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Interim Management Report

6th Aug 2009 07:00

RNS Number : 9684W
Millennium & Copthorne Hotels PLC
06 August 2009
 



For Immediate Release

6 August 2009

MILLENNIUM & COPTHORNE HOTELS PLC
INTERIM MANAGEMENT REPORT
Second quarter and half year results to 30 June 2009

 

 

HIGHLIGHTS 

Second quarter:

£ millions

Second

Quarter

2009

Second

Quarter

2008

Reported

Currency

Change %

Constant

Currency

Change %

RevPAR

£53.00

£58.19

(8.9%)

(21.3%)

Revenue - total

158.5

177.7

(10.8%)

(22.5%)

Revenue - hotels

156.8

176.1

(11.0%)

(22.7%)

Headline operating profit

23.3

39.5

(41.0%)

(49.7%)

Headline profit before tax

20.6

36.4

(43.4%)

(52.0%)

Profit before tax

19.5

36.4

(46.4%)

(54.5%)

Basic earnings per share

5.2p

8.2p

(36.6%)

Headline earnings per share

5.6p

8.2p

(31.7%)

First half:

£ millions

First

Half

2009

First

Half

2008

Reported

Currency

Change %

Constant

Currency

Change %

RevPAR

£51.86

£54.91

(5.6%)

(19.8%)

Revenue - total

315.6

338.4

(6.7%)

(20.5%)

Revenue - hotels

312.5

334.5

(6.6%)

(20.4%)

Headline operating profit

38.4

67.6

(43.2%)

(51.5%)

Headline profit before tax

31.6

58.4

(45.9%)

(54.5%)

Profit before tax

30.5

58.4

(47.8%)

(56.1%)

Basic earnings per share

7.5p

12.9p

(41.9%)

Headline earnings per share

7.9p

12.9p

(38.8%)

Commenting today Mr Kwek Leng Beng, Chairman said:

Given the extremely difficult trading conditions experienced in the first half of the year, we are pleased with our overall operating performance. On a constant currency basis, although Group revenue for the half-year has fallen by £81.2m, we have achieved savings in our operating costs of £44.6m which have resulted in a very strong recovery rate of 54.9%. We are pleased to note that our owner-operator business model has proven resilient and has held itself well against negative market pressures.

Operating cash generation has been strong. We remain comfortable with the profile of our funding facilities and have lowered our gearing to 14.8%. Despite a down-turn in profitability in the half year, the Board has maintained the interim dividend at 2.08p per share and looks forward to restoring its progressive dividend policy.

While it remains difficult to predict future events we are pleased by encouraging signs of some stability returning to our major markets.

 

Enquiries

Millennium & Copthorne Hotels plc Tel: +44 (0) 20 7872 2444

Richard Hartman, Chief Executive Officer

Beng Lan Low, Senior Vice President Finance

Buchanan Communications Tel: +44 (0) 20 7466 5000

Tim Anderson/Charles Ryland/Rebecca Skye Dietrich

Analyst briefing

A meeting for analysts will be held at 9.30am at the offices of Buchanan Communications, 45 Moorfields, London EC2Y 9AE on Thursday 6 August 2009. 

  

CHAIRMAN'S STATEMENT

In line with the world economic slow-down our first half saw a fall in demand across all regions in which the Group operates. We have however been successful in pursuing new business channels that have helped to stem the decline in occupancy levels. At the same time we have witnessed significant pricing pressures that have forced Average Room Rates down by 12.6% on a constant currency basis. Global RevPAR has declined by 5.6% on a reported basis, and 19.8% on a constant currency basis, with near commensurate declines in revenue. 

Financial performance

The year began with a sharp RevPAR decline in New York for the first quarter, which has, however, slowed to a decline of 34.7in the second quarter. Visitor numbers to Singapore have continued to fall since mid-2008 impacting both corporate and leisure markets, and resulting in Singapore's recording the largest regional RevPAR fall of 37.7%. Against this, our Singapore hotels have reported a robust gross operating profit of 49% which is due to their low operating cost bases and to strong domestic demand for their food and beverage operations. Performance in London, our other gateway city, has been notably resilient in the first half, with RevPAR only marginally down by 2.5%.

As an owner and operator of hotel assets we continue to focus our strategy on strong trading in attractive destinations rather than purely brand driven considerations. Our business model has higher operational gearing than the business models of our major competitors and in the current difficult trading environment, this model has proven to be resilient. At constant rates of exchange, we have delivered savings of £44.6m in operating costs (including hotel fixed charges, non-hotel expenses and central costs) against a revenue fall of £81.2m. Our recovery rate of 54.9% reflects the impact of our profit protection scheme as well as our concentration on cost control. This has been achieved through a combination of head-count reduction, redesigning processes, basic attention to detail and solid performances by our hotel management teams. Results for the reported period are consequently in line with our expectations.

Profit before tax fell by 47.8% to £30.5m (2008: £58.4m) and basic earnings per share reduced by 41.9% to 7.5p (2008: 12.9p). In 2009, the Group has been benefitting from the effect of a weak sterling against the other major currencies that we operate, and, in constant currency terms, profit before tax fell by 56.1%.

In current market conditions, we continue to focus on achieving (and, where possible, exceeding) fair-market share within each hotel's pre-defined competitive set. We are committed also to maintaining our tight control of operating costs and capital expenditure. We have strong cash generation from operations and a strong balance sheet with low gearing of 14.8%.

Dividend

The Board has declared an interim dividend of 2.08p per share (2008: 2.08p

Appointment of Independent Non-Executive Directors

We announced the appointment of HE Shaukat Aziz, Mr Alexander Waugh and Mr Nicholas George as independent non-executive Directors of the Company on 15 June 2009, with effect from 16 June 2009. These appointments followed the Company's announcement in March 2009 that Viscount Thurso and Charles Kirkwood would be standing down from the Board at this year's Annual General Meeting, each having served seven years, and that Christopher Sneath was planning to retire after nine years on the Board.

Mr Christopher Sneath will continue as chairman of the Audit Committee to facilitate an orderly transition and intends to retire from the Board before the next Annual General Meeting. On Mr Sneath's retirement Mr George will succeed him as chairman of the

Audit Committee.

Mr Christopher Keljik has taken on the role of Senior Independent Director with effect from 16 June 2009.

Business development

The Group opened two hotels as management contracts, the 158-room Copthorne Hotel Sheffield in January and the 306-room Millennium Wuxi in June. The 299-room owned Wynfield Inn Orlando Convention Center was closed and the management contract for the 304-room Millennium Oy Oun Hotel Sharm el Sheikh ceased. With the signing of new hotels in the UK and Middle East the hotel pipeline increased by five with 2,338 rooms.

Outlook

In the month of July, RevPAR has continued to decline with a fall of 18.3%, but there are signs that the decline is slowing in Singapore and New York. However, London has fallen against a stronger period last year, in which it benefited from the biennial Farnborough Air Show. As markets stabilise and visibility improves, our attention turns now to longer-term planning for the Group.

Kwek Leng Beng

Chairman

August 2009

  

To the members of Millennium & Copthorne Hotels plc

This interim management report ("IMR") has been prepared solely to provide additional information to enable shareholders to assess the Company's strategies and the potential for those strategies to be fulfilled. It should not be relied upon by any other party or for any other purpose.

The IMR contains certain forward-looking statements. Such statements are made by the Directors in good faith based on the information available to them at the time of their approval of this report, and they should be treated with caution due to the inherent uncertainties underlying such forward-looking information.

The IMR has been prepared for the Group as a whole and therefore gives greatest emphasis to those matters which are significant to Millennium & Copthorne Hotels plc and its subsidiary undertakings when viewed as a whole. The IMR discusses the following aspects of the business: operations, business objectives, the results for the half year ended 30 June 2009, risks and uncertainties facing the Group during the second half of 2009 and the future outlook for the Group.

FINANCIAL AND OPERATING HIGHLIGHTS

Second

Quarter

2009

£m

Second

Quarter

2008

£m

First

Half

2009

£m

First

Half

2008

£m

Full

 Year

2008 

£m

Revenue

158.5

177.7

315.6

338.4

702.9

Operating profit

20.9

36.9

34.3

62.6

112.8

Headline operating profit 1

23.3

39.5

38.4

67.6

143.5

Profit before tax

19.5

36.4

30.5

58.4

102.8

Less:

Other operating income of the Group 2

-

-

-

-

(31.4)

Other operating expense of joint ventures and associates 3

-

-

-

-

19.4

Impairment 4

1.1

-

1.1

-

35.1

Headline profit before tax 1

20.6

36.4

31.6

58.4

125.9

Headline profit after tax

17.5

27.1

26.1

43.4

94.0

Profit for the period 

16.4

27.1

25.0

43.4

70.9

Basic earnings per share (pence)

5.2p

8.2p

7.5p

12.9p

21.3p

Headline earnings per share (pence) 1

5.6p

8.2p

7.9p

12.9p

29.1p

Net debt 

-

-

(243.2)

(263.3)

(285.1)

Gearing (%)

-

-

14.8%

17.7%

16.4%

Notes

1 The Group believes that headline operating profit, headline profit before tax and headline earnings per share provide useful and necessary information on underlying trends to shareholders, the investment community and are used by the Group for internal performance analysis. Reconciliation of these measures to the closest equivalent GAAP measures are shown in note to the interim management report.

2 The other operating income of the Group for the year ended 31 December 2008 represented a non-refundable cash deposit paid by the prospective buyer of CDL Hotels (Korea) Limited with one principal asset, the Millennium Seoul Hilton Hotel which had been forfeited as the buyer was unable to finalise its financing arrangements and, consequently, the agreement for the disposal was terminated. This resulted in the Group recording a £31.4m gain. 

3 The other operating expense of joint ventures and associates for the year ended 31 December 2008 comprised a loss of £20.4m which represented the Group's share of the revaluation deficit of investment properties of CDL Hospitality Trusts, the Group's 39.0% associate in a Singapore-listed REIT; and a gain of £3.6m representing the Group's share of net revaluation surplus of investment property of First Sponsor Capital Limited net of £2.6m of related interest, tax and minority interests.

4 Impairment for the first half ended 30 June 2009 represents additional investment in the Group's 50% joint venture in Bangkok being fully written down by £1.1m. Impairment for the year ended 31 December 2008 comprised the Group's 30% and 50% investment in Beijing and Bangkok respectively being fully written down by an aggregate of  £19.6m; an £8.1m aggregate write down of six hotels in the US and UK as well as land in India; and a £7.4m impairment of land at Sunnyvale.

  Financial Performance - Second quarter overview

For the second quarter to 30 June 2009, profit before income tax decreased by 46.4% to £19.5m (2008£36.4m). Headline profit before tax, the Group's measure of underlying profit before tax, decreased by 43.4% from £36.4m to £20.6m. Headline operating profit declined by 41.0% to £23.3m.

Basic earnings per share were 5.2p, down 36.6% (20088.2p) with headline earnings per share at 5.6p showing a 31.7decrease on the prior year (20088.2p).

Financial Performance - First half overview

Foreign exchange movements have enhanced the Group's half-on-period results but have also masked what was otherwise a creditable performance in mitigating the impact of the £22.8m downturn in revenue. Headline operating profit, which is the Group's measure of the underlying operating profit, fell by £29.2m from £67.6m to £38.4m suggesting an underlying increase in costs. 

When the 2008 figures are restated at 2009 exchange rates, the true cost recovery picture can be seen. The revenue variance increases to £81.2m and the headline operating profit variance increases to £40.8m, however there is now a significant decrease in costs. The table below summaries the exchange impact on revenue and expenses.

Reported Currency

Constant Currency

2009

£m

2008

£m

Variance

£m

Change %

2009

£m

2008

£m

Variance

£m

Change %

Revenue

315.6

338.4

(22.8)

(6.7%)

315.6

396.8

(81.2)

(20.5%)

Expenses

(286.0)

(280.8)

(5.2)

(1.9%)

(286.0)

(330.6)

44.6

13.5%

Operating profit

29.6

57.6

(28.0)

(48.6%)

29.6

66.2

(36.6)

(55.3%)

Share of joint ventures and associates

8.8

10.0

(1.2)

(12.0%)

8.8

13.0

(4.2)

(32.3%)

Headline operating profit

38.4

67.6

(29.2)

(43.2%)

38.4

79.2

(40.8)

(51.5%)

At constant rates of exchange, there was a saving of £44.6m in expenses (including hotel fixed charges, non-hotel expenses and central costs) against a revenue fall of £81.2m, which is a 54.9% recovery showing the impact that the profit protection scheme and the other cost cutting exercises have had on the Group's profitability.

Included in the £44.6m of savings were £34.4m from hotel gross operating expenditure, £7.4m from hotel fixed charges, £2.1m from property operations and £0.7m from central costs.

Profit before tax fell by 47.8% to £30.5m (2008: £58.4m). Basic earnings per share reduced by 41.9% to 7.5p (2008: 12.9p).

Taxation

The Group has recorded a tax expense of £5.5m (2008: £15.0m) excluding the tax relating to joint ventures and associates, giving rise to an effective rate of 22.3% (2008: 28.1%). The lower effective tax rate is due to a combination of lower corporate tax rates in a number of jurisdictions, profit mix and prior year adjustments.

A tax charge of £1.2m (2008: £1.2m) relating to joint ventures and associates is included in the reported profit before tax. 

Earnings per share

Basic earnings per share reduced to 7.5p (200812.9p) and similarly headline earnings per share reduced to 7.9p (2008: 12.9p). The table below reconciles basic earnings per share to headline earnings per share.

First

Half

2009

pence

First

Half

2008

pence

Full

Year

2008

pence

Reported basic earnings per share

7.5

12.9

21.3

Other operating income:

- Group 

-

-

(10.5)

- Share of joint ventures and associates

-

-

6.5

Impairment (net of tax and minority interest)

0.4

-

9.8

Change in tax legislation on hotel tax allowances

-

-

3.4

Change in tax rates on opening deferred taxes

-

-

(1.4)

Headline earnings per share

7.9

12.9

29.1

Dividend

The Board declared an interim dividend of 2.08p per share. The interim dividend will be paid on 9 October 2009 to those shareholders on the register at the close of business on 14 August 2009The ex-dividend date of the Company's shares is 12 August 2009.

PERFORMANCE BY REGION

For comparability, the following regional review is based on calculations in constant currency whereby 30 June 2008 average room rate, RevPAR, revenue and headline operating profit have been translated at 2009 average exchange rates.

UNITED STATES

New York

The year commenced with a 37.8% RevPAR decline in New York for the first quarter. There has been a small slow down in that decline to 34.7% in the second quarterresulting in RevPAR for the first six months falling by 36.0% to £105.29 (2008: £164.60). Both occupancy and average rate have combined to produce this reduction. Occupancy fell by 6.8 percentage points to 77.2% (2008: 84.0%) while average rate fell by 30.4% to £136.38 (2008: £195.95). The Millennium Broadway Hotel being a large conference venue saw the largest fall in both New York and the Group as there has been a sharp down-turn in conference business and associated rooms business. Due to its exposure to the financial sector the Millenium Hilton Hotel has also seen RevPAR declines in excess of 30%. 

Regional US

There are large fluctuations in performance throughout regional US reflecting the differing locations and styles of hotels in the region. RevPAR fell by 11.8% to £35.80 (2008: £40.61) driven by an occupancy fall of 6.9 percentage points to 54.4% (2008: 61.3%), and a 0.7% decrease in rate to £65.80 (2008: £66.25). Last year's figures were negatively impacted by the refurbishment of the Boston and Chicago hotels. Post renovation Boston and Chicago RevPAR has increased by 42.6% and 67.5% respectively. In addition, the Wynfield Inn Orlando which traded below the average RevPAR for the region closed in February this year. Therefore on a like-for-like basis the RevPAR fall increases to 21.6%. With these three hotels excluded the range of RevPAR movement was from plus 2.5% to minus 39.4%.

EUROPE
London
The London performance has remained resilient in the first half, and is ahead of the overall London market, although RevPAR has fallen by 2.5% to £79.77 (2008: £81.80). Occupancy for the half year increased by 1.3 percentage points to 83.9% (2008: 82.6%) while average rate declined by 4.0% to £95.08 (2008: £99.03).
 
Rest of Europe
In comparison to London, there has been a bigger impact on the Rest of Europe as a result of the current economic conditions. RevPAR was down 15.3% to £51.17 (2008: £60.44) through lower occupancies and average rates.
 
Regional UK
RevPAR fell by 16.8% in Regional UK to £45.01 (2008: £54.12).There are no signs that the bottom of the economic downturn has been reached yet as this is an increase on the 14.9% fall witnessed in the first quarter. Rate and occupancy fell at every property with one exception where occupancy was flat. Consequently occupancy for Regional UK fell by 4.0 percentage points to 68.7% (2008: 72.7%) and average rate fell by 11.9% to £65.61 (2008: £74.44).
 
France & Germany
RevPAR continued to decline during the first half across all four properties and fell by 13.4% to £61.10 (2008: £70.57) based on a decrease in occupancy of 6.8 percentage points to 61.3% (2008: 68.1%) and a 3.8% drop in rate to £99.68 (2008: £103.63).
ASIA
Singapore
Singapore has suffered the highest RevPAR fall of 37.7% to £56.76 (2008: £91.07) with high falls in both occupancy and average rate.This fall has to be compared to the growth in the five prior half years where RevPAR grew by 31.9% or above, a level of unprecedented growth, hence resulting in a decline that has been more exaggerated than elsewhere in Asia. Occupancy fell by 14.2 percentage points to 70.5% (2008: 84.7%) while average rate fell by 25.1% to £80.51 (2008: £107.52). All the hotels in Singapore have been affected and RevPAR for the five hotels fell by between 34% and 43%.
 
Rest of Asia
The overall RevPAR decline in the rest of Asia was only 9.9%, resulting in a fall to £47.01 (2008: £52.18), the Group’s second best performing region after London. This hides a mixed set of results with some pockets of growth and some steeper falls. The Millennium Seoul Hilton has been the strongest performing hotel in Asia, benefiting from an influx of foreign visitors, especially Japanese, as a result of the weak Korean Won, although fears over the H1N1 virus have tempered that growth since May. Across the region occupancy fell by 3.8 percentage points to 66.3% (2008: 70.1%) and rate by 4.7% to £70.91 (2008: £74.44).
AUSTRALASIA
RevPAR in New Zealand fell by 13.2% to £27.81 (2008: £32.04) and both volume and rate are in decline: occupancy fell by 6.3 percentage points to 63.0% (2008: 69.3%) and rate by 4.5% to £44.15 (2008: £46.23). The falls were not restricted to any geographic location or brand with RevPAR declined at every property. Two hotels managed to increase occupancy and three managed to grow rate, but in each case the growth was offset by a steeper fall in rate or occupancy. Across the three brands, there was only a 2.5 percentage point spread in the RevPAR fall.

  FINANCIAL POSITION AND RESOURCES

Balance Sheet

 

As at 

30 June

2009

£m 

As at 

31 December

2008

£m

Change

£m

Property, plant, equipment and lease premium prepayment

1,993.7

2,163.5

(169.8)

Investment properties

79.8

79.3

0.5

Investments in and loans to joint ventures and associates

303.7

338.7

(35.0)

Other non-current assets

6.2

6.7

(0.5)

Non-current assets

2,383.4

2,588.2

(204.8)

Current assets excluding cash 

127.6

132.3

(4.7)

Provisions and other liabilities excluding interest bearing loans, bonds and borrowings 

(265.3)

(296.4)

31.1

Net debt

(243.2)

(285.1)

41.9

Deferred tax liabilities

(224.8)

(258.1)

33.3

Net assets

1,777.7

1,880.9

(103.2)

Equity attributable to equity holders of the parent

1,641.8

1,737.5

(95.7)

Minority interest

135.9

143.4

(7.5)

Total equity

1,777.7

1,880.9

(103.2)

Financial Position

The Group continues to maintain a strong balance sheet and low gearing at 14.8% (31 December 200816.4%)Net debt decreased by £41.9m from 31 December 2008 principally due to a £25.5m effect of foreign currency translation and £17.0m of free cash flow generation. As at 30 June 2009, the Group's total assets amounted £2,626.2m, of which the net book value of its unencumbered properties was £1,839.4m.

Non-current assets

Property, plant, equipment and lease premium prepayment

Property, plant, equipment and lease premium prepayment decreased by £169.8m. The main contributor to the decrease was a £150.8m effect of exchange movements. In addition a £10.4m transfer has been made from propertyplant and equipment to investment properties for the residential component of the Sunnyvale site. The Group also invested £7.8m (2008: £36.4m) reflecting the Group's tight controls on capital expenditure.

Investments in and loans to joint ventures and associates

The table below reconciles the reduction of investments in and loans to joint ventures and associates of £35.0m. 

First

Half

2009

£m 

Share of profits/(losses) analysed:

- Operating profit

8.8

- Interest, tax and minority interests

(3.0)

5.8

Impairment (Bangkok)

(1.1)

Additions (CDLHT - management fees paid in stapled units)

1.4

Dividends received from associates

(7.1)

Loan to joint venture

1.7

Foreign exchange adjustment

(35.7)

Total movement 

(35.0)

  LIQUIDITY AND CAPITAL RESOURCES

Cash flow and net debt

At 30 June 2009 the Group's net debt was £41.9m lower than at 31 December 2008 at £243.2m. The factors contributing to this decrease are shown in the table below. 

First

Half

2009

£m

First

Half

2008

£m

Cash flows from operating activities before changes in working capital, provisions, interest and tax

46.9

72.9

Changes in working capital and provisions

(4.2)

(12.6)

Interest and tax

(16.0)

(19.4)

Acquisition of property, plant and equipment

(9.7)

(36.4)

Proceeds from sale of property, plant and equipment

-

0.3

Free cash flow

17.0

4.8

Investment in and loans to joint ventures and associates

(3.1)

(24.7)

Proceeds less expenses from aborted sale of CDL Hotels (Korea) Limited

-

28.8

Dividends from associates

7.1

5.3

Dividends paid - to equity holders of the parent

(2.9)

(8.7)

- to minority interests

(1.7)

(3.2)

Other movements (primarily foreign exchange)

25.5

(3.5)

Decrease/(increase) in net debt

41.9

(1.2)

Opening net debt

(285.1)

(262.1)

Closing net debt

(243.2)

(263.3)

The Group invested £9.7m in its properties and this included £3.7m on construction of a new 370-room hotel in SingaporeInvestments in joint ventures and associates of £3.1m comprise additional investment in CDLHT of £1.4m (management fees paid in stapled units) and a loan to Bangkok of £1.7m.

Other movements in net debt of £25.5m principally reflect the incidence of exchange rate fluctuations on net debt.

Free cash flow is defined as the net increase in cash and cash equivalents less flows from financing activities and flows from the acquisitions or disposal of subsidiaries/operations, joint ventures or associates. It is a non-GAAP measure since it is not defined under IFRS, but is used by management in order to assess operational performance. A reconciliation of net cash flow from operating activities, the closest equivalent GAAP measure, to free cash flow is provided below:

First

Half

2009

£m

First

Half

2008

£m

Net cash generated from operations

42.7

60.3

Net interest and tax

(16.0)

(19.4)

Proceeds from sale of property, plant and equipment

-

0.3

Acquisition of property, plant and equipment

(9.7)

(36.4)

Free cash flow

17.0

4.8

Financial structure

Group interest cover ratio, excluding share of results of joint ventures and associates and other operating income, declined from 13.7 times in 2008 to 7.8 times in 2009. The decrease in net finance cost of £0.4reflects a decrease in net exchange gain of £1.0m which is offset by reduction in net interest expenses of £1.4m.

At 30 June 2009, the Group had £117.8m of undrawn and committed facilities available, comprising committed revolving credit facilities which provide the Group with the financial flexibility to draw and repay loans at its discretion, and to react swiftly to investment opportunities. 

The net book value of the Group's unencumbered properties as at 30 June 2009 was £1,839.4m (31 December 2008: £1,986.2m). At 30 June 2009 total borrowing amounted to £358.4m of which £50.9m was drawn under £68.2m of secured bank facilities.

Future funding

Of the Group's total facilities of £498.2m£34.2m matures during the second half of 2009, comprising, £20.4m overdrafts and short-term loans subject to annual renewal and £13.8m unsecured bonds.

The Directors have reviewed the financial resources available to the Group and the possible impact of a range of trading scenarios that could face the business in the current uncertain economic environment. After making appropriate enquiries, the Directors reasonably expect that the Group has adequate resources to continue in business for the foreseeable future.

Related parties 

Details of the Group's related party relationships are set out in note 13 to this interim management report.

  RISKS AND UNCERTAINTIES

As with any business, the Group faces a number of risks and uncertainties in the course of its day to day operations. By effectively identifying and managing these risks, it is able to improve returns, thereby adding value for shareholders.

The risks and uncertainties facing the Group are discussed at length in the Group's 2008 annual report (a copy of which is available on the Company's website at www.millenniumhotels.co.uk) and these still remain the most likely areas of potential risk and uncertainty with the position largely unchanged from that set out in the 2008 Annual Report where the following areas were covered:

political and economic developments

the hotel industry supply and demand cycle

ability to borrow and satisfy debt covenants

litigation

intellectual property rights and brands

management agreements

key personnel

events that adversely impact domestic or international travel

information technology systems and infrastructure

property ownership

insurance

tax and treasury risk

In the view of the Board, these principal risks and uncertainties are equally applicable to the remaining six months of the financial year as they were to the six months under review

Kwek Leng Beng

Chairman

5 August 2009

  Condensed consolidated interim income statement (unaudited)

for the half year ended 30 June 2009

Notes

Second

Quarter

2009

£m 

Second

Quarter

2008

£m 

First

Half

2009

£m 

First

Half

2008

£m 

Full

Year

 2008

£m

Revenue

158.5

177.7

315.6

338.4

702.9

Cost of sales

(68.2)

(70.9)

(138.3)

(139.1)

(285.5)

Gross profit

90.3

106.8

177.3

199.3

417.4

Administrative expenses

(72.1)

(72.1)

(148.8)

(141.7)

(316.1)

Other operating income

5

-

-

-

-

31.4

18.2

34.7

28.5

57.6

132.7

Share of profit of joint ventures and associates

2.7

2.2

5.8

5.0

(19.9)

Analysed between:

Operating profit before other income/expense and impairment

4.0

4.8

8.8

10.0

19.3

Impairment

-

-

-

-

(12.2)

Other operating income

-

-

-

-

3.6

Other operating expense

-

-

-

-

(20.4)

Interest, tax and minority interests 

7

(1.3)

(2.6)

(3.0)

(5.0)

(10.2) 

Operating profit

20.9

36.9

34.3

62.6

112.8

Analysed between:

Headline operating profit 

4

23.3

39.5

38.4

67.6

143.5

Other operating income - Group

5

-

-

-

-

31.4

Other operating expense - share of joint ventures and associates

-

-

-

-

(16.8)

Impairment 

Joint ventures investments and loans

Hotels

- Other property

(1.1)

-

-

-

-

-

(1.1)

-

-

-

-

-

(19.6)

(8.1)

(7.4)

Share of interest, tax and minority interests of joint ventures and associates

(1.3)

(2.6)

(3.0)

(5.0)

(10.2)

Finance income

1.9

4.8

3.2

9.1

12.0

Finance expense

(3.3)

(5.3)

(7.0)

(13.3)

(22.0)

Net finance expense

(1.4)

(0.5)

(3.8)

(4.2)

(10.0)

Profit before income tax

19.5

36.4

30.5

58.4

102.8

Income tax expense

8

(3.1)

(9.3)

(5.5)

(15.0)

(31.9)

Profit for the period

16.4

27.1

25.0

43.4

70.9

Attributable to:

Equity holders of the parent

16.0

24.4

22.9

38.5

64.0

Minority interests

0.4

2.7

2.1

4.9

6.9

16.4

27.1

25.0

43.4

70.9

Basic earnings per share (pence)

9

5.2p

8.2p

7.5p

12.9p

21.3p

Diluted earnings per share (pence)

9

5.2p

8.1p

7.5p

12.9p

21.3p

 The financial results above all derive from continuing activities.

  Condensed consolidated interim statement of comprehensive income (unaudited)

for the half year ended 30 June 2009

First

Half

2009

£m 

First

Half

2008

£m 

Full

Year

2008

£m

Profit for the period

25.0

43.4

70.9

Other comprehensive income:

Foreign exchange translation differences

(120.4)

31.3

284.0

Gain on acquisition of minority interests

-

1.3

1.3

Acquisition of minority interest 

-

-

1.5

Defined benefit plan actuarial (losses)/gains, net of tax

(4.1)

-

0.6

Share of associate's other reserve movements

-

-

(0.1)

Income tax relating to other components of other comprehensive income 

-

-

(1.8)

Other comprehensive income for the period, net of tax

(124.5)

32.6

285.5

Total comprehensive income for the period

(99.5)

76.0

356.4

Total comprehensive income attributable to:

Equity holders of the parent

(93.7)

67.9

327.2

Minority interests

(5.8)

8.1

29.2

Total comprehensive income for the period

(99.5)

76.0

356.4

 

  Condensed consolidated balance sheet (unaudited)

as at 30 June 2009

Notes

As at

 30 June

2009

£m

As at

 30 June 

2008

£m

As at

 31 December 2008

£m

Non-current assets

Property, plant and equipment

1,901.6

1,619.4

2,067.7

Lease premium prepayment

92.1

90.5

95.8

Investment properties

79.8

61.2

79.3

Investments in joint ventures and associates

303.7

283.3

338.7

Loans due from joint ventures and associates

-

6.6

-

Other financial assets

6.2

4.9

6.7

2,383.4

2,065.9

2,588.2

Current assets

Inventories

3.8

4.3

4.9

Development properties

63.6

74.8

63.2

Lease premium prepayment

1.3

1.3

1.3

Trade and other receivables

58.9

63.1

62.9

Cash and cash equivalents

11

115.2

139.8

212.1

Assets classified as held for sale

12

-

137.2

-

242.8

420.5

344.4

Total assets

2,626.2

2,486.4

2,932.6

Non-current liabilities

Interest-bearing loans, bonds and borrowings

(298.4)

(238.6)

(415.1)

Employee benefits

(17.8)

(13.8)

(12.8)

Provisions

(0.8)

(1.0)

(0.9)

Other non-current liabilities

(104.7)

(91.6)

(118.6)

Deferred tax liabilities

(224.8)

(193.0)

(258.1)

(646.5)

(538.0)

(805.5)

Current liabilities

Interest-bearing loans, bonds and borrowings

(60.0)

(137.9)

(82.1)

Trade and other payables

(116.0)

(136.5)

(133.3)

Provisions

(0.3)

(0.3)

(0.3)

Income taxes payable

(25.7)

(15.4)

(30.5)

Liabilities associated with assets classified as held for sale

12

-

(52.3)

-

(202.0)

(342.4)

(246.2)

Total liabilities

(848.5)

(880.4)

(1,051.7)

Net assets

1,777.7

1,606.0

1,880.9

Equity

Issued share capital

92.4

90.6

90.7

Share premium

846.0

847.4

847.7

Translation reserve

123.1

0.5

230.8

Retained earnings

580.3

545.0

568.3

Total equity attributable to equity holders of the parent

1,641.8

1,483.5

1,737.5

Minority interests

135.9

122.5

143.4

Total equity

1,777.7

1,606.0

1,880.9

  Condensed consolidated statement of changes in shareholders' equity (unaudited)

for the half year ended 30 June 2009

Share

capital

£m

Share

premium

£m

Translation

reserve

£m

Retained

earnings

£m

Total excluding minority interests

£m

Minority interests

£m

Total equity

£m

Balance as at 1 January 2008

88.9

848.8

(27.6)

513.4

1,423.5

130.2

1,553.7

Total comprehensive income for the period

Profit

-

-

-

38.5

38.5

4.9

43.4

Other comprehensive income

Foreign currency translation differences

-

-

28.1

-

28.1

3.2

31.3

Total other comprehensive income

-

-

28.1

-

28.1

3.2

31.3

Total comprehensive income for the period

-

-

28.1

38.5

66.6

8.1

74.7

Transactions with owners, recorded directly in equity

Contributions by and distributions to owners

Dividends paid to equity holders (see note 10)

-

-

-

(30.9)

(30.9)

-

(30.9)

Issue of shares in lieu of dividends

1.7

(1.7)

-

22.2

22.2

-

22.2

Dividends paid - minority interests

-

-

-

-

-

(3.2

(3.2)

Share-based payment transactions

-

-

-

0.5

0.5

-

0.5

Share options exercised

-

0.3

-

-

0.3

-

0.3

Total contributions by and distributions to owners

1.7

(1.4)

-

(8.2)

(7.9)

(3.2)

(11.1)

Total changes in ownership interests in subsidiaries

-

-

-

1.3

1.3

(12.6)

(11.3)

Total transactions with owners

1.7

(1.4)

-

(6.9)

(6.6)

(15.8)

(22.4)

Balance as a30 June 2008

90.6

847.4

0.5

545.0

1,483.5

122.5

1,606.0

Total comprehensive income for the period

Profit

-

-

-

30.3

30.3

2.0

32.3

Other comprehensive income

Foreign currency translation differences

-

-

230.3

-

230.3

17.6

247.9

Defined benefit plan actuarial gains, net of tax

-

-

-

0.6

0.6

-

0.6

Share of associates' other reserve movements

-

-

-

(0.1)

(0.1)

-

(0.1)

Taxation expense arising from unrealised foreign exchange

-

-

-

(0.2)

(0.2)

-

(0.2)

Taxation expense arising from share-based incentive schemes

-

-

-

(1.6)

(1.6)

-

(1.6)

Total other comprehensive income

-

-

230.3

(1.3)

229.0

17.6

246.6

Total comprehensive income for the period

-

-

230.3

29.0

259.3

19.6

278.9

Transactions with owners, recorded directly in equity

Contributions by and distributions to owners

Dividends paid to equity holders (see note 10)

-

-

-

(6.3)

(6.3)

-

(6.3)

Dividends paid - minority interests

-

-

-

-

-

(0.2)

(0.2)

Share-based payment transactions

-

(0.3)

-

0.6

0.3

-

0.3

Share options exercised

0.1

0.6

-

-

0.7

-

0.7

Total contributions by and distributions to owners

0.1

0.3

-

(5.7)

(5.3)

(0.2)

(5.5)

Total changes in ownership interests in subsidiaries

-

-

-

-

-

1.5

1.5

Total transactions with owners

0.1

0.3

-

(5.7)

(5.3)

1.3

(4.0)

Balance as at 31 December 2008

90.7

847.7

230.8

568.3

1,737.5

143.4

1,880.9

Condensed consolidated statement of changes in shareholders' equity (unaudited)

for the half year ended 30 June 2009 (continued)

Share

capital

£m

Share

premium

£m

Translation

reserve

£m

Retained

earnings

£m

Total excluding minority interests

£m

Minority interests

£m

Total equity

£m

Balance as at 31 December 2008

90.7

847.7

230.8

568.3

1,737.5

143.4

1,880.9

Reclassification

-

-

4.8

(4.8)

-

-

-

90.7

847.7

235.6

563.5

1,737.5

143.4

1,880.9

Total comprehensive income for the period

Profit

-

-

-

22.9

22.9

2.1

25.0

Other comprehensive income

Foreign currency translation differences

-

-

(112.5)

-

(112.5)

(7.9)

(120.4)

Defined benefit plan actuarial losses, net of tax

-

-

-

(4.1)

(4.1)

-

(4.1)

Total other comprehensive income

-

-

(112.5)

(4.1)

(116.6)

(7.9)

(124.5)

Total comprehensive income for the period

-

-

(112.5)

18.8

(93.7)

(5.8)

(99.5)

Transactions with owners, recorded directly in equity

Contributions by and distributions to owners

Dividends paid to equity holders (see note 10)

-

-

-

(12.6)

(12.6)

-

(12.6)

Issue of shares in lieu of dividends

1.7

(1.7)

-

9.7

9.7

-

9.7

Dividends paid - minority interests

-

-

-

-

-

(1.7)

(1.7)

Share-based payment transactions

-

-

-

0.9

0.9

-

0.9

Total contributions by and distributions to owners

1.7

(1.7)

-

(2.0)

(2.0)

(1.7)

(3.7)

Total changes in ownership interests in subsidiaries

-

-

-

-

-

-

-

Total transactions with owners

1.7

(1.7)

-

(2.0)

(2.0)

(1.7)

(3.7)

Balance at 30 June 2009

92.4

846.0

123.1

580.3

1,641.8

135.9

1,777.7

  Condensed consolidated interim statement of cash flows (unaudited)

for the half year ended 30 June 2009

 
First
Half
2009
£m
First
Half
2008
£m
Full
Year
2008
£m
Cash flows from operating activities
 
 
 
Profit for the period
25.0
43.4
70.9
Adjustments for:
 
 
 
Depreciation and amortisation
16.4
14.5
30.0
Share of (profit)/losses of joint ventures and associates
(5.8)
(5.0)
19.9
Impairment (excluding joint venture investments)
1.1
-
22.9
Profit on sale of property, plant and equipment
-
0.3
(0.4)
Profit from aborted sale of a subsidiary
-
-
(31.4)
Equity settled share-based transactions
0.9
0.5
1.1
Finance income
(3.2)
(9.1)
(12.0)
Finance expense
7.0
13.3
22.0
Income tax expense
5.5
15.0
31.9
Operating profit before changes in working capital and provisions
46.9
72.9
154.9
(Increase)/decrease in inventories, trade and other receivables
(1.6)
(4.6)
10.0
Increase in development properties
(2.2)
(3.5)
(6.2)
Decrease in trade and other payables
(0.7)
(4.9)
(10.9)
Increase /(decrease) in provisions and employee benefits
0.3
0.4
(0.7)
Cash generated from operations
42.7
60.3
147.1
Interest paid
(7.0)
(10.0)
(18.7)
Interest received
1.2
3.2
4.8
Income taxes paid
(10.2)
(12.6)
(22.8)
Net cash generated from operating activities
26.7
40.9
110.4
 
Cash flows from investing activities
 
 
 
Proceeds from sale of property, plant and equipment
-
0.3
0.8
Investment in financial assets
-
10.5
10.6
Proceeds less expenses from aborted sale of a subsidiary
-
28.8
27.3
Dividends received from associates
7.1
5.3
12.3
Acquisitions of minority interests
-
(1.9)
(1.9)
Increase in loan to joint venture
(1.7)
-
(2.3)
Increase in investment in joint ventures and associates
(1.4)
(24.7)
(25.5)
Acquisition of property, plant and equipment, and lease premium prepayment
(9.7)
(36.4)
(64.6)
Net cash used in investing activities
(5.7)
(18.1)
(43.3)
 
 
 
 
Cash flows from financing activities
 
 
 
Proceeds from the issue of share capital
-
0.3
0.7
Repayment of borrowings
(96.2)
(33.7)
(134.4)
Drawdown of borrowings
1.0
17.2
101.8
Loan arrangement fees
(1.0)
-
-
Share buy back of minority interests
-
(9.4)
(9.4)
Dividends paid to minority interests
(1.7)
(3.2)
(3.4)
Dividends paid to equity holders of the parent
(2.9)
(8.7)
(15.0)
Net cash used in financing activities
(100.8)
(37.5)
(59.7)
 
 
 
 
Net (decrease)/increase in cash and cash equivalents
(79.8)
(14.7)
7.4
Cash and cash equivalents at beginning of the period
209.3
155.9
155.9
Effect of exchange rate fluctuations on cash held
(14.7)
4.9
46.0
Cash and cash equivalents at end of the period
114.8
146.1
209.3
 
 
 
 
Reconciliation of cash and cash equivalents
 
 
 
Cash and cash equivalents shown in the balance sheet
115.2
139.8
212.1
Overdraft bank accounts included in borrowings
(0.4)
(0.5)
(2.8)
Cash and cash equivalents included in assets classified as held for sale
-
6.8
-
Cash and cash equivalents for cash flow statement purposes
114.8
146.1
209.3
 
 
 
 

 

  Notes to the condensed consolidated interim financial statements (unaudited)

1. General information

Basis of preparation

The condensed set of consolidated interim financial statements in this interim management report for Millennium & Copthorne Hotels plc ('the Company') as at and for the half year ended 30 June 2009 comprise the Company and its subsidiaries (together referred to as the 'Group') and the Group's interests in joint ventures and associates.

These primary statements and selected notes comprise the unaudited interim consolidated financial results of the Group for the half years ended 30 June 2009 and 2008, together with the audited results for the year ended 31 December 2008. This half year interim management report does not comprise statutory accounts within the meaning of Section 435 of the Companies Act 2006

The comparative figures as at 31 December 2008 have been extracted from the Group's statutory Annual Report and Accounts for that financial year but do not constitute those accountsThose accounts have been reported on by the auditors and delivered to the Registrar of Companies. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 237(2) or (3) of the Companies Act 1985. The consolidated financial statements of the Group as at and for the financial year ended 31 December 2008 are available from the Company's website www.millenniumhotels.co.uk.

Other than adopting: (i) IFRS 8 Operating Segments for its 2009 consolidated financial statements and restating segment comparatives; (ii) the amended IAS 40 Investment Property and; (iii) introducing a Statement of Comprehensive Income to replace a Statement of Recognised Income and Expense, the results have been prepared applying the accounting policies and presentation that were used in the preparation of the Group's published consolidated financial statements for the year ended 31 December 2008. 

These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting. They do not include all the information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 31 December 2008.

The financial statements were approved by the Board of Directors on 5 August 2009.

The financial statements are presented in the Group's functional currency of sterling, rounded to the nearest hundred thousand.

In addition, certain comparatives have been restated. In the consolidated interim income statement for the half year and second quarter ended 30 June 2008, the reclassification of other operating income of the Group of £1.3m as an equity movement and derecognising £0.6m of other operating income of associates and joint ventures. Both of these adjustments are reflected in unchanged full year results to 31 December 2008.  As a consequence, the consolidated balance sheet at 30 June 2008 reflects a decrease of investments in joint ventures and associates of £0.6m to £283.3m and reduction of £0.6m in retained earnings to £545.0m. Similarly, the consolidated interim statement of comprehensive income for 30 June 2008 now reflects the aforementioned changes.

The consolidated statement of changes in shareholders' equity for the six months to 30 June 2009 also reflects a reclassification of £4.8m between translation reserve and retained earnings.

Non-GAAP information

Headline profit before tax, headline operating profit, and headline EBITDA

Reconciliation of headline profit before tax, headline operating profit and headline EBITDA (Earnings Before Interest, Tax, Depreciation and Amortisation) to the closest equivalent GAAP measure, profit before tax is provided in note 4 'Segmental analysis'.

Net debt and gearing percentage

An analysis of net debt and calculated gearing percentage is provided in note 11

Like-for-like growth

The Group believes that like-for-like growth which is not intended to be a substitute for or superior to, reported growth, provides useful and necessary information to investors and interested parties for the following reasons: 

it provides additional information on the underlying growth of the business without the effect of factors unrelated to the operating performance of the business; and

it is used by the Group for internal performance analysis. 

2. Accounting policies

The accounting policies and methods of calculation adopted are consistent with those of the annual financial statements for the year ended 31 December 2008, as described in those financial statements, except as noted above.

Change in accounting policies

New standards and interpretations not yet adopted

A number of new standards, amendments to standards and interpretations are not yet effective for the half year ended 30 June 2009, and have not been applied in preparing these consolidated financial statements:

Notes to the condensed consolidated interim financial statements (unaudited)

2. Accounting policies (continued)

IASB/IFRIC documents that have been endorsed

• Amended IAS 27 Consolidated and Separate Financial Statements (2008) requires accounting for changes in ownership interests by the Group in a subsidiary, while maintaining control, to be recognised as an equity transaction. When the Group loses control of a subsidiary, any interest retained in the former subsidiary will be measured at fair value with the gain or loss recognised in profit or loss. The amendments to IAS 27, which will become mandatory for the Group's 2010 consolidated financial statements, are not expected to have a significant impact on the consolidated financial statements.

• Revised IFRS 3 Business Combinations (2008) incorporates the following changes that are likely to be relevant to the Group's operations:

- The definition of a business has been broadened, which is likely to result in more acquisitions being treated as business combinations.

- Contingent consideration will be measured at fair value, with subsequent changes therein recognised in profit or loss.

- Transaction costs, other than share and debt issue costs, will be expensed as incurred. 

- Any pre-existing interest in the acquiree will be measured at either fair value, or at its proportionate interest in the identifiable assets and liabilities of the acquiree, on a transaction-by-transaction basis.

Revised IFRS 3, which will become mandatory for the Group's 2010 consolidated financial statements, will be applied prospectively and therefore there will be no impact on prior periods in the Group's 2010 consolidated financial statements.

3. Foreign currency translation

The Company publishes its Group financial statements in sterling. However, the majority of the Company's subsidiaries, joint ventures and associates report their revenue, costs, assets and liabilities in currencies other than sterling and the Company translates the revenue, costs, assets and liabilities of those subsidiaries, joint ventures and associates into sterling versus other currencies which could materially affect the amount of these items in the Group Financial Statements, even if their value has not changed in their original currency. The following table sets out the pounds sterling exchange rates of the other principal currencies in the Group.

As at 30 June

As at

31 December

Average for 6 months January - June

Average for 3 months

April - June

Average for year ended

Currency (=£)

2009

2008

2008

2009

2008

2009

2008

2008

US dollar

1.646

1.970

1.474

1.494

1.987

1.547

1.982

1.859

Singapore dollar

2.397

2.695

2.132

2.220

2.764

2.283

2.717

2.628

New Taiwan dollar

54.789

60.698

49.295

50.685

62.388

52.008

61.477

59.464

New Zealand dollar

2.564

2.590

2.563

2.611

2.525

2.585

2.540

2.592

Australian dollar

2.047

2.060

2.152

2.085

2.148

2.053

2.096

2.174

Malaysian ringgit

5.817

6.434

5.139

5.342

6.423

5.512

6.200

6.200

Korean won

2,102.63

2,033.96

1,878.41

1,994.61

1,942.23

2,024.65

1,993.15

1,995.67

Euro

1.179

1.266

1.052

1.111

1.300

1.142

1.276

1.261

 

4. Segmental analysis

The Group has adopted IFRS 8 Operating Segments for its 2009 consolidated financial statements and comparatives have been restated. Disclosure of segmental information is principally presented in respect of the Group's geographical segments. 

Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items principally comprise: interest-bearing loans, borrowings and net finance expense, taxation balances and corporate expenses.

Geographical segments

The hotel and operations are managed on a worldwide basis and operate in seven principal geographical areas:

New York

Regional US

London

Rest of Europe

Singapore

Rest of Asia

Australasia

In presenting information on the basis of geographical segments, segment results and assets are based on the geographical location of the assets.

  Notes to the condensed consolidated interim financial statements (unaudited)

4. Segmental analysis (continued)

Second Quarter 2009

New York

£m

Regional US

£m

London

£m

Rest of Europe

£m

Singapore

£m

Rest of Asia

£m

Australasia

£m

Central

Costs

£m

Total Group

£m

Revenue

Hotel

23.9

31.0

22.8

22.7

21.8

27.0

7.6

-

156.8

Property operations

-

0.4

-

-

0.6

0.1

0.6

-

1.7

Total Revenue

23.9

31.4

22.8

22.7

22.4

27.1

8.2

-

158.5

Hotel Gross Operating Profit

6.0

7.0

12.3

6.2

10.4

9.6

2.0

-

53.5

Hotel fixed charges 1

(4.5)

(5.6)

(3.4)

(5.0)

(6.2)

(3.9)

(1.6)

-

(30.2)

Hotel operating profit 

1.5

1.4

8.9

1.2

4.2

5.7

0.4

-

23.3

Property operations operating profit/(loss)

-

(0.2)

-

-

0.5

(0.1)

0.2

-

0.4

Central costs

-

-

-

-

-

-

-

(4.4)

(4.4)

Share of joint ventures and associates operating profit

-

-

-

-

2.7

1.3

-

-

4.0

Headline operating profit/(loss)

1.5

1.2

8.9

1.2

7.4

6.9

0.6

(4.4)

23.3

Add back depreciation and amortisation

1.1

2.4

1.4

1.0

-

1.4

0.4

0.2

7.9

Headline EBITDA 2

2.6

3.6

10.3

2.2

7.4

8.3

1.0

(4.2)

31.2

Depreciation and amortisation

(7.9)

Share of interest, tax and minority interests of joint ventures and associates

(1.3)

Operating profit

22.0

Net finance expense

(1.4)

Headline profit before tax

20.6

Impairment

(1.1)

Profit before tax

19.5

Second Quarter 2008

New York

£m

Regional US

£m

London

£m

Rest of Europe

£m

Singapore

£m

Rest of Asia

£m

Australasia

£m

Central

Costs

£m

Total Group

£m

Revenue

Hotel

28.7

28.8

25.0

26.9

28.1

29.1

9.5

-

176.1

Property operations

-

0.3

-

-

0.4

-

0.9

-

1.6

Total Revenue

28.7

29.1

25.0

26.9

28.5

29.1

10.4

-

177.7

Hotel Gross Operating Profit

12.5

6.7

12.8

8.4

15.5

11.4

2.7

-

70.0

Hotel fixed charges 1

(3.9)

(4.6)

(3.3)

(4.5)

(8.0)

(3.6)

(2.4)

-

(30.3)

Hotel operating profit

8.6

2.1

9.5

3.9

7.5

7.8

0.3

-

39.7

Property operations operating profit/(loss)

-

(1.0)

-

-

0.1

-

0.3

-

(0.6)

Central costs

-

-

-

-

-

-

-

(4.4)

(4.4)

Share of joint ventures and associates operating profit

-

-

-

-

3.7

1.1

-

-

4.8

Headline operating profit/(loss)

8.6

1.1

9.5

3.9

11.3

8.9

0.6

(4.4)

39.5

Add back depreciation and amortisation

1.1

1.8

1.4

0.8

-

1.4

0.5

0.3

7.3

Headline EBITDA 2

9.7

2.9

10.9

4.7

11.3

10.3

1.1

(4.1)

46.8

Depreciation and amortisation

(7.3)

Share of interest, tax and minority interests of joint ventures and associates

(2.6)

Operating profit

36.9

Net finance expense

(0.5)

Headline Profit before tax

/Profit before tax

36.4

  Notes to the condensed consolidated interim financial statements (unaudited)

4. Segmental analysis (continued)

FirsHalf 2009

New York

£m

Regional US

£m

London

£m

Rest of Europe

£m

Singapore

£m

Rest of Asia

£m

Australasia

£m

Central

Costs

£m

Total Group

£m

Revenue

Hotel

42.9

56.3

42.2

46.4

49.0

56.2

19.5

-

312.5

Property operations

-

0.9

-

-

1.2

0.1

0.9

-

3.1

Total Revenue

42.9

57.2

42.2

46.4

50.2

56.3

20.4

-

315.6

Hotel Gross Operating Profit

7.3

8.9

21.4

12.4

24.0

19.7

7.4

-

101.1

Hotel fixed charges 1

(9.6)

(11.4)

(6.5)

(9.9)

(13.6)

(8.3)

(3.3)

-

(62.6)

Hotel operating profit/(loss)

(2.3)

(2.5)

14.9

2.5

10.4

11.4

4.1

-

38.5

Property operations operating profit/(loss)

-

(0.6)

-

-

0.9

(0.1)

0.1

-

0.3

Central costs

-

-

-

-

-

-

-

(9.2)

(9.2)

Share of joint ventures and associates operating profit

-

-

-

-

5.8

3.0

-

-

8.8

Headline operating profit/(loss)

(2.3)

(3.1)

14.9

2.5

17.1

14.3

4.2

(9.2)

38.4

Add back depreciation and amortisation

2.6

4.9

2.7

2.0

0.1

2.8

0.8

0.5

16.4

Headline EBITDA 2

0.3

1.8

17.6

4.5

17.2

17.1

5.0

(8.7)

54.8

Depreciation and amortisation

(16.4)

Share of interest, tax and minority interests of joint ventures and associates 

(3.0)

Operating profit

35.4

Net finance expense

(3.8)

Headline profit before tax

31.6

Impairment

(1.1)

Profit before tax

30.5

First Half 2008

New York

£m

Regional US

£m

London

£m

Rest of Europe

£m

Singapore

£m

Rest of Asia

£m

Australasia

£m

Central

Costs

£m

Total Group

£m

Revenue

Hotel

51.1

51.2

45.4

51.4

54.6

56.7

24.1

-

334.5

Property operations

-

0.7

-

-

0.8

0.5

1.9

-

3.9

Total Revenue

51.1

51.9

45.4

51.4

55.4

57.2

26.0

-

338.4

Hotel Gross Operating Profit

19.2

9.0

21.8

15.6

29.6

21.2

9.6

-

126.0

Hotel fixed charges 1

(7.6)

(8.8)

(6.4)

(8.7)

(15.5)

(7.2)

(4.9)

-

(59.1)

Hotel operating profit

11.6

0.2

15.4

6.9

14.1

14.0

4.7

-

66.9

Property operations operating profit/(loss)

-

(1.1)

-

-

0.3

-

0.6

-

(0.2)

Central costs

-

-

-

-

-

-

-

(9.1)

(9.1)

Share of joint ventures and associates operating profit

-

-

-

-

6.0

4.0

-

-

10.0

Headline operating profit/(loss)

11.6

(0.9)

15.4

6.9

20.4

18.0

5.3

(9.1)

67.6

Add back depreciation and amortisation

2.2

3.6

2.7

1.9

0.1

2.6

1.0

0.4

14.5

Headline EBITDA 2

13.8

2.7

18.1

8.8

20.5

20.6

6.3

(8.7)

82.1

Depreciation and amortisation

(14.5)

Share of interest, tax and minority interests of joint ventures and associates 

(5.0)

Operating profit

62.6

Net finance expense

(4.2)

Headline Profit before tax

/Profit before tax

58.4

  Notes to the condensed consolidated interim financial statements (unaudited)

4. Segmental analysis (continued)

Full Year 2008

New York

£m

Regional US

£m

London

£m

Rest of Europe

£m

Singapore

£m

Rest of Asia

£m

Australasia

£m

Central

Costs

£m

Total Group

£m

Revenue

Hotel

112.3

110.7

93.8

104.6

115.0

114.9

44.8

-

696.1

Property operations

-

1.5

-

-

1.8

0.6

2.9

-

6.8

Total Revenue

112.3

112.2

93.8

104.6

116.8

115.5

47.7

-

702.9

Hotel Gross Operating Profit

43.6

20.9

46.8

31.8

62.2

43.2

17.7

-

266.2

Hotel fixed charges 1

(16.7)

(18.5)

(12.4)

(17.1)

(33.4)

(14.2)

(8.4)

-

(120.7)

Hotel operating profit

26.9

2.4

34.4

14.7

28.8

29.0

9.3

-

145.5

Property operations operating profit

-

(2.0)

-

-

1.1

-

0.6

-

(0.3)

Central costs

-

-

-

-

-

-

-

(21.0)

(21.0)

Share of joint ventures and associates operating profit

-

-

-

-

12.4

6.9

-

-

19.3

Headline operating profit

26.9

0.4

34.4

14.7

42.3

35.9

9.9

(21.0)

143.5

Add back depreciation and amortisation

4.8

7.7

5.4

3.9

0.4

5.3

1.6

0.9

30.0

Headline EBITDA 2

31.7

8.1

39.8

18.6

42.7

41.2

11.5

(20.1)

173.5

Depreciation and amortisation

(30.0)

Share of interest, tax and minority interests of joint ventures and associates operating income

(7.6)

Operating profit

135.9

Net finance expense

(10.0)

Headline profit before tax

125.9

Other operating income - Group

31.4

Other operating income - share of joint ventures and associates

3.6

Other operating expense - share of joint ventures and associates

(20.4)

Share of interest, tax and minority interests of joint ventures and associates other operating expense

(2.6)

Impairment

- Joint ventures investments and loans

(19.6)

- Hotels

(8.1)

- Other property

(7.4)

Profit before tax

102.8

1 'Hotel fixed charges' include depreciation, amortisation of lease prepayments, property rent, taxes and insurance, operating lease rentals and management fees

2 Earnings before interest, tax, depreciation and amortisation

  Notes to the condensed consolidated interim financial statements (unaudited)

4. Segmental analysis (continued)

Segmental assets and liabilities

As at 30 June 2009

New York

£m

Regional US

£m

London

£m

Rest of Europe

£m

Singapore

£m

Rest of Asia

£m

Australasia

£m

Total Group

£m

Hotel operating assets

335.1

292.2

449.4

220.0

195.4

445.0

123.9

2,061.0

Hotel operating liabilities

(9.9)

(30.0)

(24.0)

(23.8)

(116.5)

(28.2)

(5.7)

(238.1)

Investments in and loans to joint ventures and associates

-

-

-

-

163.2

140.5

-

303.7

Total hotel operating net assets

325.2

262.2

425.4

196.2

242.1

557.3

118.2

2,126.6

Property operating assets

-

32.0

-

-

48.2

7.5

58.6

146.3

Property operating liabilities

-

(0.2)

-

-

(0.8)

-

(0.5)

(1.5)

Total property operating net assets

-

31.8

-

-

47.4

7.5

58.1

144.8

Deferred tax liabilities

(224.8)

Income taxes payable

(25.7)

Net debt

(243.2)

Net assets

1,777.7

As at 30 June 2008

New York

£m

Regional US

£m

London

£m

Rest of Europe

£m

Singapore

£m

Rest of Asia

£m

Australasia

£m

Total Group

£m

Hotel operating assets

286.9

239.6

452.3

222.2

136.7

449.2

123.7

1,910.6

Hotel operating liabilities

(7.5)

(28.0)

(19.8)

(22.2)

(103.6)

(61.7)

(5.6)

(248.4)

Investments in and loans to joint ventures and associates

-

-

-

-

177.5

112.4

-

289.9

Total hotel operating net assets

279.4

211.6

432.5

200.0

210.6

499.9

118.1

1,952.1

Property operating assets

-

34.8

-

-

43.3

3.8

56.7

138.6

Property operating liabilities

-

(0.3)

-

-

(0.6)

(0.2)

(1.5)

(2.6)

Total property operating net assets

-

34.5

-

-

42.7

3.6

55.2

136.0

Deferred tax liabilities

(202.6)

Income taxes payable

(16.2)

Net debt

(263.3)

Net assets

1,606.0

As at 31 December 2008

New York

£m

Regional US

£m

London

£m

Rest of Europe

£m

Singapore

£m

Rest of Asia

£m

Australasia

£m

Total Group

£m

Hotel operating assets

378.5

350.3

447.9

233.9

175.2

529.3

127.4

2,242.5

Hotel operating liabilities

(10.3)

(34.9)

(19.2)

(18.8)

(128.4)

(47.1)

(7.3)

(266.0)

Investments in and loans to joint ventures and associates

-

-

-

-

183.7

155.0

-

338.7

Total hotel operating net assets

368.2

315.4

428.7

215.1

230.5

637.2

120.1

2,315.2

Property operating assets

-

25.1

-

-

54.2

7.7

55.5

142.5

Property operating liabilities

-

(0.9)

-

-

(0.5)

(0.7)

(1.0)

(3.1)

Total property operating net assets

-

24.2

-

-

53.7

7.0

54.5

139.4

Deferred tax liabilities

(258.1)

Income taxes payable

(30.5)

Net debt

(285.1)

Net assets

1,880.9

5. Other operating income 

There is no other operating income for the half year ended 30 June 2009 and 2008For the year ended 31 December 2008, the Group recorded a £31.4m gain on the aborted sale of CDL Hotels (Korea) Limiteda wholly-owned subsidiary of M&C with one principal asset, the Millennium Seoul Hilton Hotel. A non-refundable cash deposit paid by the buyer was forfeited as the buyer was unable to complete the transaction and that resulted in the Group recording a £31.4m gain. 

  Notes to the condensed consolidated interim financial statements (unaudited)

6. Impairment 

Impairment for the first half year ended 30 June 2009 represents the full write-down of the additional investment in the Group's 50% investment in Bangkok. There was no impairment in the half year ended 30 June 2008. Details of the impairment relating to the year ended 31 December 2008 are set out below:

Joint ventures investments and loans

The carrying value of the Group's investments in Beijing and Bangkok were written down by an aggregate of £19.6m and comprised £12.2m investments and a £7.4m provision for loans. This followed a review of the difficult economic conditions and over supplied hotel situation in Beijing post the Olympics and the unstable political conditions affecting business in Thailand.

Hotels

The Directors undertook an annual review of the carrying value of hotel and property assets for indications of impairment and where appropriate external valuations were also undertaken. An impairment charge of £8.1m was made and related to 6 hotels in the US and UK as well as land in India. 

Other property

An impairment charge of £7.4m was made in respect of Sunnyvale for the year ended 31 December 2008 based on an external professional valuation obtained. 

7. Share of joint ventures and associates interest, tax and minority interests

Second

Quarter

 2009

 £m

Second

Quarter

 2008

 £m

First

Half

 2009

£m 

First

Half

 2008

£m 

Full

Year

2008

£m

Interest

(0.7)

(1.3)

(1.4)

(1.9)

(3.5)

Tax

(0.4)

(0.5)

(1.2)

(1.2)

(2.8)

Minority interests

(0.2)

(0.8)

(0.4)

(1.9)

(3.9)

(1.3)

(2.6)

(3.0)

(5.0)

(10.2)

8. Income tax expense

The Group has recorded a £5.5m total income tax expense for the first half of 2009 (first half 2008: £15.0m), excluding the tax relating to joint ventures and associates. This comprises a UK tax charge of £2.3m and an overseas tax charge of £3.2m (first half 2008: a UK charge of £1.7m and an overseas tax charge of £13.3m). For the full year 2008 the £31.9m total income tax expense comprised a UK tax charge of £14.5m and an overseas tax charge of £17.4m.

Income tax expense for the relevant period is the expected income tax payable on the taxable income for the period, calculated at the estimated average annual effective income tax rate applied to the pre-tax income for the period.

A tax charge of £1.2m (2008: £1.2m) relating to joint ventures and associates is included in the reported profit before tax.

The estimated annual effective rate applied to profit before income tax excluding the Group's share of joint ventures and associates profits is 22.3%. For the comparative periods, the Group's effective tax rate was 28.1% (first half 2008) and 26.0% (full year 2008). The lower effective tax rate is due to a combination of lower corporate tax rates in a number of jurisdictions, profit mix, prior year adjustments.

Income tax recognised directly in equity

First

Half 

2009

£m

First

Half

2008

£m 

Full 

Year

2008

£m 

Taxation credit/(expense) arising on defined benefit pension schemes

1.6

-

(0.3)

Taxation expense arising from unrealised foreign exchange

-

-

(0.2)

Taxation expense arising on share-based incentive schemes

-

-

(1.6)

1.6

-

(2.1)

  Notes to the condensed consolidated interim financial statements (unaudited)

8. Income tax expense (continued)

First

Half

2009

£m

First

Half

2008

£m 

Full

Year

2008

£m 

Current tax

Corporation tax charge for the period

7.2

11.1

27.8

Adjustment in respect of prior years

-

0.6

5.0

Total current tax expense

7.2

11.7

32.8

Deferred tax

Origination and reversal of timing differences

1.1

1.7

(0.9)

Reduction in tax rate

(0.9)

-

(4.2)

(Benefits)/utilisation of tax losses recognised

(0.7)

1.3

2.3

(Over)/under provision in respect of prior years

(1.2)

0.3

(8.4)

Change in UK tax legislation in respect of the removal of claw back on hotel tax allowance

-

-

10.3

Total deferred tax (credit)/charge

(1.7)

3.3

(0.9)

Total income tax charge in the income statement

5.5

15.0

31.9

UK

2.3

1.7

14.5

Overseas

3.2

13.3

17.4

Total income tax charge in the income statement

5.5

15.0

31.9

Income tax reconciliation

Profit before income tax in income statement

30.5

58.4

102.8

(Less)/add share of (profits)/losses of joint ventures and associates

(5.8)

(5.0)

19.9

24.7

53.4

122.7

Income tax on ordinary activities at the standard rate of UK tax of 28.0% (200828.5%)

6.9

15.2

35.0

Tax exempt income

(0.5)

(0.7)

(3.2)

Non deductible expenses

1.2

0.3

3.0

Recognition of deferred tax on share of undistributed associate's profit

-

-

2.0

Current year losses for which no deferred tax asset was recognised

0.3

0.4

0.2

Unrecognised deferred tax assets relating to impairment

-

-

0.6

Effect of lower tax rates of other operating income

-

-

(9.0)

Effect of higher tax rates on impairment

-

-

(1.4)

Other effect of tax rates in foreign jurisdictions

(0.3)

(1.1)

2.0

Effect of change in tax rates on opening deferred taxes

(0.9)

-

(4.2)

Effect of change in UK tax legislation in respect of the removal of  claw back on hotel tax allowances

-

-

10.3

Other adjustments to tax charge in respect of prior years

(1.2)

0.9

(3.4)

Total income tax charge in the income statement

5.5

15.0

31.9

9. Earnings per share

Earnings per share are calculated using the following information:

Second

Quarter

2009

Second

Quarter

2008

First

Half

2009

First

Half

2008

Full

Year

2008

(a) Basic

Profit for period attributable to holders of the parent (£m)

16.0

24.4

22.9

38.5

64.0

Weighted average number of shares in issue (m)

304.8

299.3

303.5

297.8

300.0

Basic earnings per share (pence)

5.2p

8.2p

7.5p

12.9p

21.3p

(b) Diluted

Profit for period attributable to holders of the parent (£m)

16.0

24.4

22.9

38.5

64.0

Weighted average number of shares in issue (m)

304.8

299.3

303.5

297.8

300.0

Potentially dilutive share options under Group's share option schemes (m)

0.5

0.3

0.3

0.3

0.1

Weighted average number of shares in issue (diluted) (m)

305.3

299.6

303.8

298.1

300.1

Diluted earnings per share (pence)

5.2p

8.1p

7.5p

12.9p

21.3p

  Notes to the condensed consolidated interim financial statements (unaudited)

9. Earnings per share (continued)

Second

Quarter

2009

Second

Quarter

2008

First

Half

2009

First

Half

2008

Full

Year

2008

Profit for the period attributable to holders of the parent (£m)

16.0

24.4

22.9

38.5

64.0

Adjustments for:

- Other operating income (net of tax) (£m)

-

-

-

-

(31.4)

- Impairment (net of tax) (£m)

1.1

-

1.1

-

29.1

- Share of other operating expenses/income of joint ventures and associates (nil tax) (£m)

-

-

-

-

19.6

- Change in UK tax legislation on hotel tax allowances (£m)

-

-

-

-

10.3

- Change in tax rates on opening deferred tax (£m)

-

-

-

-

(4.2)

Adjusted profit for the period attributable to holders of the parent (£m)

17.1

24.4

24.0

38.5

87.4

Weighted average number of shares in issue (m)

304.8

299.3

303.5

297.8

300.0

Headline earnings per share (pence)

5.6p

8.2p

7.9p

12.9p

29.1p

(d) Diluted headline earnings per share

Adjusted profit for the period attributable to holders of the parent (£m)

17.1

24.4

24.0

38.5

87.4

Weighted average number of shares in issue (diluted) (m)

305.3

299.6

303.8

298.1

300.1

Diluted headline earnings per share (pence)

5.6p

8.1p

7.9p

12.9p

29.1p

10Dividends

Dividends have been recognised within equity as follows:

Second

Quarter

2009

£m

Second

Quarter

2008

£m

First

Half

2009

£m

First

Half

2008

£m

Full

Year

2008

£m

Final ordinary dividend paid of 4.17p for 2008 (for 200710.42p)

12.6

30.9

12.6

30.9

30.9

Interim dividend paid of 2.08p for 2008

-

-

-

-

6.3

12.6

30.9

12.6

30.9

37.2

After the balance sheet date, the Directors have declared an interim dividend of 2.08p per share (2008 interim dividend: 2.08p) payable on 9 October 2009 to the holders of ordinary shares on the register at 14 August 2009. The ex-dividend date of the Company's shares is 12 August 2009. The interim dividend amounts to £6.4m (2008: £6.3m) and will be reflected in the financial statements in the second half of the financial year. 

The Directors again offer the option of a scrip dividend reinvestment plan. Those shareholders who have not elected to participate in this plan, and who would like to participate with respect to the 2009 interim dividend, may do so by contacting the Company's Registrar, Equiniti Limited, on 01903 702138. The last day for election for the interim dividend is 25 September 2009 and any requests should be made in good time ahead of that date.

  Notes to the condensed consolidated interim financial statements (unaudited)

11. Non-GAAP measures

Headline profit before tax, headline operating profit, and headline EBITDA

Reconciliation of headline profit before tax, headline operating profit and headline EBITDA (Earnings Before Interest, Tax, Depreciation and Amortisation) to the closest equivalent GAAP measure, profit before tax is provided in the note 4 'Segmental analysis'.

Net debt

In presenting and discussing the Group's indebtedness and liquidity position, net debt is calculated. Net debt is not defined under IFRS. The Group believes that it is both useful and necessary to communicate net debt to investors and other interested parties, for the following reasons:

net debt allows the Company and external parties to evaluate the Group's overall indebtedness and liquidity position;

net debt facilitates comparability of indebtedness and liquidity with other companies, although the Group's measure of net debt may not be directly comparable to similarly titled measures used by other companies; and

it is used in discussions with the investment analyst community.

Analysis of net debt and calculated gearing percentage is provided below. Gearing is defined as net debt as a percentage of total equity attributable to equity holders of the parent.

As at 

30 June

2009

£m

As at 

30 June

2008

£m

As at 

31 December

2008

£m

Net Debt

Cash and cash equivalents (as per cash flow statement)

114.8

139.3

209.3

Bank overdrafts (included as part of borrowings)

0.4

0.5

2.8

Cash and cash equivalents (as per the consolidated balance sheet)

115.2

139.8

212.1

Cash and cash equivalents included in assets classified as held for sale

-

6.8

-

Interest-bearing loans, bonds and borrowings - Non-current

(298.4)

(238.6)

(415.1)

- Current

(60.0)

(137.9)

(82.1)

- Classified as held for sale

-

(33.4)

-

Net debt

(243.2)

(263.3)

(285.1)

Gearing (%)

14.8%

17.7%

16.4%

An analysis of movements in net debt is presented below:

First

Half

2009

£m

First

Half

2008

£m

Full

Year

2008

£m

Net (decrease)/increase in cash, cash equivalents and bank overdrafts per consolidated cash flow statement

(79.8)

(14.7)

7.4

Decrease in debt and lease financing

96.2

16.5

32.6

Movement in net debt

16.4

1.8

40.0

Translation adjustments

25.5

(3.0)

(63.0)

Net debt at beginning of period

(285.1)

(262.1)

(262.1)

Net debt at end of period

(243.2)

(263.3)

(285.1)

12Assets classified as held for sale and associated liabilities

Assets classified as held for sale and associated liabilities in 2008 represented the net assets of CDL Hotels (Korea) Limited which owns the hotel business undertaking of the Millennium Seoul Hilton Hotel. An agreement had been reached with Kangho AMC Co. to dispose of the Group's 100% holding in CDL Hotels (Korea) Limited. While the Group was ready, willing and able to complete the disposal, the buyer was unable to finalise its financing arrangements and, consequently, the agreement for the disposal was terminated. The non-refundable cash deposit paid by the buyer was accordingly forfeited and has resulted in the Group recording a £31.4m gain.

Notes to the condensed consolidated interim financial statements (unaudited)

13. Related parties

Identity of related parties

Transactions between the Company and its subsidiaries have been eliminated on consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed below. All transactions with related parties were entered into in the normal course of business and at arms length.

The Group has a related party relationship with its fellow subsidiaries, joint ventures, associates and with its Directors and executive officers.

Transactions with ultimate holding company, and other related companies

The Group has a related party relationship with certain subsidiaries of Hong Leong Investment Holding Pte. Ltd ("Hong Leong"), which is the ultimate holding and controlling company of Millennium & Copthorne Hotels plc and holds 53% (2008: 53%) of the Company's shares via City Developments Limited ("CDL") the intermediate holding company of the Group. During the half year ended 30 June 2009 the Group had the following transactions with those subsidiaries as noted below:

The Group deposited certain surplus Singapore cash with Hong Leong Finance Limited, a fellow subsidiary undertaking, on normal commercial terms. Interest income of £0.01m (2008: £0.07m) was received during the period. As at 30 June 2009 £11.6m (2008: £12.3m) of cash was deposited with Hong Leong Finance Limited.

Rents of £0.1m (2008: £0.2m) were paid to CDL in respect of office space used by Millennium and Copthorne International Limited in the King's Centre in Singapore. In the same property, rentals were also paid to CDL in respect of the Grand Shanghai restaurant which amounted to £0.1m (2008: £0.1m).

Property management fees of £0.04m (2008: £0.03m) were paid to CDL in respect of property management and accounting services provided in relation to the Tanglin Shopping Centre in Singapore.

Richfield Hospitality Inc ("RHI") a company owned 85% by City e-Solutions Limited (a subsidiary of Hong Leong), and 15% by the Group, provided reservations, accounting and information technology services to the Group. A total of £0.1m (2008: £0.1m) was charged by RHI during the period and as at 30 June 2009, £0.01 (2008: £0.03m) was due to RHI.

For the half year ended 30 June 2009, fees paid/payable by the Group to Hong Leong Management Services Pte. Ltd, a subsidiary of Hong Leong amounted to £0.02m (2008: £0.6m). At 30 June 2009 £nil (2008: £nil) of fees payable was outstanding.

Management fees totalling £0.03m (2008: £0.03) were received from CDL in respect of maintenance; fees of £0.05m (2008: £0.04) relating to car parking, leasing commission and professional services were paid to CDL.

The Group provided at total of £0.01m (2008: £0.01m) hotel management services to a joint venture company of HL Global Enterprises Limited, a subsidiary of Hong Leong. As at 30 June 2009 £0.001m (2008: £0.003m) was due to the Group.

Transactions between the Group and its associates and joint ventures are disclosed below:

In July 2006 the Group completed the sale of long leasehold interest in three of its Singapore hotels to CDL Hospitality Trusts ("CDLHT"), an associate. These hotels were the Orchard Hotel (including the connected shopping centre), and M Hotel which were both sold on 75-year leases and Copthorne King's Hotel for the remaining 61 years of a 99-year lease. CDLHT also acquired the Grand Copthorne Waterfront Hotel, a Group managed hotel from CDL under a 75 year lease. All four hotels excluding the shopping centre were leased back to the Group for an initial term of 20 years, each renewable at the Group's option for an additional term of 20 years.

Under the terms of the master lease agreements for the four hotels, the Group is obliged to pay CDLHT an annual rental for the duration of the term (initial and extended term) of each lease agreement comprising the following:

A fixed rent and a service charge for each hotel. The aggregate of the fixed rent and service charge for the hotels is £11.8m (2008: £9.6m) comprising £4.6m (2008: £3.7m), £3.2m (2008: £2.6m), £2.7m (2008: £2.2m) and £1.3m (2008: £1.1m) for Orchard Hotel, Grand Copthorne Waterfront, M Hotel and Copthorne King's Hotel, respectively;

A variable rent computed based on the sum of 20% of each hotel's revenue for the prevailing financial year and 20% of each hotel's gross operating profit for the prevailing financial year, less the sum of the fixed rent and the service charge. Should the calculation of the variable rent yield a negative figure, the variable rent is deemed to be zero. 

The rents paid/payable under the leases referred to above for the relevant period are as follows:

First half

2009

£m

First Half

2008

£m

£m

£m

Copthorne King's Hotel

1.5

2.1

Orchard Hotel

4.6

5.5

M Hotel

2.5

3.1

Grand Copthorne Waterfront

3.7

4.5

12.3

15.2

Notes to the condensed consolidated interim financial statements (unaudited)

13. Related parties (continued)

Variable rents recognised by the Group and included in the above amounted to £nil (2008: £10.1m).

The Group acts as H-REIT manager and HBT Trustee manager with their fees having a performance-based element. The H-REIT manager is entitled to receive a base fee of 0.25% per annum of the value of the H-REIT Deposited Property as well as additional performance fee of 5% per annum of H-REIT's Net Property Income in the relevant financial year. 80% of the H-REIT Manager's fees will be paid in stapled securities for the first five years. In addition acquisition fees are payable, 100% in stapled securities at a rate of 0.5% of the value of new properties deposited with H-REIT. For the relevant period the fees paid in stapled securities totalled £1.4m (2008: £1.5m). The balance payable in cash was £0.3m (2008: £0.4m) of which £0.1m (2008: 0.1m) is outstanding at 30 June 2009

Interest receivable of £0.05m (2008: £0.04m) accrued in the period on the rent deposit paid to the REIT.

City Hotels Pte. Ltd, a 100% subsidiary of the Group, provided a shareholder loan facility of 500m Thai Baht (£8.9m) (2008: 450m Thai Baht (£6.8m)) to Fena Estate Company Limited ("Fena"), its 50% owned joint venture. At 30 June 2009, 475m Thai Baht (£8.5m) (2008: 432.2m Thai Baht (£6.6m)) had been drawn on this facility. The loan attracts interest of 4.5% (2008: 4.5%) per annum and interest of £0.2m (2008: £0.1m) was accrued for in the period. This interest is rolled up into the carrying value of the loan. 

Management fees were charged to Fena in respect of maintenance and other services at the Grand Millennium Sukhumvit Bangkok totalling £0.1m (2008: £0.1m).

The Group has provided a letter of undertaking to the United Overseas Bank (Thailand) Public Company Limited (UOB) that it will provide funding to Fena to enable it to fund any shortfall in interest payments on a THB 1,500m external facility agreement with UOB. 

Under the terms of the agreement the Group will fund the first THB100m of such a shortfall but thereafter will only fund 50% of any additional interest shortfall. The letter of undertaking is considered to be a contingent liability.

In addition, in the second half of the financial year ended 31 December 2008, the Group provided a further US$2.0m (£1.1m) operator loan facility to Fena. At 30 June 2009, US$1.8m (£1.1m) had been drawn on this facility. The loan attracts interest of 2.5% per annum and interest of £0.005m (2008: £nil) was accrued for in the period. This interest is rolled up into the carrying value of the loan.

The Group has provided hotel management services to Beijing Fortune Hotel Co. Ltd ("BFHC"); the Group's 30% owned joint venture. A total of £0.2m (2008: £0.02m) was charged to BFHC during the period, all of which was outstanding at 30 June 2009 (2008: £0.02m). In addition, as at 30 June 2009 BFHC owed £0.03m (2008: £0.3m) to the Group on account of certain hotel operating and other related expenses that had been paid by the Group to third parties.

During 2008 Millennium & Copthorne Hotel Holdings (Hong Kong) Limited a 100% subsidiary of the Group, provided a guarantee to the Bank of East Asia (China) Limited that it will pay on demand, 30% of principal, interest and costs on loan facilities totalling RMB500m given to BFHC. At 30 June 2009 RMB 500m 44.4m) (2008: RMB 400m 29.7m)) of the facility has been drawn down.

The Group's hotels purchased £nil (2008: £0.02m) of hotel supplies and operating equipment during the year from Thakral Corporation Limited, an associate of Hong Leong. As at 30 June 2009 £nil (2008: nil) was due from the Group to Thakral Corporation Limited.

The Group has a related party relationship with Mr Ali Al Zaabi, a minority shareholder of its operations in the Middle East. Fees of £0.1m (2008: £0.1m) were charged to the Group in respect of Mr Al Zaabi's remuneration and other expenses of which £0.01m (2008: £0.1m) was outstanding at the period end. In addition £0.2(2008: £0.05m) of incentive management fees were charged to the Kingsgate Abu Dhabi Hotel which is owned by Mr Al Zaabi of which £0.06(2008: £0.04m) was outstanding at 30 June 2009.

The beneficial interest of the Directors in the ordinary shares of the Company was 0.026% (2008: 0.027%).

In addition to their salaries, the Group also provides non-cash benefits to Directors and executive officers, and contributes to a post-employment defined benefit plan on their behalf or a defined contribution plan depending on the date of commencement of employment. In accordance with the terms of the defined benefit plan, Directors and executive officers retire at the age of 65 and are entitled to receive annual payments equivalent to 1/60th of their pensionable salary, subject to the earnings cap, for each year of pensionable service until the date of retirement. The defined contribution plan does not have a specified pension payable on retirement and benefits are determined by the extent to which the individual's fund can buy an annuity in the market at retirement.

Executive officers also participate in the Group's share option programme, Long-Term Incentive Plan and the Group's sharesave schemes.

Notes to the condensed consolidated interim financial statements (unaudited)

13. Related parties (continued)

The key management personnel compensations are as follows:

First half

2009

£m

First Half

2008

£m

£m

£m

Short-term employee benefits

1.1

1.4

Other long-term benefits

-

-

Termination payments

-

0.2

Share-based payment

0.9

0.6

2.0

2.2

Directors

0.6

0.6

Executives

1.4

1.6

2.0

2.2

  

MILLENNIUM & COPTHORNE HOTELS PLC

Responsibility statement of the Directors in respect of the interim management report

We confirm that to the best of our knowledge:

the condensed set of financial statements has been prepared in accordance with IAS 34 'Interim Financial Reporting' as adopted by the EU;

the interim management report includes a fair review of the information required by:

 DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and

DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.

By order of the board

Wong Hong Ren

Director

5 August 2009

  Independent review report to Millennium & Copthorne Hotels plc

Introduction

We have been engaged by the Company to review the condensed set of financial statements in the interim management report for the six months ended 30 June 2009 which comprises the condensed consolidated interim income statement, condensed consolidated interim statement of comprehensive income, condensed consolidated balance sheet, condensed consolidated statement of changes in shareholders' equity, condensed consolidated interim statement of cash flows and the related explanatory notes. We have read the other information contained in the interim management report and 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 in accordance with the terms of our engagement to assist the Company in meeting the requirements of the Disclosure and Transparency Rules ('the DTR') of the UK's Financial Services Authority ('the UK FSA'). Our review has been undertaken so that we might state to the Company those matters we are required to state to it in this 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 for our review work, for this report, or for the conclusions we have reached.

Directors' responsibilities

The interim management report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the interim management report in accordance with the DTR of the UK FSA. As disclosed in note 1, the annual financial statements of the Company are prepared in accordance with IFRS as adopted by the EU. The condensed set of financial statements included in this interim management report has been prepared in accordance with IAS 34, 'Interim Financial Reporting', as adopted by the EU. 

Our responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the interim management report 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' issued by the Auditing Practices Board for use in the UK. 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 performed 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 interim management report for the six months ended 30 June 2009 is not prepared, in all material respects, in accordance with IAS 34 as adopted by EU and the DTR of the UK FSA.

 

Richard Hathaway (Senior Statutory Auditor)

for and on behalf of

KPMG Audit Plc, Statutory Auditor

Chartered Accountants

8 Salisbury Square

London

EC4Y 8BB

 

5 August 2009

  

APPENDIX 1: KEY OPERATING STATISTICS (Unaudited)

for the half year ended 30 June 2009

First

Half

2009

Reported 

Currency

First

Half

2008

Constant 

Currency

First

Half

2008

Reported 

currency

Full

Year

2008

Reported 

currency

Occupancy %

New York

77.2

84.0

84.7

Regional US

54.4

61.3

59.9

Total US

59.8

66.5

65.6

London

83.9

82.6

84.4

Rest of Europe

65.8

70.9

70.9

Total Europe

73.8

76.1

76.9

Singapore

70.5

84.7

83.6

Rest of Asia

66.3

70.1

70.0

Total Asia

68.1

76.4

75.8

Australasia

63.0

69.3

66.5

Total Group

65.9

71.8

71.2

Average Room Rate (£)

New York

136.38

195.95

147.33

163.08

Regional US

65.80

66.25

49.81

55.23

Total US

87.57

104.08

78.26

87.41

London

95.08

99.03

99.03

101.36

Rest of Europe

77.77

85.24

79.66

79.60

Total Europe

86.47

91.86

88.96

90.16

Singapore

80.51

107.52

86.36

88.59

Rest of Asia

70.91

74.44

65.13

66.08

Total Asia

75.20

90.14

75.21

76.72

Australasia

44.15

46.23

47.79

46.29

Total Group

78.69

90.02

76.47

80.32

RevPAR (£)

New York

105.29

164.60

123.76

138.13

Regional US

35.80

40.61

30.53

33.08

Total US

52.37

69.21

52.04

57.34

London

79.77

81.80

81.80

85.55

Rest of Europe

51.17

60.44

56.48

56.44

Total Europe

63.81

69.91

67.70

69.33

Singapore

56.76

91.07

73.15

74.06

Rest of Asia

47.01

52.18

45.66

46.26

Total Asia

51.21

68.87

57.46

58.15

Australasia

27.81

32.04

33.12

30.78

Total Group

51.86

64.63

54.91

57.19

Gross Operating Profit Margin (%)

New York

17.0

37.6

38.8

Regional US

15.8

17.6

18.9

Total US

16.3

27.6

28.9

London

50.7

48.0

49.9

Rest of Europe

26.7

30.4

30.4

Total Europe

38.1

38.6

39.6

Singapore

49.0

54.2

52.9

Rest of Asia

35.1

37.4

37.4

Total Asia

41.5

45.6

45.8

Australasia

37.9

39.8

39.5

Total Group

32.4

37.7

38.2

For comparability the 30 June 2008 Average Room Rate and RevPAR have been translated at average exchange rates for the period ended 30 June 2009.

  APPENDIX 2: Key operating statistics (Unaudited)

for the second quarter ended 30 June 2009

Second

Quarter

2009

Reported 

currency

Second

 Quarter

2008

Constant

 currency

Second

 Quarter

2008

Reported 

currency

Occupancy %

New York

90.0

89.3

Regional US

59.5

66.5

Total US

66.8

71.7

London

88.9

87.6

Rest of Europe

68.3

74.8

Total Europe

77.4

80.4

Singapore

70.6

85.3

Rest of Asia

64.5

69.0

Total Asia

67.1

76.0

Australasia

51.3

58.3

Total Group

67.6

73.3

Average Room Rate (£)

New York

129.31

199.56

154.83

Regional US

67.29

66.84

51.82

Total US

87.40

105.02

81.46

London

97.24

103.15

103.15

Rest of Europe

74.58

84.53

80.45

Total Europe

86.08

93.49

91.37

Singapore

72.05

107.38

90.04

Rest of Asia

71.49

75.30

66.99

Total Asia

71.74

90.69

78.05

Australasia

40.45

42.89

43.24

Total Group

78.40

91.85

79.38

RevPAR (£)

New York

116.38

178.21

138.26

Regional US

40.04

44.45

34.46

Total US

58.38

75.30

58.41

London

86.45

90.36

90.36

Rest of Europe

50.94

63.23

60.18

Total Europe

66.63

75.17

73.46

Singapore

50.87

91.60

76.80

Rest of Asia

46.11

51.96

46.22

Total Asia

48.14

68.92

59.32

Australasia

20.75

25.00

25.21

Total Group

53.00

67.33

58.19

Gross Operating Profit Margin (%)

New York

25.1

43.6

Regional US

22.6

23.3

Total US

23.7

33.4

London

53.9

51.2

Rest of Europe

27.3

31.2

Total Europe

40.7

40.8

Singapore

47.7

55.2

Rest of Asia

35.6

39.2

Total Asia

41.0

47.0

Australasia

26.3

28.4

Total Group

34.1

39.8

For comparability the 30 June 2008 Average Room Rate and RevPAR have been translated at average exchange rates for the period ended 30 June 2009.

  APPENDIX 3: HOTEL ROOM COUNT AND PIPELINE (Unaudited)

for the half year ended 30 June 2009

Hotel and room count

Hotels

Rooms

30 June 2009

31 December 2008

30 June

 2008

30 June 2009

31 December 2008

30 June

 2008

Analysed by region:

New York

3

3

3

1,746

1,746

1,746

Regional US

16

17

17

5,727

6,025

6,025

London

7

7

7

2,487

2,487

2,487

Rest of Europe

18

17

17

3,231

3,073

3,073

Middle East

8

9

9

2,416

2,689

2,689

Singapore

5

5

5

2,390

2,390

2,373

Rest of Asia

16

15

14

7,196

6,913

6,671

Australasia

30

30

32

3,533

3,477

3,618

Total

103

103

104

28,726

28,800

28,682

Analysed by ownership type:

Owned and leased

67

68

69

20,809

21,131

21,208

Managed

18

17

17

4,183

4,011

4,011

Franchised

13

13

14

1,883

1,807

1,854

Investment

5

5

4

1,851

1,851

1,609

Total

103

103

104

28,726

28,800

28,682

Analysed by brand:

Grand Millennium

4

4

4

1,657

1,666

1,666

Millennium

40

40

40

14,228

14,222

14,222

Copthorne

35

34

35

7,128

6,950

7,027

Kingsgate

14

14

15

1,425

1,375

1,422

Third party

10

11

10

4,288

4,587

4,345

Total

103

103

104

28,726

28,800

28,682

Pipeline

Hotels

Rooms

30 June 2009

31 December 2008

30 June

 2008

30 June 2009

31 December 2008

30 June

 2008

Analysed by region:

Regional US

1

1

1

250

250

250

Rest of Europe

3

2

2

614

340

340

Middle East

15

10

10

5,789

3,418

2,805

Singapore

1

1

1

370

370

370

Rest of Asia

2

3

3

483

790

790

Total

22

17

17

7,506

5,168

4,555

Analysed by ownership type:

Owned or leased

3

3

3

740

740

740

Managed

19

14

14

6,766

4,428

3,815

Total

22

17

17

7,506

5,168

4,555

Analysed by brand:

Grand Millennium

1

-

-

573

-

-

Millennium

12

10

10

4,266

3,555

2,942

Copthorne

1

1

1

240

140

140

Kingsgate

3

2

2

752

478

478

Other

5

4

4

1,675

995

995

Total

22

17

17

7,506

5,168

4,555

The Group opened two hotels as management contracts, the 158-room Copthorne Hotel Sheffield in January and the 306-room Millennium Wuxi in June. The 299-room owned Wynfield Inn Orlando Convention Center was closed and the management contract for the 304-room Millennium Oy Oun Hotel Sharm el Sheikh ceased. With the signing of new hotels in the UK and Middle East the hotel pipeline increased by five with 2,338 rooms.

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