Interim Results

RNS Number : 5451G
First Property Group PLC
26 November 2020
 

Date:

26 November 2020

On behalf of:

First Property Group plc ("First Property" or "the Group")

Embargoed:

0700hrs

 

First Property Group plc

Interim Results for the six months to 30 September 2020 

 

First Property Group plc (AIM: FPO), the award-winning property fund manager and investor with operations in the United Kingdom and Central Europe, today announces its interim results for the six months to 30 September 2020.

 

Highlights:

 

· Significant cash reserves at period end: £21.21 million (31 March 2020: £7.34 million);

· Substantially reduced net debt: £19.83 million (31 March 2020: £57.19 million);

· Well positioned to weather the crisis and make judicious investments as the UK, Poland and Romania emerge from it;

· Fund management division AUM: £557 million (31 March 2020: £567 million);

· Weighted average unexpired fund management contract term: 4 years, 5 months (31 March 2020: 5 years, 0 months);

· Interim dividend maintained at 0.45 pence per share.

 

Financial Summary:

 


Unaudited

Six months to 30 Sept 2020

Unaudited

Six months to 30 Sept 2019

Percentage change

Audited

Year to

31 March 2020

Income Statement:





Statutory profit before tax 

£2.08m

£2.98m

-30.20%

£5.52m

Diluted earnings per share

0.46p

2.07p

-77.78%

4.29p

Total dividend per share

0.45p

0.45p

-

1.67p

Average €/£ rate

1.1159

1.1246

-

1.1453






Balance Sheet at period end:





Investment properties and Inventories at book value

£47.48m

£82.98m

-42.78%

£47.10m

Investment properties and Inventories at market value

£56.82m

£96.26m

-40.97%

£56.30m






Cash balances

£21.21m

£8.55m

+148.07%

£7.34m

Cash per share

19.21p

7.72p

+148.83%

6.65p






Gross debt

£41.04m

£67.50m

-39.20%

£64.53m

Net debt

£19.83m

£58.95m

-66.36%

£57.19m*






Gearing ratio at book value**

46.56%

59.24%

-

57.32%

Gearing ratio at market value***

40.09%

49.93%

-

50.94%






Net assets at book value

£47.11m

£46.45m

+1.42%

£48.05m

Net assets at market value

£61.34m

£67.68m

-9.37%

£62.15m

Adjusted net assets per share (EPRA basis)

54.28p

59.65p

-9.00%

55.00p






Period end €/£ rate

1.1025

1.1303

-

1.1301






* Prior to completion of the sale of CH8 in April 2020.

** Gearing ratio = Gross debt divided by gross debt plus net assets at book value.

*** Gearing ratio = Gross debt divided by gross debt plus net assets at market value.

 

 

Commenting on the results, Ben Habib, Chief Executive of First Property Group, said:

 

"The sale of Chałubińskiego 8 (CH8) in April released some £17 million in cash and put the Group in a strong position from which to navigate the economic fallout of the COVID pandemic.

 

"As a consequence of the sale there has been a reduction in rental income, which is the primary reason for the reduction in earnings reported today.

 

"This reduction should be temporary and last only until we reinvest the cash. We expect to do so in association with clients of the Group. Our aim is to invest some 10-20% of the equity required in any acquisition which, when coupled with bank debt, should enable us to acquire up to some £300 million in property.

 

"There is a great deal of flux in the market at the moment and we expect interesting opportunities to emerge next year. "

 

 

 

A briefing for analysts will be held at 11:00hrs today via Investor Meet Company. To participate it is necessary to register at https://www.investormeetcompany.com/first-property-group-plc/register-investor and select to meet the Company. Those who have already registered and selected to meet the company will be automatically invited. A copy of the accompanying investor presentation and a recording of the call will be posted on the company website.

 

 

For further information please contact:

 

First Property Group plc 

Tel: +44 (20) 7340 0270

Ben Habib (Chief Executive Officer)

Laura James (Interim Group Finance Director)

Jeremy Barkes (Director, Business Development)

Jill Aubrey (Company Secretary)

www.fprop.com

investor.relations@fprop.com



Arden Partners (NOMAD & Broker)

Tel: + 44 (20) 7614 5900

John Llewellyn-Lloyd (Director, Corporate Finance)

Ben Cryer (Corporate Finance)




Newgate Communications (PR)

Tel: + 44 7540106366

Robin Tozer / Tom Carnegie / Isabelle Smurfit

firstproperty@newgatecomms.com

 

Notes to Investors and Editors :

 

First Property Group plc is an award-winning property fund manager and investor with operations in the United Kingdom and Central Europe. Its focus is on higher yielding commercial property with sustainable cash flows. The company is flexible and takes an active approach to asset management. Its earnings are derived from:

 

· Fund Management - via its FCA regulated and AIFMD approved subsidiary, First Property Asset Management Ltd (FPAM), which earns fees from investing for third parties in property. FPAM currently manages twelve funds which are invested across the United Kingdom, Poland and Romania.

 

· Group Properties - principal investments by the Group, to earn a return on its own capital, usually in partnership with third parties. Investments include eight directly held properties in Poland and Romania, and non-controlling interests in ten of the twelve funds managed by FPAM.

 

Listed on AIM the Company has offices in London, Warsaw and Bucharest. Around one third of the shares in the Company are owned by management and their families. Further information about the Company and its products can be found at: www.fprop.com .

 

 



 

CHIEF EXECUTIVE'S STATEMENT

 

Performance:

 

I am pleased to report interim results for the six months ended 30 September 2020.

 

Revenue earned by the Group was £6.33 million (30 September 2019: £8.08 million) yielding a profit before tax of £2.08 million (30 September 2019: £2.98 million).

 

The decrease in profit before tax was mainly attributable to:

 

· A loss incurred by Chałubińskiego 8 (CH8) which reduced profit before tax by £135,000 following completion of its sale on 24 April 2020 (30 September 2019: profit £600,000);

 

· Reduced contribution from Associates and investments of £796,000 (30 September 2019: £1.27 million), a decrease of £475,000 mainly due to:

a)  a loss incurred by Fprop Phoenix Ltd of which the Group's share amounted to £219,000 (30 September 2019: profit £8,000); and

b)  Foregone rent and service charge in Fprop Opportunities plc (FOP) and Fprop Galeria Corso (FGC) from rent holidays granted to tenants by the Polish government during the first lockdown, of which the Group's share amounted to £132,000.

 

· No performance fees earned by our fund management division (FPAM) (30 September 2019: £247,000).

 

Diluted earnings per share decreased to 0.46 pence (30 September 2019: 2.07 pence), more than the decrease in profit before tax, due to a deferred tax charge of £1.14 million (30 September 2019: £27,000) resulting from the write-off of a previously recognised deferred tax asset following the repayment of the loan secured against CH8 in April 2020. The subsidiary company which held the property retains the benefit of the crystallised tax loss to relieve future taxable profits if earned.

 

It is the accounting policy of the Group to carry its properties and interests in associates at the lower of cost or market value. Market values are independently assessed at least once a year, on 31 March.  The Group ended the period with net assets under the cost basis of accounting of £47.11 million (31 March 2020: £48.05 million). The net assets of the Group when adjusted to their market value less any deferred tax liabilities (EPRA basis) at the period end was £61.34 million (31 March 2020: £62.15 million).

 

Gross debt at the period end amounted to £41.04 million (31 March 2020: £64.53 million), the reduction being due to the completion of the sale of CH8 and the repayment of the corresponding bank loan. This in turn reduced the Group's gearing ratio at book value from 57.32% at 31 March 2020 to 46.56%, and at market value from 50.94% at 31 March 2020 to 40.09%. Net debt reduced to £19.83 million (31 March 2020: £57.19 million).

 

Group cash balances at the period end stood at £21.21 million (31 March 2020: £7.34 million prior to the completion of the sale of CH8 in April 2020). This represents 19.21 pence per share (31 March 2020: 6.65 pence per share).

 

Dividend:

 

The Directors have resolved to maintain the interim dividend at 0.45 pence per share (30 September 2019: 0.45 pence per share) which will be paid on 8 January 2021 to shareholders on the register at 4 December 2020, with an ex-dividend date of 3 December 2020.

 

REVIEW OF OPERATIONS

 

PROPERTY FUND MANAGEMENT (First Property Asset Management Ltd or FPAM)

 

Third party assets under management at period end amounted to £557 million (31 March 2020: £567 million). This 1.8% decrease was primarily attributable to reductions in the value of properties held by our UK property funds. Some 65% of third-party assets under management were located in the UK, 33% in Poland, and 2% in Romania. A further £80 million of committed but as yet un-invested equity remains available to be drawn by funds managed by FPAM.

 

Fund management fees are generally levied monthly by FPAM by reference to the value of properties under management. In the case of Fprop Offices LP, the Group is entitled to a share of total profits in lieu of fund management fees and to receive annual payments on account equivalent to 10% of total cumulative income profits and realised capital gains. Under its accounting policy the Group will not recognise unrealised property revaluations above a given property's original cost. These payments are adjusted annually, if necessary, for any overpayments made in previous years up to a maximum of total past cumulative payments received (totalling £1.38 million as at 30 September 2020).

 

Revenue earned by this division decreased by 18% to £1.66 million, resulting in profit before unallocated central overheads and tax of £633,000 (30 September 2019: £1.00 million), representing 22% of Group profit before unallocated central overheads and tax. The decrease was primarily due to no performance fees being earned in the period (30 September 2019: £247,000).

 

At the period end FPAM's fund management fee income, excluding performance fees and the profit share from Fprop Offices LP, was being earned at an annualised rate of £3.02 million (31 March 2020: £3.13 million).

 

FPAM's weighted average unexpired fund management contract term at the period end was 4 years, 5 months (31 March 2020: 5 years, 0 months).

 

 

 

 

The reconciliation of movement in third party funds under management during the period is shown below:

 


Funds managed for third parties (including funds in which the Group is a minority shareholder)


UK

£m

CEE

£m

Total

£m

No. of prop's

As at 1 April 2020

375.7

191.3

567.0

69

Purchases

-

-

-

-

New fund mandates

-

-

-

-

Property sales

-

-

-

-

Capital expenditure

0.1

-

0.1

-

Property depreciation

-

-

-

-

Property revaluation

(14.7)

(0.6)

(15.3)

-

FX revaluation

-

4.8

4.8

-

As at 30 Sept 2020

361.1

195.5

556.6

69

 

An overview of the value of assets and maturity of each of the funds managed by FPAM is set out below:

 

Fund

Country of investment

Fund expiry

Assets under management at market value at

30 Sept 2020

No of properties

% of total third-party assets under management

Assets under management at market value at

31 March 2020

Fund management division


£m.



£m.

SAM & DHOW

UK

Rolling

*

*

*

*

UK PPP

UK

Feb 2022

67.1

20

12.0

70.3

5PT

Poland

Dec 2022

8.2

3

1.5

8.0

OFFICES

UK

Jun 2024

139.5

5

25.1

143.4

SIPS

UK

Jan 2025

136.9

24

24.6

143.4

FOP

Poland

Oct 2025

72.5

5

13.0

71.3

FRS

Romania

Jan 2026

1.0

1

0.2

1.0

FGC

Poland

Mar 2026

22.9

1

4.1

22.4

SPEC OPPS

UK

Jan 2027

17.7

4

3.2

18.6

FKR

Poland

Mar 2027

23.6

1

4.2

23.0

FCL

Romania

Jun 2028

8.0

1

1.5

7.8

FPL

Poland

Jun 2028

59.2

4

10.6

57.8

Total Third-Party AUM


556.6

69

100.0

567.0

 

* Not subject to recent revaluation;

 

The sub sector weightings of investments in FPAM funds is set out in the table below:

 


UK

Poland

Romania

Total

% of Total


£m.

£m.

£m.

£m.


Offices

209.3

108.1

8.0

325.4

58.4%

Retail warehousing

92.8

-

-

92.8

16.7%

Supermarkets

50.8

20.0

1.0

71.8

12.9%

Shopping centres

-

58.4

-

58.4

10.5%

Industrial

8.2

-

-

8.2

1.5%

Total

361.1

186.5

9.0

556.6

100.0%

% of Total

Third-Party AUM

64.9%

33.5%

1.6%

100.0%


 

Average rent collection rates by funds managed by FPAM in the six months to 30 September 2020 were as follows:

 


UK

Poland

Romania

Rent collected as a percentage of what would have been invoiced prior to COVID related concessions

92.3%

90.1%

98.03%

Offices

95.9%

Retail

88.3%

Offices

97.2%

Retail

75.4%

Offices

100.0%

Retail

85.9%

Rent collected after adjustments for concessions granted due to COVID

95.1%*

98.1%**

98.03%***

Offices

96.3%

Retail

93.2%

Offices

99.1%

Retail

95.7%

Offices

100.0%

Retail 85.9%

 

*In the UK no rent discounts were granted, only deferrals of payment;

**After adjusting for rent waivers statutorily imposed upon landlords of non-essential retail outlets during the first lockdown and for cash concessions granted to tenants in return for lease extensions;

***In Romania no rent discounts were granted, only deferrals of payment.

 

GROUP PROPERTIES

 

At the period end Group Properties comprised eight directly owned commercial properties in Poland and Romania and interests in ten of the twelve funds managed by FPAM (which are invested in the UK, Poland and Romania).

 

The contribution to Group profit before tax and unallocated central overheads from the Group Properties division was £2.30 million (30 September 2019: £3.10 million), representing 78% of Group profit before unallocated central overheads and tax. Approximately 65% of this contribution was from the eight directly owned properties and 35% was from the Group's Associates and other investments.

 

1.  Directly owned Group Properties (all accounted for under the cost model):

 

Two of the Group's eight directly owned properties account for 80% of the value (£37.8 million). Both are office buildings in Poland of which one is in Warsaw (11,000 m2) and the other in Gdynia (15,500 m2). The balance of 20% by value (£9.6 million) is invested in three mini-supermarkets in Poland, a development site in Warsaw, an office block in Bucharest and a warehouse in Romania.

 

Country

Sector

No. of properties

Book value

Market value

*Contribution to Group profit before tax - period to
30 Sept 2020

*Contribution to Group profit before tax - period to
30 Sept 2019




£m.

£m.

£m.

£m.

Poland

Offices

2

37.8

43.9

1.9

2.6

Poland

Supermarkets

4

5.4

6.1

0.1

0.1

Romania

Office and logistics

2

4.2

6.8

0.2

0.1

Total


8

47.4

56.8

2.2

2.8

 

*Prior to the deduction of direct overhead and unallocated central overhead expenses.

 

The eight directly owned properties generated a profit before unallocated central overheads and tax of £1.50 million (30 September 2019: £1.83 million). The decrease was almost entirely attributable to completion in April 2020 of the sale   of Chałubińskiego 8 (CH8), an office tower in Warsaw, resulting in no further rental contributions from this property. The impact from COVID was minimal, mainly because none of the remaining eight properties are shopping centres (see next section, "Associates and Investments" for fuller details).

 

Free cash generation of the eight directly owned properties for the six months to 30 September 2020 was €973,000 (30 September 2019: €829,000).


6 months to 30 Sept 2020

6 months to 30 Sept 2019*

12 months to 31 March 2020*


€'000

€'000

€'000

Net operating income (NOI)

3,945

3,979

8,024

Interest expense on bank loans/ finance leases

(356)

(397)

(775)

NOI after interest expense

3,589

3,582

7,249





Current tax

(430)

(600)

(1,110)

Debt amortisation

(2,174)

(2,096)

(4,368)

Capital expenditure

(12)

(57)

(566)

Free Cash

973**

829

1,205

 

*Excluding CH8;

**of which €881,000 was from the property in Gdynia.

 

The average rent collection rates across the eight properties in the six months to 30 September 2020 are shown in the table below. The high collection rate is testament both to the quality of our properties and our asset management capabilities.

 


Poland

Romania

Rent collected as a percentage of what would have been invoiced prior to COVID related concessions

98.8%

94.2%

Rent collected after adjustments for concessions granted due to COVID

98.8%

94.5%

 

The debt secured against the eight Group Properties reduced to £41.04 million (31 March 2020: £64.53 million) following the sale of CH8. The loans secured against the eight properties are held in separate non-recourse special purpose vehicles.

 


30 Sept 2020

30 Sept 2019


£m

£m

Book value

47.4

49.4*

Market value

56.8

60.9*

Gross debt (all non-recourse to Group)

41.0

44.1*

LTV at book value %

86.5%

89.3%

LTV at market value %

72.2%

72.4%

Weighted average borrowing cost

1.70%

1.84%

Weighted average debt term excluding Gdynia

4 yrs 7 mths

5 yrs 10 mths

Weighted average debt term including Gdynia

1 yr 10 mths

2 yrs 11 mths

 

*Comparable figure has been adjusted to exclude the property CH8 and the associated bank loan.

 

The Group has been depreciating the value of the Gdynia property in anticipation of the near simultaneous expiry of both the over rented lease to its sole tenant and the bank financing (on 21 February 2021). The Group is now in negotiations with the lending bank about terms on which to renew/ restructure the financing. We are also in discussions with the tenant. 

 

When the Group sold Chałubińskiego 8 (CH8) at the end of the last financial year, it guaranteed the rent and service charge income on the residual vacant space until March 2025 as a condition of the sale (amounting to €1.34 million per annum), and undertook to pay fit out costs associated with new lettings of up to circa €1.50 million. An accrual was recognised in the year ended 31 March 2020 for one year's worth of this rent guarantee and the full fit-out costs, totalling €2.85 million (£2.52 million).

 

The weighted average vacancy rate across all eight properties is 10%. The weighted average unexpired lease term (WAULT) of all eight properties as at 30 September 2020 was 1 year and 3 months.

 

 

These comprise non-controlling interests in ten of the twelve funds managed by FPAM, of which seven are accounted for as associates under the cost model, and three are accounted for as investments in funds and held at fair value.

 

The contribution to Group profit before tax and unallocated central overheads from its seven associates and three investments decreased by 37% to £796,000 million (30 September 2019: £1.27 million). This contribution represents 27% of Group profit before unallocated central overheads and tax and 35% of the contribution by Group Properties. The reduction was largely attributable to the loss generated by Fprop Phoenix Ltd, of which the Group's 23.4% share amounted to £219,000 (30 September 2019: profit £8,000) and also the impact of COVID on the two funds which own shopping centres, Fprop Opportunities plc (FOP) and Fprop Galeria Corso (FGC).

 

During the first lockdown in Poland, which lasted from 14 March to 4 May, all shops except for food retailers and pharmacies were forcibly closed and tenants absolved from paying rent, subject to those tenants wishing to benefit from the rent holiday extending their leases on the same terms by the period of the ban plus a further six months. The two funds affected suffered a total loss of rent and service charge income of £589,000, of which the Group's share amounted to £204,000. In the six months to 30 September the impact was £132,000, with the balance having been already recognised in the financial year ended 31 March 2020. Further rent concessions on top of these government-imposed rent holidays were granted in exchange for lease extensions. These amounted to £465,000 for the six months to 30 September 2020 in terms of cash flow but their impact on profit before tax is minimal due to the rent reductions being amortised over the remaining life of the respective leases.

 

The rent collection rate amongst the Group's associates and investments is shown in a table in the fund management section of this report. With the exception of Fprop Phoenix Ltd (FPL), which is a turnaround, these funds are invested in well let commercial property.

 

An overview of the Group's Associates and Investments is set out in the table below:

 

Fund

% owned by

First Property

Group

Book value of First Property's share in

fund

Current market value of holdings

Group's share

of post-tax profits earned by fund

30 Sept 2020

 Group's share

of post-tax profits earned by fund

30 Sept 2019


%

£'000

£'000

£'000

£'000

a) Associates






5PT

37.8%

1,200

1,299

72

73

FRS

24.1%

179

269

11

11

FOP

40.4%

10,866

10,936

627

751

FGC

28.2%

2,445

2,784

99

156

FKR

18.1%

1,543

1,986

92

97

FPL

23.4%

1,690

6,900

(219)

8

FCL

17.4%

560

558

41

43

Sub Total

18,483

24,732

723

1,139

 

b) Investments

UK PPP

0.9%

656

656

14

33

SPEC OPPS

4.8%

502

502

17

32

OFFICES

1.6%

2,002

2,002

42

67

Sub Total

3,160

3,160

73

132

 

Total

796

1,271

 

Commercial Property Markets Outlook

 

Poland:

 

Poland is likely to be one of the least affected in the EU by the pandemic with GDP forecast to have returned to pre-pandemic levels by early 2022. Government debt as a percentage of GDP remains low by western European standards (at around 55%), making its COVID-19 stimulus package affordable.  Like elsewhere, the retail and hospitality sectors have suffered more than others from COVID. But our own experience of rent collection has been good, as evidenced in the divisional reports above. Capital value reductions have been limited and transaction volumes are only down by around 10% year to date, although the percentage of transactions in industrial and logistics property has increased.

 

 

 

 

Romania:

 

Similar to Poland, Romania is expected to return to pre-pandemic levels of economic growth early in 2022. Like Poland, Romania benefits from low government debt as a ratio of GDP (at around 41%), giving it fiscal headroom to help speed its recovery. Commercial property turnover in 2020 is likely to be less than the €1 billion of recent years.

 

United Kingdom:

 

According to Bank of England analysis of independent forecasts, GDP will have shrunk by around 10% in 2020 but will grow by 7% next year. In the meantime, the occupier market for commercial property is suffering. Notwithstanding this, office tenants are generally continuing to pay rent (unless their business has been directly impacted) but rent collection rates amongst retail and hospitality tenants is lower. Overall, this is bound to exert downward pressure on rent levels, more so in some sub-sectors than others. It should also exert downward pressure on capital values, but renewed quantitative easing and zero percent interest rates have reduced the impact, and in some cases served to boost capital values. The market is in a state of flux.

 

Current Trading and Prospects

 

The sale of Chałubińskiego 8 (CH8) in April released some £17 million in cash and put the Group in a strong position from which to navigate the economic fallout of the COVID pandemic.

 

As a consequence of the sale there has been a reduction in rental income, which is the primary reason for the reduction in earnings reported today.

 

This reduction should be temporary and last only until we reinvest the cash. We expect to do so in association with clients of the Group. Our aim is to invest some 10-20% of the equity required in any acquisition which, when coupled with bank debt, should enable us to acquire up to some £300 million in property.

 

There is a great deal of flux in the market at the moment and we expect interesting opportunities to emerge next year.

 

 

 

 

Ben Habib

Chief Executive

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONSOLIDATED INCOME STATEMENT

for the six months to 30 September 2020

 


Notes

Six months to 30 Sept 2020

(unaudited)

Six months to

30 Sept 2019

(unaudited)

Year to

31 Mar 2020

(audited)



Total results

Total results

Total results



£'000

£'000

£'000






Revenue


6,330

8,077

16,287

Cost of sales


(1,194)

(1,705)

(3,969)

Gross profit


5,136

6,372

12,318

Profit on sale of an investment property


-

-

1,527

Operating expenses


(3,492)

(4,006)

(8,612)

Operating profit


1,644

2,366

5,233

Share of results in associates

7

723

1,139

1,220

Investment income


73

132

324

Interest income

3

45

42

80

Interest expense

3

(403)

(696)

(1,338)

Profit before tax


2,082

2,983

5,519

Corporation tax

4

(404)

(586)

(974)

Deferred tax

4

(1,140)

(27)

360

Profit for the period


538

2,370

4,905






Attributable to:





Owners of the parent


515

2,350

4,859

Non-controlling interests


23

20

46



538

2,370

4,905






Earnings per share





Basic

5

0.47p

2.11p

4.38p

Diluted

5

0.46p

2.07p

4.29p

 

 

 

All operations are continuing.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

CONDENSED CONSOLIDATED STATEMENT OF

COMPREHENSIVE INCOME

 

for the six months to 30 September 2020

 

 


Six months to 30 Sept 2020

Six months to

30 Sept 2019

Year to

31 Mar 2020


(unaudited)

(unaudited)

(audited)


Total results

Total results

Total results


£'000

£'000

£'000





Profit for the period

538

2,370

4,905





Other comprehensive income




Items that may subsequently be reclassified to profit or loss




Exchange differences on retranslation of foreign subsidiaries

(53)

(451)

(502)

Net gain/(loss) on financial assets at fair value through Other Comprehensive Income

(52)

(52)

(195)

Taxation

-

-

-

Total comprehensive income for the period

433

1,867

4,208





Total comprehensive income for the period attributable to:




Owners of the parent

412

1,847

4,135

Non-controlling interests

21

20

73


433

1,867

4,208

 

 

All operations are continuing.

CONDENSED CONSOLIDATED BALANCE SHEET

 

as at 30 September 2020

 


Notes

As at

30 Sept 2020 (unaudited)

 

As at

31 Mar 2020 (audited)

As at

30 Sept 2019 (unaudited)

 



£'000

£'000

£'000






Non-current assets





Goodwill


153

153

153

Investment properties

6

32,544

32,537

67,956

Property, plant and equipment


56

64

61

Investment in associates

7a

18,483

17,698

17,937

Other financial assets at fair value through OCI

7b

3,128

3,174

3,306

Other receivables

8

730

922

1,133

Right of use assets


584

584

-

Deferred tax assets


2,307

2,659

2,828

Total non-current assets


57,985

57,791

93,374






Current assets





Inventories - land and buildings


14,940

14,558

15,025

Current tax assets


133

122

29

Trade and other receivables 

8

3,216

44,845

4,890

Cash and cash equivalents


21,207

7,337

8,553

Total current assets


39,496

66,862

28,497






Current liabilities





Trade and other payables

9

(5,464)

(9,158)

(4,923)

Financial liabilities

10a

(25,803)

(49,073)

(6,749)

Current tax liabilities


(78)

(71)

(193)

Total current liabilities 


(31,345)

(58,302)

(11,865)

Net current assets


8,151

8,560

16,632

Total assets less current liabilities


66,136

66,351

110,006






Non-current liabilities





Financial liabilities

10b

(15,241)

(15,461)

(60,745)

Lease liabilities


(584)

(584)

-

Deferred tax liabilities


(3,049)

(2,102)

(2,712)

Net assets


47,262

48,204

46,549






Equity





Called up share capital


1,166

1,166

1,166

Share premium


5,791

5,791

5,791

Share-based payment reserve


179

179

179

Foreign exchange translation reserve


(1,311)

(1,260)

(1,180)

Purchase of own shares reserve


(2,653)

(2,653)

(2,462)

Investment revaluation reserve


(288)

(236)

(93)

Retained earnings


44,228

45,060

43,046

Equity attributable to the owners of the parent


47,112

48,047

46,447

Non-controlling interests


150

157

102

Total equity


47,262

48,204

46,549






Net assets per share

5

42.68p

43.53p

41.90p

 

 

 



 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

for the six months to 30 September 2020

 


Share

Capital

Share Premium

 

Share- Based

Payment Reserve

Foreign Exchange Translation Reserve

Purchase of own Shares

Investment

Revaluation

Reserve

 

Retained Earnings



Non-controlling Interests

 

Total


£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

At 1 April 2019

1,166

5,791

179

(731)

(2,248)

(41)

42,056

114

46,286

Profit for the period

-

-

-

-

-

-

2,370

-

2,370

Net gain/ (loss) on financial assets at fair value through other comprehensive income

-

-

-

-

-

(52)

-

-

(52)

Movement on foreign exchange

-

-

-

(449)

-

-

-

(2)

(451)

Total Comprehensive Income

-

-

-

(449)

-

(52)

2,370

(2)

1,867

Purchase of treasury shares

-

-

-

-

(214)

-

-

-

(214)

Non-controlling interests

-

-

-

-

-

-

(20)

20

-

Dividends paid

-

-

-

-

-

-

(1,360)

(30)

(1,390)

At 30 Sept 2019

1,166

5,791

179

(1,180)

(2,462)

(93)

43,046

102

46,549

Profit for the period

-

-

-

-

-

-

2,535

-

2,535

Net gain/ (loss) on financial assets at fair value through other comprehensive income

-

-

-

-

-

(143)

-

-

(143)

Movement on foreign exchange

-

-

-

(80)

-

-

-

29

(51)

Total Comprehensive Income

-

-

-

(80)

-

(143)

2,535

29

2,341

Sale of treasury shares

-

-

-

-

12

-

-

-

12

Purchase of treasury shares

-

-

-

-

(203)

-

-

-

(203)

Non-controlling interests

-

-

-

-

-

-

(26)

26

-

Dividends paid

-

-

-

-

-

-

(495)

-

(495)

At 1 April 2020

1,166

5,791

179

(1,260)

(2,653)

(236)

45,060

157

48,204

Profit for the period

-

-

-

-

-

-

538

-

538

Net gain/ (loss) on financial assets at fair value through other comprehensive income

-

-

-

-

-

(52)

-

-

(52)

Movement on foreign exchange

-

-

-

(51)

-

-

-

(2)

(53)

Total Comprehensive Income

-

-

-

(51)

-

(52)

538

(2)

433

Purchase of treasury shares

-

-

-

-

-

-

-

-

-

Non-controlling interests

-

-

-

-

-

-

(23)

23

-

Dividends paid

-

-

-

-

-

-

(1,347)

(28)

(1,375)

At 30 Sept 2020

1,166

5,791

179

(1,311)

(2,653)

(288)

44,228

150

47,262



 

CONDENSED CONSOLIDATED CASH FLOW STATEMENT

 

for the six months to 30 September 2020

 


Notes

Six months to

 30 Sept 2020 (unaudited)

Six months to 30 Sept 2019 (unaudited)

Year to

31 Mar 2020

 (audited)



£'000

£'000

£'000

Cash flows from operating activities





Operating profit


1,644

2,366

5,233

Adjustments for:





Depreciation of investment property, and property, plant & equipment


949

1,057

2,178

Profit on the sale of investment property


-

-

(1,527)

(Increase)/decrease in inventories


21

(48)

(258)

(Increase)/decrease in trade and other receivables


41,999

1,301

1,040

(Decrease)/increase in trade and other payables


(4,242)

(2,193)

(483)

Other non-cash adjustments


23

153

168

Cash generated from operations


40,394

2,636

6,351

Income taxes paid


(407)

(473)

(1,013)

Net cash flow from operating activities


39,987

2,163

5,338






Cash flow (used in)/from investing activities





Capital expenditure on investment properties

6

(12)

(777)

(1,258)

Proceeds from partial disposal of financial assets held at fair value through Other Comprehensive Income

7a

-

256

576

Purchase of property, plant and equipment


-

(6)

(42)

Investment in funds

7b

(6)

-

(48)

Proceeds from funds

7b

-

218

218

Investment in shares of associates

7a

(62)

-

-

Interest received

3

45

42

80

Dividends from associates

7a

-

-

-

Distributions received


73

95

276

Net cash flow (used in)/from investing activities


38

(172)

(198)






Cash flow (used in)/from financing activities





Proceeds from bank loan


-

1,769

1,769

Repayment of bank loans


(23,126)

(1,458)

(3,054)

Repayment of finance lease


(1,358)

(1,291)

(2,562)

Purchase of new treasury shares


-

(214)

(417)

Sale of shares held in Treasury


-

-

12

Exercise of share options


-

-

-

Interest paid

3

(403)

(656)

(1,338)

Dividends paid


(1,347)

(1,360)

(1,855)

Dividends paid to non-controlling interests


(28)

(30)

(30)

Net cash flow (used in)/from financing activities


(26,262)

(3,240)

(7,475)






Net (decrease)/increase in cash and cash equivalents


13,763

(1,249)

(2,335)

Cash and cash equivalents at the beginning of period


7,337

9,738

9,738

Currency translation gains/(losses) on cash and cash equivalents


107

64

(66)

Cash and cash equivalents at the end of the period


21,207

8,553

7,337



NOTES TO THE ACCOUNTS

 

for the six months ended 30 September 2020

 

 

1.  Basis of Preparation

 

· These interim consolidated financial statements for the six months ended 30 September 2020 have not been audited or reviewed and do not constitute statutory accounts within the meaning of section 435 of the Companies Act 2006. They have been prepared in accordance with the Group's accounting policies as set out in the Group's latest annual financial statements for the year ended 31 March 2020 and are in compliance with IAS 34 "Interim Financial Reporting". These accounting policies are drawn up in accordance with International Accounting Standards (IAS) and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board and as adopted by the European Union (EU).

 

· The comparative figures for the financial year ended 31 March 2020 are not the full statutory accounts for the financial year but are abridged from those accounts prepared under IFRS which have been reported on by the Group's auditors and delivered to the Registrar of Companies. The report of the auditors was unqualified, did not include references to any matter to which the auditors drew attention by way of emphasis without qualifying their report and did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

 

· These interim financial statements were approved by a committee of the Board on 18 November 2020.

 



 

 

 

2.  Segmental Analysis 

 

Segment reporting for the six months to 30 September 2020

 

Direct costs incurred by First Property Group plc relating to the cost of the Board and the related share listing costs are shown separately under unallocated central costs. The staff incentive accrual is included under unallocated central costs but will be reallocated across all segments at the year end.

 


Fund Management Division

Group Properties Division




Property

fund management

Group properties

Associates and investments

Unallocated central overheads

TOTAL


£'000

£'000

£'000

£'000

£'000

Rental income

-

4,006

-

-

4,006

Service charge income

-

663

-

-

663

Asset management fees

1,661

-

-

-

1,661

Performance related fee income

-

-

-

-

-

Total revenue

1,661

4,669

-

-

6,330







Depreciation and amortisation 

(10)

(976)

-

-

(986)







Operating profit

633

1,884

-

(873)

1,644







Share of results in associates

-

-

723

-

723

Investment income

-

-

73

-

73

Interest income

-

21

-

24

45

Interest expense

-

(403)

-

-

(403)

Profit/(loss) before tax

633

1,502

796

(849)

2,082







Analysed as:






Underlying profit/loss before tax before adjusting for the following items:

644

2,572

796

(680)

3,332







Write down, impairment loss/reversals

-

-

-

-

-

Profit on the sale of 'FOP' shares

-

-

-

-

-

Goodwill write off on acquisition of associates

-

-

-

-

-

Group's share of revaluation losses on associates

-

-

-

-

-

Performance related fee income

-

-

-

-

-

Depreciation on investment property

-

(884)

-

-

(884)

Staff incentives

-

-

-

(397)

(397)

Realised foreign currency (losses)/gains

(11)

(186)

-

228

31

Profit/(loss) before tax

633

1,502

796

(849)

2,082

 

Revenue for the six months to 30 September 2020 from continuing operations consists of revenue arising in the United Kingdom 14% (30 September 2019: 12%) and Central and Eastern Europe 86% (30 September 2019: 88%) and all relates solely to the Group's principal activities.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Segment reporting for the six months to 30 September 2019

 

 


Fund Management Division

Group Properties Division




Property

fund management

Group properties

Associates and investments

Unallocated central overheads

TOTAL


£'000

£'000

£'000

£'000

£'000

Rental income

-

5,484

-

-

5,484

Service charge income

-

567

-

-

567

Asset management fees

1,779

-

-

-

1,779

Performance related fee income

247

-

-

-

247

Total revenue

2,026

6,051

-

-

8,077







Depreciation and amortisation 

(15)

(899)

-

-

(914)







Operating profit

1,003

2,492

-

(1,129)

2,366







Share of results in associates

-

-

1,139

-

1,139

Investment income

-

-

132

-

132

Interest income

-

36

-

6

42

Interest expense

-

(696)

-

-

(696)

Profit/(loss) before tax

1,003

1,832

1,271

(1,123)

2,983







Analysed as:






Underlying profit/loss before tax before adjusting for the following items:

748

2,853

1,271

(476)

4,396







Write down, impairment loss/reversals

-

-

-

-

-

Profit on the sale of 'FOP' shares

-

-

-

-

-

Goodwill write off on acquisition of associates

-

-

-

-

-

Group's share of revaluation losses on associates

-

-

-

-

-

Performance related fee income

247

-

-

-

247

Depreciation on investment property

-

(879)

-

-

(879)

Staff incentives

-

-

-

(656)

(656)

Realised foreign currency (losses)/gains

8

(142)

-

9

(125)

Profit/(loss) before tax

1,003

1,832

1,271

(1,123)

2,983



 

 

Segment reporting year to 31 March 2020

 


Fund Management Division

Group Properties Division




Property

fund management

Group properties

Associates and investments

Unallocated central overheads

TOTAL


£'000

£'000

£'000

£'000

£'000

Rental income

-

10,403

-

-

10,403

Service charge income

-

1,986

-

-

1,986

Asset management fees

3,483

-

-

-

3,483

Performance related fee income

415

-

-

-

415

Total revenue

3,898

12,389

-

-

16,287







Depreciation and amortisation 

(35)

(2,443)

-

-

(2,478)







Operating profit

1,335

5,962

-

(2,064)

5,233

Share of results in associates

-

-

1,879

-

1,879

Fair value adjustment on associates

-

-

(659)

-

(659)

Investment income

-

-

324

-

324

Interest income

-

74

-

6

80

Interest expense

-

(1,338)

-

-

(1,338)

Profit/(loss) before tax

1,335

4,698

1,544

(2,058)

5,519







Analysed as:






Underlying profit/(loss) before tax before adjusting for the following items:

1,344

6,549

2,203

(1,023)

9,073







Profit on the sale of investment property

-

1,527

-

-

1,527

Fair value adjustment on associates

-

-

(659)

-

(659)

Depreciation

(35)

(2,443)

-

-

(2,478)

Performance related fee income

415

-

-

-

415

Staff incentives

(383)

(325)

-

(1,101)

(1,809)

Realised foreign currency (losses)/gains

(6)

(610)

-

66

(550)

Total

1,335

4,698

1,544

(2,058)

5,519







Assets - Group

1,078

98,591

3,174

4,032

106,875

Share of net assets of associates

-

-

18,006

(308)

17,698

Liabilities

(338)

(74,793)

-

(1,238)

(76,369)

Net assets

740

23,798

21,180

2,486

48,204

 

 



 

3.  Interest Income/(Expense)

 


Six months ended

30 Sept 2020

Six months

ended

30 Sept 2019

Year

ended

31 Mar 2020


£'000

£'000

£'000

Interest income - bank deposits

24

11

26

Interest income - other

21

31

54

Total interest income

45

42

80

 


Six months ended

30 Sept 2020

Six months

ended

30 Sept 2019

Year

ended

31 Mar 2020


£'000

£'000

£'000

Interest expense - property loans

(257)

(519)

(1,009)

Interest expense - bank and other

(22)

(29)

(53)

Finance charges on finance leases

(124)

(148)

(276)

Total interest expense

(403)

(696)

(1,338)

 

 

4.  Tax Expense

 

The tax charge is based on a combination of actual current and deferred tax charged at an effective rate that is expected to apply to the profits for the full year. 

 


Six months ended

30 Sept 2020

Six months

ended

30 Sept 2019

Year

ended

31 Mar 2020


£'000

£'000

£'000

Current tax

(404)

(586)

(974)

Deferred tax

(1,140)

(27)

360

Total

(1,544)

(613)

(614)

 

The deferred tax charge relates to the reversal of a previously recognised deferred tax asset following the repayment of the bank loan secured against the property CH8 in April 2020 .

 

 

5.  Earnings/NAV Per Share

 

The basic earnings per ordinary share is calculated on the profit on ordinary activities after taxation and after non-controlling interests on the weighted average number of ordinary shares in issue, during the period.

 

Figures in the table below have been used in the calculations.

 


Six months

ended

30 Sept 2020

Six months

ended

30 Sept 2019

Year

 ended

31 Mar 2020

Basic earnings per share

0.47p

2.11p

4.38p

Diluted earnings per share

0.46p

2.07p

4.29p






Number

Number

Number

Weighted average number of Ordinary shares in issue (used for basic earnings per share calculation)

110,953,578

111,318,482

110,953,578

Number of share options

2,610,000

2,610,000

2,610,000

Total number of Ordinary shares used in the diluted earnings per share calculation

113,563,578

113,928,482

113,563,578






£'000

£'000

£'000

Basic earnings

516

2,350

4,859

Notional interest on share options assumed to be exercised

4

8

8

Diluted earnings

520

2,358

4,867

 

 

 

Six months

ended

30 Sept 2020

Six months

ended

30 Sept 2019

Year

 ended

31 Mar 2020

Net assets per share

42.68p

41.90p

43.53p

Adjusted net assets per share

54.28p

59.65p

55.00p

 

Adjusted net assets per share are calculated using the fair value of all investments.

 

The following numbers have been used to calculate both the net assets and adjusted net assets per share:

 

 

 

Six months

ended

30 Sept 2020

Six months

ended

30 Sept 2019

Year

 ended

31 Mar 2020


Number

Number

Number

Number of shares in issue at period end

110,383,332

110,854,001

110,382,332






£'000

£'000

£'000

Net assets excluding Non-controlling interest

47,112

46,447

48,047





For adjusted net assets per share

Number

Number

Number

Number of shares in issue at period end

110,382,332

110,854,001

110,382,332

Number of share options assumed to be exercised

2,610,000

2,610,000

2,610,000

Total

112,992,332

113,464,001

112,992,332





For adjusted net assets per share

£'000

£'000

£'000

Net assets excluding Non-controlling interests

47,112

46,447

48,047

Investment properties at fair value net of deferred taxes

4,564

5,925

4,520

Inventories at fair value net of deferred taxes

3,034

5,837

2,939

Investments in associates and other financial investments

6,246

9,088

6,260

Other items

381

381

381

Total

61,337

67,678

62,147

 

 

6.  Investment Properties

 


Six months

ended

30 Sept 2020

Year

 ended

31 Mar 2020

Six months

 ended

30 Sept 2019


£'000

£'000

£'000

1 April

32,537

67,348

67,348

Capital expenditure

12

1,258

777

Disposals

-

(33,192)

-

Additions through acquisitions

-

-

-

Depreciation

(939)

(2,055)

(1,021)

Impairment loss to an investment property

-

-

-

Foreign exchange translation

934

(822)

852

Total at end of period

32,544

32,537

67,956

 

Investment properties owned by the Group are stated at cost less depreciation and accumulated impairment losses.

 

7.  Investments in associates and other financial investments

 


Six months ended

30 Sept 2020

Year

ended

31 Mar 2020

Six months

ended

30 Sept 2019

a) Associates

£'000

£'000

£'000





Cost of investment at beginning of period

17,698

17,054

17,054

Additions

62 

-

-

Disposals

-

-

-

Repayment of shareholder loan

-

(576)

(256)

Share of associates profit after tax 

723

1,879

1,139

Share of associates revaluation losses

-

(659)

-

Dividends received

-

-

-

Cost of investment at end of period

18,483

17,698

17,937

 



 


Six months ended

30 Sept 2020

Year

ended

31 Mar 2020

Six months

ended

30 Sept 2019


£'000

£'000

£'000

Investments in associates




5th Property Trading Ltd

1,508

1,436

1,361

Fprop Romanian Supermarkets Ltd

179

168

161

Fprop Galeria Corso Ltd

2,445

2,346

2,214

Fprop Krakow Ltd

1,543

1,451

1,379

Fprop Cluj Ltd

560

519

501

Fprop Phoenix Ltd

1,690

1,908

2,057

Fprop Opportunities plc (FOP)

10,866

10,178

10,572


18,791

18,006

18,245

Less: Group share of profit after tax withheld on sale of property to an associate in 2007 

(308)

(308)

(308)

Cost of investment at end of period

18,483

17,698

17,937

 

The withheld profit figure of £308,000 represents the removal of the percentage of intercompany profit resulting from the sale of the property in 2007 to 5th Property Trading Ltd (an associate). The figure will reduce when there is a reduction in First Property Group's stake in 5th Property Trading Ltd.

 


Six months ended

30 Sept 2020

Year

 ended

31 Mar 2020

Six months

ended

30 Sept 2019


£'000

£'000

£'000

b) Other financial investments




Cost of investment at 1 April

3,174

3,539

3,539

Additions

6

48

37

Repayments

-

(218)

(218)

Disposal

-

-

-

(Decrease)/increase in fair value during the period

(52)

(195)

(52)

Cost of investment at end of period

3,128

3,174

3,306

 

 

8.  Trade and Other Receivables

 


Six months ended

30 Sept 2020

Year

 ended

31 Mar 2020

Six months

ended

30 Sept 2019


£'000

£'000

£'000

Current assets




Trade receivables

1,222

1,423

1,128

Less provision for impairment of receivables

(356)

(330)

(320)

Trade receivables net

866

1,093

808

Other receivables 

1,757

42,343

2,910

Prepayments and accrued income 

593

1,409

1,172


3,216

44,845

4,890

Non-current assets




Other receivables

730

922

1,133

 

Other receivables, under current assets, as at 31 March 2020 included £38.93 million relating to the sale proceeds following the sale of CH8, which were received in full on 24 April 2020.

 

Other receivables receivable after one year include a balance of £730,000 (31 March 2020: £922,000) relating to the deferred consideration from the sale of an investment property located in Romania. This has been discounted to reflect its current value.

 

 

9.  Trade and Other Payables

 


Six months ended

30 Sept 2020

Year

 ended

31 Mar 2020

Six months

ended

30 Sept 2019


£'000

£'000

£'000

Current liabilities




Trade payables 

1,841

2,591

2,296

Other taxation and social security 

621

1,030

938

Other payables and accruals 

2,819

5,354

1,343

Deferred income

183

183

346


5,464

9,158

4,923

 

 

10.  Financial Liabilities

 


Six months ended

 30 Sept 2020

Year

 ended

31 Mar 2020

Six months

ended

30 Sept 2019


£'000

£'000

£'000

a) Current liabilities




Bank loans

1,302

23,829

4,079

Finance leases

24,501

25,244

2,670


25,803

49,073

6,749





b) Non-current liabilities




Bank loans

15,241

15,461

36,864

Finance leases

-

-

23,881


15,241

15,461

60,745





c) Total obligations under financial liabilities 




Repayable within one year

25,803

49,073

6,749

Repayable within one and five years

8,833

8,770

53,247

Repayable after five years

6,408

6,691

7,498


41,044

64,534

67,494

 

Five bank loans and one finance lease (all denominated in Euros) totalling £41.04 million (31 March 2020: £64.53 million which includes the bank loan relating to CH8 which was not repaid until April 2020) included within financial liabilities are secured against investment properties owned by the Group and one property owned by the Group shown under inventories. These bank loans and this finance lease are otherwise non-recourse to the Group's assets.

 

The interim results are being circulated to all shareholders and can be downloaded from the company's web site. Further copies can be obtained from the registered office at 32 St James's Street, London SW1A 1HD.

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