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Annual Report and Accounts for the Year Ended 30 December 2018 Stock Code: CAL WELCOME to the CAPITAL & REGIONAL ANNUAL REPORT 2018

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Annual Report and Accounts for the Year Ended 30 December 2018 Stock Code: CAL WELCOME to the CAPITAL & REGIONAL ANNUAL REPORT 2018 Capital & Regional plc Annual Report and Accounts for the year ended 30 December 2018 ANNUAL REPORT AND ACCOUNTS for the year ended 30 December 2018 Stock Code: CAL Capital & Regional AR 2018 Strategic proof 6.indd 3 04/04/2019 18:32:28 WELCOME TO THE CAPITAL & REGIONAL ANNUAL REPORT 2018 Capital & Regional is a UK focused retail property REIT specialising in shopping centres that dominate their catchment, serving the non- discretionary and value orientated needs of their local communities. It has a strong track record of delivering value enhancing retail and leisure asset management opportunities across a c. £0.9 billion portfolio of tailored in-town community shopping centres. Capital & Regional is listed on the main market of the London Stock Exchange and has a secondary listing on the Johannesburg Stock Exchange. Capital & Regional owns seven shopping centres in Blackburn, Hemel Hempstead, Ilford, Luton, Maidstone, Walthamstow and Wood Green. Capital & Regional manages these assets through its in-house expert property and asset management platform. For further information see www.capreg.com. OUR VALUES OUR STRATEGY INSPIRING CREATIVE REDEFINE REPOSITION THINKING COMMUNITY SHOPPING ASSETS AND RETAIL MIX CENTRES Redefine and own the Community Actively remerchandise centres shopping centre category in the UK, to increase exposure to growth consistent with global best practice and online resilient categories and ENCOURAGING differentiate from competition. Tailored to community requirements COLLABORATIVE with focus on local, value, relevance, ENGAGEMENT quality and total experience REFOCUS ENHANCE ACTING WITH MANAGEMENT TEAM SHAREHOLDER VALUE INTEGRITY Agile management, data driven, Right offer driving footfall, dwell time decentralised to accelerate decision and ultimately retailer sales, C&R making and delivery income and shareholder returns DELIVERING DYNAMIC SOLUTIONS Capital & Regional AR 2018 Strategic proof 6.indd 4 04/04/2019 18:32:28 26298 4 April 2019 4:35 pm Proof 6 HEADING-LEVEL- ONE HEADING-LEVEL-TWO HIGHLIGHTS heading-level-three CONTENTS heading-level-four STRAPLINE 1 text-intro NET RENTAL INCOME ADJUSTED PROFIT STRATEGIC REPORT +£0.3m +0.6% +£1.4m +4.8% Our Portfolio 02 TEXT-QUOTE Chairman’s Statement 04 2018 £51.9m 2018 £30.5m text-body The Retail Backdrop 06 Our Strategy 08 2017 £51.6m 2017 £29.1m Our Business Model 12 text-large Key Performance Indicators 14 Chief Executive’s Statement 16 Operating Review 18 Financial Review ADJUSTED EARNINGS IFRS PROFIT/(LOSS) 22 text-medium Managing Risk 26 PER SHARE1 FOR THE PERIOD TEXT-SMALL Responsible Business 30 NOTES STYLES +0.13 +3.2% GOVERNANCE 2018 4.23p £(25.6)m 2018 Directors 36 2017 4.10p 2017 £22.4m Senior Leadership Team 38 NOTES-HEADING-LEVEL- Corporate Governance Report 39 Audit Committee Report 44 ONE Directors’ Remuneration Report 46 Policy 48 NOTES-HEADING-LEVEL-TWO TOTAL DIVIDEND NET ASSET VALUE 2018 Remuneration Report 55 NOTES-HEADING-LEVEL-THREE PER SHARE (NAV) PER SHARE Directors’ Report 64 Directors’ Responsibilities Statement notes-heading-level-four -1.22p -33.5% -7p -11% 68 Independent Auditor’s Report 69 NOTES-STRAPLINE 2018 2.42p 2018 60p FINANCIALS notes-text-body 2017 3.64p 2017 67p notes-list-bullet Consolidated Income Statement 78 Consolidated Statement of notes-list-bespoke Comprehensive Income 78 − notes-list-dash Consolidated Balance Sheet 79 EPRA NAV PER SHARE GROUP NET DEBT d. notes-list-alpha Consolidated Statement of Changes in Equity 80 5. notes-list-number -8p -12% +£7.1m +1.8% Consolidated Cash Flow Statement 81 vi. notes-list-roman 2018 59p 2018 £411.1m Notes to the Financial Statements 82 Company Balance Sheet 113 2017 67p 2017 £404.0m Statement of Changes in Equity 114 Notes to the Company’s Financial Statements 115 Glossary of Terms 118 Five Year Review (Unaudited) 120 NET DEBT TO Covenant Information (Unaudited) 121 PROPERTY VALUE Wholly-Owned Assets Portfolio +2 pps Information (Unaudited) 122 EPRA Performance Measures 2018 48% (Unaudited) 123 Advisers and Corporate Information 124 2017 46% Heading Heading Heading Table plain text Default Default Default Background 1 2 3 Notes Border 1 2 3 All metrics are for wholly-owned portfolio unless otherwise stated. Border 1 2 3 1 Adjusted Profit and Adjusted Earnings per share are as defined in the Glossary. Adjusted Profit incorporates profits from operating activities and excludes revaluation of properties and financial instruments, gains or losses on disposal, exceptional items and other defined terms. A reconciliation to the equivalent EPRA and statutory measures is provided in Note 9 to the financial statements. For further information see CAPREG.COM Capital & Regional AR 2018 Strategic proof 6.indd 1 04/04/2019 18:32:29 26298 4 April 2019 4:35 pm Proof 6 OUR PORTFOLIO WHOLLY OWNED ASSETS The Mall, Blackburn The Marlowes, Hemel Hempstead The Exchange, Ilford STRATEGIC REPORT STRATEGIC Leasehold covered shopping centre Freehold covered shopping centre Predominantly freehold covered on three floors and high street parades shopping centre on three floors 600,000 sq ft 350,000 sq ft 300,000 sq ft 122 lettable units 109 lettable units 79 lettable units Principal occupiers: Principal occupiers: Principal occupiers: Primark, Debenhams, H&M, Next, Wilko, New Look, Sports Direct, Debenhams, Next, H&M, TK Maxx, M&S Wilko, Pure Gym River Island The Mall, Luton The Mall, Maidstone The Mall, Walthamstow Leasehold covered shopping centre Freehold covered shopping centre Leasehold covered shopping centre on two floors, with over 65,000 sq ft on three floors with over 40,000 sq ft on two floors of offices of offices 260,000 sq ft 900,000 sq ft 500,000 sq ft 69 lettable units 170 lettable units 107 lettable units Principal occupiers: Principal occupiers: Principal occupiers: TK Maxx, Sports Direct, Lidl, Asda, Primark, Debenhams, H&M, TJ Hughes, Boots, Sports Direct, Wilko, Boots, The Gym TK Maxx, Wilko, Luton Borough Council Next, Iceland, Maidstone Borough Council OTHER INTERESTS The Mall, Wood Green Freehold partially open shopping centre on two floors Kingfisher Shopping Centre, Snozone Leisure Business 540,000 sq ft Redditch 100% subsidiary 109 lettable units C&R owns 12% in JV and acts as Largest indoor ski slope operator in Principal occupiers: Property & Asset Manager the UK Primark, Wilko, H&M, Boots, TK Maxx, Freehold covered shopping centre on Operating at Milton Keynes, Travelodge, Cineworld two principal trading levels Castleford and a dry indoor slope in 900,000 sq ft Basingstoke 174 lettable units In existence since 2000 and has taught over 2 million people to ski Principal occupiers: or snowboard Vue Cinema, H&M, The Range, Primark, Next, Debenhams, TK Maxx 02 Annual Report and Accounts for the year ended 30 December 2018 Stock Code: CAL Capital & Regional AR 2018 Strategic proof 6.indd 2 04/04/2019 18:32:33 26298 4 April 2019 4:35 pm Proof 6 KEY CHARACTERISTICS ABOUT OUR MALLS High footfall - 78.8m shopper visits per year Key to Map STRATEGIC REPORT STRATEGIC Wholly Owned Assets Scale and dominance of retail offer Strong and improving demographics Blackburn London/ South-East bias Luton Convenience – town centre locations Hemel Hempstead Walthamstow Wood Green Ilford Maidstone Extensive accretive asset management opportunities (including leisure, residential and office) Affordable rents ■ Average rent c. £15 psf ■ Occupancy cost ratio of c. 12.6% capreg.com Capital & Regional plc 03 Capital & Regional AR 2018 Strategic proof 6.indd 3 04/04/2019 18:32:34 26298 4 April 2019 4:35 pm Proof 6 CHAIRMAN’S STATEMENT “ I AM PLEASED TO REPORT AN INCREASE OF 4.8 PERCENT IN ADJUSTED PROFIT TO £30.5 MILLION FROM £29.1 MILLION. IT IS A STRONG ENDORSEMENT OF THE STRATEGY.” STRATEGIC REPORT STRATEGIC HUGH SCOTT-BARRETT CHAIRMAN I am pleased to report an increase of 4.8 per cent in local community, embrace omni-channel retailing, or Adjusted Profit to £30.5 million from £29.1 million. those that are most resilient to the continuing growth This increase in underlying profitability has been in online shopping. The Group has not been immune achieved notwithstanding the headwinds from both to CVAs and retailer restructurings with 20 of these structural change in the retail sector and weakening impacting NRI by approximately £1.5 million (2.9%) consumer sentiment. It is a strong endorsement of over the whole year. However, our rebased rents, the strategy that the Company has been pursuing and which average £15 per sq ft, in combination with capital is underpinned by robust operating and financial key values below replacement cost, do give us flexibility in performance indicators. Footfall continues to grow, diversifying our tenant base. outperforming the relevant national index, while net rental income has proven to be very resilient, in spite Our ability to invest in accretive capital expenditure of a steady flow of retailer failures, reflecting the initiatives has been critical to achieving these affordability and appeal of our assets to retailers and outcomes. During the course of the year we have our team’s asset management expertise. invested £18.5 million in asset management initiatives, including the refurbishment of the previously vacant While our operating metrics were positive, the impact Arndale House office space in Luton; the delivery of of lower property valuations largely driven by negative the new Family Zone in Ilford; providing a new façade sentiment towards regional retail assets, partially offset at the Fareham House high street block in Hemel by positive valuation gains achieved across our London Hempstead and upgrading guest facilities at Hemel portfolio, led to a loss for the year of £25.6 million Hempstead, Ilford and Wood Green. There is a pipeline (December 2017: profit of £22.4 million). of very exciting initiatives across the portfolio but with particular focus on Hemel Hempstead; Ilford STRATEGY and Walthamstow. The Board takes a very active role Market conditions in the retail sector have provided a in reviewing these projects.
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