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Final Results – Part 2

08.03.1999

RNS No 6823p
HAMMERSON PLC
8th March 1999


PART 2


Consolidated Profit and Loss Account
for the year ended 31 December 1998

                                      Notes          1998      1997
                                                      £m        £m
                                                                 
Net rental income:  Continuing operations           107.4     101.5
             Discontinued                            20.5      22.1
             operations
                                                                            
                                       1            127.9     123.6
                                                                 
Administration expenses                             (16.3)    (15.6)
                                                                 
Operating profit:  Continuing operations             93.9      89.1
                   Discontinued operations           17.7      18.9
                                                                 
                                                    111.6     108.0
                                                                 
Exceptional items:                                               
Profit on the sale of Canadian                       12.9       -
operations                                           7.2      (0.9)
Profit/(Loss) on the sale of
investment properties
                                                                 
Profit on ordinary activities                       131.7     107.1
before interest                                                  
                                       2            (42.8)    (45.4)
Cost of finance (net)
                                                                 
Profit on ordinary activities                        88.9      61.7
before taxation                                                  
                                       3            (20.2)    (14.9)
Taxation
                                                                 
Profit on ordinary activities after                  68.7      46.8
taxation                                                         
                                                     (2.3)     (1.8)
Equity minority interests
                                                                 
Profit for the financial year                        66.4      45.0
                                                                 
Dividends                              4            (36.9)    (33.9)
Retained profit for the financial                    29.5      11.1
year
                                                                 
Earnings per share                     5            23.1p     15.8p
Diluted earnings per share             5            23.1p     15.8p
Adjusted earnings per share            5            21.1p     17.0p

Consolidated Balance Sheet
as at 31 December 1998
                                      Notes          1998     1997
                                                     £m       £m
                                                                
FIXED ASSETS                                                    
                                                                
Land and buildings                      6         2,163.2   1,953.4
Fixtures, fittings and equipment                       
                                                      0.7     1.3
                                                  2,163.9   1,954.7
                                                    
CURRENT ASSETS                                                  
                                                                
Debtors                                              371.6    36.5
Cash at bank and in hand                7            165.3    81.6
                                                     536.9   118.1
CREDITORS FALLING DUE WITHIN ONE                                
YEAR                                                            
                                        8           (31.3)   (42.6)
Borrowings                                         (163.1)   (111.4)
Other                                                
Net current assets/(liabilities)                     342.5   (35.9)
Total assets less current                          2,506.4   1,918.8
liabilities                                          
                                                                
CREDITORS FALLING DUE AFTER MORE                                
THAN ONE YEAR                                                   
                                                                
Borrowings, including convertible       8         (1,032.6)   (619.8)
bonds                                                
Other                                               (14.3)   (13.7)
Equity minority interests                           (60.8)   (32.5)
                                                  1,398.7   1,252.8
                                                      
                                                                
CAPITAL AND RESERVES                                            
                                                                
Called up share capital                              72.1     71.4
Share premium account                                525.9   525.9
Revaluation reserve                                  489.0   391.1
Other reserves                                         1.5     1.5
Profit and loss account                              310.2   262.9
Equity shareholders' funds                         1,398.7  1,252.8
                                                    


Statement of Total Recognised Gains and Losses
for the year ended 31 December 1998

                                                     1998    1997
                                                      £m      £m
                                                               
Profit for the financial year                        66.4    45.0
Unrealised surplus on revaluation of                 131.1   138.8
properties                                          (22.8)     -
Taxation on realisation of previous                  (4.2)   (5.6)
years' revaluation gains
Exchange translation movements
Total  recognised gains and losses for  the          170.5   178.2
year
                                                               

Note of Historical Cost Profits and Losses
for the year ended 31 December 1998

                                                     1998    1997
                                                      £m      £m
                                                               
Profit on ordinary activities before                 88.9    61.7
taxation                                             30.9   (35.5)
Realisation of previous years' revaluation
gains/(deficits)
Historical cost profit on ordinary                   119.8   26.2
activities before taxation
                                                               
Historical cost profit/(loss) for the                          
financial year after taxation,                       37.6   (24.4)
equity minority interests and dividends


Reconciliation of Movements in Shareholders' Funds
for the year ended 31 December 1998

                                                     1998     1997
                                                      £m       £m
                                                               
Retained profit for the financial year                29.5     11.1
Other recognised gains and losses                    104.1    133.2
Issue of shares                                       12.3      7.5
Net increase in shareholders' funds                  145.9    151.8
Shareholders' funds at 1 January                    1252.8  1,101.0
                                                               
                                                               
Shareholders' funds at 31 December                 1,398.7  1,252.8
                                                    

Consolidated Cash Flow Statement
for the year ended 31 December 1998

                                       Notes          1998     1997
                                        
                                                      £m       £m
                                                                
Net cash flow from operating            9            115.9   109.5
activities                              9           (52.8)   (50.1)
Returns on investment and servicing                 (26.5)   (11.4)
of finance                              9           (262.5)   14.9
Corporation tax paid                    9           (78.9)   (20.4)
Capital expenditure                                 (11.5)   (26.6)
Acquisitions and disposals                          
Equity dividends paid
                                                                
Cash (outflow)/inflow before use of                 (316.3)    15.9
liquid resources and financing                             
                                                                
(Increase)/Decrease in liquid                         (74.6)    18.6
resources                                             
Net cash inflow/(outflow) from                        399.9    (44.9)
financing
Increase/(Decrease) in cash in the                    9.0      (10.4)
year


Reconciliation of Net Cash Flow to Movement in Net Debt
for the year ended 31 December 1998

                                                     1998     1997
                                                      £m       £m
                                                                
Increase/(Decrease) in cash in the                    9.0    (10.4)
year                                                
(Increase)/Decrease in debt                         (399.2)    47.0      
Increase/(Decrease) in liquid                        74.6    (18.6)
resources
                                                                
                                                                
Change in net debt resulting from                   (315.6)    18.0
cash flows                                                 
                                                               
Disposal of secured bank debt on                     26.5      -
disposal of subsidiary                              (28.5)     -
Adoption of secured bank debt on                     (0.2)    35.3
acquisition of property
Exchange adjustment
                                                                
Movement in net debt in the year                    (317.8)    53.3
                                                        
Net debt at 1 January                               (580.8)   (634.1)
                                                   
                                                       
Net debt at 31 December                             (898.6)   (580.8)
                                                       
Liquid resources comprise short term deposits and treasury instruments.


1.   SEGMENTAL ANALYSIS

                                                          1998    1997
                                  Gross           Other   Net     Net
                                 rental   Rents  property rental  rental
                                 income   payable        income  income
                                                outgoings
                                   £m       £m     £m      £m      £m
     Rental income                                                  
                                                                    
     United Kingdom               96.4     9.3     7.1    80.0    77.5
     France                       22.4      -      1.7    20.7    18.3
     Germany                       9.9     0.3     2.9    6.7     5.7
                                                                    
     Continuing operations        128.7    9.6    11.7   107.4   101.5
     Discontinued operations      24.1     0.2     3.4    20.5    22.1
     - Canada
                                  152.8    9.8    15.1   127.9   123.6


                                                          1998    1997
                                                           £m      £m
     Assets employed                                                
                                                                    
     United Kingdom                                       1,354.1   1,168.7
     France                                                442.7    237.8
     Germany                                               175.7    108.7
                                                           
                                       
     Continuing operations                                1972.5   1,515.2
     Discontinued operations - Canada                     324.8  318.4
                                                          
                                                          2,297.3  1,833.6
     Net debt                                            (898.6)   (580.8)
                                                          1,398.7  1,252.8

2.   COST OF FINANCE (NET)

                                                          1998    1997
                                                           £m      £m
                                                                    
     Interest payable on:                                           
                                                                    
     Loans repayable within five years                    19.3    12.3
     Loans not repayable within five years                46.7    42.0
                                                                    
     Interest payable and similar charges                 66.0    54.3
     Less:                                                          
     Interest payable capitalised                         11.8    2.7
     Interest receivable                                  11.4    6.2
                                                          42.8    45.4


3.   TAXATION

                                                            1998   1997
                                                             £m     £m
                                                                     
                                                                     
     United Kingdom corporation tax at 31.0%                14.8   11.8
     (1997: 31.5%)                                         
     Advance corporation tax written back                  (10.7)  (0.5)
     Overseas tax before disposals                          1.8     1.2 
                                                              
                                                            5.9    12.5
                                                                     
     Overseas tax on disposals                              14.3   2.4
                                                                     
     Tax on profit on ordinary activities                   20.2   14.9
                                                                     
     Tax on realisation of previous years'                  22.8    -
     revaluation gains
                                                                     

     The  tax  charge  benefits from the recovery of advance  corporation  tax
     previously written off and from allowances for capital expenditure.
     
     Taxation  on the disposal of the Canadian business totalling  £37.1m  has
     been  allocated pro-rata to the profit in the year and to the realisation
     of previous years' revaluation gains.
     

4.   DIVIDENDS
                                                            1998   1997
                                                             £m     £m
                                                                     
     Interim 4.13p (1997: 3.8p) per share                   11.9   10.8
     Final proposed 8.68p (1997: 8.1p) per                  25.0   23.1
     share
                                                            36.9   33.9


5.   EARNINGS PER SHARE

     In  accordance with Financial Reporting Standard 14 Earnings  per  Share,
     earnings  per share have been calculated on the profit for the  financial
     year  of £66.4m (1997: £45.0m) and the weighted average number of  shares
     in issue during the year ended 31 December 1998 of 287.2m (1997: 284.4m).
     Fully  diluted  earnings  per share reflect the  exercise  of  conversion
     rights  relating  to  the convertible bonds and of  options  relating  to
     shares.   The adjusted earnings per share exclude exceptional  items  and
     tax  on property disposals and are calculated on the adjusted profit  for
     the  year of £60.6m (1997: £48.3m).  Exceptional items and their  related
     tax  increased  earnings  per share by 2.0  pence  in  1998  and  reduced
     earnings per share by 1.2 pence in 1997.


6.   LAND AND BUILDINGS

                                            Book  value         Cost
                                            1998   1997    1998   1997
                                             £m     £m      £m     £m
                                                                    
     Investment Properties                                          
                                                                    
     Fully developed properties           1,958.7  1,858.8  1,441.7  1,420.6
     Properties held for or in the         
     course of development                  204.5     94.6     204.5    94.6
                                          2,163.2  1,953.4  1,646.2  1,515.2
                                             
     As at 31 December 1998 the market value of properties held for
     development was £246.8m (1997: £121.3m).  The total amount of interest
     included in development properties at 31 December 1998 was £7.4m (1997:
     £3.6m).
                                                                   
                                            Long       Short       
                                Freeholds Leaseholde Leaseholds   Total
                                   £m        £m         £m        £m
                                                                   
     Movements in the year                                         
                                                                   
     Balance 1 January 1998      1,080.9    866.6       5.9     1,953.4
     Exchange adjustment           0.8      (4.1)       0.1      (3.2)
     Additions at cost            263.1     185.3        -       448.4
     Disposals at valuation      (335.6)   (46.5)        -      (382.1)
     Development outgoings         5.8       5.0         -       10.8
     capitalised                  97.8      36.8        1.3      135.9
     Revaluation surplus
     Balance 31 December         1,112.8   1,043.1      7.3     2,163.2
     1998


7.   CASH AT BANK AND IN HAND

                                                        1998      1997
                                                         £m        £m
                                                                    
                                                                    
     Cash at bank                                       16.4      7.4
     Short term deposits                               148.9      74.2
                                                       165.3      81.6

     Analysis by currency                                           
                                                                    
     Sterling                                          163.6      78.4
     French francs                                       -        2.1
     Deutschemarks                                      1.7       1.1
                                                       165.3      81.6
     

8.   BORROWINGS

                                                         1998      1997
                                                         £m        £m
     Unsecured                                                       
                                                                     
     £200 million 7.25%Sterling bonds due 2028           197.0       -
     £200 million 10.75% Sterling bonds due 2013         193.6     193.4
     £110 million 6.5% Sterling convertible bonds        107.7     107.5
     due 2006                                            84.1      83.7
     £86.4 million 7.875% Sterling bonds due 2003          -       120.0
     Canadian dollar bonds and commercial paper          452.8     134.1
     Bank loans and overdrafts                            1.1        -
     Other loans
                                                        1,036.3    638.7
     Exchange difference on currency swaps              (29.9)    (33.4)
                                                        1,006.4    605.3
                                                                     
     Secured
                                                                     
     Sterling mortgages 6.25%-9.25% due between          14.2      14.3
     2022 and 2070                                       28.5        -
     Deutschemark mortgages 5.24%-6.613% due             14.8      14.0
     between 1999 and 2006                                 -       28.8
     Deutschemark bank loans 1.92%-7.22% due
     between 1999 and 2051
     Canadian dollar mortgages 7.75%-9.5% due
     between 1999 and 2011
                                                         57.5      57.1
                                                                     
                                                        1,063.9    662.4

     Maturity                                                        
                                Bank loans     Other     1998      1997
                                    and        loans     Total    Total
                                overdrafts
                                    £m          £m        £m        £m
                                                                     
     After 5 years                 264.2       507.1     771.3    561.6
     From 2-5 years                173.1       87.2      260.3     56.8
     From 1-2 years                 0.4         0.6       1.0      1.4
     Due after more than 1         437.7       594.9    1,032.6   619.8
     year                          29.9         1.4      31.3      42.6
     Due within 1 year
                                   467.6       596.3    1,063.9   662.4
     
     
      Analysis by currency                                           
                                                        1998       1997
                                                         £m        £m
                                                                     
      Sterling                                         319.4       130.1
      Canadian dollars                                 228.5       236.9
      French francs                                    365.3       202.0
      Deutschemarks                                    150.7       93.4
                                                      1,063.9      662.4

9.   ANALYSIS OF CASH FLOWS

                                                       1998      1997
                                                        £m        £m
     Reconciliation of operating profit to net                     
     cash inflow from operating activities                         
                                                                   
     Operating profit                                  111.6     108.0
     Depreciation                                       0.7       0.6
     Letting costs written off                          0.2       1.0
     (Increase)/Decrease in debtors                    (5.3)      4.5
     Increase/(Decrease) in creditors                   8.7      (4.6)
                                                       115.9     109.5

     Returns on investment and servicing of                        
     finance                                                       
                                                       11.9       6.0
     Interest received                                (63.8)    (54.5)
     Interest paid                                     (0.9)     (1.6)
     Dividends paid to minorities
                                                      (52.8)    (50.1)

     Capital expenditure                                           
                                                                   
     Purchase and development of property             (330.0)   (97.7)
     Sales of property                                 67.5      112.6
                                                      (262.5)    14.9

                                                                   
     Acquisitions and disposals                                    
                                                                   
     Disposal of subsidiary company                   (14.9)       -
     Purchase of subsidiary companies                 (64.0)       -
     Purchase of equity minority interest in             -      (20.4)
     subsidiary company
                                                      (78.9)    (20.4)
     

10.  FINANCIAL STATEMENTS

     The  consolidated profit and loss account and balance sheet set out above
     are not statutory accounts as defined in Section 240 of the Companies Act
     1985.   Statutory accounts for the year ended 31 December 1997 have  been
     reported  on by the Company's auditors and delivered to the Registrar  of
     Companies.   The  audit  report was unqualified and  did  not  contain  a
     Statement  under  Section 237(2) or Section 237(3) of the  Companies  Act
     1985.
     
     Following  adoption of Financial Reporting Standard No. 9 Associates  and
     Joint  Ventures, the group's investment in Essen Shopping Center  BV  has
     been  reclassified as a joint arrangement.  Comparative figures have been
     reclassified.  The value of shareholders' funds and profit for  the  year
     are not affected by this reclassification.
     
11.  NOTICE OF MEETING

     The Annual General Meeting will be held at 10.30 a.m. on Thursday, 13 May
     1999 at 100 Park Lane, London W1Y 4AR.


    PROPERTY                                                                 
    PORTFOLIO
    INFORMATION
    at 31 December 1998
                                   Fully     Underlying    Net    Vacancy
                                 developed    valuation   rental  rate        
                                 investment    change     income  
                                 properties 
                                    £ m           %        £ m       %      
                                                                            
                                                                            
   United   Retail  London & South     411.0        5.5     23.4   1.0     
   Kingdom          East               258.3        5.5     13.0   5.1
                    Midlands &
                    North of
                    England
                                       669.3        5.5     36.4   2.6     
                                                                            
            Office  City               375.0        4.3     26.0   1.4     
                    West End           262.8       18.0     13.7   0.8     
                    Other               58.0       12.1     3.9    12.8    
                                      695.8        9.7      43.6   3.7     
                                                                            
            Total United Kingdom     1,365.1       7.6      80.0   3.1     
           
        
                                                                            
   Continental  Retail  France        392.0       10.3     17.0    1.0     
   Europe               Germany       175.8        2.5      6.7    5.9
   
                                      567.8        7.8     23.7    3.4     
                                                                            
                Office  France         25.8       (1.9)     3.7     -
     
       
            Total                    593.6        7.3      27.4    3.1     
            Continental
            Europe
 
                                                                         
   Group    Retail                  1,237.1       6.5     60.1      3.0     
            Office                    721.6       9.3     47.3      3.4    

                                                                            
            Total Group
            (excluding Canada)      1,958.7       7.5    107.4      3.1    
                                                              
                                         
            Canada (discontinued       -           -      20.5       -     
            operations)
                                                                            
            Total                  1,958.7        7.5    127.9       3.1     
            Group
         
                                                                            
    Number of                                                                
    property
    holdings
    by value
                          Above   Between     Between       Below   Total    
                         £100 m   £50 m and   £25m and     £25 m             
                                    £100m       £50m
                                                                            
            Retail              4      5           5            3      17     
                                                                           
            Office              2      3           3            14     22     
                                                                            
            Total               6      8           8            17     39     
  

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