TIDMSGRO 
 
 

Commenting on the results, David Sleath, Chief Executive, said:

 

"SEGRO has delivered both operationally and financially in the first half of 2022. Our prime portfolio of modern, sustainable warehouses focused on key urban markets and logistics corridors across the UK and Europe is in high demand from a diverse range of customers. This strong demand combined with low levels of supply in our key markets, particularly in the urban locations where two-thirds of our assets are located, has helped us to increase rents, capture reversion and indexation, and expand our development programme -- resulting in inflation-beating earnings growth.

 

"Our focus on maintaining close relationships with our customers, our well-located land bank and our prudent capital structure, provide significant opportunities for further profitable growth arising from the ongoing structural changes in our customers' markets.

 

"We are confident that by continuing to follow our well-proven strategy of disciplined capital allocation and operational excellence, with Responsible SEGRO at its core, we will be able to navigate the more challenging current macroeconomic environment and drive further sustainable compound growth in rental income, earnings and dividends over the coming years."

 

HIGHLIGHTS(A) :

   -- Adjusted pre-tax profit of GBP216 million up 29 per cent compared with 
      the prior year (H1 2021: GBP168 million). Adjusted EPS is 16.9 pence, up 
      22 per cent (H1 2021: 13.8 pence) including 1.3 pence relating to 
      recognition of performance fees from our SELP joint venture. 
 
   -- Adjusted NAV per share is up 10 per cent to 1,249 pence (31 December 
      2021: 1,137 pence) driven by a 7.2 per cent increase in the valuation of 
      the portfolio, reflecting asset management initiatives, a 5.9 per cent 
      estimated rental value (ERV) growth and profitable development activity. 
 
   -- Our customer focus and active management of the portfolio, supported by 
      strong and diverse occupier demand, generated GBP55 million of new 
      headline rent commitments during the period (H1 2021: GBP38 million), 
      including GBP28 million of new pre-let agreements, and a 24 per cent 
      average reletting spread on rent reviews and renewals. 
 
   -- Further growth in the development pipeline with 1.3 million sq m of 
      projects under construction or in advanced pre-let discussions equating 
      to GBP118 million of potential rent (31 December 2021: GBP82 million), of 
      which 70 per cent is associated with pre-lets, substantially de-risking 
      the 2022-2023 pipeline. 
 
   -- Delivering on our Responsible SEGRO commitments including progress with 
      our renewable energy strategy; the formation of our first Community 
      Investment Plan in Slough; and the enhancement of our early careers 
      programme to help improve diversity within our business. 
   -- GBP2.1 billion of new financing, including a EUR1.15 billion Green bond 
      and EUR225 million US private placement helping to maintain our long-term 
      debt structure and providing high visibility on funding costs with no 
      significant debt maturities until 2026. 94 per cent of our debt is fixed 
      or capped. 
   -- Balance sheet positioned to support further, development-led growth with 
      access to over GBP2 billion of available liquidity (including the US 
      private placement debt signed in July) and a low level of gearing 
      reflected in an LTV of 23 per cent at 30 June 2022 (31 December 2021: 23 
      per cent). 
 
   -- Interim dividend increased by 9 per cent to 8.1 pence (2021: 7.4 pence), 
      in line with our usual practice of setting the interim dividend at 
      one-third of the previous full year dividend. 
 

FINANCIAL SUMMARY

 
                                    6 months to    6 months to       Change 
                                     30 June 2022   30 June 2021      per cent 
Adjusted(1) profit before tax 
 (GBPm)                             216            168               28.6 
IFRS profit before tax (GBPm)       1,375          1,413             -- 
Adjusted(2) earnings per share 
 (pence)                            16.9           13.8              22.5 
IFRS earnings per share (pence)     110.7          110.3             -- 
Dividend per share (pence)          8.1            7.4               9.5 
Total Accounting Return (%)(3)      11.3           13.5 
                                                                     Change 
                                    30 June 2022   31 December 2021   per cent 
 
Assets under Management (GBPm)      23,756         21,286 
Portfolio valuation (SEGRO share, 
 GBPm)                              20,480         18,377            7.2(4) 
Adjusted(5 6) net asset value per 
 share (pence, diluted)             1,249          1,137             9.8 
IFRS net asset value per share 
 (pence, diluted)                   1,212          1,115             -- 
Net debt (SEGRO share, GBPm)        4,764          4,201 
Loan to value ratio including 
 joint ventures at share (per 
 cent)                              23             23 
 
 

1. A reconciliation between Adjusted profit before tax and IFRS profit before tax is shown in Note 2 to the condensed financial information.

 

2. A reconciliation between Adjusted earnings per share and IFRS earnings per share is shown in Note 11 to the condensed financial information.

 

3. Total Accounting Return is calculated based on the opening and closing adjusted NAV per share adding back dividends paid during the period.

 

4. Percentage valuation movement during the period based on the difference between opening and closing valuations for all properties including buildings under construction and land, adjusting for capital expenditure, acquisitions and disposals.

 

5. A reconciliation between Adjusted net asset value per share and IFRS net asset value per share is shown in Note 11 to the condensed financial information.

 

6. Adjusted net asset value is in line with EPRA Net Tangible Assets (NTA) (see Table 4 in the Supplementary Notes for a NAV reconciliation).

 

(A) Figures quoted on pages 1 to 15 refer to SEGRO's share, except for land (hectares) and space (square metres) which are quoted at 100 per cent, unless otherwise stated. Please refer to the Presentation of Financial Information statement in the Financial Review for further details.

 

OUTLOOK

 

SEGRO has one of the best and most modern pan-European industrial portfolios with a heavy weighting towards major urban markets where the supply-demand dynamics are tightest and where long-term rental growth potential is therefore highest. Over the past decade, we have pro-actively repositioned our portfolio to be resilient and perform at all stages of the cycle, by recycling out of older secondary assets and focusing on prime locations and high quality, sustainable assets for which occupier and investor demand is likely to be greatest and supply is most limited.

 

Occupier demand for warehouse space is strong, broad and deep and continues to be driven by long-term structural tailwinds particularly in those urban markets where our space is used to provide a wide range of often essential goods and services to consumers and businesses. We are mindful that the coming months will be impacted by heightened macroeconomic risk but, against this backdrop, our portfolio offers considerable inflation protection: almost half of our rents are index-linked and the majority of the remaining leases are exposed to UK upwards-only rent reviews, where we have significant reversionary potential and continue to see strong demand led market rental growth.

 

Our sizeable, mostly pre-let, current development programme and well-located land bank provide us with both significant potential to grow our rent roll, and optionality due to the short construction periods of our assets. We will continue to be led by customer demand as we make decisions regarding the execution of future projects. The long-standing and strong relationship between our development teams and key construction partners is helping us to de-risk our pipeline by securing materials on a timely basis, whilst the tight occupier supply-demand situation has meant that we have been able to offset increased building costs with higher rents, which is in turn helping to drive further rental growth from our GBP20 billion portfolio. We will continue to take a disciplined approach to allocating capital to development and investment activity, ensuring that our portfolio should continue to outperform, and expect to invest at least GBP700 million on development capex in 2022.

 

Finally, in recent years we have significantly strengthened our balance sheet alongside our property portfolio. We benefit from low leverage and one of the longest debt maturities in the sector with no significant refinancing requirements in SEGRO before 2026. We have demonstrated again this year that we have access to diverse sources of debt finance. 94 per cent of our debt is either fixed rate or capped so we are well protected against interest rate rises and have plenty of capacity to continue to invest capital in the profitable opportunities available to us.

 

These factors combined mean that we are heading into the second half of the year with confidence in the outlook for our business. Whilst we remain watchful of the world around us and will respond accordingly to any changes in market conditions, we intend to continue to deliver the much-needed modern, sustainable warehouse space in the right locations to enable our customers to make their businesses fit for the future, and at the same time ensure that we continue to create value for all of our stakeholders.

 

SUMMARY & KEY METRICS

 
                                                  H1 2022   H1 2021   FY2021 
STRONG PORTFOLIO PERFORMANCE (see page 8): 
Valuation increase driven by rental value growth and active asset management 
of the standing portfolio, supplemented by gains recognised on completed 
developments and buildings under construction. 
Portfolio valuation uplift (%)            Group   7.2       10.2      28.8 
 UK                                               8.2       9.6       32.2 
 CE                                               5.2       11.1      22.5 
Estimated rental value (ERV) growth (%)   Group   5.9       2.8       13.1 
 UK                                               7.3       3.6       18.8 
 CE                                               3.6       1.5       4.1 
ACTIVE ASSET MANAGEMENT DRIVING OPERATIONAL PERFORMANCE (see page 9): 
Operational performance captured significant new rent, including leases signed 
with existing and new customers from a wide range of sectors, highlighting the 
versatility of our portfolio. 
Total new rent contracted during the period 
 (GBPm)                                           55        38        95 
Pre-lets signed during the period (GBPm)          28        21        49 
Like-for-like net rental income growth (%): 
 Group                                            7.1       4.7       4.9 
 UK                                               8.9       4.8       5.6 
 CE                                               4.1       4.6       3.6 
Uplift on rent reviews and renewals (%)   Group   23.5      12.1      13.0 
 UK                                               29.0      16.4      18.7 
 CE                                               1.8       1.8       1.5 
Occupancy rate (%)                                96.7      95.7      96.8 
Customer retention (%)                            79        83        77 
DISCIPLINED CAPITAL ALLOCATION (see page 14): 
Capital investment continues to remain disciplined and is focused on 
development and acquisition of assets with opportunities for future growth, as 
well as sourcing land to extend our development pipeline. Development capex 
for 2022, including infrastructure, expected to be at least GBP700 million. 
Development capex (GBPm)                          364       364       649 
Asset acquisitions (GBPm)                         145       --        997 
Land acquisitions (GBPm)                          220       92        326 
Disposals (GBPm)                                  181       154       515 
EXECUTING AND GROWING OUR DEVELOPMENT PIPELINE (see page 12): 
Our active and largely pre-let development pipeline continues to be a key 
driver of rent roll growth with a record year of completions. Potential rent 
of GBP118 million from projects currently on site or expected to commence 
shortly. 
Development completions: 
-- Space completed (sq m)                         329,900   104,000   839,200 
-- Potential rent (GBPm) (Rent secured)           15 (87%)  8 (75%)   52 (93%) 
Current development pipeline potential rent 
 (GBPm) (Rent secured)                            84 (63%)  74 (72%)  62 (60%) 
Near-term pre-let development pipeline potential 
 rent (GBPm)                                      34        22        20 
 

WEBCAST / CONFERENCE CALL FOR INVESTORS AND ANALYSTS

 

A live webcast of the results presentation will be available from 08:30am (UK time) at:

 

https://www.investis-live.com/segro/62bab8c3299ad30e000907aa/smnbb

 

The webcast will be available for replay at SEGRO's website at: http://www.segro.com/investors shortly after the live presentation.

 
A conference call facility will be      An audio recording of the conference 
available at 08:30 (UK time) on the     call will be available until 4 August 
following number: Dial-in: +44 (0)800   2022 on: UK: +44 (0) 203 936 3001 
640 6441 +44 (0) 203 936 2999 Access    Access code: 876113 
code: 584512 
 

A video of David Sleath, Chief Executive discussing the results will be available to view on www.segro.com, together with this announcement, the Half Year 2022 Property Analysis Report and other information about SEGRO.

 

FINANCIAL CALAR

 

2022 interim dividend ex-div date 11 August 2022

 

2022 interim dividend record date 12 August 2022

 

2022 interim dividend scrip dividend price announced 18 August 2022

 

Last date for scrip dividend elections 2 September 2022

 

2022 interim dividend payment date 23 September 2022

 

2022 Third Quarter Trading Update 20 October 2022

 

Full Year 2022 Results (provisional) 17 February 2023

 

ABOUT SEGRO

 

SEGRO is a UK Real Estate Investment Trust (REIT), listed on the London Stock Exchange and Euronext Paris, and is a leading owner, manager and developer of modern warehouses and industrial property. It owns or manages 9.7 million square metres of space (104 million square feet) valued at GBP23.8 billion serving customers from a wide range of industry sectors. Its properties are located in and around major cities and at key transportation hubs in the UK and in seven other European countries.

 

For over 100 years SEGRO has been creating the space that enables extraordinary things to happen. From modern big box warehouses, used primarily for regional, national and international distribution hubs, to urban warehousing located close to major population centres and business districts, it provides high-quality assets that allow its customers to thrive.

 

A commitment to be a force for societal and environmental good is integral to SEGRO's purpose and strategy. Its Responsible SEGRO framework focuses on three long-term priorities where the company believes it can make the greatest impact: Championing Low-Carbon Growth, Investing in Local Communities and Environments and Nurturing Talent.

 

See www.SEGRO.com for further information.

 

Forward-Looking Statements: This announcement contains certain forward-looking statements with respect to SEGRO's expectations and plans, strategy, management objectives, future developments and performance, costs, revenues and other trend information. These statements are subject to assumptions, risk and uncertainty. Many of these assumptions, risks and uncertainties relate to factors that are beyond SEGRO's ability to control or estimate precisely and which could cause actual results or developments to differ materially from those expressed or implied by these forward-looking statements. Certain statements have been made with reference to forecast process changes, economic conditions and the current regulatory environment. Any forward-looking statements made by or on behalf of SEGRO are based upon the knowledge and information available to Directors on the date of this announcement. Accordingly, no assurance can be given that any particular expectation will be met and you are cautioned not to place undue reliance on the forward-looking statements. Additionally, forward-looking statements regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. The information contained in this announcement is provided as at the date of this announcement and is subject to change without notice. Other than in accordance with its legal or regulatory obligations (including under the UK Listing Rules and the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority), SEGRO does not undertake to update forward-looking statements, including to reflect any new information or changes in events, conditions or circumstances on which any such statement is based. Past share performance cannot be relied on as a guide to future performance. Nothing in this announcement should be construed as a profit estimate or profit forecast. The information in this announcement does not constitute an offer to sell or an invitation to buy securities in SEGRO plc or an invitation or inducement to engage in or enter into any contract or commitment or other investment activities.

 

Neither the content of SEGRO's website nor any other website accessible by hyperlinks from SEGRO's website are incorporated in, or form part of, this announcement.

 

CHIEF EXECUTIVE'S REVIEW

 

INTRODUCTION

 

SEGRO has delivered another strong set of results, which reflect the high quality of our portfolio and increased demand from a diverse range of occupiers. Together with our active approach to asset management, rental growth and further progress with our development pipeline, these factors have driven valuation increases and earnings growth.

 

Our business is well-placed to continue benefitting from the structural tailwinds driving the industrial property sector. The long-term consumer trends of digitalisation and urbanisation, alongside the increased focus from our customers on the resilience and sustainability of their supply chains, continue to create demand for our space despite the well-documented macro and geopolitical uncertainties. The combination of our unique portfolio of prime warehouses, two-thirds of which are located in the most supply constrained urban markets; an enviable land bank capable of supporting our profitable development programme; our established pan-European, customer-focused operating platform; and our relationships and reputation with other key stakeholders, provide us with what we believe is a significant competitive advantage which enhances our ability to secure opportunities for future growth.

 

PORTFOLIO UPDATE -- VALUATION GROWTH FROM INCREASED RENTS AND DEVELOPMENT PROFITS

 

Our portfolio comprises two main asset types: urban warehouses and big box warehouses. The demand-supply dynamics in both asset classes continue to be positive.

 

Urban Warehouses

 

Urban warehouses account for 67 per cent of our portfolio value. They tend to be smaller warehouses, and are located mainly in and on the edges of major cities where land supply is restricted and there is strong demand for warehouse space. They are often used by businesses providing essential goods and services for the urban conurbations in which they operate, as well as catering for the needs of last mile delivery and data centre operators.

 

Our urban portfolio is concentrated in London and South-East England (81 per cent) and major cities in Continental Europe (19 per cent), including Paris, Düsseldorf, Frankfurt, Berlin and Warsaw. These locations share similar characteristics in terms of limited supply of industrial land and growing populations, while occupiers are attracted to modern warehouses with plenty of yard space to allow easy and safe vehicle circulation. We believe that this enduring, diverse occupier demand and limited supply bodes well for future rental growth.

 

Big Box Warehouses

 

Big box warehouses account for 31 per cent of our portfolio value. They tend to be used for storage, processing and distribution of goods on a regional, national or international basis and are, therefore, much larger than urban warehouses.

 

They are focused on the major logistics hubs and corridors in the UK (South-East and Midlands regions), France (the logistics 'spine' linking Lille, Paris, Lyon and Marseille), Germany (Düsseldorf, Berlin, Frankfurt and Hamburg) and Poland (Warsaw, ódz, Poznań, and the industrial region of Silesia). 29 per cent of our big box warehouses are in the UK and the remaining 71 per cent are in Continental Europe. Almost all our Continental European big box warehouses are owned by our 50-50 joint venture, the SEGRO European Logistics Partnership (SELP).

 

Occupier demand has stayed at elevated levels during the first half of 2022 and into the second, vacancy has remained low, and this is resulting in continued rental growth in most of our markets. However, the nature (and typical location) of big box warehouses tends to mean that, over time, supply is able to increase more easily to satisfy demand, as there is more land available in out of town locations. We therefore continue to believe that the prospects for significant rental growth in big box warehouses on a longer-term basis are, and have always been, more limited than for urban locations.

 

At the same time, this asset class brings other benefits including lower asset management intensity and long leases which help to ensure a sustainable level of income.

 

In addition, by holding the majority of our Continental European big box warehouses in SELP, we receive additional income from managing the joint venture which increases total returns.

 

Valuation gains driven by rental growth, asset management and development

 

Warehouse property values across Europe increased again during the first half of the year. Investment demand was strong throughout the first months of 2022 across all of our markets but in recent weeks, the uncertainty around high levels of inflation across Europe and the potential central bank response to this has meant that activity levels have reduced as buyers and sellers await more clarity on the outlook.

 

The Group's property portfolio was valued at GBP20.5 billion at 30 June 2022 (GBP23.8 billion of assets under management). The portfolio valuation, including completed assets, land and buildings under construction, increased by 7.2 per cent (adjusting for capital expenditure and asset recycling during the year) compared to 10.2 per cent in the first half of 2021.

 

This primarily comprises a 6.3 per cent increase in the assets held throughout the period (H1 2021: 8.5 per cent), mainly driven by strong rental growth (our valuer's estimate of the market rental value of our portfolio (ERV) increased by 5.9 per cent). The true equivalent yield applied to the portfolio was 3.8 per cent, the same as at 31 December 2021.

 

Assets held throughout the year in the UK increased in value by 7.5 per cent (H1 2021: 8.6 per cent). The true equivalent yield applied to our UK portfolio was 3.7 per cent, the same as at 31 December 2021. Rental values improved by 7.3 per cent (H1 2021: 3.6 per cent).

 

Assets held throughout the year in Continental Europe increased in value by 4.2 per cent (H1 2021: 8.3 per cent) on a constant currency basis, reflecting rental value growth of 3.6 per cent (H1 2021: 1.5 per cent). Yields compressed slightly in France, Germany, Spain, the Netherlands and Poland but were flat in other markets resulting in the yield applied to our Continental European portfolio remaining unchanged at 4.0 per cent (31 December 2021: 4.0 per cent)

 

More details of our property portfolio can be found in the 2022 Half Year Property Analysis Report available at www.segro.com/investors.

 

Property portfolio metrics at 30 June 2022(1)

 
                         Portfolio 
                         value, 
                         GBPm                                 Yield(3) 
                         Whole                                Topped-up 
              Lettable   portfolio   Whole      Valuation     net        Net true 
              area sq m  (at         portfolio  movement(2)   initial    equivalent  ERV   Occupancy 
              (AUM)      share)      (AUM)      %             %          %            %    (ERV) % 
 
UK 
GREATER 
 LONDON       1,267,680  8,078       8,088      6.3           2.6        3.5         6.3   95.8 
THAMES 
 VALLEY       601,619    3,512       3,512      10.0          3.2        4.2         9.8   97.2 
NATIONAL 
 LOGISTICS    630,076    2,039       2,039      8.9           3.7        3.8         7.0   100.0 
UK TOTAL      2,499,375  13,629      13,639     7.5           2.9        3.7         7.3   96.7 
Continental 
Europe 
Germany       1,701,287  1,938       2,854      4.3           3.5        3.5         3.8   98.7 
Netherlands   276,006    239         440        7.6           3.6        3.8         4.6   100.0 
France        1,568,185  2,111       2,719      3.5           3.4        4.0         3.2   93.5 
Italy         1,492,590  1,249       1,874      2.5           3.7        3.8         1.8   97.4 
Spain         362,726    412         625        4.9           3.9        3.8         1.4   100.0 
Poland        1,625,046  789         1,380      5.2           5.1        5.1         4.6   96.6 
Czech 
 Republic     169,514    113         225        17.2          3.9        4.8         19.4  97.3 
CONTINENTAL 
 EUROPE 
 TOTAL        7,195,354  6,851       10,117     4.2           3.7        4.0         3.6   96.6 
GROUP TOTAL   9,694,729  20,480      23,756     6.3           3.2        3.8         5.9   96.7 
 
 

1 Figures reflect SEGRO wholly-owned assets and its share of assets held in joint ventures unless stated "AUM" which refers to all assets under management.

 

2 Valuation movement percentage is based on the difference between the opening and closing valuations for properties held throughout the period, allowing for capital expenditure, acquisitions and disposals.

 

3 In relation to completed properties only.

 

ASSET MANAGEMENT UPDATE - CREATING VALUE THROUGH OPERATIONAL EXCELLENCE

 

Our continued focus on Operational Excellence has helped us deliver GBP43 million of rent roll growth in the first half of 2022, ensured the successful execution of our expanded development programme and alongside this we have made great progress with our renewable energy strategy and the setting up of our Community Investment Plans.

 

Growing rental income from reversion capture, indexation and new developments

 

At 30 June 2022, our portfolio generated passing rent of GBP540 million, rising to GBP590 million once rent free periods expire ('headline rent'). During the first half of the year, we contracted GBP55 million of new headline rent, an increase of almost 45 per cent on the same period in 2021, reflecting the positive impact of reversion capture in the UK and indexation in Continental Europe, as well as another strong period for pre-let agreements.

 

Just under 40 per cent of our new lettings came from sectors linked to e-commerce (including retail and third party logistics providers) compared to almost 60 per cent in 2021. Within this, only 10 per cent related to pure online retailers, as many successful retailers are increasingly embracing both online and physical retail and eroding the distinction between them. Approximately a quarter of take-up was from technology, media and telecoms companies, including 17 per cent from data centre operators, while manufacturing companies accounted for 12 per cent of take-up, compared to 8 per cent in 2021. The strong growth in lettings despite the reduction in e-commerce related take-up shows just how broad demand for our warehouses is and this is also reflected in the diversity of the customer base of our portfolio.

 

Our top 20 customers account for 32 per cent of total headline rent. Amazon remained as our largest customer during the first half of 2022, accounting for just under 7 per cent of the total.

 

Our rent roll growth consisted of:

   -- GBP14 million of net new rent from existing assets. We generated GBP11 
      million of headline rent from new leases on existing assets (H1 2021: 
      GBP10 million) and GBP13 million from rent reviews, lease renewals and 
      indexation (H1 2021: GBP4 million). This was offset by rent from space 
      returned of GBP10 million (H1 2021: GBP9 million). 
 
   -- Significant rental growth from lease reviews and renewals (re-leasing 
      spreads). Re-leasing spreads of 23.5 per cent (H1 2021: 12.1 per cent) 
      for the portfolio as a whole were the primary driver of strong 
      like-for-like rental growth during the period. New rents agreed at review 
      and renewal were 29.0 per cent higher in the UK (H1 2021: 16.4 per cent) 
      as reversion accumulated over the past five years was reflected in new 
      rents agreed, adding GBP9 million of headline rent. In Continental Europe, 
      rents agreed on renewal were 1.8 per cent higher (H1 2021: 1.8 per cent 
      higher), strengthening once again as market rental growth continues to 
      outpace the indexation provisions that have accumulated over recent 
      years. 
 
   -- Continued strong demand from customers for pre-let agreements. In 
      addition to increased rents from existing assets, we contracted GBP28 
      million of headline rent from pre-let agreements and lettings of 
      speculative developments prior to completion (H1 2021: GBP21 million). 
      Within this are a number of big box developments in the UK, including our 
      first pre-let at SEGRO Park Coventry and our last sizeable plot at SEGRO 
      Logistics Park East Midlands Gateway. We also signed projects for a 
      leading global online retailer in Italy as well as big box space for 
      retailers, third party logistics providers and manufacturers across 
      Continental Europe. 
 
   -- Rent roll growth increased to a record GBP43 million. An important 
      element of achieving our goal of being a leading income-focused REIT is 
      to grow our rent roll, primarily through increasing rent from our 
      existing assets and then from generating new rent through development. 
      Rent roll growth, which reflects net new headline rent from existing 
      space (adjusted for take-backs of space for development), take-up of 
      developments and pre-lets agreed during the period, increased to GBP43 
      million in H1 2022, compared to GBP27 million in H1 2021. 
 

Summary of key leasing data for H1 2022

 
Summary of key leasing data(1) for the year to 30 
June                                                          H1 2022  H1 2021 
Take-up of existing space2 (A)                          GBPm  11       10 
Space returned3 (B)                                     GBPm  (10)     (9) 
NET ABSORPTION OF EXISTING SPACE(2) (A-B)               GBPm  1        1 
Other rental movements (rent reviews, renewals, 
 indexation)(2) (C)                                     GBPm  13       4 
RENT ROLL GROWTH FROM EXISTING SPACE                    GBPm  14       5 
Take-up of pre-let developments completed in the year 
 (signed in prior years)(2) (D)                         GBPm  11       5 
Take-up of speculative developments completed in the 
 past two years(2) (D)                                  GBPm  4        4 
TOTAL TAKE-UP(2) (A+C+D)                                GBPm  39       23 
Less take-up of pre-lets and speculative lettings 
 signed in prior years(2)                               GBPm  (12)     (6) 
Pre-lets signed in the year for future delivery(2)      GBPm  28       21 
RENTAL INCOME CONTRACTED IN THE YEAR(2)                 GBPm  55       38 
Less space returned                                     GBPm  (10)     (9) 
Less takeback of space for redevelopment                GBPm  (2)      (2) 
RENT ROLL GROWTH                                        GBPm  43       27 
Retention rate(4)                                       %     79       83 
 

1 All figures reflect exchange rates at 30 June 2022 and include joint ventures at share.

 

2 Headline rent.

 

3 Headline rent, excluding space taken back for redevelopment.

 

4 Headline rent retained as a percentage of total headline rent at risk from break or expiry during the period.

 

Existing portfolio continues to perform well and delivered another set of strong operating metrics

 

We monitor a number of asset management indicators to assess the performance of our existing portfolio:

   -- Occupancy has remained high. The occupancy rate at 30 June 2022 was 96.7 
      per cent (31 December 2021: 96.8 per cent). The occupancy rate, excluding 
      space recently developed on a speculative basis, remains high at 97.2 per 
      cent (31 December 2021: 97.4 per cent). The average occupancy rate during 
      the period was 96.7 per cent (H1 2021: 95.7 per cent). 
 
   -- Customer retention rate of 79 per cent. Approximately GBP43 million of 
      headline rent was at risk from a break or lease expiry during the period 
      of which we retained 78 per cent in existing space, with a further 1 per 
      cent retained but in new premises. We value the long-term relationships 
      that we build with our customers and always try to work with them to meet 
      their changing requirements. However, with occupancy at such high levels 
      we do also take the opportunity to create space for reletting and the 
      capture of market rental growth. We continue to take back space to 
      facilitate redevelopment and refurbishment. 
 
   -- Lease terms continue to offer attractive income security. The level of 
      incentives agreed for new leases (excluding those on developments 
      completed in the period) represented 5.9 per cent of the headline rent 
      (H1 2021: 6.0 per cent). The portfolio's weighted average lease length 
      was maintained with 7.1 years to first break and 8.4 years to expiry (31 
      December 2021: 7.2 years to first break, 8.5 years to expiry). Lease 
      terms are longer in the UK (8.2 years to break) than in Continental 
      Europe (5.6 years to break), reflecting the market convention of shorter 
      leases in countries such as France and Poland. 
 

Continued focus on reducing operational carbon emissions and increasing visibility of the energy usage of our customers

 

We continue to work hard on our Responsible SEGRO commitment to Champion low-carbon growth and to become a net zero-carbon business by 2030. Within our existing portfolio, the greatest contribution that we can make is to reduce the operational carbon emissions from our warehouses (including those generated by the activities of our customers operating within them).

 

Our targets, approved by the Science Based Targets Initiative (SBTi), include the aim to reduce the absolute operating carbon emissions from our portfolio by 42 per cent by 2030 (compared to a 2020 baseline), in line with the 1.5 degree scenario. This includes all customer emissions and captures the organic growth of the business.

 

Our net zero-carbon goal includes Scope 3 emissions from our customers. Due to the nature of typical lease terms we do not have operational control over the majority of our buildings and therefore have limited visibility of how much energy is used and how it is procured. Where this is the case we are engaging with our customers to receive their energy usage data. Improving visibility allows us to help our customers operate their buildings more efficiently, saving them both carbon emissions and money. During the first half of 2022 we have introduced 'green' clauses into our standard leases in the UK which means that new customers are required to provide us with data on their energy usage and to make reasonable endeavours to source their energy via a renewable tariff. Our goal is to introduce this practice in our Continental European markets as soon as possible.

 

We are also making improvements to the carbon footprint of our portfolio through the ongoing maintenance and refurbishment of our warehouses. Our active asset recycling and new development means that the majority of our portfolio is modern and built to the highest sustainability standards but there are still some older assets where we can make improvements. When the opportunity arises, normally at lease expiry, we refurbish the assets and upgrade their sustainability credentials before letting them to a new customer. This not only helps with our progress towards our net zero-carbon targets but also makes the space more attractive to a potential customer.

 

Changes that we make include installing LED lighting, solar panels, air source heat pumps and smart metering. We aim to have the entire portfolio rated with at least an Energy Performance Certificate (EPC) of a B-grade or equivalent.

 

In addition to installing solar panels on new developments and at the point of refurbishment, a further part of our renewable energy strategy is to retrofit solar panels to our leased assets. We have made good progress in the first half of 2022, working hard to overcome the multiple, market-specific complexities, and are now officially in our pilot phase of the programme. We have installed 12,222 solar panels on our first site in Tilburg in the Netherlands which will generate 5.6MW of capacity. We have plans for a further 11 sites during the pilot stage, potentially adding 20 MW of power (our solar capacity at 31 December 2021 was 35.4 MW so this will be a significant increase).

 

Investing in our local communities and environments

 

Our Responsible SEGRO framework also prioritises Investing in our local communities and environments and we are aiming to establish a Community Investment Plan in each of our key markets by 2025.

 

During the first half of 2022 we launched the first of these plans, the Slough Community Investment Plan. This sets out how our Thames Valley Business Unit will deliver a meaningful and impactful community programme that will contribute to growth in the local economy and employment, as well as improving the local environment. We will be working with charity partners to deliver the plan and hope to inspire our employees, customers and suppliers to actively participate in the delivery so we can make an even greater positive impact on the community.

 

DEVELOPMENT UPDATE - GROWING THROUGH DEVELOPMENT

 

Development Activity

 

During the first half of 2022, we invested GBP584 million in our development pipeline which comprised GBP364 million (H1 2021: GBP364 million) in development spend, of which GBP80 million was for infrastructure, and a further GBP220 million to replenish our land bank to secure future development-led growth opportunities.

 

Development Projects Completed

 

We completed 329,900 sq m of new space during the period, the majority on time despite wider market issues with the supply of construction materials and labour. These projects were 75 per cent pre-let prior to the start of construction and were 87 per cent let as at 30 June 2022, generating GBP13 million of headline rent, with a potential further GBP2 million to come when the remainder of the space is let. This translates into a yield on total development cost (including land, construction and finance costs) of 7.3 per cent when fully let.

 

We completed 266,000 sq m of big box warehouse space, including our first unit at our innovative food manufacturing and distribution park SmartParc SEGRO Derby. We also completed 59,000 sq m of urban warehouses, including a new multi-level data centre on the Slough Trading Estate and speculative schemes in Frankfurt and Paris.

 

Supply chain issues continue to make development more challenging but we are proactively working with our contractors to secure materials on a timely basis and have therefore been able to avoid any major delays. We have been able to mitigate increases in construction costs through higher rents on new projects, and we typically agree fixed price contracts with our contractors to protect against further cost increases within our current pipeline.

 

Focusing on reducing embodied carbon in our development programme to help us achieve net zero carbon by 2030

 

We have established a Science Based Target of reducing the embodied carbon intensity of our development programme by 20 per cent by 2030, compared to a 2020 baseline of 400kg of CO2e per square metre. We will provide further details on our progress towards this with the full year results.

 

An important element of this is to use lower-carbon materials (particularly steel, timber and concrete) across our projects. For example, concrete can comprise up to 50 per cent of the total embodied carbon of a new building. One scheme in Germany is using a low carbon concrete called ECOPact Beton for the internal floor slab and external yard area: we have calculated that it is saving 30 per cent of CO2e compared to standard concrete products.

 

In addition, from this year we are targeting at least BREEAM 'Excellent' (or equivalent) certification for all new eligible developments.

 

Current Development Pipeline

 

At 30 June 2022, we had development projects approved, contracted or under construction totalling 886,500 sq m, representing GBP518 million of future capital expenditure to complete and GBP84 million of annualised gross rental income when fully let. 63 per cent of this rent has already been secured and these projects should yield 6.4 per cent on total development cost when fully occupied.

   -- In the UK, we have 332,400 sq m of space approved or under construction. 
      Within this are urban schemes in London and Slough, including two of our 
      new concept V-Park multi-level schemes, in Park Royal and on the Slough 
      Trading Estate. In Slough we are also building an innovative multi-storey 
      data centre and we have a number of UK big box schemes under construction 
      including pre-lets at SEGRO Parks in Kettering, East Midlands Gateway and 
      Coventry, and at SmartParc SEGRO Derby. 
 
   -- In Continental Europe, we have 493,600 sq m of space approved or under 
      construction. This includes pre-let big box warehouses for a variety of 
      different occupiers, from retailers to manufacturers, in Germany, France 
      and Poland. 
 
   -- In addition to the above we have 60,500 sq m of space under construction 
      as part forward-funded agreements with local developers. 
 

We continue to focus our speculative developments primarily on urban warehouse projects, particularly in the UK, France and Germany, where modern space is in short supply and occupier demand is strong.

 

Within our Continental European current development programme, approximately GBP15 million of potential gross rental income is associated with big box warehouses developed outside our SELP joint venture. Under the terms of the joint venture, SELP has the option, but not the obligation, to acquire these assets shortly after completion. Assuming SELP exercises its option, we would retain a 50 per cent share of the rent after disposal. During the first half of 2022, SEGRO sold GBP172 million of completed assets to SELP, representing a net disposal of GBP86 million.

 

FUTURE DEVELOPMENT PIPELINE

 

Near-Term Development Pipeline

 

Within the future development pipeline are a number of pre-let projects which are close to being approved, awaiting either final conditions to be met or planning approval to be granted. We expect to commence these projects within the next six to 12 months.

 

These projects total 457,700 sq m of space, equating to approximately GBP390 million of additional capital expenditure and GBP34 million of additional rent (31 December 2021: 334,100 sq m, GBP271 million of capital and GBP20 million of rent).

 

We have factored increased construction costs into the development returns for our near-term and future development projects. However, increased rental values are more than offsetting any additional costs and our anticipated development returns therefore remain highly attractive.

 

Land Bank

 

Our land bank identified for future development (including the near-term projects detailed above) totalled 681 hectares at 30 June 2022, valued at GBP1.5 billion, roughly 7 per cent of our total portfolio value. Within this is GBP650 million of land for future re-development which is currently income-producing (equating to GBP20 million of annualised rent, which is excluded from passing rent), known as 'covered land', reducing the hold costs until development can start. This includes a substantial element of the Slough office portfolio purchased at the end of 2021, the first phase of which is expected to be brought forward for development later this year.

 

Our land bank includes GBP220 million of land acquired so far in 2022, including land associated with developments already underway or expected to start in the short term.

 

We estimate that our land bank can support 3.2 million sq m of development over the next five years. The prospective capital expenditure associated with the future pipeline is approximately GBP2.5 billion. It could generate GBP250 million of gross rental income, representing a yield on total development cost (including land and notional finance costs) of around 6-7 per cent and a yield on further expenditure (as the land has already been acquired) of 10 per cent. These figures are indicative based on our current expectations and are dependent on our ability to secure pre-let agreements, planning permissions, construction contracts and on our outlook for occupier conditions in local markets.

 

Conditional land acquisitions and land held under option agreements

 

Land acquisitions (contracted but subject to further conditions) and land held under option agreements are not included in the figures above but together represent significant further development opportunities. These include sites for big box warehouses in the UK Midlands as well as in Germany, Italy and Poland. They also include urban warehouse sites in East and West London.

 

The options are held on the balance sheet at a value of GBP28 million (including joint ventures at share). Those we expect to exercise over the next two to three years, combined with the contracted land acquisitions, are capable of supporting just over 1.7 million sq m of space and generating almost GBP170 million of headline rent for a blended yield of approximately 6 per cent.

 

INVESTMENT UPDATE - GBP550 MILLION OF NET INVESTMENT FOR GROWTH

 

We invested over GBP700 million in our portfolio during the first half of the year: development capital expenditure of GBP364 million, GBP145 million of assets and GBP220 million of land acquisitions. This was partly offset by GBP181 million of disposals.

 

Acquisitions focused on building scale in urban warehousing

 

We have continued to leverage our market position, reputation, relationships and expertise to source unique acquisitions in some of our key markets.

 

We acquired assets totalling GBP145 million, reflecting a blended topped-up initial yield of 2.5 per cent. This included:

   -- urban warehouse estates in Park Royal and Slough (one of which was part 
      of an asset swap) that neighbour our existing assets and unlock potential 
      redevelopment opportunities; 
 
   -- an urban warehouse estate in Essen, one of the largest cities in the 
      Rhine-Ruhr area, with medium-term redevelopment potential; and 
 
   -- a big box warehouse close to Paris that was acquired from a long-term 
      customer which had developed it themselves to a high specification. 
 

In addition to the asset acquisitions, we also acquired GBP220 million of land (including covered land) to create future development opportunities.

 

Asset recycling to improve portfolio focus

 

During the first half we sold GBP181 million of land and assets, realising profits and releasing capital to reinvest in our business.

 

The asset disposals totalled GBP172 million, reflecting a blended topped-up initial yield of 4.3 per cent, and were significantly ahead of 31 December 2021 book values. They included:

   -- a stand-alone asset that we swapped for the Whitby Business Centre in 
      Slough; and 
 
   -- big box warehouses in Italy, including an older stand-alone warehouse on 
      the outskirts of Milan and a state-of-the-art facility for an online 
      retailer where we took the opportunity to capitalise on strong demand 
      from wide range of investors. 
 

As in previous years, we sold a portfolio of Continental European big box warehouses developed by SEGRO to SELP for which we received GBP86 million net proceeds from an effective sale of a 50 per cent interest.

 

Additionally, we disposed of GBP9 million of land, primarily comprising plots in non-core markets.

 

INTERIM DIVID OF 8.1 PENCE PER SHARE

 

Consistent with its previous guidance that the interim dividend would normally be set at one-third of the previous year's total dividend, the Board has declared an increase in the interim dividend of 0.7 pence per share to 8.1 pence (H1 2021: 7.4 pence), a rise of 9.5 per cent. This will be paid as an ordinary dividend on 23 September 2022 to shareholders on the register at the close of business on 12 August 2022.

 

The Board will offer a scrip dividend option for the 2022 interim dividend, allowing shareholders to choose whether to receive the dividend in cash or new shares. 41 per cent of the 2021 final dividend was paid in new shares, equating to GBP76 million of cash retained on the balance sheet and 5.8 million new shares being issued.

 

FINANCIAL REVIEW

 

Like-for-like net rental income growth, income from acquisitions and new developments and performance fee income were the primary drivers of the 29 per cent increase in Adjusted profit before tax compared to H1 2021. Adjusted NAV per share increased by 10 per cent to 1,249 pence compared to December 2021, primarily driven by the valuation uplift on the property portfolio.

 

Financial highlights

 
                                           30 June  30 June 
                                            2022     2021     31 December 2021 
IFRS(1) net asset value (NAV) per share 
 (diluted) (p)                             1,212    897       1,115 
Adjusted NAV per share(1) (diluted) (p)    1,249    909       1,137 
IFRS profit before tax (GBPm)              1,375    1,413     4,355 
Adjusted profit before tax(2) (GBPm)       216      168       356 
IFRS earnings per share (EPS) (p)          110.7    110.3     339.0 
Adjusted EPS(2) (p)                        16.9     13.8      29.1 
 
   1. A reconciliation between IFRS NAV and Adjusted NAV is shown in Note 11. 
 
   2. A reconciliation between IFRS profit before tax and Adjusted profit 
      before tax is shown in Note 2 and between IFRS EPS and Adjusted EPS is 
      shown in Note 11. 
 

Presentation of financial information

 

The condensed financial information is prepared under IFRS where the Group's interests in joint ventures are shown as a single line item on the income statement and balance sheet, whereas subsidiaries are consolidated line by line.

 

The Adjusted profit measure better reflects the underlying recurring performance of the Group's property rental business, which is SEGRO's core operating activity. It is based on the Best Practices Recommendations of the European Public Real Estate Association (EPRA) which are widely used alternate metrics to their IFRS equivalents (further details on EPRA Best Practices Recommendations can be found at www.epra.com). In calculating Adjusted profit, the Directors may also exclude additional items considered to be non-recurring, not in the ordinary course of business, and significant by virtue of size and nature. There are no such items reported in the current period or prior periods.

 

A detailed reconciliation between Adjusted profit after tax and IFRS profit after tax is provided in Note 2 of the condensed financial information. The Adjusted NAV per share measure reflects the EPRA Net Tangible Asset metric and based on the EPRA Best Practices Reporting Recommendations. A detailed reconciliation between Adjusted NAV and IFRS NAV is provided in Note 11(ii) of the condensed financial information.

 

The Supplementary Notes to the condensed financial information include other EPRA metrics as well as SEGRO's Adjusted income statement and balance sheet presented on a proportionately consolidated basis.

 

SEGRO monitors the above alternative metrics, as well as the EPRA metrics for vacancy rate, net asset value, loan-to-value ratio and total cost ratio, as they provide a transparent and consistent basis to enable comparison between European property companies.

 

Look-through metrics provided for like-for-like net rental income include joint ventures at share in order that our full operations are captured, therefore providing more meaningful analysis.

 

ADJUSTED PROFIT

 

Adjusted profit

 
                                              Six months to  Six months to 
                                               30 June 2022   30 June 2021(3) 
                                               GBPm           GBPm 
Gross rental income                           239            195 
Property operating expenses                   (36)           (28) 
Net rental income(3)                          203            167 
Joint venture fee income                      57             12 
Management and development fee income         2              3 
Net solar energy income                       1              1 
Administration expenses                       (31)           (27) 
Share of joint ventures' Adjusted profit 
 after tax(1)                                 16             32 
Adjusted operating profit before interest 
 and tax                                      248            188 
Net finance costs                             (32)           (20) 
Adjusted profit before tax                    216            168 
Tax on Adjusted profit                        (12)           (3) 
Adjusted profit after tax(2)                  204            165 
 

1. Comprises net property rental income and management income less administration expenses, net interest expenses and taxation.

 

2. A detailed reconciliation between Adjusted profit after tax and IFRS profit after tax is provided in Note 2 to the condensed financial information.

 

3. The composition of gross and net rental income has changed in 2022 to provide a better measure of the underlying rental income from the property portfolio. There is no impact on Adjusted operating profit before interest and tax from this change and the prior period comparatives in the table above have been re-presented to reflect this change. See Notes 2,4 and 5 of the condensed financial information for further details.

 

Adjusted profit before tax increased by 29 per cent to GBP216 million (H1 2021: GBP168 million) during H1 2022 as a result of the movements described below, primarily growth in rental income and recognition of a performance fee from the SELP joint venture (GBP42 million income) offset by the performance fee expense recognised in the share of joint ventures profits (GBP21 million cost) which has a GBP21 million net impact on profit before tax.

 

Adjusted profit is detailed further in Note 2 of the condensed financial information.

 

Net rental income (including joint ventures at share)

 
                                    Six months to  Six months to 
                                     30 June 2022   30 June 2021    Change(3) 
Net rental income                    GBPm           GBPm            % 
UK                                  132            121             8.9 
Continental Europe                  77             74              4.1 
Like-for-like net rental income 
 before other items(1)              209            195             7.1 
Other(2)                            (3)            (3) 
Like-for-like net rental income 
 (after other)                      206            192             7.2 
Development lettings                22             1 
Properties taken back for 
 development                        --             2 
Like-for-like net rental income 
 plus developments                  228            195 
Properties acquired                 17             -- 
Properties sold                     2              9 
Net rental income before 
 surrenders, dilapidations and 
 exchange                           247            204 
Lease surrender premiums and 
 dilapidations income               3              3 
Other items and rent lost from 
 lease surrenders                   5              4 
Impact of exchange rate difference 
 between periods                    --             3 
Net rental income (including joint 
 ventures at share)                 255            214 
SEGRO share of joint venture 
 management fees                    (6)            (5) 
SEGRO share of joint venture 
performance fees                    (21)           -- 
Net rental income after SEGRO 
 share of joint venture fees        228            209 
 
   1. Like-for-like change by Business Unit: Greater London 13.0%, Thames 
      Valley 4.7%, National Logistics 0.0%, Northern Europe 9.8%, Southern 
      Europe 1.9%, Central Europe 0.7%. 
 
   2. Other includes the corporate centre and other costs relating to the 
      operational business which are not specifically allocated to a 
      geographical business unit. 
 
   3. Percentage change has been calculated using the figures presented in the 
      table above in millions accurate to one decimal place. 
 

The like-for-like rental growth metric is based on properties held throughout both H1 2022 and H1 2021 and comprises wholly owned assets (net rental income of GBP203 million) and SEGRO's share of net rental income held in joint ventures (GBP25 million) totalling GBP228 million.

 

Net rental income increased by GBP19 million to GBP228 million in H1 2022, reflecting the positive impact of like-for-like rental growth of GBP14 million, GBP21 million of additional income from development lettings and GBP17 million from properties acquired. These increases were partially offset by a performance fee expense recognised in share of net rental income held in joint ventures of GBP21 million.

 

On a like-for-like basis, before other items, net rental income increased by GBP14 million, or 7.1 per cent, compared to H1 2021.

 

This is due to strong rental performance across our portfolio. UK: 8.9 per cent increase, in particular in Greater London; and Continental Europe: 4.1 per cent increase, in particular in Germany.

 

Where a completed property has been sold into SELP, the 50 per cent share owned throughout the period is included in the like-for-like calculation or development lettings where applicable, with the balance shown in properties sold.

 

Income from joint ventures

 

Joint venture fee income increased by GBP45 million to GBP57 million in H1 2022. This increase is primarily due to the recognition of a performance fee of GBP42 million in respect of the SELP joint venture (as detailed further in Note 6 of the condensed financial information).

 

SEGRO's share of joint ventures' Adjusted profit after tax decreased by GBP16 million from GBP32 million in H1 2021 to GBP16 million in H1 2022. This includes a performance fee expense (at share) of GBP21 million and an associated tax credit of GBP2 million. Excluding performance fee expense, the Adjusted joint venture profit after tax increased by GBP3 million compared to H1 2021 primarily as a result of growth in net rental income in the SELP joint venture.

 

Administrative and operating costs

 

The Total Cost Ratio ('TCR') for H1 2022 increased slightly to 20.5 per cent from 19.8 per cent in H1 2021. Excluding the impact of share-based payments, the cost of which are directly linked to the relative total return of the property portfolio, the Cost Ratio rose to 18.7 per cent in H1 2022 from 17.4 per cent in H1 2021. The calculations are set out in Table 9 of the Supplementary Notes to the condensed financial information.

 

The increase in the ratio has been primarily caused by the total costs increasing by GBP11 million to GBP60 million in H1 2022. Administration expenses have increased by GBP4 million, as a result of increased staff costs following headcount increases. Property operating expenses in the wholly-owned portfolio have increased in the period from GBP28 million in H1 2021 to GBP36 million in H1 2022, as the portfolio has grown in size.

 

Net finance costs

 

Net finance costs have increased by GBP12 million during the period from GBP20 million in H1 2021 to GBP32 million in H1 2022. The increased costs reflect the higher gross debt position in H1 2022 compared to H1 2021 as well as the finance costs from the new loan facilities entered into at the end of H2 2021 and during the first half of 2022 (as discussed further in the Financial Position and Funding section below).

 

Taxation

 

The tax charge on Adjusted profit of GBP12 million (H1 2021: GBP3 million) reflects an effective tax rate of 5.6 per cent (H1 2021: 1.8 per cent). The increase of GBP9 million from H1 2021 is primarily due to the tax charge on the performance fee recognised from SELP in the period as discussed above.

 

The Group's tax rate reflects the fact that over three-quarters of its assets are located in the UK and France and qualify for REIT and SIIC status respectively in those countries. This status means that income from rental profits and gains on disposals of assets in the UK and France are exempt from corporation tax, provided SEGRO meets a number of conditions including, but not limited to, distributing 90 per cent of UK taxable profits.

 

Adjusted earnings per share

 

Adjusted earnings per share were 16.9 pence (H1 2021: 13.8 pence) reflecting the GBP39 million increase in Adjusted profit after tax.

 

Excluding the impact of the performance fee recognised in the period (net GBP21 million discussed above) and the associated tax (being a tax charge of GBP7 million in the wholly owned less a tax credit, at share in the SELP joint venture of GBP2 million), the Adjusted profit after tax would be GBP16 million lower and Adjusted earnings per share would be 15.6 pence, a 13 per cent increase compared to H1 2021.

 

IFRS PROFIT

 

IFRS profit before tax has decreased by GBP38 million from GBP1,413 million in H1 2021 to GBP1,375 million in H1 2022 as a result of the movements described below, primarily due to an increase in net finance costs.

 

IFRS profit after tax has increased by GBP13 million to GBP1,334 million in H1 2022. This equated to post-tax IFRS earnings per share of 110.7 pence compared with 110.3 pence for H1 2021.

 

The increase in IFRS profit after tax is driven primarily by an increase in unrealised and realised gains on our property portfolio of GBP51 million, a reduction in tax charge in respect of adjustments of GBP60 million and an increase in Adjusted profit after tax of GBP39 million (as discussed above), partially offset by a net fair value loss on interest rate swaps and other derivatives, which were GBP94 million higher in H1 2022.

 

A reconciliation between Adjusted profit before tax and IFRS profit before tax is provided in Note 2 to the condensed financial information.

 

Realised and unrealised gains on wholly owned investment and trading properties of GBP1,174 million in H1 2022 (H1 2021: GBP1,123 million) have been recognised in the income statement, mainly comprising an unrealised valuation surplus on investment properties of GBP1,164 million (H1 2021: GBP1,118 million).

 

SEGRO's share of realised and unrealised gains on properties held in joint ventures was GBP172 million (H1 2021: GBP217 million) primarily arising on revaluation gains in the SELP joint venture.

 

IFRS earnings were impacted by a net fair value loss on interest rate swaps and other derivatives of GBP150 million (H1 2021: loss of GBP56 million) primarily as a result of adverse movements on interest rate expectations.

 

The tax charge in respect of adjustments decreased by GBP60 million in H1 2022 to GBP29 million (H1 2021: GBP89 million), with a lower tax charge arising from property valuation movements in the Continental Europe portfolio and the SIIC entry tax charge incurred in H1 2021 of GBP39 million.

 

BALANCE SHEET

 

Adjusted net asset value

 
                                       GBPm    Shares million  Pence per share 
Adjusted net assets attributable to 
 ordinary shareholders at 31 December 
 2021                                  13,704  1,205.5         1,137 
Realised and unrealised property gain 
 (including joint ventures)            1,346   --              111 
Adjusted profit after tax              204     --              17 
Dividend net of scrip shares issued 
 (2021 final)                          (126)   5.8             (17) 
Other including exchange rate 
 movement (net of hedging)             11      0.8             1 
Adjusted net assets attributable to 
 ordinary shareholders at 30 June 
 2022                                  15,139  1,212.1         1,249 
 

At 30 June 2022, IFRS net assets attributable to ordinary shareholders (on a diluted basis) were GBP14,695 million (31 December 2021: GBP13,436 million), equating to 1,212 pence per share (31 December 2021: 1,115 pence).

 

Adjusted net asset value per share at 30 June 2022 was 1,249 pence measured on a diluted basis (31 December 2021: 1,137 pence), an increase of 10 per cent in the period. The table above highlights the principal factors behind the increase.

 

A reconciliation between IFRS and Adjusted net assets is available in Note 11 to the condensed financial information.

 

CASH FLOW AND NET DEBT RECONCILIATION

 

Cash flow from operations for the period was GBP218 million, an increase of GBP50 million from H1 2021 (GBP168 million), primarily due to increased rental income received during the period.

 

The largest cash outflow in the period relates to acquisitions and developments of investment properties at GBP658 million, which primarily reflects the Group's investment activity during the period and ongoing development activity (see Chief Executive's Review for more details). Cash flows from investment property sales are GBP223 million (which includes GBP172 million from properties sold to the SELP joint venture), giving a net outflow of GBP435 million from property investment activity. In addition, investment outflows of GBP31 million to joint ventures was made primarily to fund the SELP investing activity.

 

Other significant financing cash flows include dividends paid of GBP100 million (H1 2021: GBP90 million) reflecting the increased dividend per share and level of scrip dividend take-up and an inflow of GBP15 million from the derivatives which are used to manage the Group's exposure to foreign exchange during the period.

 

As a result of these factors there was a net funds outflow of GBP385 million during the period compared to an outflow of GBP8 million in H1 2021.

 

Cash flow and net debt reconciliation

 
                           Six months to 30 June     Six months to 30 June 
                           2022 GBPm                 2021 GBPm 
Opening net debt           (3,361)                   (2,325) 
 
Cash flow from operations  218                       168 
Finance costs (net)        (47)                      (25) 
Dividends received         5                         4 
Tax paid                   (13)                      (2) 
Free cash flow             163                       145 
Dividends paid             (100)                     (90) 
Acquisitions and 
 development of 
 investment properties     (658)                     (371) 
Investment property sales  223                       350 
Acquisitions of other 
 interests in property 
 and other investments     (6)                       (3) 
Purchase of 
 non-controlling 
 interest                  --                        (12) 
Net settlement of foreign 
 exchange derivatives      15                        34 
Net investment in joint 
 ventures                  (31)                      (56) 
Other items                9                         (5) 
Net funds flow             (385)                     (8) 
Non-cash movements         (4)                       (1) 
Exchange rate movements    (82)                      59 
Closing net debt           (3,832)                   (2,275) 
 

Capital expenditure

 

The table below sets out analysis of the capital expenditure on property assets during the period on a basis consistent with the EPRA Best Practices Recommendations. This includes acquisition and development spend, on an accruals basis, in respect of the Group's wholly--owned investment and trading property portfolios, as well as the equivalent amounts for joint ventures at share.

 

Total spend for the period was GBP771 million, an increase of GBP281 million compared to H1 2021. This is primarily driven by an increased volume of acquisitions, with significant acquisitions in the Greater London business unit during the current period. Development capital expenditure for the period was GBP364 million, in line with the level of expenditure in H1 2021, with particular spend on our schemes in Italy and the UK National Logistics business unit.

 

Spend on existing completed properties totalled GBP21 million (H1 2021: GBP21 million), over half of which was for value-enhancing major refurbishment and fit-out costs prior to re-letting.

 

EPRA capital expenditure analysis

 
                  Six months to                     Six months to 
                   30 June 2022                      30 June 2021 
                                Joint               Wholly   Joint 
                  Wholly owned   ventures   Total    owned    ventures   Total 
                   GBPm          GBPm        GBPm    GBPm     GBPm        GBPm 
Acquisitions      328(1)        37          365(7)  90(1)    2           92(7) 
Developments(4)   330(2)        34          364     327(2)   37          364 
Completed 
 properties(5)    17(3)         4           21      16(3)    5           21 
Other(6)          16            5           21      8        5           13 
Total             691           80          771     441      49          490 
 
   1. Being GBP328 million investment property and GBPnil trading property 
      (2021: GBP90 million and GBPnil respectively) see Note 12. 
 
   2. Being GBP326 million investment property and GBP4 million trading 
      property (2021: GBP318 million and GBP9 million respectively) see Note 
      12. 
 
   3. Being GBP17 million investment property and GBPnil trading property 
      (2021: GBP16 million and GBPnil respectively) see Note 12. 
 
   4. Includes wholly owned capitalised interest of GBP6 million (2021: GBP4 
      million) as further analysed in Note 8 and share of joint venture 
      capitalised interest of GBPnil (2021: GBPnil). 
 
   5. Being GBP20 million expenditure used for enhancing existing space (2021: 
      GBP19 million) and GBP1 million used for creation of additional lettable 
      space (2021: GBP2 million). 
 
   6. Tenant incentives, letting fees and rental guarantees. 
 
   7. Excludes acquisitions of property sold from the Group's wholly owned 
      portfolio to the SELP joint venture of GBP86 million (2021: GBP117 
      million), which is effectively a net 50 per cent disposal by the Group. 
 

FINANCIAL POSITION AND FUNDING

 

Financial Key Performance Indicators

 
                      30 June 2022          30 June  30 June 
GROUP ONLY            (Proforma)(3)          2022     2021    31 December 2021 
Net borrowings 
 (GBPm)               3,832                 3,832    2,275    3,361 
Available Group cash 
 and undrawn 
 facilities (GBPm)    1,902                 1,795    983      893 
Gearing (%)           n/a                   26       21       25 
LTV ratio (%)         n/a                   22       19       22 
Weighted average 
 cost of debt(1) 
 (%)                  1.9                   1.7      1.6      1.5 
Interest cover(2) 
 (times)              n/a                   6.1      7.0      7.0 
Average duration of 
 debt (years)         9.8                   9.0      11.3     9.6 
INCLUDING JOINT 
VENTURES AT SHARE 
Net borrowings 
 (GBPm)               4,764                 4,764    3,092    4,201 
Available cash and 
 undrawn facilities 
 (GBPm)               2,091                 1,983    1,230    1,105 
LTV ratio (%)         n/a                   23       21       23 
Weighted average 
 cost of debt(1) 
 (%)                  1.8                   1.6      1.5      1.5 
Interest cover(2) 
 (times)              n/a                   6.2      6.9      6.9 
Average duration of 
 debt (years)         8.7                   8.0      9.7      8.6 
 

1. Based on gross debt, excluding commitment fees and non-cash interest.

 

2. Net rental income/adjusted net finance costs (before capitalisation).

 

3. Proforma for US Private Placement signed in early July 2022.

 

At 30 June 2022, the Group's net borrowings (including the Group's share of borrowings in joint ventures) were GBP4,764 million (31 December 2021: GBP4,201 million). When the US Private Placement ('USPP') debt arranged in early July (see below) is included, the weighted average cost of debt is 1.8 per cent with an average duration of 8.7 years. The loan to value ratio (including joint ventures at share) was 23 per cent (31 December 2021: 23 per cent) with GBP1,983 million of cash and undrawn facilities available for investment (GBP2,091 million, adjusted for the net proceeds of the USPP).

 

Gross borrowings of SEGRO Group were GBP3,923 million at 30 June 2022, all but GBP2 million of which were unsecured, and cash and cash equivalent balances were GBP91 million. SEGRO's share of gross borrowings in its joint ventures was GBP987 million (all of which were advanced on a non-recourse basis to SEGRO) and cash and cash equivalent balances of GBP55 million.

 

Cash and cash equivalent balances, together with the Group's interest rate and foreign exchange derivative portfolio, are spread amongst a strong group of banks, all of which have a credit rating of A- or better.

 

In March, SEGRO established a European Medium-Term Note (EMTN) programme. Upon creation, SEGRO issued EUR650 million of four year and EUR500 million of eight year unsecured green bonds. The annual coupons were 1.25 per cent and 1.875 per cent respectively.

 

Also in March, SEGRO entered into an additional EUR1 billion multicurrency term loan facility maturing in March 2024. This facility was undrawn at 30 June 2022.

 

In May, SEGRO extended the maturity of its EUR1.2 billion of revolving credit facilities for a further year to 2027. SELP also extended maturity of its EUR500 million revolving credit facility for a further year to 2026 and has since entered into a new additional EUR100 million bilateral revolving credit facility on the same terms as the existing facility.

 

In June, SEGRO arranged a US private placement of EUR225 million unsecured notes to be drawn down in September 2022. The issue consisted of EUR50 million of fifteen year notes carrying a fixed coupon of 3.87 per cent and EUR175 million of twenty year notes carrying a fixed coupon of 4.14 per cent. The net proceeds will be used for general corporate purposes and the Notes will rank pari passu with SEGRO's existing unsecured bank, bond and US Private Placement debt.

 

MONITORING AND MITIGATING FINANCIAL RISK

 

The Group monitors a number of financial metrics to assess the level of financial risk being taken and to mitigate that risk.

 

Treasury policies and governance

 

The Group Treasury function operates within a formal policy covering all aspects of treasury activity, including funding, counterparty exposure and management of interest rate, currency and liquidity risks. Group Treasury reports on compliance with these policies on a quarterly basis and policies are reviewed regularly by the Board.

 

Gearing and financial covenants

 

The key leverage metric for SEGRO is its loan to value ratio (LTV), which incorporates assets and net debt on SEGRO's balance sheet and SEGRO's share of assets and net debt on the balance sheets of its joint ventures. The LTV at 30 June 2022 on this 'look-through' basis remained at 23 per cent (31 December 2021: 23 per cent).

 

Our borrowings contain gearing covenants based on Group net debt and net asset value, excluding debt in joint ventures. The gearing ratio of the Group at 30 June 2022, as defined within the principal debt funding arrangements of the Group, was 26 per cent (31 December 2021: 25 per cent). This is significantly lower than the Group's tightest financial gearing covenant within these debt facilities of 160 per cent. Property valuations would need to fall by around 62 per cent from their 30 June 2022 levels to reach the gearing covenant threshold of 160 per cent.

 

The Group's other key financial covenant within its principal debt funding arrangements is interest cover, requiring that net interest before capitalisation be covered at least 1.25 times by net property rental income. At 30 June 2022, the Group comfortably met this ratio at 6.1 times. On a look-through basis, including joint ventures, this ratio was 6.2 times.

 

We mitigate the risk of over-gearing the Company and breaching debt covenants by carefully monitoring the impact of investment decisions on our LTV and by stress-testing our balance sheet to potential changes in property values. We also expect to continue to recycle assets which would also provide funding for future investment.

 

Our intention for the foreseeable future is to maintain our LTV at around 30 per cent. This provides the flexibility to take advantage of investment opportunities arising and ensures significant headroom compared to our tightest gearing covenants should property values decline.

 

The Group's debt has a range of maturities. The nearest of which are SEGRO's syndicated term loan facilities that mature in December 2023 (this facility was fully repaid and cancelled in July 2022) and March 2024. There are no significant Group bond maturities until 2026. This long average debt maturity translates into a favourable, well spread debt funding maturity profile which reduces future refinancing risk.

 

Interest rate risk

 

The Group's interest rate risk policy is designed to ensure that we limit our exposure to volatility in interest rates. The policy states that between 50 and 100 per cent of net borrowings (including the Group's share of borrowings in joint ventures) should be at fixed or capped rates, including the impact of derivative financial instruments.

 

As at 30 June 2022, including the impact of derivative instruments, 90 per cent (31 December 2021: 65 per cent) of the net borrowings of the Group (including the Group's share of borrowings within joint ventures) were at fixed or capped rates; this increases to 94 per cent when including the impact of the USPP debt arranged in July. The fixed-only level of debt is 74 per cent at 30 June 2022 (31 December 2021: 46 per cent).

 

As a result of the fixed rate cover in place, if short term interest rates had been 1 per cent higher throughout the six month period to 30 June 2022, the adjusted net finance cost of the Group would have increased by approximately GBP8 million representing around 4 per cent of Adjusted profit after tax.

 

The Group elects not to hedge account its interest rate derivatives portfolio. Therefore, movements in derivative fair values are taken to the income statement but, in accordance with EPRA Best Practices Recommendations Guidelines, these gains and losses are excluded from Adjusted profit after tax.

 

Foreign currency translation risk

 

The Group has negligible transactional foreign currency exposure but does have a potentially significant currency translation exposure arising on the conversion of its substantial foreign currency denominated assets (mainly euro) and euro denominated earnings into sterling in the Group consolidated accounts.

 

The Group seeks to limit its exposure to volatility in foreign exchange rates by hedging at a level between the year-end Group LTV percentage and 100 per cent of its foreign currency gross assets through either borrowings or derivative instruments. At 30 June 2022, the Group had gross foreign currency assets which were 69 per cent hedged by gross foreign currency denominated liabilities (including the impact of derivative financial instruments).

 

The exchange rate used to translate euro denominated assets and liabilities as at 30 June 2022 into sterling within the balance sheet of the Group was EUR1.16:GBP1 (31 December 2021: EUR1.19:GBP1). Including the impact of forward foreign exchange and currency swap contracts used to hedge foreign currency denominated net assets, if the value of the other currencies in which the Group operates at 30 June 2022 weakened by 10 per cent against sterling (EUR1.28, in the case of euros), net assets would have decreased by approximately GBP180 million and there would have been a reduction in gearing of approximately 1.6 per cent and in the LTV of approximately 1.3 per cent.

 

The average exchange rate used to translate euro denominated earnings generated during the six months ending 30 June 2022 into sterling within the consolidated income statement of the Group was EUR1.19:GBP1 (H1 2021: EUR1.15:GBP1).

 

Based on the hedging position at 30 June 2022, and assuming that this position had applied throughout the six month period, if the euro had been 10 per cent weaker than the average exchange rate (EUR1.31:GBP1), Adjusted profit after tax for the six month period would have been approximately GBP7 million (3.6 per cent) lower than reported. If it had been 10 per cent stronger, adjusted profit after tax for the period would have been approximately GBP10 million (4.9 per cent) higher than reported.

 

GOING CONCERN

 

As noted in the Financial Position and Funding section above, the Group has significant available liquidity to meet its capital commitments, a long-dated debt maturity profile and substantial headroom against financial covenants.

 

In 2022 the Group has extended the term of its EUR1.2 billion of bank facilities to 2027 and secured a further EUR1.0 billion two year bank facility to finance acquisitions.

   -- The Group executed its second Eurobond issue, raising EUR1.15 billion 
      with a six times oversubscription rate. 
 
   -- The Group arranged EUR225 million of funding from existing US Private 
      Placement investors. 
 
   -- Cash and available facilities at 30 June 2022 were GBP1.8 billion. 
 
   -- The Group continuously monitors its liquidity position compared to 
      committed and expected capital and operating expenses on a rolling 
      forward 18 month basis. The quantum of committed capital expenditure at 
      any point in time is typically low due to the short timeframe to 
      construct warehouse buildings. 
 
   -- The Group also regularly stress-tests its financial covenants. As noted 
      above, at 30 June 2022, property values would need to fall by around 62 
      per cent before breaching the gearing covenant. In terms of interest 
      cover, net rental income would need to fall by 79 per cent before 
      breaching the interest cover covenant. Both would be significantly in 
      excess of the Group's experience during the financial crisis. 
 

Having made enquiries and having considered the principal risks facing the Group, including liquidity and solvency risks, and material uncertainties, the Directors have a reasonable expectation that the Group have adequate resources to continue in operational existence for the foreseeable future (a period of at least 12 months from the date of approval of the financial statements). Accordingly, they continue to adopt the going concern basis in preparing these financial statements.

 

STATEMENT OF PRINCIPAL RISKS

 

OUR DYNAMIC APPROACH TO RISK MANAGEMENT IS INTEGRAL TO OUR BUSINESS AND ENABLES US TO BE RESPONSIVE TO CHALLENGES AS THEY ARISE.

 

The Group's risk appetite, its integrated approach to managing risk, and the governance arrangements in place are described in the Principal Risks section of the 2021 Annual Report on pages 76 to 83.

 

Current risk focus

 

At the current time, we are observing heightened macroeconomic risks and capital markets volatility which creates uncertainty that influences our entire risk landscape including our markets, the valuation of our assets and our operations. The supply chain issues affecting both materials and labour, which were initially caused by Covid-19 restrictions, have been exacerbated by the conflict in Ukraine and have also contributed to sharply higher energy prices as well as concerns over access to energy supply in the coming months, particularly in Continental Europe. Despite this, occupier demand continues to be strong in line with the long-term structural tailwinds we have identified elsewhere in this report, and this has led to strong rental growth in the period which helps to offset the detrimental impact of inflation on income.

 

The Group's Board and key committees have overseen the Group's response to the impact of these influences and their wider economic implications throughout the period. Consequentially they have taken actions to mitigate its impacts including on our operations, the wellbeing of our employees, compliance with relevant sanctions and to review our investment plans accordingly. We continue to strengthen our balance sheet in order to assist us in negotiating future volatility.

 

We have reviewed and updated the Group's risk register during the period, in particular in light of events during the period as detailed above which has impacted risks already on the risk register, as detailed further in our Principal Risks section below. No new risks have been identified in this period.

 

Looking forward, it is clear there is still much uncertainty around the future trajectory of the economy. Accordingly, we remain vigilant to the rapidly changing environment and possible prolonged impact of economic uncertainty in the locations in which we operate.

 

Emerging risks

 

We continue to identify and monitor emerging risks through our risk processes. Emerging risks are those which may be evolving rapidly and whose impact or probability may not yet be fully understood and whose mitigations are consequently evolving. This process is supplemented by formal horizon scans with the Executive Committee. For example, the long-term impact of climate change on our business continues to be a major focus.

 

Risks Appetite

 

Our risk appetite depends on the nature of the risk and falls into three broad categories:

   -- Property risk - we recognise that, in seeking outperformance from our 
      portfolio, the Group must accept a balanced level of property risk -- 
      with diversity in geographic locations and asset types and an appropriate 
      mixture of stabilised income producing and opportunity assets -- in order 
      to enhance opportunities for superior returns. This is balanced against 
      the backdrop of the macroeconomic climate and its impact on the property 
      cycle. 
 
   -- Financial risk - we maintain a low to moderate appetite for financial 
      risk in general, with a very low appetite for risks to solvency and 
      gearing covenant breaches. 
 
   -- Corporate risk - we have a very low appetite for risks to our good 
      reputation with our customers and wider stakeholders including investors, 
      regulators, employees, business partners, suppliers, lenders and by the 
      communities in which we operate. 
 

Principal Risks

 

A summary of the Group's principal risks including an update for changes during the period and expected impacts during the second half of 2022, is provided below. The principal risks remain the same as reported in the Annual Report for 2021 apart from the Political and Regulatory risk which is now called Legal, Political and Regulatory to better reflect the scope of the risk. The impact and probability of each risk have not changed significantly since they were reported in the 2021 Annual Report and the residual risk for each remains within appetite.

   -- Macroeconomic Impact on Market Cycle. The property market is cyclical and 
      there is a continuous risk that the Group could either misinterpret the 
      market or fail to react appropriately to changing market and wider 
      geopolitical conditions, which could result in capital being invested or 
      disposals taking place at the wrong price or time in the cycle. 
 

Update: The market continues to exhibit increased volatility and less predictability in light of heightened macroeconomic uncertainty exacerbated by the Ukraine conflict and wider cost inflation pressures. In response we have increased the regularity of our economic outlook assessments and reassessed their consequences on our portfolio strategy (discussed below). We are prepared for the higher inflation rates and interest rates which could persist across Europe for some time.

   -- Portfolio Strategy and Execution. The Group's Total Property and/or 
      Shareholder Returns could underperform in absolute or relative terms as a 
      result of an inappropriate portfolio strategy. 
 

Update: The Group's approach to portfolio management and capital allocation remains disciplined and responsive to opportunities that arise, as detailed further in the Investment and Development sections above, although the attractiveness of the industrial property asset class has led to increased market competition. Our portfolio has been positioned to be resilient at all stages in the cycle. Our investment criteria have also been reassessed to reflect the impacts of the macroeconomic uncertainty discussed above. These factors have increased the scrutiny around our capital allocation and investment decisions.

   -- Major Event / Business Disruption. Unexpected global, regional or 
      national events result in severe adverse disruption to SEGRO, such as 
      sustained asset value or revenue impairment, solvency or covenant stress, 
      liquidity or business continuity challenges. A global event or business 
      disruption may include but is not limited to a global financial crisis, 
      health pandemic, civil unrest, act of terrorism, cyber-attack or other IT 
      disruption. Events may be singular or cumulative, and lead to 
      acute/systemic issues in the business and/or operating environment. 
 

Update: Whilst the direct impacts of the pandemic have largely abated, the heightened global macroeconomic volatility including high inflation, exacerbated by conflict in Ukraine, is expected to continue to cause increased uncertainty to the Group's operations and stakeholders. The Group maintains a robust financing and portfolio strategy in order to be well positioned and flexible in response to major events/business disruption. The Board and other committees remain vigilant and responsive in managing the mitigation of risks as they evolve.

   -- Health & Safety. Health and safety management processes could fail, 
      leading to a loss of life, litigation, fines and serious reputational 
      damage to the Group. 
 

Update: The health and safety of the workforce remains a key priority in locations we operate in, including when working away from the office. We continue to closely monitor our development sites with in-person inspections in order to ensure a safe and compliant working environment. This risk is expected to remain a key focus going forward.

   -- Environmental Sustainability and Climate Change. Failure to anticipate 
      and respond to the impact of both physical and transitional risks from 
      climate change on the sustainability of our environment is both a 
      principal and emerging risk. Laws, regulations, policies, taxation, 
      obligations, customer preferences and social attitudes relating to 
      climate change continue to evolve. Non-compliance with laws and 
      regulations, reporting requirements, increased costs of tax and energy 
      could cause loss of value to the Group. Not keeping pace with social 
      attitudes and customer behaviours and preferences could additionally 
      cause reputational damage and reduce the attractiveness and value of our 
      assets. A lack of strong environmental credentials may reduce access to 
      capital or increase cost as these are increasingly important criteria to 
      investors and lenders. 
 

Update: Our 'Responsible SEGRO' framework continues to prioritise our commitment to net-zero carbon by 2030 underpinned by our Mandatory Sustainability policy with minimum Science-Based Targets for reducing Scope 1, 2 and 3 emissions. This is detailed further in the Asset Management and Development Updates above. The Responsible SEGRO Steering Group monitors progress against this framework. This risk is expected to continue to have increased prominence going forward.

   -- Development Plan Execution. The Group could suffer significant financial 
      losses from its extensive current programme and future pipeline of 
      developments. 
 

Update: During the period pressures in the construction supply chain for certain materials and labour are continuing and we continue to work proactively alongside our contractors to mitigate any undue delay and cost increases as far as is possible. More generally, market competition has reduced the availability of suitably priced land at attractive prices. As detailed in the Portfolio Strategy and Execution risk above, we have reassessed our investment criteria in response to such pressures. Going forward such pressures are likely to continue in a similar way as we balance the needs of our contractors and customers.

   -- Financing Strategy. The Group could suffer an acute liquidity or solvency 
      crisis, financial loss or financial distress as a result of a failure in 
      the design or execution of its financing strategy. 
 

Update: The Group has demonstrated strong access to financial markets as seen by our funding activity (as detailed in the Financial Position and Funding section above), despite the uncertain economic backdrop and volatile capital markets. The Group (including its largest joint venture SELP) now has a meaningful presence in the Euro bond market as well as in the Sterling bond and US Private Placement markets leaving us well positioned financially to fund activity in the remainder of the year and beyond. The Group continues to use fixed rate debt and relevant derivatives to mitigate against the risk of interest rates increasing both now and going forward.

   -- Legal, Political and Regulatory. The Group could fail to anticipate 
      significant political, legal, tax or regulatory changes, leading to a 
      significant unexpected financial or reputational impact. 
 

Update: The legal and regulatory environment remains dynamic. In response to the conflict in Ukraine, a series of new sanctions were introduced, including by the UK, EU and US. An internal working group was created which met regularly to monitor both the impact of the crisis on the Group and its employees, as well as to ensure that the business continues to comply with relevant sanctions laws. The working group regularly took advice from its external lawyers on these topics.

 

In addition, we continue to monitor the divergence of UK and EU laws, including in respect of sanctions and potential privacy laws. We remain vigilant for other future changes in the legal, regulatory and political environment.

   -- Operational Delivery & Compliance. The Group's ability to protect its 
      reputation, revenues and shareholder value could be damaged by 
      operational failures such as: failing to attract, retain and motivate key 
      employees; major customer default; supply chain failure or the structural 
      failure of one of our assets. Compliance failures, such as breaches of 
      joint venture shareholders' agreements, loan agreements or tax 
      legislation could also damage reputation, revenue and shareholder value. 
 

Update: Following the normalisation of working practices, the Group has returned to its agile working approach to promote our strong, positive corporate culture, ensuring our employees continue to be motivated and challenged. We continue to ensure the resilience and security of our technology. During the period we continue to have enhanced engagement with our customers in light of the volatile economic conditions.

 

RESPONSIBILITY STATEMENT

 

We confirm that to the best of our knowledge:

 

(a) the interim condensed set of financial statements has been prepared in accordance with IAS 34 'Interim Financial Reporting' as adopted by the United Kingdom and European Union;

 

(b) the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

 

(c) the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein).

 

By order of the Board,

David Sleath

 

Chief Executive

Soumen Das

 

Chief Financial Officer

 

INDEPENT REVIEW REPORT TO SEGRO PLC

 

REPORT ON THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

 

Our conclusion

 

We have reviewed SEGRO plc's condensed consolidated interim financial statements (the "interim financial statements") in the half-yearly report of SEGRO plc for the 6 month period ended 30 June 2022 (the "period").

 

Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and International Accounting Standard 34, 'Interim Financial Reporting' as adopted by the European Union and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

 

The interim financial statements comprise:

   -- the Condensed Group Balance Sheet as at 30 June 2022; 
 
   -- the Condensed Group Income Statement and Condensed Group Statement of 
      Comprehensive Income for the period then ended; 
 
   -- the Condensed Group Cash Flow Statement for the period then ended; 
 
   -- the Condensed Group Statement of Changes in Equity for the period then 
      ended; and 
 
   -- the explanatory notes to the interim financial statements. 
 

The interim financial statements included in the half-yearly report of SEGRO plc have been prepared in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and International Accounting Standard 34, 'Interim Financial Reporting' as adopted by the European Union and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

 

Basis for conclusion

 

We conducted our review in accordance with International Standard on Review Engagements (UK) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Financial Reporting Council for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.

 

A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

We have read the other information contained in the half-yearly report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.

 

Conclusions relating to going concern

 

Based on our review procedures, which are less extensive than those performed in an audit as described in the Basis for conclusion section of this report, nothing has come to our attention to suggest that the directors have inappropriately adopted the going concern basis of accounting or that the directors have identified material uncertainties relating to going concern that are not appropriately disclosed. This conclusion is based on the review procedures performed in accordance with this ISRE. However, future events or conditions may cause the group to cease to continue as a going concern.

 

Responsibilities for the interim financial statements and the review

 

Our responsibilities and those of the directors

 

The half-yearly report, including the interim financial statements, is the responsibility of, and has been approved by the directors. The directors are responsible for preparing the half-yearly report in accordance with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority. In preparing the half-yearly report, including the interim financial statements, the directors are responsible for assessing the group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or to cease operations, or have no realistic alternative but to do so.

 

Our responsibility is to express a conclusion on the interim financial statements in the half-yearly report based on our review. Our conclusion, including our Conclusions relating to going concern, is based on procedures that are less extensive than audit procedures, as described in the Basis for conclusion paragraph of this report. This report, including the conclusion, has been prepared for and only for the company for the purpose of complying with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

PricewaterhouseCoopers LLP

Chartered Accountants

London

 

27 July 2022

 

CONDENSED GROUP INCOME STATEMENT

 

For the six months ended 30 June 2022

 
                                    Half year to  Half year to   Year to 
                                     30 June       30 June        31 December 
                                     2022          2021           2021 
                                     (unaudited)   (unaudited)    (audited) 
                             Notes   GBPm          GBPm           GBPm 
Revenue                      4      330           246            546 
Costs                        5      (65)          (62)           (140) 
                                    265           184            406 
Administration expenses             (31)          (27)           (59) 
Share of profit from joint 
 ventures after tax          6      151           210            461 
Realised and unrealised 
 property gain               7      1,172         1,122          3,669 
Operating profit                    1,557         1,489          4,477 
Finance income               8      36            23             35 
Finance costs                8      (218)         (99)           (157) 
Profit before tax                   1,375         1,413          4,355 
Tax                          9      (41)          (92)           (288) 
Profit after tax                    1,334         1,321          4,067 
Attributable to equity 
 shareholders                       1,333         1,317          4,060 
Attributable to 
 non-controlling interests          1             4              7 
 
Earnings per share (pence) 
Basic                        11     110.7         110.3          339.0 
Diluted                      11     110.4         110.0          338.1 
 

CONDENSED GROUP STATEMENT OF COMPREHENSIVE INCOME

 

For the six months ended 30 June 2022

 
                                  Half year to  Half year to   Year to 
                                   30 June       30 June        31 December 
                                   2022          2021           2021 
                                   (unaudited)   (unaudited)    (audited) 
                                   GBPm          GBPm           GBPm 
Profit for the period             1,334         1,321          4,067 
Items that may be reclassified 
subsequently to profit or loss 
Foreign exchange movement 
 arising on translation of 
 international operations         100           (124)          (184) 
Fair value movements on 
 derivatives and borrowings in 
 effective hedge relationships    (49)          48             74 
                                  51            (76)           (110) 
Tax on components of other 
comprehensive income              --            --             -- 
Other comprehensive 
 income/(loss)                    51            (76)           (110) 
Total comprehensive income for 
 the period                       1,385         1,245          3,957 
Attributable to -- equity 
 shareholders                     1,385         1,241          3,949 
-- non-controlling interests      --            4              8 
 

CONDENSED GROUP BALANCE SHEET

 

As at 30 June 2022

 
                                       30 June       30 June       31 December 
                                        2022          2021          2021 
                                        (unaudited)   (unaudited)   (audited) 
                                Notes   GBPm          GBPm          GBPm 
Assets 
Non-current assets 
Intangible assets                      9             8             9 
Investment properties           12     17,209        11,850        15,492 
Other interests in property            28            16            24 
Property, plant and equipment          23            23            22 
Investments in joint ventures   6      2,022         1,620         1,795 
Other investments                      8             4             5 
Other receivables                      38            36            35 
Derivative financial 
 instruments                           47            58            50 
                                       19,384        13,615        17,432 
 
Current assets 
Trading properties              12     57            47            45 
Trade and other receivables            297           175           247 
Derivative financial 
 instruments                           --            4             14 
Cash and cash equivalents       13     91            78            45 
                                       445           304           351 
 
Total assets                           19,829        13,919        17,783 
 
Liabilities 
Non-current liabilities 
Borrowings                      13     3,923         2,352         3,406 
Deferred tax liabilities        9      296           112           274 
Trade and other payables               77            107           75 
Derivative financial 
 instruments                           192           41            56 
Tax liabilities                        19            --            19 
                                       4,507         2,612         3,830 
Current liabilities 
Trade and other payables               552           460           463 
Borrowings                      13     --            1             -- 
Derivative financial 
 instruments                           3             1             -- 
Tax liabilities                        72            62            54 
                                       627           524           517 
 
Total liabilities                      5,134         3,136         4,347 
 
Net assets                             14,695        10,783        13,436 
 
Equity 
Share capital                          121           120           120 
Share premium                          3,447         3,343         3,371 
Capital redemption reserve             114           114           114 
Own shares held                        (3)           (1)           (1) 
Other reserves                         191           170           140 
Retained earnings                      10,825        7,037         9,692 
Total shareholders' equity             14,695        10,783        13,436 
Non-controlling interests              --            --            -- 
Total equity                           14,695        10,783        13,436 
Net assets per ordinary share 
(pence) 
Basic                           11     1,216         899           1,118 
Diluted                         11     1,212         897           1,115 
 

CONDENSED GROUP STATEMENT OF CHANGES IN EQUITY

 

For the six months ended 30 June 2022

 
                   Attributable to owners of the parent 
                                                          Other reserves 
                                                                       Translation,                      Total equity 
                   Ordinary           Capital     Own     Share-based  hedging and                       attributable 
                   share     Share    redemption  shares  payment      other         Merger    Retained  to owners of  Non-controlling  Total 
                   capital   premium  reserve     held    reserve      reserve       reserve   earnings  the parent    interest(1)      equity 
(unaudited)        GBPm      GBPm     GBPm        GBPm    GBPm         GBPm          GBPm      GBPm      GBPm          GBPm             GBPm 
Balance at 1 
 January 2022      120       3,371    114         (1)     20           (49)          169       9,692     13,436        --               13,436 
Profit for the 
 period            --        --       --          --      --           --            --        1,333     1,333         1                1,334 
Other 
 comprehensive 
 income/(expense)  --        --       --          --      --           52            --        --        52            (1)              51 
Total 
 comprehensive 
 income for the 
 period            --        --       --          --      --           52            --        1,333     1,385         --               1,385 
Transactions with 
owners of the 
Company 
Issues of shares   --        --       --          --      --           --            --        --        --            --               -- 
Own shares 
 acquired          --        --       --          (5)     --           --            --        --        (5)           --               (5) 
Equity-settled 
 share-based 
 payment 
 transactions      --        --       --          3       (1)          --            --        3         5             --               5 
Dividends          1         76       --          --      --           --            --        (203)     (126)         --               (126) 
Movement in 
non-controlling 
interest(1)        --        --       --          --      --           --            --        --        --            --               -- 
Total 
 transactions 
 with owners of 
 the Company       1         76       --          (2)     (1)          --            --        (200)     (126)         --               (126) 
Balance at 30 
 June 2022         121       3,447    114         (3)     19           3             169       10,825    14,695        --               14,695 
 
 
   1. Non-controlling interests relate to Vailog Sàrl. 
 

For the six months ended 30 June 2021

 
                   Attributable to owners of the parent 
                                                          Other reserves 
                                                                       Translation,                      Total equity 
                   Ordinary           Capital     Own     Share-based  hedging and                       attributable 
                   share     Share    redemption  shares  payment      other         Merger    Retained  to owners of  Non-controlling  Total 
                   capital   premium  reserve     held    reserve      reserve       reserve   earnings  the parent    interest(1)      equity 
(unaudited)        GBPm      GBPm     GBPm        GBPm    GBPm         GBPm          GBPm      GBPm      GBPm          GBPm             GBPm 
Balance at 1 
 January 2021      119       3,277    114         (1)     22           62            169       5,897     9,659         12               9,671 
Profit for the 
 period            --        --       --          --      --           --            --        1,317     1,317         4                1,321 
Other 
 comprehensive 
 expense           --        --       --          --      --           (76)          --        --        (76)          --               (76) 
Total 
 comprehensive 
 (expense)/income 
 for the period    --        --       --          --      --           (76)          --        1,317     1,241         4                1,245 
Transactions with 
owners of the 
Company 
Issues of shares   --        1        --          --      --           --            --        --        1             --               1 
Own shares 
 acquired          --        --       --          (3)     --           --            --        --        (3)           --               (3) 
Equity-settled 
 share-based 
 payment 
 transactions      --        --       --          3       (7)          --            --        5         1             --               1 
Dividends          1         65       --          --      --           --            --        (181)     (115)         --               (115) 
Movement in 
 non-controlling 
 interest(1)       --        --       --          --      --           --            --        (1)       (1)           (16)             (17) 
Total 
 transactions 
 with owners of 
 the Company       1         66       --          --      (7)          --            --        (177)     (117)         (16)             (133) 
Balance at 30 
 June 2021         120       3,343    114         (1)     15           (14)          169       7,037     10,783        --               10,783 
 
   1. Non-controlling interests relate to Vailog Sàrl and Sofibus 
      Patrimoine SA. During the period the remaining share capital of Sofibus 
      Patrimoine SA was acquired and is a 100 per cent subsidiary of the Group 
      at 30 June 2021. 
 

For the year ended 31 December 2021

 
                   Attributable to owners of the parent 
                                                          Other reserves 
                                                                       Translation,                      Total equity 
                   Ordinary           Capital     Own     Share-based  hedging and                       attributable 
                   share     Share    redemption  shares  payment      other         Merger    Retained  to owners of  Non-controlling  Total 
                   capital   premium  reserve     held    reserve      reserve       reserve   earnings  the parent    interest(1)      equity 
(audited)          GBPm      GBPm     GBPm        GBPm    GBPm         GBPm          GBPm      GBPm      GBPm          GBPm             GBPm 
Balance at 1 
 January 2021      119       3,277    114         (1)     22           62            169       5,897     9,659         12               9,671 
Profit for the 
 year              --        --       --          --      --           --            --        4,060     4,060         7                4,067 
Other 
 comprehensive 
 (expense)/income  --        --       --          --      --           (111)         --        --        (111)         1                (110) 
Total 
 comprehensive 
 (expense)/income 
 for the year      --        --       --          --      --           (111)         --        4,060     3,949         8                3,957 
Transactions with 
owners of the 
Company 
Issues of shares   --        1        --          --      --           --            --        --        1             --               1 
Own shares 
 acquired          --        --       --          (3)     --           --            --        --        (3)           --               (3) 
Equity-settled 
 share-based 
 payment 
 transactions      --        --       --          3       (2)          --            --        6         7             --               7 
Dividends          1         93       --          --      --           --            --        (270)     (176)         (4)              (180) 
Movement in 
 non-controlling 
 interest(1)       --        --       --          --      --           --            --        (1)       (1)           (16)             (17) 
Total 
 transactions 
 with owners of 
 the Company       1         94       --          --      (2)          --            --        (265)     (172)         (20)             (192) 
Balance at 31 
 December 2021     120       3,371    114         (1)     20           (49)          169       9,692     13,436        --               13,436 
 
   1. Non-controlling interests relate to Vailog Sàrl and Sofibus 
      Patrimoine SA. During the period the remaining share capital of Sofibus 
      Patrimoine SA was acquired and is a 100 per cent subsidiary of the Group 
      at 31 December 2021. 
 

CONDENSED GROUP CASH FLOW STATEMENT

 

For the six months ended 30 June 2022

 
                                   Half year to   Half year to   Year to 
                                    30 June        30 June        31 December 
                                    2022           2021           2021 
                                    (unaudited)    (unaudited)    (audited) 
                            Notes   GBPm           GBPm           GBPm 
Cash flows from operating 
 activities                 14     218            168            347 
Interest received                  14             21             48 
Dividends received                 5              4              33 
Interest paid                      (61)           (46)           (100) 
Tax paid                           (13)           (2)            (17) 
Net cash received from 
 operating activities              163            145            311 
 
Cash flows from investing 
activities 
Purchase and development 
 of investment properties          (658)          (371)          (1,706) 
Sale of investment 
 properties                        223            350            491 
Acquisition of other 
 interests in property             (3)            --             (8) 
Purchase of plant and 
 equipment and 
 intangibles                       (3)            (5)            (7) 
Acquisition of other 
 investments                       (3)            (3)            (4) 
Investment and loans to 
 joint ventures                    (67)           (67)           (74) 
Divestment and repayment 
 of loans from joint 
 ventures                          36             11             35 
Net cash used in investing 
 activities                        (475)          (85)           (1,273) 
 
Cash flows from financing 
activities 
Dividends paid to ordinary 
 shareholders                      (100)          (90)           (180) 
Proceeds from borrowings    14     1,833          35             1,214 
Repayment of borrowings     14     (1,385)        (34)           (140) 
Principal element of lease 
 payments                          (1)            (1)            (2) 
Settlement of foreign 
 exchange derivatives              15             34             40 
Purchase of 
 non-controlling interest          --             (12)           (12) 
Proceeds from issue of 
 ordinary shares                   --             1              1 
Purchase of ordinary 
 shares                            (5)            (3)            (3) 
Net cash generated 
 from/(used in) financing 
 activities                        357            (70)           918 
 
Net increase/(decrease) in 
 cash and cash 
 equivalents                       45             (10)           (44) 
Cash and cash equivalents 
 at the beginning of the 
 period                            45             89             89 
Effect of foreign exchange 
 rate changes                      1              (1)            -- 
Cash and cash equivalents 
 at the end of the period   13     91             78             45 
 

NOTES TO THE CONDENSED FINANCIAL STATEMENTS

 

1. BASIS OF PREPARATION

 

The condensed set of financial statements for the six months ended 30 June 2022 were approved by the Board of Directors on 27 July 2022.

 

The condensed set of financial statements for the six months ended 30 June 2022 is unaudited and does not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006. The financial information contained in this report for the year ended 31 December 2021 does not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006 and has been extracted from the statutory accounts, which were prepared in accordance with UK-adopted International Accounting Standards (IAS) and the requirements of the Companies Act 2006 as applicable to companies reporting under those standards and International Financial Reporting Standards (IFRS) adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union and were delivered to the Registrar of Companies. The auditor's opinion on these accounts was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement made under S498(2) or S498(3) of the Companies Act 2006. The condensed set of financial statements included in this half-yearly report has been prepared in accordance with both UK-adopted International Accounting Standard 34 'Interim Financial Reporting', and the Disclosure Rules and Transparency Rules of the United Kingdom's Financial Conduct Authority as well as EU-adopted International Accounting Standard 34 'Interim Financial Reporting'.

 

UK-adopted International Accounting Standards differs in certain respects from International Financial Reporting Standards as adopted by the EU. The differences have no material impact on the Group's condensed financial statements for the periods presented, which therefore also comply with International Financial Reporting Standards as adopted by the EU.

 

The condensed set of financial statements have been prepared on a going concern basis for a period of at least 12 months from the date of approval of the financial statements. This is discussed further in the Financial Review section.

 

The same accounting policies, presentation and methods of computation are followed in the condensed set of financial statements as applied in the Group's latest financial statements.

 

The following new accounting amendments became effective for the financial year beginning on 1 January 2022:

 

- Amendments to IFRS 3, 'Business Combinations'

 

- Amendments to IAS 16, 'Property, Plant and Equipment'

 

- Amendments to IAS 37, 'Provisions, Contingent Liabilities and Contingent Assets'

 

- Annual Improvements 2018-2020

 

The Group did not have to change its accounting policies or make retrospective adjustments as a result of these amendments.

 

The principal exchange rates used to translate foreign currency denominated amounts are:

 

Balance sheet: GBP1 = EUR1.16 (30 June 2021: GBP1 = EUR1.17; 31 December 2021: GBP1 = EUR1.19)

 

Income statement: GBP1 = EUR1.19 (30 June 2021: GBP1 = EUR1.15; 31 December 2021: GBP1 = EUR1.16)

 

The Group's business is not seasonal and the results relate to continuing operations unless otherwise stated.

 

2. ADJUSTED PROFIT

 

Adjusted profit is a non-GAAP measure and is the Group's measure of underlying profit, which is used by the Board and senior management to measure and monitor the Group's income performance.

 

It is based on the Best Practices Recommendations of European Public Real Estate Association (EPRA), which calculate profit excluding investment and development property revaluations and gains or losses on disposals, changes in the fair value of financial instruments and associated close-out costs and their related taxation, as well as other permitted one-off items. Refer to the Supplementary Notes for all EPRA adjustments.

 

The Directors may also exclude from the EPRA profit measure additional items (gains and losses) which are considered by them to be non-recurring, not in the ordinary course of business and significant by virtue of size and nature. No non-EPRA adjustments to underlying profit were made in the current or prior periods.

 

The following table provides a reconciliation of Adjusted profit to IFRS profit:

 
                                 Half year to    Half year to    Year to 31 
                                  30 June 2022   30 June         December 
                          Notes   GBPm           2021(3) GBPm    2021(3) GBPm 
Gross rental income       4      239             195             398 
Property operating 
 expenses                 5      (36)            (28)            (57) 
Net rental income(3)             203             167             341 
Joint venture fee income  4      57              12              52 
Management and 
 development fee income   4      2               3               5 
Net solar energy 
 income(2)                       1               1               1 
Administration expenses          (31)            (27)            (59) 
Share of joint ventures' 
 adjusted profit after 
 tax(1)                   6      16              32              56 
Adjusted operating 
 profit before interest 
 and tax                         248             188             396 
Net finance costs 
 (including 
 adjustments)             8      (32)            (20)            (40) 
Adjusted profit before 
 tax                             216             168             356 
Adjustments to reconcile 
to IFRS: 
Adjustments to the share 
 of profit from joint 
 ventures after tax(1)    6      135             178             405 
Realised and unrealised 
 property gain            7      1,172           1,122           3,669 
Gain on sale of trading 
 properties                      2               1               7 
Net fair value loss on 
 interest rate swaps and 
 other derivatives        8      (150)           (56)            (82) 
Total adjustments                1,159           1,245           3,999 
Profit before tax                1,375           1,413           4,355 
Tax 
On Adjusted profit        9      (12)            (3)             (8) 
In respect of 
 adjustments              9      (29)            (89)            (280) 
Total tax adjustments            (41)            (92)            (288) 
Profit after tax before 
 non-controlling 
 interests                       1,334           1,321           4,067 
Non-controlling 
interests: 
Less: share of adjusted 
profit attributable to 
non-controlling 
Interests                        --              --              -- 
: share of adjustments 
 attributable to 
 non-controlling 
 interests                       (1)             (4)             (7) 
Profit after tax and 
 non-controlling 
 interests                       1,333           1,317           4,060 
Of which: 
Adjusted profit after 
 tax and non-controlling 
 interests                       204             165             348 
Total adjustments after 
 tax and non-controlling 
 interests                       1,129           1,152           3,712 
Profit attributable to 
 equity shareholders             1,333           1,317           4,060 
 
   1. A detailed breakdown of the adjustments to the share of profit from joint 
      ventures is included in Note 6. 
 
   2. Net solar income of GBP1 million (31 December 2021: GBP1 million; 30 June 
      2021: GBP1 million) is calculated as Solar energy income of GBP1 million 
      (31 December 2021: GBP2 million; 30 June 2021: GBP1 million) shown in 
      Note 4, less Solar energy expenses of GBPnil (31 December 2021: GBP1 
      million; 30 June 2021: GBPnil) shown in Note 5. 
 
   3. The composition of gross and net rental income has changed in 2022 to 
      provide a better measure of the underlying rental income from the 
      property portfolio. Management and development fee income; service charge 
      income and expense; and solar energy income and expense are now presented 
      outside of gross and net rental income. Details of the change is 
      disclosed further in Note 4 and 5. Service charge income is netted 
      against the equal and opposite service charge expense and are not shown 
      as separate line items in the table above. There is no impact on Adjusted 
      operating profit before interest and tax from this change and the prior 
      period comparatives in the table above have been represented to reflect 
      this change. 
 

3. SEGMENTAL REPORTING

 

The Group's reportable segments are the geographical business units: Greater London (UK), Thames Valley (UK), National Logistics (UK), Northern Europe (principally Germany), Southern Europe (principally France and Italy) and Central Europe (principally Poland), which are managed and reported to the Board as separate and distinct Business Units.

 
                                    Share of              Total 
                                    joint                 directly 
            Gross                   ventures'  Adjusted   owned     Investments 
            rental      Net rental  Adjusted   operating  property  in joint     Capital 
            income(4)   Income(4)   profit     PBIT(2)    assets    ventures     expenditure(3) 
            GBPm        GBPm        GBPm       GBPm       GBPm      GBPm         GBPm 
                                               30 June 
                                               2022 
 
Thames 
 Valley     57          53          --         52         3,512     --           59 
National 
 Logistics  21          20          --         22         2,039     --           139 
Greater 
 London     101         93          --         92         8,066     13           271 
Northern 
 Europe     15          11          14         28         1,053     1,037        40 
Southern 
 Europe     41          32          18         56         2,397     1,350        160 
Central 
 Europe     4           2           10         14         199       630          6 
Other(1)    --          (8)(1)      (26)(1)    (16)(1)    --        (1,008)      3 
Total       239         203         16         248        17,266    2,022        678 
                                               30 June 
                                               2021 
 
Thames 
 Valley     41          39          --         39         2,249     --           15 
National 
 Logistics  18          17          --         17         1,438     1            94 
Greater 
 London     85          78          --         77         5,349     --           79 
Northern 
 Europe     13          9           12         24         765       834          27 
Southern 
 Europe     35          27          16         49         1,939     1,116        217 
Central 
 Europe     3           2           11         15         157       517          1 
Other(1)    --          (5)         (7)        (33)       --        (848)        5 
Total       195         167         32         188        11,897    1,620        438 
                                               31 December 2021 
 
Thames 
 Valley     86          80          --         79         3,102     --           454 
National 
 Logistics  35          33          --         34         1,717     --           213 
Greater 
 London     173         163         --         161        7,325     8            678 
Northern 
 Europe     26          18          26         52         928       911          93 
Southern 
 Europe     71          56          35         100        2,285     1,178        443 
Central 
 Europe     7           4           22         31         180       559          22 
Other(1)    --          (13)(1)     (27)(1)    (61)(1)    --        (861)(4)     7 
Total       398         341         56         396        15,537    1,795        1,910 
 
   1. 'Other' category includes the corporate centre, SELP holding companies 
      and costs relating to the operational business which are not specifically 
      allocated to a geographical Business Unit. Additionally, in the period 
      ended 30 June 2022 and year ended 31 December 2021 the impact of the SELP 
      performance fee (detailed in Note 6) on Share of joint ventures Adjusted 
      profit (being the performance fee expense recognised by SELP of GBP21 
      million (31 December 2021: GBP13 million; 30 June 2021: GBPnil)) and 
      Adjusted PBIT (being the net profit impact to the Group of GBP21 million 
      (31 December 2021: GBP13 million; 30 June 2021: GBPnil)) is shown within 
      Other. 
 
   2. A reconciliation of total Adjusted PBIT to the IFRS profit before tax is 
      provided in Note 2. 
 
   3. Capital expenditure includes additions and acquisitions of investment and 
      trading properties but does not include tenant incentives, letting fees 
      and rental guarantees. Part of the capital expenditure incurred is in 
      response to climate change including the reduction of the carbon 
      footprint of the Group's existing investment properties and developments. 
      The "Other" category includes non-property related spend, primarily IT. 
 
   4. The composition of gross and net rental income has changed in 2022. 
      Management and development fee income, service charge income and expenses, 
      and solar energy income and expenses are now presented outside of gross 
      and net rental income. See Notes 4 and 5 for further details. The prior 
      period comparatives in the table above have been represented to reflect 
      this change. 
 

4. REVENUE

 
                       Half year to    Half year to 
                        30 June 2022    30 June 2021(2)   Year to 31 December 
                        GBPm            GBPm              2021(2) GBPm 
Rental income from 
 investment and 
 trading properties    230             188                382 
Rent averaging         8               5                  13 
Surrender premiums     1               2                  3 
Gross rental 
 income(1,2)           239             195                398 
Joint venture fees - 
 management fees*      15              12                 26 
- performance fee*     42              --                 26 
Joint venture fee 
 income                57              12                 52 
Management and 
 development fee 
 income*(2)            2               3                  5 
Service charge 
 income*(2)            22              21                 42 
Solar energy 
 income*(2)            1               1                  2 
Proceeds from sale of 
 trading properties*   9               14                 47 
Total revenue          330             246                546 
 

* The above income streams are recognised under IFRS 15 Revenue from Contracts with Customers and total GBP91 million (31 December 2021: GBP148 million; 30 June 2021: GBP51 million).

   1. Net rental income of GBP203 million (31 December 2021: GBP341 million; 30 
      June 2021: GBP167 million) is calculated as gross rental income of GBP239 
      million (31 December 2021 GBP398 million; 30 June 2021: GBP195 million) 
      less total property operating expenses of GBP36 million (31 December 
      2021: GBP57 million; 30 June 2021: GBP28 million) shown in Note 5. 
 
   2. The composition of gross rental income within Total Revenue has changed 
      in 2022. Management and development fee, Service charge income and Solar 
      energy income are now presented outside of gross rental income. The prior 
      period comparatives in the table above have been represented to reflect 
      this change. Development fee income (31 December 2021: GBP2 million, 30 
      June 2021: GBP1 million) and Solar energy income (31 December 2021: GBP2 
      million, 30 June 2021: GBP1 million) were previously presented within the 
      Rental income from investment and trading properties line in the table 
      above. 
 

5. COSTS

 
                       Half year to    Half year to 
                        30 June 2022    30 June 2021(3)   Year to 31 December 
                        GBPm            GBPm              2021(3) GBPm 
Vacant property costs  4               3                  5 
Letting, marketing, 
 legal and 
 professional fees     9               5                  11 
Loss allowance and 
 impairment of 
 receivables           1               1                  -- 
Other expenses         6               5                  11 
Property management 
 expenses              20              14                 27 
Property 
 administration 
 expenses(1)           23              19                 39 
Costs capitalised(2)   (7)             (5)                (9) 
Total property 
 operating expenses    36              28                 57 
Service charge 
 expense(3)            22              21                 42 
Solar energy 
 expense(3)            --              --                 1 
Trading properties 
 cost of sales         7               13                 40 
Total costs            65              62                 140 
 
   1. Property administration expenses predominantly relate to the employee 
      staff costs of personnel directly involved in managing the property 
      portfolio. 
 
   2. Costs capitalised relate to staff costs of those internal employees 
      directly involved in developing the property portfolio. 
 
   3. The composition of Property management expenses within Total expenses has 
      changed in 2022. Service charge expense and Solar energy expense are now 
      presented outside of Property management expenses. The prior period 
      comparatives in the table above have been represented to reflect this 
      change. Solar energy expense was previously presented within the Other 
      expenses line in the table above. 
 

6. INVESTMENTS IN JOINT VENTURES AND SUBSIDIARIES

 

6(i) Share of profit from joint ventures after tax

 
                          Half year to    Half year to       Year to 31 
                           30 June 2022    30 June 2021(4)   December 2021(4) 
                           GBPm            GBPm              GBPm 
Revenue(1)                146             131                270 
Gross rental income(4)    112             103                210 
Property operating 
expenses: 
-underlying property 
 operating expenses       (8)             (6)                (12) 
-vacant property costs    (1)             (1)                (2) 
-property management 
 fees(2)                  (12)            (10)               (22) 
-performance fees(3)      (42)            --                 (26) 
Net rental income(4)      49              86                 148 
Management fee income(4)  2               1                  4 
Administration expenses   (2)             (2)                (3) 
Net finance costs 
 (including 
 adjustments)             (13)            (13)               (26) 
Adjusted profit before 
 tax                      36              72                 123 
Tax                       (4)             (8)                (11) 
Adjusted profit after 
 tax                      32              64                 112 
At share                  16              32                 56 
                                                             - 
Adjustments: 
Profit on sale of 
 investment properties    --              --                 19 
Valuation surplus on 
 investment properties    343             435                974 
Tax in respect of 
 adjustments              (74)            (79)               (183) 
Total adjustments         269             356                810 
At share                  135             178                405 
Profit after tax          301             420                922 
At share                  151             210                461 
Total comprehensive 
 income for the period    301             420                922 
At share                  151             210                461 
 
   1. Total revenue at 100 per cent of GBP146 million (31 December 2021: GBP270 
      million; 30 June 2021: GBP131 million) includes: Gross rental income 
      GBP112 million (31 December 2021: GBP210 million; 30 June 2021: GBP103 
      million); service charge income GBP32 million (31 December 2021: GBP56 
      million; 30 June 2021: GBP27 million); and management fee income of GBP2 
      million (31 December 2021: GBP4 million; 30 June 2021: GBP1 million). 
      Service charge income is netted against the equal and opposite service 
      charge expense in calculating Adjusted profit before tax. 
 
   2. Property management fees paid to SEGRO. 
 
   3. Performance fees recognised by SEGRO. See Fees section below for further 
      details. 
 
   4. The composition of gross and net rental income has changed in 2022. 
      Management fee income and service charge income and expense are now 
      presented outside of gross and net rental income. Service charge income 
      is netted against the equal and opposite service charge expense in the 
      table above and are not shown as separate line items. There is no impact 
      on Adjusted operating profit before interest and tax from this change and 
      the prior period comparatives in the table above have been represented to 
      reflect this change. 
 

6(ii) Summarised balance sheet information of the Group's share of joint ventures

 
                       As at           As at 
                        30 June 2022    30 June 2021   As at 31 December 
                        GBPm            GBPm           2021 GBPm 
Investment properties  6,552           5,249           5,818 
Property, plant and 
equipment              2               --              -- 
Total non-current 
 assets                6,554           5,249           5,818 
 
Trade and other 
 receivables           139             173             78 
Cash and cash 
 equivalents           110             66              43 
Total current assets   249             239             121 
Total assets           6,803           5,488           5,939 
                                                       - 
Borrowings             (1,974)         (1,701)         (1,723) 
Deferred tax 
 liabilities           (589)           (412)           (504) 
Total non-current 
 liabilities           (2,563)         (2,113)         (2,227) 
 
Trade and other 
 liabilities           (195)           (136)           (122) 
Total current 
 liabilities           (195)           (136)           (122) 
Total liabilities      (2,758)         (2,249)         (2,349) 
Net assets             4,045           3,239           3,590 
At share               2,022           1,620           1,795 
 

Fees

 

SEGRO provides certain services, including venture advisory and asset management, to the SELP joint venture and receives fees for doing so.

 

A 10 year performance fee, denominated in euros, is payable from SELP to SEGRO in October 2023 based on SELP's internal rate of return ('IRR') subject to certain hurdle rates. The IRR calculation is based on a 10 year performance period from the inception of SELP in October 2013 to October 2023. The IRR calculation to determine whether the hurdle rates will be met when the performance period ends is currently an estimation and sensitive to movements and assumptions in property valuations over the remaining performance period.

 

In the year ended 31 December 2021, SEGRO recognised a performance fee of GBP26 million (EUR29 million) in its Income Statement. An equivalent performance fee expense was recognised within the share of profit from joint ventures.

 

In the six months to 30 June 2022, SEGRO has recognised a performance fee of GBP42 million (EUR50 million) (H1 2021: GBPnil) in the Income Statement. When consolidating the SELP Group financial statements into the SEGRO Group, an equivalent performance fee expense of GBP42 million (GBP21 million at share) has been recognised within the share of profit from joint ventures and reflected in table 6(i) above.

 

This means the cumulative 10 year performance fee recognised by SEGRO to 30 June 2022 totals GBP68 million (EUR79 million) (FY 2021 fee of GBP26 million plus HY 2022 fee of GBP42 million). The full amount of the cumulative performance fee recognised is subject to future reversal based on performance over the remaining period to October 2023.

 

Performance fee income is recognised during the performance period to the extent that it is highly probable there will not be a significant future reversal and the fee can be reliably estimated. None of the GBP42 million performance fee recognised in 2022 will be reversed if property values fall by up to 17 per cent between 30 June 2022 and the end of the performance period in October 2023. If property values fall by over 21 per cent all of the GBP42 million performance fee recognised in the period would be reversed. If property values fall by over 23 per cent all of the GBP68 million cumulative performance fee recognised to date would be reversed.

 

Based on SEGRO management's assessment of these sensitivities in light of market conditions at the period end, the market outlook and the track record of property market trends, management considers it highly probable that there will not be a significant reversal of the performance fee recognised in the period.

 

Sensitivity

 

Based on current estimates of the IRR of SELP from inception in October 2013 to 30 June 2022, an additional performance fee (beyond the cumulative fee of EUR79 million recognised to 30 June 2022) due to SEGRO in October 2023 could be in the region of EUR288 million (EUR144 million at share after accounting for the corresponding performance fee expense recognised in SELP). However, this is dependent on future events, in particular property valuation movements, to the end of the performance period in October 2023. The current estimate of the IRR is based on property values as at 30 June 2022: a 10 per cent decrease in property values would result in a EUR162 million decrease in the estimated fee and a 10 per cent increase in property values would result in a EUR162 million increase in the estimated fee. If property values decreased by 17 per cent no additional performance fee would be due beyond the cumulative amount recognised to 30 June 2022. A further performance fee above the GBP42 million recorded during the period has not been recognised as management do not consider it highly probable that there will not be a significant reversal.

 

7. REALISED AND UNREALISED PROPERTY GAIN

 
                         Half year to   Half year to 
                          30 June 2022   30 June 2021   Year to 31 December 
                          GBPm           GBPm           2021 GBPm 
(Loss)/profit on sale 
 of investment 
 properties              (1)            4               53 
Valuation surplus on 
 investment properties   1,164          1,118           3,617 
Decrease/(increase) in 
 provision for 
 impairment of trading 
 properties              9              --              (1) 
Total realised and 
 unrealised property 
 gain                    1,172          1,122           3,669 
 

The above table does not include realised gains on sale of trading properties of GBP2 million (31 December 2021: GBP7 million; 30 June 2021: GBP1 million) as detailed further in Note 2.

 

Total valuation surplus on investment and trading properties total GBP1,345 million (31 December 2021: GBP4,103 million; 30 June 2021: GBP1,335 million). This comprises GBP1,164 million surplus from investment properties (31 December 2021: GBP3,617 million; 30 June 2021: GBP1,118 million), GBP9 million reversal of impairment from trading properties (31 December 2021: impairment of GBP1 million; 30 June 2021: GBPnil) and GBP172 million surplus from joint ventures at share (31 December 2021: GBP487 million; 30 June 2021: GBP217 million).

 

Valuation surpluses are discussed further in the Chief Executive's Review.

 

8. NET FINANCE COSTS

 
                      Half year to 
                       30 June 2022  Half year to 30      Year to 31 December 
Finance income         GBPm          June 2021 GBPm       2021 GBPm 
Interest received on 
 bank deposits and 
 related 
 derivatives          11             16                   24 
Fair value gain on 
 interest rate swaps 
 and other 
 derivatives          25             7                    11 
Total finance income  36             23                   35 
Finance costs 
Interest on 
 overdrafts, loans 
 and related 
 derivatives          (43)           (37)                 (67) 
Amortisation of 
 issue costs          (4)            (1)                  (3) 
Interest on lease 
 liabilities          (1)            (2)                  (3) 
Total borrowing 
 costs                (48)           (40)                 (73) 
Less amount 
 capitalised on the 
 development of 
 properties           6              4                    9 
Net borrowing costs   (42)           (36)                 (64) 
Fair value loss on 
 interest rate swaps 
 and other 
 derivatives          (175)          (63)                 (93) 
Exchange differences  (1)            --                   -- 
Total finance costs   (218)          (99)                 (157) 
Net finance costs     (182)          (76)                 (122) 
 

Net finance costs (including adjustments) in Adjusted profit (see Note 2) are GBP32 million (31 December 2021: GBP40 million; 30 June 2021: GBP20 million). This excludes net fair value loss on interest rate swaps and other derivatives of GBP150 million (31 December 2021: loss of GBP82 million; 30 June 2021: loss of GBP56 million) in the table above.

 

9. TAX

 

9(i) Tax on profit

 
                               Half year to   Half year to   Year to 
                                30 June 2022   30 June 2021   31 December 2021 
                                GBPm           GBPm           GBPm 
Tax: 
On Adjusted profit             (12)           (3)            (8) 
In respect of adjustments 
- French withholding tax       (13)           --             (145) 
- SIIC entry charge            --             (39)           (38) 
- Other (primarily in respect 
 of property valuation 
 movements)                    (16)           (50)           (97) 
Total tax charge               (41)           (92)           (288) 
Current tax 
Current tax charge             (27)           (23)           (36) 
French withholding tax         --             --             (16) 
SIIC entry charge              --             (39)           (38) 
Total current tax charge       (27)           (62)           (90) 
Deferred tax 
Origination and reversal of 
 temporary differences         (5)            (2)            (34) 
Released in respect of 
 property disposals in the 
 period                        18             21             22 
On valuation movements         (25)           (48)           (173) 
Total deferred tax in respect 
 of investment properties      (12)           (29)           (185) 
Other deferred tax             (2)            (1)            (13) 
Total deferred tax charge      (14)           (30)           (198) 
Total tax charge on profit on 
 ordinary activities           (41)           (92)           (288) 
 

The Group operates in a number of jurisdictions and is subject to periodic challenges by local tax authorities on a range of tax matters during the normal course of business. The tax impact can be uncertain until a conclusion is reached with the relevant tax authority or through a legal process. The Group uses in-house expertise when assessing uncertain tax positions and seeks the advice of external professional advisors where appropriate. The Group believes that its accruals for tax liabilities are adequate for all open tax years based on its assessment of many factors, including tax laws and prior experience. The most significant assessment relates to the recognition of withholding tax in France.

 

9(ii) Deferred tax liabilities

 

Movement in deferred tax was as follows:

 
                         Balance 
                         1                                             Balance  Balance 
                         January  Exchange  Acquisitions/  Recognised  30 June  30 June 
                         2022     movement  (disposals)     in income  2022     2021 
                         GBPm     GBPm      GBPm            GBPm       GBPm     GBPm 
Valuation surplus and 
 deficits on 
 properties/accelerated 
 tax allowances          259      8         --             13          280      109 
Others                   15       --        --             1           16       3 
Total deferred tax 
 liabilities             274      8         --             14          296      112 
 

10. DIVIDS

 
                             Half year to   Half year to    Year to 
                              30 June 2022   30 June 2021    31 December 2021 
                              GBPm           GBPm            GBPm 
Ordinary dividends paid 
 
Final dividend for 2021 @ 
16.9 pence per share         203            --              -- 
Interim dividend for 2021 @ 
 7.4 pence per share         --             --              89 
Final dividend for 2020 @ 
 15.2 pence per share        --             181             181 
                             203            181             270 
 

The Board has declared an interim dividend of 8.1 pence per ordinary share (2021: 7.4 pence). This dividend has not been recognised in the condensed financial statements.

 

11. EARNINGS AND NET ASSETS PER ORDINARY SHARE

 

The earnings per share calculations use the weighted average number of shares in issue during the period and the net assets per share calculations use the number of shares in issue at the period end. Earnings per share calculations exclude 0.2 million shares (0.2 million for the full year 2021 and 0.2 million for half year 2021) being the average number of shares held on trust during the period for employee share schemes and net assets per share exclude 0.2 million shares (0.2 million for the full year 2021 and 0.2 million for the half year 2021) being the actual number of shares held on trust for employee share schemes at the period end.

 

11(i) Earnings per ordinary share (EPS)

 
                  Half year to 30 June 2022  Half year to 30 June 2021   Year to 31 December 2021 
                                     Pence                      Pence                       Pence 
                  Earnings  Shares   per     Earnings  Shares   per      Earnings  Shares   per 
                   GBPm     million  share    GBPm     million  share     GBPm     million  share 
Basic EPS         1,333     1,204.2  110.7   1,317     1,194.1  110.3    4,060     1,197.7  339.0 
Dilution 
adjustments: 
Share and save 
 as you earn 
 schemes          --        3.3      (0.3)   --        2.9      (0.3)    --        3.3      (0.9) 
Diluted EPS       1,333     1,207.5  110.4   1,317     1,197.0  110.0    4,060     1,201.0  338.1 
Basic EPS         1,333     1,204.2  110.7   1,317     1,194.1  110.3    4,060     1,197.7  339.0 
Adjustments to 
 profit before 
 tax(1)           (1,159)            (96.2)  (1,245)            (104.3)  (3,999)            (333.9) 
Tax in respect 
 of Adjustments   29                 2.4     89                 7.5      280                23.4 
Non-controlling 
 interest on 
 adjustments      1                  --      4                  0.3      7                  0.6 
Adjusted Basic 
 EPS              204       1,204.2  16.9    165       1,194.1  13.8     348       1,197.7  29.1 
Adjusted Diluted 
 EPS              204       1,207.5  16.9    165       1,197.0  13.8     348       1,201.0  29.0 
 

1. Details of adjustments are included in Note 2.

 

11(II) NET ASSET VALUE PER SHARE (NAV)

 

The EPRA Net Tangible Assets (NTA) metric is considered to be most consistent with the nature of SEGRO's business as a UK REIT providing long-term progressive and sustainable returns. EPRA NTA acts as the primary measure of net asset value and is also referred to as Adjusted Net Asset Value (or Adjusted NAV).

 

A reconciliation from IFRS NAV to Adjusted NAV is set out in the table below along with the net asset per share metrics.

 

Table 4 of the supplementary notes provides a reconciliation for each of the three EPRA net asset value metrics.

 
               As at 30 June 2022            As at 30 June 2021            As at 31 December 2021 
 
               Equity                        Equity                        Equity 
               attributable                  attributable                  attributable 
               to ordinary            Pence  to ordinary            Pence  to ordinary            Pence 
               shareholders  Shares   per    shareholders  Shares   per    shareholders  Shares   per 
               GBPm          million  share  GBPm          million  share  GBPm          million  share 
Basic NAV      14,695        1,208.9  1,216  10,783        1,200.0  899    13,436        1,202.3  1,118 
Dilution 
adjustments: 
Share and 
 save as you 
 earn 
 schemes       --            3.2      (4)    --            2.5      (2)    --            3.2      (3) 
Diluted NAV    14,695        1,212.1  1,212  10,783        1,202.5  897    13,436        1,205.5  1,115 
Fair value 
 adjustment 
 in respect 
 of interest 
 rate 
 derivatives 
 -- Group      161                    13     (1)                    --     24                     2 
Fair value 
 adjustment 
 in respect 
 of trading 
 properties 
 -- Group      10                     1      --                     --     1                      -- 
Deferred tax 
 in respect 
 of 
 depreciation 
 and 
 valuation 
 surpluses -- 
 Group(1)      139                    12     55                     5      129                    11 
Deferred tax 
 in respect 
 of 
 depreciation 
 and 
 valuation 
 surpluses -- 
 Joint 
 ventures(1)   143                    12     100                    8      123                    10 
Intangible 
 assets        (9)                    (1)    (8)                    (1)    (9)                    (1) 
Adjusted NAV 
 (EPRA NTA)    15,139        1,212.1  1,249  10,929        1,202.5  909    13,704        1,205.5  1,137 
 
   1. 50 per cent of deferred tax in respect of depreciation and valuation 
      surpluses has been excluded in calculating Adjusted NAV in line with 
      option 3 of EPRA Best Practices Recommendations guidelines. 
 

12. PROPERTIES

 

12(i) Investment properties

 
                                                Completed  Development  Total 
                                                 GBPm       GBPm         GBPm 
At 1 January 2022                               13,815     1,461        15,276 
Exchange movement                               71         16           87 
Property acquisitions                           108        220          328 
Additions to existing investment properties     17         326          343 
Disposals(2)                                    (209)      --           (209) 
Transfers on completion of development and 
 completed properties taken back for 
 redevelopment                                  (322)      322          -- 
Transfers from/(to) trading properties          3          (7)          (4) 
Revaluation surplus during the period           923        241          1,164 
At 30 June 2022                                 14,406     2,579        16,985 
Add tenant lease incentives, letting fees and 
 rental guarantees                              152        --           152 
Investment properties excluding head lease 
 liabilities at 30 June 2022                    14,558     2,579        17,137 
Add head lease liabilities (ROU assets)(1)      72         --           72 
Total investment properties at 30 June 2022     14,630     2,579        17,209 
Total investment properties at 30 June 2021     10,243     1,607        11,850 
 
   1. At 30 June 2022 investment properties included GBP72 million (31 December 
      2021: GBP70 million; 30 June 2021: GBP75 million) for the head lease 
      liabilities (ROU assets) recognised under IFRS 16. 
 
   2. Total disposals completed in H1 2022 of GBP181 million shown in the Chief 
      Executive's Review includes: Carrying value of investment properties 
      disposed by the Group of GBP209 million less loss generated on disposal 
      of GBP1 million (see Note 7); proceeds from the sale of trading 
      properties by the Group of GBP9 million (see Note 4); share of joint 
      venture investment properties disposal proceeds of GBP49 million; 
      carrying value of lease incentives, letting fees and rental guarantees 
      disposed by the Group and joint venture (at share) of GBP1 million; and 
      excludes 50 per cent of the disposal proceeds for assets sold by SEGRO to 
      SELP JV of GBP86 million (further discussed below). 
 

Investment properties are stated at fair value based on external valuations performed by professionally qualified, independent valuers. The Group's wholly owned property portfolio and joint venture properties were performed by CBRE Ltd (apart from one asset valued by Knight Frank). The valuations conform to International Valuation Standards and were arrived at by reference to market evidence of the transaction prices paid for similar properties. In estimating the fair value of the properties, the valuers consider the highest and best use of the properties. All investment property would be classified as level 3 fair value measurements, there has been no change in the valuation technique and no significant changes in the assumptions used during the period. The valuation surplus recognised during the period is discussed further in the Chief Executive's Review.

 

CBRE Ltd also undertake some professional and agency work on behalf of the Group, although this is limited relative to the activities provided by other advisors to the Group as a whole.

 

Sensitivity analysis

 

An increase/decrease to ERV will increase/decrease valuations, while an increase/decrease to yield will decrease/increase valuations. Sensitivity analysis showing the impact on valuations of changes in yields and ERV on the property portfolio (including joint ventures at share) and the impact on valuations of changes in development costs on the development property and land portfolio (including joint ventures at share) is shown below. Management continues to consider a +/- 25bp change in yield, a +/- 5% change in ERV and a +/- 10% change in development costs to be reasonably possible changes to the assumptions.

 
                         Impact on 
                         valuation 
                         of 25bp 
                         change in                                 Impact on valuation 
                         nominal     Impact on valuation of 5%     of 10% change in 
                         equivalent  change in estimated rental    estimated development 
                         yield       value (ERV)                   costs 
              Group(1)   Increase    Decrease  Increase  Decrease  Increase  Decrease 
              GBPm       GBPm        GBPm       GBPm     GBPm       GBPm      GBPm 
30 June 2022 
Completed 
 property     17,743     (1,155)     1,322     683       (680)     --        -- 
Development 
 property 
 and land     2,737      (238)       260       285       (285)     (299)     299 
Group total 
 property 
 portfolio    20,480     (1,393)     1,582     968       (965)     (299)     299 
 
30 June 2021 
Completed 
 property     12,662     (685)       692       472       (467)     --        -- 
Development 
 property 
 and land     1,784      (139)       152       176       (176)     (176)     176 
Group total 
 property 
 portfolio    14,446     (824)       844       648       (643)     (176)     176 
 
31 December 
2021 
Completed 
 property     16,739     (1,057)     1,211     628       (625)     --        -- 
Development 
 property 
 and land     1,638      (164)       172       192       (199)     (232)     225 
Group total 
 property 
 portfolio    18,377     (1,221)     1,383     820       (824)     (232)     225 
 
   1. For further details see Table 7 of the supplementary notes. 
 

There are interrelationships between all these inputs as they are determined by market conditions. The existence of an increase in more than one input would be to magnify the impact on the valuation. The impact on the valuation will be mitigated by the interrelationship of two inputs in opposite directions, e.g. an increase in rent may be offset by an increase in yield.

 

Completed properties include buildings that are occupied or are available for occupation. Development properties include land available for development (land bank), land under development, construction in progress and covered land. To provide additional transparency over the future development pipeline of the Group, the 'covered land' category has been identified in the year. This new category consists of income-producing assets acquired with the explicit intention to take back for redevelopment in the short to medium term. Valued on the balance sheet as land plus remaining contracted income. As a result of the new covered land category, GBP493 million of standing assets acquired in 2021 have been identified as covered land, these assets were classified as Completed property as at 31 December 2021 and during the period transferred to Development property in the table above. The carrying value of covered land held within Development properties is GBP648 million (31 December 2021: GBPnil; 30 June 2021: GBPnil).

 

At 30 June 2022 investment properties included GBP152 million tenant lease incentives, letting fees and rent guarantees (31 December 2021: GBP146 million; 30 June 2021: GBP137 million).

 

The carrying value of investment properties situated on land held under leaseholds amount to GBP216 million (excluding head lease ROU assets) (31 December 2021: GBP206 million; 30 June 2021: GBP183 million).

 

The disposals of completed properties during the period includes properties with a carrying value of GBP172 million (31 December 2021: GBP231 million; 30 June 2021: GBP233 million) sold to the SELP joint venture.

 

12(ii) Trading properties

 

The carrying value of trading properties at 30 June 2022 was GBP57 million (31 December 2021: GBP45 million; 30 June 2021: GBP47 million). Based on the fair value at 30 June 2022, the portfolio has unrecognised surplus of GBP10 million (31 December 2021: GBP1 million; 30 June 2021: GBPnil).

 

13. NET BORROWINGS AND FINANCIAL INSTRUMENTS

 
                             As at          As at           As at 
                              30 June 2022   30 June 2021    31 December 2021 
                              GBPm           GBPm            GBPm 
In one year or less          --             1               -- 
In more than one year but 
 less than two               169            1               -- 
In more than two years but 
 less than five              759            210             877 
In more than five years but 
 less than ten               1,757          909             1,308 
In more than ten years       1,238          1,232           1,221 
In more than one year        3,923          2,352           3,406 
Total borrowings             3,923          2,353           3,406 
Cash and cash equivalents    (91)           (78)            (45) 
Net borrowings               3,832          2,275           3,361 
 
Total borrowings is split between secured 
and unsecured as follows: 
Secured (on land and 
 buildings)                  2              13              2 
Unsecured                    3,921          2,340           3,404 
Total borrowings             3,923          2,353           3,406 
 
Currency profile of total 
borrowings after derivative 
instruments 
Sterling                     730            (113)           617 
Euros                        3,193          2,466           2,789 
Total borrowings             3,923          2,353           3,406 
 
Maturity profile of undrawn 
borrowing facilities 
In one year or less          17             9               8 
In more than one year but 
 less than two               862            --              630 
In more than two years       825            896             210 
Total available undrawn 
 facilities                  1,704          905             848 
 
Fair value of financial 
instruments 
Book value of debt           3,923          2,353           3,406 
Interest rate derivatives    161            (1)             24 
Foreign exchange 
 derivatives                 (13)           (19)            (32) 
Book value of debt 
 including derivatives       4,071          2,333           3,398 
Net fair market value        3,656          2,655           3,658 
Mark to market adjustment 
 (pre-tax)                   (415)          322             260 
 

In March 2022, SEGRO established a European Medium-Term Note (EMTN) programme. Upon creation, SEGRO issued EUR650 million of four year and EUR500 million of eight year unsecured green bonds. The annual coupons were 1.25 per cent and 1.875 per cent respectively.

 

Also in March 2022, SEGRO entered into an additional EUR1 billion multicurrency term loan facility maturing in March 2024. This facility was undrawn at 30 June 2022.

 

In May 2022, SEGRO extended the maturity of its EUR1.2 billion of revolving credit facilities for a further year to 2027. SELP also extended maturity of its EUR500 million revolving credit facility for a further year to 2026.

 

On 15 July 2022 SEGRO signed a EUR225 million US Private Placement with a group of institutional investors (after being arranged in June 2022). The transaction (which will fund on 22 September 2022) consists of two tranches: EUR50 million of notes at a fixed coupon of 3.87 per cent and EUR175 million of notes at a fixed coupon of 4.14 per cent.

 

The debt financing is discussed in more detail in the Financial Position and Funding section.

 

Fair value measurements recognised in the Balance Sheet

 

The financial instruments that are measured subsequent to initial recognition at fair value are equity investments, forward exchange and currency swap contracts, interest rate swaps and interest rate caps. Investments in equity securities traded in active markets are classified as level 1. All other financial instruments would be classified as level 2 fair value measurements, as defined by IFRS 13, being those derived from inputs other than quoted prices (included within level 1) that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). There were no transfers between categories in the current or prior periods.

 

The fair values of financial assets and financial liabilities are determined as follows:

   -- Forward foreign exchange contracts are measured using quoted forward 
      exchange rates and yield curves derived from quoted interest rates with 
      maturities matching the contracts. 
 
   -- Interest rate swaps, currency swap contracts and interest rate caps are 
      measured at the present value of future cash flows estimated and 
      discounted based on the applicable yield curves derived from quoted 
      interest rates and the appropriate exchange rate at the Balance Sheet 
      date. 
 
   -- The fair value of non-derivative financial assets and financial 
      liabilities traded on active liquid markets is determined with reference 
      to the quoted market prices. 
 

14. NOTES TO THE CONDENSED GROUP CASH FLOW STATEMENT

 

14(i) Reconciliation of cash generated from operations

 
                       Half year to                       Year to 
                        30 June 2022  Half year to         31 December 2021 
                        GBPm           30 June 2021 GBPm   GBPm 
Operating profit       1,557          1,489               4,477 
Adjustments for: 
Depreciation of 
 property, plant and 
 equipment             2              2                   5 
Share of profit from 
 joint ventures after 
 tax                   (151)          (210)               (461) 
Loss/(profit) on sale 
 of investment 
 properties            1              (4)                 (53) 
Revaluation surplus 
 on investment 
 properties            (1,164)        (1,118)             (3,617) 
Other provisions       (5)            5                   9 
                       240            164                 360 
Changes in working 
capital: 
Decrease in trading 
 properties            1              4                   12 
Increase in debtors 
 and tenant 
 incentives            (55)           (1)                 (49) 
Increase in creditors  32             1                   24 
Net cash inflow 
 generated from 
 operations            218            168                 347 
 

14(ii) Analysis of net debt

 
                                               Non-cash movements 
              At 1                                                         At 30 
              January  Cash        Cash        Exchange   Other non-cash   June 
              2022     inflow(1)   Outflow(2)  movement   adjustments(3)   2022 
              GBPm     GBPm        GBPm        GBPm       GBPm             GBPm 
Bank loans 
 and loan 
 capital      3,429    1,833       (1,385)     83         --               3,960 
Capitalised 
 finance 
 costs        (23)     --          (18)        --         4                (37) 
Total 
 borrowings   3,406    1,833       (1,403)     83         4                3,923 
Cash in hand 
 and at 
 bank         (45)     (45)        --          (1)        --               (91) 
Net debt      3,361    1,788       (1,403)     82         4                3,832 
 
   1. Proceeds from borrowings of GBP1,833 million. 
 
   2. Cash outflow of GBP1,403 million, comprises the repayment of borrowings 
      of GBP1,385 million and capitalised costs of GBP18 million. 
 
   3. The other non-cash adjustments relate to the amortisation of issue costs 
      offset against borrowings. 
 

15. RELATED PARTY TRANSACTIONS

 

There have been no undisclosed material changes in the related party transactions as described in the last annual report, other than those disclosed in Note 6 and 12 in this condensed set of financial statements.

 

16. SUBSEQUENT EVENTS

 

There have been no subsequent events other than those disclosed in Note 13.

 

SUPPLEMENTARY NOTES NOT PART OF CONDENSED FINANCIAL INFORMATION

 

TABLE 1: EPRA PERFORMANCE MEASURES SUMMARY

 
                            Half year to   Half year to   Year to 31 
                            30 June 2022   30 June 2021   December 2021 
                                    Pence          Pence          Pence 
                                    per            per            per 
                    Notes   GBPm    share  GBPm    share  GBPm    share 
                    Table 
EPRA Earnings        6      204     16.9   165     13.8   348     29.1 
EPRA NTA (Adjusted  Table 
 NAV)                4      15,139  1,249  10,929  909    13,704  1,137 
                    Table 
EPRA NRV             4      16,520  1,363  11,868  987    14,986  1,243 
                    Table 
EPRA NDV             4      15,257  1,259  10,432  868    13,155  1,091 
                    Table 
EPRA LTV             5              25.1%          23.9%          24.5% 
EPRA net initial    Table 
 yield               7              2.9%           3.5%           3.0% 
EPRA 'topped up' 
 net initial        Table 
 yield               7              3.2%           3.8%           3.3% 
                    Table 
EPRA vacancy rate    8              3.3%           4.3%           3.2% 
EPRA cost ratio 
 (including vacant  Table 
 property costs)     9              20.5%          19.8%          20.2% 
EPRA cost ratio 
 (excluding vacant  Table 
 property costs)     9              19.0%          18.4%          19.0% 
 

TABLE 2: INCOME STATEMENT, PROPORTIONALLY CONSOLIDATED

 
                                 Half year to 30 June  Half year to 30 June  Year to 31 December 
                                 2022                  2021                  2021 
                                 Group  JV    Total    Group  JV    Total    Group  JV    Total 
                          Notes   GBPm  GBPm   GBPm     GBPm  GBPm   GBPm     GBPm  GBPm   GBPm 
Gross rental income       2, 6   239    56    295      195    51    246      398    105   503 
Property operating 
 expenses                 2, 6   (36)   (4)   (40)     (28)   (4)   (32)     (57)   (7)   (64) 
Net rental income(2)             203    52    255      167    47    214      341    98    439 
Joint venture fee 
 income(1)                2      57     (27)  30       12     (5)   7        52     (24)  28 
Management and 
 development fee 
 income(2)                2      2      1     3        3      1     4        5      2     7 
Net solar energy 
 income(2)                2      1      --    1        1      --    1        1      --    1 
Administration expenses   2      (31)   (1)   (32)     (27)   (1)   (28)     (59)   (2)   (61) 
Adjusted operating 
 profit before interest 
 and tax                         232    25    257      156    42    198      340    74    414 
Net finance costs 
 (including 
 adjustments)             2, 6   (32)   (7)   (39)     (20)   (6)   (26)     (40)   (13)  (53) 
Adjusted profit before 
 tax                             200    18    218      136    36    172      300    61    361 
Tax on adjusted profit    2, 6   (12)   (2)   (14)     (3)    (4)   (7)      (8)    (5)   (13) 
Adjusted earnings before 
 non-controlling 
 interests                       188    16    204      133    32    165      292    56    348 
Non-controlling interest 
on adjusted profit               --     --    --       --     --    --       --     --    -- 
Adjusted/EPRA earnings after 
 tax and non-controlling 
 interests                       188    16    204      133    32    165      292    56    348 
Number of shares, 
 million                                      1,204.2               1,194.1               1,197.7 
Adjusted/EPRA EPS, pence per 
 share                                        16.9                  13.8                  29.1 
Number of shares, 
 million                                      1,207.5               1,197.0               1,201.0 
Adjusted/EPRA EPS, pence per share -- 
 diluted                                      16.9                  13.8                  29.0 
 
   1. Joint venture fee income includes the cost of such fees borne by the 
      joint ventures which are shown in Note 6 within net rental income. 
 
   2. The composition of gross and net rental income has changed in 2022 to 
      give a better measure of the underlying rental income from the property 
      portfolio. Management and development fee income; service charge income 
      and expense; and solar energy income and expense are now presented 
      outside of gross and net rental income. Details of the change is 
      disclosed further in Notes 4, 5 and 6. Service charge income is netted 
      against the equal and opposite service charge expense and are not shown 
      as separate line items in the table above. There is no impact on Adjusted 
      operating profit before interest and tax from this change and the prior 
      period comparatives in the table above have been represented to reflect 
      this change. 
 

As discussed in Note 2 there were no non-EPRA adjustments to underlying profit made in the current period or prior periods, therefore Adjusted earnings is equal to EPRA earnings in the table above.

 

TABLE 3: BALANCE SHEET, PROPORTIONAL CONSOLIDATION

 
                       As at 30 June 2022         As at 30 June 2021         As at 31 December 2021 
                       Group    JV       Total    Group    JV       Total    Group    JV       Total 
                Notes   GBPm     GBPm     GBPm     GBPm     GBPm     GBPm     GBPm     GBPm     GBPm 
Investment 
 properties     12, 6  17,209   3,276    20,485   11,850   2,624    14,474   15,492   2,909    18,401 
Trading 
 properties     12, 6  57       --       57       47       --       47       45       --       45 
Total 
 properties            17,266   3,276    20,542   11,897   2,624    14,521   15,537   2,909    18,446 
Investment in 
 joint 
 ventures       6      2,022    (2,022)  --       1,620    (1,620)  --       1,795    (1,795)  -- 
Other net 
 liabilities           (761)    (322)    (1,083)  (459)    (187)    (646)    (535)    (274)    (809) 
Net borrowings  13,6   (3,832)  (932)    (4,764)  (2,275)  (817)    (3,092)  (3,361)  (840)    (4,201) 
Total 
 shareholders' 
 equity(1)             14,695   --       14,695   10,783   --       10,783   13,436   --       13,436 
EPRA 
 adjustments    11                       444                        146                        268 
Adjusted NAV    11                       15,139                     10,929                     13,704 
Number of 
 shares, 
 million        11                       1,212.1                    1,202.5                    1,205.5 
Adjusted NAV 
 pence per 
 share          11                       1,249                      909                        1,137 
 

1. After non-controlling interests.

 

The portfolio valuation uplift of 7.2 per cent shown in the Chief Executive's Review is not directly derivable from the condensed financial statements and is calculated to be comparable with published MSCI Real Estate indices against which SEGRO are measured. Based on the condensed financial statements there is a valuation surplus of GBP1,345 million (see Note 7) and property value of GBP20,480 million (see Table 7) giving a valuation uplift of 7.0 per cent. The primary differences are that the uplift excludes the impact of rent-free incentives (GBP8 million, +0.1 per cent) and other movements (GBP20 million, +0.1 per cent) primarily due to foreign exchange based on closing rate as opposed to average used in the condensed financial statements.

 

TABLE 4: EPRA NET ASSET MEASURES

 

The European Public Real Estate Association ('EPRA') Best Practices Recommendations (BPR) for financial disclosures by public real estate companies sets out three net asset value measures: EPRA net tangible assets (NTA), EPRA net reinstatement value (NRV) and EPRA net disposal value (NDV).

 

The EPRA Net Tangible Assets (NTA) metric is considered to be most consistent with the nature of SEGRO's business as a UK REIT providing long-term progressive and sustainable returns. EPRA NTA acts as the primary measure of net asset value and is also referred to as Adjusted Net Asset Value (or Adjusted NAV).

 

A reconciliation of the three EPRA NAV metrics from IFRS NAV is shown in the table below.

 
                                           EPRA measures 
                                           EPRA NTA 
As at 30 June 2022                          (Adjusted NAV)  EPRA NRV  EPRA NDV 
                                           GBPm             GBPm      GBPm 
Equity attributable to ordinary 
 shareholders                              14,695           14,695    14,695 
Fair value adjustment in respect of 
 interest rate derivatives -- Group        161              161       -- 
Fair value adjustment in respect of 
 trading properties -- Group               10               10        10 
Deferred tax in respect of depreciation 
 and valuation surpluses -- Group(1)       139              278       -- 
Deferred tax in respect of depreciation 
 and valuation surpluses -- Joint 
 ventures(1)                               143              286       -- 
Intangible assets                          (9)              --        -- 
Fair value adjustment in respect of debt 
 -- Group                                  --               --        415 
Fair value adjustment in respect of debt 
 -- Joint ventures                         --               --        137 
Real estate transfer tax(2)                --               1,090     -- 
Net assets                                 15,139           16,520    15,257 
Diluted shares (million)                   1,212.1          1,212.1   1,212.1 
Diluted net assets per share               1,249            1,363     1,259 
 
   1. 50 per cent of deferred tax in respect of depreciation and valuation 
      surpluses has been excluded in calculating EPRA NTA in line with option 3 
      of EPRA BPR guidelines. 
 
   2. EPRA NTA and EPRA NDV reflect IFRS values which are net of purchasers' 
      costs. Purchasers' costs are added back when calculating EPRA NRV. 
 
                                           EPRA measures 
                                           EPRA NTA 
As at 30 June 2021                          (Adjusted NAV)  EPRA NRV  EPRA NDV 
                                           GBPm             GBPm      GBPm 
Equity attributable to ordinary 
 shareholders                              10,783           10,783    10,783 
Fair value adjustment in respect of 
 interest rate derivatives -- Group        (1)              (1)       -- 
Fair value adjustment in respect of 
trading properties -- Group                --               --        -- 
Deferred tax in respect of depreciation 
 and valuation surpluses -- Group(1)       55               110       -- 
Deferred tax in respect of depreciation 
 and valuation surpluses -- Joint 
 ventures(1)                               100              200       -- 
Intangible assets                          (8)              --        -- 
Fair value adjustment in respect of debt 
 -- Group                                  --               --        (322) 
Fair value adjustment in respect of debt 
 -- Joint ventures                         --               --        (29) 
Real estate transfer tax(2)                --               776       -- 
Net assets                                 10,929           11,868    10,432 
Diluted shares (million)                   1,202.5          1,202.5   1,202.5 
Diluted net assets per share               909              987       868 
 
   1. 50 per cent of deferred tax in respect of depreciation and valuation 
      surpluses has been excluded in calculating EPRA NTA in line with option 3 
      of EPRA BPR guidelines. 
 
   2. EPRA NTA and EPRA NDV reflect IFRS values which are net of purchasers' 
      costs. Purchasers' costs are added back when calculating EPRA NRV. 
 
                                           EPRA measures 
                                           EPRA NTA 
As at 31 December 2021                      (Adjusted NAV)  EPRA NRV  EPRA NDV 
                                           GBPm             GBPm      GBPm 
Equity attributable to ordinary 
 shareholders                              13,436           13,436    13,436 
Fair value adjustment in respect of 
 interest rate derivatives -- Group        24               24        -- 
Fair value adjustment in respect of 
 trading properties -- Group               1                1         1 
Deferred tax in respect of depreciation 
 and valuation surpluses -- Group(1)       129              259       -- 
Deferred tax in respect of depreciation 
 and valuation surpluses -- Joint 
 ventures(1)                               123              245       -- 
Intangible assets                          (9)              --        -- 
Fair value adjustment in respect of debt 
 -- Group                                  --               --        (260) 
Fair value adjustment in respect of debt 
 -- Joint ventures                         --               --        (22) 
Real estate transfer tax(2)                --               1,021     -- 
Net assets                                 13,704           14,986    13,155 
Diluted shares (million)                   1,205.5          1,205.5   1,205.5 
Diluted net assets per share               1,137            1,243     1,091 
 
   1. 50 per cent of deferred tax in respect of depreciation and valuation 
      surpluses has been excluded in calculating EPRA NTA in line with option 3 
      of EPRA BPR guidelines. 
 
   2. EPRA NTA and EPRA NDV reflect IFRS values which are net of purchasers' 
      costs. Purchasers' costs are added back when calculating EPRA NRV. 
 

TABLE 5: EPRA LTV, PROPORTIONAL CONSOLIDATION

 
                         As at 30 June 
                         2022                   As at 30 June 2021     As at 31 December 2021 
                         Group   JV     Total   Group   JV     Total   Group   JV     Total 
                  Notes   GBPm    GBPm   GBPm    GBPm    GBPm   GBPm    GBPm    GBPm   GBPm 
Borrowings(1,2)          1,493   130    1,623   1,038   1      1,039   1,966   28     1,994 
Bonds(1,2)               2,430   857    3,287   1,315   849    2,164   1,440   834    2,274 
Exclude: 
Cash and cash 
 equivalents      13     (91)    (55)   (146)   (78)    (33)   (111)   (45)    (22)   (67) 
Net Debt (a)             3,832   932    4,764   2,275   817    3,092   3,361   840    4,201 
Foreign currency 
 derivatives      13     (13)    --     (13)    (19)    --     (19)    (32)    --     (32) 
Net 
 payables(3,4)           385     28     413     418     (18)   400     329     22     351 
EPRA Net Debt 
 (b)                     4,204   960    5,164   2,674   799    3,473   3,658   862    4,520 
 
Investment 
 properties at 
 fair value 
 (excluding head 
 lease ROU 
 asset)           12     17,137  3,276  20,413  11,775  2,624  14,399  15,422  2,909  18,331 
Trading 
 properties       12     57      --     57      47      --     47      45      --     45 
Total Property 
 Value (c)               17,194  3,276  20,470  11,822  2,624  14,446  15,467  2,909  18,376 
Head lease ROU 
 asset            12     72      --     72      75      --     75      70      --     70 
Unrecognised 
 valuation 
 surplus on 
 trading 
 properties       12     10      --     10      --      --     --      1       --     1 
Other interest 
 in property             28      --     28      16      --     16      24      --     24 
Intangibles              9       --     9       8       --     8       9       --     9 
EPRA Total 
 Property Value 
 (d)                     17,313  3,276  20,589  11,921  2,624  14,545  15,571  2,909  18,480 
 
LTV (a/c)                22.3%          23.3%   19.2%          21.4%   21.7%          22.9% 
EPRA LTV (b/d)           24.3%          25.1%   22.4%          23.9%   23.5%          24.5% 
 
 
   1. Total Group borrowings as at 30 June 2022 per Note 13 of GBP3,923 million 
      (30 June 2021: GBP2,353 million; 31 December 2021: GBP3,406 million) 
      consists of: Borrowings from financial institutions of GBP1,493 million 
      (30 June 2021: GBP1,038 million; 31 December 2021: GBP1,966 million) and 
      Bond loans of GBP2,430 million (30 June 2021: GBP1,315 million; 31 
      December 2021: GBP1,440 million). 
 
   2. JV borrowings as at 30 June 2022 per Note 6 of GBP987 million at share 
      (30 June 2021: GBP850 million; 31 December 2021: GBP862 million) consists 
      of: Borrowings from financial institutions of GBP130 million (30 June 
      2021: GBP1 million; 31 December 2021: GBP28 million) and Bond loans of 
      GBP857 million (30 June 2021: GBP849 million; 31 December 2021: GBP834 
      million). 
 
   3. Group net payables is calculated as the net position of the following 
      line items shown on the Balance Sheet: Non-current other receivables, 
      current trade and other receivables, non-current trade and other payables, 
      non-current tax liabilities, current trade and other payables and current 
      tax liabilities. 
 
   4. JV net payables is calculated as the net position of the following line 
      items shown in Note 6: Current trade and other receivables and current 
      trade and other liabilities. 
 

TABLE 6: EPRA EARNINGS

 
                             Half year to   Half year to    Year to 
                              30 June 2022   30 June 2021    31 December 2021 
                      Notes   GBPm           GBPm            GBPm 
Earnings per IFRS 
 income statement            1,333          1,317           4,060 
 
Adjustments to 
calculate EPRA 
Earnings, exclude: 
Valuation surplus on 
 investment 
 properties           7      (1,164)        (1,118)         (3,617) 
Loss/(profit) on 
 sale of investment 
 properties           7      1              (4)             (53) 
Profit on sale of 
 trading properties   7      (2)            (1)             (7) 
(Decrease)/increase 
 in provision for 
 impairment of 
 trading properties   7      (9)            --              1 
Tax on profits on 
 disposals(1)         9      16             29              10 
Net fair value loss 
 on interest rate 
 swaps and other 
 derivatives          8      150            56              82 
Deferred tax in 
 respect of EPRA 
 adjustments(1)              13             21              232 
SIIC entry tax 
 charge(1)            9      --             39              38 
Adjustments to the 
 share of profit 
 from joint ventures 
 after tax            6      (135)          (178)           (405) 
Non-controlling 
 interests in 
 respect of the 
 above                2      1              4               7 
EPRA earnings                204            165             348 
Basic number of 
 shares, million      11     1,204.2        1,194.1         1,197.7 
EPRA Earnings per 
 Share (EPS)                 16.9           13.8            29.1 
Company specific 
adjustments: 
Non-EPRA adjustments  2      --             --              -- 
Adjusted earnings            204            165             348 
Adjusted EPS                 16.9           13.8            29.1 
 
   1. Total tax charge in respect of adjustments per Note 2 of GBP29 million 
      (H1 2021: GBP89 million, FY 2021: GBP280 million) comprises tax charge on 
      profits on disposals of GBP16 million (H1 2021: GBP29 million, FY 2021: 
      GBP10 million), deferred tax charge of GBP13 million (H1 2021: GBP21 
      million, FY 2021: GBP232 million) and SIIC entry tax charge of GBPnil (H1 
      2021: GBP39 million, FY 2021: GBP38 million). 
 

TABLE 7: EPRA NET INITIAL YIELD AND TOPPED-UP NET INITIAL YIELD

 
Combined property portfolio including                     Continental 
joint ventures at share -- 30 June               UK        Europe      Total 
2022                                     Notes    GBPm     GBPm         GBPm 
Total properties per financial 
 statements                             Table 3  13,626   6,916        20,542 
Add valuation surplus not recognised 
 on trading properties(1)                        3        7            10 
Less head lease ROU assets              12       --       (72)         (72) 
Combined property portfolio per 
 external valuers' report(4)                     13,629   6,851        20,480 
Less development properties 
 (investment, trading and joint 
 venture)                                        (1,969)  (768)        (2,737) 
Net valuation of completed properties            11,660   6,083        17,743 
Add notional purchasers' costs                   792      298          1,090 
Gross valuation of completed 
 properties including notional 
 purchasers' costs                      A        12,452   6,381        18,833 
Income 
Gross passing rents(2)                           337      220          557 
Less irrecoverable property costs                (2)      (8)          (10) 
Net passing rents                       B        335      212          547 
Adjustment for notional rent in 
 respect of rent frees                           24       26           50 
Topped up net rent                      C        359      238          597 
Including fixed/minimum uplifts(3)               10       1            11 
Total topped up net rent                         369      239          608 
 
                                                          Continental 
                                                 UK        Europe      Total 
Yields -- 30 June 2022                            %        %            % 
EPRA net initial yield(4)               B/A      2.7      3.3          2.9 
EPRA topped up net initial yield(4)     C/A      2.9      3.7          3.2 
True net equivalent yield                        3.7      4.0          3.8 
 
   1. Trading properties are recorded in the Financial Statements at the lower 
      of cost and net realisable value, therefore valuations above cost have 
      not been recognised. 
 
   2. Gross passing rent excludes short term lettings and licences. 
 
   3. Certain leases contain clauses which guarantee future rental increases, 
      whereas most leases contain five yearly, upwards-only rent review clauses 
      (UK) or indexation clauses (Continental Europe). 
 
   4. In accordance with the Best Practices Recommendations of EPRA. 
 
   5. Total assets under management of GBP23,756 million includes Combined 
      property portfolio (including JV at 50 per cent share) of GBP20,480 
      million plus 50 per cent of JV properties not owned but under management 
      of GBP3,276 million. 
 

TABLE 8: EPRA VACANCY RATE

 
                             Half year to   Half year to    Year to 
                              30 June 2022   30 June 2021    31 December 2021 
                              GBPm           GBPm            GBPm 
Annualised potential rental 
 value of vacant premises    24             24              22 
Annualised potential rental 
 value for the completed 
 property portfolio          729            567             693 
EPRA vacancy rate(1)         3.3%           4.3%            3.2% 
 
   1. EPRA vacancy rate has been calculated using the figures presented in the 
      table above in millions accurate to one decimal place. 
 

TABLE 9: TOTAL COST RATIO / EPRA COST RATIO

 
                           Half year to   Half year to       Year to 31 
                            30 June 2022   30 June 2021(5)   December 2021(5) 
Total cost ratio    Notes   GBPm           GBPm              GBPm 
Costs 
Property operating 
 expenses(1)        5      36             28                 57 
Administration 
 expenses                  31             27                 59 
Share of joint 
 venture property 
 operating and 
 administration 
 expenses(2)        6      11             10                 20 
Less: 
Joint venture 
 property 
 management fee 
 income, 
 management fees 
 and other costs 
 recovered through 
 rents but not 
 separately 
 invoiced(3)               (18)           (16)               (34) 
Total costs (A)            60             49                 102 
Gross rental 
income 
Gross rental 
 income             4      239            195                398 
Share of joint 
 venture property 
 gross rental 
 income             6      56             51                 105 
Less: 
Other costs 
 recovered through 
 rents but not 
 separately 
 invoiced(3)               (1)            (1)                (3) 
Total gross rental 
 income (B)                294            245                500 
Total cost ratio 
 (A)/(B)(4)                20.5%          19.8%              20.2% 
Total costs (A)            60             49                 102 
Share-based 
 payments                  (5)            (6)                (13) 
Total costs after 
 share based 
 payments (C)              55             43                 89 
Total cost ratio 
 after share based 
 payments 
 (C)/(B)(4)                18.7%          17.4%              17.6% 
 
EPRA cost ratio 
Total costs (A)            60             49                 102 
Non-EPRA 
adjustments                --             --                 -- 
EPRA total costs 
 including vacant 
 property costs 
 (D)                       60             49                 102 
Group vacant 
 property costs            (4)            (3)                (5) 
Share of joint 
 venture vacant 
 property costs            -              (1)                (1) 
EPRA total costs 
 excluding vacant 
 property costs 
 (E)                       56             45                 96 
Total gross rental 
 income (B)                294            245                500 
Total EPRA costs 
 ratio (including 
 vacant property 
 costs) 
 (D)/(B)(4)                20.5%          19.8%              20.2% 
Total EPRA costs 
 ratio (excluding 
 vacant property 
 costs) 
 (E)/(B)(4)                19.0%          18.4%              19.0% 
 
   1. Property operating expenses are net of costs capitalised in accordance 
      with IFRS of GBP7 million (H1 2021: GBP5 million, FY 2021: GBP9 million) 
      (see Note 5 for further detail on the nature of costs capitalised). 
 
   2. Share of joint venture property operating and administration expenses 
      after deducting costs related to performance fees. 
 
   3. Total deduction of GBP18 million (H1 2021: GBP16 million, FY 2021: GBP34 
      million) from costs includes: joint venture management fees income of 
      GBP15 million (H1 2021: GBP12 million, FY 2021: GBP26 million) and 
      management fees and other costs recovered through rents but not 
      separately invoiced, including joint ventures, of GBP3 million (H1 2021: 
      GBP4 million, FY 2021: GBP8 million). These items have been represented 
      as an offset against costs rather than a component of income in 
      accordance with EPRA BPR Guidelines as they are reimbursing the Group for 
      costs incurred. Gross rental income of GBP239 million (H1 2021: GBP195 
      million, FY 2021: GBP398 million) does not include joint venture 
      management fees income of GBP15 million (H1 2021: GBP12 million, FY 2021: 
      GBP26 million) and management fee income of GBP2 million (H1 2021: GBP3 
      million, FY 2021: GBP5 million) these fees are not required to be 
      included in the total deduction to income of GBP1 million (H1 2021: GBP1 
      million, FY 2021: GBP3 million). 
 
   4. Cost ratio percentages have been calculated using the figures presented 
      in the table above in millions accurate to one decimal place. 
 
   5. As detailed in Note 4 and 5, the composition of Gross rental income and 
      Property operating expenses have changed in 2022. The prior period 
      comparatives have been represented in the table above to reflect the 
      impact on the cost ratio calculation. This change resulted in Total gross 
      rental income decreasing by GBP4 million for FY 2021 and GBP2 million for 
      H1 2021 to exclude Solar energy income and Development fee income which 
      is no longer included within Gross rental income. Total Costs decreased 
      GBP1 million for FY 2021 and GBPnil for H1 2021 to exclude Solar energy 
      expenses. This had nil impact on the cost ratio percentage when 
      calculating using the represented figures presented in the table above in 
      millions accurate to one decimal place. 
 

GLOSSARY OF TERMS

 

Completed portfolio: The completed investment properties and the Group's share of joint ventures' completed investment properties. Includes properties held throughout the period, completed developments and properties acquired during the period.

 

Covered land: Income-producing assets acquired with the explicit intention to take back for redevelopment in the short to medium term. Valued on the balance sheet as land plus remaining contracted income.

 

Development pipeline: The Group's current programme of developments authorised or in the course of construction at the balance sheet date (current development pipeline), together with potential schemes not yet commenced on land owned or controlled by the Group (future development pipeline). Within the future development pipeline are pre-let development projects which management expects to approve over the next twelve months or which have been approved but are subject to final planning approval or other conditions being met ("near-term" development pipeline).

 

EPRA: The European Public Real Estate Association, a real estate industry body, which has issued Best Practices Recommendations Guidelines in order to provide consistency and transparency in real estate reporting across Europe.

 

Estimated cost to completion: Costs still to be expended on a development or redevelopment to practical completion, including attributable interest.

 

Estimated rental value (ERV): The estimated annual market rental value of lettable space as determined biannually by the Group's valuers. This will normally be different from the rent being paid.

 

Gearing: Net borrowings divided by total shareholders' equity excluding intangible assets and deferred tax provisions.

 

Gross rental income: Contracted rental income recognised in the period in the Income Statement, including surrender premiums. Lease incentives, initial costs and any contracted future rental increases are amortised on a straight line basis over the lease term.

 

Headline rent: The annual rental income currently receivable on a property as at the balance sheet date (which may be more or less than the ERV) ignoring any rent-free period.

 

Hectares (Ha): The area of land measurement used in this analysis. The conversion factor used, where appropriate, is 1 hectare = 2.471 acres.

 

Investment property: Completed land and buildings held for rental income return and/or capital appreciation.

 

Joint venture: An entity in which the Group holds an interest and which is jointly controlled by the Group and one or more partners under a contractual arrangement whereby decisions on financial and operating policies essential to the operation, performance and financial position of the venture require each partner's consent.

 

Loan to value (LTV): Net borrowings divided by the carrying value of total property assets (investment, owner occupied and trading properties and excludes head lease ROU asset). This is reported on a 'look--through' basis (including joint ventures at share) except where stated.

 

MSCI: MSCI Real Estate calculates indices of real estate performance around the world.

 

Net debt: Borrowings less cash and cash equivalents.

 

Net initial yield: Passing rent less non recoverable property expenses such as empty rates, divided by the property valuation plus notional purchasers' costs. This is in accordance with EPRA's Best Practices Recommendations.

 

Net rental income: Gross rental income less ground rents paid and property operating expenses.

 

Net true equivalent yield: The internal rate of return from an investment property, based on the value of the property assuming the current passing rent reverts to ERV and assuming the property becomes fully occupied over time. Rent is assumed to be paid quarterly in advance, in line with standard UK lease terms.

 

Passing rent: The annual rental income currently receivable on a property as at the Balance Sheet date (which may be more or less than the ERV). Excludes rental income where a rent free period is in operation. Excludes service charge income.

 

Pre-let: A lease signed with an occupier prior to commencing construction of a building.

 

REIT: A qualifying entity which has elected to be treated as a Real Estate Investment Trust for tax purposes. In the UK, such entities must be listed on a recognised stock exchange, must be predominantly engaged in property investment activities and must meet certain ongoing qualifications. SEGRO plc and its UK subsidiaries achieved REIT status with effect from 1 January 2007.

 

Rent-free period: An incentive provided usually at commencement of a lease during which a customer pays no rent. The amount of rent free is the difference between passing rent and headline rent.

 

Rent roll: See Passing Rent.

 

SELP: SEGRO European Logistics Partnership, a 50-50 joint venture between SEGRO and Public Sector Pension Investment Board (PSP Investments).

 

SIIC: Sociétés d'investissements Immobiliers Cotées are the French equivalent of UK Real Estate Investment Trusts (see REIT).

 

Speculative development: Where a development has commenced prior to a lease agreement being signed in relation to that development.

 

Square metres (sq m): The area of buildings measurements used in this analysis. The conversion factor used, where appropriate, is one square metre = 10.7639 square feet.

 

Take-back: Rental income lost due to lease expiry, exercise of break option, surrender or insolvency.

 

Topped up net initial yield: Net initial yield adjusted to include notional rent in respect of let properties which are subject to a rent free period at the valuation date. This is in accordance with EPRA's Best Practices Recommendations.

 

Total accounting return (TAR): A measure of the growth in Net Asset Value (NAV) per share calculated as change in Adjusted NAV per share in the period plus dividend per share paid in the period, expressed as a percentage of Adjusted NAV per share at the beginning of the period.

 

Total property return (TPR): A measure of the ungeared return for the portfolio and is calculated as the change in capital value, less any capital expenditure incurred, plus net income, expressed as a percentage of capital employed over the period concerned, as calculated by MSCI Real Estate and excluding land.

 

Total shareholder return (TSR): A measure of return based upon share price movement over the period and assuming reinvestment of dividends.

 

Trading property: Property being developed for sale or one which is being held for sale after development is complete.

 

Yield on cost: The expected gross yield based on the estimated current market rental value (ERV) of the developments when fully let, divided by the book value of the developments at the earlier of commencement of the development or the balance sheet date, plus future development costs and estimated finance costs to completion.

 

Yield on new money: The yield on cost excluding the book value of land if the land is owned by the Group in the reporting period prior to commencement of the development.

 

CONTACT DETAILS FOR INVESTOR / ANALYST AND MEDIA ENQUIRIES:

 

SEGRO

Soumen Das (Chief Financial Officer)

Tel: + 44 (0) 20 7451 9110

 

(after 11am)

Claire Mogford (Head of Investor Relations)

Mob: +44 (0) 7710 153 974

Tel: +44 (0) 20 7451 9048

 

(after 11am)

 

FTI Consulting

Richard Sunderland / Ellie Sweeney / Eve Kirmatzis

 

Tel: +44 (0) 20 3727 1000

 

View source version on businesswire.com: https://www.businesswire.com/news/home/20220727005603/en/

 
    CONTACT: 

SEGRO

 
    SOURCE: SEGRO PLC 
Copyright Business Wire 2022 
 

(END) Dow Jones Newswires

July 28, 2022 02:00 ET (06:00 GMT)

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