Wrap Text
Audited Results for the year ended 31 December 2017
INTU PROPERTIES PLC
(Registration number UK3685527)
ISIN Code: GB0006834344
JSE share code: ITU
INTU PROPERTIES PLC
Press Release
22 FEBRUARY 2018
AUDITED RESULTS FOR THE YEAR ENDED 31 DECEMBER 2017
STRONG RESULTS IN A CHALLENGING RETAIL ENVIRONMENT
David Fischel, intu Chief Executive, commented:
"The underlying strengths of the intu business were much in evidence in 2017 as we recorded a robust overall performance,
confounding the external gloom and negativity in pre-Brexit UK about retail and retail property.
We recorded a strong year of leasing activity, signing 217 long-term leases in the UK and Spain, at rents in aggregate 7 per cent
ahead of previous rents, as retailers continue to focus on increasing their space in prime, high footfall retail and leisure
destinations such as our shopping centres.
During the year, major flagship brands upsized and optimised their presence, with the likes of Primark, Next and River Island
taking additional space in our centres, and Inditex and H&M expanding their brand portfolios with us. Major international brands
have also continued to recognise the attraction of our centres, including Victoria's Secret (US), Lovisa (Australia), Colette
(Australia) and Inglot (Poland) adding new stores.
This successful leasing performance has driven our third successive year of like for like net rental income growth, a key strategic
priority for us. Following increases of 1.8 per cent in 2015 and 3.6 per cent in 2016, we have delivered a 0.5 per cent increase for
the year overall, with a strong second half recovery with growth of 2.4%. Consequently, we reiterate our medium-term guidance,
over the next three to five years, of 2 to 3 per cent like-for-like net rental income growth per annum and expect to be in the range
of 1.5 to 2.5 per cent like-for-like net rental income growth in 2018.
Our asset performance was resilient in the UK and buoyant in Spain, resulting in a revaluation surplus of GBP47 million, which in
turn drove an increased profit for the year of GBP203 million (2016: GBP172 million) and took net asset value per share from 404 pence
to 411 pence. Other key performance indicators, such as 96 per cent occupancy and increased footfall for the year, also
demonstrated that intu is in good shape.
We moved on at pace with our investment plans, with significant projects underway at intu Watford, intu Lakeside and a number
of other centres. In the UK, we spent GBP184 million during the year and have plans to invest a further GBP562 million over the next
three years, with plenty of opportunity beyond that period, at returns we anticipate to deliver significant enhancement to
shareholder value.
Our successful asset recycling initiatives have continued as we concluded terms for the GBP148 million disposal of 50 per cent
interest in intu Chapelfield, following our disposals of intu Bromley and part of intu Uxbridge in previous years, all on terms
confirming the market values of these assets.
We continued to seize the substantial growth opportunity we see in Spain and acquired Madrid Xanadú in the year, a centre full
of potential and an ideal fit for our shopping resort model in Spain. With three top 10 shopping centres in the country, our
Spanish business, which we embarked upon in 2013 at an opportune moment in the cycle, delivered a tremendous performance
during the year with continued high occupancy, increased footfall and valuations of intu Asturias and Puerto Venecia, Zaragoza
increasing 11 per cent and 4 per cent respectively. We also welcomed new names to our centres, including Quiz, Levis,
Pandora, Alcott and Xiaomi, signing 38 new leases at an average 25% ahead of previous passing rent.
Five years on from launch, the importance of the intu brand has continued to grow with customer awareness increasing
considerably. The transaction between Hammerson and intu is expected to complete later this year and, as announced in
December, the enlarged group will be using the intu name within its shopping centre business.
"These results are an endorsement of the underlying strength of the intu business. Our active asset management, repositioning of the
portfolio, investment in our centres and brand in recent years have put intu in a strong position to mitigate the continuing challenging
business environment. Because of this, we remain confident in our future prospects and our ability to deliver further like-for-like rental
growth in the year ahead."
Enquiries:
intu properties plc
David Fischel Chief Executive +44 (0)20 7960 1207
Matthew Roberts Chief Financial Officer +44 (0)20 7960 1353
Adrian Croft Head of Investor Relations +44 (0)20 7960 1212
Public relations
UK: Justin Griffiths, Powerscourt +44 (0)20 7250 1446
SA: Frédéric Cornet, Instinctif Partners +27 (0)11 447 3030
Investor presentation
A presentation to analysts and investors will take place at UBS, 5 Broadgate, London EC2 at 9.30GMT on 22 February 2018.
The presentation will also be available to international analysts and investors through a live audio call and webcast.
The presentation and a copy of this announcement will be available on the Group's website intugroup.co.uk
About intu
intu owns and manages some of the best shopping centres, in some of the strongest locations, in the UK and Spain.
Our UK portfolio is made up of 17 centres, including ten of the top 25, and in Spain we own three of the country's top 10 centres,
with advanced plans to build a fourth.
We are passionate about creating compelling experiences, in centre and online, that make our customers smile and help our
retailers flourish.
We attract over 400 million customer visits and 26 million website visits a year offering a multichannel approach that truly
supports retail strategies. In 2017, we launched the UK's first tailor-made promotional services model to help brands as they look
to optimise their portfolio or expand their UK coverage.
Our strategic focus on prime, high-footfall flagship destinations, combined with the strength and popularity of our brand, means
that intu offers enhanced footfall, dwell time and loyalty. This helps our retailers flourish, driving occupancy and income growth.
We are committed to our local communities, with our centres supporting over 120,000 jobs (representing about 3 per cent of the
total UK retail workforce), and to operating with environmental responsibility. We have already met or exceeded a significant
number of our 2020 environmental targets.
Presentation of information
We account for our interests in joint ventures using the equity method as required by IFRS 11 Joint Arrangements. This means
that the income statement and the balance sheet include single lines for the Group's total share of post-tax profit and the net
investment in joint ventures respectively.
Management review and monitor performance as well as determine the strategy of the business primarily on a proportionately
consolidated basis. This includes the Group's share of joint ventures on an individual line-by-line basis rather than a post-tax
profit or net investment basis. The figures and commentary presented are consistent with our management approach as we
believe this provides a more meaningful analysis of the Group's performance. The other information section provides
reconciliations of the income statement and balance sheet between the two bases.
See financial review for more details on the presentation of information and alternative performance measures used.
This press release contains "forward-looking statements" regarding the belief or current expectations of intu properties plc, its Directors and other
members of its senior management about intu properties plc's businesses, financial performance and results of operations. These forward-
looking statements are not guarantees of future performance. Rather, they are based on current views and assumptions and involve known and
unknown risks, uncertainties and other factors, many of which are outside the control of intu properties plc and are difficult to predict, that may
cause actual results, performance or developments to differ materially from any future results, performance or developments expressed or
implied by the forward-looking statements. These forward-looking statements speak only as at the date of this press release. Except as required
by applicable law, intu properties plc makes no representation or warranty in relation to them and expressly disclaims any obligation to update or
revise any forward-looking statements contained herein to reflect any change in intu properties plc's expectations with regard thereto or any
change in events, conditions or circumstances on which any such statement is based.
Any information contained in this press release on the price at which shares or other securities in intu properties plc have been bought or sold in
the past, or on the yield on such shares or other securities, should not be relied upon as a guide to future performance.
HIGHLIGHTS OF 2017
Optimising asset performance
Delivering attractive long-term total property returns from strong, stable income streams
- increase in like-for-like net rental income of 0.5 per cent, a third successive year of growth. Former BHS stores
substantially relet with excellent lettings to quality retailers such as Next, Primark and Uniqlo
- signed 217 long-term leases (2016: 214) - 179 in the UK and 38 in Spain - delivering GBP38 million of annual rent at an
average of 7 per cent above the previous passing rent (2016: 4 per cent) and in line with valuers' assumptions
- rent reviews settled in the year on average 9 per cent above previous passing rent (2016: 8 per cent)
- occupancy stable at 96.1 per cent (December 2016: 96.0 per cent)
- footfall increased by 0.1 per cent outperforming the national ShopperTrak retail average which fell by 2.8 per cent
Delivering UK developments
Extending and enhancing our existing locations to deliver superior returns
- capital expenditure of GBP184 million in the year including GBP63 million on the extension of intu Watford and GBP58 million on
the acquisition of income generating properties which will form part of future capital projects
- the GBP180 million intu Watford extension is on target and on budget to open in October 2018 with pre-lets well advanced
- commenced the GBP72 million Nickelodeon-anchored leisure scheme at intu Lakeside; completed the leisure line-up by
signing Hollywood Bowl, Puttshack and Flip Out
- near-term committed and pipeline capital expenditure for the next three years of GBP562 million, with intention to start intu
Trafford Centre (Barton Square - GBP72 million) and intu Broadmarsh, Nottingham (GBP81 million) projects in 2018
Making the brand count
Using our respected brand to create compelling experiences for our customers
- unprompted awareness of the intu brand increased to 26 per cent (2016: 22 per cent), with prompted awareness
increasing to 71 per cent (2016: 63 per cent)
- net promoter score, our measure of customer service, consistent at around 70 throughout the year
- intu Experiences, our dedicated promotions business, generated income of GBP22 million, equivalent to the rental income
of our seventh largest centre
- intu.co.uk, our premium content publisher and shopping platform, delivered sales for retailers of GBP9 million, a 50 per
cent increase on 2016
- achieved our 2020 target of a 50 per cent intensity reduction in carbon emissions three years ahead of plan
Seizing the growth opportunity in Spain
Creating a business of scale through acquisitions and development projects
- acquired Madrid Xanadú, one of Spain's top-10 shopping centres, for a headline price of EUR530 million, and introduced
TH Real Estate as a 50 per cent joint venture partner
- signed 38 long-term leases delivering GBP2 million of annual rent at an average of 25 per cent above previous passing
rent
- occupancy stable at 97 per cent and footfall up 1 per cent, which includes the disruption from the intu Asturias mall
redevelopment in the year which has now successfully completed
- revaluation surplus of GBP98 million in Spain from intu Costa del Sol land (GBP74 million) and existing centres (GBP24 million)
with intu Asturias up 11 per cent and Puerto Venecia up 4 per cent, driven by growth in rental values
- at intu Costa del Sol, our proposed 230,000 sq m shopping resort development, approval of the General Plan of
Torremolinos was a major step forward. The remaining consents are expected in the coming months
HIGHLIGHTS OF 2017
Financial highlights(1)
Year ended 31 December
2017 2016
Net rental income (GBPm)(2)(3) 460 447
Underlying earnings (GBPm) 201 200
Property revaluation surplus/(deficit) (GBPm)(2)(3) 47 (64)
IFRS profit for the year (GBPm) 203 172
Underlying EPS (pence) 15.0 15.0
Dividend per share (pence) 14.0 14.0
At 31 December
2017 2016
Market value of investment properties (GBPm)(2)(3)(4)(5) 10,529 9,985
IFRS net assets attributable to owners of intu properties plc (GBPm) 5,075 4,979
NAV per share (diluted, adjusted) (pence) 411 404
Debt to assets ratio (per cent)(2)(3)(6) 45.2 43.7
(1) Please refer to glossary for definition of terms.
(2) Including Group's share of joint ventures.
(3) See other information section for reconciliations between presented figures and International Financial Reporting Standards (IFRS) figures.
(4) Including intu Chapelfield which is classified as an asset held for sale.
(5) Market value of investment properties is based on third party valuations as at 31 December 2017. For the purposes of the Takeover Code the scheme document to
be issued in connection with the proposed transaction with Hammerson will contain valuation reports in accordance with Rule 29 of the Code.
(6) Pro forma for the GBP148 million disposal of 50 per cent of intu Chapelfield which completed on 31 January 2018.
Highlights for the year:
- increase in net rental income of GBP13 million includes strong like-for-like recovery in the second half of the
year with growth of 2.4 per cent, delivering full year like-for-like growth of 0.5 per cent
- growth in the second half of the year taking full year underlying earnings to GBP201 million, ahead of 2016
- increase in Spanish valuations, partially offset by a small fall in UK values, delivers a property revaluation
surplus of GBP47 million
- increased profit for the year by GBP31 million to GBP203 million primarily from the property revaluation surplus
(movement of GBP111 million against the deficit in 2016), partially offset by one-off GBP74 million gain on
disposal in 2016
- underlying earnings per share in line with 2016 at 15.0 pence with full year dividend unchanged at
14.0 pence
- net asset value per share (diluted, adjusted) of 411 pence, an increase of 7 pence, delivering a total
financial return for the year of 5.2 per cent
- substantial cash and available facilities of GBP833 million on a pro forma basis (31 December 2016: GBP922
million), reflecting the GBP148 million disposal of 50 per cent of intu Chapelfield, Norwich
Presentation of information
Amounts are presented including the Group's share of joint ventures.
Underlying earnings is used by management to assess the underlying performance of the business and is based on an industry
standard comparable measure. It excludes valuation movements, exceptional items and related tax.
See financial review for more details on the presentation of information and alternative performance measures used.
CHIEF EXECUTIVE'S REVIEW
Our performance in 2017
The underlying strengths of the intu business were much in evidence in 2017 as we have recorded a robust overall performance,
confounding the external gloom and negativity in pre-Brexit UK about retail and retail property, and showing the success of our
asset management initiatives and strategic positioning.
Our underlying earnings per share were steady at 15.0 pence; we grew like-for-like net rental income by 0.5 per cent, within our
original guidance 12 months ago; and net asset value per share, helped by a tremendous performance from the Spanish
business, increased from 404 pence to 411 pence.
We delivered on each of our four core objectives for 2017:
- asset performance was resilient in the UK and buoyant in Spain, with the clear message from key performance
indicators, such as lettings, occupancy, footfall and dwell time, that intu is in fine shape
- the investment programme in the UK moved on at pace with expenditure in the year of GBP184 million. The pipeline for the
next three years amounts to GBP562 million, with plenty of opportunity beyond that date. In addition to the GBP180 million intu
Watford extension, opening in 2018, significant projects are underway at major centres, such as intu Lakeside, intu
Trafford Centre and intu Merry Hill
- the awareness and importance of the intu brand has continued to grow. Five years on from launch, we can clearly see
the advantages of a strong brand for a shopping centre business such as ours. Among these advantages we would
include superior customer service, refreshing changes to the centres' physical and digital environments and new and
innovative sources of revenue
- we continued to seize the growth opportunity in Spain. We acquired Madrid Xanadú in the year, a centre full of growth
opportunities and an ideal fit for our shopping resort model in Spain, with a Nickelodeon theme park attraction and
aquarium under construction, to add to the existing indoor ski slope
Outlook and 2018 strategic objectives
The environment for the business is likely to remain challenging as the UK continues through the Brexit negotiations. Our
shopping centres have not been immune to the UK's relatively sluggish economic performance. Decision-making about investing
in the UK has inevitably been impacted in the pre-Brexit period and domestic consumers have been adapting to fluctuations in
their discretionary spending capacity.
The 2017 results are, however, a considerable endorsement of the underlying strength of the intu business and our strategic
objectives for 2018 build on those we have pursued in the last few years. They are:
- growing like-for-like net rental income
- optimising our flagship destinations
- delivering operational excellence
- making smart use of capital
Front of mind for investors is the changing mix of online and in-store sales and how that might affect demand for physical space,
hence our particular focus on the basic measure of growing like-for-like net rental income. At intu, we are still seeing key retailers
taking more space, and investing for the long term in our centres, as they recognise the footfall we deliver and our ability to
create more reasons for customers to visit and stay longer.
Our energies are also concentrated on ensuring all our centres evolve with consumer and retailer needs, so that they deliver
sustainable growth. Keeping our centres at the forefront of people's minds requires continual focus on bringing in new
attractions, be it a key retailer or restaurant or a compelling leisure attraction. In addition to delivering our target return hurdles,
our projects innovate what we offer our customers and keep us at the leading edge of the shopping centre industry.
Nowhere will this be more obvious than at our ground-up scheme in Spain, intu Costa del Sol, where we have the opportunity to
create a world-class centre, delivering our signature shopping resort product and showcasing our expertise.
Operational excellence is a clear differentiator in both the UK and Spain. Our knowledge and insight are important, as is our
culture and living our values - bold, creative and genuine - which underpin everything that we do. Our culture is embodied by
our brand which has become recognised throughout the shopping centre industry, with intu a byword for fantastic customer
service, motivated and enthusiastic staff, expert mall operations and good corporate citizenship.
Our skill in this area is recognised by the partners we have brought in to the business in the last few years, including CPPIB,
LaSalle Investment Management and TH Real Estate. The ability to partner on assets allows us to astutely recycle and allocate
capital to deliver superior returns. With over GBP800 million of cash and committed facilities, our financial position is very sound.
STRATEGIC REVIEW
OPERATING REVIEW
Our operating review analyses how we have performed in the year and sets out our strategy.
Optimising asset performance
We focus on creating vibrant environments where customers and retailers want to be. This increases the value of our centres
and provides strong, stable income streams and positive operating metrics. These elements ensure we deliver attractive long-
term total property returns.
Valuation
Market Value Like-for-like
31 December 31 December Surplus/ Surplus/
2017 2016 (deficit) (deficit)
GBPm GBPm GBPm %
UK super-regional centres 6,373.7 6,315.8 (17.7) (0.3)
UK major city centres 2,559.3 2,544.3 (15.0) (0.6)
Spanish centres 371.6 331.0 22.4 6.4
9,304.6 9,191.1 (10.3) (0.1)
Acquisition: Madrid Xanadú 235.2 - 1.7 0.7
Spanish developments 212.8 76.7 74.5 53.8
Other 470.1 419.2 (28.2) (5.1)
10,222.7 9,687.0 37.7 0.4
intu Chapelfield (asset held for sale at 31 December 2017) 306.5 297.7 9.6 3.3
Total 10,529.2 9,984.7 47.3 0.5
The table above shows the main components of the GBP47.3 million revaluation surplus:
- UK super-regional centres and major city centres: stable values recognising the continuing attraction of this asset class
which remains key to retailers' requirements. The small overall deficits relate to investment on the existing intu Watford
centre and tenant repositioning at intu Merry Hill not yet reflected in rental values
- Spanish centres: strong rental growth and continued strong demand for top-quality Spanish centres has driven
valuations up at both intu Asturias and Puerto Venecia
- Spanish developments: with most of the planning requirements in place at intu Costa del Sol, the first independent
valuation of the site, which was previously carried at cost, delivered a GBP74 million surplus over cost
- other: represents valuation movements on assets valued below GBP200 million each
The weighted average nominal equivalent yield at 31 December 2017 remained stable at 5.03 per cent, an increase of one basis
point in the year.
On a like-for-like basis, ERV increased by 1.0 per cent in the year, compared with the IPD index which indicated a 0.4 per cent
increase.
The overall quality of our portfolio is illustrated by our long-term outperformance of the IPD capital growth monthly retail index, as
shown in the chart below.
Group like-for-like net rental income
2017 2016
Rent reviews, improved letting and turnover income +2.2% +2.3%
Capital investment +0.4% +0.8%
Vacancy impact -0.4% +1.7%
Units closed for redevelopment and/or repositioning -1.4% -0.6%
Other letting activity (eg bad debt; surrender premiums) -0.3% -0.6%
Increase in like-for-like net rental income +0.5% +3.6%
Rent from lettings and rent reviews delivered 2.2 per cent rental growth. Against previous passing rent, lettings were on average
up 7 per cent and rent reviews up 9 per cent.
This growth was partially offset by the 1.4 per cent impact of units closed for redevelopment and/or repositioning, mainly from the
former BHS stores which are now substantially relet with excellent lettings to quality retailers such as Next, Primark and Uniqlo.
These were not income producing in 2017, but will come back on stream in 2018.
As previously stated, we expect to deliver medium term like-for-like net rental income growth of 2 to 3 per cent per annum, over
the next three to five years, and in 2018 we expect this to be in the range of 1.5 to 2.5 per cent, subject to no material tenant
failures.
UK operating metrics
2017 2016
Occupancy 96.1% 96.0%
- of which, occupied by tenants trading in administration 0.6% 0.5%
Leasing activity - number, new rent 179, GBP35m 187, GBP35m
- new rent relative to previous passing rent +6% +4%
Footfall +0.1% +1.3%
Retailer sales (like-for-like centres) -2.1% +0.2%
Rent to estimated sales (exc. anchors and major space users) 12.1% 12.2%
Occupancy is 96.1 per cent, in line with 31 December 2016 and 30 June 2017. This is equivalent to 97.0 per cent on the industry
standard EPRA calculation (December 2016: 97.0 per cent).
We agreed 179 long-term leases in the year, amounting to GBP35 million annual rent, at an average of 6 per cent above previous
passing rent (like-for-like units) and in line with valuers' assumptions. Retailers continue to focus on increasing their space in
prime, high footfall retail destinations. Significant activity in the year includes:
- new retail anchors, in the shape of key fashion brands, upsizing to optimise their offering and configuration. This
includes Primark, Next and River Island upsizing at intu Merry Hill, as well as Inditex and H&M expanding their brand
portfolios with Stradivarius at St David's and Monki at Manchester Arndale
- international brands' ongoing recognition of the attraction of intu's destination shopping centres. Victoria's Secret, the
US lingerie brand, and Lovisa, an Australian accessories store, have both added three stores. Colette, the Australian
handbag retailer, has opened its second UK store at Manchester Arndale and Inglot, a Polish cosmetics brand, opened
its first store outside London at intu Eldon Square
- brands recognising the benefit of stores as part of their customer acquisition, with Paul Smith opening their first store in
Manchester at Manchester Arndale and Tesla continuing their roll-out of stores at intu Milton Keynes
- leisure operators continuing to grow in flagship destinations with Puttshack, Flip Out and Hollywood Bowl joining
Nickelodeon at the intu Lakeside leisure extension and Gravity at the refurbished Soar at intu Braehead
259 shops opened or refitted in our UK centres in 2017 (2016: 225 stores), around 9 per cent of our 2,800 units. Tenants have
invested around GBP89 million in these stores, a significant demonstration of their commitment to our centres.
We settled 218 rent reviews in the year for new rents totalling GBP47 million, an average uplift of 9 per cent on the previous rents.
Footfall improved by 0.1 per cent in the year, significantly outperforming the ShopperTrak measure of UK national retail footfall
which was down by 2.8 per cent, highlighting the attraction of our compelling destinations against the wider market.
Estimated retailer sales in our centres were down 2.1 per cent predominantly driven by some clothing retailers who had a
challenging year in 2017. In-store sales figures take no account of the benefit of the store to retailers' online sales and are further
impacted by returns of online sales. The ratio of rents to estimated sales for standard units remained stable in the year at 12.1
per cent.
Catering and leisure units now comprise over 500 of our overall 2,800 leases and have increased steadily in recent years in a
growing market. Reflecting changing customer preferences, over the last five years, this market has increased to around 13 per
cent of total rental income. Over the same period, we have seen a reduction in rental income from fashion outlets to around 25
per cent.
The difference between annual property income (see glossary) of GBP462 million and ERV of GBP544 million represents GBP37 million
from vacant and development units and reversion of GBP45 million, 8 per cent, from rent reviews and lease expiry. Of the 8 per
cent reversion, 1 per cent is only realisable on expiry of leases with over 10 years remaining (eg anchor units), leaving 7 per cent
realisable from other lease expiries and rent reviews.
The weighted average unexpired lease term is 7.5 years (31 December 2016: 7.7 years) illustrating the longevity of our income
streams.
Delivering UK developments
In 2017, we invested GBP184 million in the UK. This included GBP63 million on the intu Watford extension, GBP58 million on the
acquisition of additional properties (all currently income-generating) which will be integral to future development projects, GBP12
million on the leisure extension at intu Lakeside and GBP51 million on other active asset management projects, including the new
Travelodge hotel at intu Lakeside and the Next flagship store at intu Metrocentre.
Near-term pipeline
Looking ahead, we are progressing our near-term pipeline of GBP562 million over the next three years, reinforcing our existing
assets and delivering value-enhancing returns. Our development team continues to progress these projects on budget and on
time, with major developments on site at intu Watford and intu Lakeside and soon to start at intu Trafford Centre (Barton Square)
and intu Broadmarsh, Nottingham.
Cost to completion (GBPm)
Total 2018 2019 2020
intu Watford 80 77 3 -
intu Lakeside 57 52 5 -
intu Trafford Centre 72 25 47 -
Active asset management 55 50 5 -
Total committed 264 204 60 -
intu Broadmarsh, Nottingham 81 11 40 30
intu Merry Hill (leisure) 70 - - 70
intu Milton Keynes (phase 1) 15 - - 15
Active asset management 132 45 45 42
Total pipeline 298 56 85 157
Total UK 562 260 145 157
Spain(1 397 23 157 217
Total 959 283 302 374
(1) See below - Seizing the growth opportunity in Spain - for more details.
We are committed to investing GBP264 million, most of which is on key ongoing projects:
- at intu Watford we remain on target with our GBP180 million extension expected to open in October 2018. The
development has topped out, with the feature roof now installed and anchor tenants due to start fitting out in the next
few months. The 380,000 sq ft project, anchored by Debenhams and Cineworld, is two-thirds let by space with
Superdry and Hollywood Bowl exchanged in the year. The cost to completion of this project is GBP80 million, and as
previously stated, the project is expected to deliver a return on cost of 6 to 7 per cent, including 1 to 2 per cent from the
existing centre
- at intu Lakeside we have commenced construction of the GBP72 million leisure extension, with GBP57 million of cost
remaining to completion. This 175,000 sq ft project is expected to deliver a return on cost of 6.5 per cent and has the
four leisure attractions Nickelodeon, Flip Out, Puttshack and Hollywood Bowl exchanged
- at intu Trafford Centre, we have signed Primark to anchor the expansion and transformation of Barton Square. The GBP72
million project will enclose the courtyard, enhance interiors, allow trading from two levels and provide a fashion offer for
the first time at Barton Square. We are progressing the procurement of the construction works and expect the project,
delivering a return of 6 to 7 per cent, to be completed by mid-2019
- active asset management projects total GBP55 million and include the Halle Place restaurant redevelopment at
Manchester Arndale, the creation of flagship stores for Next at intu Metrocentre and intu Merry Hill and the
redevelopment of former BHS units for Uniqlo and Primark at Manchester Arndale and intu Merry Hill respectively.
These projects are expected to deliver a range of returns between 6 and 10 per cent dependent on the nature of the
individual project
Our pipeline of planned projects amounts to GBP298 million, with a focus on extension and redevelopments:
- at intu Broadmarsh we have a planned redevelopment which is expected to cost GBP81 million and deliver a stabilised
initial yield of around 7 per cent. We have signed The Light cinema and Hollywood Bowl to anchor the scheme and we
would expect to have the required level of pre-lets and completed detailed design to enable us to commit to this by the
second half of 2018
- at intu Merry Hill we are planning to increase the catering and leisure to bring it in line with other super-regional centres.
In total, we expect to invest around GBP100 million, of which GBP70 million will be spent in the period to 2020, delivering a
return at a similar level to that of the leisure extension at intu Lakeside
- at intu Milton Keynes we expect to invest GBP15 million commencing phase one of the redevelopment of under-utilised
space
- other active asset management projects are smaller in nature, across all centres and at various stages of feasibility. We
have the flexibility to start these projects when we have the required level of pre-lets and expect them to deliver similar
returns to those that we have committed to
Future opportunities
Beyond 2020, we continue to work on securing the required planning approvals and tenant demand to start GBP1.4 billion of further
projects which we would expect to deliver stabilised initial yields of around 7 per cent. We have planning approvals for
extensions to intu Braehead, intu Lakeside, intu Victoria Centre and intu Milton Keynes and are at earlier stages of the planning
process for the extension of Cribbs Causeway.
Funding
We will fund our near-term pipeline from cash and available facilities and from recycling capital to deliver superior returns. Cash
and available facilities at 31 December 2017 were GBP833 million on a pro forma basis including the GBP148 million disposal of 50 per
cent of intu Chapelfield. Further recycling potential lies in the introduction of partners into some of our centres, although this
would have a short-term negative earnings impact until the proceeds are reinvested.
In addition, we expect to raise finance on near-term projects, such as the intu Watford extension, as they complete, to fund future
opportunities.
Making the brand count
The intu brand has positioned us well, as the role of the shopping centre operator has changed, to ensure our centres remain
relevant for both customers and retailers. The unprompted awareness of the intu brand increased to 26 per cent, a threefold
increase since 2015 when we started monitoring, highlighting its increasing recognition and value. Additionally, our prompted
awareness has increased to 71 per cent in 2017, from 63 per cent in 2016.
The combination of our national presence, attractive digital offering and in-house experiences team offers retailers and brands
promotional opportunities, which in turn gives us a multidisciplinary opportunity to help retailers flourish within our centres.
The importance of identifying new ideas and services emerging in the UK retail market cannot be underestimated. In 2017 we
launched intu Accelerate, an incubator for these technologies and services, identifying start-ups to pilot new concepts in centre
and online, including what is believed to be Europe's first customer services robot in a shopping centre.
Customer service
Putting the customer first is embedded in our culture. Our net promoter score, a measure of customer service, ran consistently
high throughout the year averaging 70 and demonstrating our in-centre operational excellence.
intu Experiences
Curation of the customer experience is a key element of our role in managing shopping centres. Our in-house team, intu
Experiences, which generated income of GBP22 million, is crucial in delivering immersive brand partnerships, mall
commercialisation and advertising which is complementary to the asset strategy of each centre and meets our quality standards.
An example of this end-to-end control is the large format digital screen we have introduced to each of our out-of-town centres,
providing new income streams from global brands. We own all these screens and, in many instances, produce the content in-
house - an area of growth for us.
Similarly, choosing the brands we work with promotionally is important in delivering the right messages. Through the Easter
holidays we furthered our collaboration with Nick Jr., Nickelodeon's pre-school television channel, adding augmented reality
functionality to our in-centre app to deliver a new family experience to our customers.
intu Digital
Our attractive digital offering through our premium content publisher and shopping platform, intu.co.uk, continued to grow
strongly and delivered online sales for retailers of GBP9 million in the year, an increase of 50 per cent against 2016.
We continue to develop the site, with image recognition to assist product search added in 2017. 'Shop Insider', the premium
content section of the site, saw traffic up nearly 200 per cent in the year to 1.5 million visits, leading to a 50 per cent increase in
visits to the shopping pages. This highlights the power of quality content to drive both physical and digital sales, as shoppers
continue to be ever more considered in their purchases, researching heavily online before planned visits.
Key to this growth is our online marketing expertise with over two million individuals on our active marketing database and a
social media audience of over one million.
Seizing the growth opportunity in Spain
Our Spanish strategy has been to create a business of scale through acquisitions and our pipeline of development projects,
concentrating on the top-10 key catchments, where we now own and manage three of Spain's top-10 shopping centres, with the
acquisition of Madrid Xanadú in 2017 (see Acquisitions and disposals). In addition, we have three development sites with the
most advanced project being intu Costa del Sol, near Málaga.
Operational performance
The occupancy of our Spanish centres is 97 per cent. We agreed 38 long-term lettings in the year, amounting to over GBP2 million
annual rent, at an average of 25 per cent above previous passing rent (like-for-like units). New names to our centres included
Quiz, Levis, Pandora, Alcott and Xiaomi.
Footfall increased by 1.0 per cent in the year and this includes the disruption in the first half of 2017 from the redevelopment
work at intu Asturias where we developed a previously underutilised area to introduce a supermarket and new retail units. This
opened in July with a strong uplift in footfall.
We have increased the value of the centres owned throughout the year with growth in rental values being the main driver. Our
share of Puerto Venecia, Zaragoza was valued at GBP231 million, an increase of 4 per cent, and our share of intu Asturias
increased by 11 per cent, to GBP141 million.
In 2018, we plan to roll out the intu brand to Puerto Venecia and Madrid Xanadú.
Near-term pipeline
Our Spanish development pipeline through to the end of 2020 amounts to GBP397 million.
We have active asset management projects of GBP57 million through to the end of 2020 across all three centres with a focus on
enhancing the resort content of each centre.
Our world class project at intu Costa del Sol will create a shopping resort of around 230,000 sq m. In 2017, the approval of the
General Plan of Torremolinos was a major step forward, with the remaining consents expected in the coming months. We have
very strong interest from tenants and would anticipate being on site in the next 12 months.
The land, with planning mostly approved, was independently valued at the end of 2017, delivering a surplus of GBP74 million.
The total cost to completion of the development is expected to be around GBP600 million (GBP340 million through to 2020), excluding
the land, and deliver a stabilised initial yield of around 7 per cent. We expect to fund the project through bank and other finance,
and introduce a partner at a later stage.
Future opportunities
We continue to develop plans at the two other sites in Valencia and Vigo, having decided not to progress with our development
option in Palma. At this point, intu Valencia, where we have renewed support from the regional government, is the most likely to
follow intu Costa del Sol.
Acquisitions and disposals
In line with our strategy, we continue to recycle capital to focus on our flagship destinations where we have the opportunity to
deliver superior returns.
Acquisitions
In March 2017, we acquired Madrid Xanadú, one of Spain's top-10 shopping centres, for an agreed headline price of EUR530
million. The centre has many of the key retailers, including El Corte Inglés, all the Inditex fascias, Primark and Apple, along with
a strong leisure offering of Spain's only indoor ski slope, cinema, bowling and soon-to-open aquarium and Nickelodeon theme
park. Footfall is 13 million, with a potential catchment of four million people living within a 30-minute drive time. Over the medium
term, we see good reversionary potential, with further growth opportunities from key asset management initiatives which will
enhance the centre's status as a truly regional retail and leisure resort, drawing visitors from a wider catchment.
In July 2017, we formed a joint venture with TH Real Estate for them to take ownership of 50 per cent of Madrid Xanadú based
on the original acquisition price.
Disposals
In November 2017, we announced the formation of a joint venture with LaSalle Investment Management for them to take
ownership of 50 per cent of intu Chapelfield, Norwich for a net consideration of GBP148 million, in line with the December 2016
valuation. The transaction completed in January 2018.
Corporate responsibility
We have had a successful year in both our work with communities and our efforts to reduce our environmental impact, having
met many of our 2020 environmental targets three years early.
We have surpassed our ambitious target of a 50 per cent reduction in carbon intensity by 2020 based on our 2010 levels. Using
a mix of technology and behaviour change interventions we are proud this year to have reached a total carbon reduction of 58
per cent from 2010 emissions. This has saved 144,000 tonnes of carbon and reduced our energy costs by GBP25 million.
We also maintained our 'zero waste to landfill' status for the second year, meaning we diverted 28,000 tonnes of waste from
landfill and saved GBP2.4 million in associated landfill costs. However, due to market factors including China's ban on the importing
of waste for recycling, our recycling rate has fallen by 11 per cent to 63 per cent. Recycling rates will continue to fall until new
markets are found as there is insufficient provision in the UK to handle the quantity we produce.
Last year we set up the Green Lab, our sustainability innovation group, to drive forward a range of sustainability initiatives across
the business. Following the introduction of renewable energy generation and food waste trials last year, this year we have
focused on working with sustainability consultants Bioregional to test new innovations that can be rolled out across the business.
We are trialling some of these ideas on the upcoming intu Broadmarsh redevelopment. Next year we plan to explore further
innovations in our operations.
Our strong and open relationships with our stakeholders means we have delivered real and lasting change in our communities.
This year our wide-ranging community investment - which focuses on skills and employment, health and wellbeing, and social
inclusion - benefited 3,645 people. Feedback showed 71 per cent of responders reported experiencing a positive change in their
quality of life.
Jobs in our centres continue to form a significant proportion of the UK's retail sector employment - we are responsible for about
3 per cent of all jobs in the sector. The majority of these are locally employed, meaning the wealth we create is captured locally.
This year we are reporting on our sustainability performance in Spain in our CR report and plan to include our Spanish assets in
our future commitments.
MARKET REVIEW
UK investment market
Prime shopping centres continue to attract interest from both international and domestic investors. While activity was limited in
2017, good levels of demand remain for quality assets in the UK's liquid and transparent market for large shopping centres.
A flight to quality has ensured prime yields on assets with simple ownership structures remain stable as investors look at the
quality and longevity of income streams coupled with rental growth potential in a market where new supply, by way of
development, remains low. Against this, the depth of investor demand for secondary assets has diminished.
UK consumer market
Uncertainty regarding the final terms of the UK's exit from the EU is creating a mixed picture on the state of the UK consumer.
Unemployment continues at record low levels which should in turn drive growth in personal income. However, the increase in
inflation from the weakening of sterling after the EU referendum vote is causing prices to rise faster than wages at the moment
which impacts consumers' disposable income. The Asda benchmark index of household disposable income has remained level
since December 2016.
Looking further ahead, the Bank of England's forecasts suggest that wage growth will overtake inflation as we go into 2018.
Consumer confidence, as measured by GfK, has reduced slightly in 2017, reflecting the negative sentiment on the expectations
for the economy, although consumers' view on their personal finance situation over the next 12 months is stable.
These mixed messages have not had a material effect on total non-food retail spending, which remained unchanged in 2017
against the previous year (British Retail Consortium total non-food retail index), although, with the continued growth in online,
in-store sales were down by around 2 per cent in the year.
Occupier market
Retail is a dynamic industry, and retailers the world over are used to dealing with an ever-changing environment. Right now they
are facing economic and structural challenges which are speeding up the rate of change of their online and instore strategies.
The store, and its value, is still integral to these strategies. Retailers are continuing to invest in flagship stores in locations that
offer a compelling mix of retail, catering, leisure and experience and deliver high footfall. That is why we continue to be a key
landlord for our retailers:
- New retail anchors: The retailers that attract customers to a centre are changing. Super retailers, such as Primark and
Next, are increasing their store size, while the likes of Inditex and H&M are taking additional stores for their portfolios of
brands. Customers are drawn to these retailers because they offer their full ranges in our flagship destinations
- International: Despite the challenging headwinds facing retailers, the UK is still an attractive market for international
retailers who focus their expansion plans on high footfall, experience-based locations. Demand is truly global, with
Victoria's Secret from the US, Australian accessories brand Lovisa and Polish cosmetics store Inglot all expanding
- Brands: As direct access to new customers becomes harder, brands are considering different routes, with shopping
centres an attractive option as they offer high levels of footfall and long dwell times. Global brands such as Nespresso,
Mercedes and Tesla are following this route and we are having conversations with fast-moving consumer goods
companies
- Leisure: From trampolining and mini-golf to skiing and aquariums, brands such as Puttshack, Flip Out and Gravity are
increasingly taking space in our flagship centres, to reach the leisure-hungry customer. Leisure and experience play a
key role in what people decide to do with their free time and they want to enjoy such attractions at a place convenient to
them
Spanish market
The Spanish economy is still one of Europe's fastest growing economies and this should continue in 2018 with its GDP growth
expected to be one of the highest of the major European economies. For the consumer, unemployment is at its lowest level for
several years and consumer confidence at its highest. This in turn benefits retail sales which are further enhanced by record
levels of tourists which have increased by 20 per cent over the last two years.
The investment market remains strong with continuing investor confidence in Spanish real estate supported by an economy that
is growing. With banks willing to lend against Spanish assets, the weight of money in the market looking to invest in quality
assets has continued to strengthen the market. Partly due to the lack of development in recent years, prime regional shopping
centres are scarce which is reflected in good demand.
TOP PROPERTIES
Annual Headline
Market Size Number property rent ABC1
value (sq ft 000) Ownership of stores income ITZA customers Key tenants
Super-regional centres
intu Trafford Centre GBP2,324m 2,018 100% 227 GBP93.7m GBP450 67% Debenhams, Topshop,
Selfridges, John Lewis, Next,
Apple, Ted Baker, Victoria's
Secret, Odeon, Legoland
Discovery Centre, H&M,
Hamleys, Marks & Spencer,
Zara, Sea Life
intu Lakeside GBP1,417m 1,435 100% 250 GBP53.2m GBP360 69% House of Fraser, Debenhams,
Marks & Spencer, Topshop,
Zara, Primark, Vue, Victoria's
Secret, H&M, Next
intu Merry Hill GBP931m 1,671 100% 217 GBP42.4m GBP200 48% Marks & Spencer, Debenhams,
Primark, Next, Topshop, Asda,
Boots, H&M, Odeon
intu Metrocentre GBP929m 2,086 90% 307 GBP48.1m GBP280 55% House of Fraser, Marks &
Spencer, Debenhams, Apple,
H&M, Topshop, Zara, Primark,
River Island, Odeon
intu Braehead GBP533m 1,123 100% 123 GBP28.1m GBP250* 64% Marks & Spencer, Primark,
Apple, Next, H&M, Topshop,
Hollister, Superdry, Sainsbury's
Cribbs Causeway GBP240m 1,075 33% 153 GBP12.9m GBP305 80% John Lewis, Marks & Spencer,
Apple, Next, Topshop,
Timberland, Hobbs, Hugo Boss,
H&M, Tesla
Major city centres
intu Derby GBP458m 1,300 100% 212 GBP28.9m GBP110 46% Marks & Spencer, Debenhams,
Sainsbury's, Next, Boots,
Topshop, Cinema de Lux, Zara,
H&M
Manchester Arndale GBP456m 1,790 48% 254 GBP21.3m GBP285 57% Harvey Nichols, Apple, Burberry,
Topshop, Next, Ugg, Hugo Boss,
Superdry, Zara, Hollister,
Victoria's Secret, Paul Smith
intu Victoria Centre GBP356m 976 100% 115 GBP19.5m GBP250 57% John Lewis, House of Fraser,
Next, Topshop, River Island,
Boots, Urban Outfitters,
Superdry
St David's, Cardiff GBP346m 1,391 50% 203 GBP17.0m GBP212 71% John Lewis, Debenhams, Marks
& Spencer, Apple, Hugo Boss,
H&M, River Island, Hamleys,
Primark, Victoria's Secret
intu Watford GBP336m 728 93% 140 GBP15.8m GBP220 81% John Lewis, Marks & Spencer,
Apple, Zara, Primark, Next,
Lakeland, Lego, H&M, Topshop,
New Look
intu Eldon Square GBP323m 1,385 60% 142 GBP16.1m GBP308 60% John Lewis, Fenwick,
Debenhams, Waitrose, Apple,
Hollister, Topshop, Boots, River
Island, Next
Annual
Market Size Number Property
value (sq m 000) Ownership of stores Income Key tenants
Spanish centres
Madrid Xanadú EUR265m 120** 50% 208 EUR12.7m El Corte Inglés, Zara, Primark,
Apple, H&M, Mango, SnowZone,
Cinesa, Bricor, Decathlon
Puerto Venecia,
Zaragoza EUR260m 120** 50% 206 EUR12.2m El Corte Inglés, Primark, Ikea,
Apple, Decathlon, Cinesa, H&M,
Mediamarkt, Zara, Hollister,
Toys R Us
intu Asturias EUR159m 74** 50% 144 EUR8.1m Primark, Zara, H&M, Cinesa,
Eroski, Mango, Springfield,
Fnac, Mediamarkt, Desigual
* The amount presented is on the Scottish ITZA basis; the English equivalent is GBP335.
** Excludes owner occupied space.
FINANCIAL REVIEW
Presentation of information
We account for our interests in joint ventures using the equity method as required by IFRS 11 Joint Arrangements. This means
that the income statement and the balance sheet include single lines for the Group's total share of post-tax profit and the net
investment in joint ventures respectively.
Management review and monitor performance as well as determine the strategy of the business primarily on a proportionately
consolidated basis. This includes the Group's share of joint ventures on an individual line-by-line basis rather than a post-tax
profit or net investment basis. The figures and commentary presented are consistent with our management approach as we
believe this provides a more meaningful analysis of the Group's performance. The other information section provides
reconciliations of the income statement and balance sheet between the two bases.
Alternative performance measures are also used to assess the Group's performance. The significant measures are summarised
as follows:
Alternative performance
measure used Rationale
Like-for-like amounts Like-for-like amounts are presented as they indicate operating performance as distinct from
the impact of acquisitions or disposals. In respect of property, the like-for-like measure relates
to property which has been owned throughout both periods without significant capital
expenditure in either period, so that income can be compared on a like-for-like basis. For the
purposes of comparison of capital values, this will also include assets owned at the previous
reporting period end but not throughout the prior period. Further analysis is presented in the
other information section and in the operating review.
Net asset value (NAV) NAV (diluted, adjusted) is presented as it is considered to be a key measure of the Group's
(diluted, adjusted) performance. The key difference from EPRA NAV, an industry standard comparable measure,
is the exclusion of interest rate swaps not currently used for economic hedges of debt as, in
our view, this better allows management to review and monitor the Group's performance. A
reconciliation of NAV (diluted, adjusted) to NAV attributable to owners of intu properties plc is
provided in note 9(a) as well as below and to EPRA NAV within the other information section.
Underlying earnings Underlying earnings is presented as it is considered to be a key measure of the Group's
recurring income performance and an indication of the extent to which dividend payments are
supported by underlying operations (see underlying profit statement in the other information
section). It excludes property and derivative valuation movements, exceptional items and
related tax. The key difference from EPRA earnings, an industry standard comparable
measure, relates to adjustments in respect of exceptional items where EPRA is prescriptive
about the adjustments that can be made. A reconciliation of underlying earnings to profit for
the year attributable to owners of intu properties plc is provided in note 8(c) as well as below
and to EPRA earnings within the other information section.
Overview
We have recorded underlying earnings of GBP201.0 million for the year ended 31 December 2017, slightly higher than the GBP200.0
million recorded in 2016. This reflects 0.5 per cent growth in like-for-like net rental income as well as the impact of 2017 and
2016 acquisitions and disposals. Underlying earnings per share of 15.0 pence is unchanged from 2016.
Profit for the year attributable to owners of intu properties plc of GBP216.7 million has increased by GBP34.0 million, driven by a
surplus on property revaluations of GBP47.3 million (2016: deficit of GBP63.8 million), as well as the change in fair value of financial
instruments, a surplus of GBP23.0 million (2016: charge of GBP16.9 million), partially offset by 2016 gains of GBP74.1 million on the sale
of our interest in Equity One and GBP34.6 million on the acquisition of the remaining 50 per cent of intu Merry Hill.
NAV per share of 411 pence has increased 7 pence from 2016, which when taking account of the dividend paid in the period of
14.0 pence delivers a total financial return for the year of 5.2 per cent. NAV per share includes a timing impact within retained
earnings of 4 pence in relation to our Spanish development partner Eurofund's expected future interest in the share capital of the
intu Costa del Sol development company. The positive impact on retained earnings is expected to reverse, once these
arrangements are concluded, with the Eurofund interest to be included in non-controlling interests during 2018. In this event NAV
per share would be 407 pence.
In March we continued to increase our presence in Spain and strengthen our quality portfolio, acquiring 100 per cent of Madrid
Xanadú for EUR517.3 million (GBP453.9 million). As part of this we arranged a EUR263 million loan facility, with a 2022 maturity. In July
we disposed of 50 per cent of Madrid Xanadú to TH Real Estate based on the original acquisition price, retaining a 50 per cent
interest. Further, in November we announced the formation of a joint venture with LaSalle Investment Management (acting on
behalf of Greater Manchester Pension Fund and West Yorkshire Pension Fund) for them to take ownership of 50 per cent of intu
Chapelfield for initial net proceeds of GBP148.0 million. This transaction has now completed following the receipt of EU merger
approval in January 2018. As a result, in accordance with IFRS, the net assets of intu Chapelfield have been classified as held
for sale at 31 December 2017 in the balance sheet.
Our financing metrics remain strong mainly due to our continued refinancing activity. During the year we refinanced over GBP1.1
billion of debt, including the refinancing of intu Milton Keynes and intu Merry Hill, securing financing on Madrid Xanadú and
additional financing on intu Trafford Centre. Our interest cover ratio of 1.94x is broadly unchanged in the year (31 December
2016: 1.97x) with satisfactory headroom above our target minimum level of 1.60x.
At 31 December 2017, pro forma for the 50 per cent part disposal of intu Chapelfield for initial net proceeds of GBP148.0 million, our
debt to assets ratio has increased to 45.2 per cent (31 December 2016: 43.7 per cent), remaining below our target maximum
level of 50 per cent. Also on a pro forma basis, we had cash and available facilities of GBP833.1 million (31 December 2016: GBP922.3
million) which have decreased in the year due to the acquisition and part disposal of Madrid Xanadú as well as buying back and
cancelling GBP139.6 million of the GBP300 million 2.5 per cent convertible bonds, maturing Autumn 2018, partially offset by the net
proceeds on the part disposal of intu Chapelfield.
Income statement
2017 2016
Group Group
Share of including including
joint share of joint share of joint
Group ventures ventures ventures
GBPm GBPm GBPm GBPm
Underlying earnings 201.0 n/a 201.0 200.0
Adjusted for:
Revaluation of investment and development property 30.8 16.5 47.3 (63.8)
Gain on acquisition of businesses - - - 34.6
Loss on disposal of subsidiaries (1.8) - (1.8) (0.3)
(Loss)/gain on sale of other investments - (0.3) (0.3) 74.1
Administration expenses - exceptional (5.9) (0.7) (6.6) (2.9)
Exceptional finance costs (33.0) - (33.0) (32.9)
Change in fair value of financial instruments 22.0 1.0 23.0 (16.9)
Tax on the above (24.0) 1.3 (22.7) (16.5)
Share of joint ventures' items 17.2 (17.2) - -
Share of associates' items 0.4 - 0.4 1.1
Non-controlling interests in respect of the above 10.0 (0.6) 9.4 6.2
Profit for the year attributable to owners of
intu properties plc 216.7 n/a 216.7 182.7
Underlying earnings per share (pence) 15.0p n/a 15.0p 15.0p
Underlying earnings increased to GBP201.0 million from GBP200.0 million at 31 December 2016. The key movements are shown in the
chart below. Underlying earnings per share is consistent with prior year at 15.0 pence.
Net rental income increased GBP13.0 million in 2017 to GBP460.0 million due to the acquisition of Madrid Xanadú in March 2017, the
acquisition of the remaining 50 per cent of intu Merry Hill in June 2016 and 0.5 per cent growth in like-for-like net rental income,
partially offset by the impact of the disposal of intu Bromley in December 2016.
Like-for-like net rental income increased by GBP2.1 million, 0.5 per cent, driven by rental growth from new lettings and rent reviews,
partially offset by the impact of the redevelopment and reletting of the former BHS units which were fully income producing in the
first half of 2016 (see operating review).
Administration expenses increased by GBP3.0 million in 2017 to GBP41.6 million, primarily due to increased headcount in Spain
partially offset by a cost reduction programme in the second half of the year from which we will benefit in 2018.
Net finance costs have increased by GBP9.6 million in 2017 to GBP222.5 million primarily due to the increase in net external debt for
the acquisition of Madrid Xanadú and capital expenditure in the year.
As discussed in the overview, profit attributable to owners of intu properties plc is GBP216.7 million, an increase from the GBP182.7
million reported for the year ended 31 December 2016.
Our investment in joint ventures contributed GBP35.5 million to the profit of the Group (2016: GBP32.1 million) including GBP18.3 million to
underlying earnings (2016: GBP19.8 million) and a gain on property valuations of GBP15.9 million (2016: GBP14.2 million).
As detailed in the table below, our net rental income margin has reduced to 87.5 per cent primarily due to higher void costs from
the former BHS units. Property operating expenses largely comprise car park operating costs and the Group's contribution to
shopping centre marketing programmes. Our ratio of total costs to income, as calculated in accordance with EPRA guidelines,
remains low at 15.1 per cent (see other information section).
Year ended Year ended
31 December 2017 31 December 2016
GBPm GBPm
Gross rental income 546.2 532.6
Head rent payable (20.5) (25.4)
525.7 507.2
Net service charge expense and void rates (29.1) (26.0)
Bad debt and lease incentive write-offs (3.2) (2.5)
Property operating expense (33.4) (31.7)
Net rental income 460.0 447.0
Net rental income margin 87.5% 88.1%
EPRA cost ratio (excluding direct vacancy costs) 15.1% 15.0%
Balance sheet
2017 2016
Group Group
Group Share of Including including
balance joint share of joint share of joint
sheet ventures ventures ventures
GBPm GBPm GBPm GBPm
Investment and development property 9,179.4 1,013.1 10,192.5 9,944.5
Investment in joint ventures 735.5 (735.5) - -
Assets and associated liabilities classified as held for sale 302.9 - 302.9 -
Investment in associates and other investments 81.6 - 81.6 80.7
Net external debt (4,585.6) (249.9) (4,835.5) (4,364.1)
Derivative financial instruments (347.5) (2.3) (349.8) (380.0)
Other assets and liabilities (237.1) (22.2) (259.3) (234.7)
Net assets 5,129.2 3.2 5,132.4 5,046.4
Non-controlling interest (54.2) (3.2) (57.4) (67.6)
Attributable to shareholders 5,075.0 n/a 5,075.0 4,978.8
Fair value of derivative financial instruments 347.5 2.3 349.8 380.0
Other adjustments 100.2 (2.3) 97.9 76.3
Effect of dilution - - - 2.6
Net assets (diluted, adjusted) 5,522.7 n/a 5,522.7 5,437.7
NAV per share (diluted, adjusted) (pence) 411p n/a 411p 404p
The Group's net assets attributable to shareholders have increased by GBP96.2 million to GBP5,075.0 million at 31 December 2017,
while net assets (diluted, adjusted) have increased by GBP85.0 million to GBP5,522.7 million at 31 December 2017.
NAV per share (diluted, adjusted) at 31 December 2017 has increased 7 pence from the prior year to 411 pence, the key
movements are shown in the chart below. This was driven principally by the revaluation surplus in the year of 4 pence and the
timing impact within retained earnings of 4 pence in relation to our Spanish development partner Eurofund's expected future
interest in the share capital of the intu Costa del Sol development company. The positive impact on retained earnings is
expected to reverse, once these arrangements are concluded, with the Eurofund interest to be included in non-controlling
interests during 2018. In this event NAV per share would be 407 pence.
Investment and development property has increased by GBP248.0 million primarily due to capital expenditure of GBP246.7 million, the
impact of the acquisition and subsequent 50 per cent disposal of Madrid Xanadú of GBP225.3 million and a surplus on revaluation
of GBP47.3 million, partially offset by the GBP302.0 million transfer of intu Chapelfield to assets held for sale.
Our net investment in joint ventures is GBP735.5 million at 31 December 2017 (31 December 2016: GBP587.6 million), which includes
the Group's share of net assets, on an equity accounted basis, of GBP452.6 million (31 December 2016: GBP355.4 million) and loans
to joint ventures of GBP282.9 million (31 December 2016: GBP232.2 million). The movement in the year primarily reflects the addition
of Madrid Xanadú from 31 July, when 50 per cent was sold to TH Real Estate, which is accounted for as a joint venture rather
than as a 100 per cent owned subsidiary.
Investments in associates of GBP64.8 million represent our interests in India, which comprise a 32 per cent interest in Prozone
(GBP45.1 million), a shopping centre developer listed on the Indian stock market, and a direct interest in Empire (GBP19.7 million).
Prozone and Empire own and operate shopping centres in Coimbatore and Aurangabad, with Coimbatore recently opened in
2017.
Net external debt of GBP4,835.5 million has increased by GBP471.4 million primarily from funding our acquisition of Madrid Xanadú as
well as capital expenditure in the year. Cash including the Group's share of joint ventures has reduced slightly by GBP13.4 million to
GBP278.2 million and gross debt has increased by GBP458.0 million to GBP5,113.7 million.
Derivative financial instruments comprise the fair value of the Group's interest rate swaps. The net liability at 31 December 2017
is GBP349.8 million, a decrease of GBP30.2 million from 2016, primarily due to cash payments in the year and the increases in sterling
swap rates, with the five-year and 10-year rates increasing by 17bps and 4bps respectively. Cash payments in the year totalled
GBP47.1 million, GBP26.1 million of which has been classified as an exceptional finance cost as it relates to payments in respect of
unallocated interest rate swaps. The balance of the payments has been included as underlying finance costs as it relates to
ongoing interest rate swaps used to hedge debt.
As previously detailed, we have a number of interest rate swaps, entered into some years ago, which are unallocated due to a
change in lenders' practice. At 31 December 2017 these interest rate swaps have a market value liability of GBP235.4 million (31
December 2016: GBP253.2 million). It is estimated that we will be required to make cash payments on these interest rate swaps of
around GBP28.5 million in 2018, reducing to around GBP19 million per annum in 2021.
Assets and associated liabilities classified as held for sale of GBP302.9 million relate to intu Chapelfield.
The non-controlling interest at 31 December 2017 relates primarily to our partner's 40 per cent stake in intu Metrocentre.
We are exposed to foreign exchange movements on our overseas investments. At 31 December 2017 the exposure is 10.6 per
cent of net assets attributable to shareholders. Once the Eurofund expected future interest in the share capital of the intu Costa
del Sol development company concludes, we expect this to reduce to 9.7 per cent, below the Group's policy of a maximum of 10
per cent.
Cash flow
Year ended Year ended
31 December 2017 31 December 2016
GBPm GBPm
Group cash flow as reported
Cash flows from operating activities 140.9 131.4
Cash flows from investing activities (518.1) (243.4)
Cash flows from financing activities 350.2 88.7
Foreign currency movements 0.4 1.4
Net decrease in Group cash and cash equivalents (26.6) (21.9)
During 2017 cash and cash equivalents decreased by GBP26.6 million.
Cash flows from operating activities of GBP140.9 million is GBP9.5 million higher than 2016, primarily due to the acquisitions in the
year.
Cash flows from investing activities reflect the net cash outflow for our acquisition and then subsequent 50 per cent part disposal
of Madrid Xanadú as well as cash outflows related to capital expenditure during the year.
Cash flows from financing activities include net debt drawdowns of GBP539.2 million primarily to fund our acquisition of Madrid
Xanadú as well as development spend. We paid cash dividends during the year of GBP188.0 million.
Financing
Debt structure
We have carried out significant refinancing activity in recent years which has resulted in diversified sources of funding, including
secured bonds plus syndicated bank debt secured on individual or pools of assets, with limited or no recourse from the
borrowing entities to other Group companies outside of these arrangements. Our corporate-level debt remains limited to the
Revolving Credit Facility (RCF) as well as the GBP375 million 2.875 per cent convertible bonds 2022 and GBP160.4 million outstanding
in respect of the 2.5 per cent convertible bonds 2018.
During 2017 we undertook the following financing activities:
- agreed a new GBP140 million facility secured against intu Milton Keynes, replacing the previous GBP125 million loan,
maturing in 2019
- agreed a EUR263 million (GBP231 million) facility in connection with the acquisition of Madrid Xanadú, maturing in 2022; intu's
share is EUR131.5 million
- agreed a new GBP488 million facility secured on intu Merry Hill, replacing the previous GBP500 million short-term facility put in
place in 2016 on acquisition of the remaining 50 per cent, maturing in 2024
- agreed a GBP250 million loan secured on intu Trafford Centre, maturing in 2022
- purchased and subsequently cancelled GBP139.6 million of the GBP300 million 2.5 per cent convertible bonds 2018. GBP160.4
million of these convertible bonds remain outstanding at 31 December 2017
Since the year end, we have agreed a new GBP74 million facility secured on our interest in intu Chapelfield, maturing in 2023.
Debt measures
31 December 2017 31 December 2016
Debt to assets 45.2%(1) 43.7%
Interest cover 1.94x 1.97x
Weighted average debt maturity 6.6 years 7.1 years(2)
Weighted average cost of gross debt 4.2% 4.3%
Proportion of gross debt with interest rate protection 95% 88%
Cash and available facilities GBP833.1m(1) GBP922.3m
(1) Pro forma for the GBP148 million disposal of 50 per cent part of intu Chapelfield.
(2) Pro forma for the refinancing of intu Milton Keynes, completed February 2017.
On a pro forma basis, our debt to assets ratio has increased to 45.2 per cent since 31 December 2016 due to the acquisition and
part disposal of Madrid Xanadú and remains below our target maximum level of 50 per cent. Our weighted average debt maturity
has decreased to 6.6 years and the weighted average cost of debt has decreased slightly to 4.2 per cent (excluding the RCF).
Interest cover of 1.94x is broadly unchanged in the year and remains above our targeted minimum level of 1.60x.
We use interest rate swaps to fix interest obligations, reducing any cash flow volatility caused by changes in interest rates. The
proportion of debt with interest rate protection on a pro forma basis has increased in the year to 95 per cent within our policy
range of between 75 per cent and 100 per cent.
Covenants
Full details of the debt financial covenants are included in the other information section of this report. We are in compliance with
all of our covenants and regularly stress test them for changes in capital values and income. A 25 per cent fall in property values
and a 10 per cent reduction in income would only require a GBP6 million equity cure.
Capital commitments
We have an aggregate commitment to capital projects of GBP267.6 million at 31 December 2017 (31 December 2016: GBP257.0
million).
In addition to the committed expenditure, we have an identified uncommitted pipeline of active management projects, major
extensions and developments that may become committed over the next three years (see operating review).
Other information
Tax policy position
The Group has tax exempt status in the UK (REIT) and for certain investments in Spain (SOCIMI) which provide exemption from
corporation tax on rental income and gains arising on property sales, with tax instead being paid at shareholder level. See
glossary for further information on REITs and SOCIMIs.
The Group's principle of good governance extends to our responsible approach to tax. We look to minimise the level of tax risk
and at all times seek to comply fully with our regulatory and other tax obligations and to act in a way which upholds intu's
reputation as a responsible corporate citizen by regularly carrying out risk reviews, seeking pre-clearance from HMRC in
complex areas and actively engaging in discussions regarding proposed changes in the taxation system that might affect the
Group. It remains important to our stakeholders that our approach to tax is aligned to the long-term values and strategy of the
Group.
We have published 'intu's Approach to Tax' in respect of the year ending 31 December 2017 on the Group's website
intugroup.co.uk which provides further information about the Group's tax strategy.
We pay tax directly on overseas earnings, any UK non-property income under the REIT rules, business rates and transaction
taxes such as stamp duty land tax. In the year ended 31 December 2017 the total of such payments to tax authorities was GBP28.5
million (2016: GBP20.6 million), of which GBP26.0 million (2016: GBP20.0 million) was in the UK and GBP2.5 million (2016: GBP0.6 million) in
Spain. In addition, we also collect VAT, employment taxes and withholding tax on dividends for HMRC and the Spanish tax
authorities. Business rates, principally paid by tenants, in respect of the Group's UK properties amounted to around GBP280.6
million in 2017 (2016: GBP292.2 million).
Dividends
The Directors are recommending a final dividend of 9.4 pence per share bringing the amount paid and payable in respect of
2017 to 14.0 pence, unchanged from 2016. A scrip dividend alternative may be offered. Details of the apportionment between
the PID and non-PID elements per share will be confirmed in due course.
At 31 December 2017, the Company has distributable reserves of GBP977 million, sufficient to cover around five years of dividends
at the 2017 level. The Company typically pays dividends which are covered by the current year earnings of the Group and does
not anticipate that the Group's level of distributable reserves will create any restrictions on this approach in the foreseeable
future.
PRINCIPAL RISKS AND UNCERTAINTIES
Fully integrated and thorough risk analysis underpins the ability to achieve our strategic objectives. The Board and Executive
Committee have undertaken a robust assessment of the principal risks we face, including those that would impact the business
model, future performance, solvency and liquidity. This assessment is not limited to purely financial metrics but spans the whole
business model, including environmental, social and employee matters, respect for human rights and anti-corruption and anti-
bribery matters.
We have identified principal risks and uncertainties under five key headings: property market; operations; financing;
developments and acquisitions; and brand. These are discussed in detail on the following pages. A principal risk is one which
has the potential to significantly affect our strategic objectives, financial position or future performance and includes both internal
and external factors. We monitor movements in likelihood and severity such that the risks are appropriately managed in line with
the Group's risk appetite.
The risk profile for 2017 has remained broadly in line with 2016 with no significant new principal risks identified nor substantial
changes in existing principal risks. Where the likelihood for certain risks has increased additional risk mitigation strategies have
been put in place. We have also assessed the impact of the proposed transaction with Hammerson plc on our principal risks.
The main impact from the UK's decision to exit the EU on the risks that the Group faces is the potential negative impact on the
macro-economic environment as a result of the continuing uncertainty around transitional and post-Brexit arrangements.
Specifically, the risks we face are affected by any changes in sentiment in the investment and occupier markets in which we
operate, in our ability to execute our recycling and investment plans and in broader consumer confidence and expenditure.
Key to strategic objectives: Change in level of risk:
1) Optimising asset performance Increased
2) Delivering UK developments
3) Making the brand count Remained the same
4) Seizing the growth opportunity in Spain
Risk and impact Mitigation 2017 commentary
Property market Strategic objectives affected: 1,2,3,4
Macro-economic - focus on high-quality shopping centres Likelihood of macro-economic weakness
Weakness in the macro- together with their upgrading continues to be a risk with political
economic environment - covenant headroom monitored and stress- uncertainty in the UK and Brexit
could undermine rental tested arrangements not yet detailed, which has
income levels and property - make representation on key policies, for increased investor caution with lower
values, reducing return on example business rates transaction volumes in the year
investment and covenant - company-wide marketing events across - like-for-like property values broadly
headroom centres to attract footfall holding up, but under pressure at the
- use our respected brand to attract and retain lower end of the market
aspirational retailers - substantial covenant headroom
- continue geographic diversification by - no significant near-term debt maturities
increasing Spanish presence and average unexpired term of 6.6 years
- long-term lease structures with average
unexpired term of 7.5 years
- EUR517m acquisition of Madrid Xanadú and
subsequent 50 per cent sale to joint
venture partner at the same price
- sale of 50 per cent interest in intu
Chapelfield at GBP148m, ahead of the
December 2016 valuation
Retail environment - active management of tenant mix including Likelihood and severity of potential impact
Failure to react to changes letting of former BHS units was monitored closely in 2017 with intu's
in the retail environment - regular monitoring of tenant strength and strategy continuing to deliver solid footfall
could undermine intu's diversity numbers and occupancy
ability to attract customers - upgrading assets to meet market demand - signi?cant progress on planning and pre-
and tenants - Tell intu customer feedback programme helps letting of near-term pipeline with a focus
identify changes in customer preferences on leisure
- work closely with retailers - continuing digital investment to improve
- digital strategy that embraces technology and relevance as shopping habits change
digital customer engagement. This enables - occupancy remains strong at 96 per cent
intu to engage in and support multichannel - footfall growth continues to beat the
retailing, and to take the opportunities offered benchmark
by ecommerce - on site with the GBP72m intu Lakeside
leisure extension
Risk and impact Mitigation 2017 commentary
Operations Strategic objectives affected: 1,3
Health and safety - strong business process and procedures, Likelihood of potential impact has not
Accidents or system failure including compliance with OHSAS 18001, changed signi?cantly during 2017, however
leading to financial and/or supported by regular training and exercises severity impacted by new enforcement
reputational loss - annual audits of operational standards carried structure
out internally and by external consultants - retained OHSAS 18001, demonstrating
- culture of visitor, staff and contractor safety consistent health and safety
- crisis management and business continuity management process and procedures
plans in place and tested across the portfolio
- retailer liaison and briefings - work continuing towards achieving
- appropriate levels of insurance additional accreditations with focus on
- staff succession planning and development in ISO 14001
place to ensure continued delivery of world - gold award from RoSPA
class service - full review undertaken of each centre's
- health and safety managers or coordinators in fire strategy and building specifications
all centres post-Grenfell has provided appropriate
assurance across the portfolio
Cybersecurity - data and cybersecurity strategies Likelihood has increased with greater
Loss of data and - regular testing programme and cyber scenario reliance on operational and third party
information or failure of key exercise and benchmarking systems and data, and with the number of
systems resulting in - appropriate levels of insurance recent high-profile hacks. Severity of
financial and/or - crisis management and business continuity potential impact has reduced by significant
reputational loss plans in place and tested development of tools and controls. Hacking
- data committee and data protection officer in attempts have not resulted in data loss or
place major operational impacts
- monitoring of regulatory environment and best - ongoing Group-wide cybersecurity
practice project with investment in tools,
- cybersecurity assessment performed by consultancy and staff to mitigate impact
external consultancy and full action plan in of threats from evolving cybersecurity
place (programme of works) landscape
- managing of supply chain and service - implementing updated GDPR policies
providers who hold intu data and procedures
Terrorism - strong business process and procedures, Overall likelihood and severity of potential
Terrorist incident at an intu supported by regular training and exercises, impact unchanged. In May 2017 we
centre or another major designed to adapt and respond to changes in enacted our operational plan for the period
shopping centre resulting risk levels of increased threat level. The threat level
in loss of consumer - extraordinary pre-planned operational was subsequently reduced to the prior
confidence with responses to changes in national threat level threat level
consequent impact on - annual audits of operational standards carried - there have been five terrorist-related
lettings and rental growth out internally and by external agencies incidents in the UK in 2017
- culture of visitor, staff and contractor safety - national threat level remains at Severe
- crisis management and business continuity - major multi-agency security exercises
plans in place and tested with involvement of held at all five super-regional intu
multiple external agencies shopping centres
- retailer liaison and briefings - operating procedures in place for the
- appropriate levels of insurance introduction of further security measures
- strong relationships and frequent liaison with if required
police, NaCTSO and other agencies
- NaCTSO approved to train staff in counter-
terrorism awareness programme
- internal head of security appointed
Risk and impact Mitigation 2017 commentary
Financing Strategic objectives affected: 2,4
Availability of funds - funding strategy regularly reported to the Macro-economic events during 2017, and
Reduced availability of Board with current and projected funding the uncertainty caused by them, mean the
funds could limit liquidity, position increased risk of reduced availability
leading to restriction of - effective treasury management aimed at remains. However, severity of potential
investing and operating balancing the length of the debt maturity impact unchanged from 2016. Regular
activities and/or increase in profile and diversification of sources of re?nancing activity continuing to evidence
funding cost finance the availability of funding
- consideration of financing plans including - new EUR263m loan to finance acquisition of
potential for recycling of capital before Madrid Xanadú
commitment to transactions and - introduction of joint venture partner into
developments Madrid Xanadú
- strong relationships with lenders, - GBP140m refinancing of intu Milton Keynes
shareholders and partners - GBP488m refinancing of intu Merry Hill
- focus on high-quality shopping centres - GBP250m additional financing on intu Trafford
Centre
Developments and acquisitions Strategic objectives affected: 2,4
Developments - Capital Projects Committee reviews Likelihood and severity of potential impact
Developments fail to create detailed appraisals before and monitors have remained unchanged in 2017 as the
shareholder value progress during significant projects Group has progressed work on its
- fixed price construction contracts for development pipeline
developments agreed with clear - at intu Watford works are on schedule to hit
apportionment of risk all key milestones
- significant levels of pre-lets exchanged - on site with intu Lakeside leisure
prior to scheme development development
- detailed appraisal work and signi?cant pre-
lets ahead of starting major development
projects
- key anchor letting to Primark secured prior
to proposed start on site in 2018 at Barton
Square for intu Trafford Centre
transformation
Acquisitions - research and third party due diligence Likelihood and severity of potential impact
Acquisitions fail to create undertaken for transactions have remained unchanged in 2017
shareholder value - local partner, advisors and experienced - substantial due diligence process
staff in Spain with specialist market undertaken before acquisition of Madrid
knowledge Xanadú
- where appropriate, investment risk
reduced through financing and joint
venture investments
Brand Strategic objectives affected: 1,2,3,4
Integrity of the brand - intellectual property protection Likelihood and severity of potential impact
The integrity of the brand is - strong guidelines for use of brand unchanged in 2017
damaged leading to - strong underlying operational controls and - continuing media interest in intu and our
financial and/or reputational crisis management procedures commentary and opinions on the business
loss - ongoing training programme and reward and wider landscape
and recognition schemes designed to - ongoing development of brand in Spain
embed brand values and culture - net promoter score consistently high at
throughout the organisation around 70 in 2017
- traditional and digital media monitoring and
analysis
- Tell intu and Shopper View customer
feedback programmes
STATEMENT OF DIRECTORS' RESPONSIBILITIES
The Group's annual report for the year ended 31 December 2017 contains the following statement of Directors' responsibilities.
Certain parts of the annual report are not included within this announcement.
The Directors are responsible for preparing the annual report, the Directors' remuneration report and the financial statements in
accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have
prepared the Group and Company financial statements in accordance with International Financial Reporting Standards ('IFRSs)
as adopted by the European Union. Under company law the Directors must not approve the financial statements unless they are
satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the
Group and Company for that period. In preparing these financial statements, the Directors are required to:
(a) select suitable accounting policies and then apply them consistently
(b) make judgements and accounting estimates that are reasonable and prudent
(c) state whether applicable IFRSs as adopted by the European Union have been followed, subject to any material
departures disclosed and explained in the financial statements
(d) prepare the financial statements on the going concern basis, unless it is inappropriate to presume that the Company will
continue in business
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's
transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and enable
them to ensure that the financial statements and the Directors' remuneration report comply with the Companies Act 2006 and, as
regards the Group financial statements, Article 4 of the IAS Regulation. They are also responsible for safeguarding the assets of
the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other
irregularities.
The Directors are responsible for the maintenance and integrity of the Company's website. Legislation in the United Kingdom
governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
The Directors consider that the annual report and financial statements, taken as a whole, is fair, balanced and understandable
and provides the information necessary for shareholders to assess the Company's and the Group's position and performance,
business model and strategy.
Each of the Directors, whose names and functions are listed in the governance section of the annual report confirm that, to the
best of their knowledge:
(a) the Group financial statements, which have been prepared in accordance with IFRSs as adopted by the European
Union, give a true and fair view of the assets, liabilities, financial position and profit of the Group
(b) the strategic report within the annual report includes a fair review of the development and performance of the business
and the position of the Group, together with a description of the principal risks and uncertainties that it faces
Signed on behalf of the Board on 22 February 2018
David Fischel
Chief Executive
Matthew Roberts
Chief Financial Officer
CONSOLIDATED INCOME STATEMENT
for the year ended 31 December 2017
2017 2016
Notes GBPm GBPm
Revenue 2 616.0 594.3
Net rental income 2 423.4 406.1
Net other income 3.0 0.6
Revaluation of investment and development property 10 30.8 (78.0)
Gain on acquisition of businesses - 34.6
Loss on disposal of subsidiaries 3 (1.8) (0.3)
Gain on sale of other investments - 74.1
Administration expenses - ongoing (40.9) (37.8)
Administration expenses - exceptional 4 (5.9) (2.5)
Operating profit 408.6 396.8
Finance costs 5 (213.9) (202.9)
Finance income 5 12.6 14.9
Other finance costs 5 (38.9) (37.9)
Change in fair value of financial instruments 5 22.0 (16.3)
Net finance costs 5 (218.2) (242.2)
Profit before tax, joint ventures and associates 190.4 154.6
Share of post-tax profit of joint ventures 11 35.5 32.1
Share of post-tax profit of associates 12 1.3 1.6
Profit before tax 227.2 188.3
Current tax 6 0.1 -
Deferred tax 6 (24.0) (16.5)
Taxation 6 (23.9) (16.5)
Profit for the year 203.3 171.8
Attributable to:
Owners of intu properties plc 216.7 182.7
Non-controlling interests (13.4) (10.9)
203.3 171.8
Basic earnings per share 8 16.1p 13.7p
Diluted earnings per share 8 15.0p 11.2p
Details of underlying earnings are presented in the underlying profit statement in the other information section. Underlying
earnings per share are shown in note 8(c).
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the year ended 31 December 2017
2017 2016
Notes GBPm GBPm
Profit for the year 203.3 171.8
Other comprehensive income
Items that may be reclassified subsequently to the income statement:
Revaluation of other investments (0.2) 0.4
Exchange differences 16.9 31.6
Tax relating to components of other comprehensive income 6 0.1 (0.2)
Total items that may be reclassified subsequently to the income statement 16.8 31.8
Transferred to the income statement:
On sale of other investments - (77.0)
Tax on sale of other investments 6 - 16.7
Total transferred to the income statement - (60.3)
Other comprehensive income/(loss) for the year 16.8 (28.5)
Total comprehensive income for the year 220.1 143.3
Attributable to:
Owners of intu properties plc 233.5 154.2
Non-controlling interests (13.4) (10.9)
220.1 143.3
CONSOLIDATED BALANCE SHEET
at 31 December 2017
2017 2016
Notes GBPm GBPm
Non-current assets
Investment and development property 10 9,179.4 9,212.1
Plant and equipment 12.2 7.6
Investment in joint ventures 11 735.5 587.6
Investment in associates 12 64.8 65.2
Other investments 16.8 15.5
Goodwill 4.0 4.0
Derivative financial instruments 0.3 -
Trade and other receivables 13 102.5 99.1
10,115.5 9,991.1
Current assets
Assets classified as held for sale 23 309.1 -
Trade and other receivables 13 141.9 123.4
Cash and cash equivalents 14 228.0 254.7
679.0 378.1
Total assets 10,794.5 10,369.2
Current liabilities
Liabilities associated with assets classified as held for sale 23 (6.2) -
Trade and other payables 15 (288.5) (281.0)
Current tax liabilities (0.1) (0.3)
Borrowings 16 (186.7) (142.4)
Derivative financial instruments (8.0) (37.0)
(489.5) (460.7)
Non-current liabilities
Borrowings 16 (4,811.1) (4,520.2)
Derivative financial instruments (339.8) (340.7)
Deferred tax liabilities 18 (23.7) -
Other payables (1.2) (1.2)
(5,175.8) (4,862.1)
Total liabilities (5,665.3) (5,322.8)
Net assets 5,129.2 5,046.4
Equity
Share capital 19 677.5 677.5
Share premium 19 1,327.4 1,327.4
Treasury shares 20 (39.1) (40.8)
Other reserves 361.1 344.3
Retained earnings 2,748.1 2,670.4
Attributable to owners of intu properties plc 5,075.0 4,978.8
Non-controlling interests 54.2 67.6
Total equity 5,129.2 5,046.4
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 31 December 2017
Attributable to owners of intu properties plc
Non-
Share Share Treasury Other Retained controlling Total
capital premium shares reserves earnings Total interests equity
GBPm GBPm GBPm GBPm GBPm GBPm GBPm GBPm
At 1 January 2017 677.5 1,327.4 (40.8) 344.3 2,670.4 4,978.8 67.6 5,046.4
Profit/(loss) for the year - - - - 216.7 216.7 (13.4) 203.3
Other comprehensive income:
Revaluation of other
investments - - - (0.2) - (0.2) - (0.2)
Exchange differences - - - 16.9 - 16.9 - 16.9
Tax relating to components
of other comprehensive
income (note 6) - - - 0.1 - 0.1 - 0.1
Total comprehensive
income for the year - - - 16.8 216.7 233.5 (13.4) 220.1
Dividends (note 7) - - - - (187.9) (187.9) - (187.9)
Share-based payments - - - - 2.3 2.3 - 2.3
Other share related transaction - - - - 49.4 49.4 - 49.4
Acquisition of treasury shares - - (1.3) ) - - (1.3) - (1.3)
Disposal of treasury shares - - 3.0 - (2.8) 0.2 - 0.2
- - 1.7 - (139.0) (137.3) - (137.3)
At 31 December 2017 677.5 1,327.4 (39.1) ) 361.1 2,748.1 5,075.0 54.2 5,129.2
Attributable to owners of intu properties plc
Non-
Share Share Treasury Other Retained controlling Total
capital premium shares reserves earnings Total interests equity
GBPm GBPm GBPm GBPm GBPm GBPm GBPm GBPm
At 1 January 2016 672.3 1,303.1 (43.3) 372.8 2,671.5 4,976.4 78.5 5,054.9
Profit/(loss) for the year - - - - 182.7 182.7 (10.9) 171.8
Other comprehensive income:
Revaluation of other investments - - - 0.4 - 0.4 - 0.4
Exchange differences - - - 31.6 - 31.6 - 31.6
Tax relating to components
of other comprehensive
income (note 6) - - - 16.5 - 16.5 - 16.5
Transferred to income statement
on sale of other investments - - - (77.0) - (77.0) - (77.0)
Total comprehensive
income for the year - - - (28.5) 182.7 154.2 (10.9) 143.3
Ordinary shares issued 5.2 24.3 - - - 29.5 - 29.5
Dividends (note 7) - - - - (182.5) (182.5) - (182.5)
Share-based payments - - - - 1.9 1.9 - 1.9
Acquisition of treasury shares - - (0.7) - - (0.7) - (0.7)
Disposal of treasury shares - - 3.2 - (3.2) - - -
5.2 24.3 2.5 - (183.8) (151.8) - (151.8)
At 31 December 2016 677.5 1,327.4 (40.8) 344.3 2,670.4 4,978.8 67.6 5,046.4
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended 31 December 2017
2017 2016
Notes GBPm GBPm
Cash generated from operations 25 365.6 355.9
Interest paid (232.4) (233.0)
Interest received 7.6 8.5
Taxation 0.1 -
Cash flows from operating activities 140.9 131.4
Cash flows from investing activities
Purchase and development of property, plant and equipment (189.5) (120.9)
Sale of property 3.7 -
Acquisition of businesses net of cash acquired 21 (446.7) (405.5)
Cash transferred to assets classified as held for sale 23 (0.5) -
Sale of other investments - 201.9
Additions to other investments (1.5) (14.1)
Disposal of subsidiaries net of cash sold 22 104.1 80.5
Investment of capital in joint ventures 11 (0.7) -
Loan advances to joint ventures 11 (3.0) (1.2)
Loan repayments by joint ventures 11 14.8 12.7
Distributions from joint ventures 11 1.2 3.2
Cash flows from investing activities (518.1) (243.4)
Cash flows from financing activities
Issue of ordinary shares - 0.3
Acquisition of treasury shares (1.3) (0.7)
Sale of treasury shares 0.2 -
Cash transferred from/(to) restricted accounts 0.1 (0.8)
Borrowings drawn 1,199.2 962.9
Borrowings repaid (660.0) (720.4)
Equity dividends paid (188.0) (152.6)
Cash flows from financing activities 350.2 88.7
Effects of exchange rate changes on cash and cash equivalents 0.4 1.4
Net decrease in cash and cash equivalents (26.6) (21.9)
Cash and cash equivalents at 1 January 14 251.7 273.6
Cash and cash equivalents at 31 December 14 225.1 251.7
NOTES
1 Accounting convention and basis of preparation
The financial information presented does not constitute the Group's annual report and financial statements for either the year ended
31 December 2017 or the year ended 31 December 2016, but is derived from those financial statements. The Group's statutory
financial statements for 2016 have been delivered to the Registrar of Companies and those for 2017 will be delivered following the
Company's annual general meeting. The auditors' reports on both the 2016 and 2017 financial statements were not qualified or
modified; did not draw attention to any matters by way of an emphasis of matter; and did not contain any statement under Section
498 of the Companies Act 2006.
The financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the
European Union (IFRS), interpretations issued by the International Financial Reporting Standards Interpretations Committee and
with those parts of the Companies Act 2006 applicable to companies reporting under IFRS.
The financial statements have been prepared under the historical cost convention as modified by the revaluation of property,
available-for-sale investments and certain other assets and liabilities that have been measured at fair value. A summary of the
significant accounting policies applied is set out in note 2 of the Group's annual report and financial statements.
These accounting policies are consistent with those applied in the last annual financial statements, as amended when relevant to
reflect the adoption of new standards, amendments and interpretations which became effective in the year. These amendments
have resulted in changes to financial statement disclosures.
A number of standards and amendments to standards have been issued but are not yet effective for the current year. The most
significant of these are IFRS 9, IFRS 15 and IFRS 16, all of which are not expected to have a material impact on the financial
statements. See note 1 of the Group's annual report and financial statements for further details.
Significant estimates and judgements
The preparation of financial statements in conformity with the Group's accounting policies requires management to make
judgements and use estimates that affect the reported amounts of assets and liabilities at the date of the financial statements and
the reported amounts of income and expenses during the reporting period. Although these judgements and estimates are based on
management's best knowledge of the amount, event or action, the actual result ultimately may differ from those judgements and
estimates. See note 1 of the Group's annual report and financial statements for details on significant judgements and estimates.
Going concern
The Group's business activities, together with the factors likely to affect its future development, performance and position are set out
in the strategic review. The financial position of the Group, its cash flows, liquidity position and borrowing facilities are described in
the financial review. In addition, note 28 of the Group's annual report and financial statements includes the Group's risk management
objectives, details of its financial instruments and hedging activities, its exposure to liquidity risk and details of its capital structure.
The Group prepares regular forecasts and projections which include sensitivity analysis taking into account a number of downside
risks to the forecast including reasonably possible changes in trading performance and asset values and assesses the potential
impact of these on the Group's liquidity position and available resources.
In preparing the most recent projections, factors taken into account include GBP278.2 million of cash (including the Group's share of
cash in joint ventures of GBP50.2 million) and GBP406.9 million of undrawn facilities at 31 December 2017. The Group's weighted-average
debt maturity of 6.6 years and the relatively long-term and stable nature of the cash flows receivable under tenant leases were also
factored into the forecasts.
After reviewing the most recent projections and the sensitivity analysis, the Directors consider it appropriate to continue to adopt the
going concern basis of accounting in preparing the Group's financial statements.
2 Segmental reporting
Operating segments are determined based on the strategic and operational management of the Group. The Group is primarily a
shopping centre-focused business and has two reportable operating segments being the UK and Spain. Although certain areas of
business performance are reviewed and monitored on a centre-by-centre basis, the operating segments are consistent with the
strategic and operational management of the Group by the Executive Committee (the chief operating decision makers of the Group).
As mentioned in the financial review, management review and monitor the business primarily on a proportionately consolidated
basis. As such, the segmental analysis has been prepared on a proportionately consolidated basis.
The key driver of underlying earnings which is used to measure performance is net rental income. An analysis of net rental income is
provided below:
2017
Group including share of joint ventures Less share of Group
UK Spain Total joint ventures total
GBPm GBPm GBPm GBPm GBPm
Rent receivable 513.5 32.7 546.2 (42.8) 503.4
Service charge income 109.7 8.1 117.8 (8.7) 109.1
Facilities management income from joint ventures 2.8 - 2.8 0.7 3.5
Revenue 626.0 40.8 666.8 (50.8) 616.0
Rent payable (20.5) - (20.5) 1.0 (19.5)
Service charge costs (128.1) (8.8) (136.9) 9.6 (127.3)
Facilities management costs recharged to joint ventures (2.8) - (2.8) (0.7) (3.5)
Other non-recoverable costs (43.4) (3.2) (46.6) 4.3 (42.3)
Net rental income 431.2 28.8 460.0 (36.6) 423.4
Profit for the year 140.4 63.5 203.9 (0.6)(1) 203.3
2016
Group including share of joint ventures Less share of Group
UK Spain Total joint ventures total
GBPm GBPm GBPm GBPm GBPm
Rent receivable 516.7 15.9 532.6 (48.1) 484.5
Service charge income 107.6 3.5 111.1 (9.5) 101.6
Facilities management income from joint ventures 5.1 - 5.1 3.1 8.2
Revenue 629.4 19.4 648.8 (54.5) 594.3
Rent payable (25.4) - (25.4) 1.1 (24.3)
Service charge costs (123.5) (3.7) (127.2) 10.6 (116.6)
Facilities management costs recharged to joint ventures (5.1) - (5.1) (3.1) (8.2)
Other non-recoverable costs (42.3) (1.8) (44.1) 5.0 (39.1)
Net rental income 433.1 13.9 447.0 (40.9) 406.1
Profit for the year 150.7 21.1 171.8 - 171.8
(1) The adjustment to profit for the year relates to the profit attributable to non-controlling interests within the Group's investment in joint ventures.
There were no significant transactions within net rental income between operating segments.
The Group's geographical analysis of non-current assets is presented below. This represents where the Group's assets reside and,
where relevant, where revenues are generated. In the case of investments this reflects where the investee is located.
2017 2016
GBPm GBPm
UK 9,484.1 9,648.6
Spain 565.5 276.7
India 65.9 65.8
10,115.5 9,991.1
An analysis of investment and development property, capital expenditure and revaluation surplus/(deficit) is presented below:
Investment and Revaluation
development property Capital expenditure surplus/(deficit)
2017 2016 2017 2016 2017 2016
GBPm GBPm GBPm GBPm GBPm GBPm
UK 9,373.8 9,537.5 184.1 92.5 (51.2) (97.4)
Spain 818.7 407.0 62.6 22.3 98.5 33.6
Group including share of joint ventures 10,192.5 9,944.5 246.7 114.8 47.3 (63.8)
Less share of joint ventures (1,013.1) (732.4) (7.3) (1.2) (16.5) (14.2)
Group 9,179.4 9,212.1 239.4 113.6 30.8 (78.0)
3 Loss on disposal of subsidiaries
The loss on disposal of subsidiaries of GBP1.8 million includes a loss in respect of the final net asset value adjustment of intu Bromley
of GBP0.8 million as well as a loss in respect of the disposal of Madrid Xanadú to a joint venture of GBP1.0 million (see note 22). The 2016
loss of GBP0.3 million related to the disposal of intu Bromley.
4 Administration expenses - exceptional
Exceptional administration expenses (see glossary for definition of exceptional items) in the year totalled GBP5.9 million (2016: GBP2.5
million) and relate principally to corporate transactions, being the acquisition of Madrid Xanadú as well as costs associated with the
recommended all-share offer made by Hammerson plc in 2017. The 2016 costs related to the acquisition of the remaining 50 per
cent of intu Merry Hill. These costs have been classified as exceptional based on their incidence.
5 Net finance costs
2017 2016
GBPm GBPm
On bank loans and overdrafts 192.0 189.2
On convertible bonds (note 17) 17.5 9.3
On obligations under finance leases 4.4 4.4
Finance costs(1) 213.9 202.9
Finance income (12.6) (14.9)
Amortisation of Metrocentre compound financial instrument 5.9 5.9
Payments on unallocated interest rate swaps and other costs(2) 34.6 34.7
Foreign currency movements(2) (1.6) (2.7)
Other finance costs 38.9 37.9
(Gain)/loss on derivative financial instruments (28.3) 47.2
Loss/(gain) on convertible bonds designated as at fair value through profit or loss (note 17) 6.3 (30.9)
Change in fair value of financial instruments(3) (22.0) 16.3
Net finance costs 218.2 242.2
(1) Finance costs of GBP4.9 million were capitalised in the year ended 31 December 2017 (2016: GBP2.1 million).
(2) Amounts totalling GBP33.0 million in the year ended 31 December 2017 (2016: GBP32.0 million) are treated as exceptional items, as defined in the glossary, due to their nature and are therefore
excluded from underlying earnings (see note 8(c)). These finance costs include payments on unallocated interest rate swaps, foreign currency movements and other fees.
(3) Included within the change in fair value of derivative financial instruments are gains totalling GBP47.1 million (2016: GBP41.8 million) resulting from the payment of obligations under derivative
financial instruments during the year. Of these GBP26.1 million related to unallocated swaps (2016: GBP27.1 million).
6 Taxation
Taxation for the year:
2017 2016
GBPm GBPm
Overseas taxation 0.2 0.1
Overseas taxation - adjustment in respect of prior years (0.1) -
UK taxation - adjustment in respect of prior years (0.2) (0.1)
Current tax (0.1) -
Deferred tax:
On investment and development property 24.8 -
On other investments - (2.3)
On derivative financial instruments - 16.4
On other temporary differences (0.8) 2.4
Deferred tax 24.0 16.5
Total tax charge 23.9 16.5
Tax relating to components of other comprehensive income of GBP0.1 million (2016: GBP16.5 million) relates entirely to deferred tax in
respect of other investments.
The tax charge for 2017 and 2016 are lower than the standard rate of corporation tax in the UK. The differences are explained
below:
2017 2016
GBPm GBPm
Profit before tax, joint ventures and associates 190.4 154.6
Profit before tax multiplied by the standard rate in the UK of 19.25% (2016: 20%) 36.7 30.9
Exempt property rental profits and revaluations (32.8) (20.1)
3.9 10.8
Additions and disposals of property and investments 6.2 (6.8)
Prior year corporation tax items (0.3) (0.1)
Non-deductible and other items 2.8 0.5
Overseas taxation 4.3 (0.6)
Unprovided deferred tax 7.0 12.7
Total tax charge 23.9 16.5
Details of deferred tax balances are given in note 18.
7 Dividends
2017 2016
GBPm GBPm
Ordinary shares:
Prior year final dividend paid of 9.4 pence per share (2016: 9.1 pence per share) 126.2 121.1
Interim dividend paid of 4.6 pence per share (2016: 4.6 pence per share) 61.7 61.4
Dividends paid 187.9 182.5
Proposed final dividend of 9.4 pence per share 127.4
Details of the shares in issue and dividends waived are given in notes 19 and 20 respectively.
As a REIT, dividends are declared and paid in accordance with REIT legislation. See glossary for further information as well as the
financial review for information on distributable reserves.
8 Earnings per share
(a) Earnings per share
Basic and diluted earnings per share as calculated in accordance with IAS 33 Earnings Per Share.
2017 2016
Earnings Shares Pence per Earnings Shares Pence per
GBPm million share GBPm million share
Profit for the year attributable to owners
of intu properties plc 216.7 182.7
Basic earnings per share(1) 216.7 1,343.2 16.1p 182.7 1,333.5 13.7p
Dilutive convertible bonds, share options and share awards (1.9) 84.4 (21.6) 107.9
Diluted earnings per share 214.8 1,427.6 15.0p 161.1 1,441.4 11.2p
(1) The weighted average number of shares used has been adjusted to remove shares held in the Employee Share Ownership Plan (ESOP).
(b) Headline earnings per share
Headline earnings per share has been calculated and presented as required by the Johannesburg Stock Exchange listing
requirements.
2017 2016
Gross Net(1) Gross Net1
GBPm GBPm GBPm GBPm
Basic earnings 216.7 182.7
Adjusted for:
Revaluation of investment and development property (note 10) (30.8) (16.1) 78.0 71.8
Gain on acquisition of businesses - - (34.6) (34.6)
Loss on disposal of subsidiaries (note 3) 1.8 1.8 0.3 0.3
Gain on sale of other investments - - (74.1) (74.1)
Share of joint ventures' items (15.9) (17.2) (14.2) (14.2)
Share of associates' items (1.1) (1.1) (1.1) (1.1)
Headline earnings 184.1 130.8
Dilution(2) (1.9) (21.6)
Diluted headline earnings 182.2 109.2
Weighted average number of shares (million) 1,343.2 1,333.5
Dilution(2) 84.4 107.9
Diluted weighted average number of shares (million) 1,427.6 1,441.4
Headline earnings per share (pence) 13.7p 9.8p
Diluted headline earnings per share (pence) 12.8p 7.6p
(1) Net of tax and non-controlling interests.
(2) The dilution impact is required to be included as calculated in note 8(a) even where this is not dilutive for headline earnings per share.
(c) Underlying earnings per share
Underlying earnings per share is a non-GAAP measure but has been presented as it is considered to be a key measure of the
Group's recurring performance and an indication of the extent to which dividend payments are supported by underlying operations
(see underlying profit statement in the other information section). It excludes property and derivative movements, exceptional items
and related tax. The key difference from EPRA earnings, an industry standard comparable measure, relates to adjustments in
respect of exceptional items where EPRA is prescriptive about the adjustments that can be made. Underlying earnings is defined as
an alternative performance measure in the financial review. A reconciliation to EPRA earnings per share is provided within the other
information section.
2017 2016
Earnings Shares Pence per Earnings Shares Pence per
GBPm million share GBPm million share
Basic earnings per share (per note 8(a)) 216.7 1,343.2 16.1p 182.7 1,333.5 13.7p
Adjusted for:
Revaluation of investment and development property
(note 10) (30.8) (2.3)p 78.0 5.9p
Gain on acquisition of businesses - - (34.6) (2.6)p
Loss on disposal of subsidiaries (note 3) 1.8 0.1p 0.3 -
Gain on sale of other investments - - (74.1) (5.6)p
Administration expenses - exceptional (note 4) 5.9 0.4p 2.5 0.2p
Exceptional finance costs (note 5) 33.0 2.5p 32.0 2.4p
Change in fair value of financial instruments (note 5) (22.0) (1.6)p 16.3 1.2p
Tax on the above 24.0 1.8p 16.5 1.3p
Share of joint ventures' items (17.2) (1.3)p (12.3) (0.9)p
Share of associates' items (0.4) - (1.1) (0.1)p
Non-controlling interests in respect of the above (10.0) (0.7)p (6.2) (0.5)p
Underlying earnings per share 201.0 1,343.2 15.0p 200.0 1,333.5 15.0p
Dilutive convertible bonds, share options and share awards s 6.7 84.4 9.3 107.9
Underlying, diluted earnings per share 207.7 1,427.6 14.5p 209.3 1,441.4 14.5p
9 Net asset value per share
(a) NAV per share (diluted, adjusted)
NAV per share (diluted, adjusted) is a non-GAAP measure but has been presented as it is considered to be a key measure of the
Group's performance. The key difference from EPRA NAV per share, an industry standard comparable measure, is the exclusion of
interest rate swaps not currently used for economic hedges of debt as, in our view, this better allows management to review and
monitor the Group's performance. NAV (diluted, adjusted) is defined as an alternative performance measure in the financial review.
A reconciliation to EPRA NAV per share is provided within the other information section.
2017 2016
Net NAV per Net NAV per
assets Shares share assets Shares share
GBPm million pence GBPm million pence
NAV per share attributable to owners of
intu properties plc(1) 5,075.0 1,343.4 378p 4,978.8 1,343.0 371p
Dilutive convertible bonds, share options and awards - 1.8 2.6 3.5
Diluted NAV per share 5,075.0 1,345.2 377p 4,981.4 1,346.5 370p
Adjusted for:
Fair value of derivative financial instruments 347.5 26p 377.7 28p
Deferred tax on investment and development
property and other investments 23.7 2p 0.1 -
Share of joint ventures' items 5.2 1p 7.2 1p
Non-controlling interest recoverable balance not
recognised 71.3 5p 71.3 5p
NAV per share (diluted, adjusted) 5,522.7 1,345.2 411p 5,437.7 1,346.5 404p
(1) The number of shares used has been adjusted to remove shares held in the ESOP.
(b) NNNAV per share (diluted, adjusted)
NNNAV per share (diluted, adjusted) is a non-GAAP measure but has been included as it is considered to be an industry standard
comparable measure and is equal to EPRA NNNAV per share presented in the other information section.
2017 2016
Net NAV per Net NAV per
assets Shares share assets Shares share
GBPm million pence GBPm million pence
NAV per share (diluted, adjusted) 5,522.7 1,345.2 411p 5,437.7 1,346.5 404p
Fair value of derivative financial instruments (347.5) (26)p (377.7) (28)p
Excess of fair value of borrowings over carrying value (430.8) (32)p (375.0) (28)p
Deferred tax on investment and development
property and other investments (23.7) (2)p (0.1) -
Share of joint ventures' items (47.8) (4)p (9.4) (1)p
Non-controlling interests in respect of the above 22.9 2p 23.4 2p
NNNAV per share (diluted, adjusted) 4,695.8 1,345.2 349p 4,698.9 1,346.5 349p
10 Investment and development property
Investment Development
property property Total
GBPm GBPm GBPm
At 1 January 2016 8,259.7 144.2 8,403.9
Acquisition of intu Merry Hill 889.3 - 889.3
Additions 52.6 61.0 113.6
Recognition of leasehold on Charter Place - 55.9 55.9
Disposals (2.0) - (2.0)
Disposal of intu Bromley (179.4) - (179.4)
Deficit on revaluation (17.2) (60.8) (78.0)
Foreign exchange movements - 8.8 8.8
At 31 December 2016 9,003.0 209.1 9,212.1
Acquisition of Madrid Xanadú (note 21) 461.4 - 461.4
Additions 109.6 129.8 239.4
Disposals (3.1) (0.3) (3.4)
Disposal of Madrid Xanadú to joint venture (note 22) (472.3) - (472.3)
Transfer of intu Chapelfield to assets held for sale (note 23) (302.0) - (302.0)
Surplus/(deficit) on revaluation (59.0) 89.8 30.8
Foreign exchange movements 9.4 4.0 13.4
At 31 December 2017 8,747.0 432.4 9,179.4
A reconciliation to market value is given in the table below:
2017 2016
GBPm GBPm
Balance sheet carrying value of investment and development property 9,179.4 9,212.1
Tenant incentives included within trade and other receivables (note 13) 109.2 109.9
Head leases included within finance leases in borrowings (note 16) (80.2) (80.2)
Market value of investment and development property 9,208.4 9,241.8
The market value of investment and development property at 31 December 2017 includes GBP8,831.9 million (31 December 2016:
GBP9,088.6 million) in respect of investment property and GBP376.5 million (31 December 2016: GBP153.2 million) in respect of development
property.
In respect of the intu Costa del Sol development site near Málaga, Spain, as the General Plan of Torremolinos was approved in the
year, with the remaining consents expected in the coming months, the Group obtained an independent external valuation at 31
December 2017 as cost is no longer an appropriate approximation of fair value. The valuation is based on the assumption that
planning approval is in place at the valuation date.
The fair value of the Group's investment and development property at 31 December 2017 was determined by independent external
valuers at that date other than certain development land. The valuations are in accordance with the Royal Institution of Chartered
Surveyors (RICS) Valuation - Global Standards 2017 and were arrived at by reference to market transactions for similar properties
and rent profiles. Fair values for investment properties are calculated using the present value income approach. The main
assumptions underlying the valuations are in relation to rent profile and yields.
In respect of development valuations, deductions are then made for anticipated costs, including an allowance for developer's profit
and any other assumptions before arriving at a valuation.
11 Investment in joint ventures
The Group's principal joint ventures own and manage investment and development property.
2017
St David's, Puerto Madrid intu
Cardiff Venecia Xanadú Asturias Other Total
GBPm GBPm GBPm GBPm GBPm GBPm
At 1 January 2017 355.2 119.4 - 76.0 37.0 587.6
Acquisition of joint venture interest (note 22) - - 117.1 - - 117.1
Group's share of underlying profit 13.4 0.6 1.4 2.0 0.9 18.3
Group's share of other net profit/(loss) (6.8) 8.9 0.4 14.7 - 17.2
Group's share of profit 6.6 9.5 1.8 16.7 0.9 35.5
Investment of capital - - 0.7 - - 0.7
Distributions - - - - (1.2) (1.2)
Loan advances - - - - 3.0 3.0
Loan repayments (14.8) - - - - (14.8)
Foreign exchange movements - 5.0 (0.2) 2.9 (0.1) 7.6
At 31 December 2017 347.0 133.9 119.4 95.6 39.6 735.5
Represented by:
Loans to joint ventures 83.6 99.1 57.7 35.0 7.5 282.9
Group's share of net assets 263.4 34.8 61.7 60.6 32.1 452.6
2016
intu St David's, Puerto intu
Merry Hill Cardiff Venecia Asturias Other Total
GBPm GBPm GBPm GBPm GBPm GBPm
At 1 January 2016 447.0 368.5 85.9 53.4 37.1 991.9
Group's share of underlying profit 3.3 13.7 0.7 0.8 1.3 19.8
Group's share of other net profit/(loss) (4.3) (14.3) 19.4 12.9 (1.4) 12.3
Group's share of profit/(loss) (1.0) (0.6) 20.1 13.7 (0.1) 32.1
Distributions (1.0) - - - (2.2) (3.2)
Loan advances - - - - 1.2 1.2
Loan repayments - (12.7) - - - (12.7)
Disposal of joint venture interest (445.0) - - - - (445.0)
Foreign exchange movements - - 13.4 8.9 1.0 23.3
At 31 December 2016 - 355.2 119.4 76.0 37.0 587.6
Represented by:
Loans to joint ventures - 98.4 95.3 33.9 4.6 232.2
Group's share of net assets - 256.8 24.1 42.1 32.4 355.4
At 31 December 2017, the boards of joint ventures had approved GBP13.8 million (2016: GBP15.7 million) of future expenditure for the
purchase, construction, development and enhancement of investment property. Of this, GBP12.7 million (2016: nil) is contractually
committed. These amounts represent the Group's share.
Set out below is the summarised information of the Group's joint ventures with financial information presented at 100 per cent. The
2017 summary information and the summarised income statement of Madrid Xanadú is presented for the period from 31 July 2017,
the date which it ceased being a 100 per cent owned subsidiary of the Group.
2017
St David's, Puerto Madrid intu
Cardiff Venecia Xanadú Asturias Other Total
GBPm GBPm GBPm GBPm GBPm GBPm
Summary information
Group's interest 50% 50% 50% 50%
Principal place of business Wales Spain Spain Spain
Summarised income statement
Revenue 39.6 25.1 13.0 17.0 18.8 113.5
Net rental income 26.7 19.2 8.6 12.5 12.9 79.9
Revaluation of investment and development
property (13.6) 18.1 2.0 26.6 - 33.1
Loss on sale of other investments - (0.4) - (0.3) - (0.7)
Administration expenses - underlying - (1.9) (1.1) (1.0) (2.3) (6.3)
Administration expenses - exceptional - - (1.0) - - (1.0)
Finance costs - (15.9) (4.4) (7.5) (5.0) (32.8)
Change in fair value of financial instruments - 0.6 0.4 0.6 0.7 2.3
Taxation - (0.1) (0.9) 3.2 - 2.2
Profit 13.1 19.6 3.6 34.1 6.3 76.7
Attributable to non-controlling interests - (0.6) - (0.7) - (1.3)
Profit attributable to owners 13.1 19.0 3.6 33.4 6.3 75.4
Group's share of profit 6.6 9.5 1.8 16.7 0.9 35.5
Summarised balance sheet
Investment and development property 692.0 460.4 470.5 281.0 265.3 2,169.2
Other non-current assets 14.0 0.8 81.2 5.3 3.7 105.0
Total non-current assets 706.0 461.2 551.7 286.3 269.0 2,274.2
Cash and cash equivalents 8.9 38.2 18.9 31.2 6.0 103.2
Other current assets 7.7 2.5 - 1.5 9.4 21.1
Total current assets 16.6 40.7 18.9 32.7 15.4 124.3
Current financial liabilities - (17.0) (6.1) (6.2) (0.5) (29.8)
Other current liabilities (12.6) (13.9) (15.2) (1.9) (5.8) (49.4)
Total current liabilities (12.6) (30.9) (21.3) (8.1) (6.3) (79.2)
Partners' loans (167.2) (198.3) (115.4) (70.0) (15.0) (565.9)
Non-current financial liabilities - (199.6) (230.9) (105.2) (131.6) (667.3)
Other non-current liabilities (16.1) - (79.7) (11.4) - (107.2)
Total non-current liabilities (183.3) (397.9) (426.0) (186.6) (146.6) (1,340.4)
Net assets 526.7 73.1 123.3 124.3 131.5 978.9
Non-controlling interests - (3.4) - (3.1) - (6.5)
Net assets attributable to owners 526.7 69.7 123.3 121.2 131.5 972.4
Group's share of net assets 263.4 34.8 61.7 60.6 32.1 452.6
The 2016 summary information and the summarised income statement of intu Merry Hill is presented for the period to 22 June 2016,
after which it became a 100 per cent owned subsidiary of the Group.
2016
intu St David's, Puerto intu
Merry Hill Cardiff Venecia Asturias Other Total
GBPm GBPm GBPm GBPm GBPm GBPm
Summary information
Group's interest 50% 50% 50% 50%
Principal place of business England Wales Spain Spain
Summarised income statement
Revenue 27.0 40.4 24.2 15.0 19.1 125.7
Net rental income 20.2 27.4 17.8 10.1 13.3 88.8
Revaluation of investment and development property (8.5) (28.6) 38.6 28.6 1.7 31.8
Administration expenses - underlying (0.5) (0.1) (1.4) (1.0) (1.9) (4.9)
Administration expenses - exceptional - - - (0.8) - (0.8)
Finance costs (13.1) - (14.9) (9.3) (4.3) (41.6)
Change in fair value of financial instruments - - 0.2 (0.2) (3.2) (3.2)
Taxation - underlying - - (0.1) - - (0.1)
Profit/(loss) (1.9) (1.3) 40.2 27.4 5.6 70.0
Group's share of profit/(loss) (1.0) (0.6) 20.1 13.7 (0.1) 32.1
Summarised balance sheet
Investment and development property - 689.5 424.0 236.6 254.5 1,604.6
Other non-current assets - 13.5 0.5 4.8 8.6 27.4
Total non-current assets - 703.0 424.5 241.4 263.1 1,632.0
Cash and cash equivalents - 9.4 25.2 35.4 5.9 75.9
Other current assets - 11.5 2.9 1.7 2.4 18.5
Total current assets - 20.9 28.1 37.1 8.3 94.4
Current financial liabilities - (0.2) (12.1) (6.0) (0.5) (18.8)
Other current liabilities - (13.3) (9.9) (4.6) (5.4) (33.2)
Total current liabilities - (13.5) (22.0) (10.6) (5.9) (52.0)
Partners' loans - (196.8) (190.6) (67.8) (4.6) (459.8)
Non-current financial liabilities - - (191.8) (101.5) (131.8) (425.1)
Other non-current liabilities - - - (14.4) - (14.4)
Total non-current liabilities - (196.8) (382.4) (183.7) (136.4) (899.3)
Net assets - 513.6 48.2 84.2 129.1 775.1
Group's share of net assets - 256.8 24.1 42.1 32.4 355.4
12 Investment in associates
2017 2016
GBPm GBPm
At 1 January 65.2 54.7
Share of profit of associates 1.3 1.6
Foreign exchange movements (1.7) 8.9
At 31 December 64.8 65.2
Investment in associates comprises a 32.4 per cent holding in the ordinary shares of Prozone Intu Properties Limited ('Prozone'), a
listed Indian shopping centre developer, and a 26.8 per cent holding in the ordinary shares of Empire Mall Private Limited ('Empire').
Both companies are incorporated in India.
13 Trade and other receivables
2017 2016
GBPm GBPm
Current
Trade receivables 26.4 22.1
Amounts owed by joint ventures 13.6 9.9
Other receivables 17.2 15.4
Net investment in finance leases 0.4 0.5
Prepayments and accrued income 84.3 75.5
Trade and other receivables - current 141.9 123.4
Non-current
Amounts owed by associates 4.7 -
Net investment in finance leases 1.2 1.5
Prepayments and accrued income 96.6 97.6
Trade and other receivables - non-current 102.5 99.1
Included within prepayments and accrued income for the Group of GBP180.9 million (2016: GBP173.1 million) are tenant lease incentives
of GBP109.2 million (2016: GBP109.9 million), of which GBP12.6 million are classified as current (2016: GBP12.3 million) and GBP96.6 million as
non-current (2016: GBP97.6 million).
14 Cash and cash equivalents
2017 2016
GBPm GBPm
Unrestricted cash 225.1 251.7
Restricted cash 2.9 3.0
Cash and cash equivalents 228.0 254.7
A number of the Group's borrowing arrangements place certain restrictions on the rent received each quarter. These do not prevent
access to or use of this funding within the borrowing entities, however they do place certain restrictions on moving those funds
around the wider group, typically requiring debt servicing costs to be paid before restrictions are lifted.
15 Trade and other payables
2017 2016
GBPm GBPm
Current
Rents received in advance 102.1 105.2
Trade payables 6.1 6.9
Amounts owed to joint ventures 0.3 0.1
Accruals and deferred income 137.9 128.8
Other payables 10.9 10.3
Other taxes and social security 31.2 29.7
Trade and other payables 288.5 281.0
16 Borrowings
2017
Carrying Fixed Floating Fair
value Secured Unsecured rate rate value
GBPm GBPm GBPm GBPm GBPm GBPm
Current
Commercial mortgage backed securities
(CMBS) notes 23.3 23.3 - 23.3 - 28.1
2.5% convertible bonds 2018 (note 17) 161.0 - 161.0 161.0 - 161.0
Current borrowings, excluding finance leases 184.3 23.3 161.0 184.3 - 189.1
Finance lease obligations 2.4 2.4 - 2.4 - 2.4
186.7 25.7 161.0 186.7 - 191.5
Non-current
Revolving credit facility 2021 (including GBP88.8 million
drawn in euros) 233.8 233.8 - - 233.8 233.8
CMBS notes 2019 19.9 19.9 - 19.9 - 20.4
CMBS notes 2022 43.0 43.0 - 43.0 - 49.5
CMBS notes 2024 88.0 88.0 - 88.0 - 98.6
CMBS notes 2029 73.2 73.2 - 73.2 - 85.9
CMBS notes 2033 311.2 311.2 - 311.2 - 393.1
CMBS notes 2035 192.8 192.8 - - 192.8 212.1
Bank loan 2019 139.7 139.7 - - 139.7 139.7
Bank loan 2020 32.9 32.9 - - 32.9 32.9
Bank loans 2021 470.2 470.2 - - 470.2 470.2
Bank loan 2022 246.8 246.8 - 246.8 - 277.3
Bank loan 2024 482.7 482.7 - - 482.7 482.7
3.875% bonds 2023 443.5 443.5 - 443.5 - 486.2
4.125% bonds 2023 478.5 478.5 - 478.5 - 535.7
4.625% bonds 2028 342.3 342.3 - 342.3 - 410.0
4.250% bonds 2030 345.0 345.0 - 345.0 - 402.3
Debenture 2027 228.8 228.8 - 228.8 - 267.9
2.875% convertible bonds 2022 (note 17) 377.3 - 377.3 377.3 - 377.3
Non-current borrowings, excluding finance leases
and Metrocentre compound financial instrument 4,549.6 4,172.3 377.3 2,997.5 1,552.1 4,975.6
Metrocentre compound financial instrument 183.7 - 183.7 183.7 - 183.7
Finance lease obligations 77.8 77.8 - 77.8 - 77.8
4,811.1 4,250.1 561.0 3,259.0 1,552.1 5,237.1
Total borrowings 4,997.8 4,275.8 722.0 3,445.7 1,552.1 5,428.6
Cash and cash equivalents (note 14) (228.0)
Net debt 4,769.8
Analysis of the Group's net external debt is provided in the other information section.
The fair values of fixed rate borrowings and CMBS are assessed based on quoted market prices, and as such are categorised as
Level 1 in the fair value hierarchy (see note 28 of the Group's annual report and financial statements for definition). The fair values of
unlisted floating rate borrowings are equal to their carrying values.
2016
Carrying Fixed Floating Fair
value Secured Unsecured rate rate value
GBPm GBPm GBPm GBPm GBPm GBPm
Current
Bank loans and overdrafts 125.1 125.1 - - 125.1 125.1
CMBS notes 14.9 14.9 - 14.9 - 18.3
Current borrowings, excluding finance leases 140.0 140.0 - 14.9 125.1 143.4
Finance lease obligations 2.4 2.4 - 2.4 - 2.4
142.4 142.4 - 17.3 125.1 145.8
Non-current
Revolving credit facility 2021 (including nil
drawn in euros) 10.0 10.0 - - 10.0 10.0
CMBS notes 2019 19.8 19.8 - 19.8 - 20.8
CMBS notes 2022 50.5 50.5 - 50.5 - 60.6
CMBS notes 2024 87.8 87.8 - 87.8 - 98.6
CMBS notes 2029 78.7 78.7 - 78.7 - 92.3
CMBS notes 2033 325.4 325.4 - 325.4 - 406.4
CMBS notes 2035 190.6 190.6 - - 190.6 196.5
Bank loan 2018 494.8 494.8 - - 494.8 494.8
Bank loan 2020 32.8 32.8 - - 32.8 32.8
Bank loans 2021 468.9 468.9 - - 468.9 468.9
3.875% bonds 2023 442.4 442.4 - 442.4 - 486.8
4.125% bonds 2023 477.5 477.5 - 477.5 - 536.1
4.625% bonds 2028 341.7 341.7 - 341.7 - 402.4
4.250% bonds 2030 344.8 344.8 - 344.8 - 389.4
Debenture 2027 228.4 228.4 - 228.4 - 269.3
2.5% convertible bonds 2018 (note 17) 308.1 - 308.1 308.1 - 308.1
2.875% convertible bonds 2022 (note 17) 362.4 - 362.4 362.4 - 362.4
Non-current borrowings, excluding finance leases
and Metrocentre compound financial instrument 4,264.6 3,594.1 670.5 3,067.5 1,197.1 4,636.2
Metrocentre compound financial instrument 177.8 - 177.8 177.8 - 177.8
Finance lease obligations 77.8 77.8 - 77.8 - 77.8
4,520.2 3,671.9 848.3 3,323.1 1,197.1 4,891.8
Total borrowings 4,662.6 3,814.3 848.3 3,340.4 1,322.2 5,037.6
Cash and cash equivalents (note 14) (254.7)
Net debt 4,407.9
The maturity profile of debt (excluding finance leases) is as follows:
2017 2016
GBPm GBPm
Repayable within one year 184.3 140.0
Repayable in more than one year but not more than two years 175.5 804.8
Repayable in more than two years but not more than five years 1,445.9 620.6
Repayable in more than five years 3,111.9 3,017.0
4,917.6 4,582.4
Certain borrowing agreements contain financial and other conditions that, if contravened, could alter the repayment profile. During
the year there were no breaches of these conditions (see financial covenants in the other information section).
At 31 December 2017 the Group had committed borrowing facilities of GBP640.7 million, expiring in 2021, GBP406.9 million of which was
undrawn (2016: facilities GBP640.7 million, undrawn GBP630.7 million).
Finance lease disclosures:
2017 2016
GBPm GBPm
Minimum lease payments under finance leases fall due:
Not later than one year 2.4 2.4
Later than one year and not later than five years 9.5 9.5
Later than five years 115.1 112.7
127.0 124.6
Future finance charges on finance leases (46.8) (44.4)
Present value of finance lease liabilities 80.2 80.2
Present value of finance lease liabilities:
Not later than one year 2.4 2.4
Later than one year and not later than five years 9.5 9.5
Later than five years 68.3 68.3
80.2 80.2
Finance lease liabilities are in respect of head leases on investment and development property. A number of these leases provide for
payment of contingent rent, usually a proportion of net rental income, in addition to the rents above.
17 Convertible bonds
2.875 per cent convertible bonds ('the 2.875 per cent bonds')
On 1 November 2016 Intu (Jersey) 2 Limited (the 'Issuer') issued GBP375.0 million 2.875 per cent Guaranteed Convertible Bonds due
2022 at par, all of which remain outstanding at 31 December 2017. At 31 December 2017 the exchange price was GBP3.7506 per
ordinary share. intu properties plc has unconditionally and irrevocably guaranteed the due and punctual performance by the Issuer of
all of its obligations (including payments) in respect of the 2.875 per cent bonds and the obligations of the Company, as guarantor,
constitute direct, unsubordinated and unsecured obligations of the Company.
Subject to certain conditions, the 2.875 per cent bonds are convertible into preference shares of the Issuer which are automatically
transferred to the Company in exchange for ordinary shares in the Company or (at the Company's election) any combination of
ordinary shares and cash. The 2.875 per cent bonds can be converted at any time from the date which is 180 days prior to the Final
Maturity Date of 1 November 2022, to the 20th dealing date prior to the Final Maturity Date.
The initial exchange price was GBP3.7506 per ordinary share, a conversion rate of approximately 26,662 ordinary shares for every
GBP100,000 nominal of the 2.875 per cent bonds. Under the terms of the 2.875 per cent bonds, the exchange price is adjusted upon
certain events including the payment of dividends by the Company over a certain threshold.
The 2.875 per cent bonds may be redeemed at par at the Company's option subject to the Company's ordinary share price having
traded at 30 per cent above the conversion price for a specified period, or at any time once 85 per cent by nominal value of the 2.875
per cent bonds originally issued have been converted or cancelled. If not previously converted, redeemed or purchased and
cancelled, the 2.875 per cent bonds will be redeemed at par on 1 November 2022.
The 2.875 per cent bonds are designated as at fair value through profit or loss and so are presented on the balance sheet at fair
value with all gains and losses taken to the income statement through the change in fair value of financial instruments line. At 31
December 2017, the fair value of the 2.875 per cent bonds was GBP377.3 million (2016: GBP362.4 million), with the change in fair value
reflected in note 5. The 2.875 per cent bonds are listed on the Channel Islands Securities Exchange and the Open Market
(Freiverkehr) of the Frankfurt Stock Exchange.
During the year interest of GBP10.8 million (2016: GBP1.8 million) in respect of these bonds has been recognised within finance costs.
2.5 per cent convertible bonds ('the 2.5 per cent bonds')
On 4 October 2012 Intu (Jersey) Limited (the 'Issuer') issued GBP300.0 million 2.5 per cent Guaranteed Convertible Bonds due 2018 at
par, GBP160.4 million of which remains outstanding at 31 December 2017. At 31 December 2017 the exchange price was GBP3.1164 per
ordinary share. intu properties plc has unconditionally and irrevocably guaranteed the due and punctual performance by the Issuer of
all of its obligations (including payments) in respect of the 2.5 per cent bonds and the obligations of the Company, as guarantor,
constitute direct, unsubordinated and unsecured obligations of the Company.
During the year the Group purchased and subsequently cancelled GBP139.6 million of 2.5 per cent bonds.
Subject to certain conditions, the 2.5 per cent bonds are convertible into preference shares of the Issuer which are automatically
transferred to the Company in exchange for ordinary shares in the Company or (at the Company's election) any combination of
ordinary shares and cash. The 2.5 per cent bonds can be converted at any time from 14 November 2012 up to the 20th dealing day
before the Final Maturity Date of 4 October 2018.
The initial exchange price was GBP4.3752 per ordinary share, a conversion rate of approximately 22,856 ordinary shares for every
GBP100,000 nominal of the 2.5 per cent bonds. Under the terms of the 2.5 per cent bonds, the exchange price is adjusted upon certain
events including the payment of dividends by the Company.
The 2.5 per cent bonds may be redeemed at par at the Company's option subject to the Company's ordinary share price having
traded at 30 per cent above the conversion price for a specified period, or at any time once 85 per cent by nominal value of the 2.5
per cent bonds originally issued have been converted or cancelled. If not previously converted, redeemed or purchased and
cancelled, the 2.5 per cent bonds will be redeemed at par on 4 October 2018.
The 2.5 per cent bonds are designated as at fair value through profit or loss and so are presented on the balance sheet at fair value
with all gains and losses taken to the income statement through the change in fair value of financial instruments line. At 31
December 2017, the fair value of the 2.5 per cent bonds was GBP161.0 million (2016: GBP308.1 million), with the change in fair value
reflected in note 5. The 2.5 per cent bonds are listed on the Professional Securities Market of the London Stock Exchange.
During the year interest of GBP6.7 million (2016: GBP7.5 million) in respect of these bonds has been recognised within finance costs.
18 Deferred tax
Under IAS 12 Income Taxes, provision is made for the deferred tax assets and liabilities associated with the revaluation of assets
and liabilities at the corporate tax rate expected to apply to the Group at the time the temporary differences are expected to reverse.
For those UK assets and liabilities benefitting from REIT exemption the relevant tax rate will be 0 per cent (2016: 0 per cent), and for
other UK assets and liabilities the relevant rate will be 19 per cent if the temporary difference is expected to be realised before 1 April
2020 and 17 per cent if it is expected to be realised on or after 1 April 2020 (2016: 20 per cent before 1 April 2017, 19 per cent
before 1 April 2020 and 17 per cent thereafter). For Spanish assets and liabilities the relevant tax rate will be 25 per cent (2016: 25
per cent).
Movements in the provision for deferred tax:
Investment
and Derivative Other
development Other financial temporary
property investments instruments differences Total
GBPm GBPm GBPm GBPm GBPm
Provided deferred tax provision/(asset):
At 1 January 2016 - 18.9 (16.4) (2.5) -
Recognised in the income statement - (2.3) 16.4 2.4 16.5
Recognised in other comprehensive income - (16.5) - - (16.5)
At 31 December 2016 - 0.1 - (0.1) -
Acquisition of Madrid Xanadú (note 21) 84.5 - - (6.8) 77.7
Recognised in the income statement 24.8 - - (0.8) 24.0
Recognised in other comprehensive income - (0.1) - - (0.1)
Foreign exchange movements 1.8 - - (0.1) 1.7
Disposal of subsidiaries (note 22) (86.5) - - 6.9 (79.6)
At 31 December 2017 24.6 - - (0.9) 23.7
The net deferred tax provision of GBP23.7 million arises in respect of the revaluation of development property at intu Costa del Sol,
partially offset by tax losses in the same company.
At 31 December 2017, the Group had unrecognised deferred tax assets calculated at a tax rate of 17 per cent (2016: 17 per cent) of
GBP43.1 million (2016: GBP39.7 million) for surplus UK revenue tax losses carried forward, GBP45.6 million (2016: GBP45.5 million) for
temporary differences on derivative financial instruments, GBP0.5 million (2016: GBP0.6 million) for temporary differences on capital
allowances and GBP5.8 million (2016: GBP3.4 million) for capital losses.
On its sale in 2016, the deferred tax provision in respect of the Group's investment in Equity One was reduced to nil. The revaluation
of this investment was recognised in reserves and so the deferred tax movements related to it were also recognised in other
comprehensive income. With the provision reduced to nil, the deferred tax asset on derivative financial instruments and other
temporary differences could no longer be recognised, and GBP18.9 million was therefore released to the income statement.
In accordance with the requirements of IAS 12 Income Taxes, the deferred tax asset has not been recognised on the Group's
balance sheet due to uncertainty over the level of profits that will be available in the non-REIT elements of the Group in future
periods.
19 Share capital and share premium
Share Share
capital premium
GBPm GBPm
Issued and fully paid:
At 31 December 2017 and 31 December 2016: 1,355,040,243 ordinary shares of 50 pence each 677.5 1,327.4
At 22 February 2018 the Company had an unexpired authority to repurchase shares up to a maximum of 135,504,024 shares with a
nominal value of GBP67.8 million, and the Directors have an unexpired authority to allot up to a maximum of 451,680,081 shares with a
nominal value of GBP225.8 million.
Included within the issued share capital at 31 December 2017 are 11,633,680 ordinary shares (2016: 12,069,559) held by the
Trustee of the ESOP which is operated by the Company (see note 20). The nominal value of these shares at 31 December 2017 is
GBP5.8 million (2016: GBP6.0 million).
20 Employee Share Ownership Plan (ESOP)
The cost of shares in intu properties plc held by the Trustee of the Employee Share Ownership Plan operated by the Company is
accounted for as a deduction from equity.
The purpose of the ESOP is to acquire and hold shares which will be transferred to employees in the future under the Group's
employee incentive arrangements, including joint ownership of shares in its role as Trustee of the Joint Share Ownership Plan.
Dividends of GBP1.7 million (2016: GBP1.0 million) in respect of these shares have been waived by agreement.
2017 2016
Shares Shares
million GBPm million GBPm
At 1 January 12.1 40.8 12.7 43.3
Acquisitions 0.4 1.3 0.3 0.7
Disposals (0.9) (3.0) (0.9) (3.2)
At 31 December 11.6 39.1 12.1 40.8
21 Acquisition of Madrid Xanadú
On 10 March 2017 the Group acquired 100 per cent interests in three entities, which together own and manage Madrid Xanadú
shopping centre, for total cash consideration of EUR517.3 million (GBP453.9 million). The cash flow statement outflow of GBP446.7 million
reflects the GBP453.9 million less the unrestricted cash acquired of GBP7.2 million. Acquisition related costs of GBP1.3 million were incurred
and recognised in the income statement in exceptional administration expenses during the year.
The fair value of assets and liabilities acquired, at 100 per cent, are set out in the table below:
Fair value
GBPm
Assets
Investment and development property 461.4
Cash and cash equivalents (including restricted cash of GBP3.1 million) 10.3
Trade and other receivables 0.1
Total assets 471.8
Liabilities
Trade and other payables (21.3)
Deferred tax (77.7)
Total liabilities (99.0)
Net assets 372.8
Fair value of consideration paid 453.9
Goodwill on acquisition of business 81.1
The fair value of the consideration is greater than the fair value of the assets and liabilities acquired, resulting in goodwill of GBP81.1
million being recognised on acquisition. The goodwill balance is primarily attributable to the recognition of a deferred tax balance
which is required to be recorded in accordance with IAS 12 Income Taxes but has not been taken into account as part of the
purchase price as it is not expected to be realised.
From the date of acquisition to the end of the year, the acquired subsidiaries and subsequent joint venture interest (see note 22)
contributed GBP13.2 million of revenue and GBP3.1 million of profit to the Group.
Had the entities been acquired on 1 January 2017, the Group would have reported revenue of GBP622.9 million and profit of GBP206.0
million for the year.
22 Part disposal of Madrid Xanadú
On 31 July 2017 the Group sold 50 per cent of its interest in Xanadú Retail and Leisure S.L.U., a wholly owned subsidiary, to TH
Real Estate for total consideration of EUR131.7 million (GBP117.9 million) before expenses of GBP1.0 million. Xanadú Retail and Leisure
S.L.U. owns, through its wholly owned subsidiaries, Madrid Xanadú. Following this transaction Madrid Xanadú has ceased to be
accounted for as a subsidiary and is now a joint venture. Therefore the assets and liabilities of Madrid Xanadú are no longer
recorded at 100 per cent in the Group's balance sheet but the remaining 50 per cent interest is included in investment in joint
ventures at an initial value of GBP117.1 million. As a result of this transaction the Group has recorded a loss on disposal of GBP1.0 million
in the income statement. The cash flow statement inflow of GBP104.1 million represents the net consideration received of GBP116.9 million
net of unrestricted cash in the business of GBP12.8 million.
The assets and liabilities of the subsidiaries disposed of, at 100 per cent, are set out below:
GBPm
Assets
Investment and development property 472.3
Goodwill 81.1
Cash and cash equivalents (including restricted cash of GBP3.2 million) 16.0
Trade and other receivables 7.3
Total assets 576.7
Liabilities
Trade and other payables (28.4)
Deferred tax (79.6)
Derivative financial instruments (1.6)
Borrowings (231.4)
Total liabilities (341.0)
Net assets 235.7
Net assets (at 50 per cent) 117.9
Fair value of consideration received 116.9
Loss on disposal of subsidiaries 1.0
23 Assets classified as held for sale
In November the Group announced the formation of a joint venture with LaSalle Investment Management (acting on behalf of
Greater Manchester Pension Fund and West Yorkshire Pension Fund) for them to take ownership of 50 per cent of intu Chapelfield
for initial net proceeds of GBP148.0 million. This transaction completed on 31 January 2018 following the receipt of EU merger approval.
As a result, at 31 December 2017 in accordance with IFRS the Group has classified 100 per cent of intu Chapelfield (which is part of
the UK operating segment) and all its related assets and liabilities as held for sale.
The assets and liabilities below are presented at their carrying amount. There are no material differences between their carrying
amount and fair value less costs to sell.
GBPm
Assets of disposal groups classified as held for sale
Investment and development property 302.0
Cash and cash equivalents 0.5
Trade and other receivables 6.6
Total 309.1
Liabilities of disposal groups classified as held for sale
Trade and other payables (6.2)
Total (6.2)
24 Capital commitments
At 31 December 2017 the Board had approved GBP253.8 million (2016: GBP241.3 million) of future expenditure for the purchase,
construction, development and enhancement of investment property. Of this, GBP145.9 million (2016: GBP136.6 million) is contractually
committed. The majority of this is expected to be spent during 2018 and 2019.
25 Cash generated from operations
2017 2016
Notes GBPm GBPm
Profit before tax, joint ventures and associates 190.4 154.6
Adjusted for:
Revaluation of investment and development property 10 (30.8) 78.0
Gain on acquisition of businesses - (34.6)
Loss on disposal of subsidiaries 3 1.8 0.3
Gain on sale of other investments - (74.1)
Depreciation 2.9 2.2
Share-based payments 2.3 1.9
Lease incentives and letting costs (4.1) (16.7)
Net finance costs 5 218.2 242.2
Changes in working capital:
Change in trade and other receivables (0.6) (1.0)
Change in trade and other payables (14.5) 3.1
Cash generated from operations 365.6 355.9
26 Related party transactions
Key management1 compensation is analysed below:
2017 2016
GBPm GBPm
Salaries and short-term employee benefits 5.4 4.8
Pensions and other post-employment benefits 0.7 0.5
Share-based payments 2.0 3.7
8.1 9.0
(1) Key management comprises the Directors of intu properties plc and the Executive Committee who have been designated as persons discharging
managerial responsibility (PDMR).
During the year the Group's joint ventures in Puerto Venecia, Zaragoza and intu Asturias sold shares in subsidiaries, previously
wholly owned by the respective joint ventures, listed on the Spanish MaB to PDMR's of the Group. The total value of the shares sold
at fair value on the date of sale is EUR1.0 million and EUR0.9 million, representing 3 per cent and 2 per cent of outstanding share capital
respectively. The sale of shares in these entities was required to comply with Spanish MaB free float listing requirements. The Group
provided an interest-free loan to PDMR's to enable them to purchase the shares. The loans are treated as a taxable benefit which
accordingly is included in the above table.
As John Whittaker, Deputy Chairman and Non-Executive Director of intu properties plc, is the Chairman of the Peel Group (Peel),
members of Peel are considered to be related parties. Total transactions between the Group and members of Peel are shown below:
2017 2016
GBPm GBPm
Income 1.3 1.3
Expenditure (0.6) (0.9)
Income predominantly relates to leases of office space and contracts to provide advertising services. Expenditure predominantly
relates to costs incurred under a management services agreement, travel costs and the supply of utilities. All contracts are on an
arm's length basis at commercial rates.
Balances outstanding between the Group and members of Peel at 31 December 2017 and 31 December 2016 are shown below:
2017 2016
GBPm GBPm
Net investment in finance lease 1.6 2.0
Amounts owed by members of Peel 1.0 0.2
Under the terms of the Group's acquisition of intu Trafford Centre from Peel in 2011, Peel have provided a guarantee in respect of
Section 106 planning obligation liabilities at Barton Square which at 31 December 2017 totalled GBP12.4 million (2016: GBP11.7 million).
27 Events after the reporting date
In November 2017 the Group announced the formation of a joint venture with LaSalle Investment Management (acting on behalf of
Greater Manchester Pension Fund and West Yorkshire Pension Fund) for them to take ownership of 50 per cent of intu Chapelfield
for initial net proceeds of GBP148.0 million. This transaction completed on 31 January 2018 following the receipt of EU merger approval.
28 General information
The Company is a public limited company incorporated in England and Wales and domiciled in the UK. The address of its registered
office is 40 Broadway, London SW1H 0BT.
The Company has its primary listing on the London Stock Exchange. The Company has a secondary listing on the Johannesburg
Stock Exchange, South Africa.
Investment and development property (unaudited)
Market Revaluation Net initial 'Topped Nominal
value surplus/ yield -up' NIY equivalent
GBPm deficit Ownership Note (EPRA) (EPRA) yield Occupancy
At 31 December 2017
Subsidiaries
intu Trafford Centre 2,324.0 - 100% 3.7% 3.7% 4.3% 98%
intu Lakeside 1,416.5 +2% 100% 3.3% 3.6% 4.5% 92%
intu Merry Hill 931.1 -1% 100% 3.8% 4.0% 5.0% 95%
intu Metrocentre 929.0 -3% 90% A 4.7% 5.2% 5.3% 94%
intu Braehead 533.1 -2% 100% 5.1% 5.2% 6.1% 96%
intu Derby 458.0 +1% 100% 6.0% 5.8% 6.2% 97%
Manchester Arndale 456.4 - 48% C 4.1% 4.3% 5.1% 97%
intu Victoria Centre 355.5 -1% 100% 4.7% 4.9% 5.7% 98%
intu Watford 336.0 -3% 93% 4.0% 4.1% 5.1% 95%
intu Eldon Square 322.7 +1% 60% 4.9% 4.9% 5.0% 99%
intu Milton Keynes 285.0 +1% 100% 4.4% 4.6% 4.9% 100%
Cribbs Causeway 240.0 - 33% D 4.9% 4.7% 5.2% 98%
Other 621.1 E
Investment and development
property excluding Group's
share of joint ventures 9,208.4
Joint ventures
St David's, Cardiff 345.8 -2% 50% 4.2% 4.5% 4.8% 94%
Madrid Xanadú 235.2 +1% 50% B/F 4.2% 4.5% 5.4% 98%
Puerto Venecia, Zaragoza 230.8 +4% 50% F 4.5% 4.7% 5.7% 98%
intu Asturias 140.8 +11% 50% F 4.6% 4.7% 5.2% 96%
Other 61.7 G
Investment and development
property including Group's
share of joint ventures 10,222.7 H 4.20% 4.36% 5.03% 96%
At 31 December 2016 including
Group's share of joint ventures 9,984.7 4.27% 4.45% 5.02% 96%
Notes
A Interest shown is that of The Metrocentre Partnership in intu Metrocentre (90 per cent) and the Metro Retail Park (100 per cent). The Group
has a 60 per cent interest in The Metrocentre Partnership which is consolidated as a subsidiary of the Group.
B Revaluation surplus assessed from date of acquisition.
C The Group's interest is through a joint operation ownership of a 95 per cent interest in Manchester Arndale, and a 90 per cent interest
in New Cathedral Street, Manchester.
D The Group's interest is through a joint operation ownership of a 66 per cent interest in The Mall at Cribbs Causeway and a 100 per cent interest
in The Retail Park, Cribbs Causeway.
E Includes the Group's interests in intu Potteries, intu Broadmarsh, Soar at intu Braehead, development land in Spain, Charter Place, Watford and
Sprucefield, Northern Ireland.
F Calculated in local currency.
G Includes the Group's interest in intu Uxbridge.
H Weighted average yields exclude developments.
31 December 2017 31 December 2016
GBPm GBPm
Passing rent 426.9 427.3
Annual property income 462.2 467.4
ERV 544.4 542.5
Weighted average unexpired lease term 7.5 years 7.7 years
Please refer to the glossary for definitions of terms.
Analysis of capital return in the year - including Group's share of joint ventures
Revaluation
Market value surplus/(deficit)
2017 2016 2017 2017
GBPm GBPm GBPm %
Like-for-like property 9,446.8 9,360.1 (37.8) (0.4)
Acquisition and part disposal: Madrid Xanadú 235.2 - 1.7 0.7
Classified as held for sale: intu Chapelfield - 297.7 9.6 3.3
Spain developments 212.8 76.7 74.5 53.8
Other 327.9 250.2 (0.7) (0.2)
Total investment and development property 10,222.7 9,984.7 47.3 0.5
Analysis of net rental income in the year - including Group's share of joint ventures
Year ended
31 December 31 December
2017 2016 Movement
GBPm GBPm GBPm %
Like-for-like property 436.9 434.8 2.1 0.5
Acquisition: Madrid Xanadú 13.0 - 13.0 n/a
Acquisition: intu Merry Hill (50%) 10.1 - 10.1 n/a
Disposal: intu Bromley - 12.5 (12.5) n/a
Developments - (0.3) 0.3 n/a
Net rental income 460.0 447.0 13.0 2.9
Intu (SGS) Finance plc and Intu (SGS) Finco Limited (Secured Group Structure)
Interest Interest
Loan LTV LTV cover cover
GBPm Maturity covenant actual covenant actual
Term loan 351.8 2021
3.875 per cent bonds 450.0 2023
4.625 per cent bonds 350.0 2028
4.250 per cent bonds 350.0 2030
1,501.8 80% 48% 125% 247%
Covenants are tested on the Security Group, the principal assets of which are intu Lakeside, intu Braehead, intu Watford, intu
Victoria Centre and intu Derby. During the year, intu Chapelfield was withdrawn from the Secured Group Structure.
The structure has a tiered operating covenant regime giving the Group a significant degree of flexibility when the covenants are
below certain levels. In higher tiers the level of flexibility is reduced. The Group retains operating control at loan to value below 72.5
per cent and interest cover above 1.4x. No financial covenant default occurs unless the loan to value exceeds 80 per cent or the
interest cover falls below 1.25x.
The Trafford Centre Finance Limited
There are no financial covenants on the intu Trafford Centre debt of GBP767.5 million at 31 December 2017. However, a debt service
cover ratio is assessed quarterly and where this falls below specified levels restrictions come into force. The loan to 31 December
2017 market value ratio is 32 per cent. No restrictions are in place at present.
Intu Metrocentre Finance plc
Interest Interest
Loan LTV LTV cover cover
GBPm Maturity covenant actual covenant actual
4.125 per cent bonds 485.0 2023 100% 52% 125% 224%
The structure's covenant regime gives the Group a significant degree of flexibility when the covenants are below certain levels. The
Group retains operating control below loan to value of 70 per cent and interest cover above 1.4x. No financial covenant default
occurs unless loan to value exceeds 100 per cent or interest cover falls below 1.25x.
Other asset-specific debt
Loan
outstanding at Loan to 31
31 December December Interest Interest
2017(1) LTV 2017 cover cover
GBPm Maturity covenant market value(2) covenant actual(3)
intu Milton Keynes 140.5 2019 65% 49% 150% 363%
Sprucefield 33.2 2020 65% 50% 150% 253%
intu Uxbridge(4) 26.0 2020 70% 54% 125% 241%
St David's, Cardiff 122.5 2021 65% 35% 150% 321%
intu Trafford Centre 250.0 2022 65% 45% 103%(5) 137%(5)
intu Merry Hill 487.8 2024 75% 52% 150% 259%
Puerto Venecia,
Zaragoza(4) (EUR) 112.5 2019 65% 43% 150% 308%
intu Asturias(4) (EUR) 60.5 2021 65% 41% 150% 581%
Madrid Xanadú(4) (EUR) 131.5 2022 65% 50% 150% 398%
(1) The loan values are the actual principal balances outstanding at 31 December 2017, which take into account any principal repayments made up to
31 December 2017. The balance sheet value of the loans includes unamortised fees.
(2) The loan to 31 December 2017 market value provides an indication of the impact the 31 December 2017 property valuations could have on the LTV
covenants. The actual timing and manner of testing LTV covenants varies and is loan specific.
(3) Based on latest certified figures, calculated in accordance with loan agreements, which have been submitted between 31 December 2017 and 31
January 2018. The calculations are loan specific and include a variety of historical, forecast and in certain instances a combined historical and
forecast basis.
(4) Debt shown is consistent with the Group's economic interest.
(5) Covenant is a debt service cover ratio (includes interest and scheduled debt repayments).
Intu Debenture plc
Capital Capital Interest Interest
Loan cover cover cover cover
GBPm Maturity covenant actual covenant actual
231.4 2027 150% 244% 100% 117%
The debenture is currently secured on a number of the Group's properties including intu Potteries, intu Eldon Square, intu
Broadmarsh and Soar at intu Braehead.
Should the capital cover or interest cover test be breached, Intu Debenture plc (the 'Issuer') has three months from the date of
delivery of the valuation or the latest certificate to the Trustees to make good any deficiencies. The Issuer may withdraw property
secured on the debenture by paying a sum of money or through the substitution of alternative property provided that the capital
cover and interest cover tests are satisfied immediately following the substitution.
Financial covenants on corporate facilities
Interest Interest Borrowings/ Borrowings/
Net worth Net worth cover cover net worth net worth
covenant actual covenant actual covenant actual
GBP600m facility, maturing in 2021* GBP1,200m GBP2,533m 120% 210% 125% 66%
GBP375m due in 2022 2.875 per cent
convertible bonds (note 17)** n/a n/a n/a n/a 175% 12%
GBP160m due in 2018 2.5 per cent
convertible bonds (note 17)** n/a n/a n/a n/a 175% 12%
* Tested on the Borrower Group which excludes, at the Group's election, certain subsidiaries with asset-specific finance. The facility is
secured on the Group's investments in Manchester Arndale and Cribbs Causeway.
** Tested on the Group excluding, at the Group's election, the borrowings on certain subsidiaries with asset-specific finance.
Interest rate swaps
The table below sets out the nominal amount and average rate of hedging, excluding lenders' margins, in place under current and
forward-starting swap contracts.
Nominal amount Average rate
GBPm %
In effect on or after:
1 year 2,258.7 2.41
2 years 1,918.5 2.76
5 years 1,671.1 3.36
10 years 670.1 5.02
15 years 457.8 4.73
Financial information including share of joint ventures (unaudited)
The information in this section is presented to show the Group including share of joint ventures. A reconciliation from the amounts
shown in the Group's income statement and balance sheet is provided on the following page.
Underlying earnings
2017 2016
Group Group
Group Share of including Group Share of including
underlying joint share of joint underlying joint share of joint
profit ventures ventures profit ventures ventures
GBPm GBPm GBPm GBPm GBPm GBPm
Rent receivable 503.4 42.8 546.2 484.5 48.1 532.6
Service charge income 109.1 8.7 117.8 101.6 9.5 111.1
Facilities management income
from joint ventures 3.5 (0.7) 2.8 8.2 (3.1) 5.1
Revenue 616.0 50.8 666.8 594.3 54.5 648.8
Net rental income 423.4 36.6 460.0 406.1 40.9 447.0
Net other income/(expenses) 3.0 (2.1) 0.9 0.6 (1.3) (0.7)
Administration expenses (40.9) (0.7) (41.6) (37.8) (0.8) (38.6)
Underlying operating profit 385.5 33.8 419.3 368.9 38.8 407.7
Finance costs (213.9) (6.0) (219.9) (202.9) (5.6) (208.5)
Finance income 12.6 (9.3) 3.3 14.9 (13.4) 1.5
Other finance costs (5.9) - (5.9) (5.9) - (5.9)
Underlying net finance costs (207.2) (15.3) (222.5) (193.9) (19.0) (212.9)
Underlying profit before tax,
joint ventures and associates 178.3 18.5 196.8 175.0 19.8 194.8
Tax on underlying profit 0.1 (0.2) (0.1) - - -
Share of underlying profit of
joint ventures 18.3 (18.3) - 19.8 (19.8) -
Share of underlying profit of
associates 0.9 - 0.9 0.5 - 0.5
Remove amounts attributable
to non-controlling interests 3.4 - 3.4 4.7 - 4.7
Underlying earnings 201.0 - 201.0 200.0 - 200.0
A reconciliation from the Group's profit to underlying earnings is provided in note 8(c).
Consolidated income statements
2017 2016
Group Group
Including including
Group Share of share Group Share of share
income joint of joint income joint of joint
statement ventures ventures statement ventures ventures
GBPm GBPm GBPm GBPm GBPm GBPm
Revenue 616.0 50.8 666.8 594.3 54.5 648.8
Net rental income 423.4 36.6 460.0 406.1 40.9 447.0
Net other income/(expenses) 3.0 (2.1) 0.9 0.6 (1.3) (0.7)
Revaluation of investment and development property 30.8 16.5 47.3 (78.0) 14.2 (63.8)
Gain on acquisition of businesses - - - 34.6 - 34.6
Loss on disposal of subsidiaries (1.8) - (1.8) (0.3) - (0.3)
(Loss)/gain on sale of other investments - (0.3) (0.3) 74.1 - 74.1
Administration expenses - ongoing (40.9) (0.7) (41.6) (37.8) (0.8) (38.6)
Administration expenses - exceptional (5.9) (0.7) (6.6) (2.5) (0.4) (2.9)
Operating profit 408.6 49.3 457.9 396.8 52.6 449.4
Finance costs (213.9) (6.0) (219.9) (202.9) (5.6) (208.5)
Finance income 12.6 (9.3) 3.3 14.9 (13.4) 1.5
Other finance costs (38.9) - (38.9) (37.9) (0.9) (38.8)
Change in fair value of financial instruments 22.0 1.0 23.0 (16.3) (0.6) (16.9)
Net finance costs (218.2) (14.3) (232.5) (242.2) (20.5) (262.7)
Profit before tax, joint ventures and associates 190.4 35.0 225.4 154.6 32.1 186.7
Share of post-tax profit of joint ventures 35.5 (35.5) - 32.1 (32.1) -
Share of post-tax profit of associates 1.3 - 1.3 1.6 - 1.6
Profit before tax 227.2 (0.5) 226.7 188.3 - 188.3
Current tax 0.1 (0.2) (0.1) - - -
Deferred tax (24.0) 1.3 (22.7) (16.5) - (16.5)
Taxation (23.9) 1.1 (22.8) (16.5) - (16.5)
Profit for the year 203.3 0.6 203.9 171.8 - 171.8
Non-controlling interests 13.4 (0.6) 12.8 10.9 - 10.9
Profit for the year attributable to owners of
intu properties plc 216.7 - 216.7 182.7 - 182.7
Consolidated balance sheets
2017 2016
Group Group
including including
Group Share of share Group Share of share
balance joint of joint balance joint of joint
sheet ventures ventures sheet ventures ventures
GBPm GBPm GBPm GBPm GBPm GBPm
Assets
Investment and development property 9,179.4 1,013.1 10,192.5 9,212.1 732.4 9,944.5
Investment in joint ventures 735.5 (735.5) - 587.6 (587.6) -
Derivative financial instruments 0.3 0.2 0.5 - - -
Assets classified as held for sale 309.1 - 309.1 - - -
Cash and cash equivalents 228.0 50.2 278.2 254.7 36.9 291.6
Other assets 342.2 54.3 396.5 314.8 17.8 332.6
Total assets 10,794.5 382.3 11,176.8 10,369.2 199.5 10,568.7
Liabilities
Borrowings (4,997.8) (300.1) (5,297.9) (4,662.6) (170.9) (4,833.5)
Derivative financial instruments (347.8) (2.5) (350.3) (377.7) (2.3) (380.0)
Liabilities associated with assets
classified as held for sale (6.2) - (6.2) - - -
Other liabilities (313.5) (76.5) (390.0) (282.5) (26.3) (308.8)
Total liabilities (5,665.3) (379.1) (6,044.4) (5,322.8) (199.5) (5,522.3)
Nets assets 5,129.2 3.2 5,132.4 5,046.4 - 5,046.4
Non-controlling interests (54.2) (3.2) (57.4) (67.6) - (67.6)
Net assets attributable to owners of
intu properties plc 5,075.0 - 5,075.0 4,978.8 - 4,978.8
Investment and development property
2017 2016
GBPm GBPm
Balance sheet carrying value of investment and development property 10,192.5 9,944.5
Tenant incentives included within trade and other receivables 118.5 120.4
Head leases included within finance leases in borrowings (88.3) (80.2)
Market value of investment and development property 10,222.7 9,984.7
Net external debt
The table below provides a reconciliation between the components of net debt included on the Group's balance sheet and net
external debt including the Group's share of joint ventures' debt and cash.
2017 2016
GBPm GBPm
Total borrowings 4,997.8 4,662.6
Cash and cash equivalents (228.0) (254.7)
Net debt 4,769.8 4,407.9
Less Metrocentre compound financial instrument (183.7) (177.8)
Less cash and cash equivalents within assets classified as held for sale (0.5) -
Net external debt - before Group's share of joint ventures 4,585.6 4,230.1
Add share of borrowings of joint ventures 300.1 170.9
Less share of cash of joint ventures (50.2) (36.9)
Net external debt - including Group's share of joint ventures 4,835.5 4,364.1
Analysed as:
Debt including Group's share of joint ventures 5,113.7 4,655.7
Cash including Group's share of joint ventures (278.2) (291.6)
Net external debt - including Group's share of joint ventures 4,835.5 4,364.1
Debt to assets ratio
2017 2016
GBPm GBPm
Market value of investment and development property 10,222.7 9,984.7
Add market value of investment and development property classified as assets held for sale 306.5 -
10,529.2 9,984.7
Net external debt (4,835.5) (4,364.1)
Debt to assets ratio 45.9% 43.7%
Interest cover
2017 2016
GBPm GBPm
Finance costs (219.9) (208.5)
Finance income 3.3 1.5
(216.6) (207.0)
Underlying operating profit 419.3 407.7
Interest cover 1.94x 1.97x
The underlying profit information in the table below shows the Group including share of joint ventures on a line-by-line basis.
Six months Six months Six months Six months
Year ended Year ended ended ended ended ended
31 December 31 December 31 December 31 December 30 June 30 June
2017 2016 2017 2016 2017 2016
GBPm GBPm GBPm GBPm GBPm GBPm
Net rental income 460.0 447.0 233.8 227.6 226.2 219.4
Net other income/(expenses) 0.9 (0.7) 0.8 (0.4) 0.1 (0.3)
Administration expenses (41.6) (38.6) (21.0) (20.3) (20.6) (18.3)
Underlying operating profit 419.3 407.7 213.6 206.9 205.7 200.8
Finance costs (219.9) (208.5) (112.4) (107.1) (107.5) (101.4)
Finance income 3.3 1.5 2.2 0.8 1.1 0.7
Other finance costs (5.9) (5.9) (3.0) (3.0) (2.9) (2.9)
Underlying net finance costs (222.5) (212.9) (113.2) (109.3) (109.3) (103.6)
Underlying profit before
tax and associates 196.8 194.8 100.4 97.6 96.4 97.2
Tax on underlying profit (0.1) - 0.1 0.1 (0.2) (0.1)
Share of underlying profit of
associates 0.9 0.5 0.5 0.2 0.4 0.3
Remove amounts attributable
to non-controlling interests 3.4 4.7 1.5 2.6 1.9 2.1
Underlying earnings 201.0 200.0 102.5 100.5 98.5 99.5
Underlying earnings per
share (pence) 15.0p 15.0p 7.6p 7.5p 7.3p 7.5p
Weighted average number
of shares (million) 1,343.2 1,333.5 1,343.4 1,334.8 1,343.1 1,332.0
For the reconciliation from basic earnings per share see note 8(c).
EPRA performance measures (unaudited)
1 Summary
The EPRA Best Practice Recommendations identify six key performance measures, including the EPRA cost ratios. The measures
are deemed to be of importance for investors in European property companies and aim to encourage more consistent and
widespread disclosure. The Group is supportive of this initiative but continues to disclose additional measures throughout this report
which it believes are more appropriate to the Group's current circumstances.
In 2017, the Group retained its EPRA Gold Award for exceptional compliance with the EPRA Best Practice Recommendations.
The EPRA measures are summarised below and detailed in the tables following:
Table 2017 2016
EPRA cost ratio (including direct vacancy costs) 2 19.4% 18.6%
EPRA cost ratio (excluding direct vacancy costs) 2 15.1% 15.0%
EPRA earnings 3 GBP192.3m GBP192.9m
- per share 3 14.3p 14.5p
EPRA NAV 4(a) GBP5,287.3m GBP5,200.9m
- per share 4(a) 393p 386p
EPRA NNNAV 4(b) GBP4,695.8m GBP4,698.9m
- per share 4(b) 349p 349p
EPRA net initial yield 5 4.2% 4.3%
EPRA 'topped-up' NIY 5 4.4% 4.5%
EPRA vacancy rate 6 3.0% 3.0%
Details of the Group's performance against the EPRA Best Practice Recommendations on Sustainability Reporting can be found in
full in the 2017 corporate responsibility report. In 2017, the Group retained its Gold EPRA Sustainability Best Practice
Recommendations award.
2 EPRA cost ratios
2017 2016
GBPm GBPm
Administration expenses - ongoing 41.6 38.6
Net service charge costs 19.1 16.1
Other non-recoverable costs 46.6 44.1
Remove:
Service charge costs recovered through rents (6.5) (5.6)
EPRA costs - including direct vacancy costs 100.8 93.2
Direct vacancy costs (22.6) (18.0)
EPRA costs - excluding direct vacancy costs 78.2 75.2
Rent receivable 546.2 532.6
Rent payable (20.5) (25.4)
Gross rental income less ground rent payable 525.7 507.2
Remove:
Service charge costs recovered through rents (6.5) (5.6)
Gross rental income 519.2 501.6
EPRA cost ratio (including direct vacancy costs) 19.4% 18.6%
EPRA cost ratio (excluding direct vacancy costs) 15.1% 15.0%
3 EPRA earnings
EPRA earnings per share has been presented as recommended by EPRA which seeks to assist comparison between European
property companies. However, we believe that our measure of underlying earnings per share, as presented in note 8(c), is more
appropriate than the EPRA measure in the context of our business. The key difference relates to the adjustments in respect of
exceptional items where EPRA is prescriptive about the adjustments that can be made limiting these to acquisition-related costs and
costs incurred on termination of derivative financial instruments. A reconciliation of EPRA earnings per share to the Group's measure
of underlying earnings per share is provided below:
2017 2016
Earnings Shares Pence per Earnings Shares Pence per
GBPm million share GBPm million share
Basic earnings per share 216.7 1,343.2 16.1p 182.7 1,333.5 13.7p
Adjusted for:
Revaluation of investment and development property (30.8) (2.3)p 78.0 5.9p
Gain on acquisition of businesses - - (34.6) (2.6)p
Loss on disposal of subsidiaries 1.8 0.1p 0.3 -
Gain on sale of other investments - - (74.1) (5.6)p
Exceptional administration costs
- acquisition and disposal related 4.9 0.4p 1.1 0.1p
Exceptional finance charges - termination of derivative
financial instruments 26.1 1.9p 26.9 2.1p
Change in fair value of financial instruments (22.0) (1.6)p 16.3 1.2p
Tax on the above 23.8 1.8p 16.3 1.2p
Share of joint ventures' items (17.2) (1.3)p (12.7) (0.9)p
Share of associates' items (1.1) (0.1)p (1.1) (0.1)p
Non-controlling interests in respect of the above (10.0) (0.7)p (6.2) (0.5)p
EPRA earnings per share 192.3 1,343.2 14.3p 192.9 1,333.5 14.5p
Reconciliation to the Group's measure of
underlying earnings per share
Adjusted for:
Other exceptional items 7.9 0.6p 6.5 0.5p
Other exceptional tax 0.1 - 0.2 -
Share of associates' items 0.7 0.1p - -
Share of joint ventures' items - - 0.4 -
Underlying earnings per share 201.0 1,343.2 15.0p 200.0 1,333.5 15.0p
4 EPRA NAV
(a) EPRA NAV
EPRA NAV has been presented as recommended by EPRA which seeks to assist comparison between European property
companies. However, we believe that our measure of NAV per share (diluted, adjusted), as presented in note 9(a), is more
appropriate than the EPRA measure in the context of our business. The key difference relates to interest rate swaps not currently
used for economic hedges of debt which are excluded in the Group's definition of NAV per share (diluted, adjusted). The adjustment
in respect of the non-controlling interest recoverable balance not recognised is due to historical accounting practices and is required,
in our view, to give a more appropriate value of net assets attributable to equity owners of the Group. A reconciliation of EPRA NAV
to the Group's measure of NAV per share (diluted, adjusted) is provided below:
2017 2016
Net NAV per Net NAV per
assets Shares share assets Shares share
GBPm million pence GBPm million pence
NAV per share attributable to owners of
intu properties plc 5,075.0 1,343.4 378p 4,978.8 1,343.0 371p
Dilutive convertible bonds, share options and awards - 1.8 2.6 3.5
Diluted NAV per share 5,075.0 1,345.2 377p 4,981.4 1,346.5 370p
Adjusted for:
Fair value of derivative financial instruments (excluding
swaps not currently used for economic hedges of debt) 112.1 8p 140.9 10p
Deferred tax on investment and development
property and other investments 23.7 2p 0.1 -
Share of joint ventures' items 5.2 1p 7.2 1p
Non-controlling interest recoverable balance not
recognised 71.3 5p 71.3 5p
EPRA NAV per share 5,287.3 1,345.2 393p 5,200.9 1,346.5 386p
Reconciliation to the Group's measure of underlying
earnings per share
Adjusted for:
Swaps not currently used for economic hedges of debt 235.4 18p 236.8 18p
NAV per share (diluted, adjusted) 5,522.7 1,345.2 411p 5,437.7 1,346.5 404p
(b) EPRA NNNAV
The Group's measure of NNNAV per share (diluted, adjusted), as presented in note 9(b), is equal to the EPRA NNNAV measure
presented below:
2017 2016
Net NAV per Net NAV per
assets Shares share assets Shares share
GBPm million pence GBPm million pence
EPRA NAV per share 5,287.3 1,345.2 393p 5,200.9 1,346.5 386p
Fair value of derivative financial instruments (112.1) (8)p (140.9) (10)p
Excess of fair value of borrowings over carrying value (430.8) (32)p (375.0) (28)p
Deferred tax on investment and development property
and other investments (23.7) (2)p (0.1) -
Share of joint ventures' items (47.8) (4)p (9.4) (1)p
Non-controlling interests in respect of the above 22.9 2p 23.4 2p
EPRA NNNAV per share 4,695.8 1,345.2 349p 4,698.9 1,346.5 349p
5 EPRA net initial yield and 'topped-up' NIY
2017 2016
GBPm GBPm
Investment and development property 10,223 9,985
Less developments (379) (153)
Completed property portfolio 9,844 9,832
Allowance for estimated purchasers' costs 673 660
Gross up completed property portfolio valuation 10,517 10,492
Annualised cash passing rental income 462 467
Property outgoings (25) (22)
Annualised net rents 437 445
Notional rent on expiration of rent free periods or other lease incentives 23 27
Topped-up net annualised rent 460 472
EPRA net initial yield 4.2% 4.3%
EPRA 'topped-up' NIY 4.4% 4.5%
EPRA net initial yield and 'topped-up' NIY by property is given in the investment and development property section.
6 EPRA vacancy rate
2017 2016
% %
intu Trafford Centre 1.6 1.7
intu Lakeside 5.8 7.2
intu Merry Hill 1.8 3.1
intu Metrocentre 5.5 4.1
intu Braehead 2.5 2.4
intu Derby 2.1 2.7
Manchester Arndale 1.8 1.8
intu Victoria Centre 1.5 3.7
intu Watford 2.8 0.2
intu Eldon Square 1.2 1.1
intu Milton Keynes 0.4 -
Cribbs Causeway 1.7 4.3
St David's, Cardiff 6.0 4.2
Madrid Xanadú 4.5 n/a
Puerto Venecia, Zaragoza 1.9 3.2
intu Asturias 3.6 0.9
3.0 3.0
EPRA vacancy rate is the ERV of vacant space divided by total ERV. This differs from the Group's measure of occupancy which
measures the occupied units using passing rent not ERV.
GLOSSARY
IPD
ABC1 customersc Investment Property Databank Limited, producer of an
Proportion of customers within UK social groups A, B and C1, independent benchmark of property returns.
defined as members of households whose chief earner's
occupation is professional, higher or intermediate management,
or supervisory. Like-for-like property
Investment property which has been owned throughout both
Annual property income periods without significant capital expenditure in either period, so
The Group's share of passing rent plus the independent external that income can be compared on a like-for-like basis. For the
valuers' estimate of annual excess turnover rent and sundry purposes of comparison of capital values, this will also include
income such as that from car parks and mall commercialisation. assets owned at the previous reporting period end but not
throughout the prior period.
CACI
Provide market research on intu's customers and UK-wide Long-term lease
location analysis. A lease with a term certain of at least five years.
Debt to assets ratio LTV (loan to value)
The ratio of attributable debt to the market value of an
Net external debt divided by the market value of investment and investment property.
development property including investment and development
property classified as held for sale.
NAV per share (diluted, adjusted)
NAV per share calculated on a diluted basis and adjusted to
Diluted figures remove the fair value of derivatives (net of tax), goodwill resulting
Reported amounts adjusted to include the effects of dilutive from the recognition of deferred tax liabilities, and deferred tax on
potential shares issuable under convertible bonds and employee investment and development property and other investments.
incentive arrangements.
Net asset value (NAV) per share
Earnings per share Net assets attributable to owners of intu properties plc divided by
Profit for the year attributable to owners of intu properties plc the number of ordinary shares in issue at the year end.
divided by the weighted average number of shares in issue
during the period.
Net external debt
Net debt after removing the Metrocentre compound financial
EPRA instrument and including net debt within liabilities associated with
European Public Real Estate Association, the publisher of Best assets classified as held for sale.
Practice Recommendations intended to make financial
statements of public real estate companies in Europe clearer,
more transparent and comparable. Net initial yield (EPRA)
Annualised net rent on investment property (after deduction of
revenue costs such as head rent, running void, service charge
ERV (estimated rental value) after shortfalls, empty rates and merchant association
The independent external valuers' estimate of the Group's share contribution) expressed as a percentage of the gross market
of the current annual market rent of all lettable space after expiry value before deduction of theoretical acquisition costs, consistent
of concessionary periods net of any non-recoverable charges but with EPRA's net initial yield, and as provided by the Group's
before bad debt provisions. independent external valuers.
Exceptional items Net rental income
Items that in the Directors' view are required to be separately The Group's share of net rents receivable as shown in the
disclosed by virtue of their size, nature or incidence. Underlying income statement, having taken due account of non-recoverable
earnings is considered to be a key measure in understanding the costs, bad debt provisions and adjustments to comply with IFRS
Group's financial performance, and excludes exceptional items. including those regarding tenant lease incentives.
Headline rent ITZA NNNAV per share (diluted, adjusted)
Annual contracted rent per square foot after expiry of NAV per share (diluted, adjusted) adjusted to include the fair
concessionary periods in terms of Zone A. values of derivatives, borrowings and deferred taxes.
Interest cover Nominal equivalent yield
Underlying operating profit divided by the net finance costs Effective annual yield to a purchaser from an asset at market
excluding the change in fair value of financial instruments, value before taking account of notional acquisition costs
exceptional finance costs and amortisation of the Metrocentre assuming rent is receivable annually in arrears, reflecting ERV
compound financial instrument. but disregarding potential changes in market rents, as
determined by the Group's independent external valuers.
Interest rate swap
A derivative financial instrument enabling parties to exchange
interest rate obligations for a predetermined period. These are
used by the Group to convert floating rate debt to fixed rates.
Occupancy Short-term lease
The passing rent of let and under-offer units expressed as a A lease with a term certain of less than five years.
percentage of the passing rent of let and under-offer units plus
ERV of un-let units, excluding development and recently SOCIMI
completed properties. Units let to tenants in administration and The Spanish equivalent of a Real Estate Investment Trust.
still trading are treated as let and those no longer trading are
treated as un-let.
Tenant (or lease) incentives
Any incentives offered to occupiers to enter into a lease.
Passing rent Typically, incentives are in the form of an initial rent-free period
The Group's share of contracted annual rents receivable at the and/or a cash contribution to fit out the premises. Under IFRS the
balance sheet date. This takes no account of accounting value of incentives granted to tenants is amortised through the
adjustments made in respect of rent free periods or tenant income statement on a straight-line basis over the lease term.
incentives, the reclassification of certain lease payments as
finance charges or any irrecoverable costs and expenses, and
does not include excess turnover rent, additional rent in respect Topped-up NIY (EPRA)
of unsettled rent reviews or sundry income such as from car Net initial yield (NIY) adjusted for the expiration of rent-free
parks etc. Contracted annual rents in respect of tenants in periods and other unexpired lease incentives.
administration are excluded.
Total financial return
PMA The change in NAV per share (diluted, adjusted) plus dividends
Property Market Analysis LLP, a producer of property market per share paid in the year expressed as a percentage of opening
research and forecasting. NAV per share (diluted, adjusted).
Property Income Distribution (PID) Total property return
A dividend, generally subject to UK withholding tax at the basic The change in capital value, less any capital expenditure
rate of income tax, that a UK REIT is required to pay to its incurred, plus net income in the year expressed as a percentage
shareholders from its qualifying rental profits. Certain classes of of the capital employed (opening capital value plus capital
shareholder may qualify to receive a PID gross, shareholders expenditure incurred) in the year as calculated by IPD.
should refer to intugroup.co.uk for further information. The Group
can also pay non-PID dividends which are not subject to UK
withholding tax. Underlying earnings per share (EPS)
Earnings per share adjusted to exclude valuation movements,
exceptional items and related tax.
Real Estate Investment Trust (REIT)
REITs are internationally recognised property investment
vehicles which have now been introduced in many countries Underlying figures
around the world. Each country has its own rules, but the broad Amounts described as underlying exclude valuation movements,
intention of REITs is to encourage investment in domestic exceptional items and related tax.
property by removing tax distortions for investors.
In the UK, REITs must meet certain ongoing rules and Vacancy rate (EPRA)
regulations, including the requirement to distribute at least 90 per The ERV of vacant space divided by total ERV.
cent of qualifying rental profits to shareholders. Withholding tax
of 20 per cent is deducted from these Property Income
Distributions. Profits from a REIT's non-property business Yield shift
remains subject to normal corporation tax. The Group elected for A movement (usually expressed in basis points) in the yield of a
REIT status in the UK with effect from 1 January 2007. property asset.
Scrip Dividend Scheme
The Group may offer shareholders the opportunity to participate
in the Scrip Dividend Scheme. This enables participating
shareholders to receive shares instead of cash when a Scrip
Alternative is offered for a particular dividend.
DIVIDENDS
The Directors of intu properties plc have proposed a final dividend per ordinary share (ISIN GB0006834344) of 9.4 pence (2016: 9.4
pence) to bring the total dividend per ordinary share for the year to 14.0 pence (2016: 14.0 pence). A scrip dividend alternative may
be offered.
The dividend may be partly paid as a Property Income Distribution (PID) and partly paid as a non-PID. The PID element will be
subject to deduction of a 20 per cent withholding tax unless exemptions apply (please refer to the PID special note below). Any non-
PID element will be treated as an ordinary UK company dividend. For South African shareholders, non-PID cash dividends may be
subject to deduction of South African Dividends Tax at 20 per cent.
The following are the salient dates for the payment of the proposed final dividend.
Monday 9 April 2018
Sterling/Rand exchange rate struck
Tuesday 10 April 2018
Sterling/Rand exchange rate and dividend amount in South African currency announced
Wednesday 18 April 2018
Ordinary shares listed ex-dividend on the Johannesburg Stock Exchange
Thursday 19 April 2018
Ordinary shares listed ex-dividend on the London Stock Exchange
Friday 20 April 2018
Record date for 2017 final dividend in London and Johannesburg
Thursday 17 May 2018
Dividend payment date for shareholders
South African shareholders should note that, in accordance with the requirements of Strate, the last day to trade cum-dividend will
be Tuesday 17 April 2018 and that no dematerialisation or rematerialisation of shares will be possible from Wednesday 18 April 2018
to Friday 20 April 2018 inclusive. No transfers between the UK and South African registers may take place from Tuesday 10 April
2018 to Friday 20 April 2018 inclusive.
PID Special Note:
UK shareholders
For those who are eligible for exemption from the 20 per cent withholding tax and have not previously registered for exemption,
an HM Revenue & Customs (HMRC) Tax Exemption Declaration is available for download from the 'Investors' section of the intu
properties plc website (intugroup.co.uk), or on request to our UK registrars, Link Asset Services. Validly completed forms must be
received by Link Asset Services no later than the dividend Record Date, as advised; otherwise the dividend will be paid after
deduction of tax.
South African and other non-UK shareholders
South African shareholders may apply to HMRC after payment of the dividend for a refund of the difference between the 20 per cent
withholding tax and the UK/South African double taxation treaty rate of 15 per cent. Other non-UK shareholders may be able to
make similar claims for a refund of UK withholding tax deducted. Refund application forms for all non-UK shareholders are available
for download from the 'Investors' section of the intu properties plc website (intugroup.co.uk), or on request to our South African
registrars, Terbium, or HMRC. UK withholding tax refunds are not claimable from intu properties plc, the South African Revenue
Service (SARS) or other national authorities, only from the UK's HMRC.
Additional information on PIDs can be found at intugroup.co.uk/en/investors/shareholder-information/real-estate-investment-trust/.
The above does not constitute advice and shareholders should seek their own professional guidance. intu properties plc does not
accept liability for any loss suffered arising from reliance on the above.
Sponsor
Merrill Lynch South Africa (Pty) Limited
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