| 2024 | 2023 | ||
| Note | £m | £m | |
Revenue | 4 | ||
Costs | 4 | ( | ( |
Gross profit | 4 | ||
Other income | |||
Administration expenses | 5 | ( | ( |
Gain/(loss) on revaluation and sale of investment property | 6 | ( | |
Change in value of investments and other receivables | 7 | ( | ( |
| Change in fair value of financial assets through profit or loss | 22 | ||
| Operating profit | |||
Finance income | 8 | ||
Finance costs | 9 | ( | ( |
Other finance income | 8 | ||
Other finance costs | 9 | ( | ( |
Change in fair value of derivative financial instruments | 15 | ( | ( |
| Net finance costs | ( | ( | |
| Profit from joint ventures and associates | 14 | ||
| Gain on bargain purchase | 31 | ||
Loss on sale of associate | 14 | ( | |
| Profit before tax | |||
Taxation | 10 | ( | ( |
| Profit for the year | |||
| Earnings per share | |||
| Basic earnings per share | 3 | ||
| Dilutive earnings per share | 3 |
| 2024 | 2023 | ||
| Note | £m | £m | |
| Profit for the year | |||
| Other comprehensive (expense)/income | |||
| Items that will not be reclassified to profit or loss: | |||
| Revaluation (loss)/gain on owner-occupied property | 13 | ( | |
| Total comprehensive income for the year |
| 2024 | 2023 | ||
| Note | £m | £m | |
| Non-current assets | |||
Investment property | 12 | ||
Property, plant and equipment | 13 | ||
Investments in joint ventures and associates | 14 | ||
Derivative financial instruments | 15 | ||
Trade and other receivables | 16 | ||
| Current assets | |||
Trade and other receivables | 16 | ||
Derivative financial instruments | 15 | ||
Cash and cash equivalents | 17 | ||
| Assets held for sale | |||
Investment property held for sale | 12 | ||
Total assets | |||
| Non-current liabilities | |||
Borrowings | 19 | ( | ( |
Lease liabilities | 20 | ( | ( |
Derivative financial instruments | 15 | ( | ( |
( | ( | ||
| Current liabilities | |||
Borrowings | 19 | ( | |
Lease liabilities | 20 | ( | ( |
| Tax liabilities | ( | ( | |
Trade and other payables | 18 | ( | ( |
( | ( | ||
Total liabilities | ( | ( | |
Net assets | |||
| Equity | |||
Share capital | 24 | ||
Other components of equity | |||
| Total equity |
| Capital | Share-based | |||||||||
| Share | Share | Own | redemption | Merger | payment | Other | Retained | Total | ||
| capital | premium | shares 1 | reserve | reserve 2 | reserve | reserves | earnings | equity | ||
| Note | £m | £m | £m | £m | £m | £m | £m | £m | £m | |
At 1 January 2023 | ( | |||||||||
Profit for the year | ||||||||||
Other comprehensive income for the year | ||||||||||
Total comprehensive income for the year | ||||||||||
Completion of all-share merger | ( | |||||||||
Dividends | 11 | ( | ( | |||||||
| Issue of shares and realisation of the share-based | ||||||||||
| payment reserve on issue of the employee | ||||||||||
share options 3 | ( | ( | ||||||||
Fair value of share-based payment | 29 | |||||||||
Realisation of cash flow hedge | ||||||||||
| Balance at 31 December 2023 | ( | ( | ||||||||
| Profit for the year | ||||||||||
| Other comprehensive expense for the year | ( | ( | ||||||||
| Total comprehensive income for the year | ||||||||||
Dividends | 11 | ( | ( | |||||||
Fair value of share-based payment | 29 | |||||||||
| Realisation of cash flow hedge | ||||||||||
| Balance at | ( | ( |
| 2024 | 2023 | ||
| Note | £m | £m | |
| Cash flows from operating activities | |||
Cash generated from operations | 27 | ||
| Finance costs paid | ( | ( | |
| Interest received | |||
| Net cash inflow/(outflow) from operating activities | ( | ||
| Cash flows from investing activities | |||
| Purchase and development of property | ( | ( | |
| Purchase of fixed assets | ( | ( | |
| Sale of property | |||
| Cash acquired in a business combination | |||
| Dividends received from associate | |||
| Sale of associate | |||
| Loans to joint ventures and associates repayment received | |||
| Net cash inflow from investing activities | |||
| Cash flows from financing activities | |||
| Borrowings repaid | ( | ( | |
| Borrowings drawn | |||
| Acquisition of derivative financial instruments | ( | ||
Cash dividends paid | 11 | ( | ( |
| Net cash outflow from financing activities | ( | ( | |
Net movement in cash and cash equivalents | ( | ||
| Cash and cash equivalents at 1 January | |||
Cash and cash equivalents at 31 December | 17 |
| 2024 | 2023 | |||
| Weighted | 2024 | Weighted | 2023 | |
| average | In issue | average | In issue | |
| million | million | million | million | |
| Ordinary shares | 1,953.2 | 1,953.2 | 1,757.0 | 1,953.2 |
Own shares – employee benefit trust | (3.1) | (3.1) | (2.6) | (3.1) |
Own shares – exchangeable bond 1 | (128.4) | (128.4) | (105.5) | (128.4) |
Number of shares – basic 2 | 1,821.7 | 1,821.7 | 1,648.9 | 1,821.7 |
Dilutive effect of contingently issuable share option awards 3 | 5.7 | 10.0 | 6.5 | 6.5 |
Dilutive effect of contingently issuable deferred share awards 3 | 0.7 | 1.6 | 0.6 | 0.6 |
Number of shares – diluted 4 | 1,828.1 | 1,833.3 | 1,656.0 | 1,828.8 |
2024 | 2023 | |
Basic earnings (£m) | 252.1 | 750.4 |
Basic earnings per share (pence) | 13.8p | 45.5p |
| Diluted earnings per share (pence) | 13.8p | 45.3p |
| 2024 | 2023 | ||
| Note | £m | £m | |
Basic earnings | 252.1 | 750.4 | |
| EPRA Group adjustments: | |||
(Gain)/loss on revaluation and sale of investment property | 6 | (194.6) | 65.0 |
Change in value of investments and other receivables | 7 | 7.0 | 12.5 |
Change in fair value of financial instruments – interest rate derivatives | 15 | 6.3 | 7.4 |
| Change in fair value of financial assets at fair value through profit or loss | 22 | – | (52.0) |
Exceptional finance items – accelerated unwind of unamortised finance costs and interest on early close out of debt 1 | 9 | 1.0 | 26.8 |
Loss on sale of associate 1 | 14 | 4.0 | – |
Gain on bargain purchase | 31 | – | (805.5) |
Merger-related transaction costs | 5 | – | 35.8 |
Deferred tax adjustments | 10 | – | (0.1) |
| EPRA unusual items: | |||
Merger-related integration costs and non-underlying administrative expenses | 5 | 3.3 | 8.7 |
Other exceptional finance items 2 | 0.4 | 9.1 | |
Impact of change in accounting policy on gross profit 3 | – | 5.1 | |
| EPRA joint venture and associate adjustments: | |||
| Profit on sale and transfer of trading property | (1.5) | (5.1) | |
| (Gain)/loss on revaluation of investment property | (3.0) | 3.3 | |
| (Reversal of write down)/write down of trading property | (0.9) | 6.6 | |
| Deferred tax adjustments | 1.2 | (0.1) | |
| EPRA earnings | 75.3 | 67.9 | |
EPRA earnings per share (pence) 4 | 4.1 | 4.1 | |
| Underlying earnings adjustments: | |||
Joint ventures adjustment – Lillie Square 5 | (2.3) | (7.5) | |
| Underlying earnings | 73.0 | 60.4 | |
Underlying earnings per share (pence) 6 | 4.0 | 3.7 |
2024 | 2023 | |||||
| EPRA NRV | EPRA NTA | EPRA NDV | EPRA NRV | EPRA NTA | EPRA NDV | |
| £m | £m | £m | £m | £m | £m | |
IFRS total equity 1 | 3,674.3 | 3,674.3 | 3,674.3 | 3,480.2 | 3,480.2 | 3,480.2 |
Unrecognised surplus on trading property – joint venture | 0.1 | 0.1 | 0.1 | 1.7 | 1.7 | 1.7 |
Fair value of financial instruments – interest rate derivatives 2 | (3.4) | (3.4) | – | (9.7) | (9.7) | – |
Fair value adjustment of exchangeable bond 3 | (0.4) | (0.4) | – | 2.0 | 2.0 | – |
| Real Estate Transfer Tax | 333.1 | – | – | 332.2 | – | – |
Adjustment of fixed rate debt from carrying value to fair value 4 | – | – | 50.8 | – | – | 29.8 |
| Deferred tax adjustments | 0.5 | 0.5 | – | 5.2 | 5.2 | – |
| NAV | 4,004.2 | 3,671.1 | 3,725.2 | 3,811.6 | 3,479.4 | 3,511.7 |
NAV per share (pence) | 218.4p | 200.2p | 203.2p | 208.4p | 190.3p | 192.0p |
| 2024 | 2023 | |
| £m | £m | |
Basic earnings | 252.1 | 750.4 |
| Group adjustments: | ||
| Gain on bargain purchase | – | (805.5) |
| Loss on sale of associate | 4.0 | – |
| (Gain)/loss on revaluation and sale of investment property | (194.6) | 65.0 |
| Headline earnings | 61.5 | 9.9 |
| Basic and diluted headline earnings per share (pence) | 3.4p | 0.6p |
| 2024 | 2023 | |
| £m | £m | |
Rental receivable | 197.2 | 171.9 |
Straight-lining of tenant lease incentives 1 | 7.8 | 3.9 |
| Service charge income | 22.1 | 19.3 |
| Revenue | 227.1 | 195.1 |
Provision for expected credit loss | (3.9) | (2.0) |
Property expenses 1 | (33.1) | (31.1) |
| Service charge expenses | (22.1) | (19.3) |
| Tenant lease incentives loss allowance | (0.9) | (0.8) |
| Costs | (60.0) | (53.2) |
Gross profit | 167.1 | 141.9 |
| 2024 | 2023 | |
| £m | £m | |
Depreciation | 0.3 | 0.4 |
Employee costs | 23.0 | 25.1 |
| Head office administration expenses | 16.1 | 13.8 |
Merger-related transaction costs 1 | – | 35.8 |
| Merger-related integration costs and non-underlying administration expenses | 3.3 | 8.7 |
| Administration expenses | 42.7 | 83.8 |
| 2024 | 2023 | ||
| Note | £m | £m | |
Wages and salaries | 16.3 | 19.9 | |
| Social security costs | 2.1 | 2.6 | |
| Pension costs | 1.5 | 1.5 | |
Share-based payment 1 | 29 | 3.1 | 1.1 |
| Employee costs | 23.0 | 25.1 |
Average monthly number of people (including Executive Directors) employed | 2024 | 2023 |
Total average headcount | 105 |
| 2024 | 2023 | |
| £m | £m | |
| Remuneration to the principal auditors in respect of audit fees: | ||
Company and Group consolidated financial statements | 1.0 | 1.1 |
| Audit of the financial statements of the Company’s subsidiaries | 0.3 | 0.2 |
| Audit of the financial statements of the Company’s joint ventures and associates | – | 0.1 |
| Fees related to the audit of the Company, subsidiaries, joint ventures and associates | 1.3 | 1.4 |
Audit related assurance services including interim review | 0.1 | 0.2 |
| Total fees for audit and audit related services | 1.4 | 1.6 |
| 2024 | 2023 | |
| £m | £m | |
Gain/(loss) on revaluation of investment property | 202.9 | (68.5) |
(Loss)/profit on sale of investment property | (8.3) | 3.5 |
| Gain/(loss) on revaluation and sale of investment property | 194.6 | (65.0) |
| 2024 | 2023 | |
| £m | £m | |
| Finance income: | ||
On deposits and current accounts | 5.0 | 6.3 |
| On interest rate derivatives | 9.8 | 9.3 |
| Finance income | 14.8 | 15.6 |
| Other finance income: | ||
| On loans to joint ventures and associates | 4.2 | 4.1 |
| Non-underlying finance income | 0.3 | – |
| Other finance income | 4.5 | 4.1 |
| 2024 | 2023 | |
| £m | £m | |
On bank facilities and loan notes | 35.8 | 40.3 |
On exchangeable bonds 1 | 8.5 | 8.4 |
| On mortgage bonds | – | 1.8 |
| On secured loans | 27.4 | 16.5 |
| On obligations under lease liabilities | 0.3 | 0.5 |
| Finance costs | 72.0 | 67.5 |
| Other finance costs: | ||
Non-underlying finance charges 2 | 6.5 | 31.3 |
| Other finance costs | 6.5 | 31.3 |
| 2024 | 2023 | |
| £m | £m | |
| Current income tax: | ||
Current income tax charge | 0.5 | 0.2 |
| Adjustments in respect of previous years | (0.2) | – |
| Current tax on profits | 0.3 | 0.2 |
| Deferred income tax: | ||
On accelerated capital allowances | – | 0.1 |
| On Group losses | 0.9 | (1.4) |
| On other temporary differences | (0.9) | 1.3 |
| Deferred tax on profits | – | – |
| Total taxation charge in the consolidated income statement | 0.3 | 0.2 |
| 2024 | 2023 | |
| £m | £m | |
Profit before tax | 252.4 | 750.6 |
Profit on ordinary activities multiplied by the standard rate in the UK of 25.0% (2023: 23.5%) | 63.1 | 176.4 |
Revaluation (gains)/losses attributable to the REIT business | (50.8) | 3.9 |
| Expenses disallowed | 2.8 | 18.4 |
| Non-taxable items | (1.5) | (0.2) |
| Non-taxable items: Gain on bargain purchase | – | (189.3) |
| REIT tax-exempt rental profits | (12.6) | (6.5) |
| Share of partnership loss | (0.1) | (1.0) |
| Other temporary differences not provided | 1.3 | (0.1) |
| Utilisation of losses not recognised for deferred tax | (1.7) | (1.4) |
| Adjustments in respect of previous years | (0.2) | – |
| Total taxation charge in the consolidated income statement | 0.3 | 0.2 |
Group and Company | PID | Non-PID | Date paid | 2024 | 2023 |
Pence per share | £m | £m | |||
| Ordinary shares | |||||
| For the year ended 31 December 2022: | |||||
| Second interim dividend of 1.7 pence per share | 0.7 | 1.0 | 20 March 2023 | – | 14.5 |
| For the year ended 31 December 2023: | |||||
Interim cash dividend of 1.5 pence per share | – | 1.5 | 18 September 2023 | – | 29.3 |
Final dividend of 1.65 pence per share | 0.65 | 1.0 | 31 May 2024 | 32.2 | – |
| For the year ended 31 December 2024: | |||||
Interim cash dividend of 1.7 pence per share | 1.0 | 0.7 | 1 October 2024 | 33.2 | – |
Dividend expense 1 | 65.4 | 43.8 |
| 2024 | 2023 | ||
| Note | £m | £m | |
At 1 January | 4,740.2 | 1,715.1 | |
Investment property acquired on merger at 6 March 2023 fair value | – | 3,141.0 | |
| Additions from acquisitions | 84.9 | 17.4 | |
| Additions from subsequent expenditure | 43.1 | 35.1 | |
| Disposals | (162.2) | (81.5) | |
Transfer to owner-occupied property | 13 | – | (18.4) |
Gain/(loss) on revaluation | 6 | 202.9 | (68.5) |
Transfer to held for sale 1 | (9.8) | - | |
| Carrying value of investment property | 4,899.1 | 4,740.2 | |
Adjustment in respect of fixed head leases | (3.0) | (3.0) | |
Adjustment in respect of tenant lease incentives and deferred letting fees | 16 | 47.5 | 37.9 |
| Market value of investment property | 4,943.6 | 4,775.1 |
| 2024 | 2023 | |
| £m | £m | |
| The investment property valuation comprises: | ||
Freehold properties | 3,849.0 | 3,791.3 |
| Leasehold properties | 1,094.6 | 983.8 |
| Market value of investment property | 4,943.6 | 4,775.1 |
| 2024 | 2023 | ||
| Note | £m | £m | |
Market value of investment property | 4,943.6 | 4,775.1 | |
| Market value of investment property held for sale | 9.8 | – | |
Market value of owner-occupied property | 13 | 20.1 | 20.2 |
| Market value of wholly-owned property portfolio | 4,973.5 | 4,795.3 |
| 2024 | 2023 | ||
| Note | £m | £m | |
Revaluation gain/(loss) reported in consolidated income statement | 6 | 202.9 | (68.5) |
Revaluation (loss)/gain reported in consolidated statement of comprehensive income | 13 | (0.1) | 1.8 |
| Total revaluation gain/(loss) of wholly-owned property portfolio | 202.8 | (66.7) |
| 2024 | 2023 | |
| Range | Range | |
| Key unobservable inputs | (weighted average) | (weighted average) |
| Estimated rental value per square foot per annum | £19–£296 | £19–£276 |
| (£92) | (£83) | |
| Equivalent yield | 2.9%–6.5% | 2.4%–6.0% |
| (4.45%) | (4.30%) |
| Change in ERV | ||||
–10% | –5% | +5% | +10% | |
£m | £m | £m | £m | |
(Decrease)/increase in fair value | (402.2) | (202.7) | 205.7 | 413.0 |
| Change in Yield | ||||
–50bps | –25bps | +25bps | +50bps | |
£m | £m | £m | £m | |
Increase/(decrease) in fair value | 660.1 | 309.1 | (273.0) | (523.2) |
| Owner- | |||
| occupied | |||
| property | Other | Total | |
| £m | £m | £m | |
Net carrying value at 1 January 2023 | – | 0.6 | 0.6 |
Additions | – | 3.4 | 3.4 |
| Property, plant and equipment acquired on merger at 6 March 2023 fair value | – | 0.2 | 0.2 |
| Transfer from investment property | 18.4 | – | 18.4 |
| Depreciation | – | (0.4) | (0.4) |
| Revaluation | 1.8 | – | 1.8 |
| Net carrying value at 31 December 2023 | 20.2 | 3.8 | 24.0 |
Additions | – | 2.3 | 2.3 |
Depreciation 1 | – | (0.7) | (0.7) |
| Revaluation | (0.1) | – | (0.1) |
| Net carrying value at 31 December 2024 | 20.1 | 5.4 | 25.5 |
| Longmartin | LSJV | Innova | Total | |
| Investments in joint ventures and associates | £m | £m | £m | £m |
At 1 January 2023 | – | – | 0.2 | 0.2 |
Investments in associate acquired at fair value on completion of merger | 84.7 | – | – | 84.7 |
Share of profit/(loss) for the period 1 | 0.2 | (7.6) | – | (7.4) |
Losses restricted 1 | – | 7.6 | – | 7.6 |
Dividend received | (1.5) | – | – | (1.5) |
Disposal of joint venture | – | – | (0.2) | (0.2) |
At 31 December 2023 | 83.4 | – | – | 83.4 |
Share of profit/(loss) for the period 1 | 4.5 | (1.8) | – | 2.7 |
Losses restricted 1 | – | 1.8 | – | 1.8 |
| Dividend received | (1.2) | – | – | (1.2) |
| Disposal of associate | (86.7) | – | – | (86.7) |
| At 31 December 2024 | – | – | – | – |
| 2024 | 2023 | |
| £m | £m | |
Revenue | 3.6 | 7.3 |
Gross profit/(loss) | 1.3 | (0.5) |
Gain/(loss) on revaluation, sale and transfer of investment and trading property | 3.0 | (7.5) |
| Administration expenses | (0.7) | (0.4) |
Net finance costs 1 | (7.1) | (6.8) |
| Loss for the year after taxation | (3.5) | (15.2) |
| 2024 | 2023 | |
| Summarised balance sheet | £m | £m |
Investment property | 87.4 | 46.8 |
Other non-current assets | 5.6 | 5.6 |
| Non-current assets | 93.0 | 52.4 |
Trading property | 42.8 | 80.3 |
Other current assets | 1.3 | 1.5 |
| Cash and cash equivalents | 9.7 | 15.9 |
| Current assets | 53.8 | 97.7 |
Amounts payable to joint venture partners 1 | (224.8) | (224.9) |
Other current liabilities | (2.1) | (1.7) |
| Current liabilities | (226.9) | (226.6) |
Net liabilities | (80.1) | (76.5) |
Carrying value of investment and trading property | 130.2 | 127.1 |
Unrecognised surplus on trading property 2 | 0.3 | 3.3 |
Market value of investment and trading property 2 | 130.5 | 130.4 |
| 1 January | 6 March | |
| 2024 to 24 | 2023 to 31 | |
| October | December | |
| 2024 | 2023 | |
| Summarised income statement | £m | £m |
Revenue | 17.0 | 14.9 |
Gross profit | 11.4 | 10.6 |
Administration expenses | (0.3) | (0.2) |
| Gain/(loss) on revaluation of investment property | 7.8 | (1.9) |
| Net finance costs | (6.6) | (7.5) |
| Taxation | (3.3) | (0.6) |
| Profit for the period after taxation | 9.0 | 0.4 |
Dividends paid | 2.4 | 3.0 |
| 2024 | 2023 | |
| Derivative financial assets | £m | £m |
| Non-current | ||
Interest rate derivatives | – | 1.4 |
| Current | ||
| Interest rate derivatives | 3.4 | 8.3 |
| Derivative financial assets | 3.4 | 9.7 |
| 2024 | 2023 | |
| Derivative financial liabilities | £m | £m |
| Non-current | ||
Derivative liability – exchangeable bonds 1 | 1.8 | 7.2 |
| Derivative financial liabilities | 1.8 | 7.2 |
| 2024 | 2023 | |
| Profit or loss | £m | £m |
Fair value loss on interest rate derivatives | (6.3) | (7.4) |
Fair value gain/(loss) on derivative liability – exchangeable bonds | 5.4 | (3.9) |
| Change in fair value of derivative financial instruments | (0.9) | (11.3) |
| 2024 | 2023 | |
| £m | £m | |
| Non-current | ||
Prepayments and accrued income 1 | 39.9 | 28.5 |
Amounts receivable from joint ventures 2 | 70.7 | 76.0 |
Amounts receivable from associates 3 | – | 11.6 |
Other receivables 4 | 29.1 | – |
| Trade and other receivables | 139.7 | 116.1 |
| Current | ||
Rent receivable 5 | 9.9 | 13.6 |
Prepayments and accrued income 1 | 15.2 | 17.1 |
Other receivables 4 | 5.3 | 12.0 |
| Trade and other receivables | 30.4 | 42.7 |
| 2024 | 2023 | |
| £m | £m | |
| Cash at hand | 11.7 | 10.4 |
Cash on short-term deposits | 98.1 | 175.3 |
| Cash | 109.8 | 185.7 |
Tenant deposits 1 | 14.2 | 14.5 |
| Cash and cash equivalents | 124.0 | 200.2 |
| 2024 | 2023 | |
| £m | £m | |
Rent in advance | 22.1 | 17.7 |
Accruals | 42.7 | 60.4 |
| Other payables | 14.9 | 10.4 |
| Other taxes and social security | 5.1 | 7.5 |
| Trade and other payables | 84.8 | 96.0 |
| 2024 | |||||||
| Carrying | Fixed | Floating | Fair | Nominal | |||
| value | Secured | Unsecured | rate | rate | value | value | |
| £m | £m | £m | £m | £m | £m | £m | |
| Non-current | |||||||
| Bank loans | 269.9 | – | 269.9 | – | 269.9 | 269.9 | 275.0 |
| Loan notes (USPPs) | 379.3 | – | 379.3 | 379.3 | – | 341.0 | 380.0 |
| Secured loans | 545.8 | 545.8 | – | 545.8 | – | 544.8 | 584.8 |
Exchangeable bonds 1 | 272.8 | 272.8 | – | 272.8 | – | 263.1 | 275.0 |
1,467.8 | 818.6 | 649.2 | 1,197.9 | 269.9 | 1,418.8 | 1,514.8 | |
Total borrowings | 1,467.8 | 1,514.8 | |||||
Cash, excluding tenant deposits | (109.8) | ||||||
| Net debt | 1,405.0 |
| 2023 | |||||||
| Carrying | Fixed | Floating | Fair | Nominal | |||
| value | Secured | Unsecured | rate | rate | value | value | |
| £m | £m | £m | £m | £m | £m | £m | |
| Current | |||||||
Loan notes (USPPs) | 94.9 | – | 94.9 | 94.9 | – | 93.0 | 95.0 |
94.9 | – | 94.9 | 94.9 | – | 93.0 | 95.0 | |
| Non-current | |||||||
Bank loans | 345.9 | – | 345.9 | – | 345.9 | 350.0 | 350.0 |
| Loan notes (USPPs) | 379.2 | – | 379.2 | 379.2 | – | 340.7 | 380.0 |
| Secured loans | 539.9 | 539.9 | – | 539.9 | – | 569.5 | 584.8 |
Exchangeable bonds 1 | 269.8 | 269.8 | – | 269.8 | – | 256.9 | 275.0 |
1,534.8 | 809.7 | 725.1 | 1,188.9 | 345.9 | 1,517.1 | 1,589.8 | |
Total borrowings | 1,629.7 | 1,684.8 | |||||
| Cash, excluding tenant deposits | (185.7) | ||||||
| Net debt | 1,499.1 |
| 2024 | ||
| Current | Non-current | |
| borrowings | borrowings | |
| Analysis of movement in borrowings | £m | £m |
Balance at 1 January | 94.9 | 1,534.8 |
Borrowings drawn | – | 135.0 |
| Borrowings repaid | (95.0) | (210.0) |
| Other net cash movements | – | (3.5) |
| Other non-cash movements | 0.1 | 11.5 |
| Balance at 31 December | – | 1,467.8 |
| 2023 | ||
| Current | Non-current | |
| borrowings | borrowings | |
| Analysis of movement in borrowings | £m | £m |
Balance at 1 January | – | 738.3 |
Borrowings assumed on completion of merger | – | 889.0 |
Borrowings drawn | – | 1,124.0 |
Borrowings repaid | – | (1,151.0) |
Other net cash movements | – | (12.3) |
Other non-cash movements | 94.9 | (53.2) |
Balance at 31 December | 94.9 | 1,534.8 |
| 2024 | 2023 | |
| £m | £m | |
| Wholly repayable in one year | – | 95.0 |
Wholly repayable in more than one year but not more than five years | 982.3 | 887.5 |
| Wholly repayable in more than five years | 532.5 | 702.3 |
1,514.8 | 1,684.8 |
| 2024 | 2023 | |
| £m | £m | |
Not later than one year | 0.3 | 0.3 |
Later than one year and not later than five years | 1.2 | 1.2 |
| Later than five years | 7.6 | 7.6 |
9.1 | 9.1 | |
Future finance charges on lease liabilities | (6.1) | (6.1) |
| Total undiscounted lease liabilities | 3.0 | 3.0 |
| 2024 | 2023 | |
| £m | £m | |
Not later than one year | 0.3 | 0.3 |
Later than one year and not later than five years | 1.0 | 1.0 |
| Later than five years | 1.7 | 1.7 |
| Present value of lease liabilities | 3.0 | 3.0 |
| 2024 | 2023 1 | |
| £m | £m | |
Within one year | 165.8 | 159.5 |
Between one and two years | 141.8 | 134.3 |
| Between two and three years | 120.8 | 111.5 |
| Between three and four years | 99.7 | 95.3 |
| Between four and five years | 75.3 | 77.8 |
| Later than five years | 353.7 | 329.2 |
| Total undiscounted minimum lease receivables | 957.1 | 907.6 |
2024 | 2023 | ||||
| Gain/(loss) | Gain/(loss) | ||||
| Carrying | to income | Carrying | to income | ||
| value | statement | value | statement | ||
| Note | £m | £m | £m | £m | |
Derivative financial assets | 15 | 3.4 | (6.3) | 9.7 | (7.4) |
Total held for trading assets | 3.4 | (6.3) | 9.7 | (7.4) | |
Cash and cash equivalents | 17 | 124.0 | – | 200.2 | – |
Other financial assets 1 | 16 | 115.0 | – | 113.2 | – |
| Total cash and other financial assets | 239.0 | – | 313.4 | – | |
Investment held at fair value through profit or loss 2 | – | – | – | 52.0 | |
Total investment held at fair value through profit or loss | – | – | – | 52.0 | |
Derivative financial liabilities | 15 | (1.8) | 5.4 | (7.2) | (3.9) |
Total held for trading liabilities | (1.8) | 5.4 | (7.2) | (3.9) | |
Borrowings | 19 | (1,467.8) | – | (1,629.7) | – |
Lease liabilities | 20 | (3.0) | – | (3.0) | – |
Other financial liabilities 3 | 18 | (62.7) | – | (78.5) | – |
| Total borrowings and other financial liabilities | (1,533.5) | – | (1,711.2) | – |
| Increase in | Decrease in | Increase in | Decrease in | |
| interest rates | interest rates | interest rates | interest rates | |
| by 100 bps | by 100 bps | by 100 bps | by 100 bps | |
| 2024 | 2024 | 2023 | 2023 | |
| £m | £m | £m | £m | |
| Effect on profit before tax (change in fair value of derivative financial instruments): | ||||
Increase/(decrease) | 2.3 | (2.1) | 4.9 | (4.6) |
| 2024 | |||||||||||
| Carrying | Within 1 yr | Between 1-2 yrs | Between 3-5 yrs | Over 5 yrs | |||||||
| value | (2025) | (2026-2027) | (2028-2029) | (2030 onwards) | Total | ||||||
| Interest | Principal | Interest | Principal | Interest | Principal | Interest | Principal | Interest | Principal | ||
| Group | £m | £m | £m | £m | £m | £m | £m | £m | £m | £m | £m |
| Non-derivatives | |||||||||||
Loan notes | 379.3 | 10.2 | – | 16.2 | 212.5 | 10.6 | 85.0 | 7.6 | 82.5 | 44.6 | 380.0 |
Unsecured bank loans 1 | 269.9 | 20.2 | – | 23.2 | 200.0 | 6.5 | 75.0 | – | – | 49.9 | 275.0 |
| Secured loans | 545.8 | 27.0 | – | 54.0 | – | 69.2 | 264.8 | 56.8 | 320.0 | 207.0 | 584.8 |
| Exchangeable bonds | 272.8 | 5.5 | – | 2.7 | 275.0 | – | – | – | – | 8.2 | 275.0 |
| Other payables | 62.7 | – | 62.7 | – | – | – | – | – | – | – | 62.7 |
| Total non-derivatives | 1,530.5 | 62.9 | 62.7 | 96.1 | 687.5 | 86.3 | 424.8 | 64.4 | 402.5 | 309.7 | 1,577.5 |
| Derivatives | |||||||||||
Interest rate derivatives | (3.4) | (3.4) | – | - | – | – | – | – | – | (3.4) | – |
| Total derivatives | (3.4) | (3.4) | – | - | – | – | – | – | – | (3.4) | – |
| 2023 | |||||||||||
| Carrying | Within 1 yr | Between 1-2 yrs | Between 3-5 yrs | Over 5 yrs | |||||||
| value | (2024) | (2025-2026) | (2027-2028) | (2029 onwards) | Total | ||||||
| Interest | Principal | Interest | Principal | Interest | Principal | Interest | Principal | Interest | Principal | ||
| Group | £m | £m | £m | £m | £m | £m | £m | £m | £m | £m | £m |
| Non-derivatives | |||||||||||
Loan notes | 474.1 | 13.0 | 95.0 | 10.2 | – | 16.2 | 212.5 | 18.1 | 167.5 | 57.6 | 475.0 |
Unsecured bank loans 1 | 345.9 | 25.0 | – | 19.8 | – | 17.2 | 350.0 | – | – | 62.0 | 350.0 |
Secured loans | 539.9 | 27.1 | – | 27.0 | – | 54.0 | – | 124.9 | 584.8 | 233.0 | 584.8 |
Exchangeable bonds | 269.8 | 5.5 | – | 5.5 | – | 2.7 | 275.0 | – | – | 13.7 | 275.0 |
Other payables and tax liabilities | 96.2 | – | 96.2 | – | – | – | – | – | – | – | 96.2 |
Total non-derivatives | 1,725.9 | 70.6 | 191.2 | 62.5 | – | 90.1 | 837.5 | 143.0 | 752.3 | 366.3 | 1,781.0 |
| Derivatives | |||||||||||
Interest rate derivatives | (9.7) | (7.0) | – | (1.2) | – | – | – | – | – | (8.2) | – |
Total derivatives | (9.7) | (7.0) | – | (1.2) | – | – | – | – | – | (8.2) | – |
| 31 December 2024 | |||||
| Nominal value as at 31 | Carrying value at | ||||
| December 2024 | 31 December 2024 | LTV | Interest cover | ||
| Maturity | £m | £m | covenant 2 | covenant 2 | |
Private placement loan notes | 2026–2037 | 380.0 | 379.3 | 60% | 1.20x |
Exchangeable bond | 2026 | 275.0 | 272.8 | N/A | N/A |
Unsecured term facilities 1 | 2027–2029 | 275.0 | 269.9 | 60% | 1.20x |
| Secured term loans (Canada Life) | 2029 | 134.8 | 128.5 | 60% | 1.40x |
| Secured term loans (Aviva) | 2030–2035 | 450.0 | 417.3 | 65% | 1.35x |
Unsecured revolving credit facility (undrawn) 1 | 2027 | 150.0 | – | 60% | 1.20x |
| Revolving credit facility (undrawn) | 2028 | 300.0 | – | 60% | 1.20x |
| 2024 | 2023 | |||
| £m | £m | |||
| Gross | Gross | |||
| carrying | Loss | carrying | Loss | |
| amount | allowance | amount | allowance | |
Not yet due | – | – | 0.5 | – |
0-90 days | 7.4 | (1.1) | 9.1 | (1.3) |
| 91-180 days | 4.0 | (1.3) | 4.5 | (0.7) |
| Over 180 days | 6.5 | (5.6) | 4.3 | (2.8) |
| Trade receivables | 17.9 | (8.0) | 18.4 | (4.8) |
| 2024 | 2023 | |||
| £m | £m | |||
| Gross | Gross | |||
| carrying | Loss | carrying | Loss | |
| amount | allowance | amount | allowance | |
Amounts receivable from joint ventures and associates 1 | 119.0 | (48.3) | 130.7 | (43.1) |
Other receivables 2 | 90.4 | (0.9) | 58.5 | (0.9) |
| 2024 | 2023 | ||
Loan -to-value | Note | £m | £m |
Debt at nominal value | 19 | 1,514.8 | 1,684.8 |
Less: cash | 17 | (109.8) | (185.7) |
Net debt (A) | 19 | 1,405.0 | 1,499.1 |
Total property portfolio at market value (B) | 12 | 4,973.5 | 4,795.3 |
| Loan-to-value (A/B) | 28.2% | 31.3% |
| 2024 | 2023 | ||
Interest cover | Note | £m | £m |
Finance costs | 9 | (72.0) | (67.5) |
Finance income | 8 | 14.8 | 15.6 |
| Net finance costs (A) | (57.2) | (51.9) | |
Gross profit 1 | 4 | 167.1 | 147.0 |
| Other income | – | 2.7 | |
| Underlying operating income (B) | 167.1 | 149.7 | |
Interest cover (B/A) | 292.1% | 288.4% |
2024 | 2023 | |||||||
| Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |
| £m | £m | £m | £m | £m | £m | £m | £m | |
| Held for trading assets | ||||||||
Derivative financial assets | – | 3.4 | – | 3.4 | – | 9.7 | – | 9.7 |
Total assets | – | 3.4 | – | 3.4 | – | 9.7 | – | 9.7 |
| Held for trading liabilities | ||||||||
Derivative financial liabilities | – | (1.8) | - | (1.8) | – | (7.2) | – | (7.2) |
Total liabilities | – | (1.8) | - | (1.8) | – | (7.2) | – | (7.2) |
| Fair value of | |||||
| Accelerated | derivative | Other | Non-REIT | ||
| capital | financial | temporary | group | ||
| allowances | instruments | differences | losses | Total | |
| £m | £m | £m | £m | £m | |
| Provided deferred tax provision: | |||||
At 31 December 2022 | 0.4 | – | (0.4) | – | – |
Consolidated income statement items | 0.1 | 0.9 | 0.4 | (1.4) | – |
| At 31 December 2023 | 0.5 | 0.9 | – | (1.4) | – |
Consolidated income statement items | – | (0.9) | – | 0.9 | – |
At 31 December 2024 | 0.5 | – | – | (0.5) | – |
| Unrecognised deferred tax assets: | |||||
At 31 December 2022 | – | – | (0.3) | (24.2) | (24.5) |
Consolidated income statement items | – | – | (0.6) | 2.8 | 2.2 |
| At 31 December 2023 | – | – | (0.9) | (21.4) | (22.3) |
Consolidated income statement items | – | (0.7) | (1.5) | (1.0) | (3.2) |
At 31 December 2024 | – | (0.7) | (2.4) | (22.4) | (25.5) |
| Issue | Share | Share | |||
| Transaction | price | Number | capital | premium | |
| Issue type | date | (pence) | of shares | £m 1 | £m |
At 1 January 2023 | 851,450,638 | 212.8 | 232.5 | ||
| Issued to satisfy employee share scheme awards | March | 25 | 6,170,629 | 1.5 | – |
Issued on completion of all-share merger 2 | March | 25 | 1,095,549,228 | 273.9 | – |
| At 31 December 2023 | 1,953,170,495 | 488.2 | 232.5 | ||
Issued to satisfy employee share scheme awards 3 | June | 25 | 7,643 | – | – |
| At 31 December 2024 | 1,953,178,138 | 488.2 | 232.5 |
| 2024 | 2023 | ||
| Note | £m | £m | |
Profit before tax | 252.4 | 750.6 | |
| Adjustments: | |||
(Gain)/loss on revaluation and sale of investment property 1 | (197.6) | 65.0 | |
Gain on bargain purchase | 31 | – | (805.5) |
Change in value of investments and other receivables | 7 | 7.0 | 12.5 |
| Change in fair value of financial assets at fair value through profit or loss | 22 | – | (52.0) |
Depreciation 2 | 13 | 0.7 | 0.4 |
| Amortisation of tenant lease incentives and other direct costs | (5.6) | 0.1 | |
| Provision for expected credit loss | 3.9 | 2.0 | |
Profit from joint ventures and associates | 14 | (4.5) | (0.2) |
Share-based payment | 29 | 3.1 | 7.9 |
Finance income | 8 | (14.8) | (15.6) |
Other finance income | 8 | (4.5) | (4.1) |
Finance costs | 9 | 72.0 | 67.5 |
Other finance costs | 9 | 6.5 | 31.3 |
Change in fair value of derivative financial instruments | 15 | 0.9 | 11.3 |
Loss on sale of associate | 14 | 4.0 | – |
| Change in working capital: | |||
| Change in trade and other receivables | (4.6) | (27.1) | |
| Change in trade and other payables | (10.2) | (14.3) | |
| Cash generated from operations | 108.7 | 29.8 |
| Derivative | |||||
| liability – | Total liabilities | ||||
| Long-term | Short-term | exchangeable | from financing | ||
| borrowings | borrowings | bond | activities | ||
| Note | £m | £m | £m | £m | |
Balance at 1 January 2023 | 738.4 | – | 3.3 | 741.7 | |
| Cash flows from financing activities | |||||
Repayment of bank loans | 19 | (1,151.0) | – | – | (1,151.0) |
Drawdown of revolving credit facility and secured loan | 19 | 1,126.0 | – | – | 1,126.0 |
| Total cash flows used in financing activities | (25.0) | – | – | (25.0) | |
| Other movements | |||||
Debt acquired on completion of merger | 889.0 | – | – | 889.0 | |
Reclassification from long-term to short-term at year end | 19 | (94.9) | 94.9 | – | – |
| Amortisation | 27.3 | – | – | 27.3 | |
Changes in fair value | 15 | – | – | 3.9 | 3.9 |
| Total other movements | 821.4 | 94.9 | 3.9 | 920.2 | |
Balance at 31 December 2023 | 1,534.8 | 94.9 | 7.2 | 1,636.9 | |
| Cash flows from financing activities | |||||
Repayment of bank loans | (210.0) | (95.0) | – | (305.0) | |
| Drawdown of revolving credit facility and secured loan | 135.0 | – | – | 135.0 | |
| Total cash flows used in financing activities | (75.0) | (95.0) | – | (170.0) | |
| Other movements | |||||
Transaction costs associated with financing activities | (3.5) | – | – | (3.5) | |
| Amortisation and unwind of fair value adjustment on debt | 11.5 | 0.1 | (5.4) | 6.2 | |
| Total other movements | 8.0 | 0.1 | (5.4) | 2.7 | |
Balance as at 31 December 2024 | 1,467.8 | – | 1.8 | 1,469.6 |
| 2024 | 2023 | |
Key management compensation 1 | £m | £m |
| Short-term employee benefits | 3.4 | 5.3 |
Post-employment pension | – | – |
| Termination benefits | 0.7 | – |
| Share-based payment | 1.7 | 0.7 |
5.8 | 6.0 |
| Number of nil cost options | ||
2024 | 2023 | |
Outstanding at 1 January | 6,476,714 | 8,382,021 |
Awarded during the year | 5,430,059 | 7,409,650 |
| Forfeited/lapsed during the year | – | (4,543,139) |
Exercised during the year 1 | – | (4,771,818) |
| Outstanding at 31 December | 11,906,773 | 6,476,714 |
Exercisable at 31 December | – | – |
| Number of deferred | ||
| share awards | ||
2024 | 2023 | |
Outstanding at 1 January | 3,230,147 | 2,629,395 |
Awarded during the year | 2,899,064 | 3,571,056 |
| Forfeited/lapsed during the year | (594,727) | (1,571,493) |
Exercised during the year 1 | – | (1,398,811) |
| Outstanding at 31 December | 5,534,484 | 3,230,147 |
Exercisable at 31 December | – | – |
Year of share award | 2024 | 2023 |
Closing share price at grant date | 135p | 113p |
Exercise price | 0p–135p | 0p–113p |
| Expected option life | 3-5 years | 3–5 years |
| Risk-free rate | 3.24% | 3.25% |
Expected volatility 1 | 30.33–31.46% | 30.16–37.04% |
| Expected dividend yield | 0% | 0% |
| Fair value per option | 79p–135p | 73p–113p |
| Related undertakings | |
20 The Piazza Limited | Covent Garden Management Services Limited 1,2 |
20 The Piazza Management Limited 1 | Covent Garden Real Estate Holdings Limited 1,6 |
22 Southampton Street Limited | Floral Court Collection Management Limited 1 |
22 Southampton Street Management Limited 1 | Floral Court Limited |
34 Henrietta Street Limited | Innova Investment Management Limited 1 |
34 Henrietta Street Management Company Limited 1 | Lillie Square Clubhouse Limited (50%) 1,4 |
C & C Management Services Limited 2 | Lillie Square Developments Limited (50%) 4 |
C&C Properties UK Limited 2 | Lillie Square GP Limited (50%) 4 |
Capco Covent Garden Limited 2 | Lillie Square LP (50%) 4 |
Capco Covent Garden Residential Limited | Lillie Square Management Limited (50%) 4 |
Capco Group Treasury Limited 2 | Lillie Square Nominee Limited (50%) 1,4 |
Capco London Limited 1 | Shaftesbury AV Investment Limited |
| Capital & Counties CG Limited | Shaftesbury AV Limited |
| Capital & Counties CGP | Shaftesbury Carnaby PLC |
Capital & Counties CG Nominee Limited 1 | Shaftesbury Charlotte Street Limited 1 |
Capital & Counties Limited 2,3 | Shaftesbury Chinatown PLC |
Carnaby Estate Holdings Limited 1 | Shaftesbury CL Investment Limited |
Carnaby Investments Limited 1 | Shaftesbury CL Limited |
Carnaby Property Investments Limited 1 | Shaftesbury Covent Garden Limited |
Charlotte Street Estate Holdings Limited 1 | Shaftesbury Covent Garden Property Investments Limited 1 |
Chinatown Estate Holdings Limited 1 | Shaftesbury Investments 2 Limited 1 |
Chinatown London Ltd 1 | Shaftesbury Investments 4 Limited 1 |
Chinatown Property Investments Limited 1 | Shaftesbury Investments 6 Limited 1 |
Covent Garden Estate Holdings Limited 1 | Shaftesbury Investments 7 Limited 1 |
Covent Garden (43 Management) Limited 1 | Shaftesbury Investments 8 Limited 1 |
Covent Garden (49 Wellington Street) Limited | Shaftesbury Investments 9 Limited 1 |
Covent Garden Group Holdings Limited | Shaftesbury Investments 10 Limited 1 |
Covent Garden Holdings (No.1) Limited 1 | Shaftesbury PLC 2 |
Covent Garden Holdings (No.2) Limited 1 | Shaftesbury Soho Limited |
Covent Garden Holdings (No.3) Limited 5 | Shaftesbury West End Limited 1 |
| Related undertakings | |
Capco Investment London (No.6) Limited 1,2 | Capco Investment London (No.7) Scottish Limited Partnership 2 |
| Related undertakings | |
Capital & Counties Properties (Jersey) 3 Limited 1,2 | Innova Investment Holdings Limited |
| Capvestco Earls Court Limited | Lillie Square LP Limited |
Capvestco Limited 1,2 |
| Related undertaking |
| Covent Garden Unit Trust |