnings is the profit after tax excluding investment and development property revaluations and gains or losses on disposals, changes in the fair value of financial instruments and associated close-out costs and their related taxation. A summary of the EPRA Performance Measures is provided in Table B within the Supplementary Disclosures.

Underlying earnings consists of the EPRA earnings (diluted) measure, with additional Company adjustments. Adjustments include mark to market adjustments on held for trading assets.

The weighted average number of shares in issue for the year was: basic: 999m (2013: 895m); diluted for the effect of share options: 1,004m (2013: 901m). Basic undiluted earnings per share for the year, calculated using profit for the year after taxation of £1,106m (2013: £284m), was 110.7p (2013: 31.7p). Earnings per share shown in the table above are diluted.

 

31 March

31 March

Net asset value (NAV) (diluted)

2014

2013

£m

£m

Balance sheet net assets

7,117

5,687

Less non-controlling interests

(371)

-

Deferred tax arising on revaluation movements

6

14

Mark-to-market on effective cash flow hedges and related debt adjustments

173

198

Surplus on trading properties

63

10

Dilution effect of share options

39

58

EPRA NAV

7,027

5,967

EPRA NAV per share

688

p

596

p

The EPRA NAV per share excludes the mark to market on effective cash flow hedges, related debt adjustments and the convertible bond, deferred taxation on revaluations and surplus on trading properties and is calculated on a fully diluted basis. The EPRA Best Practices Recommendations additional guidance, issued in January 2014, has adjusted the treatment of mark-to-market valuations on convertible bonds for the calculation of NAV per share. This update has provided a 1p increase in EPRA NAV per share in the current year.

At 31 March 2014, the number of shares in issue was: basic: 1,008m (2013: 986m); diluted for the effect of share options: 1,021m (2013: 1001m).

Total accounting return per share for the year ended 31 March 2014 of 20.0% includes dividends of 27.0p (see note 16) in addition to the increase in EPRA NAV of 92p. Total accounting return per share for the year ended 31 March 2013 was 4.6%.

 

 

3. Gross and net rental and related income

2014

2013

£m

£m

Rent receivable

310

269

Spreading of tenant incentives and guaranteed rent increases

20

24

Surrender premia

4

1

Gross rental income

334

294

Service charge income

50

35

Gross rental and related income

384

329

Service charge expenses

(50)

(35)

Property operating expenses

(21)

(13)

Net rental and related income

313

281

The cash element of net rental income recognised during the year ended 31 March 2014 from properties which were not subject to a security interest was £189m (2013: £159m). Property operating expenses relating to investment properties that did not generate any rental income were £1m (2013: £1m). Contingent rents of £1m (2013: £1m) were recognised in the year.

4. Fees and other income

2014

2013

£m

£m

Management and performance fees (from joint ventures and funds)

10

10

Other fees and commissions

5

5

15

15

5. Net revaluation gains on property and investments

2014

2013

£m

£m

Consolidated income statement

Revaluation of properties

580

71

Result on property and investment disposals

31

8

Revaluation of investments

4

9

615

88

Share of valuation movements of joint ventures and funds

258

(62)

Net revaluation gains on property and investments

873

26

Profit on trading property

Sale proceeds

109

-

Cost of sales

(95)

-

Profit on trading property

14

-

 

 

6. Net financing costs

2014

2013

£m

£m

Interest payable on:

Bank loans and overdrafts

29

37

Other loans

77

75

Obligations under finance leases

1

1

107

113

Development interest capitalised

(17)

(17)

90

96

Interest receivable on:

Deposits, securities and liquid investments

(3)

(11)

Loans to joint ventures

(6)

(3)

(9)

(14)

Other finance (income) costs:

Expected return on pension scheme assets

-

(7)

Interest on pension scheme liabilities

-

5

Valuation movements on translation of foreign currency debt

(9)

5

Hedging reserve recycling

9

(5)

Net financing costs - underlying

81

80

Capital and other:

Valuation movements on fair value debt

(62)

18

Valuation movements on fair value derivatives

62

(14)

Net capital movement on convertible bond

50

14

Recycling of fair value movement on close-out of derivatives

10

20

Valuation movement on translation of foreign currency net assets

(3)

(2)

Fair value movement on non-hedge accounted derivatives

-

3

Net financing costs - capital

57

39

Net financing costs

138

119

Total financing income

(12)

(23)

Total financing charges

150

142

Net financing costs

138

119

Interest on development expenditure is capitalised at a rate of 3.80% (2013: 4.00%).

 

 

7. Taxation

 

2014

2013

 

£m

£m

 

Tax (income) expense

 

 

Current tax:

UK corporation tax: 23% (2013: 24%)

2

1

 

 

2

1

 

Adjustments in respect of prior years

(5)

(9)

 

 

Total current tax income

(3)

(8)

 

Deferred tax on revaluations

(3)

(16)

 

 

Group total taxation (net)

(6)

(24)

 

 

Attributable to joint ventures and funds

5

(3)

 

 

Total taxation income

(1)

(27)

 

 

Tax reconciliation

 

Profit on ordinary activities before taxation

1,105

257

 

Less: profit attributable to joint ventures and funds*

(382)

(64)

 

 

Group profit on ordinary activities before taxation

723

193

 

 

Tax on profit on ordinary activities at UK corporation tax rate of: 23% (2013: 24%)

166

46

 

 

 

Effects of:

 

REIT exempt income and gains

(160)

(41)

 

Tax losses

(4)

(6)

 

Adjustments in respect of prior years

(8)

(23)

 

 

Group total taxation income

(6)

(24)

 

 

*A current tax charge of £5m (2013: credit of £2m) and a deferred tax charge of £nil (2013: credit of £1m) arose on profits attributable to joint ventures and funds. The low charges reflect the Group's REIT status.

 

 

Tax expense attributable to underlying profits for the year ended 31 March 2014 was £2m (2013: £1m). The underlying tax rate for the year ended 31 March 2014 was 0.7% (2013: 0.5%).

 

 

Corporation tax payable at 31 March 2014 was £8m (2013: £17m) as shown on the balance sheet.

 

 

 

8. Property

Property reconciliation 12 months to 31 March 2014

Investment

UK Retail

Offices & Residential

Developments

Subtotal

Trading Properties

Owner- occupied

Total

Level 3

Level 3

Level 3

Level 3

Level 3

£m

£m

£m

£m

£m

£m

£m

Carrying value at 1 April 2013

3,360

1,267

861

5,488

40

42

5,570

Additions:

- property purchases

53

428

83

564

-

-

564

- acquisition of Hercules Unit Trust

1,006

-

-

1,006

-

-

1,006

- development expenditure

10

30

60

100

38

-

138

- capitalised interest

-

6

4

10

7

-

17

- capital expenditure on asset management initiatives

25

4

-

29

-

-

29

1,094

468

147

1,709

45

-

1,754

Depreciation

-

-

-

-

-

(1)

(1)

-

Disposals

(234)

(11)

-

(245)

(97)

-

(342)

-

Reclassifications

(5)

538

(816)

(283)

283

-

-

Revaluations included in income statement

240

270

65

575

-

5

580

-

Revaluation included in SOCIE

-

-

-

-

-

1

1

-

Movement in tenant incentives and contracted rent uplift balances

6

18

4

28

-

-

28

Carrying value at 31 March 2014

4,461

2,550

261

7,272

271

47

7,590

Head lease liabilities (note 13)

(32)

Surplus on trading properties

58

Total Group property portfolio valuation at 31 March 2014

7,616

Non-Controlling Interest

(422)

Total Group property portfolio valuation at 31 March 2014 attributable to shareholders

7,194

 

 

 

 

 

 

 

 

The different valuation method levels are defined below:

 

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).

 

These levels are specified in accordance with IFRS 13 'Fair Value Measurement'. Property valuations are inherently subjective as they are made on the basis of 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. Some of the inputs to the valuations are defined as 'unobservable' by IFRS 13.

 

The Group's policy is to recognise transfers between fair value hierarchy levels as of the date of the event or change in circumstances that caused the transfer. There have been no transfers during the period.

 

At 31 March 2014, the Group book value of properties of £7,616m (2013: £5,554m) comprises freeholds of £4,855m (2013: £3,502m); virtual freeholds of £695m (2013: £709m); and long leaseholds of £2,066m (2013: £1,343m). The historical cost of properties was £5,574m (2013: £4,229m).

The property valuation does not include any investment properties held under operating leases (2013: £nil).

Properties valued at £1,741m (2013: £1,724m) were subject to a security interest and other properties of non-recourse companies amounted to £1,066m (2013: £40m).

During the year to 31 March 2014, a gross amount of £286m of investment properties were reclassified to trading properties, as since planning consent has been granted it is the Group's intention to redevelop and sell these properties. Some of these trading properties were subsequently sold in the period.

Included within the property valuation is £100m (2013: £91m) in respect of accrued contracted rental uplift income, against which the Group holds a provision of £5m (2013: £5m). The balance arises through the IFRS treatment of leases containing such arrangements, which requires the recognition of rental income on a straight line basis over the lease term, with the difference between this and the cash receipt changing the carrying value of the property against which revaluations are measured.

Cumulative interest capitalised against investment properties amounts to £73m (2013: £56m).

Valuation

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 2012, eighth edition, published by The Royal Institution 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 Finance Director. The valuers meet with the External Auditors and also present directly to the Audit Committee at the interim and year-end review of results.

A breakdown of valuations split between the Group and its share of joint ventures and funds is shown below:

2014

2013

Group

Joint Ventures and Funds

Total

Group

Joint Ventures and Funds

Total

£m

£m

£m

£m

£m

£m

Knight Frank LLP

6,036

2,903

8,939

5,084

2,680

7,764

CBRE

1,580

2,131

3,711

470

2,265

2,735

Total property portfolio valuation

7,616

5,034

12,650

5,554

4,945

10,499

Non-controlling interest share of property

(422)

(188)

(610)

-

-

-

Total property portfolio valuation attributable to shareholders

7,194

4,846

12,040

5,554

4,945

10,499

 

 

9. Joint ventures and funds

Summary movement for the year of the investments in joint ventures and funds

Joint Ventures

Funds

Total

Equity

Loans 1

Total

£m

£m

£m

£m

£m

£m

At 1 April 2013

1,886

450

2,336

1,843

493

2,336

Additions

175

445

620

569

51

620

Disposals

(199)

(436)

(635)

(481)

(154)

(635)

Share of profit after taxation

370

7

377

377

-

377

Distributions and dividends:

Capital

0

(1)

(1)

(1)

-

(1)

Revenue

(71)

(31)

(102)

(102)

-

(102)

Reclassification of amounts owed from joint ventures

44

0

44

44

44

Hedging and exchange movements

69

4

73

73

-

73

At 31 March 2014

2,274

438

2,712

2,278

434

2,712

1. Comparatives have been re-presented between equity and loans to better reflect the nature of historical investments.

PREF, a fund owning a portfolio of retail property in Europe (in which British Land has a net investment of £54m), has its properties externally valued by CBRE. CBRE have included a market uncertainty clause in the valuation report of the Portuguese and Spanish properties, due to a lack of transactional evidence and uncertainty over the economic situation in those markets. In 2013 PREF made partial early repayments of debt totalling €18m. In March 2014, following the sale of its Italian asset, €44m of debt was repaid. PREF now has €37m of bank loans that are due to mature in the calendar year 2015. In December 2013 a one year extension of the fund to 26 March 2015 was approved.

 

At 31 March 2014 the investment in joint ventures included within the total investment in joint ventures and funds was £2,658m (2013:£1,889m).

Distributions in the year include the receipt of £6m from the Broadgate joint venture, £2m from the Meadowhall joint venture, £4m from Sainsbury's joint venture, £17m from Tesco joint ventures and £23m from HUT.

At 31 March 2014, the valuation of the Group's share of joint ventures and funds properties was £5,034m (2013: £4,945m); surplus on the Group's share of joint ventures and funds' trading properties was £5m (2013: £nil); external net debt was £2,113m (2013: £2,427m) and the mark-to-market adjustment for external debt was £123m liability (2013: £193m liability).

 

9. Joint ventures and funds (continued): Joint ventures' and funds' summary financial statements

A detailed breakdown of the Group's share of results of specific joint ventures and funds for the year ended 31 March 2014 is set out on the two following pages. All disclosures have been restated to British Land accounting policies under IFRS eliminating all profits and losses resulting from upstream and downstream transactions with the Group.In the prior year the detailed breakdown contained 100% of the results of the specific joint ventures and funds. It is considered that the change in presentation, to our share, results in a more understandable disclosure.

Bluebutton

Properties

Ltd

MSC Property

Intermediate

Holdings Ltd

BL Sainsbury

Superstores

Ltd

Tesco Joint

Ventures*

The Southgate Limited Partnership

USS

Joint

Ventures**

Euro CloverPrivate Ltd

(GIC)

Norges Bank Investment

Management

Universities Superannuation Scheme

Group PLC

Partners

J Sainsbury plc

Tesco PLC

Aviva Investors

Property sector

City Offices

Broadgate

Shopping Centres

Meadowhall

Superstores

Superstores

Shopping Centres

Shopping Centres

Group share

50%

50%

50%

50%

50%

50%

Summarised income statements

£m

£m

£m

£m

£m

£m

Gross rental and related income

108

46

32

51

4

5

Net rental and related income

81

38

32

47

2

4

Other income and expenditure

(1)

Net interest payable

(45)

(19)

(15)

(28)

Underlying profit before taxation

36

19

17

18

2

4

Surplus (deficit) on revaluation

143

4

3

43

2

10

Disposal of fixed assets

Non-recurring items

Profit (loss) on ordinary activities before taxation

179

23

20

61

4

14

Current tax

(1)

Deferred tax

Profit (loss) on ordinary activities after taxation (British Land share)

179

23

20

60

4

14

Summarised balance sheets

£m

£m

£m

£m

£m

£m

Investment properties

1,712

770

604

898

103

99

Current assets

4

1

1

2

Upstream loans to joint venture shareholders

Cash and deposits

135

16

10

16

2

4

Gross assets

1,851

787

614

915

107

103

Current liabilities

(63)

(21)

(16)

(60)

(3)

(2)

Bank debt

(165)

(504)

Securitised debt

(881)

(372)

(294)

Obligations under finance leases

(2)

Deferred tax

5

1

(9)

Gross liabilities

(1,104)

(395)

(309)

(573)

(3)

(2)

Net external assets (British Land share)

747

392

305

342

104

101

Represented by:

Shareholder loans

52

105

4

52

7

Ordinary shareholders' funds/partners' capital

695

287

301

290

104

94

Total investment (British Land share)

747

392

305

342

104

101

\* Tesco joint ventures include BLT Holdings (2010) Limited, the Tesco British Land Property Partnership, Tesco BL Holdings Limited, Shopping Centres Limited and the Tesco Aqua Limited Partnership.

** USS joint ventures include the Eden Walk Shopping Centre Unit Trust and the Fareham Property Partnership.

 

9. Joint ventures and funds (continued): joint ventures' and funds' summary financial statements

A detailed breakdown of the Group's share of results of specific joint ventures and funds is set out on the current and previous page. The total column represents the Group's share of all joint ventures and funds. All disclosures have been restated to British Land accounting policies under IFRS eliminating all profits and losses resulting from upstream and downstream transactions with the Group.

 

 

 

 

 

 

 

 

 

Leadenhall

Hercules Unit Trust

Other

TOTAL

TOTAL

Holding Co

Joint Ventures

joint ventures

Group share

Group share

(Jersey) Ltd

and Sub-Funds***

and funds

+*

2014

2013

Oxford

Partners

Properties

Property sector

City Offices

Retail

Leadenhall

Parks

Group share

50%

Various

Summarised income statements

£m

£m

£m

£m

£m

Gross rental and related income

-

40

21

307

306

Net rental and related income

34

15

253

260

Other income and expenditure

-

(1)

(4)

(6)

(4)

Net interest payable

-

(12)

(4)

(123)

(126)

Underlying profit before taxation

21

7

124

130

Surplus (deficit) on revaluation

67

6

(16)

262

(61)

Disposal of fixed assets

-

(4)

-

(4)

(1)

Non-recurring items

-

(4)

Profit (loss) on ordinary activities before taxation

67

23

(9)

382

64

Current tax

-

(4)

(5)

2

Deferred tax

-

1

Profit (loss) on ordinary activities after taxation (British Land share)

67

23

(13)

377

67

Summarised balance sheets

£m

£m 

£m 

£m 

£m 

Investment properties

265

456

124

5,031

4,949

Current assets

1

2

20

31

62

Upstream loans to joint venture shareholders

-

-

4

4

4

Cash and deposits

1

6

9

199

215

Gross assets

267

464

157

5,265

5,230

Current liabilities

(3)

(5)

(44)

(217)

(340)

Bank debt

(75)

(39)

(783)

(955)

Securitised debt

-

-

(1,547)

(1,592)

Obligations under finance leases

-

(1)

(3)

(5)

Deferred tax

-

-

(3)

(2)

Gross liabilities

(3)

(80)

(84)

(2,553)

(2,894)

Net external assets (British Land share)

264

384

73

2,712

2,336

Represented by:

Shareholder loans

157

-

57

434

493

Ordinary shareholders' funds / Partners' capital

107

384

16

2,278

1,843

Total investment (British Land share)

264

384

73

2,712

2,336

*** On 17th February 2014 Hercules Unit Trust (HUT) became a subsidiary of the Group (note 18). The income statement results for HUT includes the Group's share of results from the HUT consolidated group up to and including 17th February 2014. Thereafter, only the Group's share of results of the HUT joint ventures and sub-fund are shown. This includes 50% of the results of Deepdale Co-Ownership Trust, Speke Unit Trust, Gibraltar Limited Partnership and Valentine Co-Ownership Trust and 41.25% of Birstall Co-Ownership Trust. The balance sheet shows our ownership of the assets of these joint ventures and sub-funds detailed above.

Comparatives have been re-presented to better reflect the nature of our historical investments.

+* Included in the column headed 'Other joint ventures and funds' are contributions from the following: BL Goodman Limited Partnership, BL Gazeley Limited, Eurofund Investments Zaragoza S.L (disposed of during the year), The Scottish Retail Property Limited Partnership (disposed of during the year), The Aldgate Place Limited Partnership, Bluebutton Property Management UK Limited, BL Residential Limited Partnership, Pillar Retail Europark Fund (PREF) and City of London Office Unit Trust (CLOUT). The Group's ownership share of PREF is 65%, however as the group does not exercise control over significant decisions of the fund, the Group equity accounts for its interest in PREF.

The borrowings of joint ventures and funds and their subsidiaries are non-recourse to the Group. All joint ventures are incorporated in the United Kingdom, with the exception of Bluebutton Properties Limited, the Eden Walk Shopping Centre Unit Trust and Leadenhall Holding Co (Jersey) Limited which are domiciled in Jersey. Of the funds, Hercules Unit Trust (HUT) is domiciled in Jersey and PREF in Luxembourg.

 

 

9. Joint ventures and funds (continued)

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

2014

2013

£m

£m

Rental income received from tenants

274

264

Operating expenses paid to suppliers and employees

(33)

(22)

Cash generated from operations

241

242

Interest paid

(135)

(133)

Interest Received

1

UK corporation tax paid

(6)

(7)

Foreign Tax Paid

(3)

Cash inflow from operating activities

98

102

Cash inflow from operating activities deployed as:

Surplus cash retained within joint ventures and funds

35

28

Revenue distributions to British Land

63

74

98

102

10. Other investments

2014

2013

Investments held for trading

Loans and receivables

Total

Investments held for trading

Loans and receivables

Total

£m

£m

£m

£m

£m

£m

At 1 April 2013

-

76

76

-

28

28

Additions

83

104

187

-

53

53

Disposals

-

(10)

(10)

-

(4)

(4)

Revaluation

9

-

9

-

Depreciation

-

-

-

-

(1)

(1)

At March 2014

92

170

262

-

76

76

The investment held for trading comprises interests as a trust beneficiary. The trusts' assets comprise freehold reversions in a pool of commercial properties, comprising Sainsbury's superstores.

 

The investment has been categorised as level 3 in the fair value hierarchy (see note 8). Fair value of the interest has been determined by the Directors, supported by an external valuation from CBRE. The superstore assets are subject to the same assumption ranges and sensitivities disclosed in note 8.

Included within additions to loans and receivables is £92m (2012/13: £53m) in relation to a loan to Bluebutton Properties Limited, a joint venture company.

11. Debtors

2014

2013

£m

£m

Trade and other debtors+

35

15

Amounts owed by joint ventures

-

40

Prepayments and accrued income

6

5

41

60

+ Included within this balance is deferred consideration of £1m (2013: £4m) arising on the sale of investment properties for which the timing of the receipt is contingent and therefore may fall due after one year.

Trade and other debtors are shown after deducting a provision for bad and doubtful debts of £15m (2013: £11m). The charge to the income statement was £nil (2013: £1m).

The Directors consider that the carrying amount of trade and other debtors are approximates to 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 rent in advance.

 

12. Creditors

2014

2013

£m

£m

Trade creditors

85

94

Amounts owed to joint ventures

4

4

Other taxation and social security

21

24

Accruals and deferred income

153

137

263

259

Trade creditors are interest-free and have settlement dates within one year. The Directors consider that the carrying amount of trade and other creditors is approximate to their fair value.

13. Other non-current liabilities

2014

2013

£m

£m

Head leases

32

26

32

26

14. Deferred Tax Liabilities

Deferred tax is calculated on temporary differences under the liability method using a tax rate of 20% (2013: 23%).

The movement on deferred tax is as shown below:

1 April

Credited

Transferred to

31 March

2013

to income

joint ventures

2014

£m

£m

£m

£m

Property and investment revaluations

12

(3)

(9)

-

Other timing differences

4

-

-

4

16

(3)

(9)

4

Under the REIT regime development properties which are sold within three years of completion do not benefit from tax exemption. At 31 March 2014 the value of such properties is £455m (2013: £nil) and if these properties were to be sold and tax exemption was not available the tax arising would be £34m (2013: £nil).

 

The deferred tax charge for the year ended 31 March 2014 includes a credit of £2m to reflect reduced deferred tax liabilities arising from the forthcoming reduction in the UK corporation tax rate to 20% (effective from 1 April 2015).

 

Deferred tax assets of £39m (2013: £40m) arising on losses from previous years have not been recognised in the financial year.

 

15. Net debt

2014

2013

Footnote

£m

£m

Secured on the assets of the Group

9.125% First Mortgage Debenture Stock 2020

1.1

36

37

6.125% First Mortgage Debenture Stock 2014

1.1

44

45

5.264% First Mortgage Debenture Bonds 2035

344

345

5.0055% First Mortgage Amortising Debentures 2035

100

101

5.357% First Mortgage Debenture Bonds 2028

327

334

6.75% First Mortgage Debenture Bonds 2020

176

181

Bank loans

1.2

523

-

Loan notes

2

5

1,552

1,048

Unsecured

5.50% Senior Notes 2027

98

98

6.30% Senior US Dollar Notes 2015

2

92

101

3.895% Senior US Dollar Notes 2018

3

25

28

4.635% Senior US Dollar Notes 2021

3

136

158

4.766% Senior US Dollar Notes 2023

3

83

97

5.003% Senior US Dollar Notes 2026

3

52

62

3.81% Senior Notes 2026

99

-

3.97% Senior Notes 2026

101

-

1.5% Convertible Bond 2017

458

407

Bank loans and overdrafts

602

179

1,746

1,130

Gross debt

4

3,298

2,178

Interest rate derivatives liabilities

57

86

Interest rate derivatives assets

(32)

(92)

3,323

2,172

Cash and short-term deposits

5,6

(142)

(135)

Total net debt

3,181

2,037

Net debt attributable to non-controlling interests

(204)

-

Net debt attributable to shareholders of the Company

2,977

2,037

 

 

Total borrowings where any instalments are due after five years are £102m (2013: £103m).

2014

2013

1

These are non-recourse borrowings with no recourse for repayment to other companies or assets in the Group:

£m

£m

1.1

BLD Property Holdings Ltd

80

82

1.2

Hercules Unit Trust

523

-

603

82

2

Principal and interest on this borrowing was fully hedged into sterling at the time of issue.

3

Principal and interest on this borrowing was fully hedged into sterling at a floating rate at the time of issue.

4

The principal amount of gross debt at 31 March 2014 was £3,209m (2013: £2,063m). Included in this is the principal amount of secured borrowings and other borrowings of non-recourse companies of £1,505m, of which the proportion of the borrowings of the partly-owned subsidiary, Hercules Unit Trust, not beneficially owned by the Group is £219m.

5

Included within cash and short-term deposits is the cash and short-term deposits of Hercules Unit Trust, of which £14m is the proportion not beneficially owned by the Group.

6

Cash and deposits not subject to a security interest amount to £93m (2013: £106m).

 

Maturity analysis of net debt

2014

2013

£m

£m

Repayable:

within one year and on demand

495

44

Between:

one and two years

90

188

two and five years

1,084

522

five and ten years

465

441

ten and fifteen years

783

602

fifteen and twenty years

6

5

twenty and twenty five years

375

376

2,803

2,134

Gross debt

3,298

2,178

Interest rate and currency derivatives

25

(6)

Cash and short-term deposits

(142)

(135)

Net debt

3,181

2,037

 

15. Net debt (continued)

British Land Unsecured Financial Covenants

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

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

At 31 March 2014, the ratio was 40%:

i. Net borrowings were £2,896m, being the principal amount of gross debt of £3,209m, less the relevant proportion of borrowings of the partly-owned subsidiary of £219m, plus amounts owed to joint ventures of £4m (see note 12), plus TPP Investments Ltd of £30m (see note 17), less the beneficially owned cash and deposits of £128m (being £142m less the relevant proportion of cash and deposits of the partly-owned subsidiary of £14m); and

ii. Adjusted Capital and Reserves were £7,301m, being share capital and reserves of £6,746m (see balance sheet), adjusted for £6m of deferred tax (see note 2), £63m trading property surpluses (see notes 8 and 9), £313m exceptional refinancing charges (see below) and £173m fair value adjustments on financial assets and liabilities (being £115m mark-to-market on interest derivatives and £58m adjustment on the convertible bond).

Net Unsecured Borrowings not to exceed 70% of Unencumbered Assets

At 31 March 2014 the ratio was 31%:

i. Net Unsecured Borrowings were £1,615m, being the principal amount of gross debt of £3,209m, plus amounts owed to joint ventures of £4m (see note 12) less cash and deposits not subject to a security interest of £93m less the principal amount of secured and non-recourse borrowings of £1,505m; and

ii. Unencumbered Assets were £5,125m being properties of £7,616m (see note 8) plus investments in joint ventures and funds of £2,712m (see balance sheet) and other investments of £262m (see balance sheet) less investments in joint ventures of £2,658m (see note 9) and encumbered assets of £2,807m (see note 8).

In calculating Adjusted Capital and Reserves for the purpose of the unsecured debt financial covenants, there is an adjustment of £313m to reflect the cumulative net amortised exceptional items relating to the refinancings in the years ended 31 March 2005, 2006 and 2007.

Interest rate profile - including effect of derivatives

 

2014

2013

 

£m

£m

 

 

Fixed rate

2,208

1,848

 

Variable rate (net of cash)

973

189

 

 

Net debt

3,181

2,037

 

 

Reconciliation of movement in Group Net Debt to Cash Flow Statement

 

 

2013

Cash flow

Non cash

2014

 

£m

£m

£m

£m

 

 

Per Cash Flow Statement:

 

Cash and short-term deposits

(135)

(7)

-

(142)

 

Cash and cash equivalents

(135)

(7)

-

(142)

 

Term debt (excluding overdrafts)

2,178

620

500

3,298

 

Fair value of interest rate derivatives

(6)

(16)

47

25

 

 

Net debt

2,037

597

547

3,181

 

 

The Group Loan to Value (LTV) ratio at 31 March 2014 is 29%, being principal value of gross debt of £3,209m less the relevant portion of borrowings of the partly-owned subsidiary of £219m, less cash and short-term deposits of £128m (being £142m less the relevant proportion of cash and deposits of the partly-owned subsidiary of £14m), divided by total Group property of £7,616m (see note 8) plus investments in joint ventures and funds of £2,712m (see balance sheet) and other investments of £262m (see balance sheet) less the relevant portion of property and investments of the partly-owned subsidiary of £581m.

 

 

 

15. Net debt (continued)

 

 

 

Maturity of committed undrawn borrowing facilities

 

 

2014

2013

 

£m

£m

 

Maturity date:

 

 

over five years

160

-

 

between four and five years

310

108

 

between three and four years

140

870

 

Total facilities available for more than three years

610

978

 

 

between two and three years

942

-

 

between one and two years

-

757

 

within one year

410

369

 

 

Total

1,962

2,104

 

 

The above facilities are available to be drawn for Group purposes.

 

 

 

Comparison of market values and book values at 31 March 2014

 

 

Level

Market

Book

 

Value

Value

Difference

 

£m

£m

£m

 

 

Debentures and unsecured bonds

2

1,722

1,713

9

 

Convertible bond

1

458

458

-

 

Bank debt and other floating rate debt

2

1,138

1,127

11

 

Cash and short-term deposits

1

(142)

(142)

-

 

 

3,176

3,156

20

 

 

Other financial (assets) liabilities:

 

- interest rate derivative assets

2

(32)

(32)

-

 

- interest rate derivative liabilities

2

57

57

-

 

 

25

25

-

 

 

Total

3,201

3,181

20

 

 

Short-term debtors and creditors have been excluded from the disclosures.

 

 

The fair values of debt, debentures and the convertible bond 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.

 

 

Fair value heirachy

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).

2014

Level 1

Level 2

Level 3

Total

£m

£m

£m

£m

Interest rate and currency derivative assets

-

(32)

-

(32)

Assets

-

(32)

-

(32)

Interest rate and currency derivative liabilities

-

57

-

57

Convertible bond

458

-

-

458

Liabilities

458

57

-

515

Total

458

25

-

483

 

 

 

 

 

 

 

 

16. Dividend

The fourth quarter dividend of 6.75 pence per share, totalling £68m (2012/13: 6.6 pence per share, totalling £65m) was approved by the Board on 13 May 2014 and is payable on 8 August 2014 to shareholders on the register at the close of business on 4 July 2014.

The Board will announce the availability of the Scrip Dividend Alternative via the Regulatory News Service and on its website (www.britishland.com), no later than 4 business days before the ex-dividend date of 2 July 2014. The Board expects to announce the split between Property Income Distributions ('PID') and non-PID income at that time. Any Scrip Dividend Alternative will not be enhanced. 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.

PaymentDate

Dividend

PID

Non PID

Pence per share

2014£m

2013£m

Current year dividends

08.08.2014

2014 4th interim

6.75

6.75

02.05.2014

2014 3rd interim

6.75

*

6.75

14.02.2014

2014 2nd interim

6.75

6.75

68

08.11.2013

2014 1st interim

6.75

6.75

67

27.00

Prior year dividends

09.08.2013

2013 4th interim

6.60

*

6.60

65

10.05.2013

2013 3rd interim

6.60

*

6.60

66

15.02.2013

2013 2nd interim

6.60

*

6.60

59

09.11.2012

2013 1st interim

6.60

*

6.60

59

26.40

10.08.2012

2012 4th interim

3.30

3.30

6.60

58

09.05.2012

2012 3rd interim

6.50

6.50

58

Dividends in Consolidated Statement of Changes in Equity

266

234

Dividends settled in shares

(105)

(32)

Dividends settled in cash

161

202

Timing difference relating to payment of withholding tax

(2)

1

Dividends in Cash Flow Statement

159

203

* Scrip alternative treated as non-PID for this dividend.

17. Contingent liabilities

The Group has 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.

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 £30m (2013: £30m) and recourse is only to the partnership assets.

 

18. Acquisition of a Subsidiary (Business Combination)

 

 

 

 

On 17 February 2014, the Group acquired additional units of the Hercules Unit Trust, a Unit Trust registered in Jersey which is engaged in property investment, resulting in a cumulative ownership of 57.2% of the outstanding units and control of the underlying entity. Management determined that the acquisition of control should be accounted for as a business combination in accordance with IFRS 3 'Business Combinations'. Following this transaction additional units were purchased bringing cumulative ownership to 58.6% at 31st March 2014.

 

 

 

 

 

 

 

 

 

 

 

 

The fair value of the Group's 49.2% equity interest in the Hercules Unit Trust held before the business combination amounted to £430m. No gain or loss was recognised as a result of measuring the equity interest at fair value.

 

 

 

 

Subsequent to 31 March 2014 further purchases resulted in a cumulative ownership of 59.8%.

 

 

The acquired subsidiary has contributed net revenues of £12m and profit of £18m to the Group for the period from the date of acquisition to 31 March 2014. If the acquisition had occurred on 1 April 2013 with all other variables held constant Group net revenue for 2014 would have increased by £49m, and underlying profit for 2014 would have increased by £23m.

 

 

 

 

Details of the assets and bargain purchase arising are as follows:

 

 

Attributed fair value

 

 

£m

 

 

Investment Property

1,006

 

 

Investments in joint ventures and funds

376

 

 

Other net current liabilities

(4)

 

 

Cash and cash equivalents

18

 

 

Debenture and loans

(522)

 

 

Fair value of acquired interest in net assets of subsidiary

874

 

 

Bargain purchase (negative goodwill)

(3)

 

 

Total purchase consideration

871

 

 

Less: Fair value of previously held interest

(430)

 

 

Non-controlling interest

(374)

 

 

Cash consideration

67

 

 

Additional units purchased in the year

78

 

 

Total acquisition of Hercules Unit Trust

145

 

 

 

The purchase consideration disclosed above comprises cash and cash equivalents paid to the acquiree's previous owner of £67m. The bargain purchase is a result of unit acquisitions trading at a discount in the secondary market. The gain on bargain purchase is recognised in net valuation movement.

 

 

 

 

 

 

 

 

The non-controlling interest (42.8% ownership interest in Hercules Unit Trust) recognised at the acquisition date was measured by reference to the present ownership interest's proportionate share in the acquiree's recognised amounts of the identifiable net assets and amounted to £374m.

 

 

 

 

 

 

The valuation of investment property at the acquisition date was performed by an external professional appraiser with experience of the relevant market. The fair value of cash and cash equivalents was considered equal to the carrying value representing the entity's bank deposits; fair value of borrowings and trade and other payables was calculated based on discounted cash flow models. The acquired bank loans and overdrafts have no recourse to other companies or assets in the Group.

 

 

 

 

 

 

19. Share capital and reserves

 

 

 

 

2014

2013

 

 

Number of ordinary shares in issue at 1 April

997,691,488

900,199,638

 

 

 

 

Share issues

22,074,993

97,491,850

 

 

 

 

At 31 March

1,019,766,481

997,691,488

 

 

 

 

Of the issued 25p ordinary shares, 169,990 shares were held in the ESOP trust (2013: 275,497), 11,266,245 shares were held as treasury shares (2013: 11,266,245) and 1,008,330,246 shares were in free issue (2013: 986,149,746). No treasury shares were acquired by the ESOP trust during the year. All issued shares are fully paid.

 

 

 

 

 

 

Hedging and translation reserve

 

 

 

 

The hedging and translation reserve comprises the effective portion of the cumulative net change in the fair value of cash flow and foreign currency hedging instruments, as well as all foreign exchange differences arising from the translation of the financial statements of foreign operations. The foreign exchange differences also include the translation of the liabilities that hedge the Company's net investment in a foreign subsidiary.

 

 

 

 

 

 

 

 

 

 

Revaluation reserve

 

 

 

 

The revaluation reserve relates to owner-occupied properties and investments in joint ventures and funds.

 

 

 

 

Merger reserve

 

 

 

 

This comprises the premium on the share placing in March 2013. No share premium is recorded in the Company's financial statements, through the operation of the merger relief provisions of the Companies Act 2006.

 

 

 

 

 

20. 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 two principal sectors are currently offices and retail. The Office sector includes residential, as this is often incorporated into Office schemes, and Retail includes leisure, for a similar rationale. The prior year comparatives have been updated to reflect these changes.The relevant revenue, net rental income, operating result, assets and capital expenditure, being the measures of segment revenue, segment result and segment assets used by the management of the business, are set out below. Revenue is derived from the rental of buildings. Operating result is the net of net rental income, fee income and administration expenses. No customer exceeds 10% of the Group's revenues in either year.

 

 

 

Segment Result

Offices

Retail

Other / unallocated

Total

2014

2013

2014

2013

2014

2013

2014

2013

£m

£m

£m

£m

£m

£m

£m

£m

Revenue

British Land Group

99

88

235

206

-

-

334

294

Share of joint ventures and funds

84

83

168

171

15

19

267

273

Total

183

171

403

377

15

19

601

567

Net rental income

British Land Group

91

85

222

196

-

-

313

281

Share of joint ventures and funds

81

80

160

165

12

15

253

260

Total

172

165

382

361

12

15

566

541

Operating Result

British Land Group

80

76

218

190

(42)

(42)

256

224

Share of joint ventures and funds

80

80

157

162

10

14

247

256

Total

160

156

375

352

(32)

(28)

503

480

Reconciliation to underlying profit before taxation

2014

2013

British Land Group

£m

£m

Total Operating Result

503

480

British Land Group net financing costs

(81)

(80)

Share of funds and joint ventures net financing costs

(123)

(126)

Capital and other

811

(14)

Total profit on ordinary activities before tax

1,110

260

 

Of the total revenues above, £15m (2013: £19m) was derived from outside the UK.

Segment Assets

Offices

Retail

Other / unallocated

Total

2014

2013

2014

2013

2014

2013

2014

2013

£m

£m

£m

£m

£m

£m

£m

£m

Property assets

British Land Group

3,082

2,179

4,534

3,373

-

2

7,616

5,554

Share of funds and joint ventures

2,017

1,684

2,928

3,005

89

256

5,034

4,945

Total

5,099

3,863

7,462

6,378

89

258

12,650

10,499

Segment assets

British Land Group

3,036

2,175

4,554

3,393

477

365

8,067

5,933

Share of funds and joint ventures

2,153

1,839

2,997

3,116

98

263

5,248

5,218

Total

5,189

4,014

7,551

6,509

575

628

13,315

11,151

Other assets

British Land Group

-

-

-

-

477

363

477

363

Share of funds and joint ventures

141

155

67

107

9

7

217

269

Total

141

155

67

107

486

370

694

632

Capital expenditure

British Land Group

607

391

1,140

315

-

47

1,747

753

Share of funds and joint ventures

86

109

13

26

29

-

128

135

Total

693

500

1,153

341

29

47

1,875

888

Reconciliation to net assets

2014

2013

British Land Group

£m

£m

Segment Assets

British Land Group

8,067

5,933

Share of funds and joint ventures

5,248

5,218

Total

13,315

11,151

Share of funds and joint ventures liabilities

(2,536)

(2,882)

Current liabilities

(766)

(320)

Non-current liabilities

(2,896)

(2,262)

Net Assets

7,117

5,687

Other assets include other investments of £262m (2013: £76m), debtors of £41m (2013: £60m), liquid investments of £nil (2013: £nil), cash and short-term deposits of £142m (2013: £135m) and derivatives of £32m (2013: £92m).

 

Supplementary Disclosures

Table A: SUMMARY INCOME STATEMENT AND BALANCE SHEET

Summary income statement based on proportional consolidation for the year ended 31 March 2014

The following pro forma information is unaudited and does not form part of the consolidated primary statements or the notes thereto. It presents the results of the Group, with its share of the results of joint ventures and funds included on a line by line, i.e. proportional, basis. The underlying profit before taxation and underlying profit after taxation are the same as presented in the consolidated income statement.

Year ended 31 March 2014

Year ended 31 March 2013

Group

Joint ventures

Less non-

Proportionally

Group

Joint ventures

Proportionally

and funds

controlling interests

Consolidated

and funds

Consolidated

£m

£m

£m

£m

£m

£m

£m

Gross rental income

334

267

(4)

597

294

273

567

Property operating expenses

(21)

(14)

-

(35)

(13)

(13)

(26)

Net rental income

313

253

(4)

562

281

260

541

Administrative expenses

(72)

(6)

-

(78)

(72)

(4)

(76)

Fees & other income

15

-

-

15

15

-

15

Ungeared Income Return

256

247

(4)

499

224

256

480

Net interest

(81)

(123)

2

(202)

(80)

(126)

(206)

Underlying profit before taxation

175

124

(2)

297

144

130

274

Underlying tax

(2)

-

-

(2)

(1)

-

(1)

Underlying profit after taxation

173

124

(2)

295

143

130

273

Underlying earnings per share - diluted basis

29.4

p

30.3

p

Valuation movement

873

26

Other capital & tax (net)*

53

(4)

Capital and other

926

22

Total return

1,221

295

The underlying earnings per share is calculated on underlying profit before taxation of £297m, tax attributable to underlying profits of £2m and 1,004m shares on a diluted basis for the year ended 31 March 2014.

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

 

 

 

Supplementary Disclosures (continued)

Table A (continued):

Summary balance sheet based on proportional consolidation as at 31 March 2014

 

The following pro forma information is unaudited and does not form part of the consolidated primary statements or the notes thereto. It presents the composition of the EPRA net assets of the Group, with its share of the net assets of the joint venture and fund assets and liabilities included on a line-by-line, i.e. proportional, basis and assuming full dilution.

Group

Share of joint ventures & funds

Less non-controlling interest

Share options

Deferred tax

Mark-to-Market on effective cash flow hedges and related debt adjustments

Head Leases

Valuation surplus on trading properties

EPRA Net assets 2014

EPRA Net assets 2013

£m

£m

£m

£m

£m

£m

£m

£m

£m

£m

Retail properties

4,554

2,930

(610)

-

-

-

(22)

-

6,852

6,378

Office properties

3,036

2,012

-

-

-

-

(12)

63

5,099

3,863

Other properties

-

89

-

-

-

-

-

-

89

258

Total properties

7,590

5,031

(610)

-

-

-

(34)

63

12,040

10,499

Investments in joint

2,712

(2,712)

-

-

-

-

-

-

-

-

ventures and funds

Other investments

262

(68)

-

-

-

-

-

-

194

53

Other net (liabilities) assets

(266)

(138)

8

39

6

-

34

-

(317)

(319)

Net debt

(3,181)

(2,113)

231

-

-

173

-

-

(4,890)

(4,266)

Net assets

7,117

-

(371)

39

6

173

-

63

7,027

5,967

EPRA NAV per share (note 2)

688

p

596

p

Property segments have been re-presented in line with note 20.

 

 

EPRA Net Assets Movement

Year ended

Year ended

31 March 2014

31 March 2013

£m

Pence per share

£m

Pence per share

Opening EPRA NAV

5,967

596

5,381

595

Income return

295

29

273

30

Capital return

926

90

22

2

Dividend paid

(161)

(27)

(202)

(27)

Dilution due to issues of shares

-

-

493

(4)

Closing EPRA NAV

7,027

688

5,967

596

 

Supplementary Disclosures (continued)

Table B: EPRA PERFORMANCE MEASURES

EPRA Performance measures summary table

2014

2013

£m

Pence per share

£m

Pence per share

EPRA Earnings - basic

295

29.5

p

268

29.9

p

- diluted

295

29.4

p

268

29.7

p

EPRA NAV

7,027

688

p

5,967

596

p

EPRA NNNAV

6,700

656

p

5,522

552

p

EPRA Net Initial Yield

4.8

%

5.5

%

EPRA 'topped-up' Net Initial Yield

5.3

%

5.7

%

EPRA Vacancy Rate

5.2

%

3.4

%

Calculation of EPRA earnings and EPRA earnings per share

2014

2013

£m

£m

Profit for the year after taxation

1,106

284

Exclude:

Group - non-underlying current tax

(5)

(9)

Group - deferred tax

(3)

(16)

Joint ventures and funds - non-underlying current tax

5

(2)

Joint ventures and funds - deferred tax

-

(1)

Group - net valuation movement (including result on disposals)

(615)

(79)

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

(258)

62

Amortisation of intangible assets

-

1

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

57

28

Non-controlling interest in respect of the above

8

-

EPRA earnings*

295

268

Mark-to-market on / profit on disposal of liquid investments (held for trading assets)

-

(9)

Mark-to-market on convertible bond

-

7

Non-recurring items**

-

7

Underlying earnings

295

273

* Comparatives have been re-presented in line with updated EPRA guidance.

** Non-recurring items for the year ended 31 March 2014 relate to £7m of issue costs for the convertible bond.

2014

2013

Number

Number

million

million

Weighted average number of shares

1,010

907

Adjustment for Treasury shares

(11)

(11)

Adjustment for ESOP shares

-

(1)

Weighted average number of shares (basic)

999

895

Dilutive effect of share options

2

2

Dilutive effect of ESOP shares

3

4

Weighted average number of shares (diluted)

1,004

901

2014

2013

Pence

Pence

Earnings per share (basic)

110.7

31.7

Earnings per share (diluted)

110.2

31.5

Underlying earnings per share (diluted)

29.4

30.3

EPRA earnings per share - basic

29.5

29.9

- diluted

29.4

29.7

 

Supplementary Disclosures (continued)

Table B (continued):

Net assets per share

2014

2013

£m

Pence per share

£m

Pence per share

Balance sheet net assets

7,117

5,687

Deferred tax arising on revaluation movements

6

14

Mark-to-market on effective cash flow hedges and related debt adjustments

173

198

Dilution effect of share options

39

58

Surplus on trading properties

63

10

Less non-controlling interests

(371)

-

EPRA NAV

7,027

688

p

5,967

596

p

Deferred tax arising on revaluation movements

(6)

(14)

Mark-to-market on effective cash flow hedges and related debt adjustments

(173)

(198)

Mark-to-market on debt

(148)

(233)

EPRA NNNAV

6,700

656

p

5,522

552

p

EPRA NNNAV is the EPRA NAV adjusted to reflect the fair value of the debt and derivatives and to include the deferred taxation on revaluations.

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

2014

2013

£m

£m

Investment property - wholly-owned

7,194

5,554

Investment property - share of joint ventures and funds

4,757

4,945

Less developments, residential and land

(1,192)

(1,340)

Completed property portfolio

10,759

9,159

Allowance for estimated purchasers' costs

639

552

Gross up completed property portfolio valuation

11,398

9,711

Annualised cash passing rental income

554

541

Property outgoings

(8)

(11)

Annualised net rents

546

530

Rent expiration of rent-free periods and fixed uplifts*

53

27

'Topped-up' net annualised rent

599

557

EPRA Net Initial Yield

4.8

%

5.5

%

EPRA 'topped-up' Net Initial Yield

5.3

%

5.7

%

Including fixed/minimum uplifts received in lieu of rental growth

26

26

Total 'topped-up' net rents

625

583

Overall 'topped-up' Net Initial Yield

5.5

%

6.0

%

'Topped-up' net annualised rent

599

557

ERV vacant space

33

19

Reversions

(9)

(13)

Total ERV

623

563

Net Reversionary Yield

5.5

%

5.8

%

* The period over which rent-free periods expire is 2 years (2013: 2 years).

The current period above is stated for the UK portfolio only.

Supplementary Disclosures (continued)

Table B (continued):

EPRA Vacancy Rate

2014

2013

£m

£m

Annualised potential rental value of vacant premises

33

19

Annualised potential rental value for the completed property portfolio

626

563

EPRA Vacancy Rate

5.2%

3.4%

The current period above is stated for the UK portfolio only.

EPRA Cost Ratios

2014

2013

£m

£m

Property outgoings

21

13

Administrative expenses

72

72

Share of joint ventures and funds expenses

20

17

Less:

Performance & management fees (from joint ventures & funds)

(10)

(10)

Other fees and commission

(5)

(5)

Ground rent costs

(2)

(1)

EPRA Costs (including direct vacancy costs) (A)

96

86

Direct vacancy costs

(13)

(14)

EPRA Costs (excluding direct vacancy costs) (B)

83

72

Gross Rental Income less ground rent costs

330

294

Share of joint ventures and funds (GRI less ground rent costs)

265

273

Total Gross Rental Income (C)

595

567

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

16.2

%

15.3

%

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

13.9

%

12.8

%

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

-

-

No overhead or operating expenses, including employee costs, are capitalised.

 

Supplementary Disclosures (continued)

 

 

 

 

Table C: GROSS RENTAL INCOME AND ACCOUNTING RETURN

 

 

Calculation of gross rental income

 

 

 

 

Year ended

 

 

31 March

31 March

 

 

2014

2013

 

 

£m

£m

 

 

 

 

 

 

Rent receivable

574

538

 

 

Spreading of tenant incentives and guaranteed rent increases

23

28

 

 

Surrender premia

4

1

 

 

 

 

Gross rental income

601

567

 

 

 

 

 

 

 

 

 

 

Year ended

Year ended

 

 

31 March 2014

31 March 2013

 

 

 

 

 

 

Total accounting return

20.0

%

4.6

%

 

 

 

 

 

 

 

 

 

SUPPLEMENTARY TABLES

(Data includes Group's share of Joint Ventures and Funds)

 

Portfolio Valuation

At 31 March 2014

Total1

Change %²

£m

H1

H2

FY

Retail3:

Retail parks

2,767

1.1

2.7

3.7

Superstores

1,321

2.0

0.7

2.8

Shopping centres

1,862

0.3

1.8

2.1

Department stores

564

6.5

11.1

18.3

Leisure

338

2.0

8.4

10.5

Retail

6,852

1.5

2.9

4.4

Offices3:

City

2,038

3.6

8.1

11.8

West End

2,720

6.0

10.0

16.6

Provincial

96

4.0

6.6

10.9

All Offices

4,854

5.0

9.1

14.4

Residential4

245

2.6

13.2

15.4

All Offices & Residential

5,099

4.9

9.3

14.5

Total

11,951

2.8

5.5

8.3

Table shows UK total, excluding assets held in Europe. Total portfolio valuation including Europe of £12.0bn at year end, +8.0% valuation movement.

1 Including Group's share of properties in joint ventures and funds

2 Valuation movement during the period (after taking account of capital expenditure) of properties held at the balance sheet date, including developments (classified by end use), purchases and sales

³ Including developments

4 Stand-alone residential

 

 

 

 

 

Portfolio Yield & ERV Movements

 

At 31 March 2014

ERV

NEY

ERV Growth %1

NEY Yield Compression bps2

 

£m

%

H1

H2

FY

H1

H2

FY

 

Retail:

 

Retail parks

165

5.7

1.0

0.0

1.0

7

18

25

 

Superstores

70

5.1

0.5

0.2

0.7

5

3

9

 

Shopping centres

112

5.5

0.0

2.3

2.4

5

6

11

 

Department stores

24

5.4

0.1

0.1

0.2

38

58

94

 

Leisure

21

7.7

2.0

2.6

4.6

6

65

71

 

Retail

392

5.6

0.6

0.9

1.5

8

18

26

 

Offices:

 

City

98

5.3

1.2

6.6

7.93

9

30

39

 

West End

137

5.1

2.3

2.3

4.6

16

28

41

 

Provincial

5

6.1

0.0

0.0

0.0

23

24

47

 

All Offices

240

5.2

1.7

4.1

5.8

13

29

40

 

 

Total

632

5.5

0.9

2.0

3.0

10

22

31

 

Table shows UK total, excluding assets held in Europe.

 

1 Like for like (as calculated by IPD)

 

2 Including notional purchaser's costs

3 City up 4.0% on a like-for-like basis

 

 

 

 

 

 

 

 

Total Property Return (as calculated by IPD excluding Europe)

FY to 31 March 2014

Retail

Offices

Total

%

British Land

IPD

British Land

IPD

British Land

IPD

Capital Return

4.6

4.2

15.3

12.9

8.9

7.5

 - ERV Growth

1.5

0.0

5.8

4.9

3.0

1.7

 - Yield Compression1

26 bps

33 bps

40 bps

52 bps

31 bps

45 bps

Income Return

5.9

5.7

3.5

5.0

4.9

5.7

Total Property Return

10.7

10.1

19.3

18.5

14.2

13.6

1 Net equivalent yield movement

 

 

 

 

Portfolio Weighting

At 31 March

2013

2014

2014

2014

(current)

(current)

(pro-forma1)

%

%

£m

%

Retail:

Retail parks

24.5

23.1

2,767

21.5

Superstores

12.6

11.1

1,321

10.1

Shopping centres

17.6

15.6

1,862

14.4

Department stores

4.6

4.7

564

4.3

Leisure

3.0

2.8

338

2.6

Retail

62.3

57.3

6,852

52.9

Offices:

City

17.1

17.1

2,038

16.9

West End

18.4

22.7

2,720

25.3

Provincial

0.8

0.8

96

1.7

All Offices

36.3

40.6

4,854

43.9

Residential2

1.4

2.1

245

3.2

All Offices & Residential

37.7

42.7

5,099

47.1

Total

100.0

100.0

11,951

100.0

Table shows UK total, excluding assets held in Europe.

1 Pro forma for developments to date at estimated end value (as determined by the Group's external valuers)

2 Stand-alone residential

 

 

 

 

 

 

 

Portfolio Net Yields1

At 31 March 2014 (excluding developments)

EPRA net initial yield %

EPRA topped up net initial yield %2

Overall topped up net initial yield %3

Net reversionary yield %

Net equivalent yield %

Retail:

Retail parks

5.3

5.6

5.7

5.6

5.7

Superstores

4.9

5.1

5.1

5.0

5.1

Shopping centres

5.3

5.4

5.4

5.6

5.5

Department stores

5.0

5.0

7.1

4.0

5.4

Leisure

7.1

7.1

8.9

5.6

7.7

Retail

5.3

5.5

5.8

5.4

5.6

Offices:

City

5.5

5.8

5.9

6.2

5.3

West End

2.9

4.3

4.4

5.3

5.1

Provincial

6.9

6.9

6.9

5.6

6.1

All Offices

4.0

4.9

5.0

5.6

5.2

Total

4.8

5.3

5.5

5.5

5.5

Table shows UK total, excluding assets held in Europe.

1 Including notional purchaser's costs

2 Including rent contracted from expiry of rent-free periods and fixed uplifts not in lieu of rental growth

3 Including fixed/minimum uplifts (excluded from EPRA definition)

 

 

 

 

 

Annualised Rent & Estimated Rental Value (ERV)

At 31 March 2014 (excluding developments)

Annualised rent(valuation basis) £m1

ERV £m

Average rent £psf

Total

Total

Contracted2

ERV2

Retail:

Retail parks

157

165

24.5

24.6

Superstores

68

70

21.8

21.6

Shopping centres

104

112

30.2

31.9

Department stores

30

24

13.6

10.9

Leisure

25

21

14.1

11.6

Retail

384

392

22.7

22.4

Offices:

City

88

98

47.5

48.7

West End

76

137

48.4

52.0

Provincial

6

5

27.1

21.9

All Offices

170

240

46.9

49.2

Residential3

3

-

All Offices & Residential

173

240

Total

557

632

26.6

27.7

Table shows UK total, excluding assets held in Europe.

1 Gross rents plus, where rent reviews are outstanding, any increases to ERV (as determined by the Group's external valuers), less any grounds rents payable under head leases, excludes contracted rent subject to rent free and future uplift

2 Office average rent and ERV £psf is based on office space only

3 Stand-alone residential

 

 

 

Gross Rental Income1

(Accounting Basis)

12 mths to 31 March 2014

Annualised as at 31 March 2014

 £m

Total

Total

Retail:

Retail parks

150

159

Superstores

72

71

Shopping centres

115

103

Department stores

33

33

Leisure

29

29

Retail

399

395

Offices:

City

89

87

West End

84

93

Provincial

6

6

All Offices

179

186

Residential2

3

3

All Offices & Residential

182

189

Total

581

584

Table shows UK total, excluding assets held in Europe.

1 Gross rental income will differ from annualised rents due to accounting adjustments for fixed & minimum contracted rental uplifts and lease incentives

2 Stand-alone residential

 

 

 

 

 

Lease Length & Occupancy

At 31 March 2014

Average lease length yrs

Occupancy rate %

(excluding developments)

To expiry

To break

Occupancy

Occupancy (underlying)1

Retail:

Retail parks

9.1

8.2

96.8

98.3

Superstores

15.0

14.8

100.0

100.0

Shopping centres

9.1

8.1

95.6

97.3

Department stores

26.6

23.3

100.0

100.0

Leisure

20.7

20.7

100.0

100.0

Retail

12.3

11.3

97.4

98.5

Offices:

City

9.1

7.3

96.8

96.9

West End

11.2

9.4

85.7

88.4

Provincial

8.3

8.0

100.0

100.0

All Offices

10.2

8.4

90.5

92.1

Total

11.5

10.3

94.8

96.1

Table shows UK total, excluding assets held in Europe.

1 Including accommodation under offer or subject to asset management

 

 

 

 

 

Rent Subject to Lease Break or Expiry

At 31 March

2015

2016

2017

2018

2019

2015-17

2015-19

£m

£m

£m

£m

£m

£m

£m

Retail:

Retail parks

7

8

6

12

13

21

46

Superstores

-

-

-

-

-

-

-

Shopping centres

8

7

9

9

5

24

38

Department stores

-

-

-

1

-

-

1

Leisure

-

-

-

-

-

-

-

Retail

15

15

15

22

18

45

85

Offices:

City

1

1

19

4

17

21

42

West End

1

4

7

8

10

12

30

Provincial

-

-

-

-

-

-

-

All Offices

2

5

26

12

27

33

72

Total

17

20

41

34

45

78

157

% of contracted rent

2.7%

3.1%

6.5%

5.4%

7.3%

12.4%

25.1%

Potential uplift at current ERV

2

2

4

(2)

1

7

6

Table shows UK total, excluding assets held in Europe

 

 

Rent Subject to Open Market Rent Review

12 months to 31 March

2015

2016

2017

2018

2019

2015-17

2015-19

£m

£m

£m

£m

£m

£m

£m

Retail:

Retail parks

19

18

16

22

25

53

100

Superstores

15

20

5

4

8

40

52

Shopping centres

9

14

14

15

10

37

62

Department stores

2

5

-

-

-

7

7

Leisure

-

-

-

-

-

-

-

Retail

45

57

35

41

43

137

221

Offices:

City

11

14

2

15

14

27

56

West End

6

17

13

13

20

36

69

Provincial

-

6

-

-

-

6

6

All Offices

17

37

15

28

34

69

131

Total

62

94

50

69

77

206

352

Potential uplift at current ERV

2

2

-

-

-

4

4

Table shows UK total, excluding assets held in Europe

 

 

 

 

 

 

 

 

Major Holdings

At 31 March 2014

BL Share

Sq ft

Rent

Occupancy

Lease

(excl. developments under construction)

%

'000

£m pa1

rate %2

length yrs3

Broadgate, London EC2

50

3,963

177

96.8

7.2

Regent's Place, London NW1

100

1,589

70

98.3

9.4

Meadowhall Shopping Centre, Sheffield

50

1,448

81

98.0

8.1

Sainsbury's Superstores

52

2,864

68

100.0

15.1

Tesco Superstores

51

2,808

63

100.0

14.7

Paddington Central

100

608

23

94.2

10.1

Teeside Shopping Park, Stockton-on-Tees

100

422

15

98.6

7.0

Drake Circus Shopping Centre, Plymouth

100

414

16

99.2

6.3

Debenhams, Oxford Street

100

363

11

100.0

25.0

10 Portman Square, W1

100

134

5

68.2

12.0

1 Annualised contracted rent including 100% of Joint Ventures & Funds

2 Includes accommodation under offer or subject to asset management

3 Weighted average to first break

 

 

 

Occupiers Representing over 0.5% of Total Contracted Rent

At 31 March 2014

% of contracted rent

% of contracted rent

Tesco plc

7.7

Facebook

0.9

Sainsbury Group

6.0

Asda Group

0.9

Debenhams

5.8

JPMorgan

0.8

UBS AG

3.2

Reed Smith

0.8

Home Retail Group

2.7

C&W Plc (Cable & Wireless plc)

0.8

Kingfisher (B&Q)

2.7

JD Sports

0.8

HM Government

2.5

Gazprom

0.7

Next plc

2.4

Deutsche Bank AG

0.7

Virgin Active

2.0

Mayer Brown

0.7

Arcadia Group

2.0

Hennes

0.7

Spirit Group

1.6

Mothercare

0.6

Alliance Boots

1.6

ICAP Plc

0.6

Herbert Smith

1.4

Pets at Home

0.6

DSG International

1.3

Credit Agricole

0.6

Marks & Spencer Plc

1.3

Carlson (TGI Friday's)

0.6

Royal Bank of Scotland plc

1.2

AstraZeneca

0.6

Hutchison Whampoa

1.1

Nokia

0.6

Aegis Group

1.1

Henderson

0.5

House of Fraser

1.0

Steinhoff

0.5

New Look

1.0

Lewis Trust (River Island)

0.5

SportsDirect

0.9

Aramco

0.5

TJX Cos Inc (TK Maxx)

0.9

Lend Lease

0.5

 

 

 

INVESTMENT ACTIVITY

 

Acquisitions and Disposals

FY to 31 March 2014

Price (gross)

BL Share

Annual Passing

Acquisitions

Area

£m

£m

Rent £m3

Completed

Paddington Central

Offices

London

470

470

21

Aldgate Place

Residential

London

40

20

-

The Shoreditch Estate1

Mixed Use

London

6

6

-

Hercules Unit Trust unit purchase2

Retail

Various

262

262

16

Sainsbury's superstore portfolio4

Retail

Various

83

83

-

SouthGate Bath (50%)

Retail

South West

202

101

5

Hilden Block, Ealing Broadway Shopping Centre

Retail

London

29

29

2

Tesco Extra, Craigavon

Retail

N Ireland

23

23

1

1-5 Baker Street

Offices

London

22

22

1

Harmsworth Quays, Canada Water

Residential

London

11

11

-

Other

6

6

-

Total

1,154

1,033

46

1 Entered into an option agreement with The City of London Corporation to draw down a development agreement subject to securing revised planning consent on the sites

2 Units purchased over the course of the financial year

3 BL share of net rent topped up for rent frees

4 26% equity interest

 

FY to 31 March 2014

Price (gross)

BL Share

Annual Passing

Disposals

Area

£m

£m

Rent £m1

Completed

Puerto Venecia, Zaragoza

Retail

Spain

242

121

7

Bon Accord & St Nicholas, Aberdeen

Retail

Scotland

189

94

6

The Triton Building (NEQ) residential

Residential

London

96

96

-

Eastgate Shopping Centre, Basildon

Retail

South East

89

89

7

St James Retail Park, Northampton

Retail

Midlands

53

53

3

St James Retail Park, Dumbarton

Retail

Scotland

46

46

3

PREF, Udine

Retail

Italy

40

26

2

West Cornwall Shopping Park, Hayle

Retail

South West

26

11

1

Marble Arch House residential

Residential

London

17

17

-

6 and 7-9 Eldon St (Princes Trust House)

Offices

London

17

17

1

Marsh Mills Retail Park, Plymouth

Retail

South West

13

13

1

New Century Park land

Offices

Midlands

13

13

-

Other

60

53

3

Exchanged

Cwmbran Retail Park

Retail

Wales

32

32

2

Residential sales

Residential

London

29

29

-

Total

962

710

36

1 BL share of net rent topped up for rent frees

 

 

 

 

DEVELOPMENT

 

Recently Completed & Committed Developments

At 31 March 2014

Sector

BL Share

Sq ft

PC Calendar Year

Current Value

Cost to complete

ERV

Pre-let

Resi End Value3

%

'000

£m

£m1

£m2

£m

£m

2010 Programme:

10 - 30 Brock Street, Regents Place4

Mixed Use

100

505

Completed

402

3

20.5

19.1

118

10 Portman Square

Offices

100

134

Completed

183

4

9.8

4.9

-

Marble Arch House5

Mixed Use

100

87

Completed

70

4

4.4

-

19

39 Victoria Street

Offices

100

93

Completed

82

3

5.4

0.0

-

199 Bishopsgate

Offices

50

144

Completed

60

1

3.5

2.0

-

Whiteley Shopping, Fareham

Retail

50

321

Completed

55

0

2.6

2.4

-

Bedford Street

Residential

100

24

Completed

34

1

0.0

0.0

28

Glasgow Fort (Leisure)

Retail

59

46

Completed

11

3

0.7

0.7

-

The Leadenhall Building

Offices

50

605

2014

265

29

18.9

9.0

-

5 Broadgate

Offices

50

710

2015

251

63

19.2

19.2

-

Total 2010 Programme:

2,669

1,413

111

85.0

57.3

165

Recently Committed:

Milton Keynes, Kingston Centre

Retail

50

21

Completed

5

-

0.3

0.3

-

Old Market, Hereford7

Retail

100

305

2014

66

15

4.8

3.9

-

Craven Hill Gardens

Residential

100

25

2014

47

4

-

-

58

Fort Kinnaird, Edinburgh

Retail

29

55

2014

3

3

0.4

0.3

-

Broadgate Circle

Offices

50

45

2014

10

8

1.2

-

-

Broughton Park, Chester

Retail

59

54

2014

3

6

0.6

0.6

-

Whiteley Leisure, Fareham

Retail

50

58

2014

1

6

0.6

0.4

-

Meadowhall Surrounding Land

Retail

50

22

2015

1

3

0.4

0.4

-

Glasgow Fort, M&S & Retail Terrace

Retail

59

112

2015

1

20

1.6

0.7

-

Deepdale, Preston

Retail

29

71

2015

1

4

0.4

0.4

-

Yalding House

Offices

100

29

2015

11

12

1.5

-

-

The Hempel

Residential

100

40

2016

44

26

-

-

92

Aldgate Place, Phase 16

Residential

50

221

2016

16

45

-

-

65

Clarges Mayfair8

Mixed Use

100

195

2017

213

183

5.7

-

449

Total Recently Committed:

1,253

422

335

17.5

7.0

664

Total Committed Under Construction

2,547

933

427

55.3

34.9

664

Data includes Group's share of properties in Joint Ventures & Funds (except area which is shown at 100%)

1 From 1 April 2014 to practical completion (PC)

 

2 Estimated headline rental value net of rent payable under head leases (excluding tenant incentives)

3 Residential development of which £148m completed or exchanged and a further £16m under offer

 

4 Includes 126,000 sq ft of residential of which £102m has now sold and completed

5 Includes 10,000 sq ft of residential of which £17m has now sold and completed during the year

6 End value excludes sale of hotel site, receipts of £6m (BL Share)estimated

 

7 Completed post year end

8 Includes 104,000 sq ft of residential

 

 

 

 

 

 

 

 

Near-Term Pipeline

At 31 March 2014

Sector

BL Share

Sq ft

Total Cost

Status

'000

£m1

Blossom Street, Shoreditch

Mixed Use

100

322

164

Pre-submission

5 Kingdom Street2

Offices

100

240

162

Consented

4 Kingdom Street

Offices

100

147

99

Consented

Glasgow Fort (Restaurant & Car Park)

Retail

59

10

5

Consented

Total Near-Term

719

430

1 Total cost including site value

2 210,000 sq ft of which is consented

 

 

 

Medium-Term Pipeline

At 31 March 2014

Sector

BL Share

Sq ft

Status

'000

100 Liverpool Street

Offices

50

512

Pre-submission

Power Court, Luton

Retail

100

149

Pre-submission

Aldgate Place, Phase 2

Residential

50

145

Consented

Drake Circus Leisure

Retail

100

105

Pre-submission

Fort Kinnaird, Edinburgh (Debenhams)

Retail

29

30

Pre-submission

Glasgow Fort (Additional Retail Unit)

Retail

59

30

Consented

Lancaster

Retail

100

300

Pre-submission

Eden Walk Shopping Centre, Kingston

Mixed Use

50

500 - 600

Pre-submission

Surrey Quays

Mixed Use

100

1,500 - 2,000

Pre-submission

Harmsworth Quays

Mixed Use

100

1,000 - 1,500

Pre-submission

Total Medium-Term

4,271 - 5,371

 

 

 

 

GLOSSARY

 

Annualised rent is the gross property rent receivable on a cash basis as at the reporting date. Additionally, it includes the external valuers' estimate of additional rent in respect of unsettled rent review, turnover rent and sundry income such as that from car parks and commercialisation, less any ground rents payable under head leases.

 

Assets under management is the full value of all assets managed by British Land and includes 100% of the value of all joint ventures and funds.

 

BREEAM(Building Research Establishment Environmental Assessment Method) assesses the sustainability of buildings against a range of criteria.

 

Capital return is calculated as the change in capital value of the UK portfolio, less any capital expenditure incurred, expressed as a percentage of capital employed over the period, as calculated by IPD. Capital returns are calculated monthly and indexed to provide a return over the relevant period.

 

Capped rents are subject to a maximum level of uplift at the specified rent reviews as agreed at the time of letting.

 

Collar rents are subject to a minimum level of uplift at the specified rent reviews as agreed at the time of letting.

 

Contracted rent is annualised rent adding in rent which is currently subject to a rent free period.

 

Developer's profit is the profit on cost estimated by the valuers. The developer's profit is typically calculated by the valuers to be a percentage of the estimated total development costs, including land and notional finance costs.

 

Development uplift is the total increase in the value (after taking account of capital expenditure and capitalised interest) of properties held for development during the period. It also includes any developer's profit recognised by valuers in the period.

 

Development construction cost is the total cost of construction of a project to completion, excluding site values and finance costs (finance costs are assumed by the valuers at a notional rate of 5.75% per annum).

 

EPRA is the European Public Real Estate Association, the industry body for European REITs.

 

EPRA Cost Ratio (including direct vacancy costs) is the ratio of net overheads and operating expenses against gross rental income (with both amounts excluding ground rents payable). Net overheads and operating expenses relate to all administrative and operating expenses including the share of joint ventures' overheads and operating expenses, net of any service fees, recharges or other income specifically intended to cover overhead and property expenses.

 

EPRA Cost Ratio (excluding direct vacancy costs) is the ratio calculated above, but with direct vacancy costs removed from net overheads and operating expenses balance.

 

EPRA earnings is the profit after taxation excluding investment and development property revaluations and gains/losses on disposals, changes in the fair value of financial instruments and associated close-out costs and their related taxation.

 

EPRA NAV per share is EPRA NAV divided by the diluted number of shares at the period end.

 

EPRA net assets (EPRA NAV) are the balance sheet net assets excluding the mark-to-market on effective cash flow hedges and related debt adjustments and deferred taxation on revaluations.

 

EPRA net initial yield is the annualised rents generated by the portfolio, after the deduction of an estimate of annual recurring irrecoverable property outgoings, expressed as a percentage of the portfolio valuation (adding notional purchaser's costs), excluding development and residential properties.

 

EPRA NNNAV is the EPRA NAV adjusted to reflect the fair value of debt and derivatives and to include deferred taxation on revaluations.

 

EPRA Topped Up Net Initial Yield is the current annualised rent, net of costs, topped up for contracted uplifts, where these are not in lieu of rental growth, expressed as a percentage of capital value, after allowing for notional purchaser's costs.

 

EPRA vacancy rate is the estimated market rental value (ERV) of vacant space divided by ERV of the whole portfolio, excluding developments and residential property. This is the inverse of the occupancy rate.

 

Estimated Rental Value (ERV) is the external valuers' opinion as to the open market rent which, on the date of valuation, could reasonably be expected to be obtained on a new letting or rent review of a property.

 

Fair value movement is accounting adjustment to change the book value of an asset or liability to its market value.

 

Gearing see loan to value (LTV).

 

Gross investment activity as measured by our share of acquisitions, sales and investment in committed development.

 

Gross rental income is the gross accounting rent receivable (quoted either for the period or on an annualised basis) prepared under IFRS which requires that rental income from fixed/minimum guaranteed rent reviews and tenant incentives is spread on a straight-line basis over the entire lease to first break. This can result in income being recognised ahead of cash flow.

 

Gross Value Added (GVA) provides a snapshot of a company's overall contribution to the UK economy, both directly through activities and indirectly through spending.

 

Group is The British Land Company PLC and its subsidiaries and excludes its share of joint ventures and funds (where not treated as a subsidiary) on a line-by-line basis (i.e. not proportionally consolidated).

 

Headline rent is the contracted gross rent receivable which becomes payable after all the tenant incentives in the letting have expired.

 

IFRS are the International Financial Reporting Standards as adopted by the European Union.

 

Income return is calculated as net income expressed as a percentage of capital employed over the period, as calculated by IPD. Income returns are calculated monthly and indexed to provide a return over the relevant period.

 

Interest cover is the number of times net interest payable is covered by underlying profit before net interest payable and taxation.

 

IPD is Investment Property Databank Ltd which produces an independent benchmark of property returns and British Land UK portfolio returns.

 

Lettings and lease renewals are divided between short-term (less than two years' lease length) and long-term (more than two years' lease length). Lettings and renewals are compared both to the previous passing rent as at the start of the financial year and the ERV immediately prior to letting. Both comparisons are made on a net effective basis.

 

Like-for-like ERV growth is the change in ERV over a period on the standing investment properties expressed as a percentage of the ERV at the start of the period. Like-for-like ERV growth is calculated monthly and compounded for the period subject to measurement, as calculated by IPD.

 

Like-for-like rental income growth is the growth in net rental income on properties owned throughout the current and previous periods under review. This growth rate includes revenue recognition and lease accounting adjustments but excludes properties held for development in either period and properties with guaranteed rent reviews.

 

Loan to value (LTV) is the ratio of principal value of gross debt less cash, short-term deposits and liquid investments to the aggregate value of properties and investments.

 

Mark-to-market is the difference between the book value of an asset or liability and its market value.

 

Multi-channel retailing is the use of a variety of channels in a customer's shopping experience, including research, before a purchase. Such channels include: retail stores, online stores, mobile stores, mobile app stores, telephone sales and any other method of transacting with a customer. Transacting includes browsing, buying, returning as well as pre- and post- sale service.

 

Net Development Value is the estimated end value of a development project as determined by the external valuers for when the building is completed and fully let (taking into account tenant incentives and notional purchaser's costs). It is based on the valuers view on ERVs, yields, letting voids and rent-frees.

Net effective rent is the contracted gross rent receivable taking into account any rent-free period or other tenant incentive. The incentives are treated as a cost-to-rent and spread over the lease to the earliest termination date.

 

Net equivalent yield is the weighted average income return (after allowing for notional purchaser's costs) a property will produce based upon the timing of the income received. In accordance with usual practice, the equivalent yields (as determined by the external valuers) assume rent is received annually in arrears.

 

Net Initial Yield is the current annualised rent, net of costs, expressed as a percentage of capital value, after allowing for notional purchaser's costs.

 

Net rental income is the rental income receivable in the period after payment of direct property outgoings which typically comprise ground rents payable under head leases, void costs, net service charge expenses and other direct irrecoverable property expenses. Net rental income is quoted on an accounting basis. Net rental income will differ from annualised net cash rents and passing rent due to the effects of income from rent reviews, net property outgoings and accounting adjustments for fixed and minimum contracted rent reviews and lease incentives

 

Net reversionary yield is the anticipated yield to which the initial yield will rise (or fall) once the rent reaches the estimated rental value.

 

Occupancy rate is the estimated rental value of let units as a percentage of the total estimated rental value of the portfolio, excluding development properties. It includes accommodation under offer or subject to asset management (where they have been taken back for refurbishment and are not available to let as at the balance sheet date).

 

Omni-channel retailing is the evolution of multi-channel retailing, but is consent rated more on a seamless approach to the consumer experience through all available shopping channels i.e. mobile internet devices, computers, bricks and mortar, television, radio, direct mail, catalogue, etc.

 

Over rented is the term used to describe when the contracted rent is above the estimated rental value (ERV).

 

Overall 'topped-up' net initial yield is the EPRA Net 'topped-up' Initial Yield, adding all contracted uplifts to the annualised rents.

 

Passing rent is the gross rent, less any ground rent payable under head leases.

 

Portfolio valuation movement is the increase in value of the portfolio of properties held at the balance sheet date and net sales receipts of those sold during the period, expressed as a percentage of the capital value at the start of the period plus net capital expenditure, capitalised interest and transaction costs.

 

Property Income Distributions (PIDs) are profits distributed to shareholders which are subject to tax in the hands of the shareholders as property income. PIDs are normally paid net of withholding tax currently at 20% which the REIT pays to the tax authorities on behalf of the shareholder. Certain types of shareholder (i.e. pension funds) are tax exempt and receive PIDs without withholding tax. Property companies also pay out normal dividends, called non-PIDs, which are treated as normal dividends and not subject to withholding tax.

Property valuation is reported by the Group's external valuers. In accordance with usual practice, they report valuations net, after the deduction of the notional purchaser's costs, including stamp duty land tax, agent and legal fees.

 

Rack rented is the term used to describe when the contracted rent is in line with the estimated rental value (ERV), implying a nil reversion.

 

Rent-free period see Tenant (or lease) incentives.

 

Rent reviews take place at intervals agreed in the lease (typically every five years) and their purpose is usually to adjust the rent to the current market level at the review date. For upwards-only rent reviews, the rent will either remain at the same level or increase (if market rents have increased) at the review date.

 

Rents with fixed and minimum uplifts are either where rents are subject to contracted uplifts at a level agreed at the time of letting; or where the rent is subject to an agreed minimum level of uplift at the specified rent review.

 

Retail planning consents are separated between A1, A2 and A3 - as set out in The Town and Country Planning (Use Classes) Order 2005. Within the A1 consent category, Open A1 consent grants planning for any type of retail, while Restricted A1 consent places limits on the types of retail that can operate (this is typically a restriction that only bulky goods operators are allowed to trade at that site).

 

Class

Description

Use for all/any of the following purposes

A1

Shops

Retail sale of goods other than hot food; post office; sale of tickets or as a travel agency; sale of sandwiches or other cold food off the premises; hairdressing; direction of funerals; display of goods for sale; hiring out of domestic or personal goods/articles; the reception of goods to be washed, cleaned or repaired; a retail warehouse club being a retail club where goods are sold, or displayed for sale, only to persons who are members of that club; or as a night club.

Financial and professional services

Financial services; professional services (other than health or medical); or other services (including betting) appropriate for a shopping area.

D2

Assembly and leisure

Cinemas, music and concert halls, bingo and dance halls (but not night clubs), swimming baths, skating rinks, gymnasiums or area for indoor or outdoor sports and recreations.

 

Reversion is the increase in rent estimated by the external valuers, where the passing rent is below the estimated rental value. The increases to rent arise on rent reviews and lettings.

 

Scrip dividend British Land offers its shareholders the opportunity to receive dividends in the form of shares instead of cash. This is known as a Scrip dividend.

 

Standing Investments are assets which are directly held and not in the course of development.

 

Tenant (or lease) incentives are incentives offered to occupiers to enter into a lease. Typically this will be an initial rent-free period, or a cash contribution to fit-out. Under accounting rules the value of lease incentives is amortised through the income statement on a straight-line basis to the earliest lease termination date.

 

TMTstands for technology, media and telecommunications.

 

The residual site value of a development is calculated as the estimated (net) development value, less development profit, all development construction costs, finance costs (assumed at a notional rate) of a project to completion and notional site acquisition costs. The residual is determined to be the current site value.

 

Topping out is a traditional construction ceremony to mark the occasion when the structure of the building reaches the highest point.

 

Total property return is calculated as the change in capital value, less any capital expenditure incurred, plus net income, expressed as a percentage of capital employed over the period, as calculated by IPD.

 

Total property returns are calculated monthly and indexed to provide a return over the relevant period.

 

Total return (total accounting return) is the growth in EPRA NAV plus dividends paid, and this can be expressed as a percentage of EPRA NAV per share at the beginning of the period.

 

Total Shareholder Return is the growth in value of a shareholding over a specified period, assuming dividends are reinvested to purchase additional units of stock.

 

Total tax contribution is a more comprehensive view of tax contributions than the accountancy-defined tax figure quoted in most financial statements. It comprises taxes and levies paid directly, as well as taxes collected from others which we administered.

 

Turnover rents is where all or a portion of the rent is linked to the sales or turnover of the occupier.

 

Under rented is the term used to describe when the contracted rent is below the estimated rental value (ERV), implying a positive reversion.

 

Underlying earnings per share (EPS) consists of underlying profit after tax divided by the diluted weighted average number of shares in issue during the period.

 

Underlying profit before tax is the pre-tax EPRA earnings measure with additional Company adjustments. Adjustments include mark-to-market adjustments on, or profits on disposal of, held for trading assets, mark-to- market adjustments on the convertible bond and issue costs of the convertible bond.

Virtual freeholdrepresents a long leasehold tenure for a period of up to 999 years. A 'peppercorn', or nominal, rent is paid annually.

 

Weighted average debt maturity - each tranche of Group debt is multiplied by the remaining period to its maturity and the result is divided by total Group debt in issue at the period end.

 

Weighted average interest rateis the Group loan interest and derivative costs per annum at the period end, divided by total Group debt in issue at the period end.

 

Weighted average unexpired lease term is the average lease term remaining to first break, or expiry, across the portfolio weighted by contracted rental income (including rent-frees). The calculation excludes residential leases and properties allocated as developments.

 

Yield compressionoccurs when the net equivalent yield of a property decreases, measured in basis points.

 

Yield on cost is the estimated annual rent of the completed development divided by the total cost of development including site value and finance costs, accruing at a rate of 4% per annum to the point of assumed rent commencement, expressed as a percentage return.

 

Yield shift is a movement (usually expressed in bps) in the yield of a property asset, or like-for-like portfolio, over a given period.

 

Yield compression is a commonly-used term for a reduction in yields.

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
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