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Preliminary Results

22 Jan 2015 07:00

RNS Number : 8130C
Safestore Holdings plc
22 January 2015
 

22 January 2015

 

Safestore Holdings plc

("Safestore", "the Company" or "the Group")

 

Preliminary Results for the year ended 31 October 2014

 

Significant operational progress, strong earnings growth

 

Key measures

 

Year Ended 31 October 2014

Year Ended 31 October 2013

Change

 

Change-CER1

Underlying and Operating Metrics

Revenue

£97.9m

£96.1m

1.9%

2.9%

Revenue- like-for-like2

£97.9m

£94.7m

3.4%

4.4%

Underlying EBITDA3

£53.0m

£50.8m

4.3%

5.5%

Cash Tax Adjusted Earnings per Share5

13.5p

11.1p

21.6%

n/a

Dividend per Share

7.45p

5.75p

29.6%

n/a

Free Cash flow (before dividends and financing)

£63.5m

£22.7m

179.7%

n/a

Closing Occupancy8

68.8%

65.3%

+3.5ppts

n/a

Average Storage Rate (£)

24.24

24.39

(0.6%)

0.5%

RevPAF6

£19.31

£18.72

3.2%

4.1%

EPRA Basic NAV per Share

£2.18

£2.10

3.6%

n/a

Statutory Metrics

Profit before tax

£52.4m

£48.6m

7.8%

n/a

Basic Earnings per Share9

23.2p

57.8p

(59.9%)

n/a

 

 

Highlights

 

Improving Financial Performance

· Group like-for-like revenue up 4.4%1 with closing occupancy up 3.5ppts at 68.8%

· Momentum continues across the UK with 4.4% growth in like-for-like revenue for the year

· Paris business continues robust performance with revenue up 4.4%1 due to further improvement in occupancy and rate1 with new lets at record levels

· Cash Tax Adjusted Earnings per Share up 21.6% at 13.5p - ahead of consensus expectations

· 36% increase in the final dividend to 5.30p (FY2013: 3.90p)

· Encouraging early trading in the new financial year with positive new lets and rate trends continuing, and Group revenue in CER up 8.6% on the prior year (UK 10.7%; France 3.1%) in the two months to 31 December 2014

 

Operational Delivery

· New lets growth in the UK of 19.8%, resulting from strong enquiries and improving conversion, with performance strengthening throughout the year

· Pricing policy changes driving positive UK rate growth with trend improving from -7.4% in September 2013 to +4.8% in October 2014

· National Accounts UK business customers occupancy up 17% over the year

· Costs tightly controlled across the Group and 0.9% lower than in the prior year

 

Strong and Flexible Balance Sheet

· Group Loan to Value ("LTV") lowered to c.37% and full year finance costs4 reduced by c.£4.7m or 25.5%

 

 

Frederic Vecchioli, Safestore's Chief Executive Officer, commented:

 

"I am pleased with the good progress we have made in driving operational improvements during the course of the year. Our industry leading web platform has driven 12% growth in UK enquiries and the sales team, at the same time as managing to increase the conversion rate of these enquiries, has also achieved an increase in pricing by reducing discounts. Our market leading business in Paris continues to perform well, recording its sixteenth year of uninterrupted revenue growth.

"The revenue performance has strengthened throughout the year and, combined with our continued focus on cost control and cash management, has resulted in cash tax adjusted earnings per share being ahead of consensus10 for the full year.

"As we enter the new financial year we remain focused on the long term opportunity of filling the 1.6m square feet of currently unlet space, the equivalent of 40 full stores. We will continue our strategy of driving the operational performance of the business whilst leveraging further our size and expertise in generating enquiries through the internet. We anticipate that the recent progress in the business and the renewed confidence of our sales team will continue to deliver further operational improvement as we enter the new financial year."

 

Notes

1 - Constant Exchange Rates.

2 - Adjusted to reflect the closure of Enfield South and the loss of tenancy income following the sale and short-term leaseback of our Whitechapel site.

3 - Underlying EBITDA is defined as Operating Profit before exceptional items, change in fair value of derivatives, gain/loss on investment properties, contingent rent and depreciation.

4 - The underlying finance charge is defined as the interest payable on bank loans and overdrafts and the amortisation of debt issue costs, net of interest receivable from bank deposits. It excludes interest on obligations under finance leases, fair value movements of derivatives, net exchange gains/losses, discount unwind on the CGS receivable and exceptional finance income/expense.

5 - Cash tax adjusted earnings per share is defined as Profit or Loss for the Year before exceptional items, change in fair value of derivatives, gain/loss on investment properties (adjusted for leasehold depreciation), discount unwind on the CGS receivable and the associated tax impacts, as well as exceptional tax items and deferred tax charges.

6 - RevPAF (Revenue per average square foot) is calculated as Total Revenue divided by total MLA.

7 - MLA is Maximum Lettable Area- following a review of MLA in 2013 across the estate and adjusting for the closures of Enfield South and St Denis Landy, Group MLA has been adjusted to 5.03m sq ft.

8 - Closing occupancy excludes offices but includes 83,500 sq ft of bulk tenancy as at 31 October 2014 (31 October 2013 - 76,600 sq ft).

9 - Basic Earnings per Share in 2013 reflected a deferred tax credit of £59.9m resulting from the conversion of the Group to a Real Estate Investment Trust ("REIT"). The impact of this credit in Basic Earnings per Share was 31.8 pence.

10 - As of 21 January 2015, based on the forecasts of 9 analysts, the consensus for cash tax adjusted earnings per share for the year ended 31 October 2014 is 13.0p.

 

Summary

 

Safestore has delivered a good performance in the last financial year. Group revenue was up 4.4% on a like-for-like basis with similar increases in both the UK and France driven by both improved occupancy and storage rate growth. The Group's occupancy increased by 3.5 percentage points (ppts) to 68.8% with the average storage rate up 0.5%1.

 

Our operational progress across the UK has been significant. Enquiry growth has outpaced the market and improvements in conversion have resulted in new lets growth of 19.8% across the whole year and 35.4% in the fourth quarter. As a result, occupancy in the UK was up 3.1 ppts to 66.6%.

 

In Paris, despite a challenging economic environment, our performance has been robust resulting in increases in occupancy, rate and revenue. New lets, in the final quarter, were at record levels and occupancy is now 77.2%, a 5.3ppts increase compared to the prior year. This is the sixteenth consecutive year of revenue growth in Paris with average growth over the last five years of 5.8%.

 

Costs were tightly controlled across the Group and were 0.9% lower than the prior year reflecting reductions in head office costs delivered in both the UK and Paris.

 

As a result, Group underlying EBITDA, at £53.0m, increased 4.3% on the prior year despite the negative impact of the weakening Euro on Paris profitability. Cash tax adjusted EPS grew 21.6% in the period at 13.5p (2013: 11.1p) reflecting the strong EBITDA performance and reduced finance costs arising from the rebalancing of the capital structure completed in January 2014.

 

Our property portfolio valuation increased by 5.1% since October 2013 on a constant currency basis after taking account of the sale of Whitechapel in November 2013 for net proceeds of £40.5m. After exchange rate movements the portfolio valuation increased by 2.9% to £704.0m with the UK portfolio up £25.3m at £527.0m and the French portfolio up €11.5m to €224.5m.

 

The Board is pleased to recommend a 36% increase in the final dividend to 5.30p per share (2013: 3.90p) resulting in a full year dividend up 30% to 7.45p per share (2013: 5.75p).

 

Outlook

 

Our focus on operations, combined with our scale, has driven good revenue growth in the year. Additionally, our continued focus on cost control and cash management has resulted in cash tax earnings per share for the year growing by over 20% and being ahead of analyst consensus10.

 

We have strong market positions in both the UK and Paris and substantial scope for further operational upside, with 1.6m square feet of space to fill. We remain fully focused on continuing our strategy of improving the operational performance of the business and leveraging our scale advantage, and are encouraged by the continued improvement in occupancy and rate trends experienced since the financial year end. With more favourable economic conditions and limited new supply coming into the self-storage market, the industry is well positioned for growth.

 

 

For further information, please contact:

 

Safestore Holdings PLC

 

Frederic Vecchioli, Chief Executive Officer

0208 732 1565

Andy Jones, Chief Financial Officer

 

www.safestore.co.uk

 

Instinctif Partners

 

Matthew Smallwood/ Mark Reed

Tel: 020 7457 2020

 

A presentation for analysts will be held at 9.30am today at:Investec Bank plc, 2 Gresham Street, London, EC2V 7QP

 

For dial-in details of the presentation please contact:Antonia Pollock (antonia.pollock@instinctif.com or telephone on Tel: 020 7457 2857).

 

Notes to Editors

 

·

Safestore is the UK's largest self-storage group with 121 stores, comprising 97 wholly owned stores in the UK (including 58 in London and the South East with the remainder in key metropolitan areas such as Manchester, Birmingham, Glasgow, Edinburgh, Liverpool and Bristol) and 24 wholly owned stores in the Paris region. In addition, Safestore has 12 Space Maker stores under management in the UK.

 

·

Safestore was founded in the UK in 1998. It acquired the French business "Une Pièce en Plus" in 2004 which was founded in 1998 by the current Safestore Group CEO Frederic Vecchioli.

 

·

Safestore has been listed on the London Stock Exchange since 2007.

 

·

The Group provides storage to around 48,000 personal and business customers.

 

·

Safestore (excluding Space Maker) has a maximum lettable area ("MLA") of 5.03 million sq ft (excluding the expansion pipeline stores) of which 3.46 million sq ft is currently occupied.

 

·

Safestore employs around 525 people in the UK and France.

Chairman's Statement

 

I am pleased to announce, on behalf of the Board of Safestore, a good set of results for the year ended 31 October 2014. The reconfigured management team has made a significant impact over the past twelve months and, after completing the rebalancing of our capital structure in the early part of the year, we have set about the task of improving the operational performance of the business in the UK. Whilst we still have work to do, I am pleased with the considerable amount of progress made to date and am confident that the foundations have been laid for continued growth in the business and value creation for our shareholders.

 

Financial Results

 

Revenue for the year was £97.9m, 1.9% ahead of last year (FY2013: £96.1m) and on a like-for-like and constant currency basis, revenue growth was 4.4%. This result was driven by improving momentum in the UK as we progressed through the year, combined with another strong performance of Une Pièce en Plus, our Parisian business.

 

Underlying EBITDA increased by 4.3% to £53.0m (FY2013: £50.8m). In addition to the improvements in revenue in both the UK and Paris we continued to exercise strong control over costs, delivering a 0.9% reduction compared to the prior year.

 

Our capital restructuring resulted in a reduction in the underlying finance charge4 of £4.7m or 25.5% to £13.7m (FY2013: £18.4m).

 

As a result of the above factors, cash tax adjusted earnings per share grew by 21.6% to 13.5p (FY2013: 11.1p).

 

Capital Structure

 

In the first quarter of the financial year, we completed our capital restructuring. Debt was reduced by £75m, principally financed by the sale of our Whitechapel site for net proceeds of £40.5m, the January 2014 equity placing of 18.6m new ordinary shares at 175p per share, raising net proceeds of £31.6m, and from internally generated free cash flow. In addition, our bank facilities were renegotiated which provided us with lower interest margins and a further two-year term whilst at the same time allowing the group to benefit from improved covenants.

 

The Group's balance sheet is now in good shape with a Group Loan-To-Value ratio ("Group LTV") of c.37%. This represents a level of gearing we feel is appropriate for the business to enable the Group to increase returns on equity, maintain financial flexibility and to achieve our medium-term strategic objectives.

 

Dividend

 

The Board is pleased to recommend a 36% increase in the final dividend to 5.30 pence per share (FY2013: 3.90 pence per share) resulting in an increase of 30% in the total dividend to 7.45 pence per share for the year (FY2013: 5.75 pence per share). This total dividend for the year is covered 1.8 times by cash tax earnings (1.9 times in 2013).

 

The Board remains confident in the prospects for the Group and, after a year of consolidation in 2013, will continue its progressive dividend policy in 2015 and beyond. For the current financial year and for the medium term, the Board is comfortable with dividend cover of between 1.7 and 2.0 times. Given the Group's REIT status, it is required to pay out 90% of its UK based property income in dividends. The Group estimates that the aforementioned range of dividend cover will ensure compliance with REIT requirements.

 

People

 

As previously announced, Adrian Martin, our Senior Independent Director, will be retiring from the Board as Non-executive Director at the next Annual General Meeting in March 2015.

 

In October 2014, Joanne Louise Kenrick was appointed to the Board as a Non-executive Director and a member of the Nomination Committee.

 

Jo is Marketing Director at Homebase, a subsidiary of the Home Retail Group plc, and a non-executive director of Principality Building Society where she is also a member of the Customer and Conduct and Nominations Committees.

 

On behalf of the Board, I'd like to put on record our gratitude to Adrian for his valuable contribution to Safestore over the last six years and wish him the best for the future. I am also delighted to welcome Jo to the Board with her significant operational, sales and marketing experience in consumer retail across a number of well-known retail brands. Her deep understanding and knowledge of marketing will help support the Group's continued development.

 

In a year of much change, our people continued to be the key drivers of the success of the business. I would like to take this opportunity to thank all my colleagues throughout the business for their hard work and dedication this year.

 

 

Alan Lewis

21 January 2015

 

 

 

 

Our Strategy

 

Our belief is that the Group has the asset base, management expertise, infrastructure, scale and balance sheet strength to exploit the improving industry dynamics and macro-economic environment. One year ago we laid out our future strategy and we are now pleased to be able to detail significant progress in the report below.

 

We identified three phases to our strategy:

· Establish a more appropriate capital structure for the business

· Operational delivery

· Selective portfolio management opportunities

 

Strategic Progress- Capital Structure

 

In the first quarter of the financial year we completed the targeted improvements to our capital structure to position the business better for the future. The actions taken were as follows:

 

· Sold our Whitechapel site for £40.5m (53% above April 2013 book value) and used the proceeds to pay down debt

· Completed an equity placing of 18.6 million new shares in January 2014 at a share price of 175p per share, raising net proceeds of £31.6m which was used to pay down debt

· Announced an Amendment and Extension of our bank facilities which provides us with lower interest margins, a further two-year term to our bank facilities whilst at the same time allowing the Group to benefit from improved covenants

· Finalised the hedging arrangements in relation to the renewed facilities resulting in an estimated effective blended rate of interest of 4.3% across all our facilities (5.3% in 2013)

· Reduced pro forma annual underlying interest charges by at least £6m compared with 2013

 

The above actions, in addition to a strong financial performance during the year, have enabled us to achieve a Group Loan-To-Value ratio ("Group LTV") of c.37%, which we believe is an appropriate medium-term level for the business.

 

The rebalanced capital structure has significantly reduced the interest cost on our borrowings and will underpin an improved return on equity, provide financial flexibility and support our medium-term strategic objectives.

 

Strategic Progress- Operational Delivery

 

Our main focus over the past year has been to improve the operational performance of the existing business, particularly in the UK.

 

We have a strong, fully invested estate in both the UK and France. Of our 121 stores, 82 are in London and the South East of England or in Paris and 39 in the UK regions and we operate more stores inside the M25 than any other competitor.

 

However, we have 1.3m sq ft of unoccupied space in our UK stores and 0.3m sq ft in Paris. Our continued focus will be on ensuring that we drive occupancy to utilise this capacity at carefully managed rates.

 

Our operational team has been instrumental in turning around our trading results. In our relatively immature industry, customer service and selling skills at the point of sale are both essential in earning the trust of the customer and in driving the appropriate balance of volumes and unit price in order to optimise revenue growth in each store. Under the leadership of our new Operations Director, appointed in March, 2014 has been a year of significant operational transformation. The Company has invested in operations by:

 

· Significantly reorganising the structure of the business adding three Regional Manager positions, allowing closer store management oversight and development of the training and coaching of the members of the sales team. The costs of these organisational changes, which were a fundamental element of the business' strategy, have been charged to exceptional items;

· Strengthening head office support with the recruitment of a new Head of Human Resources ("HR") with a particular focus on operational HR;

· Implementing an improved store recruitment and induction process ensuring that we are attracting high calibre staff to the business;

· Increasing the focus on the consistency of performance of individual staff members;

· Investing in store training to strengthen the stores' sales and customer service teams;

· Adapting our pricing policy to ensure that each store trades competitively in its local market whilst substantially improving control and discipline in relation to store level discounting;

· Redesigning the store incentive programme so that store performance can be rewarded on a monthly basis through locally controllable and understandable measures based on our key revenue growth drivers; and

· Retaining a high level of maintenance standards and customer service to the satisfaction of both our domestic and business customer base.

 

In tandem with the above changes, which were implemented throughout the year, we saw steady improvement in the conversion of enquiries into new lets resulting in 35.4% year-on-year growth in new lets in the fourth quarter of the year. Simultaneously, our average storage rate improved from 7.4% down year-on-year in September 2013 to 4.8% up year-on-year in October 2014 and continues to progress as we enter the new financial year.

 

We are very pleased with the pace at which the above improvements have been implemented. Whilst we have more work to do and further progress to make, we are already seeing the impact of these actions not only in our results, but also in improved team morale and confidence.

 

Our store teams have benefited from 12% year-on-year growth in customer enquiries resulting from our continued investment in our marketing team.

 

Customers requiring storage now predominantly start their journey by conducting detailed online research in their locality. It is therefore important to ensure that we appear on the top rankings of searches made through the internet. This is managed by analysing around 100,000 search keyword combinations. Online enquiries now represent 79% of our enquiries and 36% of our online enquiries originate from our mobile site, a figure which has increased by 52% in the last 12 months.

 

There is a clear benefit of scale in the generation of customer enquiries, and the size of our organisation allows us to employ the appropriate skills and to dedicate a significant budget to achieve these results. Our annual marketing budget of over £3m is mainly directed towards the generation of enquiries through sponsored links as well as organic referencing in the search engines. Improved tools and performance have enabled us to reduce our cost per enquiry in the year, resulting in new enquiry growth of 12% from a similar level of expenditure to the prior year.

 

We constantly enhance our consumer website for desktop and mobile with richer content designed to assist online customers in establishing their storage requirements. We now have an industry leading website in the UK, and we continue to monitor all channels of enquiry generation and adapt our marketing strategy to optimise responses. Such initiatives will enable us to continue to improve our website enquiry capture which has grown by 4.4% over the last financial year.

 

Since we integrated Feefo (an independent merchant review system), which allows customers to leave their feedback on the quality of our customer service on the site, into our website in 2013, our customer satisfaction score has remained in excess of 97%.

 

We remain focused on business as well as domestic customers. Our national network means that we are uniquely placed to further grow the business customer market and in particular National Accounts. Business customers in the UK now constitute 49% of our total space let and have an average length of stay of 31 months. Within our business customer category, our National Accounts business continues to grow with storage revenue increasing by 12% compared with 2013. The space let to National Accounts customers has increased by 17% compared with 2013 and, at 272,000 sq ft, constitutes 10% of our total occupied space in the UK business. Two-thirds of the space occupied by National Accounts customers is outside London, demonstrating the importance of our well invested national estate.

 

Our centrally located customer support centre in the UK provides ongoing support to the stores, in addition to actioning enquiries that are outside store hours and handling 16% of all enquiries. Our central pricing team is responsible for the management of our dynamic pricing policy and for the implementation of promotional offers and our centrally based National Accounts team is focused on driving growth in our base of business customers who store at multiple locations. Our IT and Finance teams provide day-to-day support to the store operations and ensure that our pricing and marketing policies are effectively implemented and monitored.

 

We have continued to ensure that our Head Office functions remain lean and efficient and focused on supporting the operational performance of the business. In the year, we have reduced the underlying central cost base of the business by £1.3m.

 

Strategic Progress- Selective portfolio management opportunities

 

Our approach to store development in the future will be pragmatic, flexible and returns focused.

 

In January 2014 we highlighted the possibility of realising a small number of demonstrably value-creating investments from within the current estate, as well as laying the foundations for longer-term growth. To realise these near-term opportunities from within the estate we indicated a maximum capital expenditure of £10-£15m through 2014 and 2015 over and above our ongoing annual maintenance capital expenditure.

 

In Paris, we completed the acquisition of the freehold of our leasehold St Denis store for €3.6m in May 2014. As previously indicated, we also closed our loss-making leasehold store in the St Denis area (Landy) consolidating its occupancy where possible into the freehold St Denis store.

 

In Southend, we operate out of a purpose-built new store. We are pleased to have completed the unconditional sale of the site of the previous store to Lidl for £1.1m in June 2014, resulting in a gain of £0.4m.

 

We believe that the land we own on the A4 in London at Chiswick represents an attractive opportunity and we are proceeding with the development of a new store on this site. The estimated cost to build this store is included in the £10-£15m guidance above and we anticipate the store opening in Q2 2016. Our other pipeline sites in Wandsworth and Birmingham continue to be evaluated for potential development.

 

At New Malden our landlord has now obtained planning permission for the redevelopment of the site and it is likely that the landlord will serve its option to break the lease in return for a premium significantly higher than the asset valuation as an ongoing trading store. If the landlord exercises the option then our current best estimate is that the store would most likely close in H2 2015. We anticipate relocating a significant proportion of the store's occupancy to other nearby stores in our portfolio.

 

On 28 October 2014 we completed the re-gear of our Edinburgh Gyle store to remove a mutual break clause operable in June 2016. The lease will now continue to June 2026 and has been valued accordingly.

 

Active and effective management of our property portfolio has always been a key priority. Since the financial year end we have extended leases on a further three leasehold properties at Guildford, Swanley and Harlow, providing the business with long-term tenure on these properties. It is estimated that this activity will add approximately £3.7m to our asset valuation. This follows the re-gear of six leases during 2013.

 

We continue to seek other asset management opportunities to develop our store portfolio. Further lease re-gearing and income generation opportunities will be explored on an ongoing basis.

 

However, our short-term focus will be on filling the 1.6 million square feet of currently available space, which is the equivalent of 40 full stores. The operational cost of managing this space is already embedded in our relatively fixed cost base and therefore a high proportion of any incremental revenues will translate into profits.

 

We believe that this strategy, combined with positive market and economic dynamics and the quality of our property portfolio, means that we are well positioned for further growth and to deliver strong returns to our shareholders.

 

Portfolio Summary

 

The self-storage market has been growing in the last 15 years across many European countries but few regions offer the unique characteristic of London and Paris, both of which consist of large, wealthy and densely populated markets. In the London region, the population is 13 million inhabitants with a density of 5,200 inhabitants per square mile in the region, 11,000 per square mile in the city of London and up to 32,000 in the densest boroughs.

 

The population of the Paris urban area is 10.7 million inhabitants with a density of 9,300 inhabitants per square mile in the urban area but 54,000 per square mile in the City of Paris and first belt, where 75% of our French stores are located and which has one of the highest densities in the western world. 85% of the Paris region population live in the city core versus the rest of the urban area which compares with 60% in the London region. There are currently 202 storage centres within the M25 as compared to only 85 in the Paris urban area. The GDPs generated in the London and Paris conurbations are roughly equivalent and are more than twice that of any other European equivalent.

 

In addition, barriers to entry in these two city markets are high, due to land values and limited availability of sites as well as planning regulation. This is the case for Paris and its first belt in particular, which inhibits new development possibilities.

 

Our combined operations in London and Paris, with 67 stores, £65.4m revenue and £37.5m EBITDA, offer a unique exposure to the two most attractive European self-storage markets.

 

Owned Store Portfolio by Region

London &

Rest of

UK

Paris

Group

South East

UK

Total

Total

Number of Stores

58

39

97

24

121

Let Square Feet (m sft)

1.55

1.13

2.68

0.78

3.46

Maximum Lettable Area (m sft)

2.18

1.84

4.02

1.01

5.03

Average Let Square Feet per store (ksft)

27

29

28

33

29

Average Store Capacity (k sft)

38

47

41

42

42

Closing Occupancy %

71.0%

61.4%

66.6%

77.2%

68.8%

Average Rate (£ per sft)

26.30

16.67

22.21

30.94

24.24

Revenue (£'m)

48.7

23.1

71.8

26.1

97.9

Average Revenue per Store (£'m)

0.84

0.59

0.74

1.09

0.81

 

We have a strong position in both the UK and Paris markets operating 97 stores in the UK, 58 of which are in London and the South East, and 24 stores in Paris.

 

In the UK, 68% of our revenue is generated by our stores in London and the South East. On average, our stores in London and the South East are smaller than in the rest of the UK but the occupancy levels and rental rate achieved are higher. In London we operate 43 stores within the M25, more than any other competitor.

 

In France, we have a leading position in the heart of the affluent City of Paris market with eight stores branded as Une Pièce en Plus ("UPP") ("A spare room") with more than twice the number of stores of our two major competitors combined. 75% of the UPP stores are located in a cluster within a five-mile radius of the city centre, which facilitates strong operational and marketing synergies as well as options to differentiate and channel customers to the right store subject to their preference for convenience or price affordability. The Parisian market has attractive socio-demographic characteristics for self-storage and we believe that UPP enjoys unique strategic strength in such an attractive market.

 

Together, London, the South-East and Paris represent 68% of our owned stores, 76% of our revenues, as well as 55% of our available capacity.

 

In addition, Safestore has the benefit of a leading national presence in the UK regions where the stores are predominantly located in the centre of key metropolitan areas such as Birmingham, Manchester, Liverpool, Bristol, Glasgow and Edinburgh.

 

In the UK we own three development sites with planning permission at Chiswick and Wandsworth in London and in central Birmingham. We plan to open the Chiswick site in early 2016 and continue to assess the value of the Wandsworth and Birmingham sites for self-storage and alternative purposes.

 

Market

 

The self-storage market in the UK and France remains relatively immature compared to geographies such as the USA and Australia. The Self Storage Association ("SSA") Annual Survey (April 2014) confirmed that, in the UK, self-storage capacity remains in line with 2013 at 0.5 square feet per head of population as compared with 7.3 square feet in the USA and 1.4 square feet in Australia. While capacity increased significantly between 2006 and 2009 with an average of 34 stores per annum being opened, new additions have been limited to an average of 9 stores per annum between 2010 and 2013.

 

In the Paris market, we estimate the density to be even lower at around 0.36 square feet per inhabitant.

 

New supply in London and Paris is likely to be limited in the short term as a result of planning restrictions and the availability of suitable land. Respondents to the SSA survey indicated that the majority of the limited future anticipated development of new stores will take place outside these markets. In fact, capacity in London is expected to contract in the short term as the limited planned openings are offset by site closures as alternative use opportunities have been realised.

 

The supply in the UK market, according to the SSA survey, remains relatively fragmented. Safestore is the leader by number of stores with 97 wholly-owned sites, followed by Big Yellow with 68 wholly-owned stores, Access with 55 stores, Storage King and Lok'n Store with 24 stores each and Shurgard with 22 stores. In aggregate, the six leading brands account for less than 30% of the UK store portfolio. The remaining c.700 self-storage outlets (including 141 container based operations) are independently owned in small chains or single units.

 

The Paris market is significantly more concentrated with three main operators. Our French Business, UPP, is mainly present in the core wealthier and more densely populated inner Paris and first belt areas, whereas our two main competitors, Shurgard and Homebox, have a greater presence in the outskirts and second belt of Paris.

 

Consumer awareness of self-storage is increasing but is still low, providing an opportunity for future industry growth. The SSA survey indicated that 62% of consumers either knew nothing about the service offered by self-storage operators or had not heard of self-storage at all. The opportunity to grow awareness, combined with limited new industry supply and improving economic conditions, makes for an attractive industry backdrop.

 

There are numerous drivers of self-storage growth. Most private or business customers need storage either temporarily or permanently for different reasons at any point in the economic cycle, resulting in a market depth that is in our view the reason for its exceptional resilience. The growth of the market is driven both by the fluctuation of economic conditions, which has an impact on the mix of demand, and by growing awareness of the product.

 

Our domestic customers' need for storage is often driven by lifestyle events such as births, marriages, bereavements, divorces or by the housing market including house moves and developments and moves between rental properties. It is estimated that UK owner-occupied housing transactions drive around 10-15% of new lets.

 

Our business customer base includes a range of businesses from start-up online retailers through to multi-national corporates utilising our national coverage to store in multiple locations while maintaining flexibility in their cost base.

 

Business and Personal Customers

UK

France

Personal Customers

Numbers (% of total)

71%

79%

Square feet occupied (% of total)

51%

61%

Average Length of Stay (months)

20.8

26.1

Business Customers

Numbers (% of total)

29%

21%

Square feet occupied (% of total)

49%

39%

Average Length of Stay (months)

30.9

31.5

 

 

The SSA survey also highlighted the increasing importance for operators of a strong online presence. 67% of those surveyed confirmed that an internet search would be their chosen means of finding a self-storage unit to contact.

 

Safestore's customer base is resilient and diverse and consists of 48,000 domestic, business and National Accounts customers across London, Paris and the UK regions.

 

Business Model

 

As discussed above, Safestore operates in a market with relatively low consumer awareness. It is anticipated that this will increase over time as the industry matures. To date, despite the financial crisis and the implementation of VAT on self-storage in 2012, the industry has been exceptionally resilient. With more favourable economic conditions and limited new supply coming into the self-storage market, the industry is well positioned for growth.

 

With more stores inside London's M25 than any other operator and a strong position in central Paris, Safestore has leading positions in the two most important and demographically favourable markets in Europe. In addition, our regional presence in the UK is unsurpassed and contributes to the success of our industry leading National Accounts business. In the UK, Safestore is the leading operator by number of wholly-owned stores.

 

Our capital-efficient portfolio of 121 wholly owned stores in the UK and Paris consists of a mix of freehold and leasehold stores. In order to grow our business and secure the best locations for our facilities we have maintained a flexible approach to leasehold and freehold developments.

 

Currently, one-third of our stores in the UK are leaseholds with an average remaining lease length of 12 years. Although our property valuation for leaseholds is conservatively based on future cash flows until the next contractual lease renewal date, Safestore has a demonstrable track record of successfully re-gearing leases several years before renewal whilst at the same time achieving concessions from landlords.

 

In England, we benefit from the Landlord and Tenant Act that protects our rights for renewal except in case of redevelopment. The vast majority of our leasehold stores have building characteristics or locations in retail parks that make current usage either the highest and best use of the property or the only one authorised by planning. We observe that our Landlords, who are property investors, value the quality of Safestore as a tenant and typically prefer to extend the length of the leases that they have in their portfolio, enabling Safestore to maintain favourable terms.

 

In Paris, where 50% of stores are leaseholds, all our leases benefit from the well enshrined Commercial Lease statute that provides that tenants own the commercial property of the premises and that they are legally entitled to indefinitely renew their lease at a rent that is indexed to the National Construction Index published by the state.

 

In the event that a landlord wants to terminate a lease, the law in Paris requires that he has to fully indemnify the tenant for the loss of its commercial property which, in the case of UPP, given the difficulty in finding new premises in Paris, would amount to the full value of the lost business. The solidity of the Tenant protection has been tested three times in the courts by UPP resulting, in each case, in the landlords ultimately abandoning their plans. The Tenant's rights have been reinforced in 2014 with new regulations creating in most cases a statutory pre-emption right for the Tenant if a Landlord wants to transfer the Freehold interest. Taking into account the legal context, the valuer values the French leasehold based on an indefinite property tenure, similar to freeholds.

 

Our experience is that being flexible in its approach has enabled Safestore to operate from properties that would have been otherwise unavailable and to generate strong returns on capital invested.

 

Safestore excels in the generation of customer enquiries which are received through a variety of channels including the internet, telephone and 'walk-ins'. In the early days of the industry, local directories and store visibility were key driver of enquiries. The Internet is now by far the dominant channel, accounting for 79% of our enquiries in the UK and 63% in France. Telephone enquiries comprise 13% of the total (30% in France) and 'Walk-ins' amount to only 8% (12% in France). This key change is a clear benefit to the leading operators that possess the budget and the management skills necessary to generate a commanding presence in the major search engines. Safestore has developed a leading digital marketing platform that has generated 50% enquiry growth over the last four years.

 

Our enquiries are predominantly handled directly by the stores and, in the UK, we have a Customer Support Centre ("CSC") which now handles 16% of all enquiries, in particular when the store staff are busy handling calls or outside normal store opening hours.

 

Our pricing platform provides the store and CSC staff with system-generated real time prices managed by our centrally based yield management team. Local staff have certain levels of discretion to flex the system generated prices but this is continually monitored.

 

Customer service standards are high and customer satisfaction feedback is consistently extremely positive. Over the last 12 months we have achieved 97% customer satisfaction, based on 'excellent' or 'good' ratings as collected by Feefo via our customer website.

 

The key drivers of sales success are the capacity to generate enquiries in a digital world, the capacity to provide a great number of storage locations that are conveniently located close to the customers' requirements and the ability to maintain a consistently high quality, motivated retail team that is able to secure customer sales at an appropriate storage rate, all of which can be better provided by larger, more efficient organisations.

 

The business now has in excess of 48,000 business and domestic customers with an average length of stay of 31 months and 22 months respectively.

 

The cost base of the business is relatively fixed. Each store typically employs three staff. Our Group Head Office comprises business support functions such as Yield Management, Property, Marketing, HR, IT and Finance.

 

Since the completion of the rebalancing of our capital structure in early 2014, Safestore has secure financing, a strong balance sheet and significant covenant headroom providing the Group with financial flexibility and the ability to grow organically and via carefully selected new developments.

 

At 31 October 2014 we had 1.3m square feet of unoccupied space in the UK and 0.3m square feet in France, equivalent to over 40 full new stores. Our absolute focus is on filling the spare capacity in our stores at optimally yield-managed prices. The operational leverage of our business model will ensure that the bulk of the incremental revenue converts to profit given the fixed nature of our cost base.

 

Trading Performance

 

UK - strategic momentum drives significant improvement

 

UK Operating Performance

2014

2013

Change

Revenue- like-for-like (£'m)

71.8

68.8

4.4%

Revenue (£'m)

71.8

70.2

2.3%

EBITDA (£'m)

36.7

34.8

5.5%

Closing Occupancy (let sq ft- million) 8

2.68

2.56

4.7%

Closing Occupancy (% of MLA)

66.6%

63.5%

+3.1ppts

Average Storage Rate (£)- year-to-date

22.21

22.19

0.1%

 

The UK business performed strongly with like-for-like revenue up 4.4%. At the end of the year, UK occupancy was 66.6%, an increase of 3.1 percentage points on the prior year.

The table below illustrates the continuing improving revenue trends over the last 14 months.

Variance v prior year

Sep-13

Oct-13

Nov-13

Dec-13

Jan-14

Feb-14

 

Mar-14

Total Revenue

(6.9%)

(5.3%)

(3.7%)

(2.9%)

(3.9%)

(1.5%)

 

(0.3%)

Like-for-like revenue

(5.5%)

(3.8%)

(1.3%)

(0.3%)

(1.3%)

1.2%

 

2.4%

Closing Occupancy

(1.1%)

0.5%

1.6%

2.2%

2.6%

2.8%

 

4.0%

Average Rate

(7.4%)

(4.8%)

(4.7%)

(4.4%)

(4.4%)

(2.8%)

 

(1.9%)

Variance v prior year

Apr-14

May-14

Jun-14

Jul-14

Aug-14

Sep-14

 

Oct-14

Total Revenue

0.6%

2.5%

4.9%

6.2%

8.1%

8.3%

 

8.8%

Like-for-like revenue

2.9%

4.4%

6.6%

7.8%

9.8%

10.0%

 

10.4%

Closing occupancy

3.2%

3.0%

4.5%

4.8%

5.3%

5.8%

 

4.7%

Average Rate

(0.9%)

1.5%

3.6%

3.2%

4.0%

4.4%

 

4.8%

 

Whilst the UK rate was up 0.1% for the full year, the improvement in the year-on-year position as the year progressed reflected the pricing policy changes made in the first half of the year and the subsequent increased discipline in relation to discounting. In October 2014, rate was up 4.8% year-on-year demonstrating the momentum in the improving rate performance.

 

Our key focus in the UK, throughout the year, has been on our store operational performance and on improving the conversion of enquiries at an appropriate rate to maximise revenues. New lets growth of 35.4% in the final quarter and 19.8% over the year has continued to drive performance, with 125,000 sq ft of occupancy added over the year.

 

Finally, control of our cost base has been a strong focus in the year. Despite an increase in the Share Based Payment charge of £1.1m in the year, the total cost base has still reduced in the year to £35.1m (2013: £35.4m).

 

EBITDA for the UK business was £36.7m (2013: £34.8m), an increase of £1.9m or 5.5%.

 

Paris - a sixteenth year of growth in revenue and profitability

Paris Operating Performance

2014

2013

Change

Change- CER1

Revenue (£'m)

26.1

25.9

0.8%

4.4%

EBITDA (£'m)

16.3

16.0

1.9%

5.6%

Closing Occupancy (let sq ft- million) 8

0.78

0.76

2.6%

n/a

Closing Occupancy (% of MLA)

77.2%

71.9%

+5.3ppts

n/a

Average Storage Rate (£)

30.94

31.63

(2.2%)

1.4%

 

Our Paris business performed strongly against the backdrop of a challenging macro-economic environment, demonstrating the quality and market leading position of our estate. Revenue on a CER basis was up 4.4%. Our average rate, on a CER basis, improved by 1.4% on the prior year. Despite the planned closure of our Landy store in October 2014, the square feet occupied was 20,000 sq ft ahead of the prior year. As a result, occupancy as a percentage of MLA increased by 5.3 percentage points to 77.2%.

 

Revenue growth in sterling was 0.8%. The impact of a 4% weakening in the average Euro exchange rate was partly mitigated by the foreign exchange swaps in place on €10.5m of Paris profitability, at an average rate of €1.236:£1. The benefit of these hedging arrangements is reflected within EBITDA but not in the revenue line.

 

Our strategy of achieving an appropriate balance of rate and occupancy growth has been successful and we are now in the seventh consecutive quarter of year-on-year rate growth and sixteenth year of uninterrupted revenue growth in local currency.

 

The cost base in Paris remained well controlled during the year and, despite adverse currency movements, and the fact that the prior year benefited from the recognition of €1.0m relating to an insurance claim on our Nanterre store, the cost base reduced to £9.8m (2013: £9.9m).

 

The improvements in revenue and underlying cost base reductions resulted in EBITDA in France of £16.3m (2013: £16.0m), an improvement of £0.3m or 1.9% on 2013. On a constant currency basis, EBITDA grew by 5.6%.

 

 

Frederic Vecchioli

21 January 2015

 

 

 

Financial Review

 

Underlying Income Statement

 

The table below sets out the Group's underlying results of operations for the year ended 31 October 2014 and the year ended 31 October 2013.

 

Period

2014

2013

Mvmt

(£'m)

(£'m)

%

Revenue

97.9

96.1

1.9%

Underlying Costs

(44.9)

(45.3)

(0.9%)

Underlying EBITDA

53.0

50.8

4.3%

Leasehold Rent

(10.3)

(10.2)

1.0%

Underlying EBITDA after leasehold rent

42.7

40.6

5.2%

Depreciation

(0.5)

(0.4)

25.0%

Finance Charges

(13.7)

(18.4)

(25.5%)

Underlying profit before tax

28.5

21.8

30.7%

Current tax

(1.2)

(0.9)

33.3%

Cash tax earnings

27.3

20.9

30.6%

Underlying deferred tax

(2.1)

(2.2)

(4.5%)

EPRA Earnings

25.2

18.7

Average Shares In Issue (m)

202.1

187.9

Underlying (Cash Tax Adjusted) EPS (p)

13.5

11.1

21.6%

EPRA EPS (p)

12.5

9.9

26.3%

 

Management considers the above presentation of earnings to be representative of the underlying performance of the business.

 

Underlying EBITDA increased by 4.3% to £53.0m (2013: £50.8m), reflecting a 1.9% increase in revenue and a 0.9% saving in the underlying cost base (see below).

 

The 30.7% increase in underlying profit before tax to £28.5m (2013: £21.8m) was driven by a 25.5% reduction in finance charges from £18.4m to £13.7m, which was the result of management actions taken to strengthen the Group's capital structure during the year, together with the improved operating performance of the business.

 

Given the Group's REIT status in the UK, tax is only paid in France and the tax due in the period increased to £1.2m (2013: £0.9m).

 

Management considers that the most representative Earnings per Share ("EPS") measure is Cash Tax Adjusted EPS which has increased by 21.6% to 13.5p (2013: 11.1p). EPRA EPS also reflects the deferred tax on underlying trading and increased by 26.3% to 12.5p from 9.9p in 2013.

 

Reconciliation of Underlying EBITDA

 

The table below reconciles the operating profit included in the Income Statement to Underlying EBITDA.

 

Period

2014

2013

(£'m)

(£'m)

Operating Profit

75.6

69.2

Adjusted for

 - gain on investment properties

(24.1)

(21.5)

 - depreciation

0.5

0.4

 - contingent rent

1.2

0.7

 - change in fair value of derivatives

(1.2)

1.3

Exceptional Items

 - restructuring costs

0.8

1.7

 - insurance Proceeds

-

(1.6)

 - VAT and REIT related costs

-

0.3

 - other

0.2

0.3

Underlying EBITDA

53.0

50.8

 

The main reconciling items between operating profit and underlying EBITDA are the gain on investment properties, which increased by £2.6m from £21.5m in 2013 to £24.1m in 2014, and exceptional items which increased from a net charge of £0.7m in 2013 to £1.0m in 2014.

 

Underlying Profit by geographical region

 

The Group is organised and managed in two operating segments based on geographical region. The table below details the underlying profitability of each region.

 

2014

2013

UK

France

Total

UK

France

Total

(£'m)

(£'m)

(£'m)

(£'m)

(£'m)

(£'m)

Revenue

71.8

26.1

97.9

70.2

25.9

96.1

Underlying Cost of Sales

(24.4)

(6.2)

(30.6)

(25.1)

(5.6)

(30.7)

Gross Profit

47.4

19.9

67.3

45.1

20.3

65.4

Gross Margin

66%

76%

69%

64%

78%

68%

Underlying Administrative Expenses

(10.7)

(3.6)

(14.3)

(10.3)

(4.3)

(14.6)

Underlying EBITDA

36.7

16.3

53.0

34.8

16.0

50.8

EBITDA Margin

51%

62%

54%

50%

62%

53%

 

EBITDA in the UK increased by £1.9m or 5.5% to £36.7m (2013: £34.8m), underpinned by a £1.6m increase in revenue, driven primarily by a 4.7% increase in closing occupancy, together with a £0.3m saving in costs.

 

In the Parisian business, EBITDA increased by £0.3m or 1.9% to £16.3m (2013: £16.0m), driven by administrative expense savings of £0.7m. On a constant currency basis, EBITDA in France grew by 5.6%.

 

Revenue

 

Revenue for the Group is primarily derived from the rental of self-storage space and the sale of ancillary products such as insurance and merchandise (e.g. packing materials and padlocks) in both the UK and France.

 

The split of the Group's revenues by geographical segment is set out below for 2014 and 2013.

 

2014

% of total

2013

% of total

% change

UK

£'m

71.8

73%

70.2

73%

2.3%

France

Local currency

€'m

32.1

30.7

4.4%

Average Exchange Rate

€:£

1.228

1.185

France in sterling

£'m

26.1

27%

25.9

27%

0.8%

Total Revenue

97.9

100%

96.1

100%

1.9%

 

The Group's revenue increased by 1.9% or £1.8m in the year. The Group's occupied space was 145,000 sq ft higher at 31 October 2014 (3.46 million sq ft) than at 31 October 2013 (3.32 million sq ft). However, the average rental rate for the Group was 0.6% lower in 2014 at £24.24 than in 2013 (£24.39).

 

When the Group's revenue is adjusted for the closure of the Enfield South store in H2 2013 and for the loss of tenancy income subsequent to the sale of the Whitechapel store in November 2013, like-for-like revenue increased by 3.4%2. The increase in like-for-like revenue on a CER basis1 was 4.4%, reflecting the weakening of the Euro during the year.

 

In the UK, revenue increased by £1.6m or 2.3%, and on a like-for-like basis it was up by 4.4%. The let sq ft was 125,000 sq ft higher at 31 October 2014 than at 31 October 2013, with the average rental rate increasing marginally from £22.19 in 2013 to £22.21 in 2014.

 

Revenue in the Parisian business increased by 4.4% on a constant currency basis. However, the weakening of the Euro during the financial year had an adverse currency impact of approximately £0.9m on translation, so the increase was only £0.2m, or 0.8%, when reported in Sterling. Closing occupancy increased by 2.6% to 0.78 million sq ft, and the rental rate was €38.01 for the year, an increase of 1.4% on 2013 (€37.49).

 

Analysis of Cost Base

 

Cost of sales

 

The table below details the key movements in cost of sales between 2013 and 2014.

 

Cost of sales

Period

2014

2013

(£'m)

(£'m)

Reported Cost of Sales

(32.3)

(31.8)

Adjusted For:

Depreciation

0.5

0.4

Contingent Rent

1.2

0.7

Underlying Cost of Sales

(30.6)

(30.7)

Underlying cost of sales for 2013

(30.7)

Foreign exchange (including currency swaps)

0.2

Nanterre insurance proceeds (received in FY13)

(0.8)

Rates and facilities savings

0.4

Other cost improvements

0.3

Underlying Cost of Sales for 2014

(30.6)

 

In order to arrive at underlying cost of sales, adjustments are made to remove the impact of depreciation and contingent rent.

 

The weakening of the Euro during the year resulted in a decrease in the sterling equivalent of the French cost of sales of £0.2m.

 

During the year ended 31 December 2013, £0.8m was credited to cost of sales, in respect of insurance proceeds relating to the fire that destroyed the Nanterre store and Head Office in December 2010, which was not repeated in the current year.

 

Management have taken a number of actions to reduce the cost base which, during the year, included rates appeals and greater focus on store facilities costs, which generated £0.4m of savings. In addition, a reduction in other costs of £0.3m resulted largely from these actions.

 

Administrative Expenses

 

The table below reconciles reported administrative expenses to underlying administrative expenses and details the key movements in underlying administrative expenses between 2013 and 2014.

 

Administrative Expenses

Period

2014

2013

(£'m)

(£'m)

Reported Administrative Expenses

(14.1)

(16.6)

Adjusted For:

Exceptional Items

1.0

0.7

Changes in Fair Value of Derivatives

(1.2)

1.3

Underlying Administrative Expenses

(14.3)

(14.6)

Underlying Administrative Expenses for 2013

(14.6)

Foreign exchange

0.1

Share based payments (including national insurance)

(1.1)

Employee and related cost savings

0.7

Professional and adviser fees

0.4

Other cost improvements

0.2

Underlying Administrative Expenses for 2014

(14.3)

 

In order to arrive at underlying administrative expenses, adjustments are made to remove the impact of exceptional items and changes in the fair value of derivatives.

 

Exceptional items in the period are costs principally associated with the restructuring of the Group's senior management team and certain operational functions during the year.

 

Underlying administrative expenses were reduced by £0.3m to £14.3m (2013: £14.6m).

 

The weakening of the Euro during the year resulted in a £0.1m decrease in the sterling equivalent of French administrative expenses.

 

Charges for share based payments increased to £1.1m, due to improved performance against targets. This increase was offset by savings in employee costs, reflecting headcount reductions and lower advisers' fees totalling £1.1m, and other cost savings which amounted to £0.2m.

 

Gain on Investment Properties

 

The gain on investment properties consists of the revaluation gains and losses with respect to investment properties under IAS 40 and finance lease depreciation for the interests in leaseholds and other items as detailed below.

 

2014

2013

£'m

£'m

Movement on Investment Properties

29.0

26.0

Depreciation on Leasehold Properties

(4.9)

(4.5)

Gain on Investment Properties

24.1

21.5

 

The movement in investment properties reflects the combination of yield movements within the valuations together with the impact of changes in the cash flow metrics of each store. In a normal year the key variables are rate per sq ft, stabilised occupancy, number of months to reach stabilised occupancy and the yields applied.

 

In the current financial year the UK business contributed £23.7m to the positive valuation movement and the French business contributed £5.3m, reflecting improving trading metrics.

 

Operating Profit

 

Operating profit increased by £6.4m from £69.2m in 2013 to £75.6m in 2014. The increase predominantly reflects the £2.2m increase in underlying EBITDA, a swing in the fair value of the forward currency contracts of £2.5m from a loss of £1.3m in 2013 to a gain of £1.2m in 2014, and a £2.6m increase in the gain on investment properties from £21.5m in 2013 to £24.1m in 2014.

 

Net finance costs

 

Net finance costs consist of interest receivable on bank deposits, interest payable and interest on obligations under finance leases.

 

2014

2013

£'m

£'m

Net bank interest payable

(13.7)

(18.4)

Interest on obligations under finance leases

(4.2)

(5.0)

Fair value movement on derivatives (incl recycling of hedge reserve)

0.3

2.8

Net exchange losses

(3.7)

-

Exceptional finance expenses

(2.1)

-

Unwinding of discount on CGS receivable

0.2

-

Net Finance Costs

(23.2)

(20.6)

 

Net finance costs increased by £2.6m in 2014, to £23.2m from £20.6m in 2013. However 2014 saw a £4.7m decrease in the underlying finance charge (net bank interest payable), following the capital restructuring in January 2014, and a £0.8m saving in finance lease interest. These savings were offset by increases in non-underlying finance charges, primarily a £2.5m adverse swing in the fair value movements on derivatives (which includes the recycling of fair value movements previously reported in the hedge reserve), £3.7m of net exchange losses (predominantly following the cessation of hedge accounting) and £2.1m of exceptional finance expenses arising on the capital restructuring.

 

Based on the year-end drawn debt position the effective interest rate is analysed as follows:

 

Facility

Drawn

Hedged

Hedged

Bank

Hedged

Floating

Total

£/€/$'m

£'m

£'m

%

Margin

Rate

Rate

Rate

UK Term Loan

£156.0

£156.0

£80.0

51%

2.25%

1.64%

0.56%

3.36%

UK Revolver

£50.0

-

-

-

2.25%

-

0.56%

2.81%

UK Revolver- non-utilisation

£50.0

-

-

-

1.01%

-

-

1.01%

Euro Revolver

€70.0

£38.6

£35.5

92%

2.25%

0.81%

0.21%

3.01%

Euro Revolver- non-utilisation

€21.0

-

-

-

1.01%

-

-

1.01%

US Private Placement 2019

$65.6

£41.0

£41.0

100%

5.52%

-

-

5.83%

US Private Placement 2024

$47.3

£29.6

£29.6

100%

6.29%

-

-

6.74%

Unamortised Finance Costs (US PP)

-

(£0.6)

-

-

-

-

-

-

Total

£331.8

£264.6

£186.1

70%

4.34%

 

The UK term loan of £156m is fully drawn as at 31 October 2014 and attracts a bank margin of 2.25%. The Group has interest rate hedge agreements in place to June 2018 swapping LIBOR on £80.0m at an effective rate of 1.64%.

 

As at 31 October 2014, the UK revolver of £50m was undrawn. The Group pays a non-utilisation fee of 1.0125% on undrawn balances.

 

The Euro revolver of €70m has €49m (£38.6m) drawn as at 31 October 2014 and attracts a bank margin of 2.25%. The Group has interest rate hedges in place to June 2018 swapping EURIBOR on €45m at an effective rate of 0.8085%.

 

The US Private Placement Notes are fully hedged at 5.83% for the 2019 notes and 6.74% for the 2024 notes.

 

The hedge arrangements provide cover for 70% of the Group's drawn debt. Net interest payable includes a net gain in respect of the fair value movement on derivatives (including the recycling of fair value movements previously reported in the hedge reserve) of £0.3m (2013: gain of £2.8m).

 

Overall, the Group has an effective interest rate on its borrowings of 4.34% at 31 October 2014, which has reduced from 5.26% since the previous year end, as a result of the capital restructuring in January 2014.

 

Interest on finance leases was £4.2m (2013: £5.0m) and reflects part of the leasehold rental payment. The balance is charged through the gain/loss on investment properties line and contingent rent in the income statement. Overall, the leasehold rent charge for 2014 of £10.3m is broadly flat compared to £10.2m in 2013, with the benefit of the 2013 negotiated rent reductions being offset by increased contingent rent.

 

REIT Status

 

The Group converted to REIT status on 1 April 2013. Since then, the Group continues to benefit from a zero tax rate on its UK self-storage income. The Group is only liable to UK tax on the profits attributable to the residual business consisting of the sale of ancillary products such as insurance and packaging products.

 

The Group's French business remains liable to tax on its self-storage and ancillary businesses as it is not entitled to relief under UK REIT rules as its business does not relate to UK property income.

 

Tax

 

The tax credit for the year is analysed below:

 

Tax (charge)/credit

2014

2013

£'m

£'m

Underlying Current Tax

(1.2)

(0.9)

Tax relief on settlement of derivatives

0.3

-

Current tax

(0.9)

(0.9)

Exceptional deferred Tax Credit

-

63.2

Underlying Deferred Tax

(2.1)

(2.2)

Tax on Investment Properties Movement

(1.8)

(1.9)

Tax on exceptional finance costs

0.2

-

Tax on revaluation of Interest Rate swaps

0.3

-

Other

(1.3)

1.7

Deferred tax

(4.7)

60.8

Tax (charge)/credit

(5.6)

59.9

 

The income tax charge in the year is £5.6m (2013: £59.9m credit). The prior year income tax credit was driven by a deferred tax credit of £63.2m arising from the release of the UK deferred tax provision following the REIT conversion in April 2013, so has not been repeated in the current year.

 

In the current year, the underlying current tax charge all relates to the French business and amounted to £1.2 million (2013: £0.9m). Underlying deferred tax related to the French business and amounted to a charge of £2.1m (2013: £2.2m).

 

The tax impact of the gain on investment properties was a charge of £1.8m (2013: £1.9m), and tax credits of £0.2m and £0.3m were recognised on exceptional finance costs and the valuation of interest rates swaps in France respectively.

 

Profit after tax

 

The profit after tax for 2014 was £46.8m as compared with £108.5m in 2013, principally due to the exceptional UK deferred tax credit of £63.2m in 2013 not repeating. Basic EPS was 23.2 pence (2013: 57.8 pence) and diluted EPS was 23.0 pence (2013: 57.3 pence). Management considers cash tax adjusted EPS to be more representative of the underlying EPS performance of the business and this is discussed above.

 

Dividends

 

The Group's full year dividend of 7.45 pence is 29.6% up on the prior year dividend of 5.75 pence. The Property Income Dividend ("PID") element of the full year dividend is 4.80 pence.

 

Shareholders will be asked to approve the final dividend of 5.30 pence (2013: 3.90 pence) at the Annual General Meeting on 19 March 2015. If approved by Shareholders, the final dividend will be payable on 8 April 2015 to Shareholders on the register at close of business on 13 March 2015.

 

Property Valuation

 

Cushman & Wakefield LLP has valued the Group's property portfolio. As at 31 October 2014, the total value of the Group's portfolio was £704.0m (excluding investment properties under construction of £5.3m). This represents a decrease of £20.6m or 2.8% compared with the £724.6m valuation as at 31 October 2013. A reconciliation of the movement is set out below:

 

UK

France

Total

France

£'m

£'m

£'m

€'m

Value as at 1 November 2013

542.2

182.4

724.6

213.0

Currency translation movement

-

(14.6)

(14.6)

-

Additions

2.4

1.0

3.4

1.3

Disposals

(41.6)

-

(41.6)

-

Purchase of freehold

-

2.9

2.9

3.6

Revaluation

24.0

5.3

29.3

6.6

Value at 31 October 2014

527.0

177.0

704.0

224.5

The exchange rate at 31 October 2014 was €1.27:£1 compared to €1.17:£1 at 31 October 2013. This movement in the foreign exchange rate has resulted in a £14.6m adverse currency translation movement in the year. This has impacted the net asset value ("NAV") but had no impact on the Loan to Value ("LTV") covenant as the assets in Paris are tested in Euro.

The value of the UK property portfolio has reduced by £15.2m compared with 31 October 2013. A £24.0m gain arose on the 31 October 2014 revaluation of the UK portfolio, due to improving trading metrics and performance; however, the £41.6m disposals of the Whitechapel store and the vacant former Southend site during the year resulted in the net reduction in value.

In France, the freehold of the Group's existing St Denis store in Paris was acquired for €3.6m. The French property valuation increased by €6.6m in the year reflecting improving operating metrics in the business.

The Group's freehold exit yield for the valuation at 31 October 2014 was 7.73%, unchanged from 31 October 2013.

The weighted average annual discount rate for the whole portfolio has reduced slightly from 11.91% at 31 October 2013 to 11.82% at 31 October 2014.

The Company's pipeline of expansion stores is valued at £5.3m as at 31 October 2014, a £0.3m decrease on the 2013 valuation of £5.6m.

The adjusted EPRA NAV per share was 217.9 pence at 31 October 2014, up 3.6% on 31 October 2013, with the benefit of a £62.1m increase in net assets being partly offset by the additional shares in issue following the placing of 18.6 million shares in February 2014.

Gearing and Capital Structure

 

The Group's borrowings comprise bank borrowing facilities, made up of a UK Term Loan and revolving facilities in the UK and France, as well as a US Private Placement.

 

Net debt (including finance leases and cash) stood at £300.3m at 31 October 2014, a reduction of £82.5m from the 2013 position of £382.8m. Total Capital (net debt plus equity) reduced from £728.7m at 31 October 2013 to £708.3m at 31 October 2014. The net impact is that the gearing ratio has moved from 53% to 42% in the year.

 

Management also measures gearing with reference to its Loan To Value (LTV) ratio defined as Gross Debt (excluding finance leases) as a proportion of the valuation of Investment Properties and Investment Properties under Construction (excluding finance leases). At 31 October 2014 the Group LTV ratio was 37% as compared to 47% at 31 October 2013. Management considers that a Group LTV of c.40% represents an appropriate medium-term capital structure objective.

 

The reduction in Group LTV since 31 October 2013 was principally a result of the above reduction in net debt. During the year the Group sold its Whitechapel property for net proceeds of £40.5m. At the 31 October 2013 year end, the Whitechapel property had been valued within investment properties at £40.5m. The Group used the disposal proceeds to pay down debt under the existing UK Term Facility.

 

Following the de-leveraging described above, the Group extended its existing bank facilities from June 2016 to June 2018. As a result, the £230m UK Term Loan facility was reduced to £181.2m, and the UK revolver was increased to £50m, which was undrawn as at 31 October 2014. The Euro revolver remains at €70m, of which €49m had been drawn as at 31 October 2014, and the US Private Placement reduced from $115m to $113m.

 

As a result of the bank refinancing, the margin ratchet was reduced by 0.25% to a range of 2.25% to 3.25%, based on the interest cover ratio. The initial margin payable following the refinancing was 2.75%, compared with the margin paid through most of 2013 of 3.25%, and by the year end this had reduced further to 2.25%. Repayments of £5m will be made on the UK Term Facility every six months commencing on 31 October 2015, with the balance due on expiry in June 2018.

 

Subsequent to the bank refinancing, the Group raised net proceeds of £31.6m by way of a successful share placing. £25.2m of these proceeds were used to reduce the UK Term Loan further, to £156m.

 

The UK bank facilities and the US Private Placement share interest cover and LTV covenants. As part of the amendment and extension of the bank facilities the Interest Cover requirement commences at a level of EBITDA: Interest of 2.0:1. In July 2015 this will increase to 2.2:1 and in July 2016 the covenant ratchets to 2.4:1 where it remains until the end of the facilities. The French LTV covenant remains at 60% throughout the life of the facility and the UK LTV covenant reduces from 62.5% to 60.0% in April 2015 where it remains until the end of the facilities.

 

There is no amortisation on the US Private Placement debt of $113m. $66m was issued at 5.52% (swapped to 5.83%) with 2019 maturity and $47m was issued at 6.29% (swapped to 6.74%) with 2024 maturity.

 

Future Liquidity and Capital Resources

 

Borrowings under the existing bank facilities are subject to certain financial covenants and the Group is in compliance with its covenants at 31 October 2014 and, based on forecast projections, is expected to be in compliance for a period in excess of twelve months from the date of this report.

 

Cash flow

 

The table below sets out the cash flow of the business in 2014 and 2013.

 

2014

2013

(£'m)

(£'m)

Underlying EBITDA

53.0

50.8

Working Capital/ Exceptionals/ Other

0.8

1.5

Operating Cash inflow

53.8

52.3

Capital Expenditure- investment properties

(3.3)

(4.7)

Capital Expenditure- purchase of freehold

(2.9)

-

Capital Expenditure- property, plant and equipment

(0.2)

(0.2)

Capital Goods Scheme Receipt

1.8

3.1

Proceeds from disposal- investment properties

41.6

-

Net inflow from Investing Activities

37.0

(1.8)

Interest Payments

(15.1)

(17.5)

Leasehold Rent Payments

(10.3)

(10.2)

Tax Payments

(1.9)

(0.1)

Free Cash flow (before Dividends and Financing Activities)

63.5

22.7

Dividends Paid

(12.5)

(10.6)

Issue of Share Capital

31.8

-

Net repayment of Borrowings

(75.3)

(3.4)

Debt Issuance Costs

(2.1)

-

Hedge breakage costs

(4.9)

-

Net Cash flow from Financing Activities

(63.0)

(14.0)

Net increase in cash

0.5

8.7

 

Operating cash flow increased by £1.5m in the year, primarily due to the £2.2m improvement in underlying EBITDA. The movement in working capital, exceptional costs and other in the year primarily reflects adjustments to accruals (for example relating to rent reviews) and the impact of the movement in exchange rates.

 

The £37.0m cash inflow from investing activities predominantly reflects the receipt of sales proceeds totalling £41.6m from the Whitechapel store and the vacant former Southend site. No new stores were opened in the period, however, the Group acquired the freehold of its existing St Denis store in Paris for €3.6m. In addition the Group received £1.8m (2013: £3.1m) under the Capital Goods Scheme.

 

Interest payments have reduced by £2.4m to £15.1m (2013: £17.5m) following the capital restructuring in January 2014.

 

As a result of the above, free cash flow increased from £22.7m in 2013 to £63.5m in 2014.

 

There were significant movements in cash flows from financing activities in the period, including the net repayment of borrowings of £75.3m (2013: £3.4m) and costs relating to refinancing and replacement of hedging instruments of £7.0m (2013: £nil), along with dividend payments totalling £12.5m (2013: £10.6m), which were funded by a combination of the above free cash flow and issues of share capital totalling £31.8m (primarily the January 2014 share placing, which generated net proceeds of £31.6m).

 

 

Andy Jones

21 January 2015

 

 

 

Consolidated income statement

for the year ended 31 October 2014

Notes

Group

2014

£'m

2013

£'m

Revenue

2

97.9

96.1

Cost of sales

(32.3)

(31.8)

Gross profit

65.6

64.3

Administrative expenses

(14.1)

(16.6)

Underlying EBITDA (operating profit before exceptional items, change in fair value of derivatives, gain/loss on investment properties, contingent rent and depreciation)

53.0

50.8

Exceptional items

4

(1.0)

(0.7)

Change in fair value of derivatives

1.2

(1.3)

Depreciation and contingent rent

(1.7)

(1.1)

Operating profit before gain on investment properties

51.5

47.7

Gain on investment properties

8

24.1

21.5

Operating profit

2

75.6

69.2

Finance income

3

4.7

2.8

Finance expense

3

(27.9)

(23.4)

Profit before income tax

52.4

48.6

Income tax (charge)/credit*

5

(5.6)

59.9

Profit for the year

46.8

108.5

 

Earnings per share for profit attributable to the equity holders

- basic (pence)

7

23.2

57.8

- diluted (pence)

7

23.0

57.3

* Includes an exceptional credit of £nil (FY2013: £63.2m) (see note 5).

The financial results for both years relate to continuing activities.

 

Consolidated statement of comprehensive income

for the year ended 31 October 2014

Group

2014

£'m

2013

£'m

Profit for the year

46.8

108.5

Other comprehensive income:

Items that may be reclassified subsequently to profit or loss:

Cash flow hedges

(3.3)

-

Recycling of hedge reserve

6.7

(0.5)

Currency translation differences

(8.4)

6.0

Tax on items taken to other comprehensive income

-

(1.1)

Other comprehensive (expenditure)/income, net of tax

(5.0)

4.4

Total comprehensive income for the year

41.8

112.9

 

Consolidated balance sheet

as at 31 October 2014

Notes

Group

2014

£'m

2013

£'m

Assets

Non-current assets

Investment properties

8

704.0

724.6

Interests in leasehold properties

8

51.0

55.7

Investment properties under construction

8

5.3

5.6

Property, plant and equipment

1.5

1.8

Deferred income tax assets

2.0

3.3

Other receivables

4.8

6.4

768.6

797.4

Current assets

Inventories

0.2

0.1

Trade and other receivables

20.2

17.1

Current income tax assets

0.2

-

Derivative financial instruments

11

0.3

-

Cash and cash equivalents

15

15.3

15.8

36.2

33.0

Total assets

804.8

830.4

Current liabilities

Financial liabilities

- bank borrowings

10

(5.0)

(5.0)

- derivative financial instruments

11

-

(0.4)

Trade and other payables

(36.7)

(34.8)

Current income tax liabilities

-

(0.8)

Obligations under finance leases

12

(8.0)

(8.6)

(49.7)

(49.6)

Non-current liabilities

Financial liabilities

- bank borrowings

10

(259.6)

(337.9)

- derivative financial instruments

11

(4.8)

(10.6)

Deferred income tax liabilities

(39.7)

(39.3)

Obligations under finance leases

12

(43.0)

(47.1)

(347.1)

(434.9)

Total liabilities

(396.8)

(484.5)

Net assets

408.0

345.9

Equity

Ordinary shares

13

2.1

1.9

Share premium

60.0

28.4

Other reserves

(2.9)

2.1

Retained earnings

348.8

313.5

Total equity

408.0

345.9

 

Consolidated statement of changes in shareholders' equity

for the year ended 31 October 2014

Group

Share

capital

£'m

Share

premium

£'m

Translation

reserve

£'m

Hedge

reserve

£'m

Retained

earnings

£'m

Total

£'m

Balance at 1 November 2012

1.9

28.3

(0.5)

(1.8)

215.4

243.3

Comprehensive income

Profit for the year

-

-

-

-

108.5

108.5

Other comprehensive income

Currency translation differences

-

-

6.0

-

-

6.0

Recycling of hedge reserve

-

-

-

(0.5)

-

(0.5)

Tax on items taken to other comprehensive income

-

-

-

(1.1)

-

(1.1)

Total other comprehensive income

-

-

6.0

(1.6)

-

4.4

Total comprehensive income

-

-

6.0

(1.6)

108.5

112.9

Transactions with owners

Dividends (note 6)

-

-

-

-

(10.6)

(10.6)

Increase in share capital

-

0.1

-

-

-

0.1

Employee share options

-

-

-

-

0.2

0.2

Transactions with owners

-

0.1

-

-

(10.4)

(10.3)

Balance at 1 November 2013

1.9

28.4

5.5

(3.4)

313.5

345.9

Comprehensive income

Profit for the year

-

-

-

-

46.8

46.8

Other comprehensive income

Currency translation differences

-

-

(8.4)

-

-

(8.4)

Change in fair value of hedged instruments

-

-

-

(3.3)

-

(3.3)

Recycling of hedge reserve

-

-

-

6.7

-

6.7

Total other comprehensive income

-

-

(8.4)

3.4

-

(5.0)

Total comprehensive income

-

-

(8.4)

3.4

46.8

41.8

Transactions with owners

Dividends (note 6)

-

-

-

-

(12.5)

(12.5)

Increase in share capital

0.2

31.6

-

-

-

31.8

Employee share options

-

-

-

-

1.0

1.0

Transactions with owners

0.2

31.6

-

-

(11.5)

20.3

Balance at 31 October 2014

2.1

60.0

(2.9)

-

348.8

408.0

 

 

 

Consolidated cash flow statement

for the year ended 31 October 2014

Notes

Group

2014

£'m

2013

£'m

Cash flows from operating activities

Cash generated from operations

14

52.6

51.6

Interest paid

(19.4)

(22.5)

Interest received

0.1

-

Tax paid

(1.9)

(0.1)

Net cash inflow from operating activities

31.4

29.0

Cash flows from investing activities

Expenditure on investment properties and development properties

(6.2)

(4.7)

Proceeds in respect of Capital Goods Scheme

1.8

3.1

Purchase of property, plant and equipment

(0.3)

(0.2)

Proceeds from disposal of investment properties

41.6

-

Proceeds from sale of property, plant and equipment

0.1

-

Net cash inflow/(outflow) from investing activities

37.0

(1.8)

Cash flows from financing activities

Issue of share capital

31.8

-

Equity dividends paid

6

(12.5)

(10.6)

Proceeds from borrowings

6.8

2.9

Debt issuance costs

(2.1)

-

Hedge breakage payments

(4.9)

-

Finance lease principal payments

(4.9)

(4.5)

Repayment of borrowings

(82.1)

(6.3)

Net cash outflow from financing activities

(67.9)

(18.5)

Net increase in cash and cash equivalents

0.5

8.7

Exchange (loss)/gain on cash and cash equivalents

(1.0)

0.2

Cash and cash equivalents at 1 November

15.8

6.9

Cash and cash equivalents at 31 October

15

15.3

15.8

 

 

 

 

1. Accounting policies

The principal accounting policies of the Group are set out below. These policies have been consistently applied to each of the years presented, unless otherwise stated.

Basis of preparation

The Board approved this preliminary announcement on 21 January 2015.

The financial information included in this preliminary announcement does not constitute the Group's statutory accounts for the years ended 31 October 2013 or 31 October 2014. Statutory accounts for the year ended 31 October 2013 have been delivered to the Registrar of Companies. The statutory accounts for the year ended 31 October 2014 will be delivered to the Registrar of Companies following the Company's annual general meeting.

The auditors have reported on the 2014 and 2013 accounts; their report was unqualified, did not include any references to any matters by way of emphasis and did not contain statements under section 498 (2) or (3) of the Companies Act 2006.

These financial statements for the year ended 31 October 2014 have been prepared under the historical cost convention except for the following assets and liabilities which are stated at their fair value; investment property, derivative financial instruments and financial interest in property assets. The accounting policies used are consistent with those contained in the Group's last annual report and accounts for the year ended 31 October 2013. All amounts are presented in £ sterling and are rounded to the nearest £0.1m, unless otherwise stated.

The financial information included in this preliminary announcement has been prepared in accordance with EU endorsed International Financial Standards ("IFRS"), International Financial Report Interpretations Committee ("IFRIC") interpretations and those parts of the Companies Act 2006 applicable to companies reporting under IFRS.

The preliminary results have been prepared on a going concern basis. The Directors of Safestore are confident that, on the basis of current financial projections and facilities available and after considering sensitivities, the Group has sufficient resources for its operational needs and to enable the Group to remain in compliance with the financial covenants in its bank facilities for at least the next twelve months.

The following interpretations and amendments were endorsed by the EU and are mandatory for the Group for the first time for the financial year beginning 1 November 2013. There are no new standards, amendments or interpretations that are effective for the first time for the current financial year that have had a material impact on the Group.

i) New and amended standards

· IFRS 13 'Fair Value Measurement' provides consistency by making available a single source of guidance on how fair value is measured. IFRS 13 is applied when fair value measurements or disclosures are required or permitted by other IFRSs. The application of IFRS 13 has not materially impacted the fair value measurements carried out by the Group. IFRS 13 also requires specific disclosures on fair values, some of which replace existing disclosure requirements in other standards, including IFRS 7 'Financial Instruments: Disclosures'.

ii) New and amended standards not yet effective

At the date of authorisation of these financial statements, there were a number of new standards, amendments to existing standards and interpretations in issue that have not been applied in preparing these consolidated financial statements. The Group has no plan to adopt these standards earlier than the effective date.

Effective for the year ending 31 October 2015:

· IFRS 10 Consolidated Financial Statements;

· IFRS 11 Joint Arrangements;

· IFRS 12 Disclosures of Interests in Other Entities;

· IAS 19 Employee Benefits - Amendments relating to employee contributions to defined benefit plans;

· IAS 27 Separate Financial Statements;

· IAS 28 Investments in Associates and Joint Ventures;

· IAS 32 Financial Instruments: Presentation - Amendments relating to the offsetting of Financial Assets and Financial Liabilities;

· IAS 36 Impairment of Assets - Amendments arising from Recoverable Amount Disclosure for Non-Financial Assets;

· IAS 39 Financial Instruments: Recognition and Measurement - Amendments relating to Novation of Derivatives and Continuation of Hedge Accounting;

· IFRIC 21 Levies;

· Annual Improvements to IFRSs 2010-2012 Cycle; and

· Annual Improvements to IFRSs 2011-2013 Cycle.

Effective for the year ending 31 October 2017:

· IFRS 14 Regulatory Deferral Accounts;

· IFRS 10 and IAS 28 Amendments relating to the Sale or Contribution of Assets between an Investor and its Associate or Joint Venture;

· IFRS 11 Amendments relating to Acquisitions of Interests in Joint Operations;

· IAS 16 and IAS 38 Amendments relating to Clarification of Acceptable Methods of Depreciation and Amortisation;

· IAS 27 Amendments relating to Equity Method in Separate Financial Statements; and

· Annual Improvements to IFRSs 2012-2014 Cycle.

Effective for the year ending 31 October 2018:

· IFRS 15 Revenue from Contracts with Customers.

Effective for the year ending 31 October 2019:

· IFRS 9 Financial Instruments - final standard, addressing the accounting for financial assets and liabilities including classification and measurement, impairment, hedge accounting and own credit.

The Directors are currently considering the potential impact arising from the future adoption of these standards and interpretations listed above.

Group risk factors

As with all businesses, the Group is affected by certain risks, not wholly within our control, which could have a material impact on the Group and could cause actual results to differ materially from forecast and historical results. The most significant of these, all of which are macro-economic, are as follows:

· Long term flat or negative growth in value of group assets

· Lack of readily available funding to either the Group or third parties

· Unfavourable legislation and increased burden from regulatory environment

The principal risks and uncertainties facing the Group are set out in the Risk Management report of the 2014 Annual Report and Accounts.

Forward-looking statements

Certain statements in this preliminary announcement are forward-looking. Although the Group believes that the expectations reflected in these forward-looking statements are reasonable, we can give no assurance that these expectations will prove to have been correct.

Because these statements involve risks and uncertainties, actual results may differ materially from those expressed or implied by these forward-looking statements. We undertake no obligation to update any forward-looking statements whether as a result of new information, future events or otherwise.

2. Segmental analysis

The segmental information presented has been prepared in accordance with the requirements of IFRS 8. The Group's revenue, profit before income tax and net assets are attributable to one activity: the provision of self-storage accommodation and related services. Segmental information is presented in respect of the Group's geographical segments. This is based on the Group's management and internal reporting structure.

Safestore is organised and managed in two operating segments, based on geographical areas, being the United Kingdom and France.

The chief operating decision maker, being the Executive Directors, identified in accordance with the requirements of IFRS 8, assesses the performance of the operating segments on the basis of adjusted EBITDA.

 

The operating profits and assets include items directly attributable to a segment as well as those that can be allocated on a reasonable basis:

Year ended 31 October 2014

UK

£'m

France

£'m

Group

£'m

Continuing operations

Revenue

71.8

26.1

97.9

EBITDA before exceptional items, change in fair values of derivatives, gain on investment properties, depreciation and contingent rent

36.7

16.3

53.0

Exceptional items

(1.0)

-

(1.0)

Change in fair value of derivative

-

1.2

1.2

Contingent rent and depreciation

(1.1)

(0.6)

(1.7)

Operating profit before gain on investment properties

34.6

16.9

51.5

Gain on investment properties

21.6

2.5

24.1

Operating profit

56.2

19.4

75.6

Net finance expense

(18.8)

(4.4)

(23.2)

Profit before tax

37.4

15.0

52.4

Total assets

603.6

201.2

804.8

 

Year ended 31 October 2013

UK

£'m

France

£'m

Group

£'m

Continuing operations

Revenue

70.2

25.9

96.1

EBITDA before exceptional items, change in fair values of derivatives, gain on investment properties, depreciation and contingent rent

34.8

16.0

50.8

Exceptional items

(1.8)

1.1

(0.7)

Change in fair value of derivative

-

(1.3)

(1.3)

Contingent rent and depreciation

(0.6)

(0.5)

(1.1)

Operating profit before gain on investment properties

32.4

15.3

47.7

Gain on investment properties

16.7

4.8

21.5

Operating profit

49.1

20.1

69.2

Net finance expense

 (16.1)

 (4.5)

(20.6)

Profit before tax

33.0

15.6

48.6

Total assets

615.1

215.3

830.4

 

Inter-segment transactions are entered into under the normal commercial terms and conditions that would also be available to unrelated third parties. There is no material impact from inter-segment transactions on the Group's results.

 

3. Finance income and costs

Note

2014

£'m

2013

£'m

Finance costs

Interest payable on bank loans and overdraft

(13.6)

(18.3)

Amortisation of debt issuance costs on bank loan

10

(0.1)

(0.1)

Underlying finance charges

(13.7)

(18.4)

Interest on obligations under finance leases

(4.2)

(5.0)

Fair value movement of derivatives

(0.8)

-

Recycling of hedge reserve

(3.4)

-

Net exchange losses

(3.7)

-

Exceptional finance expense

(2.1)

-

Total finance cost

(27.9)

(23.4)

Finance income

Fair value movement of derivatives

4.5

2.8

Unwinding of discount on CGS receivable

0.2

-

Total finance income

4.7

2.8

Net finance costs

(23.2)

(20.6)

 

Exceptional finance costs of £2.1m were incurred in respect of the Group's debt refinancing in January 2014.

Included within interest payable of £13.6m (FY2013: £18.3m) is £1.3m (FY2013: £2.3m) of interest relating to derivative financial instruments that are economically hedging the Group's borrowings. The total change in fair value of derivatives reported within net finance costs for the year is a net gain of £3.7m (FY2013: £2.8m).

 

4. Exceptional items

2014

£'m

2013

£'m

Restructuring costs

(0.8)

(1.7)

Insurance proceeds

-

1.6

VAT and REIT related costs

-

(0.3)

Other exceptional Items

(0.2)

(0.3)

Total exceptional costs

(1.0)

(0.7)

Restructuring costs of £0.8m (FY2013: £1.7m) were incurred primarily in respect of organisational changes during the year, which were a fundamental element of the business' strategy.

The insurance proceeds recognised in the comparative period relate to claims for property damage and consequential losses arising from the December 2010 fire at the La Défense store in Paris.

 

5. Income tax (charge)/credit

Analysis of tax (charge)/credit in the year:

2014

£'m

2013

£'m

Current tax:

- UK corporation tax

-

-

- tax in respect of overseas subsidiaries

(0.9)

(1.1)

- adjustment in respect of prior year

-

0.2

(0.9)

(0.9)

Deferred tax:

- current year, including exceptional credit of £nil (FY2013: £63.2m)

(3.6)

59.9

- adjustment in respect of prior year

(1.1)

0.9

(4.7)

60.8

Tax (charge)/credit

(5.6)

59.9

 

Reconciliation of income tax charge/(credit)

The tax for the period is lower (FY2013: lower) than the standard effective rate of corporation tax in the UK for the year ended 31 October 2014 of 21.8% (FY2013: 23.4%). The differences are explained below:

2014

£'m

2013

£'m

Profit before tax

52.4

48.6

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 21.8% (FY2013: 23.4%)

11.4

11.4

Effect of:

- permanent differences

(0.5)

(6.3)

- profits from the tax exempt business

(8.1)

(3.2)

- difference from overseas tax rates

1.7

1.7

- losses not recognised in the year

-

0.8

- adjustments in respect of prior years

1.1

(1.1)

- release of UK deferred tax arising on the conversion to REIT

-

(63.2)

Tax charge/(credit)

5.6

(59.9)

The Group is a Real Estate Investment Trust ("REIT"). As a result the Group is exempt from UK corporation tax on the profits and gains from its qualifying rental business in the UK provided that it meets certain conditions. Non-qualifying profits and gains of the Group remain subject to corporation tax as normal. The Group monitors its compliance with the REIT conditions. There have been no breaches of the conditions to date.

The deferred tax credit of £60.8m for the year ended 31 October 2013 comprises an exceptional credit of £63.2m which arose from the release of UK deferred tax following the REIT conversion and a charge of £2.4m in respect of the French business.

The main rate of corporation tax in the UK reduced from 23% to 21% with effect from 1 April 2014 and will further reduce to 20% from 1 April 2015. Accordingly the Group's results for this accounting period are taxed at an effective rate of 21.8%. Due to the Group's REIT status there will be no deferred taxation impact in respect of the changes in taxation rates.

6. Dividends per share

The dividend paid in 2014 was £12.5m (6.05 pence per share) (FY2013: £10.6m (5.65 pence per share)). A dividend in respect of the year ended 31 October 2014 of 5.30 pence (FY2013: 3.90 pence) per share, amounting to a final dividend of £11.0m (FY2013: £7.3m), is to be proposed at the AGM on 19 March 2015. The ex-dividend date will be 12 March 2015 and the record date will be 13 March 2015 with an intended payment date of 8 April 2015. The final dividend has not been included as a liability at 31 October 2014.

The PID element of the final dividend is 2.65 pence (FY2013: 3.90 pence), making the PID payable for the year 4.80 pence (FY2013: 4.08 pence) per share.

 

7. Earnings per share

Basic earnings per share is calculated by dividing the profit/(loss) attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year excluding ordinary shares held as treasury shares. Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares to assume conversion of all dilutive potential shares. The Company has one category of dilutive potential ordinary shares: share options. For the share options, a calculation is done to determine the number of shares that could have been acquired at fair value (determined as the average annual market price of the Company's shares) based on the monetary value of the subscription rights attached to the outstanding share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share options.

Year ended 31 October 2014

Year ended 31 October 2013

Earnings

£'m

Shares

million

Pence

per share

Earnings

£'m

Shares

million

Pence

per share

Basic

46.8

202.1

23.2

108.5

187.9

57.8

Dilutive securities

-

1.5

(0.2)

-

1.3

(0.5)

Diluted

46.8

203.6

23.0

108.5

189.2

57.3

 

Adjusted earnings per share

Adjusted earnings per share represents profit after tax adjusted for the valuation movement on investment properties, exceptional items, change in fair value of derivatives and the associated tax thereon. The Directors consider that these alternative measures provide useful information on the performance of the Group.

EPRA earnings and earnings per share before non-recurring items, movements on revaluations of investment properties and changes in the fair value of derivatives have been disclosed to give a clearer understanding of the Group's underlying trading performance.

Year ended 31 October 2014

Year ended 31 October 2013

Earnings

£'m

Shares

million

Pence

per share

Earnings

£'m

Shares

million

Pence

per share

Basic

46.8

202.1

23.2

108.5

187.9

57.8

Adjustments:

Gain on investment properties

(24.1)

-

(12.0)

(21.5)

-

(11.4)

Exceptional operating items

1.0

-

0.5

0.7

-

0.3

Exceptional finance costs

2.1

-

1.0

-

-

-

Unwinding of discount on CGS receivable

(0.2)

-

(0.1)

-

-

-

Net exchange losses

3.7

-

1.8

-

-

-

Change in fair value of derivatives and recycling of hedge reserve

(1.5)

-

(0.7)

(1.5)

-

(0.8)

Tax adjustments

1.4

-

0.7

(63.6)

-

(33.9)

Adjusted

29.2

202.1

14.4

22.6

187.9

12.0

EPRA adjusted

Depreciation of leasehold properties

(4.9)

-

(2.4)

(4.5)

-

(2.4)

Tax on leasehold depreciation adjustment

0.9

-

0.5

0.6

-

0.3

EPRA basic

25.2

202.1

12.5

18.7

187.9

9.9

Adjustment for cash tax

2.1

-

1.0

2.2

-

1.2

Adjusted cash tax earnings1

27.3

202.1

13.5

20.9

187.9

11.1

1 Adjusted cash tax earnings is defined as profit or loss for the year before exceptional items, change in fair value of derivatives, gain/loss on investment properties (adjusted for leasehold depreciation), discount unwind on the CGS receivable and the associated tax impacts, as well as exceptional tax items and deferred tax charges.

 

Gain on investment properties includes depreciation on leasehold properties of £4.9m (FY2013: £4.5m) and the related tax thereon of £0.9m (FY2013: £0.6m). As an industry standard measure, EPRA earnings is presented. EPRA earnings of £25.2m (FY2013: £18.7m) and EPRA earnings per share of 12.5 pence (FY2013: 9.9 pence) are calculated after further adjusting for these items.

Group

EPRA adjusted income statement (non-statutory)

2014

£'m

2013

£'m

Movement

%

Revenue

97.9

96.1

1.9

Operating expenses (excluding depreciation and contingent rent)

(44.9)

(45.3)

0.9

EBITDA before contingent rent

53.0

50.8

4.3

Depreciation and contingent rent

(1.7)

(1.1)

(54.5)

Operating profit before depreciation on leasehold properties

51.3

49.7

3.2

Depreciation on leasehold properties

(4.9)

(4.5)

(8.9)

Operating profit

46.4

45.2

2.7

Net financing costs

(17.9)

(23.4)

23.5

Profit before income tax

28.5

21.8

30.7

Income tax

(3.3)

(3.1)

(6.5)

Profit for the year ("EPRA earnings")

25.2

18.7

34.8

Adjusted EPRA earnings per share

12.5 pence

9.9 pence

26.3

Final dividend per share

5.3 pence

3.9 pence

35.9

8. Investment properties, investment properties under construction and interests in leasehold properties

Investment

property

£'m

Interests in

leasehold

properties

£'m

Investment

property

under

construction

£'m

Total

investment

properties

£'m

As at 1 November 2013

724.6

55.7

5.6

785.9

Additions

3.4

3.2

-

6.6

Disposals

(41.6)

(1.5)

-

(43.1)

Purchase of freehold

2.9

(0.3)

-

2.6

Revaluations

29.3

-

(0.3)

29.0

Depreciation

-

(4.9)

-

(4.9)

Exchange movements

(14.6)

(1.2)

-

(15.8)

As at 31 October 2014

704.0

51.0

5.3

760.3

 

Investment

property

£'m

Interests in

leasehold

properties

£'m

Investment

property

under

construction

£'m

Total

investment

properties

£'m

As at 1 November 2012

685.1

58.0

5.4

748.5

Additions

4.2

20.6

-

24.8

Disposals

-

(13.4)

-

(13.4)

Capital Goods Scheme

(2.2)

-

-

(2.2)

Reclassifications

1.3

-

-

1.3

Revaluations

25.8

-

0.2

26.0

Adjustment to present value

-

(5.8)

-

(5.8)

Depreciation

-

(4.5)

-

(4.5)

Exchange movements

10.4

0.8

-

11.2

As at 31 October 2013

724.6

55.7

5.6

785.9

The adjustment to present value on interest in leasehold properties reflects the improved recoverability of input taxation following the implementation of VAT on UK self-storage sales from 1 October 2013.

The Capital Goods Scheme adjustment relates to an increase in the discounted receivable initially recognised as at 31 October 2013.

Gain/(loss) on investment properties comprises:

2014

£'m

2013

£'m

Revaluations

29.0

26.0

Depreciation

(4.9)

(4.5)

24.1

21.5

 

Cost

£'m

Valuation

£'m

Revaluation

on cost

£'m

Freehold stores

As at 1 November 2013

360.0

591.1

231.1

Movement in year

(1.2)

(24.3)

(23.1)

As at 31 October 2014

358.8

566.8

208.0

Leasehold stores

As at 1 November 2013

75.5

133.5

58.0

Movement in year

-

3.7

3.7

As at 31 October 2014

75.5

137.2

61.7

All stores

As at 1 November 2013

435.5

724.6

289.1

Movement in year

(1.2)

(20.6)

(19.4)

As at 31 October 2014

434.3

704.0

269.7

The valuation of £704.0m (FY2013: £724.6m) excludes £0.6m in respect of owner occupied property, which is included within property, plant and equipment. Rental income earned from investment properties for the year ended 31 October 2014 was £80.6m (FY2013: £78.3m).

The Group has classified the investment property and investment property under construction, held at fair value, within Level 3 of the fair value hierarchy. There were no transfers to or from Level 3 during the year.

The freehold and leasehold investment properties have been valued as at 31 October 2014 by external valuers, Cushman & Wakefield LLP ("C&W"). The valuation has been carried out in accordance with the current UK edition of the RICS Valuation - Professional Standards, published by The Royal Institution of Chartered Surveyors ("the Red Book"). The valuation of each of the investment properties has been prepared on the basis of fair value as a fully equipped operational entity, having regard to trading potential. One non-trading property was valued on the basis of fair value. The valuation has been provided for accounts purposes and, as such, is a Regulated Purpose Valuation as defined in the Red Book. In compliance with the disclosure requirements of the Red Book, C&W has confirmed that:

· one of the members of the RICS who has been a signatory to the valuations provided to the Group for the same purposes as this valuation has been so since October 2006, with the second signatory, also a member of the RICS, doing so for the first time;

· C&W has been carrying out regular valuations for the same purpose as this valuation on behalf of the Group since October 2006;

· C&W does not provide other significant professional or agency services to the Group;

· in relation to the preceding financial year of C&W, the proportion of total fees payable by the Group to the total fee income of the firm is less than 5%; and

· the fee payable to C&W is a fixed amount per property and is not contingent on the appraised value.

 

 

Market uncertainty

C&W's valuation report comments on valuation uncertainty resulting from low liquidity in the market for self-storage property. C&W notes that, although there were a number of self-storage transactions in 2007, the only significant transactions since 2007 are:

· the sale of a 51% share in Shurgard Europe which was announced in January 2008 and completed on 31 March 2008;

· the sale of the former Keepsafe portfolio by Macquarie to Alligator Self Storage which was completed in January 2010;

· the purchase by Shurgard Europe of the 80% interests held by its joint venture partner (Arcapita) in its two European joint venture vehicles, First Shurgard and Second Shurgard. The price paid was €172m and the transaction was announced in March 2011. The two joint ventures owned 72 self-storage properties;

· the purchase of Selstor, Sweden, by Pelican Self Storage/M3 Capital in Q4 2013;

· the purchase of Armadillo Self Storage by a joint venture between Big Yellow and an Australian consortium in April 2014;

· the purchase of Alligator Self Storage by Ready Steady Store in October 2014; and

· in December 2014 Big Yellow bought out the remaining 66.7% stake it did not already own in the Big Yellow Partnership, from its JV partner Pramerica.

There have been 12 single store market transactions in the UK since 2010. C&W states that, due to the lack of comparable market information in the self-storage sector, there is greater uncertainty attached to its opinion of value than would be anticipated during a more active market.

Valuation method and assumptions

The valuation of the operational self-storage facilities has been prepared having regard to trading potential. Cash flow projections have been prepared for all of the properties reflecting estimated absorption, revenue growth and expense inflation. A discounted cash flow method of valuation based on these cash flow projections has been used by C&W to arrive at its opinion of fair value for these properties.

C&W has adopted different approaches for the valuation of the leasehold and freehold assets as follows:

Freehold and long leasehold (UK and France)

The valuation is based on a discounted cash flow of the net operating income over a ten year period and notional sale of the asset at the end of the tenth year.

Assumptions:

· Net operating income is based on projected revenue received less projected operating costs together with a central administration charge of 6% of the estimated annual revenue subject to a cap and collar. The initial net operating income is calculated by estimating the net operating income in the first twelve months following the valuation date.

· The net operating income in future years is calculated assuming either straight line absorption from day one actual occupancy or variable absorption over years one to four of the cash flow period, to an estimated stabilised/mature occupancy level. In the valuation the assumed stabilised occupancy level for the trading stores (both freeholds and all leaseholds) open at 31 October 2014 averages 77.81% (31 October 2013: 78.26%). The projected revenues and costs have been adjusted for estimated cost inflation and revenue growth. The average time assumed for stores to trade at their maturity levels is 29.67 months (31 October 2013: 36.95 months).

· The capitalisation rates applied to existing and future net cash flows have been estimated by reference to underlying yields for industrial and retail warehouse property, yields for other trading property types such as student housing and hotels, bank base rates, ten year money rates, inflation and the available evidence of transactions in the sector. The valuation included in the accounts assumes rental growth in future periods. If an assumption of no rental growth is applied to the external valuation, the net initial yield pre-administration expenses for the 107 mature stores (i.e. excluding those stores categorised as "developing") is 7.82% (31 October 2013: 7.42%), rising to stabilised net yield pre-administration expenses of 9.73% (31 October 2013: 9.87%).

· The future net cash flow projections (including revenue growth and cost inflation) have been discounted at a rate that reflects the risk associated with each asset. The weighted average annual discount rate adopted (for both freeholds and all leaseholds) is 11.82% (31 October 2013: 11.91%).

· Purchaser's costs of 5.8% (for the UK) and 6.2% to 6.9% (for France) have been assumed initially and sales plus purchaser's costs totalling 7.8% (UK) and 8.2% to 8.9% (France) are assumed on the notional sales in the tenth year in relation to freehold and long leasehold stores.

Short leaseholds (UK)

The same methodology has been used as for freeholds, except that no sale of the assets in the tenth year is assumed but the discounted cash flow is extended to the expiry of the lease. The average unexpired term of the Group's UK short-term leasehold properties is 11.11 years (31 October 2013: 12.71 years). The average unexpired term excludes the French commercial leases.

Short leaseholds (France)

In relation to the French commercial leases, C&W has valued the cash flow projections in perpetuity due to the security of tenure arrangements in that market and the potential compensation arrangements in the event of the landlord wishing to take possession. The valuation treatment is therefore the same as for the freehold properties. The capitalisation rates on these stores reflect the risk of the landlord terminating the lease arrangements.

Investment properties under construction (UK only)

C&W has valued the stores in development adopting the same methodology as set out above but on the basis of the cash flow projection expected for the store at opening and allowing for the outstanding costs to take each store from its current state to completion and full fit out. C&W has allowed for carry costs and construction contingency, as appropriate.

Immature stores: value uncertainty

C&W has assessed the value of each property individually. However, four of the stores in the portfolio are relatively immature and have low initial cash flow. C&W has endeavoured to reflect the nature of the cash flow profile for these properties in its valuation, and the higher associated risks relating to the as yet unproven future cash flow, by adjustment to the capitalisation rates and discount rates adopted. However, immature low cash flow stores of this nature are rarely, if ever, traded individually in the market, unless as part of a distressed sale or similar situation. Although, there is more evidence of immature low cash flow stores being traded as part of a group or portfolio transaction.

C&W considers there to be market uncertainty in the self-storage sector due to the lack of comparable market transactions and information. The degree of uncertainty relating to the four immature stores is greater than in relation to the balance of the properties due to there being even less market evidence that might be available for more mature properties and portfolios.

C&W states that in practice, if an actual sale of the properties were to be contemplated then any immature low cash flow stores would normally be presented to the market for sale lotted or grouped with other more mature assets owned by the same entity, in order to alleviate the issue of negative or low short-term cash flow. This approach would enhance the marketability of the group of assets and assist in achieving the best price available in the market by diluting the cash flow risk.

C&W has not adjusted its opinion of fair value to reflect such a grouping of the immature assets with other properties in the portfolio and all stores have been valued individually. However, C&W highlights the matter to alert the Group to the manner in which the properties might be grouped or lotted in order to maximise their attractiveness to the market place.

C&W considers this approach to be a valuation assumption but not a Special Assumption, the latter being an assumption that assumes facts that differ from the actual facts existing at the valuation date and which, if not adopted, could produce a material difference in value.

C&W has not assumed that the entire portfolio of properties owned by the Group would be sold as a single lot and the value for the whole portfolio in the context of a sale as a single lot may differ significantly (either higher or lower) from the aggregate of the individual values for each property in the portfolio, reflecting the lotting assumption described above.

Lotting of stores with customer transfers

Where stores within the portfolio are expected to close in the short term, C&W has assumed that a proportion of the customer base from these stores will be transferred, at closure, to nearby stores also owned by the Group.

C&W has assumed that the properties that are closing would be sold together with the stores where customers will be transferred to, in the event they were offered to the market. C&W considers this approach to be a valuation assumption but not a Special Assumption, the latter being an assumption that assumes facts that differ from the actual facts existing at the valuation date and which, if not adopted, could produce a material difference in value.

Valuation assumption for purchaser's costs

The Group's investment property assets have been valued for the purposes of the financial statements after deducting notional purchaser's costs of 5.8% (UK) and 6.2% to 6.9% (France) of gross value, as if they were sold directly as property assets. The valuation is an asset valuation which is strongly linked to the operating performance of the business. They would have to be sold with the benefit of operational contracts, employment contracts and customer contracts, which would be very difficult to achieve except in a corporate structure.

This approach follows the logic of the valuation methodology in that the valuation is based on a capitalisation of the net operating income after allowing a deduction for operational cost and an allowance for central administration costs. Sale in a corporate structure would result in a reduction in the assumed Stamp Duty Land Tax but an increase in other transaction costs reflecting additional due diligence resulting in a reduced notional purchaser's cost of 2.75% of gross value. All the significant sized transactions that have been concluded in the UK in recent years were completed in a corporate structure. The Group therefore instructed C&W to prepare additional valuation advice on the basis of purchaser's cost of 2.75% of gross value which are used for internal management purposes.

Sensitivity of the valuation to assumptions

All other factors being equal, higher net operating income would lead to an increase in the valuation of a store and an increase in the capitalisation rate or discount rate would result in a lower valuation, and vice versa. Higher assumptions for stabilised occupancy, absorption rate, rental rate and other revenue, and a lower assumption for operating costs, would result in an increase in projected net operating income, and thus an increase in valuation.

9. Net assets per share

EPRA earnings and earnings per share before non-recurring items, movements on revaluations of investment properties, changes in the fair value of derivatives have been disclosed to give a clearer understanding of the Group's underlying trading performance.

The European Public Real Estate Association ("EPRA") has issued recommended bases for the calculation of net assets per share information and these are shown in the table below.

2014

£'m

2013

£'m

Analysis of net asset value:

Net assets

408.0

345.9

Adjustments to exclude:

Fair value of derivative financial instruments (net of deferred tax)

4.2

11.0

Deferred tax liabilities on the revaluation of investment properties

38.8

39.3

Adjusted net asset value

451.0

396.2

Basic net assets per share (pence)

197.1

183.7

EPRA basic net assets per share (pence)

217.9

210.4

Diluted net assets per share (pence)

195.7

182.4

EPRA diluted net assets per share (pence)

216.4

208.8

Number

Number

Shares in issue

206,991,414

188,345,784

Basic net assets per share is shareholders' funds divided by the number of shares at the year end. Diluted net assets per share is shareholders' funds divided by the number of shares at the year end, adjusted for dilutive share options of 1,466,877 shares (FY2013: 1,297,572 shares). EPRA diluted net assets per share exclude deferred tax liabilities arising on the revaluation of investment properties. The EPRA NAV, which further excludes fair value adjustments for debt and related derivatives net of deferred tax, was £451.0m (FY2013: £396.2m), giving EPRA net assets per share of 217.9 pence (FY2013: 210.4 pence). The Directors consider that these alternative measures provide useful information on the performance of the Group.

EPRA adjusted balance sheet (non-statutory)

Group

2014

£'m

2013

£'m

Movement

%

Assets

Non-current assets

768.3

797.4

(3.6)

Current assets

35.9

33.0

8.8

Total assets

804.2

830.4

(3.2)

Liabilities

Current liabilities

(49.7)

(49.2)

(1.0)

Non-current liabilities

(303.5)

(385.0)

21.2

Total liabilities

(353.2)

(434.2)

18.7

EPRA net asset value

451.0

396.2

13.8

EPRA net asset value per share

217.9 pence

210.4 pence

3.6

 

 

10. Financial liabilities - bank borrowings and secured notes

Current

2014

£'m

2013

£'m

Bank loans and overdrafts due within one year or on demand:

Secured - bank loan

5.0

5.0

5.0

5.0

 

Non-current

2014

£'m

2013

£'m

Bank loans and secured notes:

Secured

260.2

338.6

Debt issue costs

(0.6)

(0.7)

259.6

337.9

The bank facilities of £206m and €70m run to June 2018 and a $112.9m US private placement note issue of seven and twelve years has maturities extending to 2019 and 2024. The blended cost of interest on the overall debt is 4.3% per annum.

The bank facilities attract a margin over LIBOR/EURIBOR. Since the January 2014 refinancing, the margin ratchets between 2.25% and 3.25%, by reference to the Group's performance against its interest cover covenant. Approximately 60% of the drawn bank facilities have been hedged at 1.64% (LIBOR) or 0.81% (EURIBOR).

The Company has in issue $65.6m (FY2013: $67.0m) 5.52% Series A Senior Secured Notes due 2019 and $47.3m (FY2013: $48.0m) 6.29% Series B Senior Secured Notes due 2024. The proceeds of the US private placement have been fully hedged by cross currency swaps converting the US Dollar exchange risk into £ Sterling.

The bank loans and overdrafts are secured by a fixed charge over the Group's investment property portfolio. As part of the Group's interest rate management strategy, the Group entered into several interest rate swap contracts, details of which are shown in note 11.

Bank loans and secured notes are stated before unamortised issue costs of £0.6m (FY2013: £0.7m).

Bank loans and secured notes are repayable as follows:

Group

2014

£'m

2013

£'m

In one year or less

5.0

5.0

Between one and two years

10.0

10.0

Between two and five years

220.6

256.9

After more than five years

29.6

71.7

Bank loans and secured notes

265.2

343.6

Unamortised issue costs due after one year

(0.6)

(0.7)

264.6

342.9

The effective interest rates at the balance sheet date were as follows:

2014

2013

Bank loans (UK term loan)

Quarterly LIBOR plus 2.25%

Quarterly LIBOR plus 3.25%

Bank loans (Euro term loan)

Quarterly EURIBOR plus 2.25%

Quarterly EURIBOR plus 3.25%

Private placement notes

Weighted average rate of 6.21%

Weighted average rate of 6.21%

Secured loan notes bear interest at 5.83% on $65.6m (FY2013: $67.0m) and 6.7375% on $47.3m (FY2013: $48.0m), as a result of cross currency swap agreements.

 

Borrowing facilities

The Group has the following undrawn committed borrowing facilities available at 31 October in respect of which all conditions precedent had been met at that date:

Floating rate

2014

£'m

2013

£'m

Expiring beyond one year

66.6

58.0

The carrying amounts of the Group's borrowings are denominated in the following currencies:

2014

£'m

2013

£'m

Sterling

156.0

230.0

Euro

38.6

41.9

US Dollar

70.6

71.7

265.2

343.6

11. Financial instruments

Financial instruments disclosures are set out below. Additional disclosures are set out in the Financial Review.

2014

2013

Asset

£'m

Liability

£'m

Asset

£'m

Liability

£'m

Interest rate swaps

-

(1.7)

-

(5.9)

Cross currency swaps

-

(3.1)

-

(4.3)

Foreign exchange contracts

0.3

-

-

(0.8)

0.3

(4.8)

-

(11.0)

The fair value of financial instruments that are not traded in an active market, such as over-the-counter derivatives, is determined using valuation techniques. The Group obtains such valuations from counterparties who use a variety of assumptions based on market conditions existing at each balance sheet date.

The fair values of all financial instruments are equal to their book value, with the exception of bank loans and finance lease obligations which are set out below. The carrying value less impairment provision of trade receivables, other receivables and the carrying value of trade payables and other payables approximate their fair value.

The fair value of finance leases is approximately equal to their book value. The fair value of bank loans is calculated as:

2014

2013

Book value

£'m

Fair value

£'m

Book value

£'m

Fair value

£'m

Bank loans

264.6

272.0

342.9

365.6

Fair value hierarchy

IFRS 13 requires fair value measurements to be recognised using a fair value hierarchy that reflects the significance of the inputs used in the measurements, according to the following levels:

Level 1 - unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2 - inputs other than quoted prices included within Level 1 that are observable for the asset of liability, either directly or indirectly.

Level 3 - inputs for the asset of liability that are not based on observable market data.

 

The table below shows the level in the fair value hierarchy into which fair value measurements have been categorised:

Assets per the balance sheet

2014

£'m

2013

£'m

Derivative financial instruments - Level 2

0.3

-

 

Liabilities per the balance sheet

2014

£'m

2013

£'m

Derivative financial instruments - Level 2

4.8

11.0

There were no transfers between Levels 1, 2 and 3 fair value measurements during the current or prior year.

Over the life of the Group's derivative financial instruments, the cumulative fair value gain/loss on those instruments will be £nil as it is the Group's intention to hold them to maturity.

Interest rate swaps not designated as part of a hedging arrangement

The notional principal amounts of the outstanding interest rate swap contracts at 31 October 2014 were £80m and €45m (FY2013: £196.7m and €40m). At 31 October 2014 the fixed interest rates were Sterling at 1.640% and Euro at 0.8085% (FY2013: Sterling at 1.710% and Euro at 1.361%) and floating rates are at quarterly LIBOR and quarterly EURIBOR. The LIBOR swaps and the EURIBOR swaps expire in June 2018.

The Group restructured its bank borrowing facilities in January 2014, extending the maturity of existing bank facilities from June 2016 to June 2018. As a result, the existing interest rate swap contracts were cancelled, and replaced by new interest rate swap contracts to coincide with the new maturity in June 2018. Settlement payments totalling £4.9m were made to counterparties in respect of the cancelled contracts. The movement in fair value recognised in the income statement was a net loss of £0.7m (FY2013: gain of £2.8m).

Foreign exchange swap not designated as part of a hedging arrangement

At 31 October 2014, the Group had foreign currency swap contracts outstanding for a notional principal amount of €6.0m maturing on 30 April 2015 and on 31 October 2015. The Group will receive the Sterling equivalent of the notional principal amount at an average exchange rate of €1.2343 to the pound and pay the Sterling equivalent of the average monthly spot rates for the six months. The movement in the fair value recognised in the income statement in the period was a gain of £1.2m (FY2013: loss of £1.3m).

Cross currency swaps no longer designated as part of a hedging arrangement

The Group entered into cross currency swaps to mitigate the foreign exchange risk arising on future interest payments and the principal repayments arising from the $65.6m and $47.3m US Secured Senior Notes. These cross currency swaps commenced in May 2012 and terminate in 2019 and 2024 in line with the maturity of the notes. Following a review during the year of the Group's hedge accounting procedures in the light of recent accounting developments, management decided to de-designate the hedge relationship from 1 May 2014 and cease hedge accounting for these cross currency swaps. As a result, previous hedge accounting adjustments totalling £3.4m have been recycled during the year. The movement in fair value recognised during the period, was a gain of £4.4m (FY2013: £nil) to the income statement, and a charge of £3.3m (FY2013: £nil) in other comprehensive income.

Financial instruments by category

Group

Loans and

receivables

£'m

Assets at fair

value through

profit and loss

£'m

Total

£'m

Assets as per balance sheet

Trade receivables and other receivables excluding prepayments

14.9

-

14.9

Derivative financial instruments

-

0.3

0.3

Cash and cash equivalents

15.3

-

15.3

As at 31 October 2014

30.2

0.3

30.5

 

 

Group

Liabilities at fair

value through

profit and loss

£'m

Other financial

liabilities at

amortised cost

£'m

Total

£'m

Liabilities as per balance sheet

Borrowings (excluding finance lease liabilities)

-

264.6

264.6

Finance lease liabilities

-

51.0

51.0

Derivative financial instruments

4.8

-

4.8

Trade payable and other payables

-

36.7

36.7

As at 31 October 2014

4.8

352.3

357.1

 

Group assets as per balance sheet

Loans and

receivables

£'m

Assets at fair

value through

profit and loss

£'m

Total

£'m

Trade receivables and other receivables excluding prepayments

11.4

-

11.4

Cash and cash equivalents

15.8

-

15.8

As at 31 October 2013

27.2

-

27.2

 

Group liabilities as per balance sheet

Liabilities at fair

value through

profit and loss

£'m

Other financial

liabilities at

amortised cost

£'m

Total

£'m

Borrowings (excluding finance lease liabilities)

-

342.9

342.9

Finance lease liabilities

-

55.7

55.7

Derivative financial instruments

11.0

-

11.0

Trade payable and other payables

-

34.8

34.8

As at 31 October 2013

11.0

433.4

444.4

The interest rate risk profile, after taking account of derivative financial instruments, is as follows:

2014

2013

Floating rate

£'m

Fixed rate

£'m

Total

£'m

Floating rate

£'m

Fixed rate

£'m

Total

£'m

Borrowings

78.5

186.1

264.6

40.3

302.6

342.9

The weighted average interest rate of the fixed rate financial borrowing was 4.61% (FY2013: 5.22%) and the weighted average remaining period for which the rate is fixed was four years for bank borrowings and five/ten years for the notes (FY2013: three years for bank debt; six/eleven for notes).

 

Maturity analysis

The table below analyses the Group's financial liabilities and non-settled derivative financial instruments into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity dates. The amounts disclosed in the table are the contractual undiscounted cash flows.

Less than

one year

£'m

One to two

years

£'m

Two to five

years

£'m

More than

five years

£'m

2014

Borrowings

15.1

20.0

243.3

38.9

Derivative financial instruments

5.5

5.5

15.3

10.1

Contractual interest payments and finance lease charges

8.9

8.6

22.9

40.1

Trade and other payables

36.7

-

-

-

66.2

34.1

281.5

89.1

 

2013

Borrowings

22.1

27.8

274.4

92.1

Derivative financial instruments

7.2

7.2

15.6

14.7

Contractual interest payments and finance lease charges

9.2

8.8

24.1

44.2

Trade and other payables

34.8

-

-

-

73.3

43.8

314.1

151.0

12. Obligations under finance leases

Minimum lease payments

Present value of minimum

lease payments

2014

£'m

2013

£'m

2014

£'m

2013

£'m

Within one year

8.9

9.2

8.0

8.6

Within two to five years

31.5

32.9

23.9

26.1

Greater than five years

40.1

44.2

19.1

21.0

80.5

86.3

51.0

55.7

Less: future finance charges on finance leases

(29.5)

(30.6)

-

-

Present value of finance lease obligations

51.0

55.7

51.0

55.7

The comparative minimum lease payments have been adjusted to appropriately reflect the profile of lease payments as they fall due.

2014

£'m

2013

£'m

Current

8.0

8.6

Non-current

43.0

47.1

51.0

55.7

13. Called up share capital

2014

£'m

2013

£'m

Called up, allotted and fully paid

207,134,266 (FY2013: 188,345,784) ordinary shares of 1 pence each

2.1

1.9

 

 

14. Cash flow from operating activities

Reconciliation of operating profit to net cash inflow from operating activities:

Cash generated from continuing operations

2014

£'m

2013

£'m

Profit before income tax

52.4

48.6

Gain on investment properties

(24.1)

(21.5)

Depreciation

0.5

0.4

Impairment of non-current assets

-

0.5

Change in fair value of derivatives

(1.2)

1.3

Net finance expense

23.2

20.6

Employee share options

1.0

0.2

Changes in working capital:

Increase in inventories

(0.1)

-

Increase in trade and other receivables

(3.5)

(0.6)

Increase in trade and other payables

4.4

2.1

Cash generated from continuing operations

52.6

51.6

15. Analysis of movement in net debt

2013

£'m

Cash flows

£'m

Non-cash

movements

£'m

2014

£'m

Cash in hand

15.8

0.5

(1.0)

15.3

Debt due within one year

(5.0)

5.0

(5.0)

(5.0)

Debt due after one year

(337.9)

70.3

8.0

(259.6)

Total net debt excluding finance leases

(327.1)

75.8

2.0

(249.3)

Finance leases due within one year

(8.6)

4.9

(4.3)

(8.0)

Finance leases due after one year

(47.1)

-

4.1

(43.0)

Total finance leases

(55.7)

4.9

(0.2)

(51.0)

Total net debt

(382.8)

80.7

1.8

(300.3)

Non-cash movements relate to reclassification of non-current debt to current debt, amortisation of debt issue costs, foreign exchange movements and unwinding of discount.

16. Contingent liabilities

As part of the Group banking facility, the Company has guaranteed the borrowings totalling £265.2m (FY2013: £343.6m) of fellow Group undertakings by way of a charge over all of its property and assets. There are similar cross guarantees provided by the Group companies in respect of any bank borrowings which the Company may draw under a Group facility agreement. The financial liability associated with this guarantee is considered remote and therefore no provision has been recorded.

17. Capital commitments

The Group had £0.3m capital commitments as at 31 October 2014 (FY2013: £nil).

18. Related party transactions

The Group's shares are widely held.

During the year £nil (FY2013: £nil) transactions were carried out with related parties.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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