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BC84 Trafford 'a2'

136.65
0.00 (0.00%)
04 Nov 2024 - Closed
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Name Symbol Market Type
Trafford 'a2' LSE:BC84 London Bond
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Trafford Centre Finance Ld Half-year Report (6142I)

31/08/2016 5:13pm

UK Regulatory


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RNS Number : 6142I

Trafford Centre Finance Ld

31 August 2016

THE TRAFFORD CENTRE FINANCE LIMITED

INTERIM REPORT

FOR THE SIX MONTHSED 30 JUNE 2016

Company number 91678 (Cayman Islands)

OPERATING AND FINANCIAL REVIEW

FOR THE SIX MONTHSED 30 JUNE 2016

The Trafford Centre Finance Limited ("the company") is incorporated and registered in the Cayman Islands. The company's registered office is 89 Nexus Way, Camana Bay, Grand Cayman, Cayman Islands KY1-9007.

The principal activity of the company is the provision of financing to The Trafford Centre Limited which owns the intu Trafford Centre shopping centre. This is funded by the issue of loan notes. The company receives interest on the provision of financing to The Trafford Centre Limited at rates equal to those paid on its external debt plus additional interest of 0.01% per annum. Any financing related fees incurred by the company are also charged on to The Trafford Centre Limited.

The company's results and financial position for the period ended 30 June 2016 are set out in full in the income statement, balance sheet, statement of changes in equity, statement of cash flows and the notes to the condensed interim financial statements.

The company's loss before taxation for the six months to 30 June 2016 was GBP1,000 (year ended 31 December 2015 profit of GBP10,000, six months ended 30 June 2015 profit of GBP20,000) with net assets decreasing to GBP834,000 (as at 31 December 2015 GBP835,000, as at 30 June 2015 GBP845,000).

Given the straightforward nature of the business, the company's directors are of the opinion that analysis using KPIs is not necessary for an understanding of the development, performance or position of the business. The directors expect that the present level of activity will continue for the foreseeable future.

The directors who held office during the period and until the date of this report are given below:

Raulin Amy

David Fischel

Matthew Roberts

OPERATING AND FINANCIAL REVIEW

FOR THE SIX MONTHSED 30 JUNE 2016

KEY RISKS AND UNCERTAINTIES

As the company's principal activity is to provide financing to The Trafford Centre Limited, the company's key risks and uncertainties are those faced by The Trafford Centre Limited to the extent that they impact that entity's ability to meet its obligations to the company including those related to the terms of the company's borrowings which are secured on the assets of The Trafford Centre Limited. The key risks and uncertainties facing the company are set out below:

 
 Risk & Impact         Mitigation                                                        Change    2016 commentary 
--------------------  ---------------------------------------------------------------  ---------  -------------------------------------------------------------- 
 Property 
---------------------------------------------------------------------------------------------------------------------------------------------------------------- 
 Macro-economic                                                                                    Likelihood of macro-economic 
  Weakness in the             *    Focus on prime assets and upgrading assets                       weakness has increased with 
  macro-economic                                                                                    the UK's vote to leave the 
  environment could                                                                                 European Union. There is 
  undermine rental            *    Covenant headroom monitored and stress-tested                    increased uncertainty in 
  income levels                                                                                     relation to many factors 
  and property                                                                                      that impact the property 
  values, reducing            *    Make representation on key policies, for example                 investment and occupier markets. 
  return on investment             business rates                                                   The independent valuers of 
  and covenant                                                                                      intu Trafford Centre have 
  headroom                                                                                          commented that it has not 
                                                                                                    yet been possible to gauge 
                                                                                                    the effect by reference to 
                                                                                                    transactions but that the 
                                                                                                    probability of their opinion 
                                                                                                    of value exactly coinciding 
                                                                                                    with the price achieved, 
                                                                                                    were there to be a sale, 
                                                                                                    has reduced. 
                                                                                                     *    substantial covenant headroom 
 
 
                                                                                                     *    letting pipeline at similar levels to 2015 
----------------------  ---------------------------------------------------------------  -------  -------------------------------------------------------------- 
 Retail environment                                                                         -          Likelihood and severity of 
 Failure to react          *    Active management of tenant mix                                        potential impact are unchanged 
 to changes in                                                                                         in the first half of 2016 
 the retail                                                                                            with intu's strategy continuing 
 environment               *    Regular monitoring of tenant strength and diversity                    to deliver strong footfall 
 could undermine                                                                                       numbers and occupancy 
 intu's ability                                                                                         *    digital investment to improve relevance as shopping 
 to attract customers      *    Tell intu customer feedback programme helps identify                         habits change 
 and tenants                    changes in customer preferences 
 
 
                           *    Work closely with retailers 
 
 
                           *    Digital strategy that embraces technology and digital 
                                customer engagement. This enables intu to engage in 
                                and support multichannel retailing, and to take the 
                                opportunities offered by ecommerce 
----------------------  ---------------------------------------------------------------  -------  -------------------------------------------------------------- 
 Health and safety                                                                                 Likelihood of potential impact 
  Accidents or             *    Strong business process and procedures, supported by         -      has not changed signi cantly 
  system failure                regular training and exercises                                      during the first half of 
  leading to financial                                                                              2016 however severity impacted 
  and/or reputational                                                                               by new enforcement structure 
  loss                     *    Annual audits of operational standards carried out                   *    Maintenance of OHSAS 18001 certi cation, 
                                internally and by external consultants                                    demonstrating consistent health and safety management 
                                                                                                          process and procedures across the portfolio 
 
                           *    Culture of visitor and staff safety 
                                                                                                     *    work continuing towards achieving ISO 9001, 14001 and 
                                                                                                          55001 accreditation 
                           *    Crisis management and business continuity plans in 
                                place and tested 
 
 
                           *    Retailer liaison and briefings 
 
 
                           *    Appropriate levels of insurance 
 
 
                           *    Staff succession planning and development in place to 
                                ensure continued delivery of world class service 
 
 
                           *    Health and safety managers or coordinators in all 
                                centres 
----------------------  ---------------------------------------------------------------  -------  -------------------------------------------------------------- 
 Cyber-security                                                                             -      Likelihood unchanged, but 
 Loss of data              *    Data and cybersecurity strategies                                   severity of potential impact 
 and information                                                                                    has reduced by significant 
 or failure of                                                                                      development of tools and 
 key systems resulting     *    Regular testing programme and cyber scenario exercise               controls in the first half 
 in financial                                                                                       of 2016 
 and/or reputational                                                                                 *    ongoing intu-wide cybersecurity project with focus on 
 loss                      *    Appropriate levels of insurance                                           proactive monitoring of technical infrastructure to 
                                                                                                          mitigate cyber threats 
 
                           *    Crisis management and business continuity plans in 
                                place and tested 
 
 
                           *    Data committee 
 
 
                           *    Monitoring of regulatory environment and best 
                                practice 
----------------------  ---------------------------------------------------------------  -------  -------------------------------------------------------------- 
 Terrorism                                                                                  -      Overall likelihood and severity 
  Terrorist incident       *    Strong business process and procedures, supported by                of potential impact unchanged 
  at intu Trafford              regular training and exercises, designed to adapt and                *    national threat level remains at Severe 
  Centre or another             respond to changes in risk levels 
  major shopping 
  centre resulting                                                                                   *    major scenario exercise held at intu Trafford Centre 
  in loss of consumer      *    Annual audits of operational standards carried out                        with involvement of multiple external agencies 
  confidence with               internally and by external agencies 
  consequent impact 
  on lettings and                                                                                    *    operating procedures in place for the introduction of 
  rental growth            *    Culture of visitor and staff safety                                       further security measures if required 
 
 
                           *    Crisis management and business continuity plans in 
                                place and tested 
 
 
                           *    Retailer liaison and briefings 
 
 
                           *    Appropriate levels of insurance 
 
 
                           *    Strong relationships and frequent liaison with police, 
                                NaCTSO and other agencies 
----------------------  ---------------------------------------------------------------  -------  -------------------------------------------------------------- 
 
 

DIRECTORS' RESPONSIBILITY STATEMENT

FOR THE SIX MONTHSED 30 JUNE 2016

The directors are responsible for preparing the interim report and condensed set of interim financial statements (interim financial statements), in accordance with applicable law and regulations. The directors confirm that, to the best of their knowledge:

-- the interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting, as adopted by the European Union; and

-- the interim report includes a fair review of both the information required by Sections DTR 4.2.7R, and that which is subject of DTR 4.2.8R of the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

The Operating and Financial Review refers to important events which have taken place in the period.

The principal risks and uncertainties facing the business are referred to in the Operating and Financial Review.

Related party transactions are set out in note 11 of the interim financial statements.

A list of current directors is provided in the Operating and Financial Review.

On behalf of the Board

Matthew Roberts

Director

30 August 2016

INDEPENT REVIEW REPORT TO THE DIRECTORS OF

THE TRAFFORD CENTRE FINANCE LIMITED

Report on the condensed interim financial statements

Our conclusion

We have reviewed The Trafford Centre Finance Limited's condensed interim financial statements (the "interim financial statements") in the interim report of the Trafford Centre Finance Limited for the 6 month period ended 30 June 2016. 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 International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

This conclusion is to be read in the context of what we say in the remainder of this report.

What we have reviewed

The interim financial statements comprise:

-- the balance sheet as at 30 June 2016;

-- the income statement for the period then ended;

-- the statement of cash flows for the period then ended;

-- the 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 interim report have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

As disclosed in note 1 to the interim financial statements, the financial reporting framework that has been applied in the preparation of the full annual financial statements of the Company is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.

Responsibilities for the condensed interim financial statements and the review

Our responsibilities and those of the directors

The interim report, including the interim financial statements, is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the interim report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority

Our responsibility is to express a conclusion on the interim financial statements based on our review. This report, including the conclusion, has been prepared for and only for the directors of the Company as a body, for management purposes, for the purpose of complying with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority and for no other purpose. Our report may not be made available to any other party without our prior written consent. 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.

What a review of condensed financial statements involves

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board 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 Ireland) 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 interim report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.

PricewaterhouseCoopers LLP

Chartered Accountants

London

30 August 2016

(a) The maintenance and integrity of the intu properties plc website is the responsibility of the directors; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the interim financial statements since they were initially presented on the website.

(b) Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

INCOME STATEMENT (unaudited)

FOR THE SIX MONTHSED 30 JUNE 2016

 
                                              Six months   Six months 
                                                   ended        ended    Year ended 
                                                 30 June      30 June   31 December 
                                                    2016         2015          2015 
                                      Notes       GBP000       GBP000        GBP000 
 
 Administration expenses                            (24)          (7)          (11) 
                                             -----------  -----------  ------------ 
 
 Operating loss                                     (24)          (7)          (11) 
 
 Finance income                         4         24,656       24,343        49,252 
 Finance costs                          4       (24,633)     (24,316)      (49,231) 
 Change in fair value of financial      4              -            -             - 
  instruments 
                                             -----------  -----------  ------------ 
 
 Net finance income                                   23           27            21 
                                             -----------  -----------  ------------ 
 
 (Loss)/profit before tax                            (1)           20            10 
 
 Taxation                                              -            -             - 
                                             -----------  -----------  ------------ 
 
 (Loss)/profit for the period                        (1)           20            10 
                                             ===========  ===========  ============ 
 

Other than the items in the income statement above, there are no other items of comprehensive income and accordingly a separate statement of comprehensive income has not been prepared.

BALANCE SHEET (unaudited)

AS AT 30 JUNE 2016

 
                                                 As at         As at       As at 
                                               30 June   31 December     30 June 
                                                  2016          2015        2015 
                                     Notes      GBP000        GBP000      GBP000 
 
 Non-current assets 
 Trade and other receivables           5       762,990       769,958     776,656 
 Derivative financial instruments              128,871        88,057      79,987 
                                            ----------  ------------  ---------- 
                                               891,861       858,015     856,643 
 
 Current assets 
 Trade and other receivables           5        23,134        22,584      23,028 
 Derivative financial instruments                1,510         1,496       1,465 
 Cash and cash equivalents                         346           306         265 
                                            ----------  ------------  ---------- 
                                                24,990        24,386      24,758 
 
 Total assets                                  916,851       882,401     881,401 
                                            ----------  ------------  ---------- 
 
 Current liabilities 
 Borrowings                            7      (13,682)      (13,213)    (13,875) 
 Trade and other payables              6       (8,964)       (8,842)     (8,573) 
 Derivative financial instruments              (1,510)       (1,496)     (1,465) 
                                            ----------  ------------  ---------- 
                                              (24,156)      (23,551)    (23,913) 
 
 Non-current liabilities 
 Borrowings                            7     (762,990)     (769,958)   (776,656) 
 Derivative financial instruments            (128,871)      (88,057)    (79,987) 
                                            ----------  ------------  ---------- 
                                             (891,861)     (858,015)   (856,643) 
 
 Total liabilities                           (916,017)     (881,566)   (880,556) 
                                            ----------  ------------  ---------- 
 
 Net assets                                        834           835         845 
                                            ==========  ============  ========== 
 
 Equity 
 Share capital                         8             -             -           - 
 Retained earnings                                 834           835         845 
                                            ----------  ------------  ---------- 
 
 Total equity                                      834           835         845 
                                            ==========  ============  ========== 
 

STATEMENT OF CHANGES IN EQUITY (unaudited)

FOR THE SIX MONTHSED 30 JUNE 2016

 
                                      Share    Retained    Total 
                                    capital    earnings   equity 
                                     GBP000      GBP000   GBP000 
 
 At 1 January 2015                         -        825      825 
                                  ----------  ---------  ------- 
 
 Profit for the period                     -         20       20 
                                  ----------  ---------  ------- 
 
 Total comprehensive income for 
  the period                               -         20       20 
                                  ----------  ---------  ------- 
 
 At 30 June 2015                           -        845      845 
                                  ==========  =========  ======= 
 
 At 1 July 2015                            -        845      845 
                                  ----------  ---------  ------- 
 
 Loss for the period                       -       (10)     (10) 
                                  ----------  ---------  ------- 
 
 Total comprehensive income for 
  the period                               -       (10)     (10) 
                                  ----------  ---------  ------- 
 
 At 31 December 2015                       -        835      835 
                                  ==========  =========  ======= 
 
 At 1 January 2016                         -        835      835 
                                  ----------  ---------  ------- 
 
 Loss for the period                       -        (1)      (1) 
                                  ----------  ---------  ------- 
 
 Total comprehensive income for 
  the period                               -        (1)      (1) 
                                  ----------  ---------  ------- 
 
 At 30 June 2016                           -        834      834 
                                  ==========  =========  ======= 
 

STATEMENT OF CASH FLOWS (unaudited)

FOR THE SIX MONTHSED 30 JUNE 2016

 
                                                   Six months   Six months 
                                                        ended        ended    Year ended 
                                                      30 June      30 June   31 December 
                                                         2016         2015          2015 
                                           Notes       GBP000       GBP000        GBP000 
 
 Cash generated from operations             10              1            3          (11) 
 Interest received                                     24,375       24,071        48,374 
 Interest paid                                       (24,336)     (24,031)      (48,279) 
                                                  -----------  -----------  ------------ 
 
 Cash flows from operating activities                      40           43            84 
                                                  -----------  -----------  ------------ 
 
 Amounts owed by group undertaking 
  -received                                             6,953        8,666        16,496 
                                                  -----------  -----------  ------------ 
 
 Cash flows from investing activities                   6,953        8,666        16,496 
 
 Borrowings repaid                                    (6,953)      (8,666)      (16,496) 
 
 Cash flows from financing activities                 (6,953)      (8,666)      (16,496) 
                                                  -----------  -----------  ------------ 
 
 Net increase in cash and cash 
 equivalents                                               40           43            84 
 Cash and cash equivalents at beginning 
  of 
 period                                                   306          222           222 
                                                  -----------  -----------  ------------ 
 
 Cash and cash equivalents at end 
  of period                                               346          265           306 
                                                  ===========  ===========  ============ 
 

NOTES (unaudited)

FOR THE SIX MONTHSED 30 JUNE 2016

   1.         Basis of preparation 

The condensed set of interim financial statements (interim financial statements) for the six months ended 30 June 2016 are unaudited. The interim financial statements have been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority and with IAS 34 as adopted by the European Union.

The comparative information presented for the year ended 31 December 2015 is not the company's financial statements for that year. Those financial statements have been reported on by the company's auditors. The auditors' opinion on those financial statements was unqualified and did not contain an emphasis of matter paragraph. The comparative information presented for the six months ended 30 June 2015 has not been subject to independent review or audit.

The interim financial statements should be read in conjunction with the company's financial statements for the year ended 31 December 2015 which have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union.

Use of estimates and assumptions

The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amount of assets and liabilities, income and expense. Actual results may differ from these estimates. In preparing the interim financial statements, the areas of significant judgement made by management in applying the company accounting policies and the key sources of estimation uncertainty were the same as those applied to the financial statements as at and for the year ended 31 December 2015.

Going concern

In assessing whether the going concern basis of preparation is appropriate to adopt, the directors considered a number of factors including financial projections of the company and the level of financial support that may be available to the company by its ultimate parent, intu properties plc. In addition investment property held by The Trafford Centre Limited, a fellow subsidiary of intu properties plc, acts as security for the financial instruments which are held in The Trafford Centre Finance Limited. The ability of the company to meet the obligations of these financial instruments is dependent upon the performance of The Trafford Centre Limited and its ability to meet its obligations to the company. In concluding that the going concern basis of preparation is appropriate the directors have considered the cash flow forecasts of The Trafford Centre Limited in combination with the cash flow forecasts of the company. Based on this review the directors have concluded that it is appropriate to continue to adopt the going concern basis of accounting in preparing the entity's interim financial statements.

   2.         Accounting policies 

The accounting policies applied are consistent with those of the company's statutory financial statements for the year ended 31 December 2015 as set out on pages 12 to 13 of that Report and Financial Statements except for amendments arising from the Annual Improvements Cycle to IFRSs 2010-2012 and 2012-2014 which are effective for the first time for the company's 31 December 2016 year end. These have been applied in preparing these interim financial statements to the extent they are relevant to the preparation of interim financial information but have not resulted in any material changes to the information presented.

Taxes on income in interim periods are accrued using tax rates expected to be applicable to total annual earnings.

   3.         Seasonality and cyclicality 

There is no material seasonality or cyclicality impacting interim financial reporting.

   4.         Net finance costs 
 
                                        Six months  Six months 
                                             ended       ended    Year ended 
                                           30 June     30 June   31 December 
                                              2016        2015          2015 
                                            GBP000      GBP000        GBP000 
 
Finance income 
On amounts due from group undertaking       24,656      24,343        49,252 
Other interest                                   -           -             - 
                                        ----------  ----------  ------------ 
 
                                            24,656      24,343        49,252 
                                        ==========  ==========  ============ 
 
Finance costs 
On borrowings                             (24,616)    (24,303)      (49,198) 
Other interest                                (17)        (13)          (33) 
                                        ----------  ----------  ------------ 
 
                                          (24,633)    (24,316)      (49,231) 
                                        ==========  ==========  ============ 
 
Change in fair value of financial 
 instruments 
On external derivative financial 
 instruments                              (40,814)      11,067         2,997 
On derivative financial instruments 
 with 
The Trafford Centre Limited                 40,814    (11,067)       (2,997) 
                                        ----------  ----------  ------------ 
 
                                                 -           -             - 
                                        ==========  ==========  ============ 
 
   5.         Trade and other receivables 
 
                                       As at        As at    As at 
                                     30 June  31 December  30 June 
                                        2016         2015     2015 
                                      GBP000       GBP000   GBP000 
 Current 
 Amounts owed by group undertaking    14,591       14,129   14,783 
 Less: finance costs                   (909)        (916)    (908) 
                                     -------  -----------  ------- 
 Net loan amount                      13,682       13,213   13,875 
 
 Accrued income and other amounts 
  due 
 from group undertaking                9,013        8,962    8,761 
 Prepayments                             439          409      392 
 Other debtors                             -            -        - 
                                     -------  -----------  ------- 
 
                                      23,134       22,584   23,028 
                                     =======  ===========  ======= 
 
 
                                         As at        As at      As at 
                                       30 June  31 December    30 June 
                                          2016         2015       2015 
                                        GBP000       GBP000     GBP000 
 
 Non-current 
 Amounts owed by group undertaking     775,197      782,612    789,787 
 Less: finance costs                  (12,207)     (12,654)   (13,131) 
                                     ---------  -----------  --------- 
 
 Net loan amount                       762,990      769,958    776,656 
                                     =========  ===========  ========= 
 

The amounts owed by group undertaking relate to an intercompany loan with The Trafford Centre Limited where the company's borrowings with external parties are passed to The Trafford Centre Limited. The amounts owed are unsecured and the repayment profile matches the maturity profile of the company's borrowings as The Trafford Centre Limited is required to provide funds to the company in order for it to meet its external funds obligations. The recoverability of these balances has been reviewed and as a result no allowance for doubtful debts is considered to be required. There have been no impairments on receivables or amounts written off in the year.

Interest is due on the intercompany loans at rates equal to those paid on the external debt plus additional interest of 0.01% per annum. Interest is also due to cover any fees and costs incurred by the company.

   6.         Trade and other payables 
 
                                       As at        As at    As at 
                                     30 June  31 December  30 June 
                                        2016         2015     2015 
                                      GBP000       GBP000   GBP000 
 
 Amounts owed to group undertaking       318           75       55 
 Accruals                              8,646        8,767    8,518 
                                     -------  -----------  ------- 
 
                                       8,964        8,842    8,573 
                                     =======  ===========  ======= 
 
   7.         Borrowings 
 
                                Interest      Final      As at    Year ended      As at 
                                    rate   maturity    30 June   31 December    30 June 
                                                          2016          2015       2015 
                                                        GBP000        GBP000     GBP000 
          Current 
          Secured notes: 
          Class 
          A1(N)               Floating         2015          -             -      1,100 
          B                   7.03%            2029      4,018         3,884      3,756 
          A2                  6.5%             2033     10,573        10,245      9,927 
                                                     ---------  ------------  --------- 
          Debt falling 
           due 
          within one year                               14,591        14,129     14,783 
 
          Less: finance 
          costs                                          (909)         (916)      (908) 
                                                     ---------  ------------  --------- 
 
          Net loan 
          amount                                        13,682        13,213     13,875 
                                                     =========  ============  ========= 
 
          Non-current 
          Secured notes: 
          Class 
          A2                  6.5%             2033    303,698       309,069    314,271 
          A3                  Floating         2035    188,500       188,500    188,500 
          A4                  2.875%           2019     20,000        20,000     20,000 
          B                   7.03%            2029     73,945        75,989     77,962 
          B2                  Floating         2035     20,000        20,000     20,000 
          B3                  4.250%           2024     20,000        20,000     20,000 
          D1(N)               Floating         2035     29,054        29,054     29,054 
          D2                  8.28%            2022     50,000        50,000     50,000 
          D3                  4.750%           2024     70,000        70,000     70,000 
          Debt falling 
           due 
          after one year                               775,197       782,612    789,787 
 
          Less: finance 
          Costs                                       (12,207)      (12,654)   (13,131) 
                                                     ---------  ------------  --------- 
 
          Net loan 
          amount                                       762,990       769,958    776,656 
                                                     =========  ============  ========= 
 
          Total 
          borrowings                                   776,672       783,171    790,531 
                                                     =========  ============  ========= 
 
 

The fair value of borrowings as at 30 June 2016 was GBP923.4 million.

The maturity profile of gross debt is as follows:

 
                                       As at        As at     As at 
                                     30 June  31 December   30 June 
                                        2016         2015      2015 
                                      GBP000       GBP000    GBP000 
 
 Wholly repayable within one year     14,591       14,129    14,783 
 Wholly repayable in more than 
  one year 
 but not more than two years          18,342       15,069    14,591 
 Wholly repayable in more than 
  two years 
 but not more than five years         45,497       98,398    91,430 
 Wholly repayable in more than 
  five years                         711,357      669,145   683,767 
                                    --------  -----------  -------- 
 
                                     789,787      796,741   804,570 
                                    ========  ===========  ======== 
 

The secured notes have the benefit of a floating charge over all of the assets and undertakings of the company and in addition are secured against The Trafford Centre Securitisation Agreements together with the benefit of a fixed legal charge over the land and buildings comprising The Trafford Centre granted by The Trafford Centre Limited, a fellow subsidiary undertaking of Intu Trafford Centre Group (UK) Limited and owner of intu Trafford Centre.

Interest on the Class A1(N), Class A3, Class B2 and Class D1(N) secured notes whose rates are based on LIBOR plus an applicable margin has been hedged under interest rate swap contracts totalling GBP226,541,026 (31 December 2015 GBP223,227,026, 30 June 2015 GBP221,203,463) with rates of 4.2%, 4.34% and 4.66% and an interest rate cap of GBP11,013,000 (31 December 2015 GBP14,327,000, 30 June 2015 GBP17,451,000) with a capped rate of 6.66% plus an applicable margin on each bond. The fair value of these interest rate swaps at 30 June 2016 was a liability of GBP131,332,000 (31 December 2015 GBP89,553,000, 30 June 2015 GBP81,451,000).

   8.         Share capital 
 
                                                          2016 
                                                           GBP 
 Issued, called up and fully paid 
 At 1 January 2016 and 30 June 2016 - 2 ordinary shares 
  of GBP1 each                                               2 
                                                          ==== 
 
   9.         Financial instruments 

The table below presents the company's financial assets and liabilities recognised at fair value.

 
                                                             As at 30 June 2016 
                                      Level 1      Level 2  Level 3       Total 
                                       GBP000       GBP000   GBP000      GBP000 
 Assets 
 Derivative financial instruments: 
 - Fair value through profit 
  or loss                                    -     130,381        -     130,381 
                                     ---------  ----------  -------  ---------- 
 
 Total assets                                -     130,381        -     130,381 
                                     ---------  ----------  -------  ---------- 
 
 Liabilities 
 Derivative financial instruments: 
 - Fair value through profit 
  or loss                                    -   (130,381)        -   (130,381) 
                                     ---------  ----------  -------  ---------- 
 
 Total liabilities                           -   (130,381)        -   (130,381) 
                                     =========  ==========  =======  ========== 
 

Fair value hierarchy

   Level 1:    Valuation based on quoted market prices traded in active markets. 

Level 2: Valuation techniques are used, maximising the use of observable market data, either directly from market prices or derived from market prices.

Level 3: Where one or more inputs to valuation are not based on observable market data. Valuations at this level are more subjective and therefore more closely managed, including sensitivity analysis of inputs to valuation models. Such testing has not indicated that any material difference would arise due to a change in input variables.

There were no transfers between Levels 1, 2 and 3 during the period.

Derivative financial instruments are initially recognised on the trade date at fair value and subsequently re-measured at fair value. In assessing fair value the company uses its judgement to select suitable valuation techniques and make assumptions which are mainly based on market conditions existing at the balance sheet date. The fair value of interest rate swaps is calculated by discounting estimated future cash flows based on the terms and maturity of each contract and using market interest rates for similar instruments at the measurement date. These values are tested for reasonableness based upon broker or counterparty quotes.

Classification of financial assets and liabilities

The table below sets out the company's accounting classification of each class of financial assets and liabilities, and their fair values at 30 June 2016. The fair values of quoted borrowings are based on the asking price. The determination of the fair values of derivative financial instruments is discussed above.

 
                                                                        Gain/(loss) 
                                                 Carrying        Fair     to income 
                                                    value       value     statement 
 As at 30 June 2016                                GBP000      GBP000        GBP000 
 
 Derivative financial instrument assets           130,381     130,381        40,814 
                                               ----------  ----------  ------------ 
 
 Total held for trading assets                    130,381     130,381        40,814 
                                               ----------  ----------  ------------ 
 
 Trade and other receivables                      785,685     785,685             - 
 Cash and cash equivalents                            346         346             - 
                                               ----------  ----------  ------------ 
 
 Total cash and receivables                       786,031     786,031             - 
                                               ----------  ----------  ------------ 
 
 Derivative financial instrument liabilities    (130,381)   (130,381)      (40,814) 
                                               ----------  ----------  ------------ 
 
 Total held for trading liabilities             (130,381)   (130,381)      (40,814) 
                                               ----------  ----------  ------------ 
 
 Trade and other payables                           (318)       (318)             - 
 Borrowings                                     (776,672)   (923,353)             - 
                                               ----------  ----------  ------------ 
 
 Total loans and payables                       (776,990)   (923,671)             - 
                                               ==========  ==========  ============ 
 
   10.       Cash generated from operations 
 
                                        Six months  Six months 
                                             ended       ended   Year ended 
                                           30 June     30 June  31 December 
                                              2016        2015         2015 
                                            GBP000      GBP000       GBP000 
 
(Loss)/Profit before tax                       (1)          20           10 
 
Remove: 
Finance income                            (24,656)    (24,343)     (49,252) 
Finance costs                               24,633      24,316       49,231 
 
Changes in working capital: 
Change in trade and other receivables        (253)          24         (21) 
Change in trade and other payables             278        (14)           21 
                                        ----------  ----------  ----------- 
 
                                                 1           3         (11) 
                                        ==========  ==========  =========== 
 
   11.       Related party transactions 

There have been no related party transactions during the period that require disclosure under Section DTR 4.2.8 R of the Disclosure and Transparency Rules or under IAS 34 Interim Financial Reporting.

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR UARNRNKAWOAR

(END) Dow Jones Newswires

August 31, 2016 12:13 ET (16:13 GMT)

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