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Capital & Counties Properties PLC
Incorporated and registered in the United Kingdom
and Wales with registration Number 07145041 and
registered in South Africa as an external company
with Registration Number 2010/003387/10)
JSE code: CCO
ISIN: GB00B62G9D36
(“Capco”)
AUDITED PRELIMINARY RESULTS FOR THE YEAR ENDED 31 DECEMBER 2022
1 MARCH 2023
Ian Hawksworth, Chief Executive of Capco, commented:
“There is positive momentum across the Covent Garden estate with strong demand, high
occupancy levels and rental growth across all uses which has continued into 2023.
Despite the macroeconomic backdrop, the West End has clearly demonstrated its
resilience and enduring appeal with strong recovery in footfall and customer sales
ahead of pre-pandemic levels. We therefore look ahead with confidence to completing
the merger of Capco and Shaftesbury on 6 March to create the leading central London
mixed-use REIT, Shaftesbury Capital PLC. The combination creates an impossible to
replicate £4.9 billion portfolio located within some of the most iconic destinations
of the West End. Backed by a strong balance sheet, we aim to deliver long-term
economic and social value for our stakeholders.”
Key financials
- Underlying net rental income increased to £57.2 million (2021 restated: £48.9
million)
- Underlying earnings per share 2.2 pence (2021 restated: 0.1 pence per share)
- Loss for the year of £211.8 million (2021 restated: £34.8 million profit)
- 2022 dividend of 2.5 pence per share (2021: 1.5 pence per share)
- Total property value of £1.8 billion (2021: £1.8 billion) and total portfolio
value of £2.2 billion (2021: £2.4 billion)
- Total property return of 2.8 per cent (2021 restated: 1.9 per cent)
- Group net debt to gross assets ratio of 28 per cent (2021: 24 per cent)
- Total equity of £1.6 billion (2021: £1.8 billion)
- EPRA NTA 182.1 pence per share (2021 restated: 213.0 pence per share)
Portfolio valuation
- The independent property valuation of Covent Garden was £1.7 billion, unchanged
over the year like-for-like (2021: £1.7 billion) (H1 valuation:+5 per cent; H2
valuation: -5 per cent)
- ERV growth of 6 per cent (like-for-like) over the year (H1: +4 per cent; H2: +2
per cent)
- Equivalent yield widened by 19 basis points to 4.07 per cent (H1: -6bps; H2:
+25bps)
- Investment in Shaftesbury PLC valued at £357 million (2021: £596 million) based on
31 December share price of 368 pence; dividend income of £13.5 million received in
2022 and a further £2.6 million since year-end
- Lillie Square property value of £79 million, a decrease of 6 per cent (like-for-
like) since December 2021. £35 million cash distribution from the joint venture
(£17.5 million Capco share).
Strong leasing momentum delivering continued rental growth
- 71 new leases and renewals representing £10.0 million of contracted income signed
13 per cent ahead of 31 December 2021 ERV and well ahead of previous passing rent
- 46 leasing transactions in H2 2022 representing £6.1 million income, 5 per cent
ahead of 30 June 2022 ERV
- Positive start to 2023 with £3.3 million of income under offer
- Strong leasing momentum in our categories including new signings from Hublot,
Messika, Gaucho, Hoka, Creed
- Creative asset management unlocking value and enhancing energy performance
- EPRA vacancy of 2.5 per cent (2021: 2.6 per cent)
- 16 new openings across the estate including Reformation, Stereo, Vuori, TAG Heuer
- Overall customer sales 7.5 per cent ahead of 2019 levels, with premium and luxury
continuing to outperform
- 99 per cent of 2022 rents collected and 98 per cent to date collected in respect
of Q1 2023
- Innovative cultural programme; digital growth and engagement, public art
installations and global brand partnerships driving footfall and spend
Strong balance sheet with access to significant liquidity
- Covent Garden net debt of £366 million (2021: £254 million) and loan to value
ratio of 21 per cent (2021: 15 per cent)
- Group net debt of £622 million (2021: £599 million) and net debt to gross assets
of 28 per cent (2021: 24 per cent)
- Cash and undrawn facilities of £423 million (2021: £642 million)
- Repayment of £200 million drawn debt during the year, comprising £75 million of
private placement loan notes and the £125 million loan secured against shares in
Shaftesbury
- Extension of £300 million unsecured revolving credit facility by one year to
September 2025
- Weighted average maturity on drawn debt of 4.5 years (2021: 4.9 years) and average
cost of drawn debt of 2.7 per cent (2021: 2.8 per cent)
- Standby loan facility in place to cover potential repayment of £575 million of
Shaftesbury bonds following merger completion
Delivering environmental and social value
- Joined the UN Race to Zero supporting commitment to becoming Net Zero Carbon by
2030
- Improving EPC ratings across the estate through incremental refurbishment
- Recognised as a Climate Leader in the 2022 Financial Times for compound annual
emissions intensity reduction
- Initiated first Carbon Risk Real Estate Monitor (“CRREM”) analysis on six
properties
- 18 per cent of the retail and hospitality portfolio now signed up to green leases
- Commitment to enhancing air quality with continued pedestrianisation of streets
and enhanced air quality monitoring around the Piazza
- Partnership with the Wild West End, a not-for-profit partnership which aims to
enhance biodiversity across the West End through delivery of quality green space
Update on proposed merger with Shaftesbury PLC
- Clearance from the Competition and Markets Authority was received on 22 February
2023
- Court meeting in relation to Shaftesbury scheme of arrangement scheduled for 2
March 2023
- The merger is expected to complete on 6 March 2023
KEY FINANCIALS
2022 Restated
2021
Total equity £1,562m £1,787m
Total equity per share 183.2p 209.7p
-13.6% Total return in 2022 (2021: 0.7%)
EPRA net tangible assets £1,552m £1,815m
EPRA net tangible assets per share 182.1p 213.0p
Dividend per share 2.5p 1.5p
2.8% Total property return in 2022 (2021: 1.9%)
Property market value1 £1,821m £1,815m
Net rental income1 £57.2m £48.9m
(Loss)/profit for the year -£211.8m £34.8m
Headline (loss)/earnings per share -24.8p 4.6p
Basic (loss)/earnings per share -24.9p 4.1p
Underlying earnings/(loss) per share 2.2p 0.1p
1. On a Group share basis.
SHORT FORM ANNOUNCEMENT
This short-form announcement is the responsibility of the Directors. It is only a
summary of the information contained in the full announcement and does not contain
full or complete details. Any investment decision should be based on the full
announcement accessible from 1 March 2023 via the JSE link at
https://senspdf.jse.co.za/documents/2023/jse/isse/CCO/FY22Result.pdf
and also available on the Company’s website at www.capitalandcounties.com. Copies of
the full announcement may also be requested by contacting the Company
(feedback@capitalandcounties.com or telephone +44 (0)20 3214 9170).
DIVIDENDS
On 30 January 2023, the Directors of Capital & Counties Properties PLC declared a
2022 second interim cash dividend of 1.7 pence per ordinary share (ISIN GB00B62G9D36)
payable on 20 March 2023.
Dates
The following are the salient dates for payment of the 2022 second interim dividend:
Second interim dividend announced 30 January 2023
Sterling/Rand exchange rate struck 20 February 2023
Sterling/Rand exchange rate and dividend amount in Rand 21 February 2023
announced
Split between PID and Non-PID confirmed 21 February 2023
Ordinary shares listed ex-dividend on the JSE, 1 March 2023
Johannesburg Stock Exchange
Ordinary shares listed ex-dividend on the London Stock 2 March 2023
Exchange
Record date for the second interim dividend in UK and 3 March 2023
South Africa
Dividend payment date for shareholders 20 March 2023
South African shareholders should note that, in accordance with the requirements of
Strate, the last day to trade cum-dividend will be 28 February 2023 and that no
dematerialisation of shares will be possible from 1 March 2023 to 3 March 2023
inclusive. No transfers between the UK and South Africa registers may take place from
close of business on 22 February 2023 to 3 March 2023 inclusive.
The above dates are proposed and subject to change.
The Property Income Distribution (“PID”) element (being 0.7 pence) will be subject to
a deduction of a 20 per cent UK withholding tax unless exemptions apply. The non-PID
element (being 1.0 pence) will be treated as an ordinary UK company dividend.
Information for shareholders
The information below is included only as a general guide to taxation for
shareholders based on Capco's understanding of the law and the practice currently in
force. Any shareholder who is in any doubt as to their tax position should seek
independent professional advice.
UK shareholders – PIDs
Certain categories of shareholders may be eligible for exemption from the 20 per cent
UK withholding tax and may register to receive their dividends on a gross basis.
Further information, including the required forms, is available from the 'Investors'
section of the Company’s website (www.capitalandcounties.com), or on request from our
UK registrars, Link Group. Validly completed forms must be received by Link Group no
later than the dividend Record Date, as advised; otherwise the dividend will be paid
after deduction of tax.
South African shareholders
The 2022 second interim cash dividend declared by the Company is a foreign payment
and the funds are sourced from the UK.
PIDs: South African shareholders may apply to HMRC after payment of the PID element of
the 2022 second interim cash dividend for a refund of the difference between the 20
per cent UK withholding tax and the UK/South African double taxation treaty rate of 15
per cent.
The PID element of the 2022 second interim cash dividend will be exempt from income
tax but will constitute a dividend for Dividends Tax purposes, as it will be declared
in respect of a share listed on the exchange operated by the JSE. SA Dividends Tax
will therefore be withheld from the PID element of the 2022 second interim cash
dividend at a rate of 20 per cent, unless a shareholder qualifies for an exemption and
the prescribed requirements for effecting the exemption are in place by the requisite
date. Certain shareholders may also qualify for a reduction of SA Dividends Tax
liability to 5 per cent, (being the difference between the SA dividends tax rate and
the effective UK withholding tax rate of 15 per cent) if the prescribed requirements
for effecting the reduction are in place by the requisite date.
Non-PID: The non-PID element of the cash dividend will be exempt from income tax but
will constitute a dividend for SA Dividends Tax purposes, as it will be declared in
respect of a share listed on the exchange operated by the JSE. SA Dividends Tax will
therefore be withheld from the non-PID element of the 2022 second interim cash
dividend at a rate of 20 per cent, unless a shareholder qualifies for an exemption and
the prescribed requirements for effecting the exemption are in place by the requisite
date.
Other overseas shareholders:
Other non-UK shareholders may be able to make claims for a refund of UK withholding
tax deducted pursuant to the application of a relevant double taxation convention. UK
withholding tax refunds can only be claimed from HMRC, the UK tax authority.
Additional information on PIDs can be found at https://www.capitalandcounties.com/uk-
real-estate-investment-trust-reit
ENQUIRIES:
Capital & Counties Properties PLC:
Ian Hawksworth Chief Executive +44 (0)20 3214 9188
Situl Jobanputra Chief Financial Officer +44 (0)20 3214 9183
Sarah Corbett Director of Commercial +44 (0)20 3214 9165
Finance and Investor
Relations
Media enquiries:
UK: Hudson Sandler Michael Sandler +44 (0)20 7796 4133
SA: Instinctif Frederic Cornet +27 (0)11 447 3030
A presentation to analysts and investors will take place today at 8:30am at the
offices of Peel Hunt, 100 Liverpool St, London EC2M 2AT. The presentation will also
be available to analysts and investors through a live audio call and webcast and
after the event on the Group’s website at www.capitalandcounties.com
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