26th May 2011 07:00
For immediate release 26 May 2011
LXB Retail Properties Plc
INTERIM RESULTS FOR THE PERIOD ENDED 31 MARCH 2011
LXB Retail Properties Plc, a closed-ended real estate investment company focused on edge of town and out of town retail assets, today announces interim results for the period ended 31 March 2011.
Highlights
·; Acquired Stone Lake Retail Park in Greenwich, for £27.84m (including direct costs) in December 2010.
·; Continued to make further strategic acquisitions in Greenwich through the period.
·; Exchanged contracts on a subject to planning basis to acquire a Wm Morrison Supermarkets plc led development site on the Isle of Sheppey in January 2011.
·; Entered into a £25.95m loan facility arrangement with Deutsche Hypothekenbank in February 2011.
·; Cash deposits and liquid investments at 31 March 2011: £47.0m.
·; NAV per share at 31 March 2011: 100.16p.
·; Earnings per share: 6.10p.
Post period end:
·; April 2011: acquisition of 31 developable acres in Rushden, Northamptonshire for £4.7m (including direct costs).
·; May 2011: exchanged an agreement for lease on a subject to planning basis with J. Sainsbury Plc at Bugsby's Way, Greenwich for a new store of 145,000 sq ft (gross external).
·; May 2011: announcement of intention to raise approximately £100m before expenses by means of a share placing.
Phil Wrigley, Chairman of LXB Retail Properties Plc commented:
"Thus far we have raised equity of £147.6m of which £124.6m had been invested at the balance sheet date, with the remainder earmarked for developments which we own and other projects that we have already identified. Our highly experienced Investment Manager continues to identify significant new opportunities and, in order to capitalise on them, we have today, also announced our intention to raise approximately £100m by means of a share placing. Full details are set out in the announcement of the placing."
26 May 2011
For further information please contact:
LXB Manager LLP Tel: 020 7432 7900
Tim Walton, CEO
Brendan O'Grady, FD
Buchanan Communications Tel: 020 7466 5000
Charles Ryland / Suzanne Brocks
Forward looking statements
This document includes forward looking statements which are subject to risks and uncertainties. You are cautioned that forward looking statements are not guarantees of future performance and that if risks and uncertainties materialise, or if assumptions underlying any of these statements prove incorrect, the actual results of operations and financial condition of the Group may materially differ from those made in, or suggested by, forward looking statements. Other than in accordance with its legal or regulatory obligations, the Company undertakes no obligation to review, update or confirm expectations or estimates or to release publicly any revisions to any forward looking statements to reflect events that occur or circumstances that arise after the date of this document.
Chairman's Statement
Dear Shareholder,
I am pleased to present the Group's Interim Report for the half year ended 31 March 2011.
In the Company's last annual report I said that the Group anticipated making further acquisitions and progress with our existing developments and I am very pleased to report good progress on both fronts.
At Greenwich, we continue to make significant progress. This week's announcement of an agreement for a 25 year lease with J. Sainsbury Plc for a new 145,000 sq ft store represents a significant milestone, and is the culmination of many months' hard work by our Investment Manager. The agreement is subject to securing planning consent and we anticipate starting work on the site next year, with completion in 2013. Construction of Phase 1 at Greenwich (a new Wickes store) is expected to commence shortly, and we continue to pursue planning on Phase 2 (hotel and retail).
The site at Sheppey will include a 55,000 sq ft Wm Morrison Supermarkets plc foodstore. Our public exhibition to showcase our plans for the redevelopment was very positively received with visitors citing job creation, additional choice for shoppers, and the positive impact on local infrastructure as tangible benefits of our investment in their community. We aim to work closely with all stakeholders and the very positive feedback at Sheppey reinforces our belief that we are delivering what retailers and local communities want.
At Biggleswade, we have secured an additional 40,000 sq ft of retail consent which means that we now have existing consent for over 300,000 sq ft of retail space at that site. Tenant interest is strong and we are in detailed discussions with a potential anchor tenant. We remain on track to submit a comprehensive planning application in July of this year.
Earlier this month we told you about our investment at Rushden which offers the potential for a retail scheme of up to 250,000 sq ft in a prime location on the A45 in Northamptonshire, opposite an existing Waitrose. This project is at an early stage and planning applications have yet to be submitted, but there has already been very active interest from potential anchor tenants.
On financing, I am very pleased that we were able to secure a £26m investment facility in February of this year. Sensible use of leverage is a key component of our strategy to assemble a portfolio of high quality retail investments, and our Investment Manager maintains a regular dialogue with a number of banks to ensure they are apprised of the quality and potential of our proposition. Your board does not intend to gear its investments excessively; however it is very encouraging that we are observing a real appetite from lenders for our proposition.
We are monitoring the proposed changes to the UK REIT regime announced in the 2011 Budget on 23 March 2011, and the impact these might have on any decision to convert to REIT status at some point in the future.
Notwithstanding some of the current themes surrounding the retail sector, we are finding that demand for our product remains strong. The major retail players, who we intend to be anchor tenants in our developments, are maintaining their focus on acquiring new space in the right locations.
Thus far we have raised equity of £147.6m of which £124.6m had been invested at the balance sheet date, with the remainder earmarked for developments which we own and other projects that we have already identified. Our highly experienced Investment Manager continues to identify significant new opportunities and, in order to capitalise on them, we have today, also announced our intention to raise approximately £100m by means of a share placing. Full details are set out in the announcement of the placing.
In summary, I believe we are delivering our business plan. Our existing acquisitions are already driving shareholder value and we are creating a portfolio with strong investment characteristics. There is strong demand from our target tenants, the debt markets are very receptive to our proposition, and our Investment Manager continues to bring forward attractive new investment opportunities. I anticipate further positive news for shareholders in the coming months.
Phil Wrigley
Chairman
26 May 2011
Group Income Statement | ||||||
Unaudited | Unaudited | Audited | ||||
six months to | 27 August 2009 to | 27 August 2009 to | ||||
Note | 31 March 2011 | 31 March 2010 | 30 September 2010 | |||
£ | £ | £ | ||||
Gross rental income | 2,256,693 | 111,985 | 1,414,611 | |||
Direct property outgoings | (45,160) | (985) | (80,463) | |||
Net rental income and gross profit | 2,211,533 | 111,000 | 1,334,148 | |||
Administrative expenses: | ||||||
Corporate expenses | (1,703,766) | (900,070) | (2,205,373) | |||
Cost of property activities | (203,451) | - | - | |||
Investment property revaluation surplus | 9,332,114 | 21,862 | 259,783 | |||
Operating profit / (loss) | 9,636,430 | (767,208) | (611,442) | |||
Finance income | 4 | 112,544 | 349,866 | 510,926 | ||
Finance costs | 4 | (207,855) | (1,340,100) | (1,546,564) | ||
Profit / (loss) before tax | 9,541,119 | (1,757,442) | (1,647,080) | |||
Taxation charge | 5 | (85,366) | (5,397) | (34,343) | ||
Profit / (loss) for the period | 9,455,753 | (1,762,839) | (1,681,423) | |||
Pence | Pence | Pence | ||||
per share | per share | per share | ||||
Earnings / (loss) per share | ||||||
Basic and diluted | 6 | 6.10 | (1.55) | (1.39) |
All amounts relate to continuing activities.
Group Statement of Comprehensive Income | Unaudited | Unaudited | Audited | |||
six months to | 27 August 2009 to | 27 August 2009 to | ||||
31 March 2011 | 31 March 2010 | 30 September 2010 | ||||
£ | £ | £ | ||||
Profit / (loss) for the period | 9,455,753 | (1,762,839) | (1,681,423) | |||
Market value adjustment of interest | ||||||
rate derivatives, recognised directly in equity | (246,481) | - | - | |||
Tax effect of interest rate derivative valuation adjustment | 47,896 | - | - | |||
Total comprehensive income for the period, net of tax | 9,257,168 | (1,762,839) | (1,681,423) |
Group Statement of Changes in Equity | |||||||
Stated | Hedging | Retained | |||||
Period ended 31 March 2011 (unaudited) | capital | reserve | earnings | Total | |||
£ | £ | £ | £ | ||||
At 30 September 2010 (audited) | 147,583,939 | - | (1,681,423) | 145,902,516 | |||
Profit for the period | - | - | 9,455,753 | 9,455,753 | |||
Market value adjustment of interest rate derivatives | - | (246,481) | - | (246,481) | |||
Tax effect of interest rate derivative valuation adjustment | - | 47,896 | - | 47,896 | |||
At 31 March 2011 (unaudited) | 147,583,939 | (198,585) | 7,774,330 | 155,159,684 | |||
Stated | Hedging | Retained | |||||
Period ended 31 March 2010 (unaudited) | capital | reserve | earnings | Total | |||
£ | £ | £ | £ | ||||
At incorporation | - | - | - | - | |||
Loss for the period | - | - | (1,762,839) | (1,762,839) | |||
Issue of ordinary shares of no par value | 114,215,000 | - | - | 114,215,000 | |||
Share issue costs | (4,664,014) | - | - | (4,664,014) | |||
At 31 March 2010 (unaudited) | 109,550,986 | - | (1,762,839) | 107,788,147 |
Group Balance Sheet | ||||||||||||||
Unaudited as at | Unaudited as at | Audited as at | ||||||||||||
31 March | 31 March | 30 September | ||||||||||||
2011 | 2010 | 2010 | ||||||||||||
Note | £ | £ | £ | |||||||||||
Non-current assets | ||||||||||||||
Investment properties | 7 | 134,215,000 | 30,050,000 | 93,000,000 | ||||||||||
Deferred tax asset | 5 | 57,776 | - | - | ||||||||||
134,272,776 | 30,050,000 | 93,000,000 | ||||||||||||
Current assets | ||||||||||||||
Derivative financial assets | 11 | - | 207,900 | 1,436 | ||||||||||
Business and other receivables | 8 | 2,158,101 | 236,052 | 2,152,150 | ||||||||||
Money Market Fund investments | 9 | 8,943,697 | 7,500,000 | 7,504,620 | ||||||||||
Cash deposits with maturities of more than three months | 9 | - | 20,000,000 | - | ||||||||||
Cash and cash equivalents | 9 | 38,082,968 | 50,821,264 | 45,020,822 | ||||||||||
49,184,766 | 78,765,216 | 54,679,028 | ||||||||||||
Total assets | 183,457,542 | 108,815,216 | 147,679,028 | |||||||||||
Current liabilities | ||||||||||||||
Business and other payables | 10 | (2,381,097) | (1,021,672) | (1,742,169) | ||||||||||
Income tax | (129,589) | (5,397) | (34,343) | |||||||||||
Derivative financial liabilities | 11 | (288,881) | - | - | ||||||||||
(2,799,567) | (1,027,069) | (1,776,512) | ||||||||||||
Non-current liabilities | ||||||||||||||
Borrowings | 12 | (25,498,291) | - | - | ||||||||||
Total liabilities | (28,297,858) | (1,027,069) | (1,776,512) | |||||||||||
Net assets | 155,159,684 | 107,788,147 | 145,902,516 | |||||||||||
Equity | ||||||||||||||
Stated capital | 13 | 147,583,939 | 109,550,986 | 147,583,939 | ||||||||||
Hedging reserve | (198,585) | - | - | |||||||||||
Retained earnings | 7,774,330 | (1,762,839) | (1,681,423) | |||||||||||
Total equity | 155,159,684 | 107,788,147 | 145,902,516 | |||||||||||
Pence | Pence | Pence | ||||||||||||
per share | per share | per share | ||||||||||||
Net asset value per share | ||||||||||||||
Basic and diluted | 14 | 100.16 | 94.37 | 94.19 | ||||||||||
Adjusted (EPRA) | 14 | 100.31 | 95.54 | 95.19 | ||||||||||
Group Cash Flow Statement |
| |||||||||||||
| ||||||||||||||
Unaudited | Unaudited | Audited |
| |||||||||||
six months to | 27 August 2009 to | 27 August 2009 to |
| |||||||||||
31 March 2011 | 31 March 2010 | 30 September 2010 |
| |||||||||||
£ | £ | £ |
| |||||||||||
Cash flows from operating activities |
| |||||||||||||
Profit/ (loss) before tax | 9,541,119 | (1,757,442) | (1,647,080) |
| ||||||||||
Adjustments for non-cash items: |
| |||||||||||||
Investment property revaluation surplus | (9,332,114) | (21,862) | (259,783) |
| ||||||||||
| ||||||||||||||
Net finance costs | 95,311 | 990,234 | 1,035,638 |
| ||||||||||
| ||||||||||||||
Cash flows from operations before |
| |||||||||||||
changes in working capital | 304,316 | (789,070) | (871,225) |
| ||||||||||
| ||||||||||||||
Change in business and other receivables | (31,676) | (101,334) | (2,125,382) |
| ||||||||||
Change in business and other payables | 499,672 | 804,948 | 1,729,014 |
| ||||||||||
| ||||||||||||||
| ||||||||||||||
Cash flows from operations | 772,312 | (85,456) | (1,267,593) |
| ||||||||||
| ||||||||||||||
Investing activities: |
| |||||||||||||
Cash placed on deposit with maturities of more than three months | - | (20,000,000) | - |
| ||||||||||
Interest received | 138,269 | 215,148 | 484,158 |
| ||||||||||
Purchase of investment properties | (31,896,041) | (29,811,414) | (92,727,062) |
| ||||||||||
Money Market Fund investments made | (1,439,077) | (7,500,000) | (7,504,620) |
| ||||||||||
| ||||||||||||||
| ||||||||||||||
Cash flows from investing activities | (33,196,849) | (57,096,266) | (99,747,524) |
| ||||||||||
| ||||||||||||||
Financing activities: |
| |||||||||||||
Net proceeds from share issues | - | 109,550,986 | 147,583,939 |
| ||||||||||
New bank borrowings | 25,488,075 | - | - |
| ||||||||||
Purchase of derivative instruments | - | (1,548,000) | (1,548,000) |
| ||||||||||
Other finance costs paid | (1,392) | - | - |
| ||||||||||
| ||||||||||||||
| ||||||||||||||
Cash flows from financing activities | 25,486,683 | 108,002,986 | 146,035,939 |
| ||||||||||
| ||||||||||||||
| ||||||||||||||
Net (decrease) / increase in cash and cash equivalents | (6,937,854) | 50,821,264 | 45,020,822 |
| ||||||||||
| ||||||||||||||
Cash and cash equivalents at beginning of period | 45,020,822 | - | - |
| ||||||||||
| ||||||||||||||
| ||||||||||||||
Cash and cash equivalents at end of period | 38,082,968 | 50,821,264 | 45,020,822 |
| ||||||||||
Notes to the Interim Report
1. General information about the Group
LXB Retail Properties Plc was listed on the AIM and CISX markets on 23 October 2009. It is a closed-ended real estate investment company that was incorporated in Jersey on 27 August 2009.
This Interim Report includes the results and net assets of the Company and its subsidiaries, together referred to as the Group, on a consolidated basis.
Further general information about the Company can be found on its website:
www.lxbretailproperties.com
2. Basis of preparation
The financial information contained in this report has been prepared in accordance with IAS 34, "Interim Financial Reporting", as adopted by the European Union and on a going concern basis.
The condensed set of financial statements for the half year are unaudited and do not constitute statutory accounts for the purposes of The Companies (Jersey) Law 1991. They should be read in conjunction with the Group's statutory financial statements for the period ended 30 September 2010, which were prepared under IFRS and upon which an unqualified auditors' report was given.
The accounting policies adopted in this report are consistent with those applied in the Group's first annual report and financial statements for the period ended 30 September 2010 (the 2010 annual report) and are expected to be consistently applied in the year ending 30 September 2011. The 2010 annual report is available from the "Investor relations" page of the Company's website, www.lxbretailproperties.com, or by writing to the Company Secretary at Ogier Fund Administration (Jersey) Limited, Ogier House, The Esplanade, St Helier, Jersey, JE4 9WG.
3. Segmental information
During the period, the Group operated in and was managed as one business segment, being property investment, with all investment properties located in the United Kingdom.
4. Finance income and costs
Unaudited | Unaudited | Audited | |||||
six months to | 27 August 2009 to | 27 August 2009 to | |||||
Recognised in the income statement: | 31 March 2011 | 31 March 2010 | 30 September 2010 | ||||
£ | £ | £ | |||||
Finance income: | |||||||
Interest on cash deposits | 112,544 | 349,866 | 510,926 | ||||
Finance costs: | |||||||
Bank interest and charges | (153,803) | - | - | ||||
Amortisation of capitalised finance costs | (10,216) | - | - | ||||
Change in fair value of derivative financial instruments | |||||||
outside hedge accounting designation | (50,837) | (1,340,100) | (1,546,564) | ||||
Hedging reserve recycling | 7,001 | - | - | ||||
Total finance costs in income statement | (207,855) | (1,340,100) | (1,546,564) | ||||
Net finance costs recognised in income statement | (95,311) | (990,234) | (1,035,638) | ||||
Unaudited | Unaudited | Audited | |||||
six months to | 27 August 2009 to | 27 August 2009 to | |||||
Recognised in other comprehensive income: | 31 March 2011 | 31 March 2010 | 30 September 2010 | ||||
£ | £ | £ | |||||
Losses recognised on mark to market adjustment of the effective | |||||||
element of interest rate derivatives | (239,480) | - | - | ||||
Hedging reserve recycling - transfer to income statement | (7,001) | - | - | ||||
Net finance costs recognised in other comprehensive income | (246,481) | - | - | ||||
Further information about the derivative financial instruments, including details of their valuation at each balance sheet date, is included in note 11.
5. Taxation
Unaudited | Unaudited | Audited | |||||||
six months to | 27 August 2009 to | 27 August 2009 to | |||||||
31 March 2011 | 31 March 2010 | 30 September 2010 | |||||||
£ | £ | £ | |||||||
The tax charge for the period recognised in the income statement comprises: |
| ||||||||
Current tax on results for the period | (95,246) | (5,397) | (34,343) |
| |||||
Change in deferred tax in the period | 9,880 | - | - |
| |||||
(85,366) | (5,397) | (34,343) | |||||||
The tax assessed for the period varies from the standard rate of income tax in the UK of 20%. The differences are explained below:
Unaudited | Unaudited | Audited | ||||||
six months to | 27 August 2009 to | 27 August 2009 to | ||||||
31 March 2011 | 31 March 2010 | 30 September 2010 | ||||||
£ | £ | £ | ||||||
Profit / (loss) before tax | 9,541,119 | (1,757,442) | (1,647,080) | |||||
Profit / (loss) before tax at the standard rate of income tax | ||||||||
in the UK of 20% | 1,908,224 | (351,488) | (329,416) | |||||
Adjusted for the effects of: | ||||||||
Investment property revaluation surplus not subject to tax | (1,866,423) | (4,373) | (51,957) | |||||
Expenses not deductible for tax | 311,239 | 446,136 | 685,844 | |||||
Deduction for allowable financing costs | (272,404) | (14,905) | (191,278) | |||||
Income not subject to tax | (22,690) | (69,973) | (102,185) | |||||
Losses carried forward | 27,420 | - | 23,335 | |||||
Total current tax charge for the period | 85,366 | 5,397 | 34,343 | |||||
The Group has revenue related losses of £253,776 (31 March 2010: £nil; 30 September 2010: £116,675) available to carry forward to utilise against applicable future revenue profits, for which no deferred tax asset is currently recognised.
Tax status of the Company and its subsidiaries
All Group undertakings are either tax resident in Jersey or are tax transparent entities owned by Jersey resident entities. Jersey has a corporate tax rate of zero, so the Company and its subsidiaries have no liability to taxation on their income or gains in Jersey. The Company is not subject to UK Corporation tax on any dividend or interest income it receives.
The Group's investment properties are located in the United Kingdom and the net rental income earned less deductible items is subject to UK income tax, currently at a rate applicable to the relevant group undertakings of 20%.
Unaudited | Unaudited | Audited | |||||
Deferred tax asset | six months to | 27 August 2009 to | 27 August 2009 to | ||||
31 March 2011 | 31 March 2010 | 30 September 2010 | |||||
£ | £ | £ | |||||
At start of period | - | - | - | ||||
Tax on interest rate derivative adjustment credited to other | |||||||
comprehensive income | 47,896 | - | - | ||||
Tax on interest rate derivative adjustment credited to | |||||||
income statement | 9,880 | - | - | ||||
At end of period | 57,776 | - | - | ||||
6. Earnings / (loss) per share
Earnings / (loss) per share is calculated on 154,907,536 ordinary shares (31 March 2010: weighted average of 113,393,208 ordinary shares; 30 September 2010: weighted average of 120,734,012 ordinary shares) in issue for the period and is based on a profit attributable to ordinary shareholders for the period of £7,990,753 (31 March 2010: £1,762,839 loss; 30 September 2010: £1,681,423 loss).
There are no share options or other equity instruments in issue and therefore no adjustments need to be made for dilutive or potentially dilutive equity arrangements.
The European Public Real Estate Association ("EPRA") has issued guidelines aimed at providing a measure of earnings per share designed to present underlying earnings from core operating activities only. The adjusted EPRA earnings per share figure is calculated as follows:
Unaudited | Unaudited | Audited | |||||||
six months to | 27 August 2009 to | 27 August 2009 to | |||||||
31 March 2011 | 31 March 2010 | 30 September 2010 | |||||||
£ | Pence per share | £ | Pence per share | £ | Pence per share | ||||
Basic earnings / (loss) | 9,455,753 | 6.10 | (1,762,839) | (1.55) | (1,681,423) | (1.39) | |||
Adjustments: | |||||||||
Investment property revaluation | |||||||||
movements | (9,332,114) | (6.02) | (21,862) | (0.02) | (259,783) | (0.22) | |||
Market value adjustments of interest | |||||||||
rate derivatives, net of tax | 33,956 | 0.02 | 1,340,100 | 0.87 | 1,546,564 | 1.00 | |||
EPRA earnings / (loss) | 157,595 | 0.10 | (444,601) | (0.70) | (394,642) | (0.61) | |||
7. Investment properties
Unaudited at 31 March 2011 | |||||||||
Long | |||||||||
Freehold | leasehold | Total | |||||||
£ | £ | £ | |||||||
At 30 September 2010 (audited) | 73,700,000 | 19,300,000 | 93,000,000 | ||||||
Additions | 31,678,283 | 204,603 | 31,882,886 | ||||||
Revaluation surplus | 9,251,717 | 80,397 | 9,332,114 | ||||||
Carrying value at 31 March 2011 (unaudited) | 114,630,000 | 19,585,000 | 134,215,000 | ||||||
Audited at 30 September 2010 | |||||||||
Long | |||||||||
Freehold | leasehold | Total | |||||||
£ | £ | £ | |||||||
At incorporation | - | - | - | ||||||
Additions | 73,482,477 | 19,257,740 | 92,740,217 | ||||||
Revaluation surplus | 217,523 | 42,260 | 259,783 | ||||||
Carrying value at 30 September 2010 (audited) | 73,700,000 | 19,300,000 | 93,000,000 | ||||||
The properties were valued as at 31 March 2011 by King Sturge LLP, Chartered Surveyors, in their capacity as external valuers. The valuation was undertaken in accordance with the Royal Institution of Chartered Surveyors' Valuation Standards on the basis of market value. Market value represents the estimated amount for which a property would be expected to exchange at the date of valuation between a willing buyer and a willing seller in an arm's length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion. A deduction is made to reflect an estimate of the purchasers' acquisition costs.
The historic cost of the Group's investment properties as at 31 March 2011 was £124,623,103 (31 March 2010: £30,028,138; 30 September 2010: £92,740,217).
8. Business and other receivables
Unaudited as at | Unaudited as at | Audited as at | |||
31 March | 31 March | 30 September | |||
2011 | 2010 | 2010 | |||
£ | £ | £ | |||
Business receivables | 303,061 | - | 665,375 | ||
Prepayments and accrued income | 1,083,413 | 17,136 | 268,315 | ||
Interest receivable | 1,043 | 134,718 | 26,768 | ||
Other receivables | 770,584 | 84,198 | 1,191,692 | ||
2,158,101 | 236,052 | 2,152,150 |
All amounts above are due within one year.
9. Cash and cash equivalents and Money Market Fund investments
Unaudited as at | Unaudited as at | Audited as at | |||
31 March | 31 March | 30 September | |||
2011 | 2010 | 2010 | |||
£ | £ | £ | |||
Money Market Fund investments | 8,943,697 | 7,500,000 | 7,504,620 | ||
Cash deposits with maturities of more than three months | - | 20,000,000 | - | ||
Cash and cash equivalents | 38,082,968 | 50,821,264 | 45,020,822 | ||
47,026,665 | 78,321,264 | 52,525,442 |
The Money Market Fund investment is an investment in a Liquidity Fund with instant access and is therefore disclosed in the balance sheet as a current asset investment.
Included within the Group's cash and cash equivalents balance as at 31 March 2011 is £485,679 (31 March 2011: n/a; 30 September 2010: n/a) in bank accounts held as security by the provider of the secured bank debt.
10. Business and other payables
Unaudited as at | Unaudited as at | Audited as at | ||
31 March | 31 March | 30 September | ||
2011 | 2010 | 2010 | ||
£ | £ | £ | ||
Business payables | 372,927 | 488,014 | 315,783 | |
Rents received in advance | 1,138,297 | 332,675 | 745,243 | |
Other creditors | 345,473 | - | 518,207 | |
Other accruals | 524,400 | 200,983 | 162,936 | |
2,381,097 | 1,021,672 | 1,742,169 |
All amounts above are due within one year.
11. Derivative financial assets and liabilities
a) Derivative financial assets
On 8 January 2010, the Group entered into four purchaser swaptions in order to protect the Group against potential future interest rate rises. The following table provides a summary of the purchaser swaptions that were still exercisable in the period and their bid values at 31 March 2011.
Option exercise | Swap | Premium | |||||
Notional | date and swap | Swap | strike rate | paid | Valuation | ||
amount | start date | end date | % | £ | £ | ||
£25m | 1 October 2010 | (expired) | 1 July 2014 | 3.38 | 421,000 | n/a | |
£25m | 1 January 2011 | (expired) | 1 July 2014 | 3.71 | 382,000 | n/a | |
£25m | 1 April 2011 | (expired) | 1 July 2014 | 3.71 | 447,000 | - |
The valuation of the purchaser swaptions at 30 September 2010 was £1,436 (31 March 2010: £207,900).
b) Derivative financial liabilities
On 22 February 2011, the Group entered into an interest rate swap and floor. The following table provides a summary of the instruments and their bid values at 31 March 2011.
Market value | Market value | Market value | ||||
Protected | 31 March 2011 | 31 March 2010 | 30 September 2010 | |||
Rate % | Expiry | £ | £ | £ | ||
£25.95m amortising swap | 3.25% | 31 January 2015 | (792,438) | n/a | n/a | |
£25.95m floor | 2.28% | 31 January 2015 | 503,557 | n/a | n/a | |
(288,881) | n/a | n/a |
All interest rate derivative financial instruments have been fair valued by reference to interbank bid values as at the close of business on 31 March 2011 by J.C. Rathbone Associates Limited.
12. Non-current liabilities
Unaudited as at | Unaudited as at | Audited as at | ||
31 March | 31 March | 30 September | ||
2011 | 2010 | 2010 | ||
£ | £ | £ | ||
Bank loans (secured) | 25,498,291 | - | - |
There was no difference between the book value and the fair value of the non-current liabilities disclosed above.
The Group had no undrawn, committed borrowing facilities at any of the above balance sheet dates.
13. Stated capital
Unaudited as at | Unaudited as at | Audited as at | |||
31 March | 31 March | 30 September | |||
2011 | 2010 | 2010 | |||
Number | Number | Number | |||
Authorised | |||||
Ordinary shares of no par value - number | Unlimited | Unlimited | Unlimited | ||
Issued and fully paid | |||||
Ordinary share of no par value - number | 154,907,536 | 114,215,000 | 154,907,536 | ||
£ | £ | £ | |||
Ordinary shares of no par value - paid | 153,279,835 | 114,215,000 | 153,279,835 | ||
Issue costs | (5,695,896) | (4,664,014) | (5,695,896) | ||
Stated capital | 147,583,939 | 109,550,986 | 147,583,939 |
14. Net asset value per share
Net asset value per share is calculated as the net assets of the Group attributable to shareholders at each balance sheet date, divided by the number of share in issue at that date of 154,907,536.
The European Public Real Estate Association ("EPRA") has issued guidelines aimed at providing a measure of net asset value ("NAV") on the basis of long term fair values. The EPRA measure excludes items that it considers have no impact in the long term, such as the fair value of derivative financial instruments and deferred tax balances. The Group's EPRA NAV is calculated as follows:
Unaudited as at | Unaudited as at | Audited as at | |||||||
31 March 2011 | 31 March 2010 | 30 September 2010 | |||||||
£ | Pence per share | £ | Pence per share | £ | Pence per share | ||||
Basic NAV | 155,159,684 | 100.16 | 107,788,147 | 94.37 | 145,902,516 | 94.19 | |||
Adjustments: | |||||||||
Fair value movements in derivative | |||||||||
financial instruments | 288,881 | 0.19 | 1,340,100 | 1.17 | 1,546,564 | 1.00 | |||
Deferred tax | (57,776) | (0.04) | - | - | - | - | |||
EPRA NAV | 155,390,789 | 100.31 | 109,128,247 | 95.54 | 147,449,080 | 95.19 | |||
15. Related party transactions and balances
Interests in shares
The interests of the Directors and their families in the share capital of the Company are as follows:
Ordinary shares | ||||||
Unaudited as at | Unaudited as at | Audited as at | ||||
31 March | 31 March | 30 September | ||||
2011 | 2010 | 2010 | ||||
Number | Number | Number | ||||
Phil Wrigley | 272,962 | 100,000 | 272,962 | |||
Steve Webb | 68,241 | 50,000 | 68,241 | |||
Danny Kitchen | 380,208 | 250,000 | 380,208 | |||
Alastair Irvine | 2,968,750 | 2,500,000 | 2,968,750 | |||
The interests disclosed above include both direct and indirect interests in shares.
The group headed by LXB3 Partners LLP, which includes LXB Manager LLP and its wholly owned subsidiaries, LXBRP GP Limited and LXB DH Limited, is a related party of the Company. LXB Manager LLP is the Investment Manager to the Group. LXBRP GP Limited and LXB DH Limited act as the sole corporate general partners of LXB Retail Properties Fund LP and LXB DH LP respectively, which are significant, indirectly controlled, subsidiaries of the Company. At 31 March 2011, LXB3 Partners LLP and its members held an aggregate total of 13,563,335 (31 March 2010: 12,820,865; 30 September 2010: 13,563,335) ordinary shares in the Company.
Since the balance sheet date a member of LXB3 Partners LLP has ceased to be involved in the business of the LLP. Following this change the other members of LXB3 Partners LLP held an aggregate total of 12,902,982 ordinary shares in the Company.
Fees
Directors' fees of £122,500 (31 March 2010: £130,388; 30 September 2010: £252,888) were payable for the period ended 31 March 2011. As at 31 March 2011, £61,250 (31 March 2010: £61,250; 30 September 2010: £61,250) of fees remained outstanding and are included within other accruals (note 10).
Management fees of £1,273,805 (31 March 2010: £479,706; 30 September 2010: £1,425,280) were payable to the group headed by LXB3 Partners LLP by the Group in respect of the period ended 31 March 2011, of which £nil (31 March 2010: £269,828; 30 September 2010: £475,293) was payable at the balance sheet date and was included within business and other payables (note 10).
The Investment Manager, LXB Manager LLP, is under the terms of the Investment Advisory Agreement, permitted to recharge certain costs and expenses incurred in the discharge of its duties. During the period it has recharged costs totalling £22,195 (31 March 2010: £nil; 30 September 2010: £nil). The amount remains outstanding in business payables at the period end (note 10).
Incentives - carried interest arrangements with LXB3 Partners LLP
At a future date, when the £147,449,175 of net funds raised from the share issues to date (being the stated capital of the Company, as disclosed in note 13, less £134,764 of listing related costs expensed in the income statement in prior periods) have been returned in cash to shareholders (assuming no further share issues), cash returns over and above that figure may ultimately be shared between Shareholders (80%) and LXB3 Partners LLP (20%), subject to Shareholders having first received the net proceeds of all share issues in cash together with a 12% per annum preferred return thereon (together referred to as "the cumulative hurdle amount" as at the relevant reporting date).
As the net assets of the Group are less than the cumulative hurdle amount as at 31 March 2011, no provision for future incentive payments has been recognised in these financial statements.
16. Post balance sheet events
On 20 April 2011, the Group acquired 31 developable acres in Rushden, Northamptonshire for £4.7m (including direct costs).
On 23 May 2011, a group company exchanged an agreement for lease on a subject to planning basis with Sainsbury's at Bugsby's Way, Greenwich. Sainsbury's are taking a 25 year lease for a new store of 145,000 sq ft (gross external) which will replace their existing 56,000 sq ft foodstore at the Greenwich Peninsula Retail Park. As part of this transaction the Group will acquire the existing store for redevelopment.
On 26 May 2011, the Group announced its intention to raise approximately £100m before expenses by means of a share placing. The placing is conditional upon, amongst other things, passing of all resolutions at the EGM expected to be held on 13 June 2011.
Glossary
AIM: The Alternative Investment Market of the London Stock Exchange.
CISX: The Daily Official List of the Channel Islands Stock Exchange.
EPRA: European Public Real Estate Association.
EPRA EPS: An adjusted measure of earnings per share designed by EPRA to present underlying earnings from core operating activities only.
EPRA NAV: An adjusted measure of net asset value designed by EPRA to present net asset value excluding the effects of changes in value of financial instruments held for long term benefit, and the deferred tax effects of those changes.
Investment Manager: LXB Manager LLP.
NAV: Net asset value.
Related Shares:
LXB.L