17th Jun 2013 07:00
For immediate release 17 June 2013
LXB Retail Properties Plc
INTERIM RESULTS FOR THE PERIOD ENDED 31 MARCH 2013
LXB Retail Properties Plc, a Jersey resident 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 2013.
Highlights
31 March 30 September
2013 2012
·; Cash deposits and liquid investments: £38.7m £70.1m
·; NAV per share: 115.77p 110.74p
·; EPRA* NAV per share: 117.16p 111.98p
·; Earnings per share: 4.31p 3.71p
·; October 2012: obtained planning permission for 494,000 sq ft of mixed-use retail and leisure at Rushden Lakes (the decision is currently under review by the Secretary of State)
·; January 2013: obtained planning permission at Greenwich for a Sainsbury's and M&S led scheme with a combined total area of 236,000 sq ft
·; January 2013: secured development finance facilities for foodstores at Gloucester and Sheppey
·; January 2013: entered into a pre-let agreement with Asda for a 78,000 sq ft foodstore in Truro
·; January 2013: exchanged contracts to sell 2 foodstores for a total consideration of £46m
·; March 2013: undertook a share buy-back programme returning £25m of surplus funds to Shareholders
Post period end:
·; May 2013: completed sale of the foodstore in Sheppey
·; June 2013: announced a number of transactions involving investment properties at Greenwich:
¨ Conditional sale of the Sainsbury's/M&S site
¨ Unconditional sale of Stone Lake Retail Park
¨ Conditional sale of the Wickes unit at Brocklebank Road
¨ Grant of an option for the remainder of the Brocklebank Road site
* excluding fair values of financial instruments and deferred tax.
For further information please contact:
LXB Adviser LLP Tel: 020 7432 7900
Tim Walton, CEO
Brendan O'Grady, FD
Buchanan Tel: 020 7466 5000
Charles Ryland / Sophie McNulty
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 results for the six months ended 31 March 2013.
There has been significant activity and progress in the period since the last reporting date, with EPRA NAV per share up 4.63% to 117.16p at the balance sheet date. That progress is evident in today's announcement of the substantial transactions involving our Greenwich investments, of which more later.
The backdrop to the Group's business remains challenging as retailers continue to cope with sluggish consumer demand whilst looking to adjust their formats to multi-channel. We remain confident however, that they will continue to pay for the best space that satisfies their evolving needs and that we are developing space that fits their requirements.
In addition, the planning system remains slow and costly and as a consequence, the pipeline of new developments in the market generally is very limited. The Group is one of the few building retail formats demanded by occupiers at an affordable cost. This is increasingly being recognised by the investment market which wants to acquire up to date product of which there is limited availability as is evidenced by the Greenwich announcement.
Following today's Greenwich announcement (and assuming satisfaction of the planning and letting conditions thereon) and the previously reported sales of the foodstores at Sheppey and Gloucester, the Group now has an interest in five core retail investment schemes at Banbury, Biggleswade, Rushden, Stafford and Sutton. We anticipate being able to recognise almost all of the value on these investments by September 2014. Our investments at Ayr and Truro are longer term projects involving mixed-use and residential components as well as pre-lets to Sainsbury's and Asda respectively, for full size foodstores. They continue to move forward and we expect to submit revised planning applications for both shortly.
In spite of a difficult environment the period has been one of exceptional activity for the Group and significant progress towards the ultimate goal of assembling a portfolio of prime retail investments. Although two of our schemes, Rushden and Banbury, are delayed due to circumstances outside the Board's control, we expect these to be resolved this year. Where planning consents have been achieved we are progressing rapidly with lettings and construction work.
The Board's acceptance of a number of offers for the Greenwich investments at prices which it considers represent good value to Shareholders will create significant amounts of surplus cash over the coming months. Should all of the conditions be satisfied, these will crystallise a total surplus of £41m with a return on cost of 26.5% and permit a return of capital of up to £103m over the coming 18 months. This is in addition to the £25m returned by purchasing shares for cancellation in March 2013. (In February 2013, Shareholders voted to allow the Board the authority to purchase up to 14.99% of the issued share capital representing 38.09m shares and to date, 21.05m shares have been purchased at an average price of 118.4p.) Mindful of our duty to Shareholders as a whole, we will continue to consult as to the appropriate amount and form of further returns of capital.
My last report talked about the wider opportunities we see in large mixed-use masterplan sites and in residential. Shareholders have already given the Group authority to invest up to £30m in non-retail property. We continue to build on existing relationships to explore and evaluate such opportunities and have had a very positive response from landowners and the planning community, particularly in relation to the Living Villages concept. I look forward to reporting on those plans as the year progresses and opportunities are secured. However, the assembly of the retail portfolio has been, and remains the absolute prime focus of the Board and Investment Manager to deliver Shareholder returns in the short to medium term and we remain on track to deliver the value from this portfolio prior to the continuation vote in late 2014.
Phil Wrigley
Chairman
17 June 2013
Report of the Investment Manager, LXB Adviser LLP
LXB Adviser LLP advises LXB Retail Properties Plc ("LXB" or "the Group") and is pleased to report on the Group's Interim Report for the six months ended 31 March 2013.
Investment portfolio
Planning consents
Since the last reporting date the Group has received planning permission (subject to signing S.106 agreements) for an enhanced scheme at Stafford Riverside and at Sheppey for additional retail space on Phase 2 (an equivalent amount of industrial consent was conceded). New planning consents (including resolutions to grant planning) achieved since the Group's IPO in October 2009 (excluding properties sold at the balance sheet date) are as follows:
Retail | Retail | Other | Other | ||
Ground | Mezzanine | Ground | Mezzanine | Total | |
Site | Sq ft | Sq ft | Sq ft | Sq ft | Sq ft |
Banbury Gateway* | 141,062 | 137,099 | 7,115 | - | 285,276 |
Biggleswade London Road | 221,228 | 113,342 | - | - | 334,570 |
Gloucester Phase 2 | - | - | 183,521 | - | 183,521 |
Greenwich Brocklebank | 64,622 | 10,005 | 1,442 | 1,579 | 77,648 |
Greenwich Hotel scheme | 14,886 | - | - | 30,277 | 45,163 |
Greenwich Sainsbury's/M&S | 151,749 | 77,446 | 1,496 | 5,167 | 235,858 |
Sheppey Phase 2 | 68,376 | - | 22,500 | - | 90,876 |
Stafford Kingsmead | 77,702 | 7,641 | - | - | 85,343 |
Stafford Riverside | 120,864 | 113,110 | - | - | 233,974 |
860,489 | 458,643 | 216,074 | 37,023 | 1,572,229 |
* Subject to judicial review challenge
New planning consents subject to review by the Secretary of State:
Retail | Retail | Other | Other | ||
Ground | Mezzanine | Ground | Mezzanine | Total | |
Site | Sq ft | Sq ft | Sq ft | Sq ft | Sq ft |
Rushden Lakes | 268,131 | 145,097 | 51,769 | 29,333 | 494,330 |
In addition, the Group has applications pending or intends to apply for planning consents on its remaining sites and to add to existing consented space due to tenant demand. The following table shows the additional applications that are envisaged:
Retail | Retail | Other | Other | ||
Ground | Mezzanine | Ground | Mezzanine | Total | |
Site | Sq ft | Sq ft | Sq ft | Sq ft | Sq ft |
Ayr foodstore* | 101,221 | - | - | - | 101,221 |
Biggleswade Phase 2 | 30,000 | - | - | - | 30,000 |
Greenwich Brocklebank | 25,000 | 25,000 | - | - | 50,000 |
Sutton** | 104,173 | 38,901 | - | - | 143,074 |
Truro Threemilestone*** | 139,100 | - | 14,600 | - | 153,700 |
399,494 | 63,901 | 14,600 | - | 477,995 |
* Application will also include a neighbourhood centre, 750 dwellings and offices.
** Application will also include a 120 bed hotel and 174 flats.
*** Application will also include a district centre and 1,225 dwellings.
Agreements for lease
The Group has also made good progress on signing pre-lets to tenants. Many of the Group's developments include mezzanine space and, although this space is included in the planning consent, it is (for retail space) generally not rentalised; therefore any reference made to pre-let space in the table below is to rentalised space only. Agreements for lease signed (by sq ft) up to the date of this report (excluding properties sold at the balance sheet date):
Pre-let | |
Site | Sq ft |
Ayr foodstore | 98,596 |
Banbury Gateway | 70,000 |
Biggleswade London Road | 60,000 |
Greenwich Sainsbury's/M&S | 164,482 |
Stafford Riverside | 55,000 |
Stafford Kingsmead | 71,472 |
Sutton foodstore | 123,269 |
Truro Threemilestone | 78,100 |
720,919 |
The agreements for lease signed correspond to total rental income of £15.95m per annum.
We anticipate further lettings in the near future and are currently in solicitors' hands to let a further 90,000 sq ft of ground floor space plus associated mezzanines.
Property details
The Group's most significant investments are discussed in greater detail below.
Ayr foodstore
The current resolution to grant planning permission is subject to signing a S.75 agreement and is for a small convenience foodstore and associated retail. It is anticipated that a new planning application will be submitted this summer. This application will be for a larger foodstore which is pre-let to Sainsbury's, a neighbourhood centre, residential and offices.
Banbury Gateway
The local authority received a judicial review challenge in March 2013 which may delay a start on site. The Group has strong advice from a QC that the judicial review will be unsuccessful in overturning the planning permission. A judge has now granted an order for a hearing to be held in the first week of November 2013.
With pre-lets to M&S and Next already in place, another 7,000 sq ft in solicitors' hands and 10,000 sq ft of space close to being agreed the scheme will soon be over 50% pre-let. Discussions are being held with other retailers with suitable covenants, so that the process to secure vacant possession of the Prodrive site can be initiated as soon as the legal challenge is resolved.
Biggleswade
Since 30 September 2012, further pre-lets have been concluded with Next and Matalan to take 20,000 sq ft on 2 floors and 40,000 sq ft on 2 floors respectively. These commitments, along with the existing M&S pre-let, mean that 35% of the new ground floor space is now pre-let, alongside the existing 43,000 sq ft Homebase. Negotiations with both existing and new tenants continue with interest from a number of High Street names.
The Group expects to receive planning permission in June 2013 reflecting the layouts agreed with retailers and good progress is being made on securing vacant possession on the existing Biggleswade Retail Park with the assistance of the Council. A S.278 agreement relating to the upgrade of London Road which provides access to the scheme is currently in solicitors' hands.
At Plot C, two commercial properties have been acquired for redevelopment. It is hoped that this site will ultimately be a relocation site for some of the retailers on the existing Biggleswade Retail Park. A planning application was submitted in June 2013 for 30,000 sq ft of non-food retail space with a decision expected before the end of this year.
Gloucester
The Morrisons foodstore is due for practical completion in July 2013 at which point the sale will also complete. On the remaining plots, enabling works have commenced and tenant interest is strong with a pre-let to Costa Coffee in solicitors' hands and advanced negotiations being held with a well known commercial motor vehicle dealership to take a vehicle showroom and workshop.
Greenwich
At Brocklebank, progress has been made on lettings and site assembly. A pre-let to a major retailer is in solicitors' hands with exchange expected in the next couple of months and interest has been received from a host of other retailers.
Planning permission was received for the Sainsbury's/M&S development in January 2013 and the S.106 agreement has now been signed. Construction is due to commence in September 2013.
Separate offers have been accepted by the Board in connection with the Sainsbury's/M&S development, Stone Lake Retail Park, the Wickes unit at Brocklebank Road, and the remainder of the Group's investment at Brocklebank Road. Furthermore, the Group has agreed commercial terms in connection with an offer to acquire its interest in the existing Sainsbury's, conditional on the buyer achieving a satisfactory planning consent and both parties' solicitors are instructed.
As set out more fully in today's Greenwich announcement, apart from Stone Lake Retail Park, the sales are conditional; however if and when completed they will crystallise almost £41m of value uplift of which £19.1m has been recognised in the Group's NAV to date. We anticipate that the majority of the remainder will be recognised in the NAV by 31 March 2014. The cash released on these sales, having repaid the loans secured on Stone Lake Retail Park and the Wickes unit, amounts to £103m over the coming 18 months.
Rushden
In December 2012, the Secretary of State decided to call in the Rushden Lakes scheme for a planning enquiry and a hearing is to be held in June 2013 with a decision expected before Christmas.
There is good demand from retailers for space at this location and numerous expressions of interest have been received. Converting this interest into lettings is dependent on a successful planning decision.
The Group remains confident of the merits of its case and wishes to place on record its thanks for the astonishing level of public support that has been received.
Sheppey
A revised planning application for Phase 2 to increase the non-food space from 40,000 sq ft to 68,376 sq ft was granted in May 2013. The retail space replaces a similar amount of industrial space that was granted in the first planning application.
A pre-let to take 22,000 sq ft on a 15 year lease is in solicitors' hands with exchange expected in the next few weeks. Discussions continue with other operators and interest has been received from a number of other national retailers.
The development and the subsequent sale of Phase 1, the foodstore and KFC unit, both completed in May 2013.
Stafford
The Riverside site is assembled and a revised planning permission for an improved scheme was unanimously approved by the local authority planning committee in May 2013, subject to ratification. Discussions concerning the building contract are well advanced. Negotiations to raise bank finance for the development are in progress although these are inevitably dependent on securing pre-lets. Currently, the site is 36% pre-let by rental income with three further pre-lets in solicitors' hands and negotiations continuing with a number of occupiers.
At Kingsmead, the site assembly has now been secured with the acquisition of the final parcel of land for £1.8m (including costs) in March 2013. Building works will commence once the multi-storey car-park is delivered at Riverside. With the agreement for lease to Morrisons the scheme is already 85% pre-let. Advanced discussions are in progress with potential occupiers for the balance of the space.
Sutton
The planning application for the scheme is anticipated to be submitted in June 2013 and a decision is expected in November 2013. Terms are agreed with all of the landowners including the owners of the gas holder sites (Southern Gas Networks and National Grid). In respect of Southern Gas Networks, this site will be acquired following decommissioning of the gas holders which itself will be triggered on the receipt of a satisfactory planning consent. The letting of the hotel is in solicitors' hands.
Truro
At Willow Green an outline planning application is due to be submitted imminently, on a joint basis with the adjoining developer, Walker Developments, for a substantial mixed-use development including 1,225 houses, a 78,000 sq ft foodstore, pre-let to Asda, a district centre and leisure facilities.
The site forms part of Cornwall Council's Strategic Housing Area as set out in the Truro and Threemilestone Development Brief, which also recommends a district centre being located here. The two adjoining development sites have both received resolutions to grant planning permission subject to signing S.106 agreements in recent months. It is anticipated that the LXB application will be determined later this year.
Revaluation surplus
As described in note 7 to the Interim Report the investment properties held by the Group at 31 March 2013 were valued by external property valuers, Jones Lang LaSalle Limited. In their opinion the open market value of these investment properties at that date was £242.54m, resulting in a revaluation surplus for the six months to 31 March 2013 of £10.33m.
Hedge accounting
In October 2011 the Group entered into a £100m interest rate swap facility in anticipation of hedging needs for future borrowings. Hedge accounting was adopted for this instrument which meant that where the derivative was matched by expected borrowings, any movement in the fair value of the instrument was not recognised in the Income Statement. It is now apparent that the Group's borrowings profile will be different to that previously projected. The Directors have therefore decided to revoke hedge accounting in respect of this hedging relationship. This has resulted in a one off non cash debit to the Income Statement of £2.65m which is included within finance costs. It should be stressed however, that this is merely an accounting presentation issue; it has no impact on NAV.
Cash position and future expenditure
During the six months to 31 March 2013, £21.5m of cash has been deployed in the purchase of and capital expenditure on investment properties.
At the balance sheet date the Group had £38.7m of cash and other liquid resources and this is substantially all allocated to existing projects or pipeline opportunities.
The Group maintains regular dialogue with a range of banks and is in the process of negotiating development funding for the Stafford Riverside and Kingsmead developments. The Group is confident that it will be able to secure the further development and investment financing required to supplement the cash on hand and facilitate delivery of the portfolio.
Tim Walton
On behalf of LXB Adviser LLP
17 June 2013
Group income statement
for the period ended 31 March 2013
Unaudited six months to 31 March 2013 | Unaudited six months to 31 March 2012 | Audited year to 30 September 2012 | ||
Note | £ | £ | £ | |
Gross rental income | 2,533,691 | 2,537,418 | 5,055,225 | |
Property outgoings | (610,916) | (541,579) | (980,773) | |
Net rental income and gross profit | 1,922,775 | 1,995,839 | 4,074,452 | |
Administrative expenses: | ||||
Corporate administrative expenses | (3,263,115) | (3,093,817) | (6,237,830) | |
Cost of property activities | - | (2,069) | (27,683) | |
Total administrative expenses | (3,263,115) | (3,095,886) | (6,265,513) | |
Investment property revaluation surplus | 10,330,475 | 10,041,299 | 12,196,693 | |
Profit/(loss) on sale of investment properties | 4,951,053 | (113,757) | (113,757) | |
Other income | 154,142 | 152,125 | 307,674 | |
Operating profit | 14,095,330 | 8,979,620 | 10,199,549 | |
Finance income | 4 | 368,811 | 323,102 | 647,867 |
Finance costs | 4 | (3,399,315) | (569,640) | (1,132,022) |
Profit before tax | 11,064,826 | 8,733,082 | 9,715,394 | |
Taxation charge | 5 | (221,542) | (129,558) | (290,434) |
Profit for the period | 10,843,284 | 8,603,524 | 9,424,960 |
Earnings per share | Pence per share | Pence per share | Pence per share | |
Basic and diluted | 6 | 4.31 | 3.39 | 3.71 |
All amounts relate to continuing activities.
Group statement of comprehensive income
for the period ended 31 March 2013
| Unaudited six months to 31 March 2013 | Unaudited six months to 31 March 2012 | Audited year to 30 September 2012 | |
£ | £ | £ | ||
Profit for the period | 10,843,284 | 8,603,524 | 9,424,960 | |
Cash flow hedges: | ||||
Market value adjustment of interest rate derivatives, recognised directly in equity |
105,332 |
(970,121) |
(2,444,432) | |
Hedging reserve recycling adjustment | (31,355) | (31,682) | (61,463) | |
Reclassification to profit and loss on | ||||
revocation of a hedge accounting | ||||
relationship | 2,649,103 | - | - | |
Tax effect of interest rate derivative | ||||
valuation adjustment | (14,796) | (9,142) | (28,985) | |
Other items: | ||||
Gains and losses arising on current asset investments that are measured at fair value
|
|
46,521 |
97,994 |
134,785 |
Reclassification to profit and loss on | ||||
disposal of current asset investments | (181,306) | - | - | |
Total comprehensive income for the period, net of tax |
13,416,783 |
7,690,573 |
7,024,865 |
Group statement of changes in equity
for the period ended 31 March 2013
Period ended 31 March 2013 (unaudited) |
Stated capital |
Hedging reserve |
Other reserve |
Retained earnings |
Total |
£ | £ | £ | £ | £ | |
At 1 October 2012 (audited) | 257,501,358 | (3,024,496) | 134,785 | 26,775,535 | 281,387,182 |
Profit for the period | - | - | - | 10,843,284 | 10,843,284 |
Own shares purchased for | |||||
cancellation inclusive of costs | (24,999,999) | - | - | - | (24,999,999) |
Reclassification to profit and loss on | |||||
revocation of a hedge accounting | |||||
relationship | - | 2,649,103 | - | - | 2,649,103 |
Gains and losses arising on | |||||
current asset investments | |||||
that are measured at fair value | - | - | 46,521 | - | 46,521 |
Reclassification to profit and loss on | |||||
disposal of current asset | |||||
investments | - | - | (181,306) | - | (181,306) |
Market value adjustment of | |||||
interest rate derivatives | - | 105,332 | - | - | 105,332 |
Hedging reserve recycling | |||||
adjustment | - | (31,355) | - | - | (31,355) |
Tax effect of interest rate | |||||
derivative valuation adjustment | - | (14,796) | - | - | (14,796) |
At 31 March 2013 (unaudited) | 232,501,359 | (316,212) | - | 37,618,819 | 269,803,966 |
Period ended 31 March 2012 (unaudited) |
Stated capital |
Hedging reserve |
Other reserve |
Retained earnings |
Total |
£ | £ | £ | £ | £ | |
At 1 October 2011 (audited) | 257,501,358 | (489,616) | - | 17,350,575 | 274,362,317 |
Profit for the period | - | - | - | 8,603,524 | 8,603,524 |
Gains and losses arising on current asset investments that are measured at fair value |
- |
- |
97,994 |
- |
97,994 |
Market value adjustment of interest rate derivatives |
- |
(970,121) |
- |
- |
(970,121) |
Hedging reserve recycling adjustment |
- |
(31,682) |
- |
- |
(31,682) |
Tax effect of interest rate derivative valuation adjustment |
- |
(9,142) |
- |
- |
(9,142) |
At 31 March 2012 (unaudited) | 257,501,358 | (1,500,561) | 97,994 | 25,954,099 | 282,052,890 |
Group balance sheet
at 31 March 2013
| Unaudited as at 31 March 2013 | Unaudited as at 31 March 2012 | Audited as at 30 September 2012 | |
Note | £ | £ | £ | |
Non-current assets | ||||
Investment properties | 7 | 240,832,525 | 220,545,266 | 244,893,352 |
Deferred tax asset | 5 | 114,627 | 136,086 | 123,150 |
240,947,152 | 220,681,352 | 245,016,502 | ||
Current assets | ||||
Business and other receivables | 8 | 45,641,547 | 4,653,438 | 9,147,046 |
Current asset investments | 9 | - | 58,879,283 | 34,934,789 |
Cash and cash equivalents | 9 | 38,705,451 | 38,252,005 | 35,158,096 |
84,346,998 | 101,784,726 | 79,239,931 | ||
Total assets | 325,294,150 | 322,466,078 | 324,256,433 | |
Current liabilities | ||||
Business and other payables | 10 | (10,088,971) | (12,864,834) | (13,609,256) |
Income tax creditor | (286,375) | (231,696) | (363,304) | |
Borrowings | 11 | (16,099,080) | - | - |
Derivative financial liabilities | 13 | (1,395,751) | (246,770) | (826,360) |
(27,870,177) | (13,343,300) | (14,798,920) | ||
Non-current liabilities | ||||
Borrowings | 12 | (25,650,516) | (25,588,714) | (25,631,833) |
Derivative financial liabilities | 13 | (1,969,491) | (1,481,174) | (2,438,498) |
(27,620,007) | (27,069,888) | (28,070,331) | ||
Total liabilities | (55,490,184) | (40,413,188) | (42,869,251) | |
Net assets | 269,803,966 | 282,052,890 | 281,387,182 | |
Equity | ||||
Stated capital | 14 | 232,501,359 | 257,501,358 | 257,501,358 |
Hedging reserve | (316,212) | (1,500,561) | (3,024,496) | |
Other reserve | - | 97,994 | 134,785 | |
Retained earnings | 37,618,819 | 25,954,099 | 26,775,535 | |
Total equity | 269,803,966 | 282,052,890 | 281,387,182 |
Net asset value per share | Pence per share | Pence per share | Pence per share | |
Basic and diluted | 15 | 115.77 | 111.00 | 110.74 |
Adjusted (EPRA) | 15 | 117.16 | 111.63 | 111.98 |
Group cash flow statement
for the period ended 31 March 2013
Unaudited six months to 31 March 2013 | Unaudited six months to 31 March 2012 | Audited year to 30 September 2012 | ||
£ | £ | £ | ||
Cash flows from operating activities | ||||
Profit before tax | 11,064,826 | 8,733,082 | 9,715,394 | |
Adjustments for non-cash items: | ||||
Investment property revaluation surplus | (10,330,475) | (10,041,299) | (12,196,693) | |
(Profit)/loss on sale of investment | ||||
properties | (4,951,053) | 113,757 | 113,757 | |
Net finance costs | 3,030,504 | 246,538 | 484,155 | |
Cash flows from operating activities | ||||
before changes in working capital | (1,186,198) | (947,922) | (1,883,387) | |
Change in business and other receivables | 50,690 | 228,090 | (1,586,143) | |
Change in business and other payables | 1,027,150 | 534,316 | (651,513) | |
Taxation paid | (298,171) | (102,979) | (140,688) | |
Cash flows from operating activities | (406,529) | (288,495) | (4,261,731) | |
Investing activities: | ||||
Interest received | 180,933 | 348,277 | 682,162 | |
Purchase of and capital expenditure on | ||||
investment properties | (21,452,759) | (17,629,659) | (38,686,744) | |
Proceeds on sale of investment | ||||
properties | - | 2,786,243 | 2,786,243 | |
Net movements on current | ||||
asset investments | 34,981,310 | (40,041,133) | (15,623,370) | |
Cash flows from investing activities | 13,709,484 | (54,536,272) | (50,841,709) | |
Financing activities: | ||||
Own shares purchased for cancellation, | ||||
inclusive of costs | (24,999,999) | - | - | |
New bank borrowings | 16,011,994 | - | - | |
Collateral advanced to hedging | ||||
counterparty | (365,000) | - | (2,313,000) | |
Finance costs paid | (402,595) | (492,209) | (994,445) | |
Cash flows from financing activities | (9,755,600) | (492,209) | (3,307,445) | |
Net increase/(decrease) in cash and cash equivalents |
3,547,355 |
(55,316,976) |
(58,410,885) | |
Cash and cash equivalents at the beginning of the period |
35,158,096 |
93,568,981 |
93,568,981 | |
Cash and cash equivalents at the end of the period |
38,705,451 |
38,252,005 |
35,158,096 |
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 and the Group 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 year ended 30 September 2012, which were prepared under International Financial Reporting Standards adopted for use in the European Union 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 Annual Report and financial statements for the year ended 30 September 2012 (the 2012 Annual Report) and are expected to be consistently applied in the year ending 30 September 2013. The 2012 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.
The Group's financial performance is not subject to material seasonal fluctuations.
3. Segmental information
During the current period and prior periods, 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
Recognised in the income statement: | Unaudited six months to 31 March 2013 | Unaudited six months to 31 March 2012 | Audited year to 30 September 2012 | |
£ | £ | £ | ||
Finance income: | ||||
Interest on cash deposits | 170,341 | 323,102 | 647,867 | |
Gains arising on the disposal of current | ||||
asset investments: | ||||
Amounts recognised in the current period | 63,685 | - | - | |
Reclassification of cumulative changes in | ||||
fair value, previously recognised in other | ||||
comprehensive income | 134,785 | - | - | |
Total finance income in the income statement |
368,811 |
323,102 |
647,867 | |
Finance costs: | ||||
Bank interest | (470,083) | (495,090) | (981,531) | |
Amortisation of capitalised finance costs | (105,769) | (45,909) | (89,028) | |
Change in fair value of the ineffective | ||||
element of derivative financial | ||||
instruments | (205,715) | (60,323) | (122,926) | |
Reclassification of cumulative changes in | ||||
fair value of derivative financial | ||||
instruments on revocation of a | ||||
hedge accounting relationship | (2,649,103) | - | - | |
Hedging reserve recycling | 31,355 | 31,682 | 61,463 | |
Total finance costs in the income statement | (3,399,315) | (569,640) | (1,132,022) | |
Net finance costs recognised in the income statement |
(3,030,504) |
(246,538) |
(484,155) |
Recognised in other comprehensive income: | Unaudited six months to 31 March 2013 | Unaudited six months to 31 March 2012 | Audited year to 30 September 2012 | |
£ | £ | £ | ||
Movements in current asset investments: | ||||
Gains and losses arising on investments | ||||
that are measured at fair value | 46,521 | 97,994 | 134,785 | |
Changes in fair value of derivative | ||||
financial instruments: | ||||
Gains and losses recognised on the market | ||||
value adjustment of the effective | ||||
element of interest rate derivatives | 105,332 | (970,121) | (2,444,432) | |
Reclassification to profit and loss on | ||||
revocation of a hedge accounting | ||||
relationship | 2,649,103 | - | - | |
Reclassification to profit and loss on | ||||
disposal of current asset investments | (181,306) | - | - | |
Hedging reserve recycling | (31,355) | (31,682) | (61,463) | |
Net finance costs recognised in other comprehensive income |
(2,588,295) |
(903,809) |
(2,371,110) |
The average interest rate incurred by the Group on its bank borrowings for the period ended 31 March 2013, including the effects of hedging instruments and the lender's margin but excluding amortisation of capitalised finance costs was 3.4% (31 March 2012: 3.8%, 30 September 2012: 3.8%).
Further information about the derivative financial instruments, including details of their valuation at each balance sheet date is included in note 13.
5. Taxation
| Unaudited six months to 31 March 2013 | Unaudited six months to 31 March 2012 | Audited year to 30 September 2012 | |
£ | £ | £ | ||
The tax charge for the period recognised in the income statement comprises: |
| |||
Current tax on results for the period | 227,815 | 135,286 | 303,069 | |
Change in deferred tax in the period | (6,273) | (5,728) | (12,635) | |
221,542 | 129,558 | 290,434 |
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 six months to 31 March 2013 | Unaudited six months to 31 March 2012 | Audited year to 30 September 2012 | |
£ | £ | £ | ||
Profit before tax | 11,064,826 | 8,733,082 | 9,715,394 | |
Profit before tax at the standard rate of income tax in the UK of 20% |
2,212,965 |
1,746,616 |
1,943,079 | |
Items not subject to UK income tax: | ||||
Expenses | 633,912 | 661,396 | 1,090,276 | |
Reclassified changes in fair value of derivatives |
529,821 |
- |
- | |
Investment property revaluation surplus | (2,066,095) | (2,030,507) | (2,439,339) | |
Capital (surplus)/deficit on disposal of investment properties |
|
(990,210) |
22,751 |
22,751 |
Accrued and other income | (92,887) | (117,293) | (186,812) | |
Deduction for allowable financing costs | (49,997) | (229,138) | (229,416) | |
Other amounts: | ||||
Capital allowances claimed | (14,672) | - | (32,048) | |
Other items | - | 11,337 | - | |
Losses carried forward | 58,705 | 75,852 | 121,943 | |
Tax charge for the period recognised in the income statement |
221,542 |
129,558 |
290,434 |
The Group has revenue related losses of £1,406,952 (31 March 2012: £902,830; 30 September 2012: £1,113,425) 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 therefore 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%.
Deferred tax asset | Unaudited six months to 31 March 2013 | Unaudited six months to 31 March 2012 | Audited year to 30 September 2012 | |
£ | £ | £ | ||
At the start of the period | 123,150 | 139,500 | 139,500 | |
Tax on interest rate derivative market value adjustment charged to other comprehensive income |
(14,796) |
(9,142) |
(28,985) | |
Tax on interest rate derivative market value adjustment credited to the income statement |
6,273 |
5,728 |
12,635 | |
At the end of the period | 114,627 | 136,086 | 123,150 |
6. Earnings per share
Earnings per share is calculated on a weighted average of 251,461,951 ordinary shares (31 March 2012: 254,099,895 ordinary shares; 30 September 2012: 254,099,895 ordinary shares) in issue for the period and is based on earnings attributable to shareholders for the period of £10,843,284 (31 March 2012: earnings of £8,603,524; 30 September 2012: earnings of £9,424,960).
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") issues 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 six months to 31 March 2013 | Unaudited six months to 31 March 2012 | Audited year to 30 September 2012 | ||||
£ | Pence per share |
£ | Pence per share |
£ | Pence per share | |
Basic earnings | 10,843,284 | 4.31 | 8,603,524 | 3.39 | 9,424,960 | 3.71 |
Adjustments: | ||||||
Investment property revaluation movements |
(10,330,475) |
(4.10) |
(10,041,299) |
(3.95) |
(12,196,693) |
(4.80) |
(Profit)/loss on sale of | ||||||
investment properties | (4,951,053) | (1.97) | 113,757 | 0.04 | 113,757 | 0.04 |
Market value adjustments: - of interest rate derivatives in the period, net of tax |
168,087 |
0.07 |
22,913 |
0.01 |
48,828 |
0.02 |
- of interest rate derivatives | ||||||
reclassified to profit and | ||||||
loss | 2,649,103 | 1.05 | - | - | - | - |
EPRA loss | (1,621,054) | (0.64) | (1,301,105) | (0.51) | (2,609,148) | (1.03) |
7. Investment properties
£ | |||||
Carrying value as at 30 September 2012 (audited) | 244,893,352 | ||||
Additions | 16,217,167 | ||||
Disposals | (30,608,469) | ||||
Revaluation surplus | 10,330,475 | ||||
Carrying value as at 31 March 2013 (unaudited)
| 240,832,525 | ||||
Movements in the prior year were as follows: | |||||
£ | |||||
Carrying value at 30 September 2011 (audited) | 194,790,032 | ||||
Additions | 40,214,784 | ||||
Transfers from current assets | 591,843 | ||||
Disposals | (2,900,000) | ||||
Revaluation surplus | 12,196,693 | ||||
Carrying value as at 30 September 2012 (audited) | 244,893,352 | ||||
A reconciliation of the carrying values of the investment properties to their market values is provided below:
£ | |||
Unaudited: | |||
Carrying value as at 31 March 2013 | 240,832,525 | ||
Adjustment for rents recognised in advance and lease incentives given to tenants |
1,707,475 | ||
Total property portfolio valuation as at 31 March 2013 |
242,540,000 | ||
Audited: | |||
Carrying value as at 30 September 2012 | 244,893,352 | ||
Adjustment for rents recognised in advance and lease incentives given to tenants |
1,666,648 | ||
Total property portfolio valuation as at 30 September 2012 |
246,560,000 |
At 31 March 2013, the Group's investment properties were valued by Jones Lang LaSalle Limited, Chartered Surveyors, on a fixed fee basis, in their capacity as external valuers. The total external valuation of these properties at 31 March 2013 is £242,540,000 (31 March 2012: £222,400,000; 30 September 2012: £245,225,000). The external valuers' valuation was undertaken in accordance with the Royal Institution of Chartered Surveyors' Valuation Standards Eighth Edition 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.
Costs to complete of £nil (31 March 2012: £1,071,000; 30 September 2012: £nil) have been offset against the external valuation.
The historic cost of the Group's investment properties as at 31 March 2013 was £209,930,084 (31 March 2012: £191,273,152; 30 September 2012: £213,465,846).
8. Business and other receivables
| Unaudited as at 31 March 2013 | Unaudited as at 31 March 2012 | Audited as at 30 September 2012 | |
£ | £ | £ | ||
Business receivables | 141,068 | - | 756,934 | |
Property sales receivables | 35,560,062 | - | - | |
Prepayments and accrued income | 2,240,123 | 1,290,405 | 1,882,335 | |
Interest receivable | - | 444,064 | - | |
Rents recognised in advance | ||||
and lease incentives | 1,707,475 | 783,736 | 1,666,648 | |
Other receivables | 5,992,819 | 2,135,233 | 4,841,129 | |
45,641,547 | 4,653,438 | 9,147,046 |
Property sales receivables comprises amounts receivable in respect of investment property sales that have unconditionally exchanged prior to 31 March 2013.
£1,601,658 (31 March 2012: £750,403; 30 September 2012: £1,559,048) of rents recognised in advance and lease incentives were due to be released to the income statement in more than one year.
All other amounts above are either receivable within one year or will be released to the income statement within one year except for £2,678,000 (31 March 2012: £nil; 30 September 2012: £2,313,000) which has been advanced to the provider of the Group's £100m swap facility (see note 13) as collateral due to the current fair value deficit position of the swap at the balance sheet date.
No business receivables were overdue or impaired at the end of any of the above periods.
9. Cash and cash equivalents and current asset investments
| Unaudited as at 31 March 2013 | Unaudited as at 31 March 2012 | Audited as at 30 September 2012 | |
£ | £ | £ | ||
Current asset investments | - | 58,879,283 | 34,934,789 | |
Cash and cash equivalents | 38,705,451 | 38,252,005 | 35,158,096 | |
38,705,451 | 97,131,288 | 70,092,885 |
All of the Group's current asset investments (which comprised Money Market Fund investments and a portfolio of UK Government Gilts) were disposed of during the period.
The Money Market Fund investment was an investment in a liquidity fund with instant access and was therefore disclosed in the balance sheet as a current asset investment. The value of the Money Market Fund investment at 31 March 2012 was £19,242,564 and at 30 September 2012 was £19,311,419.
The UK Government Gilts had maturity dates of less than one year from origination and were therefore disclosed in the balance sheet as current asset investments. The value of the portfolio at 31 March 2012 was £39,636,719 and at 30 September 2012 was £15,623,370.
Included within the Group's cash and cash equivalents balance as at 31 March 2013 is £3,817,502 (31 March 2012: £3,033,942; 30 September 2012: £990,865) in bank accounts held as security by the providers of the Group's secured bank debt and hedging facilities.
10. Business and other payables
| Unaudited as at 31 March 2013 | Unaudited as at 31 March 2012 | Audited as at 30 September 2012 | |
£ | £ | £ | ||
Business payables | 2,839,141 | 1,833,320 | 1,187,078 | |
Rents received in advance | 991,995 | 997,955 | 978,388 | |
Other creditors | 1,215,470 | 207,046 | 457,589 | |
Accruals and other amounts payable | 5,042,365 | 9,826,513 | 10,986,201 | |
10,088,971 | 12,864,834 | 13,609,256 |
Accruals and other amounts payable includes £4,323,170 (31 March 2012: £9,357,998; 30 September 2012: £10,434,256) of committed costs included as additions to the Group's investment properties either in the current period or in a prior period.
All of the above amounts are due within one year and none incur interest.
11. Borrowings: amounts repayable within one year
| Unaudited as at 31 March 2013 | Unaudited as at 31 March 2012 | Audited as at 30 September 2012 | |
£ | £ | £ | ||
Bank loans (secured) | 16,099,080 | - | - |
On 15 January 2013 and 30 January 2013 two group entities entered into agreements with the Royal Bank of Scotland Plc for short term development finance facilities. The loans shown above (net of unamortised loan issue costs) were drawn during the period in several tranches. The amounts are secured against certain properties which are held within ring-fenced sub-groups beyond which the loans are non-recourse. The secured properties have been sold pending practical completion of the construction works. The loans (and accrued interest payable) are due for repayment no later than October 2013, subject to covenant compliance.
At 31 March 2013, the amounts undrawn under the above facilities was £15,364,920.
There have been no defaults or other breaches of financial covenants under the terms of the loan agreement during the current period, or in the period since the balance sheet date.
There was no difference between the book value and the fair value of the borrowings disclosed above.
12. Borrowings: amounts repayable in more than one year
| Unaudited as at 31 March 2013 | Unaudited as at 31 March 2012 | Audited as at 30 September 2012 | |
£ | £ | £ | ||
Bank loans (secured) | 25,650,516 | 25,588,714 | 25,631,833 |
On 11 February 2011 a group entity entered into an agreement with Deutsche Hypothekenbank (Actien-Gesellschaft) for a five year debt facility. A loan amounting to £25,950,000 was drawn on 17 February 2011, secured against certain investment properties held within a ring-fenced sub-group beyond which the loan is non-recourse. The loan to value financial covenant is 70%. At 31 March 2013 the secured properties have been externally valued at £49,050,000 (31 March 2012: £54,200,000; 30 September 2012: £53,700,000). The loan is due for repayment on 30 April 2016 with only interest payable, subject to covenant compliance, until the repayment date.
There have been no defaults or other breaches of financial covenants under the terms of the loan agreement during the current or prior periods, or in the period since the balance sheet date.
The Group has no undrawn, committed long-term borrowing facilities at 31 March 2013 (31 March 2012: £nil; 30 September 2012: £nil).
There was no difference between the book value and the fair value of the borrowings disclosed above.
13. Derivative financial liabilities
The Group enters into hedging arrangements to provide protection against interest rate fluctuations in respect of its bank borrowings.
In the prior year, the Group entered into an interest rate swap facility with the Royal Bank of Scotland Plc, effective, 25 March 2013, in anticipation of hedging needs for future investments. The fair value of this instrument at each balance sheet date is set out below:
Notional amount |
Protected rate |
Expiry | Fair value 31 March 2013 | Fair value 31 March 2012 | Fair value 30 September 2012 | |
£ | % | £ | £ | £ | ||
Non-amortising swap | 100m | 1.6675 | 25 Sep 2015 | (2,854,818) | (1,047,512) | (2,649,103) |
The total decrease in the valuation of the swap in the period of £205,715 has been charged to the income statement. In the prior year, the Group, anticipating its debt profile to be substantially different at 31 March 2013, chose to adopt hedge accounting for this instrument, with the movements in value shown above recognised in other comprehensive income. For the reasons outlined in the Investment Manager's Report, the Group has revoked the decision to adopt hedge accounting and as a result, the cumulative movements in prior periods have been reclassified from other comprehensive income to the income statement in the current period.
In an earlier period, the Group entered into an interest rate swap and floor instrument in respect of its borrowings from Deutsche Hypothekenbank (Actien-Gesellschaft). The floor instrument was cancelled in the prior year and the value crystallised was embedded into the rebased swap instrument, reducing its protected rate from 3.25% to 1.565%. The following table provides a summary of these instruments and their fair values:
Notional amount |
Protected rate |
Expiry | Fair value 31 March 2013 | Fair value 31 March 2012 | Fair value 30 September 2012 | |
£ | % | £ | £ | £ | ||
Non-amortising swap | 25.95m | 3.25 | 31 Jan 2015 | n/a | (1,670,289) | n/a |
Non-amortising floor | 25.95m | 2.28 | 31 Jan 2015 | n/a | 989,857 | n/a |
Non-amortising swap | 25.95m | 1.565 | 31 Jan 2015 | (510,424) | n/a | (615,755) |
(510,424) | (680,432) | (615,755) |
The total increase in the valuation of the rebased instrument during the period was £105,331 (period to 31 March 2012: net increase of £17,068; year to 30 September 2012: net increase of £81,745). In the prior year, the intrinsic value portion of the net position of both instruments (being an interest rate capped at 3.25% if LIBOR was at 2.28%) was designated as the hedging instrument for hedge accounting purposes with movements thereon recognised in other comprehensive income. The time value portion was charged to the income statement. Since the date of re-basing, all movements in the fair value of the swap have been recognised in other comprehensive income.
All interest rate derivative financial instruments have been fair valued by reference to interbank bid market rates as at the close of business on 31 March 2013 by J.C. Rathbone Associates Limited and include the relevant LIBOR basis spread.
All derivative financial instruments are classed as 'level 2' as defined in IFRS 7 as their fair value measurements derive from inputs that are observable either directly or indirectly, rather than from quoted prices in active markets for identical assets and liabilities.
Derivative financial instruments are categorised as follows:
Unaudited | Unaudited | Audited | ||
31 March | 31 March | 30 September | ||
2013 | 2012 | 2012 | ||
Liabilities falling due: | £ | £ | £ | |
In less than one year | 1,395,751 | 246,770 | 826,360 | |
In more than one year | 1,969,491 | 1,481,174 | 2,438,498 | |
3,365,242 | 1,727,944 | 3,264,858 |
The market values of hedging instruments change constantly with interest rate fluctuations, but the cash flow exposure of the Group to movements in interest rates is protected by way of the hedging products referred to above. These valuations do not necessarily reflect the cost or gain to the Group of cancelling its interest rate protection, which is generally a marginally higher cost or smaller gain than a market valuation.
14. Stated capital
| Unaudited as at 31 March 2013 | Unaudited as at 31 March 2012 | Audited as at 30 September 2012 | |
Number | Number | Number | ||
Authorised | ||||
Ordinary shares of no par value - number | Unlimited | Unlimited | Unlimited | |
Issued and fully paid | ||||
Ordinary shares of no par value - number | 233,049,442 | 254,099,895 | 254,099,895 | |
£ | £ | £ | ||
Ordinary shares of no par value: | ||||
- total paid on issue to date | 266,359,124 | 266,359,124 | 266,359,124 | |
- purchased for cancellation | (24,925,220) | n/a | n/a | |
- Issue and purchase costs deducted to date | (8,932,545) | (8,857,766) | (8,857,766) | |
Stated capital per the balance sheet | 232,501,359 | 257,501,358 | 257,501,358 |
In March 2013, the Company purchased a total of 21,050,453 of its own shares for cancellation for cash at a price of between 118p and 119p per share.
15. 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 shares in issue at that date (see note 14).
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 net asset value ("NAV") on the basis of long term fair values. The EPRA measure excludes items that are considered to 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 six months to 31 March 2013 | Unaudited six months to 31 March 2012 | Audited year to 30 September 2012 | ||||
£ | Pence per share |
£ | Pence per share |
£ | Pence per share | |
Basic NAV | 269,803,966 | 115.77 | 282,052,890 | 111.00 | 281,387,182 | 110.74 |
Adjustments: | ||||||
Fair value of derivative | ||||||
financial instruments | 3,365,242 | 1.44 | 1,727,944 | 0.68 | 3,264,858 | 1.29 |
Deferred tax balances | (114,627) | (0.05) | (136,086) | (0.05) | (123,150) | (0.05) |
EPRA NAV | 273,054,581 | 117.16 | 283,644,748 | 111.63 | 284,528,890 | 111.98 |
16. 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 31 March 2013 | Unaudited as at 31 March 2012 | Audited as at 30 September 2012 | |
Number | Number | Number | |
Phil Wrigley | 447,448 | 447,448 | 447,748 |
Steve Webb | 111,938 | 111,938 | 111,938 |
Danny Kitchen | 467,927 | 467,927 | 467,927 |
Alastair Irvine | 2,968,750 | 2,968,750 | 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 Adviser LLP (formerly LXB Manager LLP) and its wholly owned subsidiaries, LXBRP GP Limited, LXB DH Limited, LXB Sheppey GP Limited and LXB Gloucester GP Limited is a related party of the Company. LXB Adviser LLP is the Investment Manager to the Group. LXBRP GP Limited, LXB DH Limited, LXB Sheppey GP Limited and LXB Gloucester GP Limited act as the sole corporate general partners of LXB Retail Properties Fund LP, LXB DH LP, LXB Sheppey LP and LXB Gloucester LP respectively, which are significant, indirectly controlled subsidiaries of the Company. At 31 March 2013, the members of LXB3 Partners LLP held an aggregate total of 11,397,405 (31 March 2012: 11,703,637; 30 September 2012: 11,703,637) shares in the Company.
On 9 April 2013, a member of LXB3 Partners LLP purchased a further 134,978 shares in the Company taking the number of shares held by the members of LXB3 Partners LLP to an aggregate total of 11,532,383.
There have been no other changes to any of the above shareholdings between 31 March 2013 and the date of this report.
Fees
Directors' fees of £152,500 (31 March 2012: £122,500; 30 September 2012: £255,000) were payable for the period ended 31 March 2013. As at 31 March 2013, £76,250 (31 March 2012: £61,250; 30 September 2012: £61,250) of fees remained outstanding and are included within business and other payables (note 10).
Management fees of £2,452,571 (31 March 2012: £2,403,398; 30 September 2012: £4,875,572) were payable to the group headed by LXB3 Partners LLP by the Group in respect of the period ended 31 March 2013, of which £nil was outstanding at the period end (31 March 2012: £94,631; 30 September 2012: £nil).
The Investment Manager, LXB Adviser 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 £42,144 (31 March 2012: £25,843; 30 September 2012: £54,319).
Incentives - carried interest arrangements with LXB3 Partners LLP
At a future date, when a cumulative hurdle amount has been returned to shareholders the carried incentive arrangements with LXB3 Partners LLP are activated. This cumulative hurdle amount is calculated by reference to the net proceeds base amount (net funds raised from the issue of all shares as adjusted for the shares cancelled as a consequence of the share buyback programme in March 2013) and a 12% per annum preferred return thereon. Cash returns over and above the cumulative hurdle amount are then shared between shareholders (50%) and LXB3 Partners LLP (50%) until amounts returned to shareholders are 80% of the total amount. Returns above this level are shared between shareholders (80%) and LXB3 Partners LLP (20%).
As at 31 March 2013, the net proceeds base amount, to which the 12% per annum preferred return is applied, is £236,033,205 (31 March 2012: £257,353,170; 30 September 2012: £257,353,170).
As the net assets of the Group are less than the cumulative hurdle amount as at 31 March 2013, no provision for future incentive payments has been recognised in these financial statements.
17. Post balance sheet events
On 28 May 2013, the Group fully repaid its development finance facility provided by the Royal Bank of Scotland Plc in connection with the Sheppey foodstore. The balance repaid on that date was £11.0m.
On 30 May 2013, the Group completed the sale of the Sheppey foodstore.
On 17 June 2013, the Group announced a number of transactions involving investment properties at Greenwich:
·; The Group has exchanged contracts, subject to the satisfaction of certain conditions, to sell its Sainsbury's/M&S investment for £58m.
·; The Group has exchanged contracts to sell its investment property at Stone Lake Retail Park (unconditionally) for £32.95m, £2m of which is deferred pending satisfaction of certain planning and letting conditions.
·; The Group has exchanged contracts to sell the Wickes unit at Brocklebank Road for £6.39m, conditional on the satisfaction of certain title conditions (£0.34m of which is deferred on the same basis as the Stone Lake retention).
·; The Group has granted an option allowing the holder to acquire the remainder of its investment at Brocklebank Road which is exercisable by the holder on the delivery of certain planning and letting conditions. The anticipated exercise price is £50.6m dependent on the layout and potential phasing of the scheme.
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. |
EPS | Earnings per share, calculated as earnings after tax divided by the weighted average number of shares in issue in the period or year. |
Investment Manager
|
LXB Adviser LLP. |
Investment Advisory Agreement | The agreement between LXBRP GP Limited, the General Partner of LXB Retail Properties Fund LP, and LXB Adviser LLP under which LXB Adviser LLP provides investment advice to the Group. |
LIBOR | The London Interbank Offered Rate, being the interest rate charged by one bank to another for lending money. |
NAV | Net asset value. |
Related Shares:
LXB.L