28th Nov 2013 07:00
H E L I C A L B A R P L C
("Helical"/"Company"/"Group")
28 November 2013
Half Year Results
For the Six Months to 30 September 2013
HELICAL DELIVERS RECORD PROFITS
Financial highlights:
Excellent financial performance and strong shareholder returns
· Record profit before tax of £68.9m (2012: £5.2m).
- Total Property Return of £88.5m (2012: £17.4m).
- Group's share of net rental income up 16% to £14.1m (2012: £12.2m).
- Development profits of £63.5m (2012: £4.7m), including our share in joint ventures.
- Net gain on sale and revaluation of investment properties of £10.9m (2012: £0.5m), including our share in joint ventures.
· Adjusted diluted EPRA earnings per share of 40.5p (2012: 5.2p).
· Diluted EPRA net asset value per share up 6.8% to 282p (31 March 2013: 264p).
· Total Shareholder Return of 27% in the six months to 30 September 2013.
· Interim dividend payable of 2.00p per share (2012: 1.85p), up 8%.
Improved capital returns
· Investment portfolio valuations on a like-for-like basis increased by 3.5% (2.3% including sales and purchases) during the period.
· Group's share of property portfolio £684m (31 March 2013: £626m), growing to £770m including purchases contracted but not completed at 30 September 2013.
Strong financial position
· Ratio of net borrowings to value of property portfolio of 40% (31 March 2013: 46%), increasing to 47% on completion of purchases contracted at 30 September 2013.
· Average maturity of the Group's share of debt of 3.6 years (31 March 2013: 2.6 years) at an average cost of 4.5% (31 March: 3.9%).
· The Group's share of cash and undrawn bank facilities of over £196m, of which £86m is committed to contracted purchases.
Operational highlights:
Development portfolio delivering super profits and well positioned for future growth
· Exceptional development profits totalling £62m received at 200 Aldersgate, London EC1 and Brickfields, White City, London W12.
· 113,000 sq ft foodstore led scheme at Leisure Plaza, Milton Keynes pre-let to Morrisons and pre-sold to Aviva.
· Resolution to grant planning obtained at:
- 207-211 Old Street, London EC1, a 396,000 sq ft refurbishment.
- King Street, Hammersmith, London W6, a town centre regeneration scheme in joint venture with Grainger.
- Cortonwood, South Yorkshire, for a 98,000 sq ft extension to an existing retail scheme.
· 1 Mitre Square, London EC3 acquired and demolition of existing buildings completed, ready for development to start on securing a pre-letting or obtaining a financial partner.
Growing investment portfolio
· £69m of new purchases (New Loom House, London E1; Maple House, London EC1; Huddersfield Retail Park) with a further £86m completing post half year (Quartz portfolio; Enterprise House, London W2; Artillery Lane, London E1).
· Contracts exchanged on the forward purchase of Clifton Street, London EC2 post half year. Completion due in summer 2015 for £21m.
· Capital recycling through £13.1m of sales (Asda, Clydebank and Iceland, Corby).
Asset management enhancing returns
· Like-for-like rents up £494,000. Increase driven by new lettings of £881,000 and rental increases of £60,000 offset by losses at lease end or expiry of £447,000.
· 41 new leases signed in the period with 71.6% of tenants retained at lease end or expiry (excluding Landlord breaks exercised for redevelopment).
· Including purchases post half year, Helical's share of gross rent from the investment portfolio has increased to £39.8m (FY 2013: £28.7m).
Commenting on the results, Michael Slade, Chief Executive said:
"We have had an outstanding first half of the year and we look forward to announcing further improvements in our full year results to 31 March 2014. We are long both in central London offices and in high yielding secondary regional assets, the former to provide capital growth and the other to generate income and cash flow. This has been our aim and strategy for the last three years and I firmly believe we are reaping the rewards as London continues to grow and investors move up the risk curve and into the regions."
For further information, please contact:
Helical Bar plc 020 7629 0113
Michael Slade (Chief Executive)
Tim Murphy (Finance Director)
Address: 11-15 Farm Street, London W1J 5RS
Fax: 020 7408 1666
Website: www.helical.co.uk
FTI Consulting 020 7831 3113
Stephanie Highett/Dido Laurimore/Nina Legge
FINANCIAL HIGHLIGHTS
| Notes | Half Year To 30 September 2013 | Half Year To 30 September 2012 | Year To 31 March 2013 | |
See-through Income Statement
| 1 |
£m |
£m |
£m | |
Net rental income | 14.1 | 12.2 | 24.5 | ||
Development property profits | 63.5 | 4.7 | 7.0 | ||
Gain on revaluation of investment properties | 10.9 | 0.7 | 6.8 | ||
Loss on sale of investment properties | - | (0.2) | (2.4) | ||
Total property return | 88.5 | 17.4 | 35.9 | ||
Profit before tax | 68.9 | 5.2 | 5.0 | ||
EPRA earnings | 40.9 | 5.2 | 2.8 | ||
Earnings Per Share and Dividends
| 2 |
pence |
pence |
pence | |
Basic earnings per share | 47.4 | 3.5 | 5.0 | ||
Diluted earnings per share | 46.4 | 3.5 | 5.0 | ||
Adjusted diluted EPRA earnings per share | 3 | 40.5 | 5.2 | 8.2 | |
EPRA earnings per share | 34.2 | 4.4 | 2.4 | ||
Dividends per share paid in period | 3.70 | 3.40 | 5.25 | ||
Pro-forma8 At 30 September 2013 |
At 30 September 2013 |
At 30 September 2012 |
At 31 March 2013 | ||
See-through Balance Sheet
| 4 |
£m |
£m | £m |
£m |
See-through property portfolio | 770.1 | 684.1 | 581.6 | 626.4 | |
See-through net borrowings | 360.1 | 274.1 | 266.2 | 286.3 | |
Net assets | 305.5 | 305.5 | 254.1 | 253.8 | |
Net assets per share, gearing and loan to value | |||||
Diluted EPRA net asset value per share | 5 | 282p | 282p | 252p | 264p |
See-through loan to value | 6 | 47% | 40% | 46% | 46% |
See-through net gearing | 7 | 118% | 90% | 105% | 113% |
Notes
1. Includes Group's share of income and gains of its subsidiaries and joint ventures. See note 24.
2. Calculated in accordance with IAS 33 and guidance issued by the European Public Real Estate Association ("EPRA").
3. Diluted EPRA earnings per share adjusted for performance related awards.
4. Includes Group's share of assets and liabilities of its subsidiaries and joint ventures. See note 24.
5. Calculated in accordance with guidance issued by EPRA.
6. See-through loan to value is the ratio of see-through net borrowings to see-through property portfolio. See note 25.
7. See-through net gearing is the ratio of see-through net borrowings to net assets. See note 25.
8. Includes £86m of purchases since 30 September 2013.
CHIEF EXECUTIVE'S STATEMENT
The first half of the financial year has been dominated by the culmination and outstanding success of the projects at White City, London W12 and 200 Aldersgate, London EC1, both of which exemplify the 'Helical model' of applying limited equity to create substantial performance. These projects have resulted in a net cash receipt by the Group of £65m, an extraordinary return on a £1.5m total investment.
In our joint venture with Aviva, who acquired the 10 acres south of the A40 at White City, we worked with the Local Authority and other landowners, creating a vision for the Mayor's Opportunity Area initiative which ultimately resulted in a resolution to grant planning permission for a 1.5m sq ft mixed use development on the site. This site was sold to Imperial College in September 2013, crystallising a substantial profit payment. It was a complicated and long term project which required skill and perseverance to deliver the vision and thereby generate a good return for shareholders.
The second significant transaction involved Helical working with Deutsche Pfandbriefbank to lead the refurbishment and letting of 200 Aldersgate, comprising 365,000 sq ft of offices and retail. In the summer we completed the final letting which enabled the building to be sold which then triggered a substantial profit share payment for the Group as a result of the successful execution of the business plan.
The investment team has invested the proceeds of our recent £80m retail bond in income producing London offices at Paddington and Whitechapel but also in regional offices and secondary retail; £69m in the first half and £86m post the half year end. The aim is to pursue more investments in London and additional high yielding investments outside London. These should produce growth and further improve cash flow to support the Group in its strategy of carrying out office and mixed use developments in central London.
Helical now turns its attention to the current development portfolio. In joint venture with Grainger, Helical recently received a resolution to grant planning consent for a mixed use development scheme adjoining Hammersmith Town Hall, comprising replacement offices for the council, 196 apartments, a cinema, retail, restaurant and café space. Furthermore, work has now started on site for the 220,000 sq ft development of the new Scottish Power headquarters building in Glasgow, pre-sold to M&G Real Estate.
Helical will also remain focused on opportunities within the City of London and the 'Tech Belt'. This portfolio comprises a 450,000 sq ft mixed use development at Barts Square London EC1 in partnership with Baupost; a 396,000 sq ft office refurbishment at 207-211 Old Street, London EC1, in partnership with Crosstree Real Estate Partners; the new development of 273,000 sq ft at Mitre Square, London EC3 and the refurbishment and extension at Maple House, City Road, London EC1 (61,000 sq ft). In addition, we have agreed to forward purchase a 43,000 sq ft office development in Clifton Street, London EC2, when it is completed in 2015.
Our retirement village portfolio is also proceeding apace, assisted by the recent growth in house prices, and I am pleased with the progress made by Helical Retail in planning negotiations for a number of foodstores around the Midlands and Southern England during the period.
We have had an outstanding first half of the year and we look forward to announcing further improvements in our full year results to 31 March 2014. We are long both in central London offices and in high yielding secondary regional assets, the former to provide capital growth and the other to generate income and cash flow. This has been our aim and strategy for the last three years and I firmly believe we are reaping the rewards as London continues to grow and investors move up the risk curve and into the regions.
It remains for me to thank all the members of the team for their outstanding efforts and also to express my thanks to the members of our Board, our bankers, the many professionals who have advised us so well and to you our shareholders.
Michael Slade
Chief Executive
28th November 2013
Financial Review
Review of the Half Year
The half year to 30 September 2013 produced record pre-tax profits for Helical of £68.9m (2012: £5.2m).
See-through net rents from the Group's share of the property portfolio increased by 16% from £12.2m to £14.1m, comprising £11.1m (2012: £9.8m) from wholly owned assets and £3.0m (2012: £2.4m) from assets held in joint venture.
The sales of 200 Aldersgate Street, London EC1 and Brickfields, White City, London W12, generated net cash receipts for the Group of £64.8m. Of the £62.0m net profit arising from these two transactions, £1.0m had been recognised in the year to 31 March 2013 with the balance of £61.0m reflected in the Income Statement for the half year. Our retail scheme at Leisure Plaza, Milton Keynes contributed a further £2.5m and, with continued development profits from the retirement village scheme at Bramshott Place, Liphook offset by the running costs of our Polish development operations, the Group's share of net development profits increased from £4.7m to £63.5m.
The investment portfolio, including assets held in joint venture, rose 3.5% on a like-for-like basis (2012: 0.2%) and 2.3% after sales and purchases (2012: 0.1%), reflected as a gain on revaluation of £10.9m (2012: £0.7m).
Administration costs, before performance related awards, remained at £4.1m (2012: £4.1m). The results of the Group for the half year have increased expectations that awards issued by the long term performance share plan will vest in the next few years and that cash and deferred shares payable in accordance with the Group's bonus schemes will vest. Accordingly, based on these results, a total charge of £6.6m plus national insurance has been made in these accounts to provide for the future vesting of these awards.
See-through net finance costs, excluding the interest payable on the retail bond, reduced from £5.7m to £5.4m reflecting a reduction in bank borrowings as the net proceeds from the bond were initially deployed to repay bank debt. With interest accrued on the retail bond payable half yearly in December and June, the see-through net finance costs increased to £6.7m (2012: £5.7m).
The increase in medium and long term interest rates since the year end contributed to a £4.9m gain (2012: loss of £0.7m) on the fair value of the Group's derivative financial investments. Exchange rate movements on the Group's share of the assets and liabilities relating to its Polish developments generated a loss of £0.2m (2012: £0.7m). The held for sale investment of £4.8m accounted for in the Group's investment in joint ventures has been written down to nil to reflect current market conditions.
The net result for the half year was a pre-tax profit of £68.9m compared to a profit of £5.2m in the corresponding period last year. This profit resulted in an adjusted diluted EPRA earnings per share of 40.5p (2012: 5.2p). The Directors have declared an interim dividend of 2.00p (2012: 1.85p) an increase of 8.1%. This dividend will be paid on 27 December 2013 to shareholders on the register on 6 December 2013.
EPRA earnings of £40.9m added 34.2p to the EPRA net assets per share which, when added to the gain on sale and revaluation of the investment portfolio and the fair value movement on derivative financial instruments, less the reduction in the surplus on the Directors' valuation of trading and development stock, increased diluted EPRA net assets per share to 286p. However, the dividend paid in the half year of 3.70p reduced this to 282p, a 6.8% increase on 31 March 2013 (264p) and an 11.9% increase on 30 September 2012 (252p).
Debt and Bank Facilities
Since 31 March 2013, Helical has raised £80m through the issue of a retail bond with a 6.0% coupon repayable in 2020, consolidated three existing loan facilities totalling £49m into a new £75m revolving credit facility providing £26.0m of additional borrowing capacity and arranged a £25.0m facility to build out our retirement village at Great Alne, Warwickshire.
The Group has used the net proceeds of the retail bond plus the net development receipts from 200 Aldersgate and Brickfields to repay c. £40m of bank debt in revolving credit facilities, which may be re-drawn in the future, and to fund the purchases of Huddersfield Retail Park and new London investment assets at New Loom House, E1 and Maple House, EC1 and, subsequent to the half year, Enterprise House, Paddington, W2, Artillery Lane, E1 and the Quartz portfolio, ten properties located throughout the country.
At 30 September 2013, the Group had £229m of investment facilities of which £164m was drawn down, leaving £65m available to fund future acquisitions. The Group's development facilities, principally for its retirement village programme, totalled £85m of which £56m was drawn down. In addition, the Group had unutilised short term facilities of £10m. The retail bond was fully drawn down at £80.0m. In the Group's joint ventures, Helical's share of investment and development facilities of £72m were fully drawn down.
Cash balances within the Helical Group at 31 March 2013 were £63m with its share of cash in its joint ventures of £30m.
At 30 September 2013 the Group had see-through net borrowings of £274.1m (31 March 2013: £286.3m) and gross property values of £684.1m (31 March 2013: £626.4m). These net borrowings and property values include the Group's share of the properties and borrowings held in joint ventures. The ratio of net borrowings to the value of the property portfolio (including the surplus on Directors' valuation of stock) i.e. loan to value ratio, was 40% (31 March 2013: 46%). Net debt to equity gearing at 30 September 2013 was 90% (31 March 2013: 113%). Since 30 September 2013, the Group has exchanged or completed contracts to purchase a further £86m of investment properties. If these acquisitions had completed before 30 September 2013, the loan to value ratio at that date would have been 47% with gearing of 118%.
At 30 September 2013, the average maturity of the Group's investment facilities was 3.1 years (31 March 2013: 3.6 years) on which an average rate of interest of 3.9% was payable. The Group's development facilities had an average maturity of 2.5 years (31 March 2013: 1.9 years) on which an average rate of interest of 3.9% was payable. The Group's debt facilities, including the retail bond but excluding its share of debt in joint ventures, had an average maturity of 4.0 years on which an average rate of interest of 4.6% was payable. In the Group's joint ventures, the investment and development facilities had an average maturity of 1.8 years (31 March 2013: 2.4 years) on which an average rate of interest of 4.3% was payable (31 March 2013: 4.2%). Overall, the Group's debt facilities, including the retail bond and in joint ventures, had an average maturity of 3.6 years (31 March 2013: 2.6 years) on which interest was payable at an average rate of 4.5% (31 March 2013: 3.9%).
The Group is protected from future interest rate rises through a combination of interest rate swaps and caps, as well as the £80m fixed rate 6% retail bond. At 30 September, the Group had £174m of interest rate swaps (including in joint ventures) at an average of 4.44% (31 March 2013: £163m at 4.47%) and £152m of interest rate caps at an average of 4.13% (31 March 2013: £102m at 4.19%).
Tim Murphy
Finance Director
28th November 2013
HELICAL AT A GLANCE
Pro-forma figures include those acquisitions completing after 30 September where the contracts are unconditional including Enterprise House, Paddington, Artillery Lane, E1 and the Quartz Portfolio.
|
| |||||||
Total Portfolio (Helical share of book value) | March 2012 | March 2013 | September 2013 | Pro-forma | ||||
Investment | £374m | £407m | £484m | £576m | ||||
Trading and Development | £144m | £169m | £174m | £174m | ||||
Total Portfolio | £518m | £576m | £658m | £750m | ||||
Investment Portfolio (Helical share) | March 2012 | March 2013 | September 2013 | Pro-forma | |
London Office | £113m | £146m | £210m | £253m | |
30.2% | 35.9% | 43.4% | 43.9% | ||
Retail | £228m | £228m | £240m | £258m | |
61.1% | 56.0% | 49.6% | 44.9% | ||
Industrial | £20m | £12m | £13m | £21m | |
5.3% | 2.9% | 2.7% | 3.6% | ||
Provincial Office | £8m | £15m | £15m | £38m | |
2.1% | 3.7% | 3.1% | 6.6% | ||
Other | £5m | £6m | £6m | £6m | |
1.3% | 1.5% | 1.2% | 1.0% | ||
Total | £374m | £407m | £484m | £576m | |
100.0% | 100.0% | 100.0% | 100.0% |
The investment portfolio currently comprises 77% of Helical's portfolio by book value (74% at 30 September 2013).
Development and Trading Portfolio (Helical share of book value) | March 2012 | March 2013 | September 2013 | Pro-forma | |
Office | £13m | £16m | £22m | £22m | |
9.0% | 9.5% | 12.6% | 12.6% | ||
Retail | £14m | £22m | £23m | £23m | |
9.7% | 13.0% | 13.2% | 13.2% | ||
Industrial | £6m | £1m | £1m | £1m | |
4.2% | 0.6% | 0.6% | 0.6% | ||
Mixed Use | £5m | £5m | £3m | £3m | |
3.5% | 3.0% | 1.7% | 1.7% | ||
Change of Use | £4m | £5m | £5m | £5m | |
2.8% | 3.0% | 2.9% | 2.9% | ||
Retirement Villages | £60m | £55m | £60m | £60m | |
41.6% | 32.5% | 34.5% | 34.5% | ||
Poland | £42m | £65m | £60m | £60m | |
29.2% | 38.4% | 34.5% | 34.5% | ||
Total | £144m | £169m | £174m | £174m | |
100% | 100% | 100% | 100% |
The development portfolio comprises 23% of Helical's portfolio by book value (26% at 30 September 2013).
Development and Trading Portfolio (Helical share) | Book value | Fair valuation | Surplus | % of development portfolio (fair value) | |
Office | £21.9m | £26.4m | £4.5m | 13.2% | |
Retail | £23.5m | £25.4m | £1.9m | 12.7% | |
Industrial | £1.4m | £1.4m | - | 0.7% | |
Mixed Use | £2.8m | £2.8m | - | 1.4% | |
Change of Use | £4.7m | £6.8m | £2.1m | 3.4% | |
Retirement Villages | £59.6m | £76.3m | £16.7m | 38.3% | |
Poland | £60.5m | £60.5m | - | 30.3% | |
Total | £174.4m | £199.6m | £25.2m | 100.0% |
There is a £25.2m Director's surplus over book value in the development portfolio. This has significantly reduced from March 2013 (£49.9m) since the sales of Brickfields and 200 Aldersgate.
DEVELOPMENT PORTFOLIO OVERVIEW
Property | Milestone | Progress during the half year |
200 Aldersgate, London EC1 | Sale | Lettings completed and building sold |
Brickfields, White City W12 | Sale | Sold |
Mitre Square, London EC3 | Demolition | Demolition completed |
Key Changes to Development Properties
Completed Developments
200 Aldersgate Street, London EC1
Helical was appointed asset and development manager by Deutsche Pfandbriefbank in May 2010. Our brief was to refurbish and let this office building which had been vacant since 2005 when the previous tenant, Clifford Chance, relocated to Canary Wharf. We re-clad part of the building and carried out major refurbishment works to the extensive common parts creating a "vertical village" comprising a variety of floor-plates to suit a range of different occupiers, as well as exceptional tenant facilities, including a concierge cycle store service, an on-site gym and a café and business lounge. Refurbishment works were completed and the building re-launched in January 2011.The building now comprises 348,000 sq ft of offices, 16,673 sq ft of retail and 39,601 sq ft of basement space. The refurbishment works were completed within budget in December 2010. Having let 96% of the space in the building, the asset was marketed in the late summer and has now been sold to Ashby Capital LLP.
Brickfields, White City, London W12
Following receipt of a resolution to grant planning consent for a 1.5m sq ft residential led mixed use scheme, the site was sold to neighbouring landowner Imperial College. Completion occurred on 2 September 2013 and we have received the profit payment due under our joint venture agreement with Aviva Investors.
Current Developments
Mitre Square, London EC3
Mitre Square is a landmark City office scheme in the heart of the insurance sector in London. We have completed the purchase of 1 Mitre Square and we have extended our conditional purchase agreement with the City for the adjoining site. Demolition has now been completed to facilitate the construction of a new building comprising 273,000 sq ft NIA. It is anticipated that construction will commence once a financial partner has been signed up. The finished development will have a capital value of circa £250m.
Scottish Power Headquarters
Helical and local development partner, Dawn Developments Limited, were appointed as development managers by Scottish Power for the construction of their new headquarters at St Vincent Street, Glasgow, pre-sold by Scottish Power to M&G Real Estate. The completed building will comprise 220,000 sq ft of prime office space in the heart of the city's commercial district. Planning permission has been granted and a formal start on site was made in October 2013. As part of the deal Helical is purchasing, for c. £5.8m, three existing Scottish Power sites in Glasgow which are surplus to their requirements.
Park Handlowy Mlyn, Wroclaw
Wroclaw is a large city in West Poland, some 100km from the German border and 470km south of Warsaw. This 9,600 sq m (103,000 sq ft) out of town retail development was completed in December 2008 and is fully let to a number of domestic and international retailers. During the period, leases to Komfort, Kakadu, Deichmann and Media Expert were extended for a further five years and Sports Direct agreed a 10 year lease.
Helical Retail
Parkgate, Shirley
We have made good progress at Parkgate, Shirley, where the 80,000 sq ft foodstore was pre-sold to Asda, and 78,000 sq ft of retail and leisure units will be completed and open for trading in April 2014. We have exchanged contracts on 40% of the retail space with tenants including Pizza Express, Prezzo, 99p Store and others. There is an additional 20% in solicitors' hands and active discussions on a further 30%.
Cortonwood Shopping Park
Planning consent was granted recently, after an appeal, for a 98,000 sq ft open A1 retail extension to the existing Cortonwood Retail Park. Construction is expected to commence in early 2015, and the park is expected to be open in time for Christmas 2015.
Retirement Villages
We have now started construction of our three retirement villages in Faygate near Horsham, Exeter and Great Alne, near Stratford upon Avon. Sales are progressing well, at prices higher than those used in our appraisals prior to commencing on site.
Bramshott Place, Liphook, Hampshire
Construction of this 151 unit village completed in December 2012. We have completed or exchanged on the sale of 130 units (compared to 115 at the year end) and have a further eight under offer.
Durrants Village, Faygate, Horsham, West Sussex
We started the first phase (43 units) of this 171 unit village in May 2012. We have exchanged the sale of two units with a further 16 reserved plus 19 'up-field' reservations in future phases. The first completions are expected in January 2014.
Millbrook Village, Exeter
We have started on site at this 164 unit village since the half year end and have also launched the marketing, with 15 units reserved in the first phase.
Maudslay Park, Great Alne, Warwickshire
We have recently started the construction of the show homes and marketing suite and marketing, and the full construction programme will start in the New Year for this 132 unit scheme.
Joint Ventures
Property | Milestone | Progress during the half year |
Barts Square, London EC1 | Pre-development |
Pre-development issues being cleared prior to start on site in January 2015 |
Europa Centralna, Gliwice | Lettings | Now 85% let |
Hammersmith Town Hall, W6 | Planning consent | Planning consent granted November 2013 |
Investment Properties
Barts Square, London EC1
In joint venture with The Baupost Group LLC (Baupost 66.7%, Helical 33.3%) we own the freehold interest in land and buildings at Bartholomew Close, Little Britain and Montague Street, a 3.2 acre site adjacent to the new Barts Hospital and just south of Smithfield Market. The current buildings comprise 420,000 sq ft let to the NHS at circa £3.5m per annum on a number of short term leases that expire between 2014 and 2016. In November 2012, a resolution to grant planning permission was obtained and planning consent has now been issued following signature of the S106 Agreement. The scheme will bring much needed regeneration to this area of the City and will retain some of the existing buildings and complement them with a sympathetic redevelopment of the site. It will comprise circa 225,000 sq ft NIA of office space in two buildings and 215 high quality residential apartments in 17 buildings with retail and restaurant space at ground floor level. Significant public realm improvements are planned, which will be incorporated into the wider Smithfield Area Strategy being worked up by the City. We estimate a total development value of circa £470m. Detailed design of phase one (97 residential units) is underway to enable a start on site as soon as vacant possession is granted in January 2015.
207-211 Old Street, London EC1
This 3.12 acre asset was acquired in November 2012 for £60.8m in joint venture with Crosstree Real Estate Partners LLP (Helical interest 33.3%). The site is in the heart of "Tech City", an area of London which is a hub for technology, media and telecommunications companies and is benefitting from substantial investment in infrastructure.
Since acquisition, plans have been developed to substantially increase the amount of space, refurbish existing areas and significantly upgrade the public realm. A resolution to grant planning consent was made by the Planning Committee of London Borough of Islington on 5 September 2013. The planning consent will be issued when the Section 106 Agreement is signed.
Construction work on the first phase, comprising 127,000 sq ft of refurbished office space at 211 Old Street and a new office building of 21,208 sq ft, as well as substantial onsite public realm improvements with ground floor restaurant and retails uses, is due to commence in January 2014. The construction will be financed with bank debt and terms have been agreed with a debt provider.
We continue to manage our ongoing tenant relationships in the remaining buildings to ensure a rental income surplus.
Clyde Shopping Centre, Clydebank
This asset, which comprises 627,000 sq ft of town centre shopping centre and a foodstore, was acquired in 2010 in joint venture with a private investor. The Group has a 60% interest in the centre and undertakes all of the asset management activities. Construction works have started on site to create a new unit for Pure Gym. Occupation is expected in March 2014 further enhancing the leisure offering in this centre. We have completed the refurbishment of the southern end of the scheme (Sylvania Way South) and the toilets and baby change facilities.
Development Properties
Europa Centralna, Poland
This retail park and shopping centre was built in a 50:50 joint venture with clients of Standard Life. The scheme is now over 85% let to Tesco, Castorama, H & M, Media Saturn, Sports Direct, Jula and others. Construction was completed in February 2013 and the scheme opened on 1 March 2013. The sale of 50% of the scheme in 2011 includes a provision that we will sell the remaining ownership stake two years after the date of completion of the development to our existing joint venture partners.
King Street, Hammersmith, London W6
Following the renegotiation of our development agreement with the London Borough of Hammersmith and Fulham, we have continued to work with our partners Grainger plc on the proposed regeneration of the west end of King Street, Hammersmith. A resolution to grant planning consent was obtained on 12 November 2013 for 196 new homes, 40,000 sq ft of new council offices, together with a three screen boutique cinema and restaurant/retail space. Discussions are underway on the S106 Agreement with a view to securing planning permission shortly.
Leisure Plaza, Milton Keynes
Leisure Plaza is a 50:50 joint venture with Abbeygate Developments. The site has consent for an 80,000 sq ft supermarket, 33,000 sq ft of Open A1 retail and the refurbishment of the existing ice rink. The supermarket has been pre-let to Morrisons on a long lease and pre-sold to Aviva Investors' Lime Property Fund for circa £40m, a headline yield of 4.25%. The joint venture has realised a profit of circa £1.6m on the sale of the land to the fund, and should make a further profit of circa £7m over the course of the development (the store is due to be completed in August 2014). We have recognised £2.5m of our share of this profit during the half year.
INVESTMENT PORTFOLIO OVERVIEW
Our £484m (£576m post half year) portfolio provides income to cover all operational and finance costs and dividends.
Within the portfolio there are properties which we intend to keep for the longer term, typically the larger properties which demonstrate continued rental growth and asset management potential. These include Shepherds Building, London, the Morgans Quarter in Cardiff and New Loom House, London, together with properties which have a specific medium term asset management plan and will be sold when we judge the time to be right.
We acquire a broad spread of properties which provide access to a variety of asset classes and tenants. We look to have a combination of higher yielding assets, for example our shopping centres, providing core income and assets which have significant repositioning opportunity, for example New Loom House.
The investment portfolio now comprises 74% of our assets (77% post half year) and has grown steadily since 2010. We intend to continue growing this portfolio whilst selectively selling some assets over time.
Acquisitions
We concluded £68.8m of acquisitions in the reporting period and have exchanged or completed on a further £86.2m of acquisitions since the period end. We have also exchanged contracts on the forward purchase of Clifton Street in Shoreditch, for £21m, for which payment is due on practical completion scheduled for summer 2015. These acquisitions provide a good blend of income, potential capital growth and an exposure to multiple markets.
The acquisitions inside London have been concluded at an average yield of 4.1% (5.1% excluding Maple House which is empty) and at a capital value psf of £386. Outside London, the yield is 7.9%, demonstrating our strategy of acquiring yield outside London and the potential for capital growth inside London.
New Loom House, London E1
We completed the acquisition of this multi-let office building in Whitechapel, on the eastern edge of the City, for £34.2m in July, an initial yield of 4.8%. The building is a multi-let, listed Victorian 'warehouse' style office providing 112,000 sq ft of office and storage space over five floors. There are 67 lettable units of 1,000- 5,500 sq ft each, which currently generate £1.785m of rent pa. Ten units (14,217 sq ft) are currently vacant although two of these are under offer (3,208 sq ft) and we have agreed terms to let a further 3,549 sq ft which is being vacated in January. We have let 6,869 sq ft since acquisition, all at rents in the low £20's psf in what is currently an unrefurbished building.
The average rent passing on the office space is circa £18.50 psf and we would expect this to increase close to £30 psf once we have carried out a refurbishment of the entrance and common parts and of individual units as and when they become vacant. This refurbishment will re-position the building so that it appeals to occupiers from the creative industries prevalent in the increasingly popular 'Tech Belt' that runs from Old Street through Shoreditch and down to Whitechapel, and will include a bar/café on the ground floor, potentially restaurants and other leisure uses such as a gym as well as showers and bike storage areas. We are working up the plans and costings for this with a view to carrying out the works in late 2014/early 2015.
These works, together with the changes to the surrounding area driven by significant local residential development (notably the Goodmans Fields development which is next door) and the delivery of Crossrail, give us confidence that there should be considerable rental growth in the building over time.
Huddersfield Retail Park
We completed the purchase in August of this multi-let, open A1 retail park for £17 million, a net initial yield of 7.2%. There are two terraces (96,977 sq ft in total) of three units each, fully let to retailers including Matalan, Dunelm, Aldi and B&M on long leases (the weighted average unexpired lease term is 12 years without breaks, 10 years including breaks). Five of the six units were let between 2009 and 2012 and so the rents are low (an average of circa £13 psf), offering opportunities for future rental growth (there are fixed increases in some leases) and the yield is high by historic standards. The 13% cash on cash return provides some balance to the lower yielding central London acquisitions.
Maple House, London EC1
Maple House is an existing office building fronting City Road, Epworth Street and Tabernacle Street with close proximity to Old Street roundabout. Helical acquired the building in June 2013 and is proposing an extensive refurbishment to reposition the building to provide modern, appealing space for the 'Tech Belt' occupier market. Approximately 10,000 sq ft of additional floor space is being added together with a new reception area within a landscape courtyard to the rear of the building. Completion is expected in Spring 2015.
Acquisitions since the period end include:-
Enterprise House, Paddington, London W2
We acquired this 45,000 sq ft office building with a 20 year sale and leaseback to Network Rail for £30.75m, representing a net initial yield of 5.65%. The property has since been valued at £35.75m and will show a 9.5% cash on cash return once we put debt in place. There is a minimum fixed uplift in 2018 to £45.00 psf (current £40.70 psf). We hope that at the next rent review, which will coincide with Crossrail opening, rents will be in excess of this level.
Quartz Portfolio
This mixed sector portfolio is to be acquired for £48.6m, a net initial yield of 8.2%. The portfolio has an average weighted unexpired lease term of 12 years to the earlier of break or expiry. Once funded, the portfolio will provide a cash on cash return in excess of 15%.
Properties within the portfolio include a Homebase in Cardiff let for 15 years, an office in Reading let to Thames Water for a further nine years, an office in Crawley let for a further nine years and an industrial unit in Cannock let to a food packaging company for a further 15 years as well as a number of smaller assets.
Completion is due in December 2013 and some assets may be sold prior to completion.
Artillery Lane, London E1
The purchase of this property, located very close to Liverpool Street, is due to complete in December 2013 off market for £6.8m. Average passing rents are £20.00 psf. We plan to comprehensively refurbish the property including the provision of new M&E and a new reception. We may look to create an additional floor on the top of the building and convert the ground floor and basement to A3 use.
Sales
We have concluded the sale of an Asda supermarket in Clydebank for 5.15% NIY (£12.1m) (Helical share 60%) and an Iceland supermarket in Corby for £1.0m.
Asset Management
During the half year, contracted income increased by £0.49m. There were 88 tenancies which underwent a lease event within the portfolio in the period.
We had limited exposure to administrations during the period with two Internacionale units being the only ones affected. Both continue to trade and pay full rent although we have now concluded a new letting on the Internacionale in Corby to Heron Frozen Foods at a rent of £60,000 (Internacionale £47,500) as a result of which we will be terminating their lease here.
Rent lost at break/expiry | -£0.45m |
Net rent lost through administrations | £0.00m |
Rent review | £0.06m |
Lease renewals and new lettings | £0.88m |
Total change | £0.49m |
Leases which have been terminated by Helical for redevelopment and refurbishment purposes (Old Street) have been excluded.
The rental gains were equally split between the retail portfolio and London office portfolio, both contributing in excess of £0.2m of rental gains.
Investment Portfolio Statistics
The following refers to Helical's share of the investment portfolio prior to acquisitions after the half year.
% of investment portfolio | Valuation increase/ decrease (like-for-like) | Valuation increase/decrease (inc. sales and purchases | Initial yield | Reversionary yield | Average unexpired lease term | Vacancy rate (floor area) | ERV change since March 2013 | Capital value psf | |
London office | 43.4% | 7.4% | 4.3% | 5.0% | 7.4% | 3.0 | 7.8% | 1.4% | £260 |
Retail | 49.6% | 1.2% | 0.8% | 7.3% | 7.9% | 6.9 | 4.9% | (0.8%) | £132 |
Industrial | 2.7% | 3.0% | 3.0% | 9.2% | 9.8% | 2.6 | 13.2% | (0.8%) | £65 |
Provincial offices | 3.1% | 0.0% | 0.0% | 8.3% | 8.5% | 16.1 | 0.0% | 0.0% | £209 |
Other | 1.2% | 0.0% | 0.0% | - | - | - | 0.0% | 0.0% | - |
Total | 100.0% | 3.5% | 2.3% | 6.6% | 7.8% | 5.7 | 6.1% | (0.1%) | £174 |
Note: Vacancy has increased from 5.7% in March 2013 to 6.0% in September 2013, largely due to the acquisition of properties with vacancy in London, notably New Loom House with 14.1% vacancy.
Asset Management Overview: Cash on Cash Returns
Our high yielding assets continue to deliver strong cash on cash returns:
Centre | Free Cash Post Interest | Cash on Cash |
Basildon | £0.6m | 19.1% |
Clydebank | £3.3m | 13.0% |
Corby | £3.4m | 15.8% |
Newmarket | £0.83m | 14.1% |
Sutton in Ashfield | £0.92m | 23.9% |
Across the portfolio, rent collection was 99% within two weeks of the quarter day.
We have a strong rental income stream and a diverse tenant base. Prior to our post period acquisitions, our top 10 tenants accounted for 21.1% of our rent roll.
The rent roll from the investment portfolio has increased from £28.7 in March 2013 to £33.4m in September 2013 (Helical's share). This will increase by a further £6.4m once the post period acquisitions are complete.
Top tenants in the portfolio are:
Rank | Tenant | Tenant industry | Rent (Helical) | % Rent Roll |
1 | Endemol UK Ltd | Media | £1,523,203 | 4.56% |
2 | Barts and the London NHS Trust | Government | £1,208,254 | 3.62% |
3 | TK Maxx | Retail | £1,160,000 | 3.47% |
4 | Quotient Bioscience Ltd | Biotech | £664,792 | 1.99% |
5 | Argos | Retail | £454,125 | 1.36% |
6 | Fox International | Media | £445,053 | 1.33% |
7 | Wickes Building Supplies | Retail | £430,139 | 1.29% |
8 | Metropolis London Music | Media | £400,000 | 1.20% |
9 | Urban UK | Retail | £400,000 | 1.20% |
10 | Dunelm | Retail | £364,281 | 1.09% |
Total | £7,049,847 | 21.11% |
Lease expiries or tenant breaks
Year | 2014 | 2015 | 2016 | 2017 | 2018 |
% of rent roll | 10.9% | 13.7% | 11.6% | 15.9% | 7.1% |
Average rent/lease | £32,200 | £34,800 | £63,700 | £63,700 | £36,400 |
Key Changes to Investment Properties
Corby Town Centre
Lettings continue at the centre. We have recently submitted plans for an extension to the scheme which will include a new eight screen cinema, four restaurants, a gym, new car parking and extensive landscaping. Net income has increased by £104,000 during the six months.
The Morgan Quarter, Cardiff
We are close to agreeing the outstanding rent reviews on The Hayes with Molton Brown and White Stuff at figures consistent with the Jack Wills letting and previous rent reviews. These will show an increase of circa £80,000pa in aggregate and rental growth of 34% between 2008 and 2013. Two lettings on the recently pedestrianised St Mary's Street have set encouraging new rental levels, circa 33% above previous levels, and letting activity continues in the two listed Arcades. We are also progressing the Creative Quarter, a project to bring approximately 18,000 sq ft of redundant upper parts back into office use. We have already agreed terms to let phase one of this at rents above appraisal levels (circa £17.50 psf).
Broadway House, London W6
The office is now fully let having concluded a recent letting to Drugdev at £33.50 psf. We have received planning permission to create an extra 3,500 sq ft office floor on top of the building which we will implement in Q4 2014.
Shepherds Building, London W14
The circa £1.5m refurbishment of the reception, bar/café and common parts will complete in January 2014, following which we hope to achieve rents in the mid-£30's compared to the current average rent in the building of circa £24 psf. At present, there are only two small units vacant (1,067 sq ft) out of a total of 151,000 sq ft.
Independent review report to the members of Helical Bar plc
Introduction
We have reviewed the condensed set of unaudited financial statements in the Half Year Statement of Helical Bar plc for the six months to 30 September 2013 which comprises the consolidated income statement, the consolidated statement of comprehensive income, the consolidated balance sheet, the consolidated cash flow statement, the consolidated statement of changes in equity, and the related notes. We have read the other information contained in the Half Year Statement: Financial Highlights, Chief Executive's Statement, Financial Review, 'Helical at a Glance', Development Portfolio Overview and Investment Portfolio Overview, and have considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.
This report is made solely to the Company's members, as a body, in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information performed by the Independent Auditor of the Entity'. Our review work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our review work, for this report, or for the conclusion we have formed.
Directors' responsibilities
The Half Year Statement is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the Half Year Statement in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.
As disclosed in note 1, the annual financial statements of the Group are prepared in accordance with International Financial Reporting Standards as adopted by the European Union. The condensed set of financial statements included in this Half Year Statement has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union.
Our responsibility
Our responsibility is to express a conclusion on the condensed set of financial statements in the Half Year Statement based on our review.
Scope of review
We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity'. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the Half Year Statement for the six months to 30 September 2013 is not prepared, in all material respects, in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.
Grant Thornton UK LLP
Chartered Accountants
London
28th November 2013
Unaudited Consolidated Income Statement
For the Half Year to 30 September 2013
Notes | Half Year To 30 September 2013 £000 | Half Year To 30 September 2012 £000 | Year To 31 March 2013 £000 | |
Revenue | 3 | 87,874 | 44,225 | 65,439 |
Net rental income | 4 | 11,075 | 9,794 | 19,578 |
Development property profit |
| 60,940 | 4,739 | 6,956 |
Trading property loss |
| - | (6) | (1) |
Share of results of joint ventures | 12 | 6,063 | 1,219 | 3,854 |
Other operating income/(expense) |
| 105 | 2 | (547) |
Gross profit before gain on sale and revaluation of investment properties |
| 78,183 | 15,748 | 29,840 |
Net gain on sale and revaluation of investment properties | 5 | 3,921 | 557 | 1,335 |
Impairment of available-for-sale investments |
| (771) | - | - |
Gross profit |
| 81,333 | 16,305 | 31,175 |
Administrative expenses | 6 | (11,613) | (4,957) | (14,920) |
Operating profit |
| 69,720 | 11,348 | 16,255 |
Finance costs | 7 | (6,445) | (5,042) | (9,577) |
Finance income |
| 869 | 258 | 887 |
Change in fair value of derivative financial instruments |
| 4,905 | (659) | (2,573) |
Foreign exchange (loss)/gain |
| (199) | (662) | 17 |
Profit before tax |
| 68,850 | 5,243 | 5,009 |
Tax on profit on ordinary activities | 8 | (13,405) | (1,169) | 815 |
Profit after tax |
| 55,445 | 4,074 | 5,824 |
- attributable to non-controlling interests |
| 16 | (7) | (43) |
- attributable to equity shareholders |
| 55,429 | 4,081 | 5,867 |
Profit for the period |
| 55,445 | 4,074 | 5,824 |
| ||||
Earnings per 1p share | 10 | |||
| ||||
Basic |
| 47.4p | 3.5p | 5.0p |
Diluted |
| 46.4p | 3.5p | 5.0p |
Unaudited ConsolidatedStatement of Comprehensive Income
For the Half Year to 30 September 2013
Half Year To 30 September 2013 £000 | Half Year To 30 September 2012 £000 | Year To 31 March 2013 £000 | |
Profit for the period | 55,445 | 4,074 | 5,824 |
Impairment of available-for-sale investments | (928) | (432) | (1,304) |
Exchange difference on retranslation of net investments in foreign operations | 8 | (34) | (212) |
Total comprehensive income for the period | 54,525 | 3,608 | 4,308 |
- attributable to equity shareholders | 54,509 | 3,615 | 4,351 |
- attributable to non-controlling interests | 16 | (7) | (43) |
54,525 | 3,608 | 4,308 | |
All items reconciling profit to total comprehensive income are not recyclable through the Income Statement.
Unaudited consolidated Balance Sheet
At 30 September 2013
Notes | At 30 September 2013 £000 | At 30 September 2012 £000 | At 31 March 2013 £000 | |
Non-current assets | ||||
Investment properties | 11 | 389,326 | 326,601 | 312,026 |
Owner occupied property, plant and equipment | 1,112 | 1,138 | 1,153 | |
Investment in joint ventures | 12 | 53,800 | 41,344 | 49,890 |
Derivative financial instruments | 19 | 1,428 | 260 | 146 |
Trade and other receivables | 15 | 6,491 | 6,141 | 6,325 |
Deferred tax asset | 8 | 6,734 | 8,010 | 10,381 |
458,891 | 383,494 | 379,921 | ||
Current assets | ||||
Land, developments and trading properties | 13 | 101,072 | 86,810 | 92,874 |
Available-for-sale investments | 14 | 4,290 | 6,766 | 5,997 |
Trade and other receivables | 15 | 42,130 | 24,256 | 38,017 |
Cash and cash equivalents | 16 | 63,239 | 38,893 | 36,863 |
| 210,731 | 156,725 | 173,751 | |
Total assets | 669,622 | 540,219 | 553,672 | |
| ||||
Current liabilities | ||||
Trade and other payables | 17 | (57,183) | (29,477) | (34,929) |
Corporation tax payable | (9,333) | (21) | (70) | |
Borrowings | 18 | (15,958) | (81,088) | (39,295) |
| (82,474) | (110,586) | (74,294) | |
Non-current liabilities | ||||
Borrowings | 18 | (280,070) | (172,137) | (220,446) |
Derivative financial instruments | 19 | (1,541) | (3,365) | (5,164) |
| (281,611) | (175,502) | (225,610) | |
Total liabilities | (364,085) | (286,088) | (299,904) | |
Net assets | 305,537 | 254,131 | 253,768 |
Equity | ||||
Called-up share capital | 20 | 1,447 | 1,447 | 1,447 |
Share premium account | 98,678 | 98,678 | 98,678 | |
Revaluation reserve | 14,500 | 2,608 | 10,593 | |
Capital redemption reserve | 7,478 | 7,478 | 7,478 | |
Other reserves | 291 | 291 | 291 | |
Retained earnings | 183,057 | 143,523 | 135,211 | |
Equity attributable to equity holders of the parent | 305,451 | 254,025 | 253,698 | |
Non-controlling interests | 86 | 106 | 70 | |
Total equity | 305,537 | 254,131 | 253,768 | |
|
Unaudited Consolidated Cash Flow Statement
For the Half Year to 30 September 2013
Half Year To 30 September 2013 £000 | Half Year To 30 September 2012 £000 | Year To 31 March 2013 £000 | |
Cash flows from operating activities | |||
Profit before tax | 68,850 | 5,243 | 5,009 |
Depreciation | 352 | 140 | 340 |
Revaluation gain on investment properties | (3,907) | (739) | (3,723) |
Loss on sales of investment properties | (14) | 182 | 2,388 |
Net financing costs | 5,576 | 4,822 | 8,690 |
Change in value of derivative financial instruments | (4,905) | 659 | 2,573 |
Share based payment charge | 1,567 | 766 | 1,864 |
Share of results of joint ventures | (6,063) | (1,219) | (3,854) |
Impairment of available-for-sale investment | 771 | - | - |
Foreign exchange movement | 79 | 496 | (211) |
Other non-cash items | (10) | - | - |
Cash inflows from operations before changes in working capital | 62,296 | 10,350 | 13,076 |
Change in trade and other receivables | (4,279) | (7,772) | (21,470) |
Change in land, developments and trading properties | (7,161) | 13,700 | 9,520 |
Change in trade and other payables | 20,683 | 5,374 | 10,637 |
Cash inflows generated from operations | 71,539 | 21,652 | 11,763 |
Finance costs | (7,811) | (7,133) | (13,104) |
Finance income | 869 | 320 | 887 |
Tax (paid)/received | (495) | 1,250 | 732 |
(7,437) | (5,563) | (11,485) | |
Cash flows from operating activities | 64,102 | 16,089 | 278 |
Cash flows from investing activities | |||
Purchase of investment property | (74,150) | (2,775) | (5,141) |
Sale of investment property | 1,038 | 3,572 | 21,910 |
Cost of cancelling interest rate swap | - | - | (1) |
Investment in joint ventures | (150) | - | (6,622) |
Return of investment in joint ventures | 2,293 | 367 | 751 |
Sale of plant and equipment | (343) | - | - |
Purchase of leasehold improvements, plant and equipment | 41 | (33) | (242) |
Net cash (used in)/generated from investing activities
| (71,271) | 1,131 | 10,655 |
Cash flows from financing activities | |||
Bank borrowings drawn down | 62,850 | 5,971 | 33,682 |
Bank borrowings repaid | (104,954) | (15,685) | (37,001) |
Retail bond | 80,000 | - | - |
Equity dividends paid | (4,323) | (3,973) | (6,134) |
Net cash generated from/(used in) financing activities | 33,573 | (13,687) | (9,453) |
Net increase in cash and cash equivalents | 26,404 | 3,533 | 1,480 |
Exchange losses on cash and cash equivalents | (28) | (51) | (28) |
Cash and cash equivalents at start of period | 36,863 | 35,411 | 35,411 |
Cash and cash equivalents at end of period | 63,239 | 38,893 | 36,863 |
Unaudited Consolidated Statement of Changes in Equity
At 30 September 2013
|
Share capital £000 |
Share premium £000 |
Revaluation reserve £000 | Capital redemption reserve £000 |
Other reserves £000 |
Retained earnings £000 | Non-controlling interests £000 |
Total £000 |
At 31 March 2012
| 1,447 | 98,678 | 2,612 | 7,478 | 291 | 143,111 | 113 | 253,730 |
Total comprehensive income | - | - | - | - | - | 4,351 | (43) | 4,308 |
Revaluation surplus | - | - | 3,723 | - | - | (3,723) | - | - |
Realised on disposals | - | - | 4,258 | - | - | (4,258) | - | - |
Performance share plan | - | - | - | - | - | 1,864 | - | 1,864 |
Dividends paid
| - | - | - | - | - | (6,134) | - | (6,134) |
At 31 March 2013
| 1,447 | 98,678 | 10,593 | 7,478 | 291 | 135,211 | 70 | 253,768 |
Total comprehensive income | - | - | - | - | - | 54,509 | 16 | 54,525 |
Revaluation surplus | - | - | 3,907 | - | - | (3,907) | - | - |
Performance share plan | - | - | - | - | - | 1,567 | - | 1,567 |
Dividends paid | - | - | - | - | - | (4,323) | - | (4,323) |
At 30 September 2013 | 1,447 | 98,678 | 14,500 | 7,478 | 291 | 183,057 | 86 | 305,537 |
The adjustment against retained earnings of £1,567,000 (31 March 2013: £1,864,000) adds back the share based payments charge in accordance with IFRS 2 Share Based Payments.
There were net transactions with shareholders of £2,756,000 (31 March 2013: £4,270,000) made up of the performance share plan charge of £1,567,000 (31 March 2013: £1,864,000) and the dividends paid of £4,323,000 (31 March 2013: £6,134,000).
At 30 September 2012
|
Share capital £000 |
Share premium £000 |
Revaluation reserve £000 | Capital redemption reserve £000 |
Other reserves £000 |
Retained earnings £000 | Non-controlling interests £000 |
Total £000 |
At 31 March 2012 | 1,447 | 98,678 | 2,612 | 7,478 | 291 | 143,111 | 113 | 253,730 |
Total comprehensive income | - | - | - | - | - | 3,615 | (7) | 3,608 |
Revaluation surplus | - | - | 739 | - | - | (739) | - | - |
Realised on disposals | - | - | (743) | - | - | 743 | - | - |
Performance share plan | - | - | - | - | - | 766 | - | 766 |
Dividends paid | - | - | - | - | - | (3,973) | - | (3,973) |
At 30 September 2012 | 1,447 | 98,678 | 2,608 | 7,478 | 291 | 143,523 | 106 | 254,131 |
There were net transactions with shareholders of £3,207,000 made up of the performance share plan charge of £766,000 and dividends paid of £3,973,000.
For a breakdown of Total comprehensive income see the Unaudited Consolidated Statement of Comprehensive Income.
Unaudited notes to the Half Year Statement
1. Financial Information
The financial information contained in this statement does not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006. The full accounts for the year ended 31 March 2013, which were prepared under International Financial Reporting Standards as adopted by the European Union and which received an unqualified report from the Auditors, and did not contain a statement under Section 498 of the Companies Act 2006, have been filed with the Registrar of Companies.
These interim condensed consolidated financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union. The principal accounting policies have remained unchanged from the prior financial period to 31 March 2013.
They do not include all of the information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements of the Group for the year ending 31 March 2013.
The Directors have a reasonable expectation that the Group will continue in operational existence for the foreseeable future and have, therefore, used the going concern basis in preparing the financial statements.
Principal risks and uncertainties
The responsibility for the governance of the Group's risk profile lies with the Board of Directors of Helical. The Board is responsible for setting the Group's risk strategy by assessing risks, determining its willingness to accept those risks and ensuring that the risks are monitored and that the Group is aware of and, if appropriate, reacts to, changes in those risks. The Board is also responsible for allocating responsibility for risk within the Group's management structure.
The Group considers its principal risks to be:
- strategic risk
- financial risk
- development risk
- reputational risk, and
- people risk.
There have been no significant changes to these risk areas in the period nor are there expected to be for the half year to 31 March 2014. A further analysis of these risks is included within the consolidated financial statements of the Group for the year ended 31 March 2013.
The half year statement was approved by the Board on 28 November 2013 and is being sent to shareholders and will be available from the Company's registered office at 11‑15 Farm Street, London W1J 5RS and on the Company's website at www.helical.co.uk.
2. Statement of Directors' responsibilities
The Directors confirm that, to the best of their knowledge, this condensed set of financial statements has been prepared in accordance with IAS 34 as adopted by the European Union, and that the interim management report herein includes a fair review of the information required by DTR 4.2.7R and DTR 4.2.8R.
Balances with related parties at 30 September 2013 and 31 March 2013 are disclosed in note 23.
A list of current Directors is maintained at 11-15 Farm Street, London W1J 5RS and at www.helical.co.uk.
On behalf of the Board
Tim Murphy
Finance Director
28th November 2013
3. Segmental information
The Group identifies two discrete operating segments whose results are regularly reviewed by the Chief Operating Decision Maker (the Chief Executive) to allocate resources to these segments and to assess their performance. The segments are:
· investment properties, which are owned or leased by the Group for long-term income and for capital appreciation, and trading properties, which are owned or leased with the intention to sell; and,
· development properties, which include sites, developments in the course of construction, completed developments available for sale, and pre-sold developments.
Investment and trading | Developments | Total | Investment and trading | Developments | Total | |
Half year to 30.09.13 | Half year to 30.09.13 | Half year to 30.09.13 | Half year to 30.09.12 | Half year to 30.09.12 | Half year to 30.09.12 | |
Revenue | £000 | £000 | £000 | £000 | £000 | £000 |
Rental income | 12,514 | 918 | 13,432 | 12,129 | 846 | 12,975 |
Development property income | - | 73,107 | 73,107 | - | 31,140 | 31,140 |
Trading property sales | - | - | - | 100 | - | 100 |
Other revenue | 1,335 | - | 1,335 | 10 | - | 10 |
Revenue | 13,849 | 74,025 | 87,874 | 12,239 | 31,986 | 44,225 |
Investment and trading | Developments | Total | ||||
Year to 31.03.13 | Year to 31.03.13 | Year to 31.03.13 | ||||
Revenue | £000 | £000 | £000 | |||
Rental income | 24,032 | 1,784 | 25,816 | |||
Development property income | - | 38,498 | 38,498 | |||
Trading property sales | 122 | - | 122 | |||
Other revenue | 1,003 | - | 1,003 | |||
Revenue | 25,157 | 40,282 | 65,439 | |||
Investment and trading | Developments | Total | Investment and trading | Developments | Total | |
Half year to 30.09.13 | Half year to 30.09.13 | Half year to 30.09.13 | Half year to 30.09.12 | Half year to 30.09.12 | Half year to 30.09.12 | |
Profit before tax | £000 | £000 | £000 | £000 | £000 | £000 |
Net rental income | 10,354 | 721 | 11,075 | 9,069 | 725 | 9,794 |
Development property profit | - | 60,940 | 60,940 | - | 4,739 | 4,739 |
Trading property loss | - | - | - | (6) | - | (6) |
Share of results of joint ventures | 8,468 | (2,405) | 6,063 | 1,124 | 95 | 1,219 |
Gain on sale and revaluation of investment properties | 3,921 | - | 3,921 | 557 | - | 557 |
22,743 | 59,256 | 81,999 | 10,744 | 5,559 | 16,303 | |
Other operating income | (666) | 2 | ||||
Gross profit | 81,333 | 16,305 | ||||
Administrative expenses | (11,613) | (4,957) | ||||
Net finance costs | (671) | (5,443) | ||||
Foreign exchange (loss)/gain | (199) | (662) | ||||
Profit before tax | 68,850 | 5,243 | ||||
Investment and trading | Developments | Total | ||||
Year to 31.03.13 | Year to 31.03.13 | Year to 31.03.13 | ||||
Profit before tax | £000 | £000 | £000 | |||
Net rental income | 18,232 | 1,346 | 19,578 | |||
Development property profit | - | 6,956 | 6,956 | |||
Trading property loss | (1) | - | (1) | |||
Share of results of joint ventures | 4,323 | (469) | 3,854 | |||
Gain on sale and revaluation of investment properties | 1,335 | - | 1,335 | |||
23,889 | 7,833 | 31,722 | ||||
Other operating expense | (547) | |||||
Gross profit | 31,175 | |||||
Administrative expenses | (14,920) | |||||
Net finance costs | (11,263) | |||||
Foreign exchange gain | 17 | |||||
Profit before tax | 5,009 |
Investment and trading | Developments | Total | Investment and trading | Developments | Total | |
At 30.09.13 | At 30.09.13 | At 30.09.13 | At 31.03.13 | At 31.03.13 | At 31.03.13 | |
Balance sheet | £000 | £000 | £000 | £000 | £000 | £000 |
Investment properties | 389,326 | - | 389,326 | 312,026 | - | 312,026 |
Land, development and trading properties | 2,528 | 98,544 | 101,072 | 2,528 | 90,346 | 92,874 |
Investment in joint ventures | 48,017 | 5,783 | 53,800 | 41,687 | 8,203 | 49,890 |
439,871 | 104,327 | 544,198 | 356,241 | 98,549 | 454,790 | |
Other assets | 125,424 | 98,882 | ||||
Total assets | 669,622 | 553,672 | ||||
Liabilities | (364,085) | (299,904) | ||||
Net assets | 305,537 | 253,768 | ||||
Investment and trading | Developments | Total | ||||
At 30.09.12 | At 30.09.12 | At 30.09.12 | ||||
Balance sheet | £000 | £000 | £000 | |||
Investment properties | 326,601 | - | 326,601 | |||
Land, development and trading properties | 2,510 | 84,300 | 86,810 | |||
Investment in joint ventures | 32,576 | 8,768 | 41,344 | |||
361,687 | 93,068 | 454,755 | ||||
Other assets | 85,464 | |||||
Total assets | 540,219 | |||||
Liabilities | (286,088) | |||||
Net assets | 254,131 | |||||
4. Net rental income
| Half Year To 30 September 2013 £000 | Half Year To 30 September 2012 £000 | Year To 31 March 2013 £000 |
Gross rental income | 13,432 | 12,975 | 25,816 |
Rents payable | (280) | (172) | (342) |
Property overheads | (1,736) | (2,618) | (5,186) |
Net rental income | 11,416 | 10,185 | 20,288 |
Net rental income attributable to profit share partner | (341) | (391) | (710) |
Group share of net rental income | 11,075 | 9,794 | 19,578 |
5. Net gain on sale and revaluation of investment properties
Half Year To 30 September 2013 £000 | Half Year To 30 September 2012 £000 | Year To 31 March 2013 £000 | |
Net proceeds from the sale of investment properties | 1,084 | 3,936 | 21,910 |
Book value (note 11) | (1,024) | (3,753) | (23,865) |
Tenants incentives on sold properties | (46) | (365) | (433) |
Gain/(loss) on sale of investment properties | 14 | (182) | (2,388) |
Revaluation surplus on investment properties | 3,907 | 739 | 3,723 |
Net gain on sale and revaluation of investment properties | 3,921 | 557 | 1,335 |
6. Administrative expenses
Half Year To 30 September 2013 £000 | Half Year To 30 September 2012 £000 | Year To 31 March 2013 £000 | |
Administration costs | 4,140 | 4,085 | 8,092 |
Performance related awards | 6,567 | 766 | 6,023 |
National insurance on performance related awards | 906 | 106 | 805 |
Administrative expenses | 11,613 | 4,957 | 14,920 |
7. Finance costs
Half Year To 30 September 2013 £000 | Half Year To 30 September 2012 £000 | Year To 31 March 2013 £000 | |
Interest payable on bank loans and overdrafts | (5,243) | (5,597) | (10,445) |
Interest payable on retail bond | (1,302) | - | - |
Other interest payable and similar charges | (1,052) | (791) | (1,658) |
Interest capitalised | 1,152 | 1,346 | 2,526 |
Finance costs | (6,445) | (5,042) | (9,577) |
8. Tax on profit on ordinary activities
Half Year To 30 September 2013 £000 | Half Year To 30 September 2012 £000 | Year To 31 March 2013 £000 | |
The tax (charge)/credit is based on the profit for the period and represents:
United Kingdom corporation tax at 23%. - Group corporation tax |
(9,758) |
(88) | (435) |
- Adjustment in respect of prior periods | - | - | - |
- Overseas tax | - | (41) | (84) |
Current tax charge | (9,758) | (129) | (519) |
Deferred tax | |||
- Capital allowances | 139 | 2 | 46 |
- Tax losses | (3,014) | (1,213) | 163 |
- Other temporary differences | (772) | 171 | 1,125 |
Deferred tax | (3,647) | (1,040) | 1,334 |
Total tax (charge)/credit for period | (13,405) | (1,169) | 815 |
Deferred tax |
At 30 September 2013 £000 |
At 31 March 2013 £000
|
At 30 September 2012 £000 |
Capital allowances | (2,282) | (2,421) | (2,465) |
Tax losses | 7,721 | 10,734 | 9,359 |
Other temporary differences | 1,295 | 2,068 | 1,116 |
Deferred tax asset | 6,734 | 10,381 | 8,010 |
Under IAS 12, deferred tax provisions are made for the tax that would potentially be payable on the realisation of investment properties and other assets at book value.
If upon sale of the investment properties the group retained all the capital allowances, the deferred tax provision in respect of capital allowances of £2.2m would be released and further capital allowances of £8.7m would be available to reduce future tax liabilities.
The deferred tax asset in respect of other temporary differences (income statement) arises from the recognition of tax relief available to the Group on the mark to market valuation of financial instruments and the future vesting of share awards.
9. Dividends
|
Half Year To 30 September 2013 £000 |
Half Year To 30 September 2012 £000 |
Year To 31 March 2013 £000 |
Attributable to equity share capital | |||
Ordinary | |||
- Interim paid 1.85p per share | - | - | 2,161 |
- Prior period final paid 3.70p per share (2012: 3.40p) | 4,323 | 3,973 | 3,973 |
4,323 | 3,973 | 6,134 |
The interim dividend of 2.00p (30 September 2012: 1.85p per share) was approved by the board on 26 November 2013 and will be paid on 27 December 2013 to shareholders on the register on 6 December 2013. This interim dividend, amounting to £2,337,000, has not been included as a liability as at 30 September 2013.
10. Earnings per 1p share
The calculation of the basic earnings per share is based on the earnings attributable to ordinary shareholders divided by the weighted average number of shares in issue during the period. This is a different basis to the net asset per share calculations which are based on the number of shares at the year end. Shares held by the ESOP, which has waived its entitlement to receive dividends, are treated as cancelled for the purpose of this calculation.
The calculation of diluted earnings per share is based on the basic earnings per share, adjusted to allow for the issue of shares and the post tax effect of dividends on the assumed exercise of all dilutive options.
The earnings per share is calculated in accordance with IAS 33 and the best practice recommendations of the European Public Real Estate Association ("EPRA").
Reconciliations of the earnings and weighted average number of shares used in the calculations are set out below.
Half Year to 30 September 2013 £000s | Half Year to 30 September 2012 £000s | |
Ordinary shares in issue | 118,138 | 118,138 |
Weighting adjustment | (1,292) | (1,292) |
Weighted average ordinary shares in issue for calculation of basic earnings per share | 116,846 | 116,846 |
Weighting average ordinary shares issued on exercise of share options | 35 | 35 |
Weighted average ordinary shares to be issued under performance share plan | 2,576 | 464 |
Weighted average ordinary shares in issue for calculation of diluted and diluted EPRA earnings per share | 119,457 | 117,345 |
Basic earnings per share | 47.4p | 3.5p |
Diluted earnings per share | 46.4p | 3.5p |
£000s | £000s | |
Earnings used for calculation of basic and diluted earnings per share | 55,429 | 4,081 |
Net gain on sale and revaluation of investment properties - subsidiaries | (3,921) | (557) |
- joint ventures | (6,981) | 61 |
Tax on profit on disposal of investment properties | 3 | (42) |
Trading property loss | - | 6 |
Fair value movement on derivative financial instruments - subsidiaries | (4,905) | 659 |
- joint ventures | (409) | 96 |
Impairment of available-for-sale investment | 771 | - |
Deferred tax on adjusting items | 888 | 871 |
Performance related awards | 7,474 | 873 |
Earnings used for calculations of adjusted diluted EPRA earnings per share | 48,349 | 6,048 |
Performance related awards | (7,473) | (872) |
Earnings used for calculation of diluted EPRA earnings per share | 40,876 | 5,176 |
Adjusted diluted EPRA earnings per share | 40.5p | 5.2p |
Diluted EPRA earnings per share | 34.2p | 4.4p |
The earnings used for the calculation of diluted EPRA earnings per share includes net rental income and development property profits but excludes trading property losses.
11. Investment properties
6 months to 30 September 2013 £000 | 6 months to 30 September 2012 £000 | |
Fair value at 1 April | 312,026 | 326,876 |
Additions at cost | 74,150 | 2,774 |
Disposals | (1,024) | (3,753) |
Revaluation | 3,907 | 739 |
Revaluation surplus/(deficit) attributable to profit share partner | 267 | (35) |
As at 30 September | 389,326 | 326,601 |
All properties are stated at market value as at 30 September 2013, and are valued by professionally qualified external valuers (Cushman & Wakefield LLP) in accordance with the Valuation Standards (6th edition) published by the Royal Institute of Chartered Surveyors.
Interest capitalised in respect of the refurbishment of investment properties at 30 September 2013 amounted to £5,767,000 (31 March 2013 and 30 September 2012: £5,767,000). Interest capitalised during the period in respect of the refurbishment of investment properties was £nil.
The historical cost of investment property is £372,997,000 (31 March 2013: £298,878,000; 30 September 2012: £321,736,000).
12. Joint ventures
Share of results of joint ventures | Half year to 30 September 2013 £000 | Half year to 30 September 2012 £000 | Year to 31 March 2013 £000 |
Gross rental income | 3,400 | 3,049 | 6,193 |
Rents payable | (272) | (371) | (802) |
Property overheads | (70) | (260) | (510) |
Net rental income | 3,058 | 2,418 | 4,881 |
Net gain/(loss) on sale and revaluation of investment properties | 6,930 | (61) | 3,109 |
Impairment of held for sale asset | (4,775) | - | - |
Development profit | 2,585 | - | - |
Other operating income/(expense) | 39 | 47 | (758) |
Administrative expenses | (224) | (76) | (702) |
Finance costs | (1,225) | (974) | (2,269) |
Finance income | 52 | 35 | 66 |
Change in fair value movement of derivative financial instruments | 409 | (96) | 32 |
Profit/(loss) before tax | 6,849 | 1,293 | 4,359 |
Tax | (786) | (74) | (505) |
Profit/(loss) after tax | 6,063 | 1,219 | 3,854 |
Investment in joint ventures |
At 30 September 2013 £000 |
At 31 March 2013 £000 | At 30 September 2012 £000 |
Summarised balance sheets | |||
Non-current assets | |||
Investment properties | 95,107 | 94,962 | 67,278 |
Owner occupied property, plant and equipment | 23 | 25 | 26 |
95,130 | 94,987 | 67,304 | |
Current assets | |||
Land, development and trading properties | 25,136 | 23,797 | 20,468 |
Held for sale investments | - | 4,792 | 4,792 |
Trade and other receivables | 2,914 | 2,050 | 3,829 |
Cash | 24,067 | 9,793 | 12,426 |
52,117 | 40,432 | 41,515 | |
Current liabilities | |||
Trade and other payables | (43,245) | (36,185) | (28,083) |
Borrowings | (750) | (720) | (2,190) |
(43,995) | (36,905) | (30,273) | |
Non-current liabilities | |||
Trade and other payables | (8,634) | - | - |
Borrowings | (40,197) | (47,594) | (36,099) |
Derivative financial instruments | (621) | (1,030) | (1,103) |
(49,452) | (48,624) | (37,202) | |
Net assets | 53,800 | 49,890 | 41,344 |
Included within cash at 30 September 2013 is £17,580,000 of restricted cash held in escrow (31 March 2013 and 30 September 2012: £nil).
The Directors' valuation of trading and development stock shows a surplus of £1,586,000 (31 March 2013: £1,028,000; 30 September 2012: £1,052,000) above book value.
13. Land, developments and trading properties
At 30 September 2013 £000 | At 31 March 2013 £000 | At 30 September 2012 £000 | |
Development properties | 98,544 | 90,346 | 84,300 |
Properties held as trading stock | 2,528 | 2,528 | 2,510 |
101,072 | 92,874 | 86,810 |
The Directors' valuation of trading and development stock shows a surplus of £23,614,000 (31 March 2013: £48,837,000; 30 September 2012: £35,376,000) above book value.
Total interest to date in respect of the development of sites is included in stock to the extent of £6,346,000 (31 March 2013: £7,010,000; 30 September 2012: £6,337,000). Interest capitalised during the period in respect of development sites amounted to £1,152,000.
14. Available-for-sale investments
6 months to 30 September 2013 £000 |
6 months to 30 September 2012 £000 | |
Fair value at 1 April 2013 | 5,997 | 7,003 |
Fair value additions | - | 271 |
Fair value adjustments | (1,707) | (508) |
As at 30 September 2013 | 4,290 | 6,766 |
The fair values of the Group's available-for-sale investments have been determined by assessing the expected future consideration receivable from these investments, representing Level 3 fair value measurements as defined by IFRS 13 Fair Value Measurement as the value cannot be derived from observable market data.
15. Trade and other receivables
Due after 1 year
| |||
At 30 September 2013 £000 | At 31 March 2013 £000 | At 30 September 2012 £000 | |
Trade receivables | 6,491 | 6,325 | 6,141 |
6,491 | 6,325 | 6,141 |
Due within 1 year | |||
At 30 September 2013 £000 | At 31 March 2013 £000 | At 30 September 2012 £000 | |
Trade receivables | 7,364 | 8,913 | 9,411 |
Other receivables | 30,114 | 25,860 | 13,445 |
Prepayments and accrued income | 4,652 | 3,244 | 1,400 |
42,130 | 38,017 | 24,256 |
Trade receivables due after one year relate to monies receivable in 2015 and 2016 which have been discounted under the requirements of IAS 18.
16. Cash and cash equivalents
At 30 September 2013 £000 | At 31 March 2013 £000 | At 30 September 2012 £000 | |
Rent deposits and cash held at managing agents | 6,667 | 2,788 | 5,875 |
Restricted cash | 4,860 | 7,327 | 1,169 |
Cash deposits | 51,712 | 26,748 | 31,849 |
63,239 | 36,863 | 38,893 |
Restricted cash is made up of cash held by solicitors and cash in blocked accounts.
17. Trade and other payables
At 30 September 2013 £000 | At 31 March 2013 £000 | At 30 September 2012 £000 | |
Trade payables | 6,901 | 7,599 | 6,507 |
Other payables | 18,707 | 7,061 | 8,009 |
Accruals and deferred income | 31,575 | 20,269 | 14,961 |
57,183 | 34,929 | 29,477 |
18. Borrowings
| At 30 September 2013 £000 | At 31 March 2013 £000 | At 30 September 2012 £000 |
Current secured bank borrowings:- less than one year | 15,958 | 39,295 | 81,088 |
Secured bank loans repayable within:- | |||
- one to two years | 9,909 | 10,811 | 11,037 |
- two to three years | 6,977 | 63,009 | 40,577 |
- three to four years | 67,540 | 99,301 | 19,965 |
- four to five years | 116,876 | 47,325 | 100,588 |
Non-current secured bank borrowings | 201,302 | 220,446 | 172,137 |
Retail bond (unsecured) | |||
- six to seven years | 78,768 | - | - |
Total non-current borrowings | 280,070 | 220,446 | 172,137 |
Total borrowings | 296,028 | 259,741 | 253,255 |
During the period the Group issued £80m of retail bonds. These bonds are held at face value less unamortised finance costs (£78,768,000). |
Net Gearing |
At 30 September 2013 £000 |
At 31 March 2013 £000 |
At 30 September 2012 £000 |
Total borrowings | 296,028 | 259,741 | 253,225 |
Cash | (63,239) | (36,863) | (38,893) |
Net borrowings | 232,789 | 222,878 | 214,332 |
Net borrowings excludes the Group's share of borrowings in joint ventures and held for sale investments of £40,947,000 (31 March 2013: £48,314,000; 30 September 2012: £38,289,000) and cash of £24,067,000 (31 March 2013: £9,793,000; 30 September 2012: £12,426,000). All borrowings in joint ventures and held for sale investments are secured.
| |||
£000 | £000 | £000 | |
Net assets | 305,537 | 253,768 | 254,131 |
Gearing | 76% | 88% | 84% |
19. Derivative financial instruments
At 30 September 2013 £000 | At 31 March 2013 £000 | At 30 September 2012 £000 | |
Derivative financial instruments asset | 1,428 | 146 | 260 |
Derivative financial instruments liability | (1,541) | (5,164) | (3,365) |
The fair values of the Group's outstanding interest rate swaps have been estimated by calculating the present values of future cash flows, using appropriate market discount rates, representing Level 2 fair value measurements as defined in IFRS 13 Fair Value Measurement.
20. Share capital
At 30 September 2013 £000 | At 31 March 2013 £000 | At 30 September 2012 £000 | |
Authorised | 39,577 | 39,577 | 39,577 |
39,577 | 39,577 | 39,577 |
The authorised share capital of the Company is £39,576,626.60 divided into ordinary shares of 1p each and deferred shares of 1/8p each.
Allotted, called up and fully paid - 118,137,522 ordinary shares of 1p each |
1,182 |
1,182 |
1,182 |
- 212,145,300 deferred shares of 1/8 p each | 265 | 265 | 265 |
1,447 | 1,447 | 1,447 |
As at 30 September 2013, 1 April 2013 and 30 September 2012, the Company had 118,137,522 ordinary 1p shares in issue.
Share options
At 30 September 2013 there were 34,713 unexercised options over new ordinary 1p shares (31 March 2013 and 30 September 2012: 34,713).
21. Own shares held
Following approval at the 1997 Annual General Meeting the Company established the Helical Bar Employees' Share Ownership Plan Trust (the "Trust") to be used as part of the remuneration arrangements for employees. The purpose of the Trust is to facilitate and encourage the ownership of shares by or for the benefit of employees by the acquisition and distribution of shares in the Company.
The Trust purchases shares in the Company to satisfy the Company's obligations under its Share Option Scheme and Performance Share Plan.
At 30 September 2013 the Trust held 1,292,000 ordinary shares in Helical Bar plc (31 March 2013 and 30 September 2012: 1,292,000).
At 30 September 2013 options over nil (31 March 2013 and 30 September 2012: nil) ordinary shares in Helical Bar plc had been granted through the Trust. At 30 September 2013 awards over 9,721,375 (31 March 2013 and 30 September 2012: 9,310,162) ordinary shares in Helical Bar plc, made under the terms of the Performance Share Plan, were outstanding.
22. Net assets per share
At 30 September 2013 £000 |
Number of shares 000's |
At 30 September 2013 Pence per share | |
Net asset value | 305,537 | 118,138 | |
Less: -own shares held by ESOP | (1,292) | ||
- deferred shares | (265) | ||
Basic net asset value | 305,272 | 116,846 | 261 |
Unexercised share options | 90 | 35 | |
Dilutive effect of the Performance Share Plan | 7,169 | 3,592 | |
Diluted net asset value | 312,531 | 120,473 | 259 |
Adjustments for | |||
- fair value of financial instruments | 734 | ||
- deferred tax | 1,654 | ||
Adjusted diluted net asset value | 314,919 | 120,473 | 261 |
Adjustment for | |||
- fair value of trading and development properties (including in joint ventures) | 25,200 | ||
Diluted EPRA net asset value | 340,119 | 120,473 | 282 |
Adjustment for | |||
- fair value of financial instruments | (734) | ||
- deferred tax | (1,654) | ||
Diluted EPRA triple NAV | 337,731 | 120,473 | 280 |
The adjustment for the fair value of trading and development properties represents the surplus as at 30 September 2013.
At 31 March 2013 £000 |
Number of shares 000's |
At 31 March 2013 Pence per share | |
Net asset value | 253,768 | 118,138 | |
Less: - own shares held by ESOP | (1,292) | ||
- deferred shares | (265) | ||
Basic net asset value | 253,503 | 116,846 | 217 |
Unexercised share options | 90 | 34 | |
Dilutive effect of the Performance Share Plan | 3,649 | 1,824 | |
Diluted net asset value | 257,242 | 118,704 | 217 |
Adjustment for - fair value of financial instruments | 6,048 | ||
- deferred tax | 578 | ||
Adjusted diluted net asset value | 263,868 | 118,704 | 222 |
Adjustment for - fair value of trading and development properties (including in joint ventures) | 49,865 | ||
Diluted EPRA net asset value | 313,733 | 118,704 | 264 |
Adjustment for - fair value of financial instruments | (6,048) | ||
- deferred tax | (578) | ||
Diluted EPRA triple net asset value | 307,107 | 118,704 | 259 |
The net asset values per share have been calculated in accordance with guidance issued by the European Public Real Estate Association ("EPRA").
23. Related party transactions
At 30 September 2013, 31 March 2013 and 30 September 2012 the following amounts were due from the Group's joint ventures.
At 30 September 2013 £000 | At 31 March 2013 £000 | At 30 September 2012 £000 | |
Abbeygate Helical (Leisure Plaza) Ltd | 4,823 | 3,279 | 2,316 |
Abbeygate Helical (C4.1) LLP | - | - | 10 |
King Street Developments (Hammersmith) Ltd | 2,900 | 2,392 | 2,150 |
Shirley Advance LLP | 4,323 | 4,323 | 4,311 |
HP Properties Limited (BVI) | - | - | - |
Barts Two Investment Property Ltd | 146 | 152 | 186 |
Helical Sosnica Sp zoo | 11,888 | 10,839 | 4,130 |
207 Old Street Unit Trust | 1,792 | 1,757 | - |
211 Old Street Unit Trust | 1,701 | 1,456 | - |
Old Street Retail Unit Trust | 719 | 684 | - |
City Road (Jersey) Ltd | 709 | 675 | - |
24. See-through analysis
This analysis incorporates the separate components of the results of the consolidated subsidiaries and Helical's share of its joint ventures results into a 'See-though' analysis of our property portfolio, debt profile and the associated income streams and financing costs, to assist in providing a comprehensive overview of the Group's activities.
Net rental income | Half year to 30 September 2013 £000 | Half year to 30 September 2012 £000 | Year to 31 March 2013 £000 |
In subsidiaries | 11,075 | 9,794 | 19,578 |
In joint ventures | 3,058 | 2,418 | 4,881 |
See-through net rental income | 14,133 | 12,212 | 24,459 |
Development profits | |||
In subsidiaries | 60,940 | 4,739 | 6,956 |
In joint ventures | 2,585 | - | - |
See-through development profit | 63,525 | 4,739 | 6,956 |
Gain/(loss) on sale of investment properties | |||
In subsidiaries | 14 | (182) | (2,388) |
In joint ventures | (51) | - | - |
See-through loss on sale of investment properties | (37) | (182) | (2,388) |
Gain on revaluation of investment properties | |||
In subsidiaries | 3,907 | 739 | 3,723 |
In joint ventures | 6,981 | (61) | 3,109 |
See-through gain on revaluation of investment properties | 10,888 | 678 | 6,832 |
Net finance costs | |||
In subsidiaries - finance costs | (6,445) | (5,042) | (9,577) |
- finance income | 869 | 258 | 887 |
In joint ventures - finance costs | (1,225) | (974) | (2,269) |
- finance income | 52 | 35 | 66 |
See-through net finance costs | (6,749) | (5,723) | (10,893) |
Net operating income | |||
See-through net rental income | 14,133 | 12,212 | 24,459 |
See-through trading profit/(losses) | - | (6) | (1) |
See-through development profits | 63,525 | 4,739 | 6,956 |
See-through gain/(loss) on sale of investment properties | (37) | (182) | (2,388) |
See-through net operating income | 77,621 | 16,763 | 29,026 |
Property Portfolio | At 30 September 2013 £000 | At 31 March 2013 £000 | At 30 September 2012 £000 |
Investment properties - subsidiaries | 389,326 | 312,026 | 326,601 |
- joint ventures | 95,107 | 94,962 | 67,278 |
Total investment properties | 484,433 | 406,988 | 393,879 |
Trading and development stock - subsidiaries | 101,072 | 92,874 | 86,810 |
- joint ventures | 73,401 | 76,698 | 64,495 |
Total book value | 174,473 | 169,572 | 151,305 |
Surplus of fair value over book cost - subsidiaries | 23,614 | 48,837 | 35,376 |
- joint ventures | 1,586 | 1,028 | 1,052 |
Total surplus of fair value over book value | 25,200 | 49,865 | 36,428 |
Total trading and development stock at fair value | 199,673 | 219,437 | 187,733 |
See-through property portfolio | 684,106 | 626,425 | 581,612 |
Net Borrowings | |||
In parent and subsidiaries - current liabilities | 15,958 | 39,295 | 81,088 |
- non-current liabilities | 280,070 | 220,446 | 172,137 |
Total | 296,028 | 259,741 | 253,225 |
In joint ventures - current liabilities | 750 | 720 | 2,190 |
- non-current liabilities | 70,984 | 72,509 | 63,085 |
Total | 71,734 | 73,229 | 65,275 |
In parent and subsidiaries - cash and cash equivalents | (63,239) | (36,863) | (38,893) |
In joint ventures - cash and cash equivalents | (30,422) | (9,793) | (15,784) |
Total | (93,661) | (46,656) | (54,677) |
See-through net borrowings | 274,101 | 286,314 | 263,823 |
The amounts related to joint ventures include the Group's share of Helical Sosnica which is included as a 'Held for sale investment' in note 12.
25. See-through interest cover, gearing, loan to value
Half Year To 30 September 2013 £000 | Half Year To 30 September 2012 £000 | Year To 31 March 2013 £000 | |
Interest cover | 11.5x | 2.9x | 2.7x |
Gearing | 90% | 105% | 113% |
Loan to value | 40% | 46% | 46% |
26. Capital commitments
As at 30 September 2013 the Group had exchanged contracts to buy £61m of properties of which £55m is scheduled to complete in December 2013, £1m is due to complete in 2014 and £5m is due to complete in 2016.
Related Shares:
Helical Bar