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2016 Full-Year Results

20.02.2017

HAMMERSON PLC – AUDITED RESULTS FOR THE YEAR ENDED 31 DECEMBER 2016

 

STRONG FINANCIAL RESULTS WITH SECTOR-LEADING EARNINGS AND DIVIDEND GROWTH

 

Year ended:

31 December
2016
31 December
2015
Change Like-for-like
increase
Net rental income (1) £346.5m £318.6m +8.8% +2.2%
Adjusted profit (2) £230.7m £210.9m +9.4%  
IFRS profit (including non-cash valuation changes)(3) £317.3m £727.8m    
Adjusted earnings per share (2) 29.2p 26.9p +8.6%  
Final dividend per share 13.9p 12.8p +8.6%  
         

As at:

31 December
2016
31 December
2015
   
Property portfolio(4) £9,971m £8,374m +19.1%  
Equity shareholders’ funds £5,776m £5,517m +4.7%  
EPRA net asset value per share (2) £7.39 £7.10 +4.1%  
Gearing 59% 54% +5p.p.  
Loan to value(5) 41% 38% +3p.p.  

(1)  On a proportionally consolidated basis, excluding interests in premium outlets. See page 16 of the Financial Review for description of financial information.

(2)  Calculations for adjusted and EPRA figures are shown in note 7 to the accounts on pages 42 and 43.

(3)  IFRS profit includes portfolio non-cash revaluation gains of £125m (2015: £542m).

(4)  Proportionally consolidated, including premium outlets.

(5)  See table 17 on page 64 and page 24 of the Financial Review for description of loan to value.

ASSET MANAGEMENT – CREATING DIFFERENTIATED DESTINATIONS

–        142,000m2 of new space leased; over 40 new brands; leases signed at average 5% ahead of ERV

–        Group LfL NRI up 2.2% (3.2% including premium outlets) demonstrating retailer demand for prime destinations

–        Premium outlets continue to outperform with sales growth of 8%; LfL NRI up 7.6%

–        Continued strong demand for retail park space driving high occupancy; LfL NRI up 2.4%

INVESTMENT MANAGEMENT – ADDING PRIME SPACE IN HIGH-GROWTH CATCHMENTS

–        Total return 5.7% beating IPD benchmark (3.4%)

–        Successfully transferred Irish loans, secured ownership of Dundrum and Ilac Centre; Ireland GDP growth continues to outperform

–        Added another strategic asset to the portfolio through the acquisition of Grand Central, Birmingham

–        Significantly increased investment in premium outlets; additional VR stake acquired, now 40%; 5 VIA centres added

–        Successfully disposed £635m of assets across portfolio, ahead of target programme

DEVELOPING VENUES – TWO ICONIC NEW SCHEMES OPENED

–        Victoria Gate, Leeds, completes the 56,300m2 aspirational retail destination for the north of England

–        Watermark confirms Westquay, Southampton, as the premier retail and leisure venue of the south coast

–        Continued progress on pipeline of large-scale London development projects

FINANCIAL EFFICIENCY – FURTHER REDUCED COST OF DEBT

–        Over £1.2bn new debt raised, successfully refinancing acquisition facility; secured reduced weighted average cost of debt of 3.1%

–        Continued active capital recycling to fund future growth

 

David Atkins, Chief Executive of Hammerson, said: “I am pleased to report another set of strong financial results, with sector-leading earnings and dividend growth reflecting robust operational performance across all parts of the portfolio. During the year we have significantly grown and enhanced the portfolio, adding new retail space in faster-growth markets including Dublin, Leeds and Birmingham, and extending our presence in the European outlets market. To fund these growth opportunities, we successfully refinanced over £1.2 billion of debt and executed our planned disposal programme, generating £635 million.

The strength of the results we are reporting today is a clear reflection of the success of the specialist retail strategy we set out five years ago. Looking ahead, despite some UK retail headwinds and geopolitical uncertainty, I am confident that we have a resilient and adaptable business with multiple opportunities to drive similar levels of growth and therefore continue to deliver sector-leading income-focused returns.”

Contents:

  Page     Page
Introduction 1

Independent Auditor’s Report 28
Key performance indicators 2

Financial Statements 29
Business Review 4

Notes to the accounts 35
Financial Review 16

Additional Disclosures 56
Risks and Uncertainties 25

Development Pipeline 65
Responsibility Statement 27

Glossary 66

Results presentation today:

The results presentation is being held today at 9.00 a.m. at Deutsche Bank’s offices at 1 Great Winchester Street, London EC2N 2DB. A live webcast of Hammerson’s results presentation will be broadcast today at 9.00 a.m. via the Company’s website, www.hammerson.com. At the end of the presentation you will be able to participate in a question and answer session by dialling +44 (0)20 3427 1901. Please quote confirmation code 8686487.

Financial calendar:

Ex-dividend date (SA) 15 March 2017
Ex-dividend date (UK) 16 March 2017
Record date (UK and SA) 17 March 2017
Final dividend payable (UK) 27 April 2017
Final dividend payable (SA) 28 April 2017

Enquiries:

David Atkins, Chief Executive Tel: +44 (0)20 7887 1000
Timon Drakesmith, Chief Financial Officer  
Rebecca Patton, Head of Investor Relations Tel: +44 (0)20 7887 1109
www.hammerson.com rebecca.patton@hammerson.com

 

Index to key data

Unless otherwise stated, figures have been prepared on a proportionally consolidated basis, excluding premium outlets

 
Income and operational – Year ended 31 December 2016 31 December 2015 Page
Portfolio total returns (including share of premium outlets portfolio) 5.7% 12.4% 2
Portfolio capital return (including share of premium outlets portfolio) 1.1% 7.1% 21
Occupancy 97.5% 97.7% 3
Like-for-like NRI growth 2.2% 2.3% 2
Adjusted earnings per share 29.2p 26.9p 2
Leasing activity £24.9m £27.9m 3
Leasing v ERV +5% +3% 3
Like-for-like ERV growth – UK shopping centres +1.6% +2.8% 4
Like-for-like ERV growth – France -2.2% -% 8
Retail sales – UK shopping centres -1.1% +1.3% 4
Retail sales – France +3.1% +0.6% 8
EPRA cost ratio 22.6% 23.1% 2
Final dividend per share 13.9p 12.8p 19
       
Capital and financing – As at 31 December 2016 31 December 2015 Page
Property portfolio value (including premium outlets) £10.0bn £8.4bn 39
Net debt £3.4bn £3.0bn 23
Gearing 59% 54% 23
Loan to value 41% 38% 23
Liquidity £592m £931m 23
Weighted average interest rate 3.1% 3.8% 23
Interest cover 3.5 times 3.6 times 23
Net debt/EBITDA 9.5 times 9.6 times 23
Fixed rate debt 70% 61% 23
Portfolio currency hedge 79% 90% 23
Equity shareholders’ funds £5.8bn £5.5bn 20
EPRA net asset value per share £7.39 £7.10 20


 

WHO WE ARE

At Hammerson we create destinations that excite shoppers, attract and support retailers, reward investors and serve communities; destinations where more happens. We are an owner, manager and developer of retail property and our portfolio includes investments in prime shopping centres in the UK, France and Ireland, convenient retail parks in the UK and premium outlets across Europe.

OUR MARKET

The retail property market in which we operate is affected by structural trends which influence our strategy, drive our priorities and guide our performance. The key trend is the growth of multichannel retail which leads retailers to use both physical space and online platforms together to drive sales.  As a result, the experience of the retail journey and the convenience of shopping for goods are more important than ever.  Therefore, retailers place a premium on those retail destinations which deliver shoppers’ needs and the best locations are becoming relatively more valuable; the retail property market is polarising.  Furthermore, retail tourism is increasingly enjoyed by international tourists as part of a travel experience. Discounted premium brands at attractive retail outlets make the shopping journey even more memorable.

OUR STRATEGY

We align our portfolio to benefit from these market trends.

–        Focus on growing consumer markets: Our portfolio is concentrated around retail property which is aligned to consumer requirements in a multichannel world: the experience of large prime shopping centres; the convenience of retail parks; and the draw of luxury-brand premium outlets. We choose locations by identifying significant, growing cities and catchments in selected European countries, and where we can gain market share

–        Create differentiated destinations: Our talented people apply insight and market expertise to create and operate destinations which offer exceptional experiences to attract retailers and shoppers. Our Product Experience Framework purposefully guides our asset and development management to consistently enhance our destinations and realise their income potential

–        Promote financial efficiency and partnerships: A singular retail focus, strong and efficient capital structure and operational excellence enables us to attract valuable partners. These include global capital providers, international joint venture partners and expert operating collaborators who help us broaden our market reach, increase scale and strengthen our business

OUR BUSINESS MODEL

Our business model delivers value for all our stakeholders.

–        Shareholders: We create consistent earnings growth which benefits shareholders through growing dividend payments and increased share value

–        Retailers: Offering our retail tenants innovative formats that are responsive to customer demands

–        Shoppers: Offering our shoppers entertaining and exciting experiences, as well as great retail destinations

–        Our people: Developing, recognising and rewarding our people secures a skilled and motivated workforce

–        Communities: We create positive social impacts through our activities, including the creation of local jobs

Our Product Experience Framework is embedded across everything we do, providing a unique point of differentiation. We constantly challenge ourselves to apply best practice in retail design and digital solution, customer engagement and sustainability. Our Product Experience Framework incorporates:

–        Iconic destinations: We create outstanding architecture to enhance locations. We place our centres at the heart of local communities, connected by seamless technology and transportation links

–        Best at retail:  We deliver the optimal retail mix, consistently refreshed and showcasing new concepts

–        Convenient & easy:  We make shopping simple and stress-free, with enhanced customer facilities and services, such as click & collect, encouraging regular shopper visits

–        Interactive & engaging:  Our outstanding customer service and leading digital infrastructure drive engagement loyalty, and encourage shoppers to spend longer in our destinations

–        Entertaining & exciting:  We constantly evaluate and refresh our food and leisure offers, and provide a local and national calendar of events to surprise and delight our customers, and keep them coming back

–        Positive Places: We create destinations that deliver positive impacts economically, socially and environmentally

 

 

 

Monitoring value creation

We use our Key Performance Indicators, or KPIs, to ensure we are delivering our strategy. They are split between financial and operational measures, and each link to our three strategic elements. During 2016 we have included an additional KPI, Voluntary staff turnover, to reflect the importance to the business of our talented people.

Financial KPIs

Total property return

5.7% (Benchmark 3.4%)

 
Description

Total property return (TPR) is the main metric we use to measure the income and capital growth of our property portfolio. It is calculated on a monthly time-weighted basis consistent with IPD’s methodology. We judge our success in generating superior property returns by comparing our performance with a weighted IPD Retail benchmark.

Performance

During 2016, the property portfolio produced a total return of 5.7% which was 230bp ahead of our estimated IPD benchmark, driven by strong outperformances from UK shopping centres and premium outlets.

Growth in like-for-like NRI*

2.2%

 
Description

Net rental income (NRI) is the Group’s primary revenue measure and like-for-like NRI growth is key to supporting growing earnings and dividend payments. The calculation is in line with EPRA guidance, and excludes the impact of acquisitions, disposals, developments and exchange rate movements. Growth is achieved through leasing activity, tenant engineering and other “value-adding” initiatives.

Performance

On a like-for-like basis, NRI grew by 2.2% in 2016, above our target of 2.0%. Income from UK shopping centres and retail parks both grew by 2.4%, with growth of 2.2% from our French portfolio.

Growth in adjusted EPS

8.6%

 
Description

Adjusted earnings per share (EPS) reflects the Group’s underlying profit divided by the average number of shares in issue and is calculated in line with EPRA guidelines. It is the Group’s primary profit measure, and excludes capital items such as unrealised valuation changes, profits and losses on the sale of properties and other one-off exceptional items.

Performance

In 2016, adjusted EPS increased by 2.3 pence, or 8.6%, to 29.2 pence. This was driven by higher rental income from our property portfolio and higher earnings from our premium outlet investments.

Cost ratio*

22.6%

 
Description

The EPRA cost ratio is the measure by which we monitor the operational efficiency of our activities as it shows the total operating costs, being property outgoings and net administration costs, as a percentage of gross rental income for our property portfolio.

Performance

During 2016, our cost base has been managed effectively and the ratio has reduced by 50bp compared to 2015 to 22.6%. The reduction is principally due to lower property costs, which have fallen from 11.3% to 10.7%.

* Proportionally consolidated excluding premium outlets.  See page 16 for further explanation.

Operational KPIs

Occupancy*

97.5%

 
Description

Keeping our properties occupied ensures we generate rental income and the occupancy ratio measures the amount of space which is currently let. The ratio is calculated in line with EPRA guidance on the basis of the estimated rental value (ERV) of occupied space.

Performance

Occupancy remains above our 97.0% target, with the portfolio 97.5% occupied at the year end. This was marginally lower than the prior year, principally due to a number of unlet units at our recently completed developments in Leeds and Southampton.

Global emissions intensity ratio

155mtCO2e/£m

 
Description

Reducing carbon emissions is one of our key sustainability targets. This ratio, which we have calculated since 2013, shows the amount of CO2e emissions from our properties and facilities, including corporate offices and is calculated over the 12 months ended 30 September with the denominator being adjusted profit before tax.

Performance

The ratio has improved by 10% during 2016 due to a reduction in emissions and the increased use of green energy across our portfolio, particularly in France.

Leasing activity*

£24.9 million

 
Description

Leasing allows us to improve our brand mix across our portfolio and differentiate our destinations. This measure shows the amount of income secured across our investment portfolio including both new lettings and lease renewals.

Performance

Leasing momentum continued throughout 2016 and we secured £24.9 million of income with volumes being broadly equal in the two halves of the year. Whilst total leasing was slightly lower than 2015, this was partly due to the high level of occupancy, particularly in UK retail parks. Across the Group, principal leases were secured at 5% above December 2015 ERVs.

Voluntary staff turnover

10.9%

 
Description

We aim to retain, engage and develop our talented people. Since 2014 we have monitored voluntary staff turnover to highlight any signs of demotivation or other people-related issues and include both corporate and shopping centre-based employees in this measure.

Performance

In 2016, voluntary staff turnover remained low at 10.9%.  The small increase compared with 2015 was due to a slightly higher number of leavers in our French and UK shopping centre businesses. However, the turnover number still remains low compared to wider industry averages.


This Business Review provides an overview of the performance of our sectors during 2016.

UK Shopping Centres

2016 was a busy year for UK shopping centres with the Grand Central acquisition,
the opening of two new centres and another set of strong operating results from our existing portfolio. We have also seen good performance in the second half of the year, with retailers keen to take space in our prime centres.

Operational summary

Key metrics Like-for-like
NRI growth
%
Occupancy
%
Leasing
activity
£m
Leasing vs
ERV
%
Like-for-like
ERV growth
%
Retail sales growth
%
Footfall
growth
%
31 December 2016 2.4 97.8 9.0 +6 1.6 (1.1) (0.5)
31 December 2015 2.1 98.3 11.7 +4 2.8 1.3 1.1

Note: Figures presented on a proportionally consolidated basis.

Sector and portfolio overview

Prime shopping centres are differentiated from secondary or tertiary centres by their scale, catchment size and superior brand mix. They include large anchor tenants, flagship stores for international brands and offer shoppers catering and entertainment as well as retail. Prime centres support retailers’ multichannel strategies as they offer high sales, footfall and dwell times in an attractive, well-managed environment which provides a mixture of leading brands, food, leisure and digital infrastructure. Online sales penetration continues to grow and accounted for 15% of total retail spend as at December 2016 according to the ONS. Leases are generally long-term, at least ten years duration, with upward-only market rent reviews at five year intervals.

UK consumer spending grew by 3.8% in the final quarter of 2016 (Source: Barclaycard). Currency devaluation has had a favourable impact on tourist spending, but is expected to increase inflation in 2017 which may adversely impact real spending power and the input costs for retailers. Nevertheless, retailers enjoyed good Christmas trading and UK consumer confidence has remained resilient.

Investment volumes in 2016 totalled £2.7 billion which was approximately 40% lower than in 2015, with the only prime centres traded being Grand Central, Birmingham and Merry Hill, Dudley. However, demand for prime assets continues, with investment yields broadly unchanged during 2016, although secondary shopping centres have suffered outward yield shift.

We have ownership stakes in ten of the top 50 UK shopping centres (Source: PMA). We have over 2,000 tenants across our portfolio and 14% of our centres are let to catering and leisure brands, an increase of a third over the last five years.

Net rental income

Net rental income totalled £148.4 million in 2016, and on a like-for-like basis increased by 2.4%, compared with a 2.1% increase in 2015. The growth in 2016 is driven by rent review settlements, income from new lettings and increased car park income. Four of our centres achieved annual like-for-like NRI growth of more than 5% with the best performing centres being Bullring and Union Square, which benefited from recent lettings and rent review uplifts.

Leasing, occupancy and ERVs

Tenant demand for space at our centres remained strong, with 141 leases signed representing £9.0 million of annual rental income and 48,300m2 of space. The reduction in activity compared with 2015 was due to the timing of lease renewals and expiries at a number of centres. For principal leases, rents secured were 6% above December 2015 ERVs and 6% above the previous passing rent. Despite the continued tenant demand, ERV growth slowed to 1.6% compared with 2.8% in 2015, although growth in the second half of 2016 of 1.1% was higher than the 0.5% growth achieved in the first six months. Occupancy levels remained high at 97.8%, compared with 98.3% in December 2015. The decrease was principally due to Victoria Gate which opened in October and where occupancy was 90.5% at the year end.

We have applied our Product Experience Framework and have delivered a number of key leasing deals with international brands, luxury operators and new catering offers to enhance our centres. Highlights include:

–        Five new restaurants at Cabot Circus including Côte, Brasserie Blanc and the UK’s first L’Osteria

–        Also at Cabot Circus, the first COS store in the south west and Monki’s first store outside London

–        At Silverburn, Smiggle and Tortilla opened their first Scottish stores

–        At Bullring, LinkStreet which joins the centre to Grand Central was refurbished and remodelled to appeal to contemporary and pop-up style retailers. Lettings were completed with new niche brands including: Made.com; Religion Clothing; and Cereal Killer Café

–        Brent Cross celebrated its 40th anniversary by welcoming three international brands: Urban Decay; Tesla Motors; and Smiggle

In October we announced plans to upgrade the Riverside at The Oracle. The project will cost £2.9 million (Hammerson’s share) and be anchored by a new 167m2 glass-fronted pavilion let to Comptoir Libanais. The scheme will also create a large public events space and enhanced public realm.


 

Lease expiries and rent reviews

The portfolio offers a robust income stream, with a weighted average unexpired lease term, including tenant breaks, of seven years, and opportunities for rental growth. Leases subject to rent reviews, break clauses or expiries offer the prospect to secure additional rental income. Over the three years to 31 December 2019, these leases would provide additional annual rental income of £8.0 million, or 6%, if renewed, or if reviews are settled at current ERVs.

At 31 December 2016, nine units were let to tenants in administration, equating to just 0.3% of the Group’s total passing rents.

Sales, footfall and occupancy cost

Despite the heightened level of macro-economic uncertainty in the UK, particularly associated with the EU referendum decision, consumers remained resilient. Footfall across our portfolio was 0.5% lower than 2015. However this was ahead of the national index which fell by 1.9% during the year.

Retailer sales were also disappointing, with sales, calculated on a same-centre basis, 1.1% lower than in 2015. As reported at the half year, Union Square has been adversely affected by the weak oil price. Excluding this centre, sales across the portfolio decreased by 0.3%, with the strongest performances at Silverburn and The Oracle.

The occupational cost ratio, calculated as total occupancy cost as a percentage of sales, increased from 19.2% at the beginning of the year to 20.1% at 31 December 2016 due to changes in occupancy cost and the tenant mix across the portfolio.

Disposals, acquisitions and completed developments

In January 2016, we completed the sale of Monument Mall, Newcastle for £75 million. Following its acquisition in 2011, we redeveloped the 9,500m2 centre in 2013, and the sale crystallised a £24 million profit on cost.

In February 2016, we acquired Grand Central for £350 million. The 38,400m2 shopping centre in Birmingham is anchored by a 23,200m2 John Lewis and sits above New Street Station, the redeveloped major railway hub. The centre includes 40 premium stores including Kiehls, L’Occitane en Provence and MAC and also contains 20 casual dining brands including Paul, Pho and Tortilla.

In December 2016, we completed the sale of 50% of the scheme to CPPIB, one of the existing joint venture partners in Bullring, for £175 million. The transaction had been contracted at the time of the acquisition, but was delayed due to a review by the Competition and Markets Authority (‘CMA’). We fully cooperated with the investigation and received clearance from the CMA in July, allowing CPPIB to obtain EU merger clearance and complete the transaction.

We recently opened two new centres: Victoria Gate, Leeds in October; and Westquay Watermark, Southampton in December. Victoria Gate is adjacent to Hammerson’s existing centre, Victoria Quarter. The combined retail offer has been branded “Victoria Leeds” and provides 56,300m2, of high-end stores and restaurants with over 115 brands. The 37,300m2 development provides Leeds with a 21st century retail destination and includes a flagship John Lewis store, a casino, a modern take on Victorian arcades with more than 30 shops and restaurants and an 800-space multi-storey car park. Key brands include Anthropologie, Aspinal of London, D&D London, Gant, Hackett, Le Pain Quotidien, Nespresso, Russell & Bromley and Tommy Hilfiger and the scheme has introduced 17 new brands to Leeds and 11 to our UK portfolio. Four units remain to be let, which will provide the opportunity to deliver ERV growth and finalise the exciting tenant mix.

Westquay Watermark, is the UK’s largest dedicated restaurant and leisure complex at 17,200m2 and was 95% let on opening. The scheme has over 20 restaurants, cafes and bars, a Hollywood Bowl and is anchored by a highly anticipated Showcase Cinema de Lux. For a number of restaurateurs this is their first move outside London and tenants include Bill’s, Cabana, Cau, Franco Manca, KuPP, Thaikhun, The Real Greek and Wahaca. 50% of the scheme was sold to GIC, Hammerson’s joint venture partner at the adjacent Westquay shopping centre, in December 2016 for £47 million. The development further confirms Westquay as the leading retail, dining and leisure destination on the south coast. 

 


 

UK Retail Parks

The retail parks occupational market remains strong, with healthy retailer demand for space at the best locations. Whilst the investment market has been disappointing during 2016, our modern retail parks portfolio is well placed to outperform in 2017.

Operational summary

Key metrics Like-for-like
NRI growth
%
Occupancy
%
Leasing
activity
£m
Leasing vs
ERV
%
Like-for-like
ERV growth
%
Footfall
growth
%
31 December 2016 2.4 98.6 4.9 +4 0.2 2.2
31 December 2015 2.6 98.4 8.3 +4 1.3 n/a

Note: Figures presented on a proportionally consolidated basis.

 

Sector and portfolio overview

Retail parks are largely situated in out-of-town locations with units being generally larger and rents lower than in shopping centres. The better-located parks are easily accessible by car and offer free parking. The market is split into a number of sub-segments, and we have chosen to operate in a selection of these: shopping parks; hybrid parks; and key homeware parks, where occupational demand is strongest.

The occupational market remains strong, with homeware and furnishing retailers seeking space. Retailers with expansion plans include Dunelm, Oak Furniture Land, ScS, Tapi and Wren Kitchens. Also, Bunnings, the Australian hardware chain, has opened its first UK store in St. Albans and is investing £500 million to create a network of stores across the UK.

Fashion retailers are also taking new stores on retail parks as they offer a cost-effective way to fill gaps in their store footprint between large shopping centres and town centres. This trend is leading to improved tenant fit-outs, greater interaction with retailers’ multichannel strategies to support click & collect sales and also a wider food and beverage offer.

Consistent with the UK shopping centres investment market, transaction volumes in 2016 were approximately one-third lower than the prior year at £2.5 billion. Sellers have outnumbered buyers during the year, particularly in the second half of 2016 when a number of open-ended funds sought to sell assets to generate liquidity following the EU referendum decision. This situation has forced investment yields to increase by approximately 100bp during the year, although there have been signs of stability returning to the market at the beginning of 2017.

We are one of the largest direct owners of retail parks in the UK and, at 31 December 2016, our portfolio consisted of 18 convenient retail parks, which provide a total of 400,000m2 with 320 tenants.

Net rental income

Net rental income totalled £79.6 million and on a like-for-like basis increased by 2.4% in 2016, compared to 2.6% in 2015. The growth in 2016 being due to an increase in surrender premiums received associated with pro-active tenant rotation at parks including Ravenhead Retail Park, St Helens and Imperial Retail Park, Bristol. The portfolio also suffered from a small number of administrations, including Brantano, in the first half of the year.

Leasing, occupancy and ERVs

Across the portfolio we signed 36 leases representing £4.9 million of annual rental income and 24,100m2 of space. Occupancy levels remained high during the year and were 98.6% at 31 December 2016, compared with 98.4% at the beginning of the year. This high occupancy has resulted in a lower level of year-on-year leasing during 2016. For principal leases, rents were contracted at 4% above December 2015 ERVs and 28% above the previous passing rent.

ERV growth was 0.2% in 2016, compared with 1.3% for 2015. Whilst occupier demand for space in the right location continues, particularly from homeware retailers, high occupancy is limiting opportunities to demonstrate ERV growth across the portfolio. Key leasing transactions during 2016 included:

–        New leases with fashion retailers such as Fat Face, H&M, New Look and River Island as well as homeware retailers including DFS, HomeSense, Sofology and Tapi

–        New drive-through concepts for Costa and Starbucks at Imperial Retail Park, Bristol and Central Retail Park, Falkirk

–        Four leases at Elliott’s Field, Rugby securing £1.2 million of new income at an average of 4% above the December 2015 ERV

We continue to target tenants which will enhance the retail offer at individual parks and grow income and have a number of tenant engineering opportunities planned for 2017.

Lease expiries and rent reviews

Our portfolio benefits from a secure income stream, and at 31 December 2016 had a weighted average unexpired lease term of eight years, including tenant break options.

Leases subject to rent reviews, break clauses or approaching their lease expiry date, offer the opportunity to secure additional income. Over the three years to 31 December 2019, these leases would provide additional annual rental income of £3.0 million, or 4.5%, if renewed or if reviews are settled at current market rents.

At 31 December 2016, there were just two tenants in administration representing £0.2 million of income, both of which continue to trade.


 

Customer insight and footfall

We have begun to collect footfall data across our portfolio in order to enhance our customer insight. For the year to 31 December 2016, visitor numbers increased by 2.2%, 290 basis points ahead of the Springboard Retail Parks index of -0.7%.

Also during 2016, we completed the second phase of our in-depth customer surveys to better understand consumer opinions about our parks and existing or prospective tenants. We found that customer satisfaction has improved by 3% across our portfolio, dwell times and the average number of shops and restaurants visited have both increased by 8% and catering visits have increased by 7%.

This feedback from our shoppers has enabled us to improve our customer services provision at a number of parks, an example being the installation of Amazon lockers at Elliott’s Field Shopping Park, Rugby.

Disposals and developments

As part of the Group’s £500 million disposal programme announced to part fund the Irish portfolio acquisition in September 2015, we sold a number of retail parks in 2016, raising total proceeds of £217 million. Thurrock Shopping Park, Essex was sold in June for £93 million, which was £10 million below its December 2015 valuation but significantly above the acquisition cost of £64 million in 2012.

We also completed the sales of a solus property in Folkestone for £7 million in July, Manor Walks, Cramlington for £78 million in August and Westmorland Retail Park, Cramlington in November for £36 million.

We are currently on-site with three significant development schemes in Didcot, Rugby and Swansea and further details are in the Development section of this Business Review on page 12. In addition, we are reconfiguring the former Homebase unit at Fife Central Retail Park, Kirkcaldy with works started in December 2016. Four new units are to be constructed with three already let to Sofology, Wren Kitchens and DW Sports. The 4,300m2 project will be completed in June 2017 with a total development cost of £10 million. We continue to advance other smaller-scale development projects across our portfolio as these deliver strong financial returns and enable us to enhance the appearance and tenant mix of our portfolio.


 

France

During 2016 we have continued to attract new tenants, enhanced the tenant mix across our portfolio and delivered strong net rental income growth. The investment market has also strengthened for prime retail destinations which has led to an increase in the portfolio’s value.

Operational summary

Key metrics Like-for-like
NRI growth
%
Occupancy
%
Leasing
activity
£m
Leasing vs
ERV
%
Like-for-like
ERV growth
%
Retail sales growth
%
Footfall
growth
%
31 December 2016 2.2 96.5 9.0 +5 (2.2) 3.1 2.8
31 December 2015 2.5 96.9 7.2 +2 nil 0.6 (0.6)

Note: Figures presented on a proportionally consolidated basis.

Sector and portfolio overview

Prime shopping centres in France have similar characteristics to those in the UK and Ireland. Online retailing is not as advanced in France compared with the UK, although it is growing rapidly and retailers are beginning to focus on their multichannel strategies in a similar way to those operating in the UK.

French leases tend to be shorter than in the UK, often of nine years duration, with three-year break clauses, although in practice these are seldom exercised. This situation enables landlords like Hammerson to actively manage tenant mix to enhance the brand offer. The retail environment has been subdued during 2016 associated with the ongoing terrorist threat, particularly in Paris, and unsupportive wider macro-economic conditions, such as high unemployment levels and low GDP growth. The wider shopping centre market has seen sales and footfall reduce.

Investment markets were strong in France, although the total retail investment activity of €4.4 billion was €1.2 billion lower than 2015 and of this approximately 40% of sales were to foreign investors. Due to a lack of assets on the market, and the effect of quantitative easing, the strong investor demand acted to reduce yields to around 4% for prime, successful shopping centres.

At 31 December 2016, our French portfolio comprised 10 prime shopping centres, with five located in or around Paris, including Italie Deux and Les Trois Fontaines. Our other major centres include Les Terrasses du Port, Marseille and Places des Halles, Strasbourg. The three largest centres: Les Terrasses du Port, Italie Deux and Les Trois Fontaines account for two-thirds of the value of the portfolio. There are over 1,000 tenants across the portfolio, which attract almost 100 million visits each year.

Net rental income

Net rental income totalled £89.3 million in 2016 and on a like-for-like basis increased by 2.2%, compared to 2.5% in 2015. Les Terrasses du Port, Marseille was the strongest performing centre, with increased gross rental income and reduced year-on-year operating costs, as the centre begins to mature following its opening in 2014. As with our UK shopping centres, we have been focusing on increasing non-rental income and in 2016 this revenue stream increased to £5.4 million, compared to £4.7 million in 2015.

Leasing, occupancy and ERVs

Our retenanting strategy has continued during 2016 and we signed 117 leases across the portfolio, representing £9.0 million of annual rental income and 35,500m2 of space. For principal leases, the new income was 5% above December 2015 ERVs but 5% below the previous passing rent. The variance to previous passing rent was due to a number of leases signed at the beginning of the year at Villebon 2, which we sold in April, and the reletting of the former H&M unit at Place des Halles, Strasbourg to Darty and New Look. These tenants relocated within the centre and enabled a coordinated retenanting programme, including an upsized Zara, and helped improve the tenant mix and footfall on the first floor. Excluding these two factors, the figure would have been 12% above the previous passing rent.

We signed leases with a number of international brands, including brands new to the French portfolio: MAC at Les Trois Fontaines; Bialetti at Nicetoile and Espace Saint-Quentin, and Armani Exchange and Coach, its first at a French shopping centre, at Les Terrasses du Port. Other key leasing deals during the year were:

–        Kusmi Tea and Nyx at Italie Deux

–        Veritas and Rituals at Les Terrasses du Port

–        KOTON at O’Parinor, its first store in France

–        ID Kids and Parfois at Places des Halles

In May, the new Apple store at Les Terrasses du Port opened in a striking glass unit on the terrace overlooking the Mediterranean Sea. This is the first Apple store in our French portfolio and welcomed over 7,000 visitors and helped increase footfall in the centre by 24% during 2016.

Occupancy of 96.5% was marginally lower than in 2015, principally due to vacancies at Places des Halles associated with the retenanting scheme and Jeu de Paume, which has performed below expectations since opening in late 2015. Like-for-like ERVs fell by 2.2% in 2016, due to Jeu de Paume, where ERVs have been rebased to reflect trading performance. Excluding Jeu de Paume, ERV growth remains challenging and on the remainder of the portfolio like-for-like ERVs increased by 0.2%, compared with no change in the prior year.

At 31 December 2016 there were 29 units in administration, a decrease of 20 during the year. These tenants all continue to trade, represent only 0.5% of the Group’s passing rent and provide opportunities to enhance the tenant mix.

Sales, footfall and occupancy cost

Over the course of 2016, retail sales increased by 3.1%, calculated on a same-centre basis, significantly higher than the CNCC index which fell by 0.1%. Footfall at our centres grew by 2.8%, and was also above the CNCC index of -1.2%. The sales improvement came despite our strong presence in the Paris region which has been adversely impacted by the terrorist threat. The growth has been achieved by our leasing strategy with new tenants boosting sales and a strong performance from Les Terrasses du Port, which has continued to grow since it opened in May 2014.

Consistent with the increase in sales, the occupational cost ratio decreased during 2016 from 14.0% to 13.7% at 31 December 2016.

Lease expiries and rent reviews

Most of our French leases are subject to annual indexation, which will be 0.1% in 2017. Across our portfolio the average unexpired lease term is three years, or six years excluding tenant break options. The portfolio offers opportunities for rental growth with an average reversion of 7%. Leases expiring, or subject to tenants’ break clauses, over the three years to 31 December 2019 would provide additional annual rental income of £2.8 million, or 11.2%, if renewed at current market rents.

Disposals and developments

In April 2016, we completed the sale of Villebon 2 for €157 million (£124 million). Along with the disposals of the UK retail parks explained on page 7, this was part of the £500 million disposal programme to part-fund the Irish loan portfolio acquisition.

In line with the Group’s strategy we are progressing extension opportunities and other smaller-scale asset management initiatives at our three major shopping centres, which would significantly enhance these schemes and increase their catchment. Further design work and leasing discussions are required before these projects can be commenced, but they offer exciting opportunities to strengthen our portfolio and deliver attractive financial returns. Further details are provided on pages 13 and 65.


 

Ireland

We are delighted to have secured the vast majority of the Dublin property assets during 2016 and have already completed a number of the asset management initiatives we anticipated at the time of the loan acquisition. Dundrum Town Centre is Ireland’s pre-eminent shopping and leisure destination and offers significant income growth opportunities.

Operational summary

Key metrics Occupancy
%
Leasing
activity
£m
ERV

growth
%

31 December 2016 99.5 0.8 9.0

Note: Figures presented on a proportionally consolidated basis and represent performance post property conversion only.

 

Sector and portfolio overview

Dublin accounts for over 70% of Ireland’s total retail expenditure, 50% of national GDP and supports retail demand due to its urban area population of 1.3 million residents and significant tourist traffic (9.6 million visitors in 2016). Ireland’s prime retail offer is concentrated in the centre of Dublin around Grafton Street and Henry Street, as well as a number of prime shopping centres along the M50 motorway on the outskirts of Dublin. The property market and wider economy continues to experience strong growth, although prime retail rents remain comfortably below their peak levels of 2006/7. A number of new retailers have recently entered the Irish market, including COS, Victoria’s Secret and & Other Stories; there are also numerous other international retailers and food and beverage operators seeking accommodation in Dublin.

The macro-economy has continued to perform well with GDP growth of 4% expected in 2016, again making Ireland the fastest-growing economy within the EU. Growing employment, driven by inward foreign investment, remains a key driver of economic productivity. This growth has underpinned the Irish property investment market that remains strong. In 2016, shopping centre investment volume was
£2.0 billion, although this was skewed by a small number of large transactions including Blanchardstown and Liffey Valley shopping centres which were both sold to international investors.

Our portfolio has been secured through a joint acquisition of a loan portfolio from the National Asset Management Agency (NAMA) in October 2015, and the subsequent consensual agreement to acquire the secured property assets from the borrowers during 2016. At
31 December 2016, the Group owned Dundrum Town Centre (‘Dundrum’), Ireland’s pre-eminent shopping and leisure destination in a 50:50 joint venture with Allianz, having acquired ownership of the property in July 2016. We also wholly own the Dublin Central development site and land adjoining the Swords Pavilions shopping centre in north Dublin. In December 2016, we secured a 50% co-ownership with Irish Life, of the Ilac Centre located on Henry Street, one of Dublin’s busiest retail thoroughfares.

We are working towards securing the 50% co-ownership with IPUT and Irish Life of Pavilions shopping centre in Swords in north Dublin and expect this final loan conversion to complete by summer 2017.

Our total portfolio of Dublin assets will encompass 220,000m2 of high-quality shopping centre space, with over 300 tenants and annual footfall of nearly 50 million. It also provides 27 acres of development land. Our share of the total contracted rent for the portfolio will be
€45 million (£38 million).

In addition to the centre-based staff who transferred to the Group when we secured ownership of Dundrum, we opened a new office in Dublin and we have recruited a team of 10, with four individuals joining from the previous Dundrum asset manager, Chartered Land. We will continue to integrate the assets into our existing UK operating structure to maximise efficiencies and deliver our asset management strategy.

Net rental income

Net rental income totalled £14.0 million in 2016, with £1.5 million generated from Dublin Central development site and the remainder from Dundrum. As ownership of the property portfolio was secured during the year, the net rental income only relates to the second half of 2016, prior to which the Group received interest income from the loan portfolio. During 2016, 10 rent reviews were settled, of which half were after the property ownership was transferred. These settlements were with tenants including Aldo, Boots, BT2, Clarks, Coast and Dune. In total these reviews delivered annual rental uplifts of 8%. In January 2017, we have settled a further 21 reviews achieving rent uplifts of 7% on
£5.4 million (Hammerson’s share) of passing rent.

Non-rental income from car parks and the sale of advertising and merchandising opportunities is a significant source of income growth and has generated £2.3 million since we secured ownership of the properties. In August, the car park tariffs at Dundrum were increased by €1; however remain at a sizeable discount to parking in the city centre. The tariff change has resulted in a significant increase in car park revenue.

Leasing, occupancy and ERVs

Occupancy levels are high at 99.5% at 31 December 2016. Tenant demand for space is strong, although the high occupancy levels are currently limiting the fulfilment of all of the demand. We have a clear leasing strategy to deliver rental growth and enhance the tenant mix and overall experience at our new centres, and during the second half of the year we signed six leases representing £0.8 million of annual rental income and 3,300m2 of space. Key leasing transactions included: Ecco; Five Guys; Gamestop; and Oaxaca, a Mexican restaurant. In November 2016, the refurbishment of Dundrum’s food court was completed. The enhanced offering includes brands such as: Chopped; Costa; Kanoodle; and Poulet Bonne Femme and broadens the catering offer at the centre. Also at Dundrum, ERVs grew by 9% in the second half of 2016.

Lease expiries and rent reviews

At 31 December 2016, the portfolio offered the Group’s longest weighted unexpired lease term of 12 years, including tenant break options, as well as significant opportunities for rental growth. The portfolio was 8.3% reversionary and leases subject to rent reviews, break clauses or expiries offer the prospect of securing additional rental income. Over the three years to 31 December 2019, these leases would provide additional annual rental income of £2.5 million, or 10.4%, if renewed, or reviews are settled, at current ERVs. This time period falls short of the most significant batch of rent reviews in 2020, which, based on current ERVs, would deliver a rental uplift of £1.9 million.

In addition to rent review and lease renewal uplifts, we have identified a number of tenant engineering opportunities to both enhance the tenant mix and generate increased rental income and ERV. At 31 December 2016, there were no units let to tenants in examinership.

Sales and footfall

Overall consumer sentiment has recovered strongly in January 2017 following some uncertainty in the latter half of 2016 and confidence levels, as measured by ESRI, are at their highest level in seven years and national retail sales grew by 3.4% in 2016.

As part of our integration activities we are upgrading the IT infrastructure at Dundrum to improve the footfall and sales data collection processes as well as introducing the Plus app in 2017. This will bring the centre in line with the Hammerson standard and provide new insight into the behaviours of our Dublin shoppers.

Future developments

The portfolio contains a number of future development opportunities at with the Dundrum estate, Dublin Central and Swords Pavilions. Further details of these potential schemes are on page 65.

In addition, the redevelopment of Moore Mall South at the Ilac Centre commenced in January 2017 and is due for completion in May. The project involves the refurbishment of the mall area and the reconfiguration of 10 units into five larger flagship stores. Four of the new units have already been pre-let representing 78% of the target income.

FaulknerBrowns has been appointed as the masterplan architect for the Dundrum Estate and work on the scheme design has commenced.


 

Developments

We are proud of the two new shopping centre developments in Leeds and Southampton which opened in 2016. They align perfectly with our strategy of creating differentiated destinations and add to the attraction of existing assets in both major cities.

On-site developments

Scheme1

Lettable area m2

Expected completion

Current
value2
£m

Estimated cost to complete3
£m

Estimated annual income4
£m

Let5
%

Parc Tawe, Swansea

21,200

Q4 2017

n/a

14

2

53

Elliott’s Field Shopping Park (Phase 2), Rugby

7,900

Q4 2017

10

23

3

44

Orchard Centre, Didcot

8,700

 Q1 2018

11

31

3

39

Total 37,800     68 8  

Notes

1. Group ownership 100% for on-site schemes.

2. Valuation at 31 December 2016. Values are not included for extension projects which are incorporated into the value of the existing property.

3. Incremental capital cost including capitalised interest.

4. Incremental income net of head rents and after expiry of rent-free periods.

5. Let or in solicitors’ hands by income at 17 February 2017.

Introduction

The Group has a pipeline of development opportunities in the UK, France and Ireland, including three on-site retail park schemes, three major London developments and a number of potential future projects across the portfolio. These schemes provide the opportunity to significantly grow the business and enhance the quality of the Group’s existing portfolio over the medium term. We carefully control expenditure and will only commit to projects when the risk level is acceptable. This will vary for each project and is dependent on a variety of factors including general market conditions, pre-letting, construction and programme certainty, and funding and financial viability. At
31 December 2016, committed capital expenditure was low at £68 million, of which the majority represented the remaining expenditure at Leeds and Southampton and land acquisitions relating to our major developments. This position means the Group retains flexibility over the future commitment of its development opportunities.

Completed developments

We completed two UK shopping centre developments during 2016: Victoria Gate, Leeds; and Westquay Watermark, Southampton. These successful developments add two new destinations to our portfolio and further details are in the UK shopping centres section of this Business Review on page 5.

On-site developments

In Swansea, we started on-site in December 2016 on a 21,200m2 £16 million redevelopment of Parc Tawe which is due to complete at the end of 2017. The scheme will create a modern, mixed retail and leisure park with new public realm and improved city centre pedestrian links. The scheme is 53% pre-let with new leases signed with existing retailers: Odeon; Costa; Mothercare; and Toys R Us, leaving the remaining eight new retail and restaurant units to be let during 2017.

Elliott’s Field, Phase I opened in October 2015, providing 16,900m2 of high-quality retail space anchored by a 5,600m2 Debenhams and a 4,700m2 M&S general merchandise store. Capitalising on the success of Phase I and the strong demand from furniture and flooring retailers, planning consent was granted for a 7,900m2 second phase on land adjacent to the existing shopping park and construction started in February 2017. The scheme is due to complete by the end of the year and is currently 44% pre-let including anchor retailers DFS and Sofology.  We plan for this to be our first carbon-neutral retail park for building energy consumption.

In January 2017, we started on-site with the £42 million expansion of the existing Orchard Centre in Didcot. The scheme will create 8,700m2 of new retail space, increasing the size of the total scheme to 30,000m2 and leases for 39% of the estimated income have been exchanged with M&S Food, H&M, River Island, TK Maxx, Costa and Starbucks. Didcot has an affluent and growing catchment and is located between Oxford, Reading, Newbury and High Wycombe. The scheme is scheduled to complete in early 2018 and will deliver £3 million additional rental income.

Future developments

Our future development opportunities include schemes in all of the Group’s portfolios, including three major London developments. These have the potential to significantly grow the business and create modern iconic retail destinations. During 2016 we have progressed a number of these schemes, although there are further milestones to achieve before we are in a position to commence these projects.

Brent Cross extension

In conjunction with our joint venture partner, Standard Life, we have continued to advance plans for the extension and refurbishment of Brent Cross shopping centre in north-west London. This project forms part of the wider Brent Cross Cricklewood regeneration plans with the extended shopping centre comprising 175,000m2 of retail, catering and leisure use and will be the principal retail destination for north London. Following completion of the development agreement and the CPO Inquiry in 2016, the next steps are to submit a reserved matters planning application in spring 2017, receive confirmation of CPO powers, sign lease agreements with key tenants ahead of a decision to commence construction in summer 2018 with completion due in 2022. The Group’s estimated remaining development cost is in the region of £475-550 million.


 

Croydon town centre

The Croydon Partnership, a 50:50 joint venture with Westfield, is progressing a scheme to redevelop the Whitgift Centre and refurbish Centrale shopping centre, with the Group’s total future costs in the region of £650-700 million. The scheme will establish Croydon as the principal retail and leisure hub for south London and is part of wider large-scale regeneration already underway in the area. The Partnership owns key interests in the site and controls 100% of Centrale and 75% of the Whitgift Centre. A new outline planning application was submitted in October 2016. The enhanced application included scheme revisions which were outside the scope of the existing outline planning permission, principally a new M&S anchor store and a redesign of the northern end of the scheme. The revised design incorporates three levels of retail with over 300 shops, restaurants and cafes, as well as improved leisure facilities, public realm improvements and residential homes. The decision on the new planning application is expected by summer 2017 and, subject to finalising detailed design and completing agreements with key anchor tenants, the earliest start on site could be during 2018, allowing retailers to trade through the busy Christmas period in 2017.

The Goodsyard

Bishopsgate Goodsyard is a 4.2ha site on the edge of the City of London which is owned in joint venture with our partner, Ballymore Properties. The planning application for a large mixed-use development was called-in by the Mayor of London in September 2015. In April 2016, following the GLA’s planning officers’ recommendation to refuse the application, the Mayor agreed to defer the application to allow further consultation with the GLA’s planning officers and redesign elements of the proposed scheme. This work is underway and we aim to submit the necessary amendments and obtain determination by the Mayor later this year.

Les Trois Fontaines extension

The extension of Les Trois Fontaines is part of a wider city centre project in Cergy Pontoise. This project will add 28,000m² to the existing shopping centre and has an estimated cost to complete of £200 million. The project has been validated by the co-ownership, Auchan and the City. Building permits and retail consent have been obtained and pre-letting is progressing well.

Other schemes

We have a number of potential pipeline schemes in each of our sectors which will enhance the overall quality of the Group’s portfolio. During 2016 we we submitted a planning application for an extension to Union Square and in Paris we progressed a potential extension scheme at Italie Deux. Also, our new Irish portfolio contains a number of exciting future projects at the Dundrum estate, Dublin Central and Swords Pavilions Phase III.

The precise nature and design of these schemes are fluid and they are at different stages of development. The speed of delivery for these pipeline schemes will be dependent on a variety of factors including: planning permission; retailer demand; anchor tenant negotiations; land assembly; scheme design; funding; and financial viability. Further details of these schemes are included on page 65.


 

Premium Outlets

During 2016, we increased our two premium outlets investments in Value Retail and VIA Outlets. They continue to deliver excellent income and capital growth and align with our strategy of allocating capital to growing consumer markets.

Operational summary Value Retail1   VIA Outlets1
  Year ended 31 December 2016

Year ended 31 December 2015

  Year ended 31 December 2016

Year ended 31 December 2015

Brand sales (€m)2

2,562

2,380

 

437

374

Brand sales growth (%)3

8

11

 

7

10

Footfall (millions)2

34.6

33.3

 

12.7

10.2

Average spend per visit (€)2

74

71

 

34

37

Average sales densities (€000/m2)

15.1

14.3

 

3.9

3.3

Average sales densities growth (%)4

6

8

               

19

6

Occupancy (%)

96

96

 

92

87

1 Figures reflect overall portfolio performance, not Hammerson’s ownership share and 2015 figures have been restated at 2016 exchange rates.

2 2016 VIA Outlets figures include Festival Park since July 2016.

3 VIA Outlets figures include six months of Festival Park sales for both 2016 and 2015.

4 Average sales densities have been calculated as a weighted average based on the average occupied GLA.  Festival Park has been excluded for both 2016 and 2015 due to information being unavailable.

 

Sector and portfolio overview

Outlets offer a distribution channel for brands to sell excess inventory at a material discount to the original price. Premium outlets are at the top of this sector, providing international fashion and luxury brands with an environment similar to a full priced store, where retailers are able to maintain and protect their brand identity.

Over recent years, the European outlets sector has seen both strong sales growth and increasing investor demand, and investment yields have reduced during 2016. However, transactions are relatively infrequent with many traded off-market, particularly at the higher end of the outlets sector, where our portfolios have chosen to operate.

The market has strong demand for discounted luxury and fashion items from international tourists, in particular from China, India, Russia and the Middle East. In 2016, spending patterns of wealthy tourists have been influenced by security concerns and currency movements. Reduced spending by Chinese visitors has been mitigated by growing demand from other international travellers.

Our exposure to the sector, which has increased over recent years, is gained through our long-term partnership with Value Retail and also through VIA Outlets, a joint venture established in 2014. Both portfolios are externally managed, although the Group has a strong relationship with both management teams and Timon Drakesmith is a Board member of Value Retail and is Chairman of the VIA Outlets advisory committee. The sector has many similarities with our directly managed properties and we utilise the knowledge gained to enhance the brand experience across our other portfolios.

Value Retail (‘VR’)

Strategic overview

VR operates nine high-end shopping-tourism Villages in the UK and Western Europe which provide over 182,000m2 of floor space and more than 1,000 stores. VR focuses on international fashion and luxury brands and attracts long-haul tourists and wealthy domestic customers. The Villages, which include Bicester Village outside London and La Vallée Village near Paris, are among the most successful outlet centres in Europe.

The average sales density for the Villages is €15,100/m2 with densities at Bicester Village around €38,400/m2  representing growth of 7.9% in 2016. The Villages have been intentionally located close to Europe’s wealthiest cities and major tourist attractions and targeted marketing enables VR to benefit from the growing shopping-tourism market. In total, over 160 million residents live within a 120 minute drive of a Village, and the major cities served by the Villages attract 100 million tourists each year. This strategy has enabled VR to deliver annual compound brand sales growth of over 15% since 2006 and during 2016 VR enhanced their management team through external recruitment.

We hold interests in the VR holding companies as well as direct investments in the Villages. When these holdings are combined, at 31 December 2016, the Group had an economic interest in the net assets of VR of 40%.

Acquisitions and disposals

In December 2016, we acquired additional sponsor stakes in VR holding companies for £41 million, increasing our sponsor interest to 25%. We also sold our minority stake in VR China for £8 million, crystallising a profit of £1.3 million.

Performance in 2016

Against a more challenging macro-economic environment and a slowdown in long-haul tourism growth, particularly from China, sales growth is slightly lower in 2016 at 8%, compared with 11% in 2015. Performance has varied across the Villages, with strong growth at Bicester, Oxford, La Roca, Barcelona, and Kildare, Dublin, the latter Village benefiting from the opening of a major extension in late 2015. However, La Vallée Village, Paris has seen a more subdued performance, with reduced tourist visits associated with the continuing terrorist threat in Paris.

VR have redirected promotional activities towards both a more diverse tourist market and high-end domestic customers. They are also proactively evolving and improving the brand mix at the Villages and enhancing the customer experience through refurbishment, enhanced customer services and extensions. This strategy boosted sales growth in the second half of 2016 with growth of 10%, compared to 5% in the first half of the year.

Developments and extensions

At Fidenza Village, Milan a new 3,300m2 extension opened in October 2016. Leasing demand has been strong with new boutiques opened by Dsquared2, Jil Sander, Nike, Roberto Cavalli and a new restaurant, Villano. At 31 December 2016, the Village occupancy rate is 91% with only seven units to let.

At Bicester Village, the demolition of the former Tesco store was completed and construction on the 5,800m2 extension commenced in the second half of 2016. The project, due to open in October 2017, will introduce 34 new brands, over 500 new car parking spaces and enhanced road access.

VIA Outlets (‘VIA’)

Strategic overview

VIA is an outlets joint venture formed in 2014 in partnership with APG, Value Retail and Meyer Bergman in which Hammerson has a 47% stake. VIA’s strategy has been to create a c.€1 billion portfolio by acquiring existing European outlet centres with strong catchments, focused on mainstream fashion brands and with potential for growth through active asset and development management. It reached this target in late 2016 through the acquisition of four outlets and management intend to focus on the integration and improvement of the operational efficiency and performance of the portfolio in 2017. At 31 December 2016, VIA operated eight centres providing 148,000m2 of floor space and 680 stores across seven European countries. Major centres included Freeport, near Lisbon, Batavia Stad, near Amsterdam, Fashion Arena, near Prague, and Festival Park, Majorca.

With some oversight from VR, the VIA team enhances the overall centre management, physical appearance, leisure and catering offers and tenant mix of the centres to deliver sales, income and value growth. The strategy also involves work to right-size units, the introduction of more flagship stores and targeted marketing to increase tourist visits and total footfall.

Acquisitions

In July 2016, VIA completed the acquisition of Festival Park, Majorca with the Group’s share of the acquisition price being €44 million. The 33,000m2 centre includes an 8,000m2 cinema and attracted 4.4 million visitors in 2016. VIA management has already commenced work to improve the brand mix and enhance the food and beverage offer at the centre.

In November 2016, VIA agreed to acquire four outlet centres from the IRUS fund, with the Group’s share of the acquisition cost being
€170 million. All of the centres are located close to major cities, with the largest centre at 29,000m2 in Zweibrücken, Germany with 114 tenants and a sales density of €6,000/m2. The second largest at 28,000m2 is in Porto, Portugal with the other centres in Seville, Spain and Wroclaw, Poland. The latter centres have sales densities ranging from €3,300/m2 to €4,000/m2. At 31 December 2016, we had completed the acquisition of two of the assets, Seville and Wroclaw with Zweibrücken completing in February 2017. The acquisition of Porto is expected to be finalised in the spring. The transaction increases VIA’s portfolio value to €1.2 billion, achieving the original acquisition strategy.

Performance in 2016

VIA’s portfolio has performed strongly during 2016, particularly Batavia Stad and Fashion Arena, and sales densities have increased by 19% year-on-year. At Batavia Stad, significant upgrades have been implemented in 2016 including 30 remerchandising projects impacting almost a quarter of the scheme.

Occupancy at 92% was 5% higher than at the beginning of the year following new lettings at a number of the outlet centres during the year. Occupancy at premium outlets tends to be lower than for shopping centres and retail parks due to the greater remerchandising and retenanting activity.

Developments and extensions

At Batavia Stad, a 6,900m2 extension is due to open in early 2017 and will introduce 41 new units and increase space by 28%. Further upgrades are being implemented including new façades and 40 remerchandising projects, including new brands Gant and Falke. The tourist marketing strategy implemented in 2015 has delivered a 37% increase in tax free sales during 2016.

The enhancement works at the food court at Fashion Arena have now finished and 22 remerchandising projects have been completed during 2016, including the opening of the first Polo Ralph Lauren outlet store in central and eastern Europe. Tax free sales were 37% higher in 2016 than 2015.

Work has started at Freeport on a major reconfiguration and enhancement of the centre. The total lettable space will be reduced through the closure of large warehouse-type units and new smaller units will be let to premium retailers and restaurants. This reconfiguration is accompanied by a refurbishment of the existing space and works are due to complete in September 2017.

 

Another strong financial performance

The Group has again delivered a strong financial performance, demonstrating our ability to generate income and value growth. 2016 has also been a busy year with over £1.2 billion of refinancing completed to enhance the Group’s financial position.

Highlights

IFRS Profit for the year*

£317.3 million

(-56.3%)

Shareholders’ funds*

£5,776 million

(+4.7%)

 

Adjusted EPS1

29.2p

(+8.6%)

EPRA NAV per share2

£7.39

(+4.1%)

Dividend per share

24.0p

(+7.6%)

Total property return3

5.7%

(2015: 12.4%)

* attributable to equity shareholders

 

1. See Note 7B to the accounts for calculation

2. See Note 7D to the accounts for calculation

3. See table 8 on page 60 for further analysis

 

Presentation of financial information

The information presented in this Financial Review is derived from the Group’s financial statements, prepared under IFRS. A significant proportion of the Group’s property interests are held in conjunction with third parties in joint ventures and associates. Under IFRS, the results and net investment in these holdings are equity accounted and presented on single lines in the income statement and balance sheet.

Management principally review the performance of the Group’s shopping centres, retail parks, other strategic and development properties on a proportionally consolidated basis, to reflect the Group’s different ownership shares. Management do not proportionally consolidate the Group’s premium outlet investments, which are externally managed by experienced outlet operators, independently financed and have operating metrics which differ from the Group’s other properties. We review the performance of our premium outlet investments separately from the rest of the proportionally consolidated portfolio, with the key financial metrics for the Group being: earnings contribution; property valuations and returns; and net asset growth.

Within the Financial Review, the Financial statements and the Additional Disclosures, the Group’s properties which are wholly owned or held in joint operations are defined as being held by the “Reported Group”, whilst those held in joint ventures and associates are defined as “Share of Property interests”.

Further explanations of the distinction between the Group’s different holdings is provided in the Glossary on pages 66 and 67.

Alternative Performance Measures (‘APMs’)

The Group uses a number of APMs, being financial measures which are not specified under IFRS, to monitor the performance of the business. These include a number of the Group’s key performance indicators on pages 2  and 3 and many of these measures are based on the EPRA Best Practice Recommendations (BPR) reporting framework which aims to improve the transparency, comparability and relevance of published results of listed European real estate companies. The Group’s key EPRA metrics are shown in table 1 within the Additional Disclosures section on page 56.

For other APMs, the Financial Review and Additional Disclosures sections contain supporting information, including a number of reconciliations.  Definitions for APMs are also included in the Glossary.

Profit for the year

The Group’s profit for the year, attributable to equity shareholders, under IFRS was £317.3 million, £409.5 million lower than 2015. This was principally due to lower revaluation gains on the Group’s shopping centres and retail parks which suffered a net revaluation loss of
£13.4 million in 2016 compared with a net gain of £367.5 million in 2015.

Management principally review the Group’s profit on an “adjusted” basis to monitor the Group’s underlying earnings as it excludes capital and non-recurring items such as valuation movements, profits or losses on disposal and other one-off exceptional items. This approach is consistent with other property companies and we follow EPRA guidance to calculate adjusted profit. A reconciliation of IFRS profit to adjusted profit for the year is shown in the table on page 17.

Analysis of the Group’s income statement under IFRS split between underlying “Adjusted” profit and “Capital and other” profit is shown in note 2 to the accounts on page 36 and further details of the EPRA adjustments are provided in note 7 on page 42 to the accounts.


 

Reconciliation of IFRS profit for the year to adjusted profit for the year

Proportionally consolidated, including premium outlets Year ended
31 December
2016
£m

Year ended
31 December
2015
£m

IFRS profit for the year attributable to equity shareholders

317.3

726.8

Adjustments:    
Loss/(gain) on the sale of properties and joint venture interests*

24.0

(14.9)

Net revaluation (losses)/gains on property portfolio*

13.4

(367.5)

Net revaluation gains on premium outlet properties

(138.4)

(174.1)

Debt and loan facility cancellation costs*

0.4

13.9

Change in fair value of derivatives*

2.7

0.1

Deferred tax on premium outlets

14.3

27.6

Other adjustments

(3.0)

(1.0)

Adjusted profit for the year (note 7A)

230.7

210.9

Adjusted EPS, pence

29.2

26.9

* Proportionally consolidated

The Group’s adjusted profit in 2016 was £230.7 million, £19.8 million higher than in 2015. The table below bridges adjusted profit and adjusted EPS between the two years and the movements are shown at constant exchange rates.

Reconciliation of adjusted profit for the year

Including premium outlets

Reported
Group
£m

Share of
joint ventures
£m

Share of
associates
£m

Adjusted profit
for the year
£m

Adjusted EPS
pence

Adjusted profit – Year ended 31 December 2015

76.1

116.7

18.1

210.9

26.9

Net rental income:          
Acquisitions

11.5

12.8

0.1

24.4

3.1

Disposals

(18.5)

(18.5)

(2.3)

Development and other

4.7

0.4

5.1

0.6

Like-for-like portfolio

6.4

0.1

6.5

0.8

 

4.1

13.3

0.1

17.5

2.2

Net administration expenses

(2.9)

(0.1)

(3.0)

(0.4)

Net finance costs

(13.1)

12.8

(0.3)

Value Retail and VIA Outlets earnings

(0.7)

6.6

5.9

0.7

Tax and non-controlling interests

(0.3)

(0.5)

(0.8)

(0.1)

Dilution impact of new shares

 –

 –

(0.2)

Exchange

(1.3)

1.7

0.1

0.5

0.1

Adjusted profit – Year ended 31 December 2016

62.6

143.2

24.9

230.7

29.2

 

The increase in adjusted profit was driven by additional net rental income of £17.5 million. The like-for-like portfolio produced £6.5 million higher rental income, acquisitions and disposals added £5.9 million and the Group’s developments delivered new income of £5.1 million. The Group’s premium outlet investments in Value Retail and VIA Outlets contributed an additional £5.9 million of earnings associated with further sales growth, particularly from Bicester Village. There was an increase of £3.0 million in administration expenses and finance costs increased marginally by £0.3 million. The impact of higher debt levels was offset by the benefit of recent refinancing activity, which has reduced the Group’s average cost of debt to 3.1%, and £12.1 million of additional interest income (at constant exchange rates) was received from the Irish loans acquired in October 2015.  The change in the GBP:€ exchange rate increased earnings by £0.5 million as the sterling value of the Group’s overseas net rental income increased by more than the value of the euro-denominated administration and finance costs. In total, these movements resulted in a 9.4% increase in adjusted profit and a 8.6% uplift in adjusted EPS.

Net rental income

Analysis of net rental income

Proportionally consolidated, excluding premium outlets

Reported
Group
£m

Share of property joint ventures
£m

Share of
associates
£m

Year ended
31 December
2016
£m

Year ended
31 December
2015
£m

Change
£m
Like-for-like investment properties

194.7

102.1

296.8

290.3

6.5

Acquisitions

11.2

12.8

1.3

25.3

0.9

24.4

Disposals

8.6

8.6

27.1

(18.5)

Developments and other

7.8

8.0

15.8

10.7

5.1

Exchange

 –

(10.4)

10.4

Net rental income

222.3

122.9

1.3

346.5

318.6

27.9

In 2016, net rental income grew by £27.9 million to £346.5 million, or £17.5 million at constant exchange rates. Net rental income from the like-for-like portfolio increased by 2.2% during the year, with the most significant contributions being rent reviews at Union Square and Bullring and strong trading at Les Terrasses du Port. Like-for-like net rental income growth on the Reported Group properties was 3.4%, whilst for properties held by the Group’s proportionally consolidated joint ventures and associates, growth was 0.1%. Further analysis of net rental income is provided in table 5 of the Additional Disclosures on page 58.

 

Acquisitions contributed £24.4 million of new income, principally from Grand Central, Birmingham in February 2016 and Dundrum Town Centre, Dublin, associated with the conversion of the majority of the Irish loan portfolio in July 2016.

Disposals reduced income in 2016 by £18.5 million, reflecting the 2015 sales of Drakehouse Retail Park, Sheffield; Bercy 2, Paris and Grand Maine, Angers and the sales in 2016 of Monument Mall, Newcastle; Villebon 2, Paris; Manor Walks, Cramlington and Thurrock Shopping Park, Essex. Additional income from developments of £5.1 million is principally from those completed in 2015 including Elliott’s Field Shopping Park, Rugby, Cyfarthfa Retail Park, Merthyr Tydfil and Jeu de Paume, Beauvais.

Administration expenses

Administration expenses analysis

Proportionally consolidated, excluding premium outlets Year ended
31 December 2016
£m

Year ended
31 December

 2015
£m

Employee and corporate costs

54.6

48.3

Management fees receivable

(8.5)

(6.0)

Net administration expenses*

46.1

42.3

*     In 2016, £0.4 million (2015: £0.3 million) of the Group’s proportionally consolidated underlying administration expenses related to the Group’s share of Property interests.

Net administration expenses in 2016 were £46.1 million, an increase of £3.8 million, or £3.0 million at constant exchange rates, compared to 2015. This increase was associated with additional staff costs due to higher headcount to support our new acquisitions and Irish operations which were partly offset by additional management fee income from Ireland.

Cost ratio

The EPRA cost ratio for the year ended 31 December 2016 was 22.6%, a decrease of 50bp compared to 2015. The ratio is calculated on a proportionally consolidated basis, excluding premium outlets, in line with EPRA best practice, and reflects total operating costs as a percentage of gross rental income. The ratio is not necessarily comparable between different real estate companies as business models and expense accounting and classification practices vary. The cost ratio calculation is included as table 7 of the Additional Disclosures on page 59.

The ratio of property costs fell from 11.3% to 10.7% reflecting lower vacancy costs, whilst the ratio of net administration costs to gross rental income was 10bp higher in 2016 at 11.9%, associated with increased headcount to support the recent acquisitions and forthcoming development projects.

Loss on the sale of properties

During 2016, we sold eight properties raising proceeds of £635 million, after deducting selling costs. Compared to their valuation at
31 December 2015, these sales resulted in a loss of £24.0 million, 85% of which related to three retail parks: Thurrock Shopping Park, Essex; Manor Walks, Cramlington; and Westmorland, Cramlington. The losses were consistent with the impact of the outward yield shift suffered across the rest of the UK retail parks portfolio during 2016 explained in the “Valuation change” section of this Review on page 21.

Share of results of joint ventures and associates, including investments in premium outlets

As explained on page 16, for management reporting purposes we review the Group’s premium outlet investments separately from the rest of the Group’s other properties. Due to the nature of the Group’s control, VIA Outlets is accounted for as a joint venture and Value Retail is accounted for as an associate.

The operating performance of our premium outlet investments is described on pages 14 and 15 of the Business Review and the aggregated financial contribution to the Group is shown in table 12 of the Additional Disclosures section on page 62.

Share of results of joint ventures, including VIA Outlets

The Group has interests in 15 joint ventures and the share of the results of joint ventures under IFRS for the year ended 31 December 2016 was £169.2 million (2015: £246.8 million) as analysed in the table below. Further details are provided in note 9 to the accounts.

Analysis of share of results of joint ventures

Group’s share of results including premium outlets Property joint ventures
£m
VIA Outlets
£m
Year ended

31 December

2016

Total
£m

Property joint ventures
£m

VIA Outlets
£m

Year ended
31 December
2015

Total
£m

Net rental income

122.9

11.2

134.1

108.8

9.8

118.6

Net administration expenses

(0.4)

(2.3)

(2.7)

(0.3)

(1.7)

(2.0)

Loss on sale of properties

(0.1)

(0.1)

(0.8)

(0.8)

Revaluation gains on properties

10.7

18.4

29.1

122.1

10.4

132.5

Net finance income/(costs)

16.1

(1.3)

14.8

3.1

(2.0)

1.1

Tax charge

(0.8)

(5.2)

(6.0)

(2.6)

(2.6)

Share of results (IFRS)

148.5

20.7

169.2

233.7

13.1

246.8

Adjustments (note 9B to the accounts)

(11.5)

(14.5)

(26.0)

(123.1)

(7.0)

(130.1)

Adjusted profit

137.0

6.2

143.2

110.6

6.1

116.7

The reduction in the share of results of joint ventures under IFRS of £77.6 million during 2016 was principally due to revaluation gains being £103.4 million lower than in the prior year. The lower gains on these properties are consistent with the year-on-year change in revaluation movements on the Group’s wholly owned property portfolio. Net rental income from the Group’s share of property joint ventures was
£14.1 million higher than in 2015, principally due to the conversion to  property ownership of Dundrum Town Centre, Dublin in July 2016 which is held jointly with Allianz. On an adjusted earnings basis, profit from the Group’s joint ventures was £26.5 million higher in 2016.

 

 

Share of results of associates, including Value Retail

The Group has two associates: Value Retail (‘VR’), and a 10% interest in Nicetoile, where the Group is the asset manager and which is proportionally consolidated for management reporting purposes. On an IFRS basis, the share of results of associates under IFRS for the year ended 31 December 2016 was £137.1 million (2015: £160.6 million), of which £135.2 million related to VR and principally related to the property valuation uplift of £120.0 million.

On an adjusted earnings basis the results of associates were £24.9 million (2015: £18.1 million), of which £23.6 million related to VR. The year-on-year increase resulted from strong trading, particularly at Bicester, Oxford; Kildare, Dublin; and the two Spanish Villages, La Roca and Las Rozas. See note 13 of the accounts for further details on the Group’s associates.

Total adjusted earnings contribution from premium outlets

In 2016, the Group’s two investments in premium outlets contributed £29.8 million to adjusted profit, £6.6 million higher than in 2015
(£5.9 million at constant exchange rates), of which £6.5 million related to increased earnings at Value Retail. In addition, the Group has advanced loans to Value Retail, from which the Group received £4.2 million (2015: £5.3 million) of interest income in 2016.

Further details of the aggregated profit contribution from our premium outlets investments is provided in table 12 of the Additional Disclosures section on page 62.

Finance costs

Net finance costs on a proportionally consolidated basis, as shown in note 2 to the accounts, totalled £96.6 million in 2016, compared with £98.1 million in 2015. Adjusted finance costs, which exclude items such as debt cancellation costs and the change in the fair value of derivatives which are not included in adjusted earnings, totalled £93.5 million in 2016, an increase of £9.4 million in 2015, or £0.3 million at constant exchange rates. The calculation of adjusted finance costs in shown in table 18 on page 64.

In 2016, interest received from our Irish loan assets of £17.4 million was largely offset by the additional interest expense associated with the increased level of borrowing to support the acquisitions in Birmingham and Ireland.

During 2016, the Group’s weighted average interest rate reduced to 3.1%, compared to 3.8% for 2015. This reflected refinancing activity which is explained in the “Financing and cash flow” section of this Review on page 23.

Interest capitalised during the year was £5.1 million (2015: £5.3 million) and principally related to the Group’s developments in Leeds and Southampton which both opened in the final quarter of 2016.

Tax

The Group has tax exempt status in the UK, France and Ireland and is exempt from corporation tax on rental income and gains arising on property sales. On a proportionally consolidated basis, the tax charge for 2016 remained low at £2.7 million (2015: £1.6 million), the increase being due to restrictions on the use of tax losses across the Group and increased tax in France. We have published “Hammerson’s Approach to Tax for the year ending 31 December 2017” on the Group’s website www.hammerson.com which provides further information about the Group’s tax strategy.

Dividend

The Directors have proposed a final dividend of 13.9 pence per share. Together with the interim dividend of 10.1 pence, the total for 2016 is 24.0 pence, representing an increase of 7.6% compared with the prior year. The final dividend is payable on 27 April 2017 in the UK and 28 April 2017 for South African investors, to shareholders on the register at the close of business on 17 March 2017. 4.9 pence will be paid as a PID, net of withholding tax where appropriate, with the balance of 9.0 pence paid as a normal dividend

The Company will not be offering a scrip dividend alternative, but for shareholders who wish to receive their dividend in the form of shares, the Dividend Reinvestment Plan (DRIP) will be available.

South African secondary listing

To ensure Hammerson is accessing the widest pool of international capital, the Company completed a secondary listing of its shares on the Johannesburg Stock Exchange (“JSE”) in September 2016. Hammerson’s register already included a highly diversified global shareholder base, including a number of South African funds, and the listing further extended the depth and variety of investors and improved liquidity for existing shareholders. The calculation of headline earnings per share as required by the JSE is in note 7C to the accounts on page 43.


 

Net assets

During 2016, equity shareholders’ funds increased by £259 million, or 4.7%, to £5,776 million at 31 December 2016. Net assets, calculated on an EPRA basis, were £5,865 million and on a per share basis, net assets increased by 29 pence to £7.39. The movement during the year is shown in the table below.

Movement in net assets

Equity
shareholders’
funds
£m

Adjustments1
£m

EPRA
net assets
£m

EPRA NAV
pence
per share

Proportionally consolidated, including premium outlets
31 December 2015

5,517

56

5,573

710

Property revaluation        
Proportionally consolidated property portfolio

(13)

(13)

(2)

Premium outlet properties

138

138

18

 

125

125

16

Adjusted profit for the year

231

231

29

Loss on the sale of properties

(24)

(24)

(3)

Net actuarial losses on pension schemes

(16)

(16)

(2)

Change in deferred tax

(14)

14

Dividends2

(136)

(136)

(25)

Exchange and other

93

19

112

14

31 December 2016

5,776

89

5,865

739

1. Adjustments in accordance with EPRA best practice shown in note 7D to the accounts on page 43.

2. Dividends include the scrip dividend payment of £44.1 million which reduced EPRA NAV per share by 8 pence.

The increase in EPRA net asset value was principally due to the valuation surplus on the Group’s premium outlets which totalled
£138 million. Adjusted profit increased NAV by 29 pence, although this was largely offset by dividends, which reduced NAV by 25 pence. Exchange and other principally includes foreign exchange movements associated with the strengthening of the euro during the year which increased EPRA NAV per share by 14 pence. Further details of the reconciliation between IFRS and EPRA net assets are in note 7D to the accounts on page 43.

Investment and development properties

Portfolio valuation analysis

Movement in portfolio value

Reported
Group
£m

Share of
Property
interests
£m

Total
£m

Investment
£m

Development
£m

Proportionally consolidated, excluding premium outlets
Portfolio value at 1 January 2016

4,652

2,478

7,130

6,741

389

Valuation (decrease)/increase

(25)

12

(13)

(45)

32

Capital expenditure          
 Acquisitions

574

749

1,323

1,182

141

 Developments

137

1

138

20

118

 Other

31

24

55

40

15

 Letting costs

12

5

17

16

1

 

754

779

1,533

1,258

275

Capitalised interest

5

5

5

Disposals

(669)

(669)

(669)

Transfers

(222)

222

304

(304)

Exchange

269

27

296

296

Portfolio value at 31 December 2016

4,764

3,518

8,282

7,885

397

 


 

Valuation change

The chart below analyses the sources of the valuation change during 2016 for the property portfolio, on a proportionally consolidated basis excluding premium outlets.

During 2016, the Group’s proportionally consolidated portfolio suffered a net decrease in valuation of £13 million. In the UK, shopping centre values fell by £6 million and retail parks by £118 million. £39 million of this adverse movement was due to the increase in stamp duty land tax in April 2016 and represents the majority of the adverse “Development and other” movement for both portfolios.

Components of valuation change in 2016 (£m)

Proportionally consolidated, excluding premium outlets

 

Investment yields were broadly unchanged for UK shopping centres, with income growth offsetting the impact of the stamp duty increase. Equivalent yields for our retail park portfolio increased by an average of 45bp for the UK retail parks portfolio, resulting in a valuation reduction of £120 million.

In France, investor demand for prime assets continues to be strong and yields for our portfolio have reduced by an average of 30bp during the year equivalent to a valuation increase of £114 million. This increase was partly offset by the rebasing of ERVs at Jeu de Paume, Beauvais which accounts for the portfolio’s adverse income change of £27 million. The centre opened in late 2015 and has suffered from weak trading and letting in 2016. The £14 million “Development and other” adverse valuation movement includes £6 million reflecting increased transfer taxes in Paris which were introduced at the beginning of the 2016.

In Ireland, there was a £3 million valuation gain, representing income growth of £62 million being largely offset by the recognition of
£59 million of purchasers’ costs to secure the properties. There was also a £8 million gain in relation to the Irish development sites, principally Dublin Central, included within the UK other and developments portfolio. The remainder of the £34 million gain in this latter portfolio was principally in relation to the recently completed schemes in Leeds and Southampton.

In addition to the Group’s proportionally consolidated portfolio, the premium outlets portfolio produced a revaluation surplus of
£138 million, of which Value Retail contributed £120 million and VIA Outlets £18 million. Investor demand continues to strengthen for the sector and the valuation performance was driven by income growth, which accounted for two-thirds of the surplus, the remainder principally being due to inward yield shift.

Further valuation and yield analysis is included in tables 8 and 9 in the Additional Disclosures section on page 60.

Capital expenditure

Capital expenditure totalled £1,533 million in 2016, although included the conversion to property assets of the Irish loans which were acquired in October 2015 for £690 million and further details are in note 9D to the accounts.  Acquisitions also included the purchase of Grand Central, Birmingham for £350 million. Development expenditure totalled £138 million, principally on the completion of the developments in Leeds and Southampton. Other capital expenditure of £55 million included refurbishment and asset management initiatives including the reconfiguration of Place des Halles, the new Apple store at Les Terrasses du Port and a number of smaller scale UK retail park projects.

Returns

Returns summary

Proportionally consolidated, including premium outlets

Return

%

  Benchmark

%

Group income return

4.6

  Income return1

5.0

Group capital return

1.1

  Capital return1

(1.6)

Group total return

5.7

  Total return1

3.4

Total shareholder return over one year

(0.7)

  FTSE EPRA/NAREIT UK index over one year

(8.5)

Total shareholder return over three years p.a.

8.3

  FTSE EPRA/NAREIT UK index over three years p.a.

7.5

Total shareholder return over five years p.a.

13.8

  FTSE EPRA/NAREIT UK index over five years p.a.

14.9

1. As the annual IPD indices have yet to be published, the benchmark returns shown above have been estimated and are calculated on a weighted 75:25 UK:France basis.


 

Property returns

The table on page 21 compares the financial returns generated in 2016 with benchmark IPD indices. The Group’s benchmark is the IPD All Retail Universe total return weighted 75:25 between the UK and French indices. The All Retail Universe indices include returns from all types of retail property.

As the annual IPD benchmarks for both countries are not available until after this Annual Report has been published, the benchmarks have been estimated and are subject to revision. The UK IPD data is based on the Quarterly All Retail Universe to December 2016. As there is less data available for France, for the purposes of calculating the Group IPD benchmarks, we have assumed that the French benchmark is equal to the returns generated by our French portfolio of 8.3%.

The Group’s total return was 5.7%, 230 basis points higher than the estimated benchmark. The Group’s outperformance was driven by the property portfolio held by our premium outlet investments which produced a total return of 15.1%. The total return for the UK investment portfolio was 1.9%, which was 20 basis points higher than the UK benchmark. The Ireland investment portfolio, which was included from the date of property acquisition in July, generated a total return of 2.3% and reflects the impact of recognising the acquisition-related costs, such as stamp duty and advisor fees.

In 2016, the Reported Group portfolio generated a total return of 3.8%, whilst properties held by our joint ventures and associates generated a total return of 7.5%. Both portfolios exceeded the estimated Group benchmark, the performance of the latter portfolio being boosted by the strong return from premium outlets. An analysis of the capital and total returns by business segment is included in table 8 on page 60.

Shareholder returns

For the year ended 31 December 2016, the Group’s return on shareholders’ equity was 7.8%, which compares to the Group’s estimated cost of equity of 7.6%. The income element of the return on equity tends to be relatively low given the prime nature of the property portfolio. The capital element of the return was driven by the portfolio’s valuation performance during the year.

Hammerson’s total shareholder return for 2016 was -0.7%, which represents an outperformance of the FTSE EPRA/NAREIT UK index by 780 basis points as the wider index has suffered larger share price reductions than the Company. Over the last five years, the Group’s average annual total shareholder return has been 13.8%, compared to 14.9% for the FTSE EPRA/NAREIT UK index.

Investment in joint ventures and associates, including investments in premium outlets

Investment in joint ventures, including VIA Outlets

At 31 December 2016, the Group’s investment in joint ventures totalled £3,737 million compared with £3,214 million at the beginning of the year, an increase of £523 million. Key changes during 2016 were the part disposals by the Group of 50% stakes in Grand Central, Birmingham and Westquay Watermark, Southampton and the conversion to property of Dundrum Town Centre. We also made an additional investment in VIA Outlets associated with its acquisition of three outlet centres in the second half of 2016.

The movement in investments in joint ventures during 2016 is shown in the table below and further analysis is provided in note 9D of the accounts.

Analysis of movements in investment in joint ventures

Group’s share of investment, including premium outlets

Share of Property joint ventures
£m

VIA Outlets
£m

Total
£m
Balance at 1 January 2016

3,103

111

3,214

Irish loan portfolio transferred to Reported Group

(83)

(83)

Capital advances on conversion of Irish loan portfolio to property assets

92

92 

Transfer from Reported Group

222

222 

Share of results of joint ventures:      
Adjusted earnings

137

6

143

Property revaluation

11

18

29

Other results

(3)

(3)

 

148

21

169

Distributions and other receivables

(90)

(90)

Capital advances/(repayments)

(8)

71

63

Foreign exchange and other movements

131

19

150

Balance at 31 December 2016

3,515

222

3,737

Investment in associates, including Value Retail

The Group’s investment in associates totalled £988 million at 31 December 2016, an increase of £220 million during the year.

The increase was principally due to foreign exchange translation gains of £60 million, the acquisition of additional sponsor interests in Value Retail in December 2016 for £41 million and revaluation gains on VR’s property portfolio which totalled £120 million. Two-thirds of the revaluation gains related to income growth with the balance being due to yield compression and development profits. Further analysis is provided in note 10 to the accounts on page 52.

Total investment in premium outlets

At 31 December 2016, the Group’s total investment in premium outlets, representing our share of VR and VIA, calculated on a consistent basis with EPRA NAV and including the Group’s loans to VR, totalled £1,309 million (2015: £1,003 million). The increased investment in the year was due to a combined valuation surplus of £138 million, additional investment of £112 million and foreign exchange gains of
£76 million. These were partly offset by VR repaying £55 million of loans to the Group. Further details of the Group’s aggregated investment in the sector are provided in table 11 of the Additional Disclosures on page 61.


 

Financing and cash flow

Our financing strategy is to generally borrow on an unsecured basis on the strength of the Group’s covenant to maintain operational flexibility. Borrowings are arranged to maintain short-term liquidity and to ensure an appropriate maturity profile. Acquisitions may be financed initially using short-term funds before being refinanced for the longer term when market conditions are appropriate. Short-term funding is raised principally through syndicated revolving credit facilities from a range of banks and financial institutions with which we maintain strong working relationships. Long-term debt mainly comprises the Group’s fixed rate unsecured bonds. Derivative financial instruments are used to manage exposure to fluctuations in foreign currency exchange rates and interest rates, but are not employed for speculative purposes.

The Board approves financing guidelines against which it monitors the Group’s financial structure. These guidelines, together with the relevant metrics, are summarised in the table below which illustrates the Group’s robust financial position.

Key financing metrics

Proportionally consolidated, excluding premium outlets Guideline1 31 December
2016

31 December
2015

Net debt (£m)  

3,413

2,968

Gearing (%) Maximum 85%

59

54

Loan to value2 (%) – old methodology No more than 40%

41

38

Loan to value2 (%) – new methodology No more than 40%

36

34

Liquidity (£m)  

592

931

Weighted average interest rate (%)  

3.1

3.8

Weighted average maturity of debt (years)  

5.5

5.7

Interest cover (times) At least 2.0

3.5

3.6

Net debt/EBITDA (times)3 Less than 10.0

9.5

9.6

FX hedging (%) 80-90%

79

90

Debt fixed (%) At least 50%

70

61

1. Guidelines should not be exceeded for an extended period of time.

2. See page 24 for further explanation and table 17 on page 64 for supporting calculation.

3. EBITDA includes the interest received from the Irish loan assets. See table 15 on page 63 for supporting calculation.

Net debt position

On a proportionally consolidated basis, net debt at 31 December 2016 was £3,413 million. This comprised borrowings of £3,543 million and cash and deposits of £130 million and a supporting calculation is included in table 16 on page 64. During the year, net debt increased by
£445 million and the movement is analysed in the table below.

Movement in net debt

  Total
£m
Net debt at 1 January 2016

2,968

Net cash inflow from operations

(232)

Acquisitions

654

Disposals

(639)

Development and other capital expenditure

215

Equity dividends paid

136

Value Retail distributions and repayment of loans and other cash flows

(85)

Exchange and other cash flows

396

Net debt at 31 December 2016

3,413

We have continued to reduce the Group’s average cost of debt with new issuance at low rates of interest whilst ensuring a solid funding platform. The weighted average cost of debt for 2016 was 3.1%, a reduction of 70 basis points compared with 2015. Key financing transactions during 2016 included:

–        a seven-year €500 million bond was issued in March at a coupon of 1.75%, the Group’s lowest ever bond coupon

–        a £420 million unsecured revolving credit facility was signed in April with a syndicate of eight banks for a maturity of five years and may be extended by a further two years. The facility has an initial margin of 90 basis points and replaced a £150 million revolving credit facility due to mature in April 2017 which featured an initial margin of 150 basis points

–        a £400 million private placement signed in November with funding received in January 2017. This consists of senior notes denominated in euro, sterling and US dollar and have a weighted average coupon of 1.7% and maturities of seven, nine, 11 and 14 years.

During the year we have benefited from low floating rates on the €1.5 billion facility used to fund the acquisitions in Ireland and Birmingham. The financing activity noted above will enable the Group to cancel the remaining commitments on this facility in early 2017. At 31 December 2016, liquidity, comprising cash and undrawn committed facilities, was £592 million, compared with £931 million at the end of 2015.

Exposure to exchange translation differences on euro-denominated assets is managed through a combination of euro borrowings and derivatives. At 31 December 2016, the value of euro-denominated liabilities as a proportion of the value of euro-denominated assets was 79%, compared with 90% at the beginning of the year. Interest on euro debt also acts as a hedge against exchange differences arising on net income from our overseas businesses. The strengthening of the euro against sterling during 2016 has resulted in modest gains to net asset value and earnings.

 

The Group’s unsecured bank facilities and the private placement senior notes contain financial covenants that the Group’s gearing, defined as the ratio of net debt to shareholders’ equity, should not exceed 150% and that interest cover, defined as net rental income divided by net interest payable, should not be less than 1.25 times. The same gearing covenant applies to three of the Company’s unsecured bonds, whilst the remaining bonds contain a covenant that gearing should not exceed 175%. These figures are on a proportionally consolidated basis and the bonds have no covenant for interest cover. Hammerson’s financial ratios are comfortably within these covenants.

Fitch and Moody’s rate Hammerson’s unsecured credit as A– and Baa1 respectively. Moody’s changed its outlook from stable to negative in June 2016 following the UK’s EU referendum decision, stating that the heightened economic uncertainty could dampen prospects for the UK real estate sector. This was consistent with Moody’s change in outlook for the UK sovereign rating from stable to negative.

Loan to value (“LTV”) – New calculation methodology

The calculation of the Group’s LTV has been amended to include the Group’s share of net assets from our premium outlet investments in VR and VIA Outlets within the “value” denominator. These assets were previously excluded from the calculation. The Group has been acquiring interests in these investments over recent years and at 31 December 2016 our combined investment was £1.2 billion. The omission of these investments has become more significant and the change in methodology provides better comparability with our peer group. The amendment is consistent with our gearing calculation and the proportionally consolidated basis of the Group’s financial information as explained on page 16.

Under the new methodology, the Group’s LTV ratio at 31 December 2016 was 36% (2015: 34%), compared with 41% at 31 December 2016
(2015: 38%) under the previous methodology. The supporting calculations for both bases are in table 17 of the Additional Disclosures on page 64.

At 31 December 2016 the Group’s share of net debt in VR and VIA Outlets was £468 million. On a proforma basis, proportionally consolidating this with the Group’s share of VR and VIA Outlets property valuations, would increase the Group’s gearing from 59% to 67%, whilst the LTV would be 39%.

Debt maturity profile at 31 December 2016 (£m)

Proportionally consolidated, excluding premium outlets

 

The above analysis excludes cash and deposits, the fair value of currency swaps and unamortised bank facility fees.

1.   Debt maturing in 2017 has been refinanced by the £400 million private placement funds which were received in January 2017.

 

Our risk management processes are designed to reduce the chances of financial loss, protect our reputation whilst supporting the growth of the wider business and acting on opportunities when they arise. Our Risk Management Framework (‘RMF’) is structured around nine principal risks, contains mitigating actions and the residual risk assessment for each risk is summarised in the table below. A more comprehensive explanation of the Group’s approach to risk management is included in the 2016 Annual Report.

Risk and impact

Key mitigating actions

Change during 2016 and outlook

  1. 1.     Macro-economic (Residual risk assessment: Medium/High)

Impact Probability

Our financial performance is directly impacted by the macro-economic performance in the countries in which we operate. Our retailers and shoppers are impacted by factors such as disposable income growth, employment levels, business and consumer confidence, interest rates and foreign exchange movements. We invest across a number of property sectors and European countries which limits the impact of any adverse macro-economic trends in a single market. We have a resilient business model and a robust financial position which provides protection from future market shocks. There is heightened macro-economic uncertainty following the UK’s decision to leave the EU with a wide spectrum of opinion about future economic performance. Stock and foreign exchange markets have been volatile and remain sensitive to conflicting economic data and external shocks.
  1. 2.    Retail market (Residual risk assessment: Medium)

Impact Probability

We own and operate physical property in a dynamic retail marketplace with continued multichannel and digital technology challenges. Retailer profitability is under pressure, particularly in the UK (living wage, business rates, adverse foreign exchange movements). We own high-quality, prime properties which support retailers’ multichannel strategies and actively retenant our portfolio to introduce relevant brands. Our Product Experience Framework help us to differentiate our destinations and attract both retailers and shoppers. Leasing volumes have remained stable during the year and we have delivered 2.2% like-for-like NRI growth.  We continue to enhance our properties to ensure they fulfil both shopping and leisure requirements with an increased focus on catering and events.
  1. 3.     Property investment (Residual risk assessment: Medium)

Impact Probability

Acquisitions may underperform forecasts, or opportunities to divest of properties are missed or are limited by adverse market conditions.

Property valuations falls adversely impacting the Group’s financial position and delivery of future plans.

All significant investment decisions are approved by the Board and are thoroughly evaluated. We undertake independent valuations twice yearly and include investment plans in our annual Business Plan. In 2016, we completed £635 million of disposals and completed acquisitions in Birmingham, Ireland and VIA Outlets. Whilst values at UK retail parks have fallen during 2016, values in other sectors are forecast to be broadly stable in 2017 supported by continued low interest rates.
  1. 4.    Property development (Residual risk assessment: Low)

Impact Probability

Property development is inherently risky, with long delivery times, high levels of complexity with multiple milestones and is management intensive. Over-exposure to developments increases the financial impact of an economic downturn. We have a proven track record of successful development activity. Development exposure included in business planning process and development projects are regularly reviewed by management. Major commitments are approved by the Board. During 2016 we completed two shopping centre schemes in Leeds and Southampton which has reduced development exposure. We continue to progress future schemes although there are further milestone to achieve before we can commit to these projects.
  1. 5.    Treasury (Residual risk assessment: Medium/High)

Impact Probability

Poor treasury planning or external factors may lead to insufficient liquidity which could limit our ability to deliver our strategy, particularly for major developments.  A fall in property values would adversely impact our financial position and could result in a breach of borrowing covenants. We regularly monitor our financial ratios, debt maturity, liquidity, interest rate exposure and hedging strategy. Capital is provided by a diverse range of funding sources including bank lending, private placement debt, bond and equity markets.  We have significant headroom above our borrowing covenants. During 2016 we have completed £1.2 billion of refinancing although debt levels have increased to £3.4 billion.  In 2017, we expect to maintain a strong financial position and reduce debt levels through further property disposals.
  1. 6.    Partnerships (Residual risk assessment: Low)

Impact Probability

A significant proportion of our portfolio is held jointly with third parties and our premium outlet investments are externally managed. These structures can act to limit our control and reduce operation effectiveness. We have a diverse range of joint venture partners and act to ensure strategic alignment through regular contact and annual business plans.  We have a close working relationship and board representation for both Value Retail and VIA Outlets. We maintain strong working relationships with our joint venture partners. The proportion of the portfolio held with third parties has increased slightly during 2016. We are confident that our ownership structures remain liquid with a number of joint venture stakes traded over recent years.
  1. 7.    Tax and regulatory (Residual risk assessment: Medium)

Impact Probability

There is an increasing burden from compliance and regulatory requirements as well as increased uncertainty around the future of UK tax and regulatory environment following the UK’s decision to exit from the EU. We maintain a low-risk tax status in the UK and have regular meetings with HMRC and monitor compliance with tax exemption rules. We participate in policy consultations and in industry-wide dialogue with policy makers. In addition to the uncertainty associated with the UK’s exit from the EU, there are several tax changes which have adversely impacted the Group in 2016. These include increases in stamp duty, implementation of the BEPS legislation and changes to Irish real estate tax.
     

 

 

 

Risk and impact

Key mitigating actions

Change during 2016 and outlook

  1. 8.    Catastrophic event (Residual risk assessment: Medium)

Impact Probability

A catastrophic event, such as a terrorist or cyber-attack, power outage or civil unrest, could cause significant operational and reputational issues as could the impact of an environmental related event such as flooding. We have continuity plans at a corporate and operational level, including a core crisis group for dealing with major incidents.  We have enhanced our physical security measures at our properties and maintain appropriate insurance cover. The threat level of a major incident at one of the Group’s properties has increased during 2016. Also, the wider use of digital technology across the Group increases the risks associated with cyber security.
  1. 9.    People  (Residual risk assessment: Low)

Impact Probability

The Group has a relatively small headcount which could act to curtail the achievement of business objectives, especially if we fail to retain key executives and staff.

 

We have widened our succession planning activities and the annual Business Plan contains a human resources plan. We monitor staff turnover and employee engagement and act on trends and feedback. During 2016, we successfully integrated our new Irish platform. We introduced several new people initiatives, including a diversity and inclusion programme and repeated the “Great Place to Work” survey with encouraging results.


 

 

The Responsibility Statement has been prepared in connection with the Company’s full Annual Report for the year ended 31 December 2016. Certain parts of the Annual Report are not included in this announcement.

We confirm that to the best of our knowledge:

–        The financial statements, prepared in accordance with the relevant financial reporting framework, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole;

–        The Strategic Report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and

–        The Annual Report and financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company’s performance, business model and strategy.

 

By order of the Board

 

 

David Atkins

Chief Executive

 

 

Timon Drakesmith

Chief Financial Officer

17 February 2017

 

 

We confirm that we have issued an unqualified opinion on the full financial statements of Hammerson plc.  Our audit report on the full financial statements sets out the following risks of material misstatement which had the greatest effect on our audit strategy; the allocation of resources in our audit; and directing the efforts of the engagement team, together with how our audit responded to those risks and the key observations arising from our work:

Valuation of the property portfolio (including Premium Outlets held by Value Retail)

Risk description

–        Hammerson plc (“Hammerson”) owns a portfolio of retail property assets valued at £8,282 million at 31 December 2016 (31 December 2015: £7,130 million) of which £4,764 million are held by subsidiaries (31 December 2015: £4,652 million) and £3,518 million by joint ventures (31 December 2015:
£2,478 million).

–        The Group has further investments in Premium Outlets through the investment in Value Retail (“VR”). The total value of the Premium Outlets held by Value Retail at 31 December 2016 was £4,096 million (31 December 2015: £3,333 million) of which Hammerson’s share is £1,387 million (31 December 2015:
£1,095 million).

–        The valuation of the property portfolio is a significant judgement area and is underpinned by a number of assumptions including estimated rental values and yields and for Premium Outlets, future net operating income and discount rates. The Group uses professionally qualified external valuers to fair value the Group’s portfolio at six-monthly intervals.

–        Please see notes 8, 9 and 10 to the financial statements.

 

How the scope of our audit responded to the risk

–        We assessed management’s review of the work of the external valuers;

–        We met with the external valuers of the portfolios (including those held by Value Retail) to discuss and challenge the valuation process, performance of the portfolio and significant assumptions and critical judgement areas, including estimated rental values, yields, future net operating income and discount rates. We benchmarked these assumptions to relevant market evidence including specific property transactions and other external data;

–        We assessed the competence, independence and integrity of the external valuers;

–        We performed audit procedures to assess the integrity of information provided to the external  valuers including agreement on a sample basis back to underlying lease agreement; and

–        Under our direction, the component auditors assessed the integrity of the information provided to the external valuers and through use of their valuation specialists challenged the assumptions used in the valuations.

Key observations

We concluded that the assumptions applied in the arriving at the fair value of the Group’s property portfolio, (including Premium Outlets held by Value Retail), by the external valuers were appropriate.

 

Property transactions, specifically the acquisition of the Irish property portfolio

Risk description

–        During 2016 the Group continued its asset disposal programme recycling the proceeds into high-quality retail property including the acquisition of the Irish property portfolio (primarily Dundrum Town Centre and the Ilac Centre).

–        We focussed the risk around property transactions to the acquisition of the Irish property portfolio due to its size with a cost in excess of £1 billion and the fact that the transaction is inherently complex, reflecting a number of steps to secure the consensual conversion of the loans acquired in 2015 into the underlying investment properties. The transaction was further complicated by the fact that each property has different ownership interests resulting in increased risk of inaccurate presentation as a joint venture or a joint operation in the financial statements.

How the scope of our audit responded to the risk

–        We have reviewed the legal agreements for the acquisition of each Irish asset, paying specific attention to the ownership interests acquired;

–        We have determined whether the acquisition for each property is accounted for in accordance with IFRS and that each property is appropriately recorded in the financial statements depending on the ownership interests acquired; and

–        We have considered the presentation and disclosure of the transaction in the financial statements.

Key observations

We concluded that the acquisition of the Irish property portfolio has been appropriately accounted for and disclosed within the financial statements.

These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we did not provide a separate opinion on these matters.

Our liability for this report, and for our full audit report on the financial statements is to the Company’s members as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for our audit report or this report, or for the opinions we have formed.

Deloitte LLP

Chartered Accountants and Statutory Auditor


  Notes 2016
£m
2015
£m
Gross rental income 2 251.3 236.0
       
Operating profit before other net (losses)/gains and share of results of joint ventures and associates 2 176.6 166.8
       
(Loss)/Gain on sale of properties   (24.0) 14.9
Gain/(Loss) on other investments   1.3 (1.4)
Revaluation (losses)/gains on properties   (24.7) 245.1
Other net (losses)/gains 2 (47.4) 258.6
       
Share of results of joint ventures 9A 169.2 246.8
Share of results of associates 10A 137.1 160.6
Operating profit 2 435.5 832.8
       
Finance costs   (121.2) (101.9)
Debt and loan facility cancellation costs   (0.4) (13.9)
Change in fair value of derivatives   (3.5) (1.1)
Finance income   12.4 15.7
Net finance costs 4 (112.7) (101.2)
Profit before tax   322.8 731.6
       
Tax charge 5A (1.9) (1.6)
Profit for the year   320.9 730.0
       
Attributable to:      
Equity shareholders   317.3 726.8
Non-controlling interests   3.6 3.2
Profit for the year   320.9 730.0
       
Basic earnings per share 7B 40.2p 92.8p
Diluted earnings per share 7B 40.1p 92.6p
Adjusted earnings per share 7B 29.2p 26.9p

 

 

 

  2016
£m
2015
£m
Items that may subsequently be recycled through the income statement    
Foreign exchange translation differences 535.6 (107.5)
Net (loss)/gain on hedging activities (437.3) 81.9
  98.3 (25.6)
Items that may not subsequently be recycled through the income statement    
Revaluation losses on participative loans within investment in associates (0.3) (1.0)
Net actuarial losses on pension schemes (15.9) (0.3)
Total other comprehensive income 82.1 (26.9)
     
Profit for the year 320.9 730.0
Total comprehensive income for the year 403.0 703.1
     
Attributable to:    
Equity shareholders 388.3 703.5
Non-controlling interests 14.7 (0.4)
Total comprehensive income for the year 403.0 703.1

 

  Notes 2016
£m
2015
£m
Non-current assets      
Investment and development properties 8 4,763.9 4,652.1
Interests in leasehold properties   36.4 32.1
Plant and equipment   6.2 7.6
Investment in joint ventures 9A 3,736.7 3,213.6
Investment in associates 10C 988.1 768.0
Other investments   4.8
Receivables 11 44.9 92.1
    9,576.2 8,770.3
Current assets      
Receivables 12 105.9 118.0
Restricted monetary assets 13 35.1 34.0
Cash and deposits 14 74.3 37.0
    215.3 189.0
Total assets   9,791.5 8,959.3
       
Current liabilities      
Payables 15 303.8 235.5
Tax   0.4 0.7
Borrowings 16A 211.1
    515.3 236.2
Non-current liabilities      
Borrowings 16A 3,285.2 3,028.1
Deferred tax   0.5 0.5
Obligations under finance leases   37.5 32.5
Payables 18 96.0 75.7
    3,419.2 3,136.8
Total liabilities   3,934.5 3,373.0
Net assets   5,857.0 5,586.3
       
Equity      
Share capital 19 198.3 196.1
Share premium   1,265.7 1,223.3
Translation reserve   659.6 135.1
Hedging reserve   (562.9) (125.6)
Merger reserve   374.1 374.1
Other reserves   23.7 21.7
Retained earnings   3,817.3 3,696.5
Investment in own shares   (0.2) (3.9)
Equity shareholders’ funds   5,775.6 5,517.3
Non-controlling interests   81.4 69.0
Total equity   5,857.0 5,586.3
Diluted net asset value per share 7D £7.28 £7.03
EPRA net asset value per share 7D £7.39 £7.10

 

 

 

  Share capital
£m
Share premium £m Translation reserve
£m
Hedging reserve
£m
Merger reserve
£m
Other reserves £m Retained earnings £m Investment       in own    shares*
£m
Equity shareholders’ funds
£m
Non- controlling interests
£m
Total equity
£m
Balance at 1 January 2016 196.1 1,223.3 135.1 (125.6) 374.1 21.7 3,696.5 (3.9) 5,517.3 69.0 5,586.3
Issue of shares 0.3 0.2 (0.3) 0.2 0.2
Share-based employee remuneration 5.6 5.6 5.6
Cost of shares awarded
to employees
(4.0) 4.0
Transfer on award of own shares to employees 0.4 (0.4)
Proceeds on award of own shares to employees 0.2 0.2 0.2
Dividends 1.9 42.2 (180.1) (136.0) (2.3) (138.3)
                       
Foreign exchange translation differences 524.5 524.5 11.1 535.6
Net loss on hedging activities (437.3) (437.3) (437.3)
Revaluation losses on participative loans within investment in associates (0.3) (0.3) (0.3)
Net actuarial losses on pension schemes (15.9) (15.9) (15.9)
Profit for the year 317.3 317.3 3.6 320.9
Total comprehensive income/(loss) for the year 524.5 (437.3) 301.1 388.3 14.7 403.0
Balance at 31 December 2016 198.3 1,265.7 659.6 (562.9) 374.1 23.7 3,817.3 (0.2) 5,775.6 81.4 5,857.0

*     Investment in own shares is stated at cost.

 

 

  Share capital
£m
Share premium £m Translation reserve
£m
Hedging reserve
£m
Merger reserve
£m
Other reserves £m Retained earnings £m Investment     in own    shares*
£m
Equity shareholders’ funds
£m
Non- controlling interests
£m
Total equity
£m
Balance at 1 January 2015 196.1 1,222.9 239.0 (207.5) 374.2 19.6 3,136.2 (6.8) 4,973.7 71.4 5,045.1
Issue of shares 0.4 0.4 0.4
Share issue costs (0.1) (0.1) (0.1)
Share-based employee remuneration 4.8 4.8 4.8
Cost of shares awarded
to employees
(2.9) 2.9
Transfer on award of own shares to employees 0.2 (0.2)
Proceeds on award of own shares to employees 0.2 0.2 0.2
Dividends (165.2) (165.2) (2.0) (167.2)
                       
Foreign exchange translation differences (103.9) (103.9) (3.6) (107.5)
Net gain on hedging activities 81.9 81.9 81.9
Revaluation losses on participative loans within investment in associates (1.0) (1.0) (1.0)
Net actuarial losses on pension schemes (0.3) (0.3) (0.3)
Profit for the year 726.8 726.8 3.2 730.0
Total comprehensive income/(loss) for the year (103.9) 81.9 725.5 703.5 (0.4) 703.1
Balance at 31 December 2015 196.1 1,223.3 135.1 (125.6) 374.1 21.7 3,696.5 (3.9) 5,517.3 69.0 5,586.3

*     Investment in own shares is stated at cost.

 

  Notes 2016
£m
2015
£m
Operating activities      
Operating profit before other net (losses)/gains and share of results of joint ventures and associates 2 176.6 166.8
Decrease/(Increase) in receivables   3.0 (0.3)
Decrease/(Increase) in restricted monetary assets   2.2 (22.7)
Increase in payables   11.9 27.2
Adjustment for non-cash items 21 11.6 6.3
Cash generated from operations   205.3 177.3
Interest paid   (125.1) (104.0)
Interest received   20.0 8.6
Tax paid   (2.9) (1.1)
Distributions and other receivables from joint ventures   84.0 90.4
Cash flows from operating activities   181.3 171.2
Investing activities      
Property acquisitions   (499.7) (43.7)
Developments and major refurbishments   (127.2) (137.2)
Other capital expenditure   (55.2) (45.1)
Sale of properties   639.0 185.2
Acquisition of Irish loan portfolio 9D (690.2)
Advances to joint ventures on conversion of Irish loan portfolio to property assets 9D (91.9)
Increase in advances to joint ventures 9D (63.1) (45.4)
Acquisition of interest in associates   (2.4) (36.6)
Acquisition of other investments   (1.9) (4.8)
Distributions received from associates   18.0 44.5
Sale of other investments   8.0
Decrease/(Increase) in non-current receivables   64.8 (17.1)
Cash flows from investing activities   (111.6) (790.4)
Financing activities      
Issue of shares   0.2 0.4
Proceeds from award of own shares   0.2 0.2
Debt and loan facility cancellation costs 4 (0.4) (13.9)
Proceeds from new borrowings   949.8 1,319.0
Repayment of borrowings   (847.5) (511.4)
Net increase in borrowings 20 102.3 807.6
Dividends paid to non-controlling interests   (2.3) (2.0)
Equity dividends paid 6 (135.7) (163.8)
Cash flows from financing activities   (35.7) 628.5
Net increase in cash and deposits   34.0 9.3
Opening cash and deposits   37.0 28.6
Exchange translation movement   3.3 (0.9)
Closing cash and deposits 14 74.3 37.0

An analysis of the movement in net debt is provided in note 20.

 

 

1:   Financial information

Statement of compliance

The financial information contained in this announcement has been prepared on the basis of the accounting policies set out in the financial statements for the year ended 31 December 2016. Whilst the financial information included in this announcement has been computed in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union, this announcement does not itself contain sufficient information to comply with IFRS. The financial information does not constitute the Company’s financial statements for the years ended 31 December 2016 or 2015, but is derived from those financial statements. Those accounts give a true and fair view of the assets, liabilities, financial position and profit and loss of the Company and the undertakings included in the consolidation taken as a whole. Financial statements for 2015 have been delivered to the Registrar of Companies and those for 2016 will be delivered following the Company’s Annual General Meeting. The auditor’s reports on both the 2016 and 2015 financial statements were unqualified; did not draw attention to any matters by way of emphasis; and did not contain statements under s498(2) or (3) of the Companies Act 2006 or preceding legislation.

Transactions with joint ventures including distributions, interest and management fees are eliminated on a proportionate basis.

During 2016, the following new and revised Standards and Interpretations have been adopted but these have not affected the amounts reported in these financial statements:

–        Amendments to IFRS 10 Consolidated Financial Statements, IFRS 12 Disclosure of Interests in Other Entities and IAS28 Investments in Associates and Joint Ventures – amendments regarding the consolidation exemption

–        Amendments to IFRS 11 Joint Arrangements – amendments regarding the accounting for acquisitions of an interest in a joint operation

–        Amendments to IAS 1 ‘Presentation of Financial Statements’ – Disclosure Initiative

The principal exchange rate used to translate foreign currency denominated amounts in the balance sheet is the rate at the end of the year,
£1 = €1.171 (2015: £1 = €1.357). The principal exchange rate used for the income statement is the average rate, £1 = €1.224 (2015: £1 = €1.378).

Going Concern

The Group’s business activities, together with factors likely to affect its future development, performance, and position are set out in the ‘Business Review’, the ‘Financial Review’ and the ‘Risks and Uncertainties’. The financial position of the Group, its liquidity position and borrowing facilities are described in the ‘Business Review’, the ‘Financial Review’ and in the Notes to the Accounts.

The Directors have reviewed the current and projected financial position of the Group, making reasonable assumptions about future trading performance. As part of the review, the Directors considered the Group’s cash balances, its debt maturity profile, including undrawn facilities, and the long-term nature of tenant leases. After making enquiries, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the Annual Report.

 


 

2:   Profit for the year

The following tables show the Group’s profit for the year on a proportionally consolidated basis by aggregating the Reported Group results (shown in column A) with those from its share of Property interests (shown in column B), the latter being reallocated to the relevant financial statement lines. The Group’s share of results arising from its interests in premium outlets has not been reallocated as management does not review these interests on a proportionally consolidated basis (see note 3) and these are therefore not included in the Group’s share of Property interests. The Group’s proportionally consolidated profit for the year in column C is then allocated between ‘Adjusted’ and ‘Capital and other’ for the purposes of calculating figures in accordance with EPRA best practice.

            2016
          Proportionally consolidated
  Notes Reported
Group
£m
Share of Property interests
£m
Proportionally consolidated
£m
Adjusted
£m
Capital
and other
£m
Notes   A B C D D
Gross rental incomeE 3A 251.3 147.4 398.7 398.7
Ground and equity rents payable   (1.3) (2.8) (4.1) (4.1)
Gross rental income, after rents payable   250.0 144.6 394.6 394.6
Service charge income   43.8 24.8 68.6 68.6
Service charge expenses   (52.1) (31.0) (83.1) (83.1)
Net service charge expenses   (8.3) (6.2) (14.5) (14.5)
Other property outgoings   (19.4) (14.2) (33.6) (33.6)
Property outgoings   (27.7) (20.4) (48.1) (48.1)
             
Net rental income 3A 222.3 124.2 346.5 346.5
             
Management fees receivable/(payable)   8.6 (0.1) 8.5 8.5
Employee and corporate costs   (54.3) (0.3) (54.6) (54.6)
Administration expenses   (45.7) (0.4) (46.1) (46.1)
Operating profit before other net (losses)/gains and share of results of joint ventures and associates   176.6 123.8 300.4 300.4
Loss on the sale of properties   (24.0) (24.0) (24.0)
Gain on the sale of other investments   1.3 1.3 1.3
Revaluation (losses)/gains on properties   (24.7) 11.3 (13.4) (13.4)
Other net (losses)/gains   (47.4) 11.3 (36.1) (36.1)
             
Share of results of joint ventures 9A, 9B 169.2 (148.5) 20.7 6.2 14.5
Share of results of associates 10A, 10B 137.1 (1.9) 135.2 23.6 111.6
Operating profit   435.5 (15.3) 420.2 330.2 90.0
             
Net finance (costs)/income 4 (112.7) 16.1 (96.6) (93.5) (3.1)
Profit before tax   322.8 0.8 323.6 236.7 86.9
Current tax charge 5A (1.9) (0.8) (2.7) (2.7)
Profit for the year   320.9 320.9 234.0 86.9
Non-controlling interests   (3.6) (3.6) (3.3) (0.3)
Profit for the year attributable to equity shareholders 7B 317.3 317.3 230.7 86.6

Notes

A   Reported Group results as shown in the consolidated income statement on page 29.

B   Property interests reflect the Group’s share of results of Property joint ventures as shown in note 9A and Nicetoile included within note 10A.

C   Aggregated results on a proportionally consolidated basis showing Reported Group together with share of Property interests.

D   Aggregated results on a proportionally consolidated basis allocated between ‘Adjusted’ and ‘Capital and other’ for the purposes of calculating adjusted earnings per share as shown in note 7B.

E   Included in gross rental income on a proportionally consolidated basis is £7.2 million (2015: £6.6 million) of contingent rents calculated by reference to tenants’ turnover.


 

 

 

            2015
          Proportionally consolidated
  Notes Reported
Group
£m
Share of Property interests
£m
Proportionally consolidated
£m
Adjusted
£m
Capital
and other
£m
Notes (see page 36)   A B C D D
Gross rental incomeE 3A 236.0 130.4 366.4 366.4
Ground and equity rents payable   (1.3) (2.4) (3.7) (3.7)
Gross rental income, after rents payable   234.7 128.0 362.7 362.7
Service charge income   41.4 21.7 63.1 63.1
Service charge expenses   (49.8) (26.6) (76.4) (76.4)
Net service charge expenses   (8.4) (4.9) (13.3) (13.3)
Other property outgoings   (17.5) (13.3) (30.8) (30.8)
Property outgoings   (25.9) (18.2) (44.1) (44.1)
             
Net rental income 3A 208.8 109.8 318.6 318.6
             
Management fees receivable/(payable)   6.1 (0.1) 6.0 6.0
Employee and corporate costs   (48.1) (0.2) (48.3) (48.3)
Administration expenses   (42.0) (0.3) (42.3) (42.3)
Operating profit before other net gains/(losses) and share of results of joint ventures and associates   166.8 109.5 276.3 276.3
Gain on the sale of properties   14.9 14.9 14.9
Other investment costs written off   (1.4) (1.4) (1.4)
Revaluation gains on properties   245.1 122.4 367.5 367.5
Other net gains   258.6 122.4 381.0 381.0
             
Share of results of joint ventures 9A, 9B 246.8 (233.7) 13.1 6.1 7.0
Share of results of associates 10A 160.6 (1.3) 159.3 17.1 142.2
Operating profit   832.8 (3.1) 829.7 299.5 530.2
             
Net finance (costs)/income 4 (101.2) 3.1 (98.1) (84.1) (14.0)
Profit before tax   731.6 731.6 215.4 516.2
Current tax charge 5A (1.6) (1.6) (1.6)
Profit for the year   730.0 730.0 213.8 516.2
Non-controlling interests   (3.2) (3.2) (2.9) (0.3)
Profit for the year attributable to equity shareholders 7B 726.8 726.8 210.9 515.9


 

3:   Segmental analysis

The factors used to determine the Group’s reportable segments are the geographic locations (UK, France and Ireland) and sectors in which it operates, which are generally managed by separate teams and are the basis on which performance is assessed and resources allocated. Gross rental income represents the Group’s revenue from its tenants and customers. Net rental income is the principal profit measure used to determine the performance of each sector. Total assets are not monitored by segment and resource allocation is based on the distribution of property assets between segments.

As stated in the Financial Review on page 16, management reviews the business principally on a proportionally consolidated basis, except
for its interests in premium outlets held through its investments in Value Retail and VIA Outlets, where the Group has less day-to-day involvement in the financial performance and which have different operational characteristics from the Group’s property portfolio. The segmental analysis has been prepared on the basis that management uses to review the business, rather than on a statutory basis. Property interests represent the Group’s non-wholly owned properties which management proportionally consolidate when reviewing the performance of the business. For reconciliation purposes the Reported Group figures, being wholly-owned properties, are shown in the following tables.

In October 2015, the Group acquired an interest in a loan portfolio secured on retail properties located in Ireland in a 50:50 joint venture. The majority of these loans were converted into property in 2016 and these are included in note 3B. Rental income has been included in note 3A from the date of conversion. The Group’s investment in the Irish joint venture is included in note 3C.

A: Revenue and profit by segment

  2016 2015

Gross rental
income
£m
Net rental
income
£m
Gross rental
income
£m
Net rental
income
£m
United Kingdom        
Shopping centres 174.2 148.4 162.0 138.8
Retail parks 84.0 79.6 86.2 82.0
Other 13.8 9.3 13.8 9.6
Total 272.0 237.3 262.0 230.4
         
France 101.1 89.3 95.9 83.0
Ireland 13.7 12.5
Total investment portfolio 386.8 339.1 357.9 313.4
Developments 11.9 7.4 8.5 5.2
Total property portfolio 398.7 346.5 366.4 318.6
Premium outlets 100.7 67.7 86.5 65.6
Total Group 499.4 414.2 452.9 384.2
Less premium outlets (100.7) (67.7) (86.5) (65.6)
Less share of Property interests (147.4) (124.2) (130.4) (109.8)
Reported Group 251.3 222.3 236.0 208.8


 

B: Investment and development property assets by segment

  2016 2015
  Property
valuation
£m
Property
additions
£m
Revaluation
gains/(losses)
£m
Property
valuation
£m
Property
additions
£m
Revaluation
gains
£m
United Kingdom            
Shopping centres 3,436.5 369.8 (5.8) 3,064.9 10.7 194.9
Retail parks 1,320.0 19.8 (118.3) 1,656.0 54.2 19.0
Other 163.5 0.8 2.2 160.3 23.5 1.4
Total 4,920.0 390.4 (121.9) 4,881.2 88.4 215.3
             
France 2,159.6 65.6 73.3 1,860.5 54.8 116.6
Ireland 805.1 801.9 3.2
Total investment portfolio 7,884.7 1,257.9 (45.4) 6,741.7 143.2 331.9
Developments 397.0 274.9 32.0 388.8 169.8 35.6
Total property portfolio 8,281.7 1,532.8 (13.4) 7,130.5 313.0 367.5
Premium outlets 1,689.4 200.5 138.4 1,243.6 25.3 174.1
Total Group 9,971.1 1,733.3 125.0 8,374.1 338.3 541.6
Less premium outlets (1,689.4) (200.5) (138.4) (1,243.6) (25.3) (174.1)
Less share of Property interests (3,517.8) (778.9) (11.3) (2,478.4) (95.1) (122.4)
Reported Group 4,763.9 753.9 (24.7) 4,652.1 217.9 245.1

C:  Analysis of non-current assets employed

  Non-current assets employed
  2016
£m
2015
£m
United Kingdom 5,210.7 5,283.9
Continental Europe 3,357.8 2,792.9
Ireland 1,007.7 693.5
  9,576.2 8,770.3

Included in the above table are investments in joint ventures of £3,736.7 million (2015: £3,213.6 million), which are further analysed
in note 9 on pages 45 to 50. The Group’s share of the property valuations held within Property interests of £3,517.8 million
(2015: £2,478.4 million) has been included in note 3B above, of which £2,562.6 million (2015: £2,304.7 million) relates to the United Kingdom, £205.1 million (2015: £173.7 million) relates to Continental Europe and £750.1 million (2015: £nil) relates to Ireland.

4:   Net finance costs

  2016
£m
2015
£m
Interest on bank loans and overdrafts 19.7 10.6
Interest on other borrowings 102.0 93.2
Interest on obligations under finance leases 2.1 1.8
Other interest payable 2.5 1.6
Gross interest costs 126.3 107.2
Less: Interest capitalised (5.1) (5.3)
Finance costs 121.2 101.9
Debt and loan facility cancellation costs 0.4 13.9
Change in fair value of derivatives 3.5 1.1
Finance income (12.4) (15.7)
  112.7 101.2


5:   Tax

A: Tax charge

  2016
£m
2015
£m
UK current tax 0.2
Foreign current tax 1.7 1.6
Tax charge 1.9 1.6

The Group’s tax charge remains low because it has tax exempt status in its principal operating countries. In the UK, the Group has been a REIT since 2007 and a SIIC in France since 2004. These tax regimes exempt the Group’s property income and gains from corporate taxes provided a number of conditions in relation to the Group’s activities are met including, but not limited to, distributing at least 90% of the Group’s UK tax exempt profit as property income distributions. The residual business in both the UK and France are subject to corporation tax as normal. The Irish properties acquired in 2016 are held in a QIAIF which provides similar tax benefits to those of a UK REIT but which will subject future distributions from Ireland to the UK to a 20% withholding tax.

B: Tax charge reconciliation

  Notes 2016
£m
2015
£m
Profit before tax 2 322.8 731.6
Less: Profit after tax of joint ventures 9A (169.2) (246.8)
Less: Profit after tax of associates 10A (137.1) (160.6)
Profit on ordinary activities before tax   16.5 324.2
Profit multiplied by the UK corporation tax rate of 20% (2015: 20.25%)   3.3 65.7
UK REIT tax exemption   17.6 (31.2)
French SIIC tax exemption   (23.6) (33.1)
Irish QIAIF tax exemption   2.0
Non-deductible and other items   2.6 0.2
Tax charge   1.9 1.6

C: Unrecognised deferred tax

A deferred tax asset is not recognised for UK revenue tax losses and UK capital losses where their future utilisation is uncertain. At
31 December 2016, the total of such losses was £330 million (2015: £315 million) and £465 million (2015: £480 million) respectively, and
the potential tax effect of these was £53 million (2015: £57 million) and £79 million (2015: £86 million) respectively.

Deferred tax is not provided on potential gains on investments in subsidiaries and joint ventures when the Group can control whether gains crystallise and it is probable that gains will not arise in the foreseeable future. At 31 December 2016, the total of such gains was £640 million
(2015: £290 million) and the potential tax effect before the offset of losses was £109 million (2015: £52 million).

If a UK REIT sells a property within three years of completion of development, the REIT exemption will not apply. At 31 December 2016 the value of such completed properties was £258 million (2015: £nil). If these properties were to be sold without the benefit of the tax exemption the tax arising would be £nil (2015: £nil).


 

6:   Dividends

The proposed final dividend of 13.9 pence per share was recommended by the Board on 17 February 2017 and, subject to approval by shareholders, is payable on 27 April 2017 in the UK and on 28 April 2017 for South African shareholders, to shareholders on the register at the close of business on 17 March 2017. 4.9 pence per share will be paid as a PID, net of withholding tax at the basic rate (currently 20%) if applicable, and 9.0 pence per share will be paid as a normal dividend. There will be no scrip alternative. The aggregate amount of the 2016 final dividend is £110.3 million. This has been calculated using the total number of eligible shares outstanding at 31 December 2016.

The interim dividend of 10.1 pence per share was paid on 10 October 2016 as a PID, net of withholding tax where appropriate.

The total dividend for the year ended 31 December 2016 would be 24.0 pence per share (2015: 22.3 pence per share).

  PID
pence
per share
Non-PID
pence
per share
Total
pence
per share
Equity
dividends
2016
£m
Equity
dividends
2015
£m
Current year          
2016 final dividend 4.9 9.0 13.9
2016 interim dividend 10.1 10.1 79.8
  15.0 9.0 24.0    
           
Prior years          
2015 final dividend 6.41 6.4 12.8 100.3
2015 interim dividend 9.5 9.5 74.4
  15.9 6.4 22.3    
2014 final dividend       90.8
Dividends as reported in the consolidated statement of changes in equity       180.1 165.2
2014 interim dividend withholding tax (paid 2015)       9.8
2015 interim dividend withholding tax (paid 2016)       11.2 (11.2)
2015 final dividend non-PID scrip alternative       (36.7)
2016 interim dividend withholding tax (paid 2017)       (11.5)
2016 interim dividend PID scrip alternative       (7.4)
Dividends paid as reported in the consolidated cash flow statement       135.7 163.8

1.   If shareholders elected to receive the scrip alternative, this element of the dividend ceased to qualify as a PID.


 

7:   Earnings and headline earnings per share and net asset value per share

The European Public Real Estate Association (EPRA) has issued recommended bases for the calculation of certain per share information and
these are included in the following tables B and D. Commentary on earnings and net asset value per share is provided in the Financial Review
on pages 16 to 20. Headline earnings per share has been calculated and presented in note 7C as required by the Johannesburg Stock Exchange listing requirements.

A: Number of shares for earnings and headline earnings per share calculations

  2016
Shares
million
2015
Shares
million
Basic, EPRA and Adjusted 789.0 783.6
Diluted 790.7 784.7

The calculations for earnings per share use the weighted average number of shares, which excludes those shares held in the Hammerson Employee Share Ownership Plan, which are treated as cancelled.

B: Earnings per share

      2016 2015
    Notes Earnings
£m
Pence
per share
Earnings
£m
Pence
per share
Basic   2 317.3 40.2 726.8 92.8
Dilutive share options   (0.1) (0.2)
Diluted     317.3 40.1 726.8 92.6
             

Basic

    317.3 40.2 726.8 92.8
Adjustments:            
Revaluation losses/(gains) on properties: Reported Group 2 24.7 3.1 (245.1) (31.3)
Share of Property interests 2 (11.3) (1.4) (122.4) (15.6)
      13.4 1.7 (367.5) (46.9)
Loss/(Gain) on the sale of

properties:

Reported Group 2 24.0 3.0 (14.9) (1.9)
Debt and loan facility cancellation costs: Reported Group 4 0.4 0.1 13.9 1.8
             
Change in fair value
of derivatives:
Reported Group 4 3.5 0.4 1.1 0.1
Share of Property interests 9B (0.8) (0.1) (1.0) (0.1)
      2.7 0.3 0.1
Other adjustments: Reported Group          
  (Gain)/Loss on other investments 2 (1.3) (0.1) 1.4 0.2
  Non-controlling interests 2 0.3 0.3
      (1.0) (0.1) 1.7 0.2
Premium outlets: Revaluation gains on properties 9B, 10B (138.4) (17.5) (174.1) (22.2)
  Deferred tax 9B, 10B 14.3 1.8 27.6 3.5
  Other adjustments 9B, 10B (1.8) (0.3) (0.6) (0.1)
      (125.9) (16.0) (147.1) (18.8)
Total adjustments     (86.4) (11.0) (513.8) (65.6)
EPRA     230.9 29.2 213.0 27.2
Other adjustments: Translation movements on intragroup funding loan 9B (0.2) (2.1) (0.3)
Adjusted     230.7 29.2 210.9 26.9


 

C: Headline earnings per share

  Notes 2016
Earnings
£m
2015
Earnings
£m
Profit for the year attributable to equity shareholders 2 317.3 726.8
Revaluation losses/(gains) on properties: Reported Group and share of Property interests 7B 13.4 (367.5)
Loss/(Gain) on sale of properties: Reported Group 7B 24.0 (14.9)
(Gain)/Loss on other investments: Reported Group 7B (1.3) 1.4
Non-controlling interests 7B 0.3 0.3
Revaluation gains on properties: Premium outlets 7B (138.4) (174.1)
Deferred tax: Premium outlets 7B 14.3 27.6
Loss on sale of properties: Premium outlets 9B 0.1 0.8
Translation movements on intragroup funding loan 9B (0.2) (2.1)
Headline earnings   229.5 198.3
       
Reconciliation of headline earnings to adjusted earnings      
Headline earnings as above   229.5 198.3
Debt and loan facility cancellation costs: Reported Group 7B 0.4 13.9
Change in fair value of derivatives: Reported Group and share of Property interests 7B 2.7 0.1
Change in fair value of derivatives: Premium outlets 9B, 10B 14.5 9.7
Change in fair value of participative loans – revaluation movement: Premium outlets 10B (16.6) (12.6)
Loan facility costs written off: Premium outlets 10B 0.2 1.5
Adjusted earnings 7B 230.7 210.9
       
Basic headline earnings per share (pence)   29.1p 25.3p
Diluted headline earnings per share (pence)   29.0p 25.3p

D: Net asset value per share

    2016 2015
  Notes Equity
shareholders’
funds
£m
Shares
million
Net asset
value
per share
£
Equity
shareholders’
funds
£m
Shares
million
Net asset
value
per share
£
Basic   5,775.6 793.2 7.28 5,517.3 784.4 7.03
Company’s own shares held in Employee Share Ownership Plan   (0.9) n/a (0.6) n/a
Dilutive share schemes   1.1 1.7 n/a 1.1 1.0 n/a
Diluted   5,776.7 794.0 7.28 5,518.4 784.8 7.03
Fair value adjustment to borrowings              
– Reported Group 17 (316.1)   (0.40) (225.4)   (0.29)
– Share of Property interests     (0.1)  
    (316.1)   (0.40) (225.5)   (0.29)
EPRA NNNAV   5,460.6   6.88 5,292.9   6.74
Fair value adjustment to borrowings   316.1   0.40 225.5   0.29
Deferred tax   0.5   0.5  
Fair value of derivatives              
– Reported Group 17 (19.3)   (0.02) (13.8)   (0.02)
– Share of Property interests     0.9  
    (19.3)   (0.02) (12.9)   (0.02)
Premium outlets              
– Fair value of derivatives 9C, 10D 3.2   3.1  
– Deferred tax 9C, 10D 160.4   0.20 113.6   0.14
– Goodwill as a result of deferred tax 9C, 10D (57.0)   (0.07) (50.0)   (0.05)
    106.6   0.13 66.7   0.09
EPRA NAV   5,864.5   7.39 5,572.7 784.8 7.10


8:   Investment and development properties

    2016 2015
    Investment properties Valuation
£m
Development properties Valuation
£m
Total
Valuation
£m
Investment properties Valuation
£m
Development properties Valuation
£m
Total
Valuation
£m
Balance at 1 January   4,418.9 233.2 4,652.1 4,273.2 154.1 4,427.3
Exchange adjustment   268.0 0.3 268.3 (82.9) (1.7) (84.6)
Additions              
– Capital expenditure   57.9 122.0 179.9 73.3 100.9 174.2
– Asset acquisitions   465.2 108.8 574.0 35.2 8.5 43.7
    523.1 230.8 753.9 108.5 109.4 217.9
Transfer (to)/from investment in joint ventures   (221.7) (221.7) 11.0 11.0
Disposals   (669.1) (669.1) (169.5) (0.5) (170.0)
Transfers   303.9 (303.9) 59.7 (59.7)
Capitalised interest   5.1 5.1 0.4 5.0 5.4
Revaluation   (61.3) 36.6 (24.7) 218.5 26.6 245.1
Balance at 31 December   4,561.8 202.1 4,763.9 4,418.9 233.2 4,652.1

Properties are stated at fair value as at 31 December 2016, valued by professionally qualified external valuers. DTZ Debenham Tie Leung Limited, Chartered Surveyors have valued the Group’s properties, excluding those held by the Group’s premium outlet investments which have been valued by Cushman & Wakefield LLP, Chartered Surveyors. Valuations have been prepared in accordance with the RICS Valuation – Professional Standards 2014. Valuation fees are based on a fixed amount agreed between the Group and the valuers and are independent of the portfolio value.

The total amount of interest included in development properties at 31 December 2016 was £nil (2015: £4.9 million). Capitalised interest is calculated using the cost of secured debt or the Group’s average cost of borrowings, as appropriate, and the effective rate applied
in 2016 was 3.1% (2015: 3.8%). At 31 December 2016 the historic cost of investment and development properties was £3,841.9 million
(2015: £3,830.0 million).

On 11 February 2016 the Group completed the purchase of Grand Central, Birmingham for £350 million and entered into a new joint venture agreement with CPPIB who acquired a 50% interest in the property for £175 million in December 2016.  On 30 December 2016 the Group sold its interest in Westquay Watermark, Southampton to The West Quay Limited Partnership, a joint venture in which the Group has a 50% interest.

At 31 December 2016, the investment properties shown above included property with a value of £75.6 million (2015: £nil) held within a joint operation which is proportionally consolidated. See note 9D on page 50 for further details.


 

9:   Investment in joint ventures

As at 31 December 2016, the Group had investments in a number of jointly controlled property and corporate interests which have been equity accounted.

As explained in note 3, management reviews the business principally on a proportionally consolidated basis, except for its premium outlet investments. The Group’s total proportional share of joint ventures is split between Property joint ventures, being joint ventures which are proportionally consolidated, and VIA Outlets, a premium outlets investment, which is not proportionally consolidated. The Group’s significant joint venture interests are set out in the table below.

  Partner Principal property1 Group share
%
United Kingdom      
Bishopsgate Goodsyard Regeneration Limited Ballymore Properties The Goodsyard 50
Brent Cross Shopping Centre/ Brent South Shopping Park Standard Life Brent Cross 41.2/40.6
Bristol Alliance Limited Partnership AXA Real Estate Cabot Circus 50
Croydon Limited Partnership/Whitgift Limited Partnership Westfield Centrale/Whitgift 50
Grand Central Limited Partnership CPPIB Grand Central 50
Retail Property Holdings Limited/The Silverburn Unit Trust CPPIB Silverburn 50
The Bull Ring Limited Partnership TH Real Estate, CPPIB Bullring 50
The Oracle Limited Partnership ADIA The Oracle 50
The West Quay Limited Partnership GIC Westquay 50
VIA Limited Partnership APG, Meyer Bergman, Value Retail European outlet centres 47
Ireland      
Triskelion Property Holding Designated Activity Company Allianz Loan portfolio 50
Dundrum Retail Limited Partnership Allianz Dundrum 50
Dundrum Car Park Limited Partnership Allianz Dundrum 50
France      
SCI ESQ Allianz Espace Saint-Quentin 25
SCI RC Aulnay 1 and SCI RC Aulnay 2 Client of Rockspring Property Investment Managers O’Parinor 25

1.   The names of the principal properties operated by each partnership have been used in the summary income statements and balance sheets in note 9A. The Irish loan portfolio and the Dundrum properties are presented together as the ‘Irish portfolio’.  The Goodsyard, European outlet centres and Espace Saint-Quentin are presented together as ‘Other’.

The Reported Group’s investment in joint ventures at 31 December 2016 was £3,736.7 million (2015: £3,213.6 million). An analysis of the movements in the year is provided in note 9D on page 50.

The summarised income statements and balance sheets in note 9A show 100% of the results, assets and liabilities of joint ventures, and where necessary have been restated to the Group’s accounting policies and exclude all balances which are eliminated on consolidation.

9: Investment in joint ventures (continued)

A. Summary financial statements of joint ventures

Share of results of joint ventures for the year ended 31 December 2016

               

See page 48 for footnotes.

Brent Cross
£m
Cabot Circus
£m
Bullring
£m
Grand Central
£m
The Oracle
£m
Westquay
£m
 
Ownership (%) 41.2/40.6 50 50 50 50 50  
Gross rental income 46.5 38.7 59.4 0.6 32.8 29.7  
Net rental income 42.2 32.7 52.7 0.2 27.5 23.3  
Administration expenses (0.1)  
Operating profit before other net gains/(losses) 42.2 32.7 52.6 0.2 27.5 23.3  
Loss on sale of properties  
Revaluation gains/(losses) on properties (4.2) 7.9 24.6 (3.1) 2.3 (0.3)  
Operating profit 38.0 40.6 77.2 (2.9) 29.8 23.0  
Change in fair value of derivatives  
Translation movement on intragroup funding loan  
Other finance income/(costs) (0.8) (0.3)  
Net finance income/(costs) (0.8) (0.3)  
Profit before tax 38.0 39.8 77.2 (2.9) 29.8 22.7  
Current tax charge  
Deferred tax charge  
Profit for the year 38.0 39.8 77.2 (2.9) 29.8 22.7  
               
Hammerson share of profit for the year 15.6 19.9 38.6 (1.4) 14.9 11.4  
Hammerson share of distributions payable1 11.8 23.2 3.5 0.5  

Share of assets and liabilities of joint ventures as at 31 December 2016

               
  Brent Cross
£m
Cabot Circus
£m
Bullring
£m
Grand Central
£m
The Oracle
£m
Westquay
£m
 
Non-current assets              
Investment and development properties 1,002.4 629.7 1,229.8 346.2 667.4 660.6  
Goodwill  
Interests in leasehold properties 14.5 2.8 4.2  
  1,002.4 644.2 1,229.8 349.0 667.4 664.8  
Current assets              
Other current assets 16.4 5.4 7.9 8.4 5.6 6.2  
Cash and deposits 0.7 5.9 20.9 3.2 13.0 9.9  
  17.1 11.3 28.8 11.6 18.6 16.1  
Current liabilities              
Other payables (19.3) (13.8) (20.4) (9.8) (242.1) (14.1)  
Borrowings – secured  
  (19.3) (13.8) (20.4) (9.8) (242.1) (14.1)  
Non-current liabilities              
Borrowings – secured  
Obligations under finance leases (14.5) (2.8) (4.2)  
Other payables (1.2) (0.6) (1.4) (1.0) (680.2)  
Deferred tax (0.1)  
  (1.2) (15.1) (1.4) (2.8) (1.1) (684.4)  
Net assets/(liabilities) 999.0 626.6 1,236.8 348.0 442.8 (17.6)  
               
Hammerson share of net assets/(liabilities) 409.1 313.3 618.4 174.0 221.4 (8.8)  
Balance due to Hammerson2 115.6 339.7  
Total investment in joint ventures2 409.1 313.3 618.4 174.0 337.0 330.9  


 

 

                Hammerson share
  Silverburn
£m
Centrale/Whitgift
£m
Irish
portfolio
£m
O‘Parinor
£m
Other
£m
Total
2016
£m
  Property joint
ventures
£m
VIA Outlets
£m
Total
2016
£m
  50 50 50 25 n/a       47  
  21.3 26.0 27.9 21.2 47.3 351.4   145.9 16.1 162.0
  18.8 15.6 25.4 18.0 35.1 291.5   122.9 11.2 134.1
  (0.1) (0.1) (0.3) (0.1) (4.8) (5.5)   (0.4) (2.3) (2.7)
  18.7 15.5 25.1 17.9 30.3 286.0   122.5 8.9 131.4
    (0.1) (0.1)
  (17.1) (0.2) 5.1 9.3 41.1 65.4   10.7 18.4 29.1
  1.6 15.3 30.2 27.2 71.4 351.4   133.2 27.2 160.4
  3.1 1.5 4.6   0.8 0.7 1.5
    0.2 0.2
  34.6 (6.0) (4.9) 22.6   15.3 (2.2) 13.1
  34.6 (2.9) (3.4) 27.2   16.1 (1.3) 14.8
  1.6 15.3 64.8 24.3 68.0 378.6   149.3 25.9 175.2
  (1.4) (0.2) (1.0) (2.6)   (0.8) (0.5) (1.3)
  (10.0) (10.0)   (4.7) (4.7)
  0.2 15.3 64.8 24.1 57.0 366.0        
                     
  0.1 7.6 32.4 6.0 24.1 169.2   148.5 20.7 169.2
  8.2 0.6 47.8        

 

                Hammerson share
  Silverburn
£m
Centrale/Whitgift
£m
Irish
portfolio
£m
O‘Parinor
£m
Other
£m
Total
2016
£m
  Property joint
ventures
£m
VIA Outlets
£m
Total
2016
£m
                     
  356.2 304.2 1,500.2 456.0 1,004.1 8,156.8   3,490.1 302.1 3,792.2
    3.5 3.5
  21.5   10.8 10.8
  356.2 304.2 1,500.2 456.0 1,004.1 8,178.3   3,500.9 305.6 3,806.5
                     
  5.1 4.2 119.6 11.1 21.3 211.2   100.2 8.5 108.7
  9.9 13.0 25.0 3.7 47.2 152.4   54.8 18.7 73.5
  15.0 17.2 144.6 14.8 68.5 363.6   155.0 27.2 182.2
                     
  (9.4) (22.2) (120.9) (6.5) (30.6) (509.1)   (78.4) (12.9) (91.3)
  (187.0) (4.5) (191.5)   (46.7) (2.1) (48.8)
  (9.4) (22.2) (120.9) (193.5) (35.1) (700.6)   (125.1) (15.0) (140.1)
                     
  (151.2) (151.2)   (70.9) (70.9)
  (21.5)   (10.8) (10.8)
  (229.0) (0.5) (31.3) (177.7) (1,122.9)   (5.3) (5.4) (10.7)
  (41.7) (41.8)   (19.5) (19.5)
  (229.0) (0.5) (31.3) (370.6) (1,337.4)   (16.1) (95.8) (111.9)
  361.8 70.2 1,523.4 246.0 666.9 6,503.9        
                     
  180.9 35.1 761.7 61.5 281.8 3,048.4        
  114.5 54.1 6.7 57.7 688.3        
  180.9 149.6 815.8 68.2 339.5 3,736.7   3,514.7 222.0 3,736.7


 

9: Investment in joint ventures (continued)

A. Summary financial statements of joint ventures (continued)

Share of results of joint ventures for the year ended 31 December 2015

             

Brent Cross
£m
Cabot Circus
£m
Bullring
£m
The Oracle
£m
Westquay
£m
 
Ownership (%) 41.2/40.6 50 50 50 50  
Gross rental income 47.6 37.9 56.6 32.3 30.7  
Net rental income 44.1 32.5 49.6 26.1 25.0  
Administration expenses (0.1)  
Operating profit before other net gains/(losses) 44.1 32.5 49.5 26.1 25.0  
Loss on sale of properties  
Revaluation gains/(losses) on properties (6.1) 43.3 107.2 41.9 20.1  
Operating profit 38.0 75.8 156.7 68.0 45.1  
Change in fair value of derivatives  
Translation movement on intragroup funding loan  
Other finance income/(costs) (0.8) (0.1) (0.4)  
Net finance income/(costs) (0.8) (0.1) (0.4)  
Profit before tax 38.0 75.0 156.7 67.9 44.7  
Current tax charge  
Deferred tax charge  
Profit for the year 38.0 75.0 156.7 67.9 44.7  
             
Hammerson share of profit for the year 15.6 37.5 78.3 34.0 22.4  
Hammerson share of distributions payable1 19.2 20.3 3.0 0.2  

Share of assets and liabilities of joint ventures as at 31 December 2015

             
  Brent Cross
£m
Cabot Circus
£m
Bullring
£m
The Oracle
£m
Westquay
£m
 
Non-current assets            
Investment and development properties 980.8 618.0 1,201.8 658.8 555.4  
Goodwill  
Interests in leasehold properties 14.6 4.2  
  980.8 632.6 1,201.8 658.8 559.6  
Current assets            
Other current assets 13.7 5.8 11.4 4.3 6.0  
Cash and deposits 0.7 2.2 9.2 9.5 12.0  
  14.4 8.0 20.6 13.8 18.0  
Current liabilities            
Other payables (21.7) (13.3) (19.7) (241.4) (10.7)  
Borrowings – secured  
  (21.7) (13.3) (19.7) (241.4) (10.7)  
Non-current liabilities            
Borrowings – secured  
Obligations under finance leases (14.6) (4.2)  
Other payables (1.0) (0.3) (1.3) (0.6) (597.5)  
Deferred tax (0.1)  
  (1.0) (14.9) (1.3) (0.7) (601.7)  
Net assets/(liabilities) 972.5 612.4 1,201.4 430.5 (34.8)  
  395.6 395.6 600.7      
Hammerson share of net assets/(liabilities) 395.6 306.2 600.7 215.2 (17.4)  
Balance due to Hammerson2 115.6 298.4  
  1. In addition to the distributions payable, the Group received interest from its joint ventures of £38.6 million (2015: £29.3 million).
  2. The Group and its partners invest in joint ventures principally by way of equity investment. To provide further clarity of this investment, those balances which are not equity have been included within other payables as a liability of the joint venture, and Hammerson’s interest has been shown separately.

Total investment in joint ventures2

395.6 306.2 600.7 330.8 281.0  

 


 

                Hammerson share
  Silverburn
£m
Centrale/Whitgift
£m
Irish
portfolio
£m
O‘Parinor
£m
Other
£m
Total
2015
£m
  Property joint
ventures
£m
VIA Outlets
£m
Total
2015
£m
  50 50 50 25 n/a       47  
  22.6 23.9 17.3 41.6 310.5   129.2 13.7 142.9
  20.2 14.9 15.0 31.6 259.0   108.8 9.8 118.6
  (0.1) (0.1) (0.1) (3.8) (4.2)   (0.3) (1.7) (2.0)
  20.1 14.9 (0.1) 14.9 27.8 254.8   108.5 8.1 116.6
  (1.7) (1.7)   (0.8) (0.8)
  (10.4) 2.0 43.6 51.3 292.9   122.1 10.4 132.5
  9.7 16.9 (0.1) 58.5 77.4 546.0   230.6 17.7 248.3
  4.0 (4.6) (0.6)   1.0 (2.2) (1.2)
  4.4 4.4   2.1 2.1
  9.2 (7.8) (4.0) (3.9)   2.1 (1.9) 0.2
  9.2 (3.8) (4.2) (0.1)   3.1 (2.0) 1.1
  9.7 16.9 9.1 54.7 73.2 545.9   233.7 15.7 249.4
  0.1 (0.3) (0.2)   (0.1) (0.1)
  (5.4) (5.4)   (2.5) (2.5)
  9.7 16.9 9.1 54.8 67.5 540.3        
                     
  4.8 8.4 4.5 13.7 27.6 246.8   233.7 13.1 246.8
  8.1 50.8        

 

                Hammerson share
  Silverburn
£m
Centrale/Whitgift
£m
Irish
portfolio
£m
O‘Parinor
£m
Other
£m
Total
2015
£m
  Property joint
ventures
£m
VIA Outlets
£m
Total
2015
£m
                     
  372.0 291.2 385.2 638.5 5,701.7   2,455.1 148.6 2,603.7
    3.0 3.0
  18.8   9.4 9.4
  372.0 291.2 385.2 638.5 5,720.5   2,464.5 151.6 2,616.1
                     
  6.2 4.7 1,369.4 8.6 12.0 1,442.1   726.8 3.8 730.6
  10.4 13.6 2.9 2.6 21.2 84.3   32.4 7.9 40.3
  16.6 18.3 1,372.3 11.2 33.2 1,526.4   759.2 11.7 770.9
                     
  (9.2) (24.9) (0.1) (5.2) (19.5) (365.7)   (67.2) (7.7) (74.9)
  (161.0) (161.0)   (40.2) (40.2)
  (9.2) (24.9) (0.1) (166.2) (19.5) (526.7)   (107.4) (7.7) (115.1)
                     
  (72.9) (72.9)   (34.2) (34.2)
  (18.8)   (9.4) (9.4)
  (194.8) (223.2) (1,365.6) (33.0) (162.0) (2,579.3)   (4.1) (4.3) (8.4)
  (13.5) (13.6)   (6.3) (6.3)
  (194.8) (223.2) (1,365.6) (33.0) (248.4) (2,684.6)   (13.5) (44.8) (58.3)
  184.6 61.4 6.6 197.2 403.8 4,035.6        
                     
  92.3 30.7 3.3 49.3 164.1 1,840.0        
  97.4 111.6 690.2 6.6 53.8 1,373.6        
  189.7 142.3 693.5 55.9 217.9 3,213.6   3,102.8 110.8 3,213.6


 

9:   Investment in joint ventures (continued)

B. Reconciliation to adjusted earnings

  Property joint
ventures
£m
VIA Outlets
£m
Total
2016
£m
Property joint
ventures
£m
VIA Outlets
£m
Total
2015
£m
Profit for the year 148.5 20.7 169.2 233.7 13.1 246.8
Loss on sale of properties 0.1 0.1 0.8 0.8
Revaluation gains on properties (10.7) (18.4) (29.1) (122.1) (10.4) (132.5)
Change in fair value of derivatives (0.8) (0.7) (1.5) (1.0) 2.2 1.2
Translation movements on intragroup funding loan (0.2) (0.2) (2.1) (2.1)
Deferred tax charge 4.7 4.7 2.5 2.5
Total adjustments (11.5) (14.5) (26.0) (123.1) (7.0) (130.1)
Adjusted earnings of joint ventures 137.0 6.2 143.2 110.6 6.1 116.7

C.  Reconciliation to adjusted investment in joint ventures

  Property joint
ventures
£m
VIA Outlets
£m
Total
2016
£m
Property joint
ventures
£m
VIA Outlets
£m
Total
2015
£m
Investment in joint ventures 3,514.7 222.0 3,736.7 3,102.8 110.8 3,213.6
Fair value of derivatives 3.5 3.5 0.9 3.5 4.4
Deferred tax 19.5 19.5 6.3 6.3
Goodwill as a result of deferred tax (3.5) (3.5) (3.0) (3.0)
Total adjustments 19.5 19.5 0.9 6.8 7.7
Adjusted investment in joint ventures 3,514.7 241.5 3,756.2 3,103.7 117.6 3,221.3

 

D.  Reconciliation of movements in investment in joint ventures

  2016
£m
2015
£m
Balance at 1 January 3,213.6 2,341.5
Acquisitions1 690.2
Irish loan portfolio transferred to Reported Group2 (82.8)
Advances on conversion of Irish loan portfolio to property assets3 91.9
Transfer of investment property from/(to) Reported Group4 221.7 (11.0)
Share of results of joint ventures 169.2 246.8
Distributions and other receivables (89.6) (92.0)
Advances 63.1 45.4
Other movements 4.6 1.6
Foreign exchange translation differences 145.0 (8.9)
Balance at 31 December 3,736.7 3,213.6
  1. In October 2015, the Group acquired an interest in a loan portfolio secured on retail properties located in Dublin, Ireland in a 50% joint venture for £690.2 million. The Irish loan portfolio held by the joint venture consisted primarily of interest-bearing loans which at 31 December 2015 were included within other current assets in note 9A on page 49. The majority of these loans were converted into property assets in 2016. It is anticipated that the remaining loans of £54.1 million, which are included within other current assets in note 9A on page 47, will be converted to property assets in 2017.
  2. In 2016, the element of the loan portfolio relating to the Ilac Centre, Dublin Central and the Irish development sites was transferred to the Reported Group prior to conversion to property assets. These properties are included within asset acquisitions in note 8 on page 44. The Reported Group has a 50% interest in the Ilac Centre which is held within a joint operation and proportionally consolidated, the other assets are wholly owned by the Reported Group.
  3. Further advances were made by the Reported Group to the Irish joint venture in 2016 to fund the conversion of the loan portfolio relating to Dundrum Town Centre, which is now owned by Dundrum Retail Limited Partnership and Dundrum Car Park Limited Partnership.
  4. In 2016, the Group sold 50% stakes in Grand Central, Birmingham and Westquay Watermark, Southampton for £175 million and £47 million respectively. The total is shown separately in note 8 on page 44 as a transfer to investment in joint ventures.


 

10: Investment in associates

At 31 December 2016, the Group had two associates: Value Retail PLC and its group entities (“VR”) and a 10% interest in Nicetoile, which was acquired in January 2015 and where Hammerson is the asset manager. Both investments are equity accounted under IFRS, although the share of results in Nicetoile is included with the Group’s share of Property interests when presenting figures on a proportionally consolidated basis.

Aggregated income and investment summaries of our interest in premium outlets, which includes VR and Hammerson’s investments in VIA Outlets, which is accounted for as a joint venture (see note 9), are provided in tables 12 and 13 of the Additional Disclosures on page 62.

A: Share of results of associates

  2016 2015
 

VR

Nicetoile

Total

Total

  100%
£m
Hammerson
share
£m
100%
£m
Hammerson
share
£m
100%
£m
Hammerson
share
£m
100%
£m
Hammerson
share
£m
Gross rental income 295.7 84.6 14.8 1.5 310.5 86.1 248.9 74.0
Net rental income 201.4 56.5 13.2 1.3 214.6 57.8 188.8 56.8
Administration and other expenses (90.1) (22.4) (90.1) (22.4) (99.4) (27.4)
Operating profit before other
net gains
111.3 34.1 13.2 1.3 124.5 35.4 89.4 29.4
Revaluation gains on properties 349.6 120.0 6.4 0.6 356.0 120.6 536.9 164.0
Operating profit 460.9 154.1 19.6 1.9 480.5 156.0 626.3 193.4
Net finance costs (49.5) (12.3) (49.5) (12.3) (35.0) (13.1)
Change in fair value of derivatives (61.5) (15.2) (61.5) (15.2) (34.3) (7.5)
Change in fair value of participative loans – revaluation movement 16.6 16.6 12.6
Change in fair value of participative loans – other movement 4.7 4.7 2.6
Profit before tax 349.9 147.9 19.6 1.9 369.5 149.8 557.0 188.0
Current tax charge (13.7) (3.1) (13.7) (3.1) (10.3) (2.3)
Deferred tax charge (36.7) (9.6) (36.7) (9.6) (106.3) (25.1)
Profit for the year 299.5 135.2 19.6 1.9 319.1 137.1 440.4 160.6
                 

B: Reconciliation to adjusted earnings

  2016 2015
 

VR

Nicetoile

Total

Total

  100%
£m
Hammerson
share
£m
100%
£m
Hammerson
share
£m
100%
£m
Hammerson
share
£m
100%
£m
Hammerson
share
£m
Profit for the year 299.5 135.2 19.6 1.9 319.1 137.1 440.4 160.6
Revaluation gains on properties (349.6) (120.0) (6.4) (0.6) (356.0) (120.6) (536.9) (164.0)
Change in fair value of derivatives 61.5 15.2 61.5 15.2 34.3 7.5
Change in fair value of participative loans – revaluation movement (16.6) (16.6) (12.6)
Loan facility costs written off 2.0 0.2 2.0 0.2 3.7 1.5
Deferred tax charge 36.7 9.6 36.7 9.6 106.3 25.1
Total adjustments (249.4) (111.6) (6.4) (0.6) (255.8) (112.2) (392.6) (142.5)
Adjusted earnings of associates 50.1 23.6 13.2 1.3 63.3 24.9 47.8 18.1

When aggregated, the Group’s share of VR’s adjusted earnings for the year ended 31 December 2016 amounted to 47.1% (2015: 46.3%).


 

10: Investment in associates (continued)

C:  Share of assets and liabilities of associates

  2016 2015
 

VR

Nicetoile

Total

Total

  100%
£m
Hammerson
share
£m
100%
£m
Hammerson
share
£m
100%
£m
Hammerson
share
£m
100%
£m
Hammerson
share
£m
Goodwill on acquisition 77.0 77.0 65.4
Investment properties 4,095.9 1,387.3 277.3 27.7 4,373.2 1,415.0 3,566.1 1,118.3
Other non-current assets 182.0 44.2 182.0 44.2 134.7 30.3
Non-current assets 4,277.9 1,508.5 277.3 27.7 4,555.2 1,536.2 3,700.8 1,214.0
Other current assets 52.6 16.7 3.8 0.4 56.4 17.1 187.5 12.7
Cash and deposits 169.4 53.0 13.6 1.4 183.0 54.4 193.6 53.5
Current assets 222.0 69.7 17.4 1.8 239.4 71.5 381.1 66.2
Total assets 4,499.9 1,578.2 294.7 29.5 4,794.6 1,607.7 4,081.9 1,280.2
Current liabilities (74.3) (44.3) (2.1) (0.2) (76.4) (44.5) (132.7) (52.9)
Borrowings (1,382.6) (465.3) (1,382.6) (465.3) (1,092.6) (339.5)
Other liabilities (305.5) (82.3) (2.4) (0.3) (307.9) (82.6) (400.3) (92.8)
Deferred tax (545.6) (140.9) (545.6) (140.9) (438.8) (107.3)
Non-current liabilities (2,233.7) (688.5) (2.4) (0.3) (2,236.1) (688.8) (1,931.7) (539.6)
Total liabilities (2,308.0) (732.8) (4.5) (0.5) (2,312.5) (733.3) (2,064.4) (592.5)
Net assets 2,191.9 845.4 290.2 29.0 2,482.1 874.4 2,017.5 687.7
Participative loans1   113.7     113.7   80.3
Investment in associates   959.1   29.0   988.1   768.0

1.   The Group’s total investment in associates includes long-term debt which in substance forms part of the Group’s investment. These ‘participative loans’ are not repayable
in the foreseeable future, and represent the Group’s investor share of La Roca Village and Las Rozas Village.

The analysis in the table above excludes liabilities in respect of distributions received in advance from VR amounting to £18.9 million
(2015: £19.0 million) which are included within non-current liabilities in note 18.

At 31 December 2016, Hammerson’s investment in VR, excluding goodwill, as a proportion of VR’s net assets was 40.2% (2015: 38.2%).

D:  Reconciliation to adjusted investment in associates

  VR
£m
Nicetoile
£m
2016
£m
2015
£m
Investment in associates 959.1 29.0 988.1 768.0
Fair value of derivatives (0.3) (0.3) (0.4)
Deferred tax 140.9 140.9 107.3
Goodwill as a result of deferred tax (53.5) (53.5) (47.0)
EPRA adjustments 87.1 87.1 59.9
Adjusted investment in associates 1,046.2 29.0 1,075.2 827.9

E: Reconciliation of movements in investment in associates

  VR
£m
Nicetoile
£m
2016
£m
2015
£m
Balance at 1 January 743.8 24.2 768.0 628.8
Acquisitions 40.8 40.8 36.6
Share of results of associates 135.2 1.9 137.1 160.6
Distributions (17.0) (17.0) (44.5)
Revaluation movement on participative loan (0.3) (0.3) (1.0)
Foreign exchange translation differences 56.6 2.9 59.5 (12.5)
Balance at 31 December 959.1 29.0 988.1 768.0

 

 


 

11:     Receivables: non-current assets

  2016
£m
2015
£m
Loans receivable 21.6 76.4
Other receivables 4.0 1.9
Fair value of interest rate swaps 19.3 13.8
  44.9 92.1

All loans receivable are classified as available for sale and held at fair value and are analysed below:

  2016
£m
2015
£m
Value Retail European Holdings BV: €2.0 million (2015: €2.0 million) maturing 30 November 2043 1.7 1.4
VR Dublin Limited and Kildare Retail Services Limited: €nil (2015: €22.4 million) 16.5
Value Retail European Holdings BV: €nil (2015: €56.0 million) 41.3
VR Milan S.R.L.: €23.3 million (2015: €23.3 million) maturing 13 December 2018 19.9 17.2
  21.6 76.4

12: Receivables: current assets

  2016
£m
2015
£m
Trade receivables 52.4 46.7
Other receivables 50.0 37.6
Corporation tax 0.6
Prepayments 2.9 3.7
Fair value of currency swaps 30.0
  105.9 118.0

Trade receivables are shown after deducting a provision for bad and doubtful debts of £17.0 million (2015: £11.8 million). The movement in the provision during the year was recognised entirely in income. The level of provision required is determined after taking account of rent deposits and personal or corporate guarantees held.

13: Restricted monetary assets

  2016
£m
2015
£m
Cash held on behalf of third parties 35.1 34.0

The Group and its managing agents hold cash on behalf of its tenants and co-owners to meet future service charge costs and related expenditure. The cash has restricted use and, as such, does not meet the definition of cash and cash equivalents as defined in IAS 7 ‘Statement of Cash Flows’.

14: Cash and deposits

  2016
£m
2015
£m
Cash at bank 74.1 36.9
Short-term deposits 0.2 0.1
  74.3 37.0
Currency profile    
Sterling 48.0 14.4
Euro 26.3 22.6
  74.3 37.0

15:     Payables: current liabilities

  2016
£m
2015
£m
Trade payables 33.9 23.9
Other payables 178.5 153.8
Accruals 66.6 31.6
Deferred income 24.8 26.2
  303.8 235.5


 

16:     Borrowings

A: Maturity

  Bank loans and overdrafts
£m
Other
borrowings
£m
Total
2016
£m
Bank loans and overdrafts
£m
Other
borrowings
£m
Total
2015
£m
After five years 1,928.1 1,928.1 1,478.2 1,478.2
From two to five years 503.9 803.7 1,307.6 245.1 614.7 859.8
From one to two years 49.5 49.5 690.1 690.1
Due after more than one year 553.4 2,731.8 3,285.2 935.2 2,092.9 3,028.1
Due within one year 246.6 (35.5) 211.1
  800.0 2,696.3 3,496.3 935.2 2,092.9 3,028.1
Current assets: Fair value of currency swaps (30.0) (30.0)
  800.0 2,696.3 3,496.3 935.2 2,062.9 2,998.1

At 31 December 2016 and 2015 no borrowings due after five years were repayable by instalments. At 31 December 2016, the fair value of currency swaps was a liability of £2.7 million (2015: £42.8 million asset) of which £nil (2015: £30.0 million) was included in current receivables (see note 12).

B: Analysis

  2016
£m
2015
£m
Unsecured    
£200 million 7.25% sterling bonds due 2028 198.2 198.1
£300 million 6% sterling bonds due 2026 297.8 297.6
£350 million 3.5% sterling bonds due 2025 345.3 345.0
€500 million 1.75% euro bonds due 2023 424.3
€500 million 2% euro bonds due 2022 423.2 364.6
£250 million 6.875% sterling bonds due 2020 248.9 248.6
€500 million 2.75% euro bonds due 2019 425.1 366.1
Bank loans and overdrafts 800.0 935.2
Senior notes due 2026 25.6 22.0
Senior notes due 2024 153.4 135.6
Senior notes due 2021 151.8 128.1
  3,493.6 3,040.9
Fair value of currency swaps 2.7 (42.8)
  3,496.3 2,998.1

Senior notes comprise £234.6 million (2015: £196.5 million) denominated in US dollars, £51.2 million (2015: £44.2 million) in euro and
£45.0 million (2015: £45.0 million) in sterling.

C: Undrawn committed facilities

  2016
£m
2015
£m
Expiry    
Within two to five years 327.0 342.0
Within one to two years 125.0 518.5
Within one year 9.2
  461.2 860.5

Financing activities during the year are detailed in the Financial Review on pages 23 and 24.

17: Fair values of financial instruments

The fair values of borrowings, currency and interest rate swaps, together with their book value included in the balance sheet, are as follows:

  2016 2015
  Book value
£m
Fair value
£m
Book value
£m
Fair value
£m
Borrowings, excluding currency swaps 3,493.6 3,809.7 3,040.9 3,266.3
Currency swaps 2.7 2.7 (42.8) (42.8)
Total 3,496.3 3,812.4 2,998.1 3,223.5
Interest rate swaps (19.3) (19.3) (13.8) (13.8)

At 31 December 2016, the fair value of financial instruments exceeded their book value by £316.1 million (2015: £225.4 million).


 

18: Payables: non-current liabilities

  2016
£m
2015
£m
Net pension liability 53.8 37.2
Other payables 42.2 38.5
  96.0 75.7

19: Share capital

  Called up, allotted and fully paid
  2016
£m
2015
£m
Ordinary shares of 25p each 198.3 196.1
   
  Number
Movements in number of shares in issue  
Number of shares in issue at 1 January 2016 784,431,255
New share issue – transferred to investment in own shares 1,000,000
New share issue – settlement of scrip dividends 7,698,192
Share options exercised – Savings-Related Share Option Scheme 59,004
Number of shares in issue at 31 December 2016 793,188,451

20: Analysis of movement in net debt

  Short-term
deposits
£m
Cash at bank
£m
Current borrowings including currency swaps
£m
Non-current borrowings
£m
Total borrowings including currency
swaps
£m
Net debt
£m
At 1 January 2016 0.1 36.9 30.0 (3,028.1) (2,998.1) (2,961.1)
Cash flow 0.1 33.9 (212.9) 110.6 (102.3) (68.3)
Exchange and non-cash items 3.3 (28.2) (367.7) (395.9) (392.6)
Balance at 31 December 2016 0.2 74.1 (211.1) (3,285.2) (3,496.3) (3,422.0)

 

  Short-term
deposits
£m
Cash at bank
£m
Current
borrowings including
currency swaps
£m
Non-current borrowings
£m
Total borrowings including
currency
swaps
£m
Net debt
£m
At 1 January 2015 0.1 28.5 5.1 (2,287.1) (2,282.0) (2,253.4)
Cash flow 9.3 (1.5) (806.1) (807.6) (798.3)
Exchange and non-cash items (0.9) 26.4 65.1 91.5 90.6
Balance at 31 December 2015 0.1 36.9 30.0 (3,028.1) (2,998.1) (2,961.1)

21:     Adjustment for non-cash items in the cash flow statement

  2016
£m
2015
£m
Amortisation of lease incentives and other costs 6.8 5.9
Increase in provision for bad and doubtful debts 5.2 0.2
Increase in accrued rents receivable (6.4) (5.0)
Non-cash items included within net rental income 5.6 1.1
Depreciation 2.0 1.7
Share-based employee remuneration 5.6 4.8
Other items (1.6) (1.3)
  11.6 6.3

22: Contingent liabilities and capital commitments

There are contingent liabilities of £68.6 million (2015: £49.8 million) relating to guarantees given by the Reported Group and a further
£21.6 million (2015: £16.0 million) relating to claims against the Reported Group arising in the normal course of business, which are considered to be unlikely to crystallise. The Reported Group also had capital commitments of £20.7 million (2015: £101.7 million).

In addition, Hammerson’s share of contingent liabilities arising within joint ventures is £2.1 million (2015: £2.1 million).  Hammerson’s share of the capital commitments arising within joint ventures is £174.9 million (2015: £6.0 million), principally VIA Outlet’s costs of £127.8 million to acquire the two centres from the IRUS fund which did not complete by 31 December 2016.

The risks and uncertainties facing the Group are detailed on pages 25 and 26.

 

 

 

Table

Page

   

Table

Page

EPRA measures       Share of Property interests    
EPRA performance measures 1 56   Income statement 10 61
Portfolio analysis       Balance sheet 11 61
Rental information 2 57   Premium outlets    
Rent reviews 3 57   Income statement 12 62
Lease expiries and breaks 4 58   Balance sheet 13 62
Net rental income 5 58   Proportionally consolidated information
Top ten tenants 6 59   Balance sheet 14 63
Cost ratio 7 59   EBITDA 15 63
Valuation analysis 8 60   Net debt analysis 16 64
Yield analysis 9 60   Loan to value 17 64
        Net underlying finance costs 18 64

 

EPRA measures

Hammerson is a member of European Public Real Estate Association (EPRA) and has representatives who actively participate in a number of EPRA committees and initiatives. This includes working with peer group companies, real estate investors and analysts and the large audit firms, to improve the transparency, comparability and relevance of the published results of listed real estate companies in Europe. .

As with other real estate companies, we have adopted the EPRA Best Practice Recommendations (BPR) and were again awarded an EPRA Gold Award for compliance with the EPRA BPR for our 2015 Annual Report. Further information on EPRA and the EPRA BPR can be found on their website www.epra.com. Our key EPRA metrics are described and shown in table below.

Table 1: EPRA performance measures

Performance measure

2016
performance

2015
performance
 

Definition

Page
Earnings £230.9m £213.0m   Recurring earnings from core operational activities. In both 2016 and 2015, EPRA earnings differed marginally from the Group’s adjusted earnings due to the inclusion of a “Company specific adjustment” in relation to translation movements on an intragroup funding loan in VIA Outlets (see note 9B of the accounts) which management believe distorts the underlying earnings of the Group.

 

42
Earnings per share (EPS) 29.2p 27.2p   EPRA earnings divided by the weighted average number of shares in issue during the period.

 

42
Net asset value (NAV) per share £7.39 £7.10   NAV excluding the fair values of financial instruments, debt and deferred tax balances divided by the number of issued shares.

 

43
Triple net asset value (NNNAV) per share £6.88 £6.74   NAV adjusted to include the fair values of financial instruments, debt and deferred taxes.

 

43
Net Initial Yield (NIY) 4.4% 4.6%   Annual cash rents receivable, less head and equity rents and any non-recoverable property operating expenses, as a percentage of the gross market value of the property, including estimated purchasers’ costs as provided by the Group’s external valuers.

 

60
Topped-up NIY 4.6% 4.7%   EPRA NIY adjusted for the expiry of rent-free periods. 60
Vacancy rate 2.5% 2.3%   The estimated market rental value (ERV) of vacant space divided by the ERV of the whole portfolio. Occupancy is the inverse of vacancy.

 

57
Cost ratio 22.6% 23.1%   Total operating costs as a percentage of gross rental income, after rents payable. Both operating costs and gross rental income are adjusted for costs associated with inclusive leases. 59

 


 

Portfolio analysis

Table 2: Rental information

Rental data for the year ended 31 December 2016

Proportionally consolidated excluding
premium outlets
Gross rental
income
£m
Net rental
income
£m
Vacancy rate
%

Average rents
passingA
£/m²

Rents
passing
£m

Estimated
rental valueB
£m

Reversion/
(over-rented)
%
United Kingdom              
Shopping centres

174.2

148.4

2.2

540

174.4

186.8

4.9

Retail parks

84.0

79.6

1.4

205

77.3

77.1

(1.5)

Other

13.8

9.3

10.1

155

11.9

13.4

1.7

Total

272.0

237.3

2.4

365

263.6

277.3

2.9

               
France

101.1

89.3

3.5

455

97.0

107.9

7.1

Ireland

13.7

12.5

0.5

495

31.9

34.8

8.3

Total investment portfolio

386.8

339.1

2.5

390

392.5

420.0

4.4

Developments

11.9

7.4

         
Total property portfolio (note 2)

398.7

346.5

         
               
Selected data for the year ended 31 December 2015          
Group              
UK

262.0

230.4

2.0

345

261.1

270.7

1.7

France

95.9

83.0

3.1

355

88.8

101.0

9.8

Total investment portfolio

357.9

313.4

2.3

345

349.9

371.7

3.8

Developments

8.5

5.2

         
Total property portfolio

366.4

318.6

         

Notes

A. Average rents passing at the period end before deducting head and equity rents and excluding rents passing from anchor units and car parks.

B. The estimated market rental value at the year end calculated by the Group’s valuers. ERVs in the above table are included within the unobservable inputs to the portfolio valuations as defined by IFRS 13. This information has been subject to audit.

Table 3: Rent reviews

Rent reviews as at 31 December 2016

 

Rents passing subject to review inA

 

Current ERV of leases subject to review inB

Proportionally consolidated excluding premium outlets Outstanding
£m
2017
£m
2018
£m
2019
£m
Total
£m
  Outstanding
£m
2017
£m
2018
£m
2019
£m
Total
£m
United Kingdom                      
Shopping centres

20.6

13.0

19.1

23.1

75.8

 

22.3

13.8

20.4

24.3

80.8

Retail parks

28.6

8.2

7.0

12.5

56.3

 

29.6

8.8

7.4

13.1

58.9

Other

3.7

0.9

1.5

1.5

7.6

 

3.9

0.9

1.3

1.8

7.9

 

52.9

22.1

27.6

37.1

139.7

 

55.8

23.5

29.1

39.2

147.6

Ireland

14.1

1.0

1.4

1.0

17.5

 

16.1

1.3

1.4

1.1

19.9

Total

67.0

23.1

29.0

38.1

157.2

 

71.9

24.8

30.5

40.3

167.5

Notes

A. The amount of rental income, based on rents passing at 31 December 2016, for leases which are subject to review in each year.

B. Projected rental income for leases that are subject to review in each year, based on the higher of the current rental income and the ERV at 31 December 2016 and ignoring the impact of changes in rental values before the review date.


 

Table 4: Lease expiries and breaks

Lease expiries and breaks as at 31 December 2016

 

Rents passing that expire/break inA

 

ERV of leases that expire/break inB

 

Weighted average unexpired lease term

Proportionally consolidated excluding premium outlets 2017
£m
2018
£m
2019
£m
Total
£m
  2017
£m
2018
£m
2019
£m
Total
£m
  to break years to expiry years
United Kingdom                        
Shopping centres

20.4

22.9

13.6

56.9

 

23.4

21.8

14.7

59.9

 

6.8

11.4

Retail parks

5.0

2.6

3.4

11.0

 

5.2

2.6

3.6

11.4

 

8.1

9.1

Other

2.6

1.8

0.6

5.0

 

3.2

1.3

0.7

5.2

 

7.9

9.1

Total

28.0

27.3

17.6

72.9

 

31.8

25.7

19.0

76.5

 

7.3

10.5

                         
France

17.5

3.6

3.8

24.9

 

19.4

4.1

4.2

27.7

 

2.8

5.7

Ireland

2.4

2.5

1.7

6.6

 

2.5

2.4

1.8

6.7

 

12.1

15.5

Total investment portfolio

47.9

33.4

23.1

104.4

 

53.7

32.2

25.0

110.9

 

6.4

9.5

Notes

A. The amount of rental income, based on rents passing at 31 December 2016, for leases which expire or, for the UK only, are subject to tenant break options, which fall due in each year.

B. The ERV at 31 December 2016 for leases that expire or, for the UK and Ireland only, are subject to tenant break options which fall due in each year and ignoring the impact of rental growth and any rent-free periods.

Table 5: Net rental income

Net rental income for the year ended 31 December 2016

Proportionally consolidated excluding premium outlets

Properties
owned
throughout 2015/16
£m

Increase
for properties
owned
throughout
2015/16
%

Acquisitions
£m

Disposals
£m

Developments
and other
£m

Total net
rental income
£m

United Kingdom            
Shopping centres

139.7

2.4

8.4

0.1

0.2

148.4

Retail parks

69.2

2.4

6.8

3.6

79.6

Other

5.5

(3.5)

0.7

9.0

15.2

Total

214.4

2.3

9.1

6.9

12.8

243.2

             
France

82.4

2.2

2.2

1.7

3.0

89.3

Ireland

n/a

14.0

14.0

Total property portfolio

296.8

2.2

25.3

8.6

15.8

346.5

Net rental income for the year ended 31 December 2015

Proportionally consolidated excluding premium outlets

Properties
owned
throughout 2015/16
£m

Exchange
£m

Acquisitions
£m

Disposals
£m

Developments
and other
£m

Total net
rental income
£m

United Kingdom            
Shopping centres

136.4

(0.1)

2.5

(0.1)

138.7

Retail parks

67.6

13.1

1.3

82.0

Other

5.7

0.8

8.5

15.0

Total

209.7

(0.1)

16.4

9.7

235.7

             
France

80.6

(10.4)

1.0

10.7

1.0

82.9

Total property portfolio

290.3

(10.4)

0.9

27.1

10.7

318.6

 


 

Table 6: Top ten tenants

Ranked by passing rent at 31 December 2016

Proportionally consolidated excluding premium outlets Passing rent
£m
% of total
passing rent
B&Q

12.6

3.2

H&M

9.1

2.3

Next

8.9

2.3

Inditex

8.7

2.2

Dixons Carphone

5.8

1.5

Marks&Spencer

5.7

1.4

Home Retail Group

5.6

1.4

Boots

5.5

1.4

Arcadia

5.3

1.4

Debenhams

5.1

1.3

Total

72.3

18.4

 

Table 7: EPRA Cost ratio

Cost ratio analysis

Proportionally consolidated excluding premium outlets Year ended
31 December
2016
£m

Year ended
31 December
2015
£m

Net service charge expenses – non-vacancy

6.5

3.8

Net service charge expenses – vacancy

8.0

9.5

Net service charge expenses – total

14.5

13.3

Other property outgoings

33.6

30.8

Less inclusive lease costs recovered through rent

(6.6)

(3.4)

Total property costs (for cost ratio)

41.5

40.7

Employee and corporate costs

54.6

48.3

Management fees receivable

(8.5)

(6.0)

Total operating costs (for cost ratio)

87.6

83.0

 

 

Gross rental income

398.7

366.4

Ground and equity rents payable

(4.1)

(3.7)

Less inclusive lease costs recovered through rent

(6.6)

(3.4)

Gross rental income (for cost ratio)

388.0

359.3

 

 

EPRA cost ratio including net service charge expenses – vacancy (%)

22.6

23.1

EPRA cost ratio excluding net service charge expenses – vacancy (%)

20.5

20.5

Staff costs amounting to £1.6 million (2015: £1.9 million) have been capitalised as development costs and are excluded from table 7. Our business model for developments is to use a combination of in-house staff and external advisers. The cost of external advisers is capitalised to the cost of developments. The cost of staff working on developments is generally expensed, but is capitalised subject to meeting certain criteria related to the degree of time spent on and the stage of progress of specific projects.


 

Table 8: Valuation analysis

Valuation analysis at 31 December 2016

Proportionally consolidated including premium outlets Properties
at valuation
£m
Revaluation
in the year
£m
Capital
return
%
Total
return
%
Initial
yield
%
True
equivalent
yield
%

Nominal
equivalent
yieldA
%

United Kingdom              
Shopping centres

3,436.5

(5.8)

(0.2)

4.3

4.4

5.1

5.0

Retail parks

1,320.0

(118.3)

(8.9)

(4.0)

5.3

6.1

5.8

Other

163.5

2.2

2.5

8.6

5.8

7.4

7.1

Total

4,920.0

(121.9)

(2.8)

1.9

4.7

5.5

5.3

               
France

2,159.6

73.3

3.6

8.3

3.9

4.4

4.3

Ireland

805.1

3.2

0.4

2.3

3.9

4.3

4.2

Total investment portfolio

7,884.7

(45.4)

(1.0)

3.7

4.4

5.1

4.9

Developments

397.0

32.0

7.2

8.6

     
Total property portfolio

8,281.7

(13.4)

(0.4)

4.1

     
Premium outletsB

1,689.4

138.4

9.6

15.1

     
Total Group

9,971.1

125.0

1.1

5.7

     
               
Selected data for the year ended 31 December 2015              
Group              
UK

4,881.2

215.3

4.7

9.9

4.8

5.4

5.2

France

1,860.5

116.6

7.1

12.0

4.1

4.7

4.6

Total investment portfolio

6,741.7

331.9

5.4

10.5

4.6

5.2

5.1

Developments

388.8

35.6

12.3

14.1

     
Total property portfolio

7,130.5

367.5

5.7

10.7

     
Premium outletsB

1,243.6

174.1

16.4

23.7

     
Total Group

8,374.1

541.6

7.1

12.4

     

Notes

A. Nominal equivalent yields are included within the unobservable inputs to the portfolio valuations as defined by IFRS 13. This information has been subject to audit.

B. Represents the property returns for the Group’s share of premium outlets through its investments in Value Retail and VIA Outlets.

Table 9: Yield analysis

Investment portfolio as at 31 December 2016

Proportionally consolidated excluding premium outlets Income
£m
Gross value
£m
Net book value
£m
Portfolio value (net of cost to complete)   8,337 8,337
Purchasers’ costsA     (452)
Net investment portfolio valuation on a proportionally consolidated basis     7,885
Income and yields      
Rent for valuers’ initial yield (equivalent to EPRA Net Initial Yield) 365.8 4.4% 4.6%
Rent-free periods (including pre-lets)B 14.0 0.2% 0.2%
Rent for ‘topped-up’ initial yieldC 379.8 4.6% 4.8%
Non-recoverable costs (net of outstanding rent reviews) 12.7 0.1% 0.2%
Passing rents 392.5 4.7% 5.0%
ERV of vacant space 9.8 0.1% 0.1%
Reversions 17.7 0.2% 0.2%
Total ERV/Reversionary yield 420.0 5.0% 5.3%
True equivalent yield   5.1%  
Nominal equivalent yield   4.9%  

Notes

A. Purchasers’ costs equate to 5.7% of the net portfolio value.

B. The weighted average remaining rent-free period is 0.5 years.

C. The yield of 4.6% based on passing rents and gross portfolio value is equivalent to EPRA’s ‘topped-up” Net Initial Yield.


 

Share of Property interests

The Group’s share of Property interests reflects the Group’s share of Property joint ventures as shown in note 9 to the accounts on pages 45 to 50 and the Group’s interest in Nicetoile, which is accounted for as an associate, included within note 10 to the accounts on pages 51 and 52.

Table 10: Income statement

Aggregated Property interests income statements

  Year ended 31 December 2016

Year ended 31 December 2015

  Property joint ventures
£m
Nicetoile
£m
Share of Property interests
£m

Property
joint
ventures
£m

Nicetoile
£m

Share of
Property interests
£m

Gross rental income

145.9

1.5

147.4

129.2

1.2

130.4

Net rental income

122.9

1.3

124.2

108.8

1.0

109.8

Administration expenses

(0.4)

(0.4)

(0.3)

(0.3)

Operating profit before other net gains

122.5

1.3

123.8

108.5

1.0

109.5

Revaluation gains on properties

10.7

0.6

11.3

122.1

0.3

122.4

Operating profit

133.2

1.9

135.1

230.6

1.3

231.9

             
Change in fair value of derivatives

0.8

0.8

1.0

1.0

Other finance income

15.3

15.3

2.1

2.1

Net finance income

16.1

16.1

3.1

3.1

Profit before tax

149.3

1.9

151.2

233.7

1.3

235.0

Current tax charge

(0.8)

(0.8)

Profit for the year

148.5

1.9

150.4

233.7

1.3

235.0

 

Table 11: Balance sheet

Aggregated Property interests balance sheets

  Year ended 31 December 2016

Year ended 31 December 2015

  Property joint ventures
£m
Nicetoile
£m
Share of Property interests
£m

Property
joint
ventures
£m

Nicetoile
£m

Share of
Property interests
£m

Non-current assets            
Investment and development properties

3,490.1

27.7

3,517.8

2,455.1

23.3

2,478.4

Interests in leasehold properties

10.8

10.8

9.4

9.4

 

3,500.9

27.7

3,528.6

2,464.5

23.3

2,487.8

Current assets            
Other current assets

100.2

0.4

100.6

726.8

0.2

727.0

Cash and deposits

54.8

1.4

56.2

32.4

1.1

33.5

 

155.0

1.8

156.8

759.2

1.3

760.5

Total assets

3,655.9

29.5

3,685.4

3,223.7

24.6

3,248.3

             
Current liabilities            
Other payables

(78.4)

(0.2)

(78.6)

(67.2)

(0.2)

(67.4)

Borrowings

(46.7)

(46.7)

(40.2)

(40.2)

 

(125.1)

(0.2)

(125.3)

(107.4)

(0.2)

(107.6)

Non-current liabilities            
Obligations under finance leases

(10.8)

(10.8)

(9.4)

(9.4)

Other payables

(5.3)

(0.3)

(5.6)

(4.1)

(0.2)

(4.3)

 

(16.1)

(0.3)

(16.4)

(13.5)

(0.2)

(13.7)

Total liabilities

(141.2)

(0.5)

(141.7)

(120.9)

(0.4)

(121.3)

             
Net assets

3,514.7

29.0

3,543.7

3,102.8

24.2

3,127.0

 


 

Premium outlets

The Group’s investment in premium outlets is through interests in Value Retail and VIA Outlets. Due to the nature of the Group’s control over these externally-managed investments, Value Retail is accounted for as an associate and VIA Outlets is accounted for as a joint venture. Tables 12 and 13 provide analysis of the impact of the two premium outlet investments on the Group’s financial statements. Further information on Value Retail is provided in note 10 to the accounts on pages 51 and 52 and for VIA Outlets in note 9 to the accounts on pages 45 to 50.

Table 12: Income statement

Aggregated premium outlets income summary

  2016

2015

  Value Retail
£m
VIA Outlets
£m
Total
£m

Value Retail
£m

VIA Outlets
£m

Total
£m

Share of results (IFRS)

135.2 

20.7

155.9

159.3

13.1

172.4

Less adjustments:            
Revaluation gains on properties

(120.0)

(18.4)

(138.4)

(163.7)

(10.4)

(174.1)

Change in fair value of derivatives

15.2

(0.7)

14.5

7.5

2.2

9.7

Deferred tax

9.6

4.7

14.3

25.1

2.5

27.6

Other adjustments

(16.4)

(0.1)

(16.5)

(11.1)

(1.3)

(12.4)

 

(111.6)

(14.5)

(126.1)

(142.2)

(7.0)

(149.2)

Adjusted earnings of premium outlets

23.6

6.2

29.8

17.1

6.1

23.2

Interest receivable from Value Retail loans*

4.2

4.2

5.3

5.3

Total contribution to adjusted profit

27.8

6.2

34.0

22.4

6.1

28.5

 

Table 13: Balance sheet

Aggregated premium outlets investment summary

  2016

2015

  Value Retail
£m
VIA Outlets
£m
Total
£m

Value Retail
£m

VIA Outlets
£m

Total
£m

Investment properties

1,387.3

302.1

1,689.4

1,095.0

148.6

1,243.6

Net debt

(413.3)

(54.3)

(467.6)

(335.3)

(27.1)

(362.4)

Other net liabilities

(14.9)

(25.8)

(40.7)

(15.9)

(10.7)

(26.6)

Share of net assets (IFRS)

959.1

222.0

1,181.1

743.8

110.8

854.6

Less adjustments:            
Fair value of derivatives

(0.3)

3.5

3.2

(0.4)

3.5

3.1

Deferred tax

140.9

19.5

160.4

107.3

6.3

113.6

Goodwill as a result of deferred tax

(53.5)

(3.5)

(57.0)

(47.0)

(3.0)

(50.0)

 

87.1

19.5

106.6

59.9

6.8

66.7

Adjusted investment

1,046.2

241.5

1,287.7

803.7

117.6

921.3

Investment in VR China – within other investments

4.8

4.8

Loans to Value Retail*

21.6

21.6

76.4

76.4

Total investment 

1,067.8

241.5

1,309.3

884.9

117.6

1,002.5

*     At 31 December 2016 the Group had provided loans of £21.6 million (2015: £76.4 million) to Value Retail for which the Group received interest of £4.2 million in 2016 (2015: £5.3 million) which is included within finance income in note 4 to the accounts on page 39.

 


 

Proportionally consolidated information

Note 2 to the accounts on page 36 shows the proportionally consolidated income statement. The proportionally consolidated balance sheet, net debt and net underlying finance costs are shown in the tables 14, 16 and 18.

In each of the tables, column A represents the Reported Group figures as shown in the financial statements; column B shows the Group’s share of Property interests being the Group’s share of Property joint ventures as shown in note 9 to the accounts on page 45 and Nicetoile as shown in note 10 to the accounts on page 51. Column C shows the Group’s proportionally consolidated figures by aggregating the Reported Group and Share of Property interests figures. The Group’s interests in premium outlets are not proportionally consolidated as management does not review these interests on this basis.

Table 14: Proportionally consolidated balance sheet

Balance sheet as at 31 December 2016

  2016

2015

  Reported
Group
£m
Share of
Property
interests
£m
Proportionally
consolidated
£m

Reported
Group
£m

Share of
Property
interests
£m

Proportionally
consolidated
£m

 

A

B

C

A

B

C

Non-current assets            
Investment and development properties

4,763.9

3,517.8

8,281.7

4,652.1

2,478.4

7,130.5

Interests in leasehold properties

36.4

10.8

47.2

32.1

9.4

41.5

Plant and equipment

6.2

6.2

7.6

7.6

Investment in joint ventures

3,736.7

(3,514.7)

222.0

3,213.6

(3,102.8)

110.8

Investment in associate

988.1

(29.0)

959.1

768.0

(24.2)

743.8

Other investments

4.8

4.8

Receivables

44.9

44.9

92.1

92.1

 

9,576.2

(15.1)

9,561.1

8,770.3

(639.2)

8,131.1

Current assets            
Receivables

105.9

84.8

190.7

118.0

710.7

828.7

Restricted monetary assets

35.1

15.8

50.9

34.0

16.3

50.3

Cash and deposits

74.3

56.2

130.5

37.0

33.5

70.5

 

215.3

156.8

372.1

189.0

760.5

949.5

Total assets

9,791.5

141.7

9,933.2

8,959.3

121.3

9,080.6

Current liabilities            
Payables

303.8

78.6

382.4

235.5

67.4

302.9

Tax

0.4

0.4

0.7

0.7

Borrowings

211.1

46.7

257.8

40.2

40.2

 

515.3

125.3

640.6

236.2

107.6

343.8

Non-current liabilities            
Borrowings

3,285.2

3,285.2

3,028.1

3,028.1

Deferred tax

0.5

0.5

0.5

0.5

Obligations under finance leases

37.5

10.8

48.3

32.5

9.4

41.9

Payables

96.0

5.6

101.6

75.7

4.3

80.0

 

3,419.2

16.4

3,435.6

3,136.8

13.7

3,150.5

Total liabilities

3,934.5

141.7

4,076.2

3,373.0

121.3

3,494.3

Net assets

5,857.0

5,857.0

5,586.3

5,586.3

Table 15: EBITDA

  2016
£m

2015
£m

Adjusted operating profit (note 2)

330.2

299.5

Interest income from Irish loans

17.4

4.7

Tenant incentive amortisation

2.6

1.8

Share-based remuneration

5.6

4.8

Depreciation

2.0

1.7

Total

357.8

312.5

 


 

Table 16: Proportionally consolidated net debt analysis

Net debt as at 31 December 2016

  2016

2015

  Reported
Group
£m
Share of
Property
interests
£m
Total
£m

Reported
Group
£m

Share of
Property
interests
£m

Total
£m

Notes

A

B

C

A

B

C

Cash at bank

74.1

53.7

127.8

36.9

32.6

69.5

Short-term deposits

0.2

2.5

2.7

0.1

0.9

1.0

Cash and deposits

74.3

56.2

130.5

37.0

33.5

70.5

Current borrowings including currency swaps

(211.1)

(46.7)

(257.8)

30.0

(40.2)

(10.2)

Non-current borrowings

(3,285.2)

(3,285.2)

(3,028.1)

(3,028.1)

Net debt

(3,422.0)

9.5

(3,412.5)

(2,961.1)

(6.7)

(2,967.8)

Table 17: Loan to value analysis

Loan to value as at 31 December 2016

  31 December 2016

31 December 2015

  New methodology Old methodology

New methodology

Old
methodology

         
Loan – Net debt (Table 16)

3,412.5

3,412.5

2,967.8

2,967.8

 

 

 

Total property portfolio (Table 14)

8,281.7

8,281.7

7,130.5

7,130.5

Irish loan assets

54.1

54.1

690.2

690.2

Investment in VIA Outlets (note 9A)

222.0

n/a

110.8

n/a

Investment in Value Retail (note 10C)

959.1

n/a

743.8

n/a

Less non-controlling interests

(81.4)

n/a

(69.0)

n/a

Value

9,435.5

8,335.8

8,606.3

7,820.7

         
Loan to value (%)

36.2

40.9

34.5

37.9

Table 18: Proportionally consolidated net underlying finance costs

Underlying finance costs for the year ended 31 December 2016

  2016

2015

  Reported
Group
£m
Share of
Property
interests
£m
Total
£m

Reported
Group
£m

Share of
Property
interests
£m

Total
£m

Notes

A

B

C

A

B

C

Finance costs

121.2

2.1

123.3

101.9

2.5

104.4

Finance income

(12.4)

(17.4)

(29.8)

(15.7)

(4.6)

(20.3)

Adjusted finance costs/(income) (note 2)

108.8

(15.3)

93.5

86.2

(2.1)

84.1

Capitalised interest

5.1

5.1

5.3

5.3

Net underlying finance costs/(income)

113.9

(15.3)

98.6

91.5

(2.1)

89.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

DEVELOPMENT PIPELINE

UNAUDITED

 

Scheme

Area m2

Key facts
UK shopping centres    
Brent Cross extension

90,000

–        Extension and refurbishment of Brent Cross Shopping Centre forming part of wider Brent Cross Cricklewood regeneration plans totalling 175,000m2 of retail, catering and leisure.

–        Reserved matters planning application to be submitted in spring 2017.

Bristol Investment Properties*

74,000

–        New planning application in the name of Callowhill Court submitted in December 2016 for a 3.5ha site of joint venture owned land relating to part of the existing retail properties adjoining Cabot Circus.

–        Masterplan includes up to 74,000m2 retail and leisure, 900 car parking spaces, and the potential for 150 residential units and a 150 room hotel.

Croydon Town Centre

200,000

–        Redevelopment of Whitgift Centre and refurbishment of Centrale shopping centre by Croydon Partnership, a 50:50 joint venture between Hammerson and Westfield.

–        New outline planning application submitted in October 2016, with decision expected in summer 2017.

Silverburn (Phase 4), Glasgow*

50,000

–        Consent granted in October 2015 for a masterplan for a future extension of existing centre.

–        Masterplan includes 31,250m2 retail, 8,500m2 leisure, plus a hotel.

Union Square, Aberdeen*

27,800

–        Extension of existing shopping centre for up to 11,000m2 of retail, 12,000m2 of leisure and catering, plus up to 435  car parking spaces and a hotel.

–        Planning application due for determination by summer 2017.

Victoria Gate, Leeds (Phase 2)*

73,000

–        Phase 1 completed October 2016. Phase 2 masterplanning underway to deliver a phased retail/leisure mixed-use scheme to complement Victoria Gate. Revised planning application submission anticipated end of 2017.

–        Freehold control of site obtained.

Westquay Watermark, Southampton (Phase 2)

58,000

–        Council-owned land, with outline planning consent for 8,000m2 of retail and leisure, 260 residential units and one or more hotels, achieved in 2014.

–        A joint review of scheme is under way including a proposed development agreement to bring the scheme forward.

UK retail parks

 
Oldbury, Dudley*

10,900

–        Planning secured in May 2016 for new development of up to 11 retail and catering uses. Leasing underway.
UK Other

 
The Goodsyard, London E1

270,000

–        4.2ha site on edge of the City of London.

–        Planning application for major mixed-use development was deferred in April 2016 to allow further consultation.

–        Work ongoing to submit amended application during 2017.

France

 
Italie Deux, Paris 13ème

6,500

–        Extension of the existing shopping centre offering a new façade in addition to  retail, leisure and innovative concepts.

–        Land disposal approved by the City of Paris. Consents submitted.

Les Trois Fontaines, Cergy Pontoise

28,000

–        Retail and catering extension as part of a wider city centre project.

–        Co-ownership agreement, building permit and retail consent obtained.

–        Pre-letting and contractor discussions ongoing.

SQY Ouest,

Saint Quentin-en-Yvelines*

32,000

–        Opportunity to reposition existing shopping centre, creating a leisure-led destination.
Ireland

 
Dundrum Phase II, Dublin*

100,000

–        Six acre site located adjacent to Dundrum Town Centre.

–        Opportunity to create a retail-led mixed-use scheme; master planning process underway.

Dublin Central, Dublin*

158,000

–        Extension of duration of planning consent granted until May 2022 to create a retail-led city centre scheme.

–        Irish Government have appealed a High Court decision to designate part of the site as a National Monument. The Group is supporting the process and a hearing is expected in December 2017.

Swords Pavilions Phase III, Dublin*

272,000

–        Extension of duration of planning consent granted to August 2021.

–        Consent in place to create 124,000m2 retail-led scheme with additional residential.

–        Pending completion of loan-to-own process for Phases I and II.

Total

1,450,200

 

* Schemes are on existing Hammerson owned land. No additional land acquisitions are required. This excludes occupational and long leaseholds.


 

 

Adjusted figures (per share) Reported amounts adjusted in accordance with EPRA guidelines to exclude certain items as set out in note 7 to the accounts.
Anchor store A major store, usually a department, variety or DIY store or supermarket, occupying a large unit within a shopping centre or retail park, which serves as a draw to other retailers and consumers.
Average cost of borrowing or weighted average interest rate (WAIR) The cost of finance expressed as a percentage of the weighted average of borrowings during the period.
BCSC British Council of Shopping Centres. A not-for-profit professional body supporting the retail property industry which undertakes research and lobbies government on behalf of its members.
BREEAM An environmental rating assessed under the Building Research Establishment’s Environmental Assessment Method.
CAGR Compound annual growth rate.
Capital return The change in property value during the period after taking account of capital expenditure and exchange translation movements, calculated on a monthly time-weighted basis.
Compulsory Purchase Order
(CPO)
A Compulsory Purchase Order is a legal function in the UK by which land or property can be obtained to enable a development or infrastructure scheme without the consent of the owner where there is a “compelling case in the public interest”.
Cost ratio (or EPRA cost ratio) Total operating costs (being property costs, administration costs less management fees) as a percentage of gross rental income, after rents payable. Both operating costs and gross rental income are adjusted for costs associated with inclusive leases.
CPI Consumer Price Index. A measure of inflation based on the weighted average of prices of consumer goods and services.
Dividend cover Adjusted earnings per share divided by dividend per share.
Earnings per share (EPS) Profit for the period attributable to equity shareholders divided by the average number of shares in issue during the period.
EBITDA Earnings before interest, tax, depreciation and amortisation.
EPRA The European Public Real Estate Association, a real estate industry body. This organisation has issued Best Practice Recommendations with the intention of improving the transparency, comparability and relevance of the published results of listed real estate companies in Europe.
Equivalent yield (true and nominal) The capitalisation rate applied to future cash flows to calculate the gross property value. The cash flows reflect the timing of future rents resulting from lettings, lease renewals and rent reviews based on current ERVs. The true equivalent yield (TEY) assumes rents are received quarterly in advance. The nominal equivalent yield (NEY) assumes rents are received annually in arrears. The property true and nominal equivalent yields are determined by the Group’s external valuers.
ERV The estimated market rental value of the total lettable space in a property calculated by the Group’s external valuers. It is calculated after deducting head and equity rents, and car parking and commercialisation running costs.
Gearing Proportionally consolidated net debt expressed as a percentage of equity shareholders’ funds.
Gross property value or Gross
asset value (GAV)
Property value before deduction of purchasers’ costs, as provided by the Group’s external valuers.
Gross rental income (GRI) Income from rents, car parks and commercial income, after accounting for the net effect of the amortisation of lease incentives.
IAS/IFRS International Accounting Standard/International Financial Reporting Standard.
Inclusive lease A lease, often for a short period of time, under which the rent is inclusive of costs such as service charge, rates, utilities etc. Instead, the landlord incurs these costs as part of the overall commercial arrangement.
Income return The income derived from a property as a percentage of the property value, taking account of capital expenditure and exchange translation movements, calculated on a time-weighted basis.
Initial yield (or Net initial
yield (NIY))
Annual cash rents receivable (net of head and equity rents and the cost of vacancy, and, in the case of France, net of an allowance for costs of approximately 5%, primarily for management fees), as a percentage of gross property value, as provided by the Group’s external valuers. Rents receivable following the expiry of rent-free periods are not included. Rent reviews are assumed to have been settled at the contractual review date at ERV.
Interest cover Net rental income divided by net cost of finance before exceptional finance costs, capitalised interest and change in fair value of derivatives.
Interest rate or currency swap
(or derivatives)
An agreement with another party to exchange an interest or currency rate obligation for a pre-determined period of time.
IPD Investment Property Databank. An organisation supplying independent market indices and portfolio benchmarks to the property industry.
Like-for-like (LFL) NRI The percentage change in net rental income for completed investment properties owned throughout both current and prior periods, after taking account of exchange translation movements.
LTV (Loan to value) Net debt expressed as a percentage of the property portfolio value calculated on a proportionally consolidated basis.
Net asset value (NAV) per share Equity shareholders’ funds divided by the number of shares in issue at the balance sheet date.
Net rental income (NRI) Income from rents, car parks and commercial income, after deducting head and equity rents payable, and other property related costs.
Occupancy rate The ERV of the area in a property, or portfolio, excluding developments, which is let, expressed as a percentage of the total ERV of that property or portfolio.
Occupational cost ratio (OCR) The proportion of a retailers’ sales compared with the total cost of occupation being: rent, business rates, service charge and insurance.  Calculated excluding anchor stores.
Over-rented The amount, or percentage, by which the ERV falls short of rents passing, together with the estimated rental value of vacant space.
Passing rents or rents passing The annual rental income receivable from an investment property, after any rent-free periods and after deducting head and equity rents and car parking and commercialisation running costs. This may be more or less than the ERV (see over-rented and reversionary or under-rented).
Principal lease A lease signed with a tenant with a secure term greater than three years and where the unit is not reconfigured. This enables letting metrics to be stated on a comparable basis.
Pre-let A lease signed with a tenant prior to the completion of a development.
Property Income Distribution (PID) A dividend, generally subject to withholding tax, that a UK REIT is required to pay from its tax-exempt property rental business and which is taxable for UK-resident shareholders at their marginal tax rate.
Property interests The Group’s non-wholly owned properties which management proportionally consolidates when reviewing the performance of the business. These exclude the Group’s premium outlet interests in Value Retail and VIA Outlets which are not proportionally consolidated.
Property joint ventures The Group’s shopping centre and retail park joint ventures which management proportionally consolidate when reviewing the performance of the business, but exclude the Group’s interests in the VIA Outlets joint venture.
QIAIF Qualifying Investor Alternative Investment Fund. A regulated tax regime in the Republic of Ireland which exempts participants from Irish tax on property income and chargeable gains subject to certain requirements.
REIT Real Estate Investment Trust. A tax regime which in the UK exempts participants from corporation tax both on UK rental income and gains arising on UK investment property sales, subject to certain requirements.
Reported Group The financial results as presented under IFRS which represent the Group’s 100% owned properties and joint operations, transactions and balances and equity accounted Group’s interests in joint ventures and associates.
Return on shareholders’ equity (ROE) Capital growth and profit for the period expressed as a percentage of equity shareholders’ funds at the beginning of the year, all excluding deferred tax and certain non-recurring items.
Reversionary or under-rented The amount, or percentage, by which the ERV exceeds the rents passing, together with the estimated rental value of vacant space.
RPI Retail Prices Index. A measure of inflation based on the change in the cost of a representative sample of retail goods and services.
SIIC Sociétés d’Investissements Immobiliers Côtées. A tax regime in France which exempts participants from the French tax on property income and gains subject to certain requirements.
Total development cost (TDC) All capital expenditure on a development project, including capitalised interest.
Total property return (TPR)
(or total return)
Net rental income and capital growth expressed as a percentage of the opening book value of property adjusted for capital expenditure and exchange translation movements, calculated on a monthly time-weighted basis.
Total shareholder return (TSR) Dividends and capital growth in a Company’s share price, expressed as a percentage of the share price at the beginning of the year.
Turnover rent Rental income which is related to an occupier’s turnover.
Vacancy rate The ERV of the area in a property, or portfolio, excluding developments, which is currently available for letting, expressed as a percentage of the ERV of that property or portfolio.
Value Retail (VR) Owner and operator of luxury outlet Villages in Europe in which the Group has an investment.
VIA Outlets (VIA) A premium outlets joint venture, in which the Group has an investment. VIA owns and operates premium outlet centres in Europe.
Yield on cost Passing rents expressed as a percentage of the total development cost of a property.

Disclaimer

This document contains certain statements that are neither reported financial results nor other historical information. These statements are forward-looking in nature and are subject to risks and uncertainties. Actual future results may differ materially from those expressed in or implied by these statements.

Many of these risks and uncertainties relate to factors that are beyond Hammerson’s ability to control or estimate precisely, such as future market conditions, currency fluctuations, the behaviour of other market participants, the actions of governmental regulators and other risk factors such as the Company’s ability to continue to obtain financing to meet its liquidity needs, changes in the political, social and regulatory framework in which the Company operates or in economic or technological trends or conditions, including inflation and consumer confidence, on a global, regional or national basis.

Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this document. Hammerson does not undertake any obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of this document. Information contained in this document relating to the Company should not be relied upon as a guide to future performance.