Final Results

Terrace Hill Group PLC 07 February 2006 TERRACE HILL GROUP PLC PRELIMINARY ANNOUNCEMENT OF RESULTS FOR THE YEAR TO 31 OCTOBER 2005 CHAIRMAN'S STATEMENT The Results It gives me great pleasure to present another set of excellent results. The Group has continued to grow shareholder value by increasing the Triple Net Asset Value (TNAV) from 39.99p per share to 48.06p per share, a 20.18% increase over the 12 month period. Profit before tax for the year amounted to £4,237,056 (£4,083,801 year to October 2004). The Board continues to regard growth in the TNAV as the principal measure of the Group's performance as profits are determined by the timing of sales and are not reflective of the Group's growth. Triple Net Asset Value revalues our trading assets to current value and deducts tax that would arise on their disposal. Balance Sheet The balance sheet at the year end reflects the disposal by the Group of fully valued investment properties in the period and the investment of the proceeds in the acquisition of sites for future development. This led to a 60% increase in the level of work in progress at the year end. Total Group assets at 31 October 2005 were £173.4m (2004: £180.6m), and net assets, after minority interests are £76.3m (2004: £70.8m) an increase of 7.76%. Bank debt of £66m net of £12m cash was 86.5% of equity (2004: 81.6%). Of the bank debt 49.46% (68.35%) was with limited or no recourse to the parent company. Properties held as investments were £52.9m comprising £37.7 residential and £15.2m commercial compared to £91.3m in 2004. Work in progress was £89.2m at the year end (2004: £55.7m). Dividend In line with our progressive dividend policy, we are recommending a final dividend for the year of 0.7p per share (final period 2004 0.5p) making a total dividend for the year of 1.2p per share (total dividend for 2004: 0.8p). The dividend will be paid on 31 March 2006 to shareholders on the register at 17 March 2006. We will continue to maintain a progressive dividend policy. The Business I am very encouraged by the excellent progress made in all areas of our business. The development programme has continued to grow and was valued at £820m at the year end with cash recycled from the sale of completed developments at record yields into new and exciting opportunities. The residential landbank has grown with the acquisition of some strategic land holdings adjacent to existing sites. We now estimate that the landbank, held partly in joint venture with Lithgows Limited, has potential for up to 1,100 units. We are working towards the prospect of setting up a housebuilding operation to progress these sites which may result in building over 200 homes per annum in a couple of years; this should generate attractive profits in future. Housebuilders are usually valued on a price earnings ratio whereas the rest of Terrace Hill's business is appraised in relation to its Triple Net Asset Value. We are currently therefore considering whether we should spin out the housebuilding operation and obtain a separate listing on AIM. We believe this could create significant value for Terrace Hill shareholders. We continue to seek ways of leveraging our equity and management over a growing portfolio enhancing returns to shareholders. We consequently intend to further increase the use of joint ventures, co-investment structures and collective funds whereby we can earn proportionally higher returns than the level of our equity invested along with management and performance related fees. Management Our management team has grown over the period to help with our expanding workload with the employment of managers specialising in development, investment management and project coordination. Since the year end we have created an Operations Board comprising executives with key skills and geographic responsibility. We have decided to further incentivise our management by the implementation of a Long Term Incentive Plan (LTIP) which takes the form of a Performance Share Plan granting shares at nominal cost to employees conditional upon fair but testing company performance criteria. We believe this further aligns the interests of our executives with the interests of shareholders. Board Since the financial year end we have restructured our board which now comprises myself as Executive Chairman, Philip Leech (MD) and Tom Walsh (FD), together with three non-executive directors, William Wyatt, Douglas Blausten and Kelvin Hudson. I would like to thank those stepping down for their support and hard work, and indeed my Board and all the Terrace Hill team for their hard work and commitment throughout the year. Prospects 2006 is likely to be an exciting year for Terrace Hill and the property industry at large. I expect the development portfolio to continue to grow and provide a continuing flow of mature investments for sale, whilst the residential landbank should provide a unique opportunity to enhance shareholder value. We will watch with interest the government's proposed introduction of REITS. Whilst I think it is unlikely that we would entirely transform ourselves into a REIT we may consider spinning out certain of our assets into REITs if we believe that would enhance shareholder returns. I am confident that the Group can continue to maximise growth in TNAV per share and deliver excellent returns to shareholders. Robert F M Adair, Chairman 7 February 2006 OPERATIONAL REVIEW The Commercial Division Highlights • Sale of three completed office developments in London and Uxbridge and mature investments from Grosvenor Holdings portfolio at record yields. • Forward sale of Temple Circus, Bristol. • Major lettings at Swansea Waterfront, Decimus Park, Tunbridge Wells and Queen Elizabeth Park, Guildford. Since year end, Time Central, Newcastle has been 50% pre-let. • Planning obtained for change of use from industrial to retail warehousing at Blyth and Galashiels. • Acquisition of new sites for development at Davis House, Victoria and Brampton Road, Eastbourne. • Since year end further site acquisitions have been contracted at Maidenhead, Croydon, Redditch, Filton and Sheffield. • Development programme (including residential) now having an end value of £900m of which £350m is underway and £550m at the planning stage. Outlook Demand for commercial property investments has continued unabated: as a result we have benefited from the favourable pricing of our completed developments. We believe that there is little scope for further declines in yields which has been the main driver of the spectacular returns delivered by property investment in recent years. Returns from pure investment are therefore likely to be more pedestrian, with rental growth remaining elusive in many areas. Terrace Hill remains very much a developer at heart and we have consistently managed to show excellent returns on capital employed through the genuine creation of value through development. Our specific expertise in this area allows us to carefully control the risk inherent in the development process and our nationwide coverage provides diverse geographic and sectorial opportunities. Competition for well located and deliverable development sites has increased in areas of rising occupier demand and this is particularly true of central London. We believe, however, that our ability to move quickly and the strength of our regional office network will allow us to continue to build our development programme without increasing the risk profile. In a departure from our traditional method of buying bare sites for development we are also targeting income producing investments where we can add value through our development expertise. Our first such acquisition is Castlegate House in Sheffield which, whilst vacant, is let on a long lease to BHS. The property has significant potential for mixed use redevelopment in a rapidly improving area in central Sheffield. It is our intention to create a Fund around similar opportunities allowing us to manage a diverse portfolio of income producing investments with development angles. London and the South East Demonstrable rental growth in prime office locations within central London and selected M25 towns further fuelled the already strong demand for well let investment property. Taking advantage of record investment yields the Group disposed of the following completed developments: • 16 Berkeley Street, to overseas investor for £39.4m at a yield of 4.65% • 11 Berkeley Street, to clients of ING for £13.7m at a yield of 5.37% • UB1, Uxbridge, let to Hertz Corporation and sold to NFU pension fund for £25.2m at a yield of 5.68% It has become increasingly difficult to acquire well located West End office development sites at sustainable prices but earlier in the year the Group acquired Davis House at Wilton Road, Victoria for £16.1m in an off market transaction. Purchased with the benefit of a detailed planning consent, we have subsequently secured planning for a reconfigured mixed use scheme improving the design, layout and lettable floor area. When completed in late 2007 the £55m development will comprise 60,000 sq ft offices, 8,000 sq ft ground floor retail and 38 apartments. The new building will incorporate 10% renewable energy sources helped by the inclusion of two 130m deep boreholes under the building. Prospects for the Victoria office market are increasingly good with occupiers moving from more expensive locations with less availability like Mayfair. Recent commitments to new offices in the vicinity to our development have been made by the Daily Telegraph, Google and P&O. We have recently entered into a joint venture with an offshore financial partner to progress this development. Office Development Programme Development Region Size ( sq Description Timing Potential Update ft) Value Davis House London 130,000 Adjacent to Construction to £55.0m Negotiations Victoria Victoria start early with JV Station, 2006. partners mixed-use recently scheme. concluded. Planning obtained. Aeropark South East 40,000 17 acres of land Construction £10.0m Farnborough adjacent to started Dec Phase 1 Farnborough Air 2005 Field and Aerospace Business Park. Phase One to include 40,000sq ft of offices. Queen Elizabeth South East 18,400 Mixed use scheme Final phase under £4.6m All retail units Park, Guildford (phase 2) comprising construction (phase 2) sold. 30% of pre-lets to final phase pre Esporta Health & sold. Fitness Club, 25,500 sq ft, Budgens foodstore, 11,200 sq ft, Academy Day Nursery 6,500 sq ft (all sold) 42,000 sq ft offices comprising 26 freehold units - JV with HSBC. Pinewood - South East 150,000 Planning consent Planned £40.0m Negotiations Wokingham for office construction underway with a business park start late 2006 single occupier totalling 150,000 for the whole sq ft. site. Received detailed planning permission. Watford - 34 South East 25,000 A refurbishment Construction £6.2m Sale Clarendon Road of an existing completed negotiations office building. underway George Street South East 130,000 Office Construction £45.0m Site recently Croydon development site start late 2006 acquired. in prime location opposite East Croydon railway station. Vanwall Business South East 120,000 Prime business Construction £50.0m Contracts Park park office start late 2006 exchanged to Maidenhead development site. purchase site. Time Central North East 83,141 Planning Completion £25.0m Demolition Newcastle City permission expected autumn completed. Centre obtained for 7 2007 Construction storey office started Jan development. 2006. 50% JV with landowner prelet. Middlehaven - North East 30,500 Chosen as First building £5.5m Phase One Hudson Quay (phase 1) preferred available for (phase 1) completed with developer by occupation from good tenant English July 2005 interest being Partnerships to shown develop 160,000 sq ft office park adjoining Middlesbrough FC. JV with Helmsley Group. Teesdale North East 42,000 Part of Teesdale Awaiting pre-let £10.5m Detailed -Resolution Business Park planning where TH have obtained. completed 160,000 sq ft of new office space with units ranging from 7,500 to 40,000 sq ft. The remaining phases of the business park have capacity for a further 120,000 sq ft of development. Tenants include Barclays Bank, DVLA, Endeavour HA, WYG Plc, Brewin Dolphin, and the Inland Revenue. Stockton North East 20,000 Second phase of Completion late £4.0m Construction Riverside College College 2006 commenced Nov Phase 2 development on 2005. Teesdale Business Park Baltic Business Tyne & Wear 150,000 10 year Gateshead College £32.0m Phase 1 Quarter Offices development development to infrastructure work Phase 1 200,000 programme over a commence Jan completed. College 50 acre site on 2006. Offices mid Planning obtained. South bank of the 2006. Tyne. JV with Gateshead MBC to develop 1.5m sq ft business park. Pre-sale developments of 200,000 sq ft to Gateshead College and 60,000 sq ft to Government agency. in solicitors hands. Temple Circus South West 90,000 A 7 storey 90,000 Completion £25.7m Recently pre-sold Bristol City sq ft office expected in to owner occupier Centre development (JV August 2006 Stonemartin Plc - a with Northridge company principally Capital Ltd) owned by Morley and Hermes. Filton South West 40,000 Small unit office Construction £10.0m Detailed planning North Bristol development starts spring application 2006 submitted Cyprium SA1 South Wales 40,000 In association Completed Nov £8.2m Sublet by WDA to Swansea with the Welsh 2005 Admiral Insurance Waterfront Development Agency (WDA). Prelet to WDA. Cyprium - Phase 2 South Wales 30,000 Extension to Construction £6.0m WDA agreed to Cyprium Phase 1 commenced sublet to Admiral and also prelet December 2005 Insurance. to WDA In particular we have been looking to acquire large sites which we can develop over a period of years. Slower markets for larger office buildings west of London have created opportunities for purchases of such sites at attractive prices, Aero Park, Farnborough and Pinewood, Wokingham being good examples. • Aero Park at Farnborough is a 17 acre site purchased from British Aerospace with an existing planning consent for 350,000 sq ft of employment use. The vendor had envisaged the development of large office buildings: we have reconfigured the first phase of the site to smaller units for which there is good demand. The first phase over 4.5 acres comprising small office and industrial units aimed principally at the owner occupier market is now underway. The remainder of the site is being planned for a mix of uses. • Pinewood, Wokingham - a site purchased from Hewlett Packard comprising a redundant building and surplus land. Outline planning consent has been obtained for a new 150,000 sq ft office park to be built in small units. Additionally detailed negotiations are now underway over a pre-sale turnkey development for a single corporate occupier. We have identified the industrial sector in the South East as being attractive with good occupier demand and scarcity of suitable sites for development. • Brampton Road, Eastbourne is a 5 acre industrial site on a main arterial route into Eastbourne. Planning consent has recently been obtained for 103,000 sq ft of mixed industrial and trade counter use with construction due to commence in spring 2006. • The 170,000 sq ft industrial development at Decimus Park, Tunbridge Wells has continued to attract strong owner occupier interest with the majority of the second phase sold by the year end. We will now go ahead with the third and final phase. We have been selling at prices in excess of our original appraisal. Elsewhere in the region: • Construction commenced, with a third pre-sold, on the final phase of offices at the mixed use development at Queen Elizabeth Park, Guildford, and negotiations with planners for change of use from industrial to residential use at our Edmonton site were continued with a planning application now due to be made in spring 2006. • The acquisition of Grosvenor Holdings in 2004 has continued to show excellent results with the sale from the portfolio of industrial investments in Maidstone and Manchester and since the year end, the pre-letting of an industrial development at Crawley. • Following the year end further sites have been secured for development in Maidenhead, Croydon and Redditch with an aggregate investment value on completion expected to be around £113.m. Retail Development Programme Development Region Size Description Timing Potential Update (sq ft) Value Blyth Retail Park North East 55,000 A bulky goods Construction £10.0m Planning Northumberland retail park with starts mid 2006 permission a 25,000 sq ft for change of DIY store prelet use from to Homebase, and industrial to 5 ancillary retail use units. received summer 2005. Other prelets in solicitors hands. Huddersfield Road Scotland 45,000 Retail planning Construction £12.0m Pre-lets with Galashiels consent recently start mid 2006 a variety of received for retailers in 45,000 sq ft open solicitors A1 class non food hands. retail. An edge Planning of town centre received for retail change of use development. from industrial to retail summer 2005. King Albert North East 5,000 Redevelopment of Completed £2.0m Both units Chambers 2 high street let to Ethel Jamieson Street retail units. Austin & Hull Sharpes Bedrooms. Sale planned 2006. King Street W1 London 6,000 3 retail units Completed £1.0m Sale planned remain to be let 2006 The North East and Scotland Progress on development sites in the North East and the Borders continued to gain momentum: • At Baltic Business Quarter Gateshead, the first phase of infrastructure was completed releasing 16 acres of the 50 acre site for development. Planning consent was secured for three office buildings comprising 90,000 sq ft and negotiations for a turnkey development for Gateshead College were progressed. One NorthEast has secured funding for a 60,000 sq ft building on the site which we expect to start developing, on a turnkey basis, in April 2006. • Time Central at Gallowgate in Newcastle City Centre generated significant occupier interest during the detailed design and contract tender process leading, since the year end, to the pre-letting of half of the building to Robert Muckle LLP a law firm. Construction of the 83,141 sq ft office building has now commenced. • The first building of 30,500 sq ft at Manhatten Gate, Middlesbrough was completed, where good occupier interest is now evident. At our industrial sites in Blyth and Galashiels planning consents were obtained for change of use to retail warehousing. Pre-lets are being assembled on both of these sites with a view to construction commencing in mid 2006. • Since the year end, Castlegate House, Sheffield has been purchased in joint venture with Tyburn Lane Properties acting for Anglo Irish Private Equity Property Fund. The property is an income producing asset and although vacant let on a long lease to BHS. The property offers excellent medium term redevelopment potential for a mixed use scheme. Industrial Development Programme Development Region Size Description Timing Potential Update (sq ft) Value Crawley South East 50,000 Industrial prelet On site £5.5m development completion - Spring 2006 Brampton Road South East 103,000 5.1 acres vacant Construction £11.0m Detailed Eastbourne site for starts Spring planning redevelopment of 2006 obtained Jan 103,000 sq ft 2006. mixed use industrial and trade counter scheme Aeropark - Phase South East 40,000 Small unit Construction £5.0m 1 industrial scheme. started Dec 2005 Farnborough Part of larger 17 acre site. Thanet Reach South East 15,000 Completed and let £1.0m Sale planned Business Park industrial 2006. development Decimus Park South East 170,000 Industrial park Final phase £16.0m Preletting Tunbridge Wells (total) being developed completes Autumn (total) negotiations in three phases. 2006 underway on final Units available phase. from 2,200 sq ft to 20,000 sq ft. Ravensbank West Midlands 220,000 High bay Construction £18.0m Detailed planning Business Park distribution start Spring 2006 obtained. Redditch warehouse development The South West and Wales Excellent results have been produced from our two developments under construction during the year: • In Bristol City Centre, Temple Circus, our 90,000 sq ft office development, was forward sold to Stonemartin plc, a serviced office operator who works in association with the Institute of Directors. The sale for £25.75m a year ahead of practical completion is a significant achievement and will have considerably enhanced our return on equity. • At Swansea Waterfront, Cyprium our 40,000 sq ft office development was completed and construction of a second phase is now underway. Both buildings have been pre-let by the Welsh Development Agency and will be subsequently sublet to Admiral Insurance. • Since the year end a 2.75 acre site at Filton, north Bristol has been acquired for the development of small office units aimed at owner occupiers and investors and construction is expected to commence in spring 2006. Commercial Investments with Development Potential Development Sector Region Size Description Update Platts Eyot Residential South East 12 acres 12 acre listed Island Planning application submitted for 13 on the Thames at houses and 65 two and three bed Hampton riverside units Edmonton, North Industrial South East 5 acres Industrial investment Planning application for change of London with residential use to be made Spring 2006 development potential Bishop Auckland Industrial North East 8 acres Industrial investment Retail planning consent recently with retail received subject to confirmation by development potential Government Office. Castlegate Mixed use North 88,000 sq Vacant department Property acquisition now complete. House, ft store let to BHS. Sheffield Redevelopment potential for mixed use scheme. JV with Tyburn Lane Properties The Residential Division Residential Investment We have recently reached the sixth anniversary of our entry into residential investment and now hold 362 residential units valued at £37.6 million. As the following table shows this activity has generated very good returns for us: Financial Period No of Value Cumulative Valuation Uplifts Ended in Units (£m) and Gains on Disposals (£m) 1999 0 0 0 2000 902 47.0 2.7 2001 919 49.5 4.1 2002 1,227 74.9 12.3 2003 585 45.7 28.5 2004 419 40.5 36.2 2005 362 37.6 36.9 We have always specialised in affordable flats and houses, which we have found to be relatively sheltered from housing market worries. Our average unit value is approximately £104,000. Over time we have shifted our focus to the West of Scotland, especially Glasgow where we have been seeing good value increases. Included in this residual holding is our core property at St. Georges Cross, Glasgow, further modern units in the Glasgow area and in the East of Scotland at Penicuik and Dundee, with blocks of flats in Manchester and Newcastle and some scattered units in the North of England, as shown in the following table: Region No. of Units Value (£'m) West of Scotland 236 21.7 East of Scotland 38 3.9 Manchester 37 5.6 Newcastle/Durham 31 4.0 Misc. England/Wales 20 2.4 We have not recently been active on the acquisition front but continue to look at possible acquisitions in this area and believe the time will come when we will significantly expand our exposure again. Residential Development Our first residential development at Glasgow Green is progressing well, on budget and on time. With no advertising yet, 36 of the 54 flats due for completion up to November 2006 have already been sold off plan. The 10 houses created from, and in sympathy with, a small listed school building are now being completed and marketing is imminent. Land development and house building Further residential developments are planned in Lanarkshire, West Lothian and Ayrshire with potential for up to 1,100 units, some of which are in joint venture. The first planning application has been lodged for permission to develop 174 houses on a brownfield site at Shotts, midway between Glasgow and Edinburgh. We believe that house building could become a major source of profits. We are currently in the process of establishing a house building subsidiary which we believe could be developing over 200 houses a year in the near future. Corporate Finance and Corporate Registrars Substantial external costs were again saved by use of our Glasgow subsidiaries Mercantile Securities (Scotland) Limited, which is regulated by FSA, and Park Circus Registrars Limited, which has now grown in ranking of AiM traded clients to sixth by numbers. Triple Net Asset Value (unaudited) As indicated in the Chairman's Statement, to arrive at (unaudited) Triple Net Asset Value (TNAV), the following adjustments are made (1) Revaluation of current assets: properties (and rights to properties) held in work-in-progress have been revalued from cost (or if less realisable value) to market value. The valuation has been performed by relevant directors qualified as chartered surveyors based on external evidence and takes account of costs to complete and whether or not the property has been let and/or presold. (2) Taxation: the amount of taxation which would be payable were all of the Group's properties to be sold at the value used for the TNAV calculation has been deducted. This includes Deferred Tax which would be payable on sale of investment properties and additional taxation estimated to be payable on realisation of the uplift of trading properties to market value. (3) Finance: the adjustment required to revalue the group's financial assets and liabilities to current values is immaterial so no adjustment is required this year. No other adjustments are relevant to the Group's calculation. (4) Goodwill: goodwill, positive and negative, is excluded. The Table below shows the calculation in detail. Proforma Triple Net Asset Value per Share 31 October 2005 £ Shareholders' Funds (per Audited Consolidated Balance Sheet and after Minority Interests) 76,335,111 Revaluation to market value of property etc held in work-in-progress 24,655,347 Deferred Tax (501,961) Estimated taxation on Revaluation (7,396,604) Tax losses available to be offset against future profits 179,576 Goodwill (3,286,912) ---------------- Total Increase 13,649,446 Proforma Triple Net Asset Value 89,984,557 ---------------- Proforma Triple Net Asset Value per Share 31/10/05 48.06p Proforma Triple Net Asset Value per share 31/10/04 39.99p Increase 20.18% P A J Leech T G Walsh Group Managing Director Finance Director GROUP PROFIT AND LOSS ACCOUNT for the year ended 31 October 2005 Year ended Year ended 31 October 31 October 2005 2004 £ £ TURNOVER Group and share of joint venture 28,119,495 27,495,263 Less: share of joint venture 1,268,809 3,739 ------------- ------------- Group turnover: continuing operations 26,850,686 27,491,524 ------------- ------------- GROUP OPERATING PROFIT Continuing operations 3,965,973 5,302,554 Share of joint venture operating profit/(loss) 201,716 (43,310) ------------- ------------- 4,167,689 5,259,244 (Loss)/gain on disposal of fixed asset investments (863) 780 Amounts written off other investments (11,818) (143,796) Net gain on disposal of investment property 3,495,252 3,252,070 Permanent diminution in value of an investment property - (279,436) (Loss)/gain on liquidation/disposal of subsidiaries (108,068) 142,551 Income from other fixed asset investments 15,142 - Interest receivable 637,356 545,821 Group interest payable (3,818,876) (4,679,668) Share of joint venture interest payable (138,758) (13,765) ------------- ------------- PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION 4,237,056 4,083,801 Taxation (charge)/credit (763,155) 3,000 ------------- ------------- PROFIT ON ORDINARY ACTIVITIES AFTER TAX 3,473,901 4,086,801 Minority Interest 3,933 (256,291) ------------- ------------- PROFIT ATTRIBUTABLE TO MEMBERS OF PARENT COMPANY 3,477,834 3,830,510 Dividends (2,246,626) (1,486,588) ------------- ------------- TRANSFER TO RESERVES 1,231,208 2,343,922 ------------- ------------- Basic and diluted earnings per share 1.864p 2.238p ------------- ------------- All amounts relate to continuing operations. GROUP BALANCE SHEET at 31 October 2005 31 October 31 October 2005 2004 £ £ FIXED ASSETS Intangible assets Positive goodwill 4,464,918 2,467,835 Negative goodwill (1,178,006) (1,921,579) ------------- ------------- 3,286,912 546,256 Tangible assets 52,958,443 91,380,965 ------------- ------------- 56,245,355 91,927,221 Investments Joint venture - share of gross assets 4,957,563 4,032,545 Joint venture - share of gross liabilities (4,801,680) (3,939,620) ------------- ------------- 155,883 92,925 Other fixed asset investments 2,598,808 446,101 ------------- ------------- 2,754,691 539,026 ------------- ------------- 59,000,046 92,466,247 CURRENT ASSETS Work in progress 89,162,161 55,687,146 Debtors 13,207,068 14,626,625 Cash at bank and in hand 12,052,213 17,801,053 ------------- ------------- 114,421,442 88,114,824 CREDITORS: amounts falling due within one year (29,977,957) (64,222,764) ------------- ------------- NET CURRENT ASSETS 84,443,485 23,892,060 ------------- ------------- TOTAL ASSETS LESS CURRENT LIABILITIES 143,443,531 116,358,307 CREDITORS: amounts falling due after more than one year (66,758,066) (44,671,808) PROVISIONS FOR LIABILITIES AND CHARGES - (121,618) ------------- ------------- NET ASSETS 76,685,465 71,564,881 ------------- ------------- CAPITAL AND RESERVES Called up share capital 3,744,376 3,716,467 Share premium account 19,368,539 19,368,539 Revaluation reserves - investment properties 17,267,633 21,474,093 Revaluation reserves - other 23,162 17,566 Capital redemption reserve 849,430 849,430 Merger reserve 8,385,522 8,115,384 Profit and loss account 26,696,449 17,299,595 ------------- ------------- EQUITY SHAREHOLDERS' FUNDS 76,335,111 70,841,074 MINORITY INTERESTS 350,354 723,807 ------------- ------------- 76,685,465 71,564,881 ------------- ------------- Approved by the Board P A J Leech T G Walsh Group Managing Director Finance Director 7 February 2006 NOTES: 1. The financial information set out in this announcement does not constitute the company's statutory financial statements for the years ended 31 October 2005 and 31 October 2004. 2. The financial information is extracted from the financial statements of the group for the year ended 31 October 2005 which were approved by the board of directors on 7 February 2006. 3. The calculation of basic and diluted profit per ordinary share is based on the following: Year to Year to 31 October 31 October 2005 2004 £'000 £'000 Surplus 3,478 3,831 ------------ ------------ The weighted average number of ordinary shares in issue during the period: Basic and diluted 186,576,536 171,192,095 ------------ ------------ 4. Copies of this announcement are available, free of charge, for a period of one month from Noble & Company Limited, 120 Old Broad Street, London EC2N 1AR. Copies of the full financial statements will be posted to shareholders as soon as possible. Contacts: Philip Leech, Terrace Hill Group PLC, 020 7631 1666 Alasdair Robinson, Noble & Company Limited, 0131 225 9677 Isabel Crossley, St Brides Media & Finance, 020 7242 4477 This information is provided by RNS The company news service from the London Stock Exchange

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