Final Results
Helical Bar PLC
09 June 2004
9 June 2004
HELICAL BAR PLC
('Helical'/'Company' / 'Group')
PRELIMINARY RESULTS FOR THE
YEAR TO 31 MARCH 2004
HELICAL WELL PLACED FOR THE FORTHCOMING CYCLE
HIGHLIGHTS
* Adjusted diluted net asset value of 874p per share (2003: 770p) - up
14 per cent
* 'Triple net' asset value of 797p per share (2003: 702p) - up 14 per
cent
* Profit before tax £13.7m (2003: £25.2m) owing to lull in development
profits as a result of planned 'de-risking'
* Total ordinary dividend of 16.60p per share (2003: 15.00p) - up 11
per cent
* Strong performance in investment portfolio underpins results
* 11.3% of the Company's shares bought in for cancellation for £25.4m
(£3.9m since 31/03/2004)
* Over 30 active projects spread across the sectors
John Southwell, Chairman, commented;
'Helical has completed the repositioning started in 2001. It has the skills,
money and flexibility to act quickly to take advantage of opportunities. We
look forward to the forthcoming cycle and aim to produce significant development
and trading profits as we have done in the past.'
Further information:
Helical Bar plc
Tel: 020 7629 0113
Michael Slade (Managing Director) after 2.00 p.m.
Nigel McNair Scott (Finance Director)
Issued by:
Financial Dynamics
Tel: 020 7831 3113
Stephanie Highett/Dido Laurimore
FINANCIAL HIGHLIGHTS
Year Ended Year Ended
31 March 31 March
2004 2003
Notes £m £m
_____ _____
Net rental income 23.0 25.6
Development profits 0.0 4.6
Trading profits 1.0 0.3
Other gross profits 0.6 0.6
Profits before tax 13.7 25.2
Adjusted profits before tax 1 11.7 16.7
pence pence
Diluted earnings per share 39.6 59.2
Total dividends per share 16.60 15.00
Adjusted diluted net assets per share 2 874 770
Adjusted diluted 'triple net' assets per share 3 797 702
£m £m
Value of investment portfolio 334.9 342.5
Net borrowings 129.8 140.9
Equity shareholders' funds 245.0 235.9
Net gearing 52% 59%
Notes
1. Excludes profit on sale of investment properties, loss on sale of
subsidiary and negative goodwill.
2. After adding back additional deferred taxation arising from the clawback of
capital allowances on sale of investment properties.
3. Adjusted for contingent liabilities of deferred taxation on chargeable
gains on investment properties and the market value of financial instruments but
after adding back the deferred taxation referred to in 2 above.
Chairman's Statement
This year has seen the completion of the repositioning started in 2001. Then we
stopped new office development and began reducing the proportion that our
portfolio represented in Central London offices from 80 per cent down to below
40 per cent today. As a result we have avoided development losses and by a
judicious sale and reinvestment programme shielded our balance sheet from the
effect of falling rental levels in Central London. At the same time our move
into new sectors has provided us with a portfolio of properties, both trading
and investment, capable of producing further substantial uplifts over the next
three years. Future returns to shareholders should be further enhanced by £25m
spent buying back over 11 per cent of our share capital at an average price of
753p per share, a discount of 6 per cent to our triple net asset value and 14
per cent to our adjusted net asset value.
Results
Profits after tax this year fell to £11.5m from £17.6m mainly because, as
foreseen, we made no development profits (2003: £4.6m). Diluted earnings per
share as a result fell to 39.6p (2003: 59.2p). The revaluation surplus on the
investment portfolio was £24m (2003: deficit £13m). The Group's adjusted net
asset value per share rose by 14 per cent to 874p (2003: 770p) and the adjusted
triple net asset value (taking account of the contingent liabilities of deferred
tax and the market value of financial instruments) also rose by 14 per cent to
797p per share (2003: 702p). These figures take no account of any surplus on
the £70m trading and development stock which are valued, in accordance with
normal practice, at the lower of cost and net realisable value.
The encouraging prospects for 2004/2005 enable the Board to recommend to
shareholders a final dividend of 10.0p per share (2003: 9.0p), an increase of 11
per cent. This proposed dividend, together with the interim dividend of 6.6p
(2003: 6.0p) paid in December 2003 makes a total dividend of 16.6p per share
(2003: 15.0p). This is an increase of 11 per cent on last year. The total
dividend is covered over 2.5 times by profits after tax.
Government Policy
We welcome the prospective introduction of Property Investment Funds (PIFs)
which have the potential to give retail investors long overdue exposure to
commercial property in a tax neutral manner. As we move through the
consultation process, there is much still to be resolved. Too high a conversion
tax charge or too many restrictions on subsequent activities such as development
could yet leave this excellent initiative still-borne.
Meanwhile, continued high levels of stamp duty and the threat of intervention in
the structure of leases only serve to undermine the efficient workings of the
market place. In addition the Government is increasingly trying to use the
planning system to raise revenue beyond the immediate impact of the proposed
development in question.
The future
The world has come out of the slowdown of the early 2000s and is set for a year
of good growth. Most importantly availability of vacant space in what has
historically been our main market, London offices, is now beginning to fall.
Commercial property is in increasing favour with institutions and there is
considerable money seeking a home therein.
Through a mixture of investments and developments we now have over 30 active
projects spread across all commercial property sectors. The retail, industrial
and change of use schemes should deliver good growth over the next two to three
years while in the longer term we look to our office development programme which
we are building up in London and the South East.
Despite the current raft of economic good news, the world is still an uncertain
place where shocks may happen. Should they arise, Helical has the skills, money
and flexibility to act quickly to take advantage of such opportunities. In the
meantime we look forward to the forthcoming cycle and aim to produce significant
development and trading profits as we have done in the past.
John Southwell
Chairman
9 June 2004
Development programme
Helical's development objective is clear. The Group seeks to recreate the
profit streams achieved from office and retail development over the last ten
years by focusing on large Central London office schemes, major mixed use
developments and retail schemes. As in the last cycle it is anticipated that
the retail schemes will contribute to development profits before the larger
office and mixed use schemes come on stream.
Development schemes
Completed developments available to let
Completion Size Funding Tenants Space
Offices Sq ft Institution Let
Sq ft
West End
40 Berkeley Square, March 2004 75,000 Morley The Blackstone 28,500
London W1 Group, Caxton
Europe Asset
Management
Thames Valley
The Meadows, Camberley March 2002 140,000 Scottish Widows British Cement 23,000
Association
The Waterfront Business Oct 2002 56,000 Aberdeen One building sold 18,000
Park, Fleet Property Investors to Conair, Hedra
Plc
The Heights, Weybridge April 2003 337,000 Prudential Kia Motors 16,000
Portfolio
Managers
Development schemes
Future programme
Approximate Start Date Size
Offices Sq ft
City
Mitre Square, London EC3 350,000
Ropemaker Place, London EC2 2004/05 500,000
Central London - Mixed Use
Wood Lane, White City 2006+ 43 acres
Thames Valley
Amen Corner, Bracknell 2007 500,000
Retail/Mixed Use
Friary Retail Park, Stafford 2004 38,500
Bluebrick, Wolverhampton 2005 170,000
Hatters Retail Park, Luton 2005 105,000
Shrub Hill, Worcester 2005 35,000
Shirley, Solihull 2006 155,000
Trinity Square, Nottingham 2005 235,000
Commercial Road, Bournemouth 2005 47,000
Offices
The year to 31 March 2004 marked both the end of one office development cycle
and further progress in preparation for the next one. The completion of 40
Berkeley Square London W1, in March 2004, was notable for two reasons. The
building is the most prime office building yet constructed by Helical and good
progress has been made in letting the space.
The Group is now busy looking for tenants for its completed developments at The
Meadows Camberley, The Heights Weybridge, The Waterfront Business Park Fleet and
40 Berkeley Square London W1. At the same time it is progressing plans for
exciting new development opportunities in London and the South East.
Completed office developments
The Meadows, Camberley
The Meadows, Camberley funded by Scottish Widows, comprises four office
buildings totalling 140,000 sq ft located by the Blackwater railway station,
Camberley opposite the Meadows Retail Park. During the year one building, of
23,000 sq ft, was let to the British Cement Association. The other three
buildings remain available to let. The development was forward funded on a
profit erosion basis and no loss is expected to arise.
The Heights, Weybridge
The Heights, Weybridge is a 22 acre office campus development of the highest
quality comprising 337,000 sq ft of speculative space in five distinct
buildings. The scheme which is adjacent to the UK headquarters of Proctor &
Gamble was completed in April 2003 and is forward funded with Prudential
Portfolio Managers. During the year, 16,000 sq ft was let to Kia Motors with
terms agreed with another party for a further 24,000 sq ft. Funded on a profit
erosion basis there is an exposure to a small loss subject to the outcome of
future lease negotiations.
The Waterfront Business Park, Fleet
Since completing the three building office scheme in October 2002 the smallest
building of 12,000 sq ft was sold to the Conair Group for its own occupation.
The second floor of Building I has been let to Hedra Plc leaving two floors
still available. In addition, Building II, which overlooks the Fleet Pond
Nature Reserve, and comprises 26,700 sq ft is also available. Funded on a
profit erosion basis no provision for future losses is considered necessary.
40 Berkeley Square, London W1
40 Berkeley Square is a prime office development of 75,000 sq ft on the west
side of Berkeley Square. Comprising eight floors of high specification offices,
the building has been developed in a joint venture with owners Morley Fund
Management. The top three floors, comprising 19,500 sq ft, were let to The
Blackstone Group in December 2002 at a rent of £80 psf. Since the development
was completed in March 2004, a further floor of 9,000 sq ft has been let to
Caxton Europe Asset Management at the same rent.
Future office development programme
Mitre Square, London EC3
A joint planning application, with Ansbacher Property Development Ltd, has been
submitted to the City Planning Department for an office scheme comprising
350,000 sq ft.
Ropemaker Place, London EC2
A joint planning application, with owners DB Real Estate, for a new building of
approximately 500,000 sq ft gross was approved by the London Borough of
Islington in December 2003. Helical are acting as Development Manager for DB
Real Estate.
Wood Lane, White City
Helical, jointly with Morley Fund Management, acquired a 10 acre site from Dairy
Crest in late 2002. Since then Helical and Morley have teamed up with
neighbouring landowners to form the White City Partnership promoting the
regeneration of 43 acres of land at White City for a major mixed use
development. The adjoining landowners include the BBC and Land Securities,
Marks & Spencer and Lattice Group Pension Fund.
The sites lie immediately to the north of Chelsfield's proposed 1.3m sq ft
shopping centre at White City between the West Cross Route and Wood Lane. Since
the sites' designation as an Opportunity Area in the London Plan the Greater
London Authority and Hammersmith & Fulham have published 'White City Opportunity
Area -A Framework For Development' which has been out for public consultation.
The document proposes supplementary planning guidance to the Unitary Development
Plan promoting their vision that the area be transformed into a thriving new,
mixed use, urban quarter.
The White City Partnership is now working to develop a comprehensive masterplan
for the site.
Amen Corner, Bracknell
Helical acquired a number of residential properties and options over land at
Amen Corner, Bracknell. The company has been working with Bracknell Forest
Borough Council to promote the site for development and this resulted in the
publication of the draft 'Policy and Planning Framework for Amen Corner' in
December 2003. Negotiations are continuing with the authority to bring this
site forward for commercial/residential development.
Retail developments
Helical's retail development programme has expanded significantly in the last
year. The joint ventures with Oswin Developments and Overton Developments have
made good progress in respect of a number of promising opportunities.
The two retail developments completed by Oswin Developments were at Accrington
and Carmarthen.
Market Square, Accrington
Market Square, Accrington is a new town centre development of 62,000 sq ft
comprising 11 shops including stores for Wilkinsons, JJB and Poundland. Forward
sold to private investor Bilsdale Properties Ltd the scheme was completed and
handed over at the end of 2003.
Towy Retail Park, Carmarthen
Towy Retail Park, Carmarthen is a development of two stores totalling 35,000 sq
ft for PC World and Currys. Funded by private Irish investors the scheme was
completed in January 2004.
Future Retail Development Programme
Retail developments planned with Oswin Developments are as follows:
Friary Retail Park, Stafford
Friary Retail Park, Stafford is a retail scheme where building work commenced in
May 2004. The scheme comprises 38,500 sq ft of open A1 retail warehousing and
pre-lets have been secured with PC World, T K Maxx and Choices Video. The
scheme is due for completion in November 2004.
Bluebrick, Wolverhampton
The former Low Level Station site comprising 11 acres was purchased in November
2003 and a mixed use scheme is being progressed to comprise a car showroom,
hotel, public house and approximately 140 residential units. A planning
application is due to be submitted in summer 2004 with a view to commencing on
site in early 2005.
Hatters Retail Park, Luton
A planning application is being progressed for a retail park of 80,000 sq ft and
industrial units of 25,000 sq ft. The proposals are due to be considered by the
Local Planning Authority in summer 2004.
Shrub Hill, Worcester
A contract has been signed with First Bus subject to relocating the existing bus
depot. The site has the benefit of a planning consent for 35,000 sq ft of
retail warehousing and a residential development of 46 units. Negotiations are
in hand for a joint venture development with neighbours, St Modwen Developments.
Town Centre Scheme, Shirley, Solihull
Working jointly with Coltham Developments Ltd, Helical Retail and Oswin
Developments have been appointed by Solihull Metropolitan Borough Council to
promote a regeneration of Shirley Town Centre. The mixed use scheme is likely
to comprise a 75,000 sq ft anchor foodstore, 80,000 sq ft of retail units,
restaurants, community facilities and 150 apartments. The design of the scheme
is being worked up with a view to submitting a planning application in late
2004.
Future retail developments planned with Overton Developments are at Nottingham
and Bournemouth.
Trinity Square, Nottingham
Trinity Square is a retail led mixed-use development in the heart of the city
centre shopping district adjoining the Victoria Centre. Comprising
approximately 175,000 sq ft of retail space, 60,000 sq ft of leisure and
restaurants, 500 residential units and 450 parking spaces it will be a dramatic
landmark building constructed of glass and steel offering double height retail
frontages. Planning permission was obtained in March 2004 for the development,
and construction is due to commence at the beginning of next year in time for
trading at Christmas 2006. Contracts have already been exchanged with T K Maxx
(55,000 sq ft) and Borders Books (25,000 sq ft) and there is considerable
interest from other retailers.
Commercial Road, Bournemouth
Commercial Road, Bournemouth is an existing retail property bought in September
2003. The property, which had passing rent of just under £1m on completion, is
to be substantially redeveloped once vacant possession has been obtained of most
of the units. It is expected that work will start on site in October 2004 and
in anticipation of this negotiations are continuing with a number of high street
retailers with a view to agreeing pre-lets. Once redeveloped, the property will
consist of 4 units comprising 47,000 sq ft of prime retail space.
Residential Developments
The Group has from time to time acquired sites and created value through
obtaining planning consents for retirement villages.
Lime Tree Village, Dunchurch, Rugby
This development involves the refurbishment of a Victorian country house and the
construction of 150 bungalows, cottages and apartments for retirement. The
first phase of 50 homes is under construction with 28 sold or reserved.
Bramshott Place, Liphook
Planning negotiations continue for a retirement village development comprising
144 apartments, cottages and bungalows. Subject to planning, work is due to
start in 2005.
Investment Portfolio
The investment portfolio had a satisfactory year with a valuation uplift of
8.4%, an unleveraged total return of 16.8% and a fifth percentile ranking as
measured by IPD (against all quarterly and monthly valued funds for the year to
31 March 2004). Retail property performed particularly well with a total return
of 26.2%, with industrials 16.2% and offices 14.4%.
Valuation Average
movement ERV movement Total return unexpired term
Offices +5.7% -5.9% 14.4% 9.8
Industrial +6.0% +1.0% 16.2% 7.8
Out-of-town retail +19.0% +8.9% 26.7% 16.2
In-town retail +16.1% +18.8% 25.2% 8.6
--------- --------- --------- -----
Total +8.4% +0.5% 16.8% 9.7
VALUATION YIELDS
True
Initial 2005 2006 Reversionary Equivalent Equivalent
Offices 7.7% 8.4% 9.2% 7.8% 8.0% 8.4%
Industrial 8.2% 8.9% 9.1% 9.8% 9.2% 9.7%
Out-of-town retail 5.9% 6.3% 6.6% 6.9% 6.7% 7.0%
In-town retail 6.1% 7.1% 7.6% 9.0% 8.1% 8.6%
------- ------- ------- ------- ------- -------
Total 7.4% 8.1% 8.6% 8.4% 8.2% 8.6%
Over the last seven years we have sold £516 million of investment property
representing turnover of 174% based on the current size of the investment
portfolio. In every year we have exceeded valuations on sales, but the average
surplus of just 2% over book values emphasises the accuracy of our valuations.
Retail
Asset management has been the key driver to our returns. At our shopping centre
in Letchworth we have carried out a number of lettings at 40% above levels
pertaining at the time of our purchase in 2003 following the change of anchor
tenant from Kwik Save to Marks & Spencer. In our retail park at Weston we have
secured lease extensions with Focus and Dunelm, the two anchor tenants, and
increased their rents in aggregate by 79%. In our park in Sevenoaks, we have
also extended the lease to Wickes, the anchor tenant, and guaranteed an uplift
of 33% in rent passing in 2006. At Chiswick we have secured planning consent
for a residential development to the rear of our holding and agreed terms for a
new long lease to WH Smith with a 28% rental increase. The final strong retail
performer was our supermarket at Wednesfield where the valuation increased by
40% to reflect the terms of an agreed sale. The property has now been sold for
£18.36 million, 60% above the purchase price of £11.5 million in December 2001.
We also sold a retail park in Sprucefield (in which we had a 50% interest) for
£16.2 million (4% above valuation and 26% above the 2001 purchase price).
Offices
The uplift in value in our office portfolio was due to covenant enhancements,
lease restructurings and lettings. At the Interchange in Camden we secured
Associated Press as surety to the lease in consideration for five months rent
free and subsequently exchanged contracts to sell the property for £21.5
million. This was 10% above last year's valuation and 52% above the purchase
price of £14.4 million in 1999. At Paris Gardens in Southwark, SE1 we secured
the main UK subsidiary of the world's leading disaster recovery company, Sungard
Systems Data Inc, as tenant for a further sixteen years. This has led to a
valuation increase of 30%. Our only provincial office building in High Wycombe
gained an 18% valuation increase following a lease restructuring of the main
lease to Staples. At Rex House, SW1 a restaurant has been sold on a long lease
for £1.9 million resulting in a small increase in value. At Shepherds Building
in Shepherds Bush we have opened a bar and created some smaller studio units.
During the year we have let over 32,000 sq ft with a further 8,000 sq ft under
offer, leaving a residual vacancy rate of 40% - our only office void in London.
Sales of office buildings completed during the year were Capital House NW1 for
£41 million (in line with valuation, 75% over purchase price in 1998), a
portfolio comprising the Rotunda Camden, 71 Kingsway WC2 and the Waterfront in
Fleet for £33.25 million (4% above valuation and 45% above purchase prices
1998-2000) and 5-10 Bury Street EC3 for £8.5 million (10% above valuation and
100% above the 1997 purchase price).
Industrial and trading properties
Our industrial investment property had a steady year with rental values edging
forward. Capital appreciation was driven by the market's yield re-rating for
higher yielding property. Many of our more active industrial assets are trading
properties, held at the lower of cost or value, and where the performance will
only be crystallised on sale. These include refurbishment and redevelopments
designed for owner occupier sales at premium prices. Schemes in progress are
127,000 sq ft in Harlow (39% sold, 32% under offer), 135,000 sq ft in Slough
(20% under offer), 46,000 sq ft in Sawston, Cambridge (38% under offer) and
36,000 sq ft in Edenbridge (15% under offer). We also hold industrial assets in
Fleet (5 acres), Dunstable (5 acres) and Great Alne, Warwickshire (20 acres)
where we are hopeful of crystallising value by obtaining residential or
retirement home consents.
At the Bus Depot at Winterhill, Milton Keynes a planning consent has been
obtained for a new 80,000 sq ft retail warehouse which has been prelet to
Homebase. This scheme is in the course of institutional funding with
construction scheduled to start later this year.
Purchases
The current highly competitive investment market has made high margin
acquisitions difficult to achieve. During the year we acquired a 235,000 sq ft
industrial estate at Sawston, Cambridge for £10 million yielding 9% but
including a 3 acre site which we are now developing. Industrial trading
purchases were acquired at Edenbridge for a refurbishment scheme and at Great
Alne where we are making good progress in securing a consent for a retirement
homes village. We purchased three separate long leasehold interests in the
Leisure Plaza at Milton Keynes to consolidate the ownership of this 119,000 sq
ft scheme on a 5 acre site with residential and retail potential. We acquired a
Wickes retail warehouse in Worthing with an open A1 consent where the passing
rent of £10.75 per sq ft is much lower than rental evidence emerging along the
south coast. We have also exchanged conditional contracts subject to receiving
retail planning consent on a motor trade site in Weston Super Mare where we have
prelet the proposed development to Wickes DIY.
The most significant acquisition of the year was the Morgans department store
together with Morgans and Royal Arcades in Cardiff. This 235,000 sq ft holding
has been in family ownership for 124 years and presents an opportunity to
subdivide the department store to create larger shop units and actively manage
the arcades. The property is directly opposite Land Securities and Capital
Shopping Centres' proposed 750,000 sq ft St Davids 2 retail development which we
believe will transform the trading pitch over the next five years. The purchase
price of £29 million is payable in March 2005.
Whilst we would like to step up the pace of our acquisitions we are unwilling to
rely on further yield shift to underpin returns. We do, however, take heart in
the gradual recovery of the occupational markets which should, over time,
provide more opportunities in our usual sphere of high margin added-value deals.
Entire portfolio - cashflow yields to Helical
Initial Reversionary Equivalent True equivalent
Investment 7.8% 8.8% 8.6% 9.0%
Trading 3.3% 11.1% 9.4% 10.0%
Development 1.9% 7.7% 7.3% 7.7%
------- ------- ------- -------
Total 6.7% 8.8% 8.5% 8.9%
Portfolio split (by value)
Offices Retail Retail Industrial Other Total
in-town out-of-town
Investment 35.4% 6.3% 12.1% 26.8% 0.1% 80.7%
Trading 0.5% 0.0% 0.1% 5.6% 0.9% 7.1%
Development 3.4% 5.5% 2.1% 0.0% 1.2% 12.2%
------ ------ ----- ------ ----- -------
Total 39.3% 11.8% 14.3% 32.4% 2.2% 100.0%
Office split
West End 26.8%
City 11.0%
West London 19.8%
Southwark 21.6%
Camden 13.5%
South East 7.3%
-------
100.0%
INVESTMENT PROPERTIES
Address Average
Size passing Vacancy Year
(sq ft) rent (psf) rate acquired Comments
LONDON OFFICES
Rex House SW1 80,000 £56 0% 2000 Leasehold expires 2035
Shepherds Building W14 152,000 £22 40% 2000
66 Prescot St E1 110,000 £22 0% 2001 50% ownership
61 Southwark St SE1 65,000 £18 0% 1998 Rent reviews 2004 on
32,000 sq. ft
4/5 Paris Gardens SE1 45,000 £25 0% 1998 Rent increases to
£30 p.s.f. 06/05
Interchange NW1 65,000 £32 0% 1999 Sale exchanged.
Completion 09/05
----------- ----- ------
517,000 £29 12%
SOUTH EAST OFFICES
Westfields House 27,000 £16 7% 2001
High Wycombe
OUT OF TOWN RETAIL
Weston Retail Pk, Weston 140,000 £11 0% 1999 75% ownership
Super Mare
Sainsbury Superstore, 69,000 £10 0% 2001 Sold 4 June 2004
Wednesfield 75% ownership
Otford Road Retail Pk, 43,000 £14 0% 2003 75% ownership
Sevenoaks
Homebase, St Austell 36,000 £8 0% 2002 75% ownership
Wickes, Worthing 26,000 £11 0% 2003 75% ownership
----------- ----- -----
314,000 £11 0%
TOWN CENTRE
RETAIL
Morgans Department Store, 170,000 - 100% 2005 Purchase completes 03/05
Cardiff
Morgan & Royal Arcades, 65,000 £40ZA 0% 2005 Purchase completes 03/05
Cardiff
Garden Square, Letchworth 165,000 £35ZA 10% 2003 New lettings @ £50 p.s.f. ZA
WH Smiths, Chiswick 5,000 £85ZA 0% 2000 Residential site at rear
----------- -------- -----
405,000 £40ZA 46%
Average
Size passing Vacancy Year
Address (sq ft) rent (psf) rate acquired Comments
INDUSTRIAL
Aycliffe Portfolio 1,570,000 £2.70 21% 1987
Peterlee Portfolio 700,000 £3.00 26% 1987
Hawtin Park, Blackwood 251,000 £2.85 0% 2003
Sawston, Cambridge 235,000 £4.30 0% 2003 67% ownership
Avonbridge, Avonmouth 234,000 £4.85 14% 1995 Leasehold expires 2071
Walton Summit, Preston 143,000 £4.00 0% 1990
Standard Estate, Woolwich 105,000 £7.40 44% 2002 70% ownership
Golden Cross, Hailsham 102,000 £5.00 0% 2001
Waterside, Fleet 54,000 £7.00 9% 1999 Residential potential
------------- ------- -----
3,394,000 £3.40 17%
OTHER
Cardiff Royal Infirmary Vacant hospital on a peppercorn lease with redevelopment potential.
TRADING PROPERTIES
Address Description Year %
acquired ownership
Bus Depot, Optioned site, pre-let to Homebase 2001 50%
Milton Keynes (80,000 sq ft) with planning consent
Leisure Plaza, 119,000 sq ft leisure scheme with potential for 2003 50%
Milton Keynes residential or retail use
Mill Street, Slough 164,000 sq ft industrial in course of 2002 90%
redevelopment to create 13 units
Barrows Road, Harlow 125,000 sq ft industrial estate in course of 2002 80%
refurbishment and redevelopment for
owner occupier sales
Great Alne 314,000 sq ft industrial estate on a 20 acre site 2004 100%
with
potential for a retirement home village use
Edenbridge 36,000 sq ft industrial estate in course of 2004 50%
refurbishment for owner occupier sales.
Southfield Road, Dunstable 103,000 sq ft vacant shed with residential 2002 100%
potential
plus a let 34,000 sq ft office
2/6 Curtain Road, 7,000 sq ft office forming part of a 700,000 sq ft 2001 50%
London EC2 development site
Computer Centre, 111,000 sq ft mainly vacant computer centre. 2002 50%
Wythenshawe Leasehold expiring 2067
Financial Review
Profits
Adjusted profits before tax, excluding exceptional items and negative goodwill
fell to £11.7m (2003: £16.7m). Profits after tax and minority interest fell to
£11.2m (2003: £17.4m).
Rental income
Net rental income for the year fell to £23.0m (2003: £25.6m) as the Group sold
further Central London office investments. During the year £82m of investment
properties, yielding £7.1m of rental income were sold. £45m was used to add to
the investment portfolio of which £29m was the cost of buying the Morgan
Department Store in Cardiff, not payable until March 2005. £25m was used to
purchase income producing properties to be re-developed or traded. Excluding
the Morgan Department Store these produce a passing rent of £2.1m. Rent reviews
and new lettings, net of lease expiries and rent free periods, added rental
income of £1.4m on the remaining portfolio.
Rental costs fell from £3.7m to £2.3m, reflecting lower voids at Shepherds
Building W14 and recovery of costs from tenants.
Trading and other profits
Trading profits of £1.0m were up on last year (2003: £0.3m) and came from the
sale of a number of small industrial units in Harlow purchased in 2002 and
refurbished during the year. The company also sold Tudor House, Cardiff, a
refurbished office building of 14,000 sq ft.
Development profits
Negligible profits were generated by the Group's funded development programme
(2003: £4.6m) which continued to reflect the downturn in the Central London
office market. The only contributor to profits was the pre-let and pre-funded
retail development at Towy Retail Park, Carmarthen.
2004 2003 2002 2001 2000
Developments £ 000 £ 000 £ 000 £ 000 £ 000
Profits 38 4,630 17,072 29,507 19,345
Administrative expenses
Administrative expenses, before the exceptional negative goodwill credit in
2003, increased by 25% from £6.4m to £8.0m due to an increased level of
performance related bonuses. Administrative expenses, before goodwill and
executive bonuses increased slightly to £6.0m (2003: £5.9m).
Profit on sale of investment properties
During the year to 31 March 2004 the Group sold £82.2m (2003: £131.2m) of
investment property on which it made £2.0m (2003: £2.1m) of profit over book
value and sale costs. The properties sold included office investments at
Capital House, London NW1, The Rotunda Camden NW1, 67-75 Kingsway London WC2,
Bury Street London EC3 and the Waterfront Business Park, Fleet.
Net interest payable
The sale programme started in 2001 and the subsequent lower level of gearing has
resulted in a much reduced interest charge of £9.3m (2003: £11.9m). Interest
received fell from £2.2m to £1.1m as interest was no longer received on the cash
held on deposit against the pre-sale of 3 Bunhill Row, EC1. Interest of £1.8m
(2003: £0.8m) was capitalised reflecting the much increased holding of
non-income producing development sites.
2004 2003 2002 2001 2000
Net interest payable £ 000 £ 000 £ 000 £ 000 £ 000
Interest payable on bank loans 7,548 9,543 14,804 19,514 17,893
Other interest payable 1,741 2,351 3,215 1,343 2,350
Finance arrangement costs 170 783 408 572 365
Interest capitalised (1,817) (795) (1,006) (1,597) (2,661)
Interest receivable (1,070) (2,244) (2,642) (591) (1,563)
Loan termination costs - - - - (36)
6,572 9,638 14,779 19,241 16,348
Taxation
The corporation tax charge for the year is less than the standard rate of 30%
due to the use of capital allowances, tax losses and the impact of indexation
allowances against chargeable gains arising on the sale of investment
properties.
The deferred tax credit for the year reflects a full provision for capital
allowances claimed in previous years which is more than offset by a reduction in
previous years provisions where investment properties have been sold and there
is no longer a potential for the clawback of the allowances claimed to date.
Dividends
The Board is recommending to shareholders at the Annual General Meeting on 28
July 2004 a final dividend of 10.00p per share (2003: 9.00p) to be paid on 29
July 2004 which, with the interim dividend of 6.60p, makes a total of 16.60p.
This is an increase of 11% on the previous year's dividend of 15.00p. This is
covered over 2.5 times by profits after tax.
2004 2003 2002 2001 2000
Dividends pence pence pence pence pence
Interim 6.60 6.00 5.50 5.00 4.40
Final 10.00 9.00 8.25 7.50 6.75
_____ _____ _____ _____ _____
16.60 15.00 13.75 12.50 11.15
Special - - 100.00 - -
_____ _____ _____ _____ _____
16.60 15.00 113.75 12.50 11.15
_____ _____ _____ _____ _____
Earnings per share
Earnings per share in the year to 31 March 2004 were 40.9p (2003: 61.2p) per
share and on a diluted basis were 39.6p (2003: 59.2p) per share.
2004 2003 2002 2001 2000
Earnings per share pence pence pence pence pence
Earnings per share 40.9 61.2 60.0 70.0 55.0
Diluted earnings per share 39.6 59.2 57.8 67.7 53.7
Investment portfolio
During the year the Group continued to replace Central London offices with
retail and industrial properties with greater potential for capital growth.
Investment properties with a book value of £82m were sold and partly replaced by
£45m of new properties at Sawston Cambridge, Cardiff and Worthing. In addition
around £5m of capital expenditure was spent on refurbishing various office,
industrial and retail buildings. At 31 March 2004 there was a revaluation
surplus of £24.2m (2003: deficit £13.4m) on the investment portfolio.
2004 2003 2002 2001 2000
Investment portfolio £ 000 £ 000 £ 000 £ 000 £ 000
Cost or valuation at 1 April 342,484 439,911 453,607 419,570 332,457
Additions at cost 50,464 47,175 32,838 24,341 163,029
Disposals (82,178) (131,168) (65,062) (29,624) (106,320)
Revaluation 24,162 (13,434) 18,528 39,320 30,404
Cost or valuation at 31 March 334,932 342,484 439,911 453,607 419,570
Net asset values
The retained profits of £7.0m (2003: £13.1m) plus the revaluation surplus of
£24.2m (2003: deficit £13.4m) and movements in minority interest less the
purchase of own shares of £21.5m led to an increase in net assets to £248.7m
(2003 £238.5m).
In calculating the net assets per share a provision has been made for the
deferred tax which would become payable should all the capital allowances
claimed to date be clawed back as a taxable adjustment in the Group's tax
computations. The Group believes this clawback is unlikely and accordingly, has
calculated the diluted net asset value assuming this not to be the case in line
with current practice. Adjusted diluted net assets per share of 874p compare to
770p in 2003. After allowing for the unprovided deferred tax on revaluation
surpluses and the value ascribed to financial instruments, the adjusted diluted
triple net asset value of the Group has increased from 702p to 797p at 31 March
2004.
2004 2003 2002 2001 2000
Net asset values per share pence pence pence pence pence
Diluted net asset value - 1 874 770 769 754 581
Diluted net asset value - 2 797 702 663 655 516
1 - net asset value diluted for share options but adding back the provision of
deferred tax on clawback of capital allowances.
2 - net asset value diluted for share options and adjusted for unprovided
deferred tax, FRS 13 value of financial instruments but adding back the
provision of deferred tax on clawback of capital allowances.
Borrowings and financial risk
The Group's ongoing reduction in its exposure to the Central London office
market has continued the reduction in debt and, at 31 March 2004, net debt had
fallen to £129.8m from £140.9m. The Group's net gearing fell to 52% from 59% at
31 March 2003.
2004 2003 2002 2001 2000
Net debt and gearing
Net debt £129.8m £140.9m £152.4m £232.8m £243.1m
Gearing 52% 59% 64% 99% 131%
The Group seeks to manage financial risk by ensuring that there is sufficient
financial liquidity to meet foreseeable needs and to invest surplus cash safely
and profitably. At the year end, Helical had £37m of undrawn bank facilities
and cash of £18.3m (2003: £16.1m). In addition it had £135m of uncharged
property on which the Group could borrow funds.
As at 9 June 2004 Helical's average interest rate was 5.6%.
FRS13 requires disclosure of financial instruments on a fair value basis and at
31 March 2004 an adjustment to reflect this basis would reduce net assets, after
tax relief, by £2.0m (2003: £5.1m) which, if provided for, would reduce diluted
net assets by 7p per share (2003: 15p).
Shares purchased for cancellation
Using the authority granted at the 2002 AGM, the Company purchased, in July
2003, 150,000 ordinary 5p shares at 680p per share for cancellation. Following
the renewal of the authority at the 2003 AGM the Company embarked on a share
purchase programme and in the year to 31 March 2004 increased the numbers of
shares purchased to 2,905,951 at a cost of £21.5m, an average price of 740p per
share.
On 31 March 2004 the Company gave instructions to its broker, Cazenove, to
commence an irrevocable non-discretionary programme to repurchase its own shares
during the close period from 8 April 2004 to 21 May 2004 inclusive. During that
period a further 460,000 shares were purchased at an average cost of 834p per
share.
The total number of shares purchased since 1 April 2003 is 3,365,951,
approximately 11.3% of the share capital in issue prior to the start of the
purchases, at a total cost of £25.4m and an average cost of 753p per share.
This average cost is at a 14% discount to adjusted net asset value of 874p per
share and a 6% discount to 'triple net' asset value of 797p per share. The
number of shares in issue has reduced from 29,913,476 to 26,687,903 (including
140,378 shares issued on the exercise of an option in December 2003).
Performance measures
In order to evaluate its overall performance against other small to mid-size
capital companies, both here and abroad, Helical looks at equity value added and
total shareholder return ('TSR'). The performance of the property portfolio as
measured by the Investment Property Databank ('IPD') is also noted below.
Equity value added
Year ended 31 March 2004 2003 2002 2001 2000
Capital employed £m 348 377 390 466 430
Return on capital % 11.5 3.9 10.5 18.2 19.8
Weighted average cost of capital % 7.0 6.1 6.3 5.9 6.0
Spread % 4.5 (2.2) 4.2 12.3 13.8
Equity value added/(lost) £m 15.6 (8.5) 19.6 52.9 43.7
Total shareholder return
Total shareholder return measures the return to shareholders from share price
movements and dividend income. The returns were as follows:
1 year 3 years 5 years 10 years 15 years 20 years
from from from from from from
2003 2001 1999 1994 1989 1984
% pa % pa % pa % pa % pa % pa
Helical Bar plc 50.9 11.3 17.0 16.3 13.5 33.1
UK equity market 31.0 (3.8) (2.7) 6.9 8.9 -*1
Listed real estate sector 61.7 8.8 9.8 8.8 5.6 -*1
index
Direct property 10.9 9.1 10.5 10.6 8.3 10.3
Source: New Bridge Street Consultants/Datastream
*1 Information not available
Investment Property Databank ('IPD')
Helical has compared its ungeared property performance against that of
portfolios within the Investment Property Databank for the last 14 years.
Helical has outperformed all parties within the index over 5, 10 and 14 years.
The returns on shareholder capital earned by Helical are generally higher than
those measured by IPD due to the use of gearing.
IPD (monthly and quarterly valued funds) ungeared returns
Total Returns %
In year to 31 March 2004 2003 2002 2001 2000
Helical 15.5 6.0 15.6 23.2 23.6
IPD benchmark 12.8 9.9 7.0 9.9 15.1
Percentile rank 14 90 1 0 2
Total Returns %
Annualised over 3yrs 5 yrs 10 yrs 14 yrs
Helical 12.3 16.7 17.7 17.1
IPD benchmark 9.9 10.9 10.3 7.9
Percentile rank 12 0 0 0
'0' means the top ranked fund
HELICAL BAR PLC
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MARCH 2004
UNAUDITED
Notes Year Ended Year Ended
31 March 31 March
2004 2003
£000 £000
Turnover (including share of joint ventures' turnover) 55,984 136,758
Less: share of joint ventures' turnover (1,418) (1,566)
_______ _______
Turnover 1 54,566 135,192
Cost of sales (29,916) (103,968)
_______ _______
Gross profit 1 24,650 31,224
Administrative expenses - administration 2 (8,037) (6,391)
- negative goodwill - 6,362
_______ _______
Operating profit 16,613 31,195
Share of operating profit in joint ventures 1,636 1,544
Profit on sale of investment properties 3 2,035 2,126
Loss on sale of subsidiary (59) -
Net interest payable 4 (6,572) (9,638)
_______ _______
Profit before tax 13,653 25,227
Taxation 5 (2,199) (7,660)
Minority interest (232) (160)
_______ _______
Profit for the year 11,222 17,407
Dividends - interim 6 (1,739) (1,705)
- final proposed 6 (2,524) (2,570)
_______ _______
Transfer to reserves 6,959 13,132
_______ _______
Earnings per share - Basic 7 40.9p 61.2p
- Diluted 7 39.6p 59.2p
Ordinary dividends per share
_______ _______
Interim - paid 31 December 2003 6.60p 6.00p
Final - payable 29 July 2004 10.00p 9.00p
_______ _______
Total 16.60p 15.00p
_______ _______
Net assets per share -Basic 16 903p 789p
-Diluted 16 866p 762p
-Adjusted diluted, adding
back FRS19 provision 16 874p 770p
-Triple net diluted for FRS 13
adjustment and unprovided
deferred tax, 16 797p 702p
adding back FRS19 provision
Reconciliation of movements in shareholders' funds
Year Ended Year Ended
31 March 31 March
2004 2003
£000 £000
Profit for the year 11,222 17,407
Dividends paid and proposed (4,263) (4,275)
_______ _______
Retained profits 6,959 13,132
Revaluation of investment property - subsidiaries 23,912 (13,434)
- joint ventures - (470)
Minority interest in revaluation surplus (849) (599)
Issue of shares 635 -
Purchase of own shares (21,515) -
_______ _______
Net change in shareholders' funds 9,142 (1,371)
Opening shareholders' funds 235,881 237,252
_______ _______
Closing shareholders' funds 245,023 235,881
_______ _______
Statement of Total Recognised Gains and Losses
Year Ended Year Ended
31 March 31 March
2004 2003
£000 £000
Profit for the year after taxation 11,454 17,567
Minority interest (232) (160)
Revaluation of investment property - subsidiaries 23,912 (13,434)
- joint ventures - (470)
Minority interest in revaluation surplus (849) (599)
_______ _______
Total recognised gains and losses since last financial statements 34,285 2,904
_______ _______
HELICAL BAR PLC
BALANCE SHEETS
UNAUDITED
Notes 31 March 31 March
2004 2003
£000 £000 £000 £000
Shareholders' funds 245,023 235,881
_______ _______
Represented by:
Fixed assets
Intangible assets
- goodwill 8 873 912
Tangible assets 9 503 614
Investment property 9 334,932 342,484
Investments 10 10,106 9,011
Investment in joint ventures
Share of gross assets 17,684 23,244
Share of gross liabilities (16,965) (21,482)
_______ _______
719 1,762
_______ _______
347,133 354,783
Current assets
Stock 11 70,254 41,112
Debtors 25,573 25,793
Investments 263 13
Cash 12 18,284 16,137
Creditors: amounts falling due
within one year (78,662) (85,643)
_______ _______
Total assets less current liabilities 382,845 352,195
Creditors: amounts falling
due after more than one year 13 (131,779) (110,992)
Provision for liabilities and charges
- deferred tax 14 (2,345) (2,706)
_______ _______
Net assets 248,721 238,497
Equity minority interests (3,698) (2,616)
_______ _______
Shareholders' funds 245,023 235,881
_______ _______
HELICAL BAR PLC
CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 MARCH 2004
UNAUDITED
Year Ended Year Ended
31 March 31 March
2004 2003
Notes £000 £000
Net cash outflow from operating activities 17 (11,082) (27,283)
Dividends from joint ventures 1,415 150
Returns on investment and servicing of finance (6,828) (9,910)
Taxation (6,469) (3,945)
Capital expenditure and financial investment 19,002 86,588
Disposals/(acquisitions) 40,415 (841)
Equity dividends paid (4,309) (32,470)
______ ______
Cash flow before management of liquid resources and financing 32,144 12,289
Management of liquid resources 132 28,634
Financing
- issue of shares 635 -
- purchase of shares (21,515) -
- decrease in debt (9,060) (71,594)
- refinancing costs (57) (57)
______ ______
Increase/(decrease) in cash in the year 2,279 (30,728)
______ ______
Reconciliation of net cash flow to movement in net debt
Increase/(decrease) in cash in the year 2,279 (30,728)
Cash inflow from management of liquid resources (132) (28,634)
Cash outflow from change in debt 9,117 71,651
Debt arrangement expenses (170) (783)
______ ______
Movement in net debt in the year 11,094 11,506
Net debt at beginning of the year (140,893) (152,399)
______ ______
Net debt at end of the year (129,799) (140,893)
______ ______
Notes to the Preliminary Announcement
1. Turnover and gross profit on ordinary activities before taxation
The analysis of turnover and gross profit by function is as follows:
Turnover
Year Ended Year Ended
31 March 31 March
2004 2003
£000 £000
Trading property sales 5,264 2,588
Rental income 25,283 29,334
Developments 23,418 91,412
Other income and provisions 601 11,858
______ ______
54,566 135,192
______ ______
Gross profit and adjusted profit
Year Ended Year Ended
31 March 31 March
2004 2003
£000 £000
Trading property sales 1,031 349
Rental income 22,980 25,619
Developments 38 4,630
Other income and provisions 601 626
______ ______
Gross profit 24,650 31,224
Central overheads (8,037) (6,391)
Interest payable less receivable (6,572) (9,638)
Share of joint venture company profits 1,636 1,544
______ ______
Adjusted Profit 11,677 16,739
______ ______
Adjusted profit is profit before taxation, profit on sale of investment
properties, loss on sale of subsidiary and negative goodwill
2. Administrative expenses
Year Ended
31 March Year Ended
2004 31 March 2003
£000 £000
Total administrative expenses 8,037 (29)
______ ______
Operating profit on ordinary activities is stated after:
Staff costs 5,757 3,853
Depreciation 213 230
Auditors remuneration 110 108
Amortisation 65 51
Negative goodwill - (6,362)
Remuneration in respect of directors was as follows:
Profit on Pensions
Salary/ Benefits Cash exercise of Incentive 2004 2003 2004 2003
Fees in kind bonuses share plan Total Total Total Total
options
£000 £000 £000 £000 £000 £000 £000 £000 £000
Chairman
J P Southwell 50 14 - - - 64 58 - -
Non-executive
directors
CGH Weaver 28 - - - - 28 25 - -
A R Beevor 28 - - - - 28 25 - -
Executive directors
M E Slade 511 34 - 576 396 1,517 510 2 2
NG McNair Scott 217 22 - - 132 371 201 40 35
G A Kaye 257 29 - - 132 418 712 - -
P M Brown 257 36 1,000 - 132 1,425 603 - -
______ ______ ______ ______ ______ ______ ____ ______ ____
1,348 135 1,000 576 792 3,851 2,134 42 37
______ ______ ______ ______ ______ ______ ____ ______ ____
In order to compensate share option holders for the payment of the 100p special
dividend in April 2002, the Group pays a cash bonus of 100p per share on the
dates option holders exercise their options. The profit on exercise of share
options of M E Slade includes a £140,378 cash bonus arising out of the exercise
on 12 December 2003 of an option over 140,378 shares.
The investment director P M Brown has a sector bonus scheme arrangement with the
Group which rewards exceptional performance. Under the terms of this
arrangement a maximum bonus of £1,000,000 is payable.
3. Profit on sale of investment properties
Year Ended Year Ended
31 March 31 March
2004 2003
£000 £000
Net proceeds from sale of investment properties 84,213 133,294
Book value (82,178) (131,168)
______ _____
Profit on sale of investment properties 2,035 2,126
______ _____
Net proceeds from the sale of investment properties and their associated book
value include £41,000,000 of properties disposed of at book value on the sale of
a subsidiary, Helical Properties (Capital House) Jersey Limited.
4. Net interest payable
Year Ended Year Ended
31 March 31 March
2004 2003
£000 £000
Interest payable on bank loans and overdrafts 7,548 9,543
Finance arrangement costs 170 783
Other interest and similar charges 1,741 2,351
Interest capitalised (1,817) (795)
Interest receivable and similar income (1,070) (2,244)
______ _____
6,572 9,638
______ _____
Interest payable on bank loans and overdrafts includes the Group's share of
interest payable by joint ventures of £746,000 (2003: £935,000).
5. Taxation on profit on ordinary activities
Year Ended Year Ended
31 March 31 March
2004 2003
£000 £000
The tax charge is based on the profit for the year and represents:
- United Kingdom corporation tax at 30% (2003: 30%) 2,456 8,337
- Adjustments in respect of prior periods (67) (2,847)
______ _____
Current tax charge 2,389 5,490
Deferred tax - (reversal)/origination of timing differences (190) 2,170
______ _____
Tax on profit on ordinary activities 2,199 7,660
______ _____
The corporation tax charge includes the Group's share of the corporation tax
provision of joint ventures of £372,000 (2003: £ nil).
The deferred tax charge includes the Group's share of the deferred tax provision
of joint ventures of £171,000 (2003 : £192,000).
6. Dividends
Year Ended Year Ended
31 March 31 March
2004 2003
£000 £000
Attributable to equity share capital
Ordinary
- interim paid 6.60p (2003: 6.00p) per share 1,739 1,705
- final proposed 10.00p (2003: 9.00p) per share 2,524 2,570
______ _____
Total 16.60p (2003: 15.00p) per share 4,263 4,275
______ _____
The interim dividend of 6.60p was paid on 31 December 2003 to shareholders on
the register on 5 December 2003. The final dividend, if approved at the AGM on
28 July 2004, will be paid on 29 July 2004 to shareholders on the register on 18
June 2004.
7. Earnings per share
The calculation of the basic earnings per share is based on the earnings
attributable to ordinary shareholders divided by the weighted average number of
shares in issue during the year. Shares held by the ESOP, which has waived its
entitlement to receive dividends, are treated as cancelled for the purposes of
this calculation.
The calculation of diluted earnings per share is based on the basic earnings per
share, adjusted to allow for the issue of shares on the assumed exercise of all
dilutive options.
Reconciliations of the earnings and weighted average number of shares used in
the calculations are set out below.
Year ended 31 March 2004
Earnings Weighted average Restated per share
£ no. of shares amount pence
Basic earnings per share 11,222,000 27,413,946 40.9
Dilutive effect of share options 897,915
__________ __________ ______
Diluted earnings per share 11,222,000 28,311,861 39.6
__________ __________ ______
Year ended 31 March 2003
Earnings Weighted average Per share amount
£ no. of shares pence
Basic earnings per share 17,407,000 28,421,537 61.2
Dilutive effect of share options 964,200
__________ __________ ______
Diluted earnings per share 17,407,000 29,385,737 59.2
__________ __________ ______
8. Intangible fixed assets
Goodwill
£000
Cost at 1 April 2003 1,608
Additions 26
_____
Cost at 31 March 2004 1,634
_____
Amortisation at 1 April 2003 696
Provision for the year 65
_____
Amortisation at 31 March 2004 761
_____
Net book amount at 31 March 2004 873
_____
Net book amount at 31 March 2003 912
_____
9. Tangible fixed assets
Short leasehold Vehicles
Investment Investment property & & office
Properties Properties improvements equipment
Freehold Leasehold Total
£000 £000 £000 £000 £000
Cost or valuation at
1 April 2003 279,684 62,800 646 864 343,994
Additions at cost 50,170 294 - 141 50,605
Disposals (80,278) (1,900) - (185) (82,363)
Revaluation 20,606 3,556 - - 24,162
______ ______ ______ ______ ______
Cost or valuation at
31 March 2004 270,182 64,750 646 820 336,398
______ ______ ______ ______ ______
Depreciation at - - 366 530 896
1 April 2003
Provision for the year - - 46 167 213
Eliminated on disposals - - - (146) (146)
______ ______ ______ ______ ______
Depreciation at
31 March 2004 - - 412 551 963
______ ______ ______ ______ ______
Net book amount at
31 March 2004 270,182 64,750 234 269 335,435
______ ______ ______ ______ ______
Net book amount at
31 March 2003 279,684 62,800 280 334 343,098
______ ______ ______ ______ ______
Interest capitalised in respect of the development of investment properties is
included in tangible fixed assets to the extent of £1,013,000 (2003:
£1,013,000).
Interest capitalised during the year in respect of investment properties in the
course of development was nil (2003: nil).
10. Investments
31 March 31 March
2004 2003
£000 £000
Employees' Share Ownership Plan Trust ('ESOP') 10,106 9,011
At 31 March 2004 the ESOP held 1,361,939 (2003: 1,361,939) ordinary shares in
Helical Bar plc over which options had been granted. At 31 March 2004 the ESOP
held 130,000 (2003: nil) ordinary shares over which no options had been granted.
11. Stock
31 March 31 March
2004 2003
£000 £000
Development sites 46,236 20,593
Properties held as trading stock 24,018 20,519
______ ______
70,254 41,112
______ ______
Interest capitalised in respect of the development of sites is included in stock
to the extent of £1,666,000 (2003: £1,141,000). Interest capitalised during the
year in respect of development sites amounted to £1,817,000 (2003: £795,000).
12. Cash
31 March 31 March
2004 2003
£000 £000
Rent deposits and cash held at managing agents 2,575 4,594
Cash secured against debt and cash held at 1,121 1,105
solicitors
Cash held to fund future development costs 1,517 5,088
Free cash 13,071 5,350
______ ______
18,284 16,137
______ ______
13. Financing and financial instruments
31 March 31 March
2004 2003
£000 £000
Bank overdraft and loans - maturity
Due after more than one year 131,779 110,992
Due within one year 16,304 46,038
______ ______
148,083 157,030
______ ______
The Group has various undrawn committed borrowing facilities. The facilities
available at 31 March 2004 in respect of which all conditions precedent had been
met were as follows:
13. Financing and financial instruments (continued)
31 March 31 March
2004 2003
£000 £000
Expiring in one year or less 30,000 9,500
Expiring in more than one year but not more than two years - 10,000
Expiring in more than two years 6,661 33,560
______ ______
36,661 53,060
______ ______
Interest Rates 31 March
% Expiry 2004
£000
Fixed rate borrowings
- fixed 9.050 Feb 2009 8,392
- swap rate plus bank margin 5.656 Sep 2005 9,040
- swap rate plus bank margin 4.965 Mar 2007 5,925
- swap rate plus bank margin 5.846 Jun 2006 3,500
- swap rate plus bank margin 5.721 Sep 2007 3,460
________ ________ ________
Weighted average 7.044 Apr 2007 30,317
Floating rate borrowings 102,107
________ ________ ________
Total borrowings 132,424
Deferred arrangement costs (645)
________
131,779
________
Floating rate borrowings bear interest at rates based on LIBOR.
Hedging
In addition to the fixed rates, borrowings are also hedged by the following
financial instruments.
Instrument Value Rate Start Expiry
£000 %
Current
- cap 49,000 6.100 July 2004
- cap 80,000 7.500 Jan 2006
- collar 31,000 4.730-6.500 Jan 2006
- floor 49,000 4.730 Jan 2006
Future
- collar 80,000 4.800-7.000 Jan 2006 Sept 2009
Gearing
31 March 31 March
2004 2003
£000 £000
Total borrowings 148,083 157,030
Cash (18,284) (16,137)
_______ ______
Net borrowings 129,799 140,893
_______ ______
Net assets 248,721 238,497
Gearing 52% 59%
Net borrowings exclude the Group's share of borrowings in joint ventures of
£8,984,000 (2003: £14,355,000).
Fair value of financial assets and financial liabilities
31 March 31 March 31 March 31 March
2004 2004 2003 2003
Book value Fair value Book value Fair value
£000 £000 £000 £000
Borrowings 148,728 149,639 157,788 159,127
Interest rate swaps - 123 - 555
Other financial instruments - 1,848 (223) 5,185
_______ _______ _______ _______
148,728 151,610 157,565 164,867
_______ _______ _______ _______
The fair value of financial assets and liabilities represents the mark to market
valuations at 31 March 2004 and 31 March 2003. The adjustment to net assets
from a recognition of these values would be to reduce diluted net asset value
per share by 7p (2003: 15p).
14. Provision for liabilities and charges - deferred taxation
Deferred taxation provided for in the financial statements is set out below:
31 March 31 March
2004 2003
£000 £000
Accelerated capital allowances 2,744 3,124
Other timing differences - 42
_______ _______
2,744 3,166
Less: - discount (399) (460)
_______ _______
Discounted provision for deferred tax 2,345 2,706
_______ _______
The Group has applied the provisions of FRS19 Deferred Tax, which requires that
deferred tax be recognised as a liability or asset if the transactions or events
that give the Group an obligation to pay more or less tax in the future have
occurred by the balance sheet date. In accordance with FRS19, the Group makes
full provision for timing differences which are primarily in respect of capital
allowances on plant and machinery, industrial buildings allowances, chargeable
gains on investment properties sold since the balance sheet date and tax losses.
31 March 31 March
2004 2003
£000 £000
Amounts unprovided are:
_______ _______
Unrealised capital gains 20,509 17,144
_______ _______
No provision has been made for taxation which would accrue if the investment
properties were sold at their revalued amounts. The adjustment to net assets
resulting from a recognition of these amounts would be to reduce diluted net
asset value per share by 70p (2003: 53p).
15. Share capital
31 March 31 March
2004 2003
£000 £000
Authorised
- 688,954,752 ordinary shares of 5p each 34,448 34,448
_______ _______
34,448 34,448
_______ _______
Allotted, called up and fully paid
Attributable to equity interests:
- 27,147,903 ordinary shares of 5p each 1,357 1,496
_______ _______
1,357 1,496
_______ _______
Share options
At 31 March 2004 options over 2,412,945 (2003: 2,553,323) new ordinary shares in
the Company and 1,361,939 (2003: 1,361,939) purchased shares held by the ESOP
had been granted to directors and employees under the Company's share option
schemes. During the year no new options were granted and options over 140,378
new shares were exercised.
16. Net assets per share
Number of Shares p.p.s. Change since
31.03.2003
000's
%
£000
Net asset value ('NAV') 245,024 27,148 903 +14.5
Add: potential exercise of options 10,889 2,413
_______ _______ _______ _______
Diluted NAV 255,913 29,561 866 +13.6
Adjustment for:
- capital allowances provided for but
unlikely to be clawed back 2,345 - 8
_______ _______ _______ _______
Adjusted diluted NAV 258,258 29,561 874 +13.5
Adjustment for:
- potential capital gains unprovided for (20,509) - (70)
- mark to market value of interest rate
hedging agreements (2,017) - (7)
_______ _______ _______ _______
Adjusted diluted triple NAV 235,732 29,561 797 +13.5
_______ _______ _______ _______
17. Reconciliation of operating profit to net cash flow from operating
activities
Year Ended Year Ended
31 March 2004 31 March 2003
£000 £000
Operating profit 16,613 31,195
Depreciation of fixed assets 213 230
Provision against investments (133) -
Profit/(loss) on sale of fixed assets (9) 38
Amortisation of goodwill 65 51
Negative goodwill - (6,362)
Increase in debtors (580) (3,704)
Increase/(decrease) in creditors 74 (37,999)
Increase in stock (27,325) (10,732)
_______ _______
Net cash flow from operating activities (11,082) (27,283)
_______ _______
18. Basis of preparation of the preliminary announcement
The preliminary announcement includes extracts from the draft statutory accounts
for the year to 31 March 2004. The figures relating to the year to 31 March
2004 are unaudited. The comparative figures relating to the year to 31 March
2003 are taken from the audited statutory accounts for that year.
This information is provided by RNS
The company news service from the London Stock Exchange D
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