Final Results

Workspace Group PLC 25 June 2001 PART 1 WORKSPACE ROCKETS AS SME GROWTH REMAINS HIGH Workspace Group PLC ('Workspace'), today announces its preliminary results for the year ended 31 March 2001. Workspace now provides approximately 4.6 million sq.ft of flexible business accommodation to nearly 3,200 small and medium size enterprises ('SME's') in London and the South East. * Profits before tax up 123% to £19.5 million (2000: £8.8 million) * Profit before tax on trading activities up 13.6% to £9.5 million (2000: £8.3 million) * Annual rent roll at year end up 13% to £29.2 million * Turnover up 23.6% to £36.2 million (2000: £29.3 million) * Earnings per share on trading activities up 8.7% to 43.7p (2000: 40.2p) * Ordinary dividend up 10% to 23.1p (2000: 21p) * Net asset value per share up 32.0% to £11.93 (2000: £9.04) Commenting on the results, Harry Platt, Chief Executive, said ' These are really encouraging results. Our strategy is simple, we invest in properties with long-term potential for SMEs and where we can achieve significant income and capital growth. We then manage the properties actively, providing our customers with exactly the right product and services. We have today extended our added-value services on some of our estates with the launch of Vylan, which provides digital services. We also continue to unlock considerable alternative use value from our portfolio, as the success of our Union Street development has demonstrated. ' The level of enquiries continues to increase as the strength of the Workspace brand grows. Entrepreneurial spirit especially in our core areas of London and the South East continues to gather momentum. The Government is committed to encouraging this growth. This bodes well for the Company's future. ' We acquired the Tonex portfolio two years ago. It has proved to be an excellent purchase and we are now the leading provider of accommodation for SMEs in London. ' Following the disposal of our Midlands portfolio, we now have significant firepower of over £100 million available to invest in acquisitions in London and the South East. As always, we will assess each opportunity carefully before committing. Current trading is good and looking to the future, we are confident that the outlook for the Group is very positive.' -ends- Date: 25 June 2001 For further information: Harry Platt, Chief Executive Simon Courtenay Mark Taylor, Finance Director Ed Senior Workspace Group PLC City Profile Group 020-7247-7614 020-7726-8588 e-mail: info@workspacegroup.co.uk e-mail: sc@profilecomms.co.uk web: www.workspacegroup.co.uk Chairman's Statement Workspace Group's consistent strategy of providing space to small and medium sized enterprises in London and the South East has extended its market leadership and produced another set of outstanding results. A compound annual growth in earnings per share of 31.3% and in net asset value per share of 28.2% over the last five years places our performance amongst the best in the sector. Results I am able to present the seventh successive year of record financial results. Rental income for 2000/2001 was £28.5m, up 22.0% on the previous year, whilst turnover was up 23.6% to £36.2 million. These increases were attributable primarily to rental growth. Profit before tax from trading operations increased by 13.6% to £9.5 million as the Tonex portfolio acquired last year was refocused on improving long term returns. Supplemented by surpluses on disposals of investment properties of £10.1 million earnings per share grew by 100% to 83.2p. The value of the Group's portfolio increased by £62.3 million following £33.2 million of acquisitions, £35.6 million of disposals and increases on valuation of £38.7 million. This has resulted in an increase in net asset value per share of 32% to £11.93. The Group's performance has been compared to the external yardstick of the Investment Property Databank (IPD). This shows an ungeared total return for our portfolio for the year of 22.8% against the IPD All-Fund performance of 11.5%. Again, this maintains Workspace's record of outperformance with top and first percentile ranking when viewed over one, three and five years. Dividend A final dividend payment of 16.6p, making 23.1p for the year, an increase of 10.0% over last year, is recommended by the Board. It is the Board's intention to continue to increase dividends by 10% per year. The Business Year The Group's intensive management skills enable it to identify and respond to the changing nature and needs of its market place and its customers. The small and medium sized enterprise (SME) business sector has continued both to thrive and receive increasing acknowledgement and support from the Government. The Group's success in providing accommodation and services to this sector is evident from the consistently high occupancy levels and the premium rentals that it achieves. The attraction of the Workspace offering to this market is more than just space, it is the short leases, fast entry, flexible interesting accommodation, on site support and additional business services - insurance, energy, telecommunications and now internet and e-commerce facilities. This comprehensive and developing package keeps Workspace Group at the forefront of the provision of business space to the dynamic SME market. Maintaining the relevance and attractiveness of this offer in changing environments is a crucial part of our strategy. Bringing this customer focused approach to property investment, particularly the types of interesting but under managed and under developed buildings that Workspace specialises in, continues to bring excellent rewards to our shareholders. Our property investment activities have identified and completed some £33.2 million of acquisitions this year, building on the £77.0 million in the previous year. All of these offer opportunities in increased occupancy, rental income and capital values by applying the Workspace property management and marketing approach. Sourcing such opportunities in a competitive market place is a key skill, with several acquisitions coming from off market deals or from long term associations. The Operating Review reports in more detail on all of the Group's property transactions. Also central to our strategy is making the best use of our portfolio and applying a broad vision of its potential in a changing property market. This is particularly appropriate to our strong presence in London where the wealth effect is rippling out from the centre, population decline has reversed and government attitudes have moved towards increasing density and mixed use of developed space. The Group's long experience in regeneration and the recycling of older buildings is proving very valuable in today's climate. It has an extensive programme of initiatives to release the maximum value from our properties and, in this dynamic environment, one that is kept under constant review. Where properties do not meet the Group's criteria for growth in rental or capital values then it will seek to realise its investment and recycle the cash into better opportunities for the future. This strategy led it to sell Union Street and Ensign Court in the year following very successful re-developments and long term lets, making substantial capital gains over the original investments. Total property disposals amounted to £35.6 million in the year and these proceeds are being reinvested through our acquisition programme. Applying similar growth criteria also led to the decision to sell our Midlands portfolio, a transaction which was completed in June. It is the Board's intention to invest the £42.0 million proceeds into the better performing London and the South East markets. The last year was another one of great activity for Workspace Group in pursuing its successful strategy. The Group is dependent on its staff team for its continued success and my thanks are due to everyone for their efforts and enthusiasm. Prospects The year under review has seen excellent progress for Workspace Group. The results reflect this, but much of what has been achieved will benefit future years too. The pace of activity has continued into the new financial year with its clear focus on the South East, further acquisitions and an encouraging start to letting and rental review activity. With our clear and focused strategy we are confident that we will continue to add value for our shareholders. Operating Review - Adding Value 'Occupancy has remained high throughout the period, providing a platform for good rental growth as well as a strong cash flow. Increasing demand driven by an increasing population and continuing concentration of economic activity in London is creating exciting development opportunities. By increasing site densities and mixing uses the Group will work its capital even harder'. Harry Platt, Chief Executive Key Events The Group's portfolio performed well during the year with increasing rentals improving profitability and improving ERV's (estimated rental values) creating the platform for growth in the future. It is this strong and consistent base that gives the Group the foundation upon which to develop. The Group has continued its pattern of consistent growth and improvement. Having absorbed the £75 million acquisition of the Tonex portfolio, purchased in July 1999, and brought down gearing levels immediately post this transaction it has been active again in expanding its portfolio. During the year 12 purchases totalling £33.2 million were made, the majority occurring in the second half. These and the Group's earlier acquisitions have performed well lifting profits before tax to £19.52 million, helped by profits on disposal of investment properties of £10.06 million, and yielding a valuation surplus of £38.67 million or 243 pence per share, an increase of 11.8%. Over the year the portfolio rental grew by £3.48 million to £29.23 million; £2.00 million arising from net acquisitions and £1.48 million from reviews, renewals and letting of space. The Group has continued to demonstrate the exciting characteristics of its portfolio. With 1.8 million square feet, and increasing, within 5 miles of the Houses of Parliament, the opportunity to generate premium values by the transformation of properties, illustrated by its schemes at Ensign Court and Union Street, offers the prospect of continued increasing shareholder value. At 31 March 2001 the Tonex portfolio had been held for 20 months. This portfolio comprised, on acquisition, slightly in excess of 2 million square feet in 800 lettable units at 23 properties, mainly in London. Part of the acquisition was deferred until January 2001. During the period that it has been held five properties and part of a further property have been disposed of realising £6.7 million, a profit on acquisition cost of £1.61 million (31.85%). At 31 March 2001, the remaining properties, whose original cost was £78.34 million, were valued at £104.48 million, a surplus of 33.37%. Over the period the properties have shown an average income return of 9.6% on acquisition cost. At 31 March 2001 the average rent for the Tonex properties was £4.74 per square foot, compared with an average of £4.13 per square foot at the time of acquisition, up 14.8%. This has been a successful acquisition, and with its average rentals still standing at a substantial discount to comparable values it continues to offer exciting potential. With the disposal of a number of properties and the acquisition of others adjacent to original Tonex properties the mix of the portfolio has changed. In future therefore, the Tonex results will not be reported separately. During the year the Group disposed of five properties. Included in these were Ensign Court and Union Street. Hitherto disposals have generally been of ex-growth properties, which have limited potential in their current use or any alternative use, or of properties to developers where an alternative use significantly exceeded the value, both current and prospective, of their current use. These two properties differed in that the Group capitalised on its ownership of the property and interest from major occupiers to undertake a refurbishment. In both cases, armed with institutional long-term lettings, the properties post refurbishment no longer fitted the profile of the Group's typical investment but did show values substantially higher than their book cost. They were therefore sold to recycle the funds back into the Group's core activities. As described later the Group is not a property developer, but it will, where added value may be secured without taking full development risk, undertake development to generate enhanced returns for re-investment in its core business. The Group's core activity remains the provision of small unit accommodation to SME's and so development activities will always be ancillary to this activity. However it is by focusing on the core business that the opportunity for such activities will emerge from time to time and by expanding this core their scope increases correspondingly. During the year the Board took the decision to re-focus its activities around its London and South East portfolio. At the end of the year this portfolio comprised 88.6% by value of the Group's total portfolio. In its acquisitions over the last two years the Group has found it increasingly difficult to justify investment outside of London and South East, given the relative returns available from properties in this location by comparison with elsewhere. At the same time the Group has seen excellent growth in value from its London and South East properties, a performance that has not been mirrored elsewhere. Also its London and South East properties are regarded as holding far greater latent potential for further growth in value arising from changes in use or redevelopment to an increased density than elsewhere. Following a careful review of options, it was decided to dispose of the Midlands portfolio and in June 2001 it was sold to Northern Trust. The funds realised from this sale will be reinvested in London and the South East enabling the Group to strengthen further its dominant position in this market. The Group's customers are mainly locally based and so a wider regional presence is of marginal benefit to them, whereas an increased focus on a more tightly defined region, one in which (following the Midlands disposal) 33.4% of SME's are based and the most economically active area for SME's, gives the Group and its customers greater opportunity. Our Market Place At the year end the Group provided accommodation for 3,883 customers. With the Midlands disposal this has reduced to 3,062 a relatively small proportion of the 440,000 businesses in London and South East. Clearly, there is enormous potential for Workspace Group to continue to acquire more properties and tenants without even beginning to approach saturation point. Our new customers are often people looking to move from a home-based environment to more formal business premises. Many of them will, in time, relocate within our portfolio as their need for space increases. Churn - the formation, expansion, reduction and closure of business - is an important aspect of the SME market - it provides new tenants, relocates others, and creates a continuing opportunity to review and increase rents. Our property management operations - letting, estate management, credit control - are all undertaken in-house and are attuned to the flexibility needed in this market place. This enables us to foster close contact with our tenants, to monitor changes in the market, and to maintain exacting standards. We try to work closely with our tenants; to understand and be responsive to their needs. This is reflected in our flexible leasing approach and through a combination of entry and exit interviews and active centre management. During the year under review 4,038 enquiries for space were received in London and 855 in the Midlands. These yielded 714 new lettings. The principal generators of enquiries continued to be estate signboards and referrals from existing tenants. These enquiries are valuable, not only as a source of lettings but also as indicators of levels of activity within the SME sector and industry sub-sectors, essential for the effective focusing of the Group's offering to target emerging 'value-adding' businesses - those best able to pay improving rents. Occupancy, Turnover and Rent Occupancy of core properties (those held throughout the year and not subject to redevelopment) remained steady at around 89% which the Group regards as effective full occupancy. Low vacancy rates and continuing high levels of enquiries have aided rental review programmes and improved rentals on re-lettings (approximately 40% of the Group's portfolio is subject to rental review or re-letting each year). With the progress in letting up space at properties subject to development, principally Helix Business Park, Camberley, the overall occupancy levels in London and the South East improved from 86.1% to 86.4% (92.5% for core properties). Occupancy levels in the Midlands fell from 94.2% to 92.3% with those on the Tonex portfolio remaining at 85% (the level at the time of acquisition). This latter statistic disguises the real level of activity in these properties where as a result of tenant churn not only has the quality of the income stream improved but also an uplift of 12.2% (on a like-for-like basis) in Tonex rentals was achieved over the year. Rents have again increased strongly throughout the year. Average rentals of the core portfolio held at 31 March 2001 increased by 15.3% (2000: 8.3%) during the year, from £5.22 per sq. ft to £6.02. The principal increases continued to be in London and the South East where the average rent per sq. ft of the core portfolio rose by 22.3% (2000: 12.5%) from £6.33 to £7.74. The rolling rent review and lease renewal programme continued and in 2000-2001 impacted on 9.7% of the opening rent roll. The uplift achieved during the year of £0.88 million on reviews and renewals represents a 35.1% increase on previous passing levels. High levels of occupancy, improvements in average rent and the increase in size of the portfolio have all contributed to the 23.6% increase in turnover during the year. Acquisitions The Group is the largest supplier of space for SME's in London and the South East. Even so it has a relatively small share of the potential customers. Its aim is to secure representation wherever SME's are most active within London and the South East to extend its service offering to all; to take the Workspace formula and apply it to previously under-managed space thereby enhancing returns. During the year the Group acquired 12 properties for a total consideration of £33.24 million and disposed of properties totalling £35.59 million (including £27.75 million at Union Street). In the first half, as planned, the Group focused on driving forward performance from the Tonex portfolio, acquired in the previous year. Consequently just three purchases were made. Barratt Way Industrial Estate, Harrow, is an industrial estate in a location in which the Group has long sought an increased presence but where there is a shortage of supply. Clyde House, Maidenhead is an office and industrial building close to the town centre. The property has potential for improvement as a business centre, with the opportunity to work with the local authority which owns adjacent properties. 57/59 Whitechapel Road is a small retail and office building immediately adjacent to the Group's Whitechapel Business Centre. This is an important strategic acquisition enabling, at some stage, the redevelopment of the whole site, to a much greater density. In the second half the pace of acquisitions quickened with nine purchases completed (including the deferred acquisition of Tower Bridge Business Complex, Block F, part of the Tonex portfolio). At the end of the year the purchase of one property was in solicitors hands. During the year the Group announced an association with Greater London Enterprise (GLE), an enterprise vehicle co-owned by the London Boroughs and the City of London. The objectives of the association were, for GLE, to find an investment partner to take over completed small unit scheme developments and for Workspace to source new product. Jointly the parties present an attractive formula to local authorities for delivery of new projects in their districts. Two of the acquisitions, Wandsworth Business Village and Kingsmill Business Park, Kingston-upon-Thames were acquired under this initiative. Both are in locations where the Group has been keen to increase its presence. Wandsworth Business Village is an existing business centre, where GLE had obtained consent for further development. Kingsmill Business Park has been procured under a forward purchase agreement under which the completed building will be acquired in January 2002 once its construction is complete. Bounds Green Industrial Estate is located in N11 immediately adjacent to the North Circular Road. It was acquired from the local authority and offers potential both from application of the Group's management formula and for future development. The Ivories is located near Essex Road in Islington, not far from the Group's existing Aberdeen Centre and Leroy House properties. Again this is an area in which the Group has been keen to expand. Redbridge Enterprise Centre, Ilford is a small industrial estate conveniently located by the town centre and near the North Circular Road. Parma House was purchased at auction. It sits alongside the Group's 'Chocolate Factory' property in the Haringey Heartlands development zone. All these properties were income producing. The total investment showed an initial return of 7.70% with the prospect of rising to in excess of 9.0% in the immediate future, without taking account of the ongoing potential under the Group's management. Disposals During the year five disposals were made yielding a total surplus of £10.1 million. Disposals are made either where the property is considered to be ex-growth in a location where there is little immediate prospect for growth, where development or refurbishment has created a more institutional investment package or where change of use will yield substantially improved value. The most significant disposals in the year were Ensign Court and Union Street. Ensign Court was acquired as part of the original portfolio from the London Residuary Body in 1987. In 1998 its sole occupant, News International, vacated. At that time the property was valued at £1.1 million. The building was refurbished at a cost of £1.2 million and let to Oddbins and News International at a total rent of £0.4 million. The property was sold for £4.65 million. Union Street was similar. The property, acquired vacant for refurbishment as a business centre, was pre-let to J Sainsbury and following a major redevelopment programme sold for £27.75 million, realising £9.5 million profit. As an investor and manager of property Workspace does not engage ordinarily in development, other than in small scale upgrades and improvements. Where major or speculative development is undertaken it is usually in partnership with a developer with recognised expertise in the relevant field. In the case of Union Street this was not possible due to the very tight timescales upon which J Sainsbury wished to secure occupation. As a result Workspace financed the works (to a capped limit of £11 million) with J Sainsbury taking the role of developer. By this means and with a linked financing structure the Group was able to ringfence and limit its liabilities. In addition to these disposals the Group also sold part of its estate at Westminster Business Square. An option has also been granted for some vacant land adjacent to the building, held at negligible cost, for a price of £0.5 million. A further property, acquired as part of the Tonex portfolio, Phoenix Business Centre, was sold for £1.5 million. This property was valued at £0.91 million at 31 March 2000. Finally, the land at Ferry Lane, held following a fire which totally destroyed the premises in July 2000, was sold at slightly above book value. As noted earlier, following the year end the Group disposed of its Midlands portfolio to enable an increased focus on London and the South East. The Group has also disposed of its Ashburton Road property which sits on the site of the proposed new ground for Arsenal F.C. The £45.1 million proceeds from these disposals will, when added to the Group's existing capacity, facilitate an investment programme going forward of up to £100 million. Acquisitions in 2000 - 2001 Description Purchase Initial Price Annual Income £ £ 57/59 Whitechapel Freehold 3379 sq. ft, Retail unit Road, London E1 with offices above adjacent to Whitechapel Technology Centre 400,000 29,800 Barratt Way, Harrow, Freehold, 49,265 sq. ft industrial 3,210,000 250,300 Middlesex estate Clyde House, Long leasehold, 30,156 sq. ft 3,000,000 312,600 Maidenhead business centre Lea Road, Waltham Freehold, 6479 sq. ft industrial 290,000 30,500 Abbey, Essex unit adjacent to existing property Block F, Tower Freehold 141,881 sq. ft deferred 6,500,000 355,000 Bridge Business purchase of Tonex property Complex, London SE16 Bounds Green, Freehold 140,003 sq. ft industrial 5,100,000 449,000 London, N11 estate The Ivories, Freehold, 24,802 sq. ft business 4,000,000 350,100 Islington, London, centre N1 Wandsworth Business Freehold 88,540 sq. ft business 7,340,000 544,000 Village, London, centre SW18 Redbridge Enterprise Freehold, 20,080 sq. ft small unit 1,500,000 146,400 Centre, Ilford industrial estate Parma House, London, Freehold 36,509 sq. ft business 1,600,000 50,700 N22 centre adjacent to Chocolate Factory 5 Payne Road, Freehold 3,307 sq. ft industrial 300,000 25,000 London, E3 unit adjacent to existing property Kingsmill Business Purchase agreement for 42,000 sq. N/A N/A Centre, Kingston ft business centre (under development) _________ _________ 33,240,000 2,543,400 Disposals in 2000 - 2001 Disposal Price Exit Annual Income Ensign Court, 4,650,000 411,000 London, E1 1-10 Union Street, 27,750,000 (Nil at time of London SE1 disposal, agreed future rent £ 2,000,000) South Block, 1,235,000 82,500 Westminster Business Square, London SE1 Phoenix Business 1,500,000 41,300 Centre, London E3 Ferry Lane, Rainham, 458,000 - Essex _________ ________ Total 35,593,000 2,534,800 Development and Refurbishment The Group's core activity is investment in and letting of small unit accommodation. As such it is not a property development company but will when appropriate engage in development activities to improve the quality of the assets it holds, and hence the return from these assets. The Group's major project at Union Street was completed in September 2000. Details of this development are given above. The three plots of land facing the property on Union Street, secured as part of the original acquisition, have been retained. Development opportunities for this land are under consideration both directly and jointly with others. During the year initiatives for the extension of a number of properties were commenced. Planning consent has been obtained for the construction of a further floor on two of the blocks at the Leathermarket. Proposals are in hand for similar extensions at Leroy House and Westminster Business Square. Discussions are in progress with the London Borough of Hounslow for a joint development at the Barley Mow Centre, Chiswick. This scheme would replace their existing library with a new facility together with workspace constructed over the library. A joint venture with Copthorn Homes Ltd (part of Countryside Properties PLC) was entered into in July 2000 for the development of some vacant land at the Group's 3 Mills, Stratford property. The proposal is for the development of approximately 50 residential units together with a Waterways Discovery Centre. The site is well located on the River Lea, immediately adjacent to the tidal mill and related museum and heritage area. Planning approval for the scheme has been applied for. Whilst satisfying the need for residential units it will result in no loss of business space at 3 Mills and will be sympathetic to the adjacent heritage site. The Group has identified a number of similar opportunities and anticipates announcing its plans for these over future periods. These mixed development schemes are particularly interesting from a risk management viewpoint, since rather than increasing its investment in the property, as is customarily the case with development, the Group is generally able to retain its business space on the site whilst reducing its cash investment through disposal of the new development. During the year the Government released its white paper entitled 'Our Towns and Cities: The Future'. The new Mayor of London, Ken Livingstone, also launched the draft 'London Plan'. The consistent theme in these documents is the recycling of land and increasing of density of urban developed space. There is particular emphasis on 'mixed use' schemes. Alongside this there appears to be a major and continuing change in the demographic profile of the communities in the Group's principal area of operation, London. Following many years of decline in population the trend has reversed and London is set to increase its population steadily over future periods. This will increase the pressure for more recycling of space with higher density mixed use schemes. With its substantial holding of 1.8 million sq. ft within 5 miles of Central London the Group is positioned well to respond to this challenge. A number of smaller schemes subdividing and improving space at other Group properties were completed during the year. The investment portfolio At 31 March 2001 the Group owned 104 estates: some 5.79 million sq. ft of accommodation in 4330 lettable units. 87.8% of the portfolio by valuation, and 79.4% by space is in London and the South East, with the rest in the Midlands. Subsequent to the year end the Midlands portfolio was sold. Portfolio Valuation At 31 March 2001 Insignia Richard Ellis valued the Group's portfolio at £366.9 million showing a surplus (for accounts purposes) of £38.7 million an increase of 11.8%. For accounts purposes, the Group's properties are valued at £366.5 million, as shown below. Analysis of valuation at 31.3.2001 Valuation Adjustment Financial £m £m Accounts £m Freehold 313.6 - 313.6 Long Leasehold 52.9 - 52.9 Short Leasehold 0.4 (0.4) - Total 366.9 (0.4) 366.5 The short leasehold Alpha Business Centre, valued at £0.35 million, is included in the accounts at a nominal £1. The valuation was conducted in compliance with the Practice Statements contained in the Appraisal and Valuation Manual prepared by the Royal Institution of Chartered Surveyors on the basis of open market valuation as defined in Statement 4. For properties held throughout the year (comparing their value at 31 March 2000, plus additions and improvements at cost, with that at 31 March 2001) the uplift was £37.96 million or 12.95%. A further uplift of £0.71m million or 2.1% arose from acquisitions (most of which occurred late in the year). Again the Group commissioned the Investment Property Databank (IPD) to compare its portfolio's ungeared performance with the All-Fund (All-Property) benchmark over one, three and five calendar years. The Group's performance exceeded the All-Fund benchmark by a wide margin in all these periods and achieved top percentile last year with first percentile performance when measured over the three and five year period. One Year Three Years Five Years Workspace Group 22.8% 23.3% 22.2% IPD All Fund 11.5% 13.0% 13.5% Workspace Group Percentile Rank top 1st 1st Improvements in valuation arise partly from market movements but also as a result of value adding activity through acquisition, management and refurbishment/ redevelopment. Comparison against indices such as these segregates simple market movement from value-adding activity. With its top-ranking performance the Group has demonstrated its consistent ability to generate enhanced returns from its investments. Services The Group has for a number of years extended its service offering beyond accommodation alone. On a number of estates it has provided gas and electricity, now to 1100 customers, and its business insurance programme now has 500 customers. This latter programme has won two awards; The British Insurance Awards, 'Broker Initiative of the Year' (1999) and the Insurance Age 'Awards 2000' for its risk management programme. Many of the Group's customers have benefited from the programme; many by the attractive pricing and extended range of cover, some by obtaining cover where other insurers had refused the risk. Some simply benefit by being able to negotiate better terms from their existing insurer. Last year in setting our priorities for 2000/01 the Group targeted to extend this offer. In doing so it recognised that by aggregating customers and bulk buying services it could obtain a pricing advantage to be shared with its customers together with service level commitments that they would not be able to secure individually. It also offers the Group's customers the benefit of trading with a carefully selected supplier, committed to the provision of a quality service. During the year the Group launched one new initiative and another was launched shortly after the year end. A pilot project selling telephone services to the Group's customers in partnership with Future Integrated Telephony PLC, trading as FIT4 Business, was launched at a number of the Group's estates. This pilot has been very successful with good take-up rates to date. In view of the success of the initial pilot exercise the programme has been extended to the Group's entire Midlands portfolio. It is intended that the offer will be extended to the Group's remaining London properties. The second initiative targets the Group's London Business Centres. The Group recognises that increasingly its customers in these centres require connection to the various digital highways. It also recognises that the provision of digital services is a good candidate for cost efficiencies through aggregation of supplies. It has studied the offerings being made by others and is concerned to secure a formula that retains its control over its properties. Its plans involve the creation of a cabling infrastructure that will not just provide connectivity but will encourage the use of digital services over the network. Following the year end the Group announced the establishment of a joint venture, Vylan, with Trams and iRevolution Group for the creation of a digital network. A pilot project involving the network cabling of three properties, has commenced. These properties are to be interlinked, with connections to the internet and a data services centre in London's Docklands. The completed infrastructure will deliver broadband, internet, local network, data hosting and application service provision (ASP) to the Group's customers located at these properties. Our partners bring their digital services, networking, data management and ASP experience respectively to the venture. Many of the Group's customers already have internet, some broadband, connections. However, by aggregating these supplies and presenting them across a resilient network the Group is able to offer these services at more competitive rates. It is anticipated that, following the successful completion of the pilot project, these services will be extended to all the Group's London centres. In due course as Voice over Internet Protocol (VoIP) supply becomes more resilient the Group will deliver telephony services to its customers through this network. In the short term its business centre customers will be offered the FIT4 Business package, alongside the digital services. The Group is examining the provision of other standard small business requirements such as office equipment, stationery etc. In particular, it is examining how its existing website which already features a tenants' directory established to help tenants inter-trade could be linked to these other products to create a form of portal for SME's FINANCIAL REVIEW Profits Profits before tax at £19.52 million are 123% ahead of last year, helped largely by profits on disposal of investment properties of £10.06 million (2000: £1.43 million). Despite an increased taxation charge, earnings per share increased by 100% to 83.2p. For trading operations (i.e. excluding profits and losses on disposals together with other one-off costs) profits before tax were 13.6% and earnings per share 8.7% ahead of last year. The valuation surplus of £38.67 million represents £2.43 per share, taking the net asset value at 31 March 2001 to £11.93 per share (2000: £9.04), an increase of 32.0%. This continues the unbroken pattern of growth delivered by the Group since its flotation in December 1993. 2000/ 1998/1999 Compound growth 1996 - 2001 growth 2001 Improvement in Trading PBT 13.6% 19.5% 17.9% Improvement in EPS 100.0% 1.0% 31.3% Improvement in dividends per 10.0% 10.5% 12.2% share Improvement in NAV 32.0% 32.4% 28.2% Overheads (excluding other items) have fallen as a percentage of turnover from 14.5% to 13.8%. Net interest increased during the year by £1.40 million. The increase in interest costs was attributable to the full year cost in 2000/01 of borrowings incurred on the £74.7 million Tonex acquisition made in July 1999 offset to a degree by interest rate reductions. Interest costs of £1.14 million (2000: £0.74 million) were capitalised during the year. These relate to interest charges on developments at 3 Mills Studios, Helix Business Park, Ensign Court, and 1-10 Union Street. The Group considers that with its careful focus on asset values underpinned by six-monthly independent valuations, its policy of capitalising interest presents no risk of overstatement of asset values. Taxation The effective rate of Corporation Tax in 2001 was 32.3% (2000: 25.5%). After allowing for a prior year adjustment of £0.1m the rate was 31.9%. The effective rate excluding surpluses on property disposals was 25.7% (2000: 24.3%). The increase at trading level is due mainly to lower availability of industrial building allowances on new acquisitions compared with disposals. It is anticipated that the rate will stabilise at approximately 27%. Dividend A final dividend of 16.6p per share is proposed. The interim dividend was 6.5p per share, and so the total dividend proposed for the year is 23.1p (an increase of 10%). The dividends are covered 3.55 times by earnings (1.87 times if based on trading income only). Internal performance measures Internal benchmark comparison shows: Performance measures 2001 2000 1999 1998 1997 Turnover per member of staff (£000) 272 277 277 247 231 Year-end investment in property per member of staff (£000) 2,581 2,340 2,268 1,967 1,610 Administration costs as a percentage of revenue 13.8% 14.5% 15.1% 14.2% 14.6% Total return on equity 40.7% 36.9% 36.3% 32.5% 27.5% Return on equity is computed by reference to pre-tax profits plus valuation surpluses/deficits divided by opening shareholders' funds (allowing for share capital increases during the year). Our target is to achieve over a 20% return on equity year on year, and in due course (with expansion of the portfolio), to maintain administration costs as a percentage of revenue at below 12% Financing The Group again increased and extended its revolving property loan facility with National Westminster Bank from £23 million to £33 million with a maturity of 5 years at an interest rate margin of 1.1% over LIBOR. The Group also holds a £2.5 million overdraft facility with National Westminster Bank on which during the year the interest rate was reduced to 1.1% over base. During the year, following the sale of 1-10 Union Street, the Group repaid the project finance loan negotiated to finance this development. At the year end the Group's facilities and drawings thereon were: Facility Agreement Drawn % £m £m Debenture Stock 19.5 19.5 12% Convertible Loan Stock 4.0 4.0 3% WestLB Loan 122.0 117.7 75% NatWest Property Loan 33.0 115.9 74% NatWest Overdraft 2.5 21.5 14% Deposits - (5.6) (4%) 181.0 157.1 100% With the planned investment programme it is anticipated that additional facilities of approximately £70 million will be sought in 2001/02. Borrowings over recent years 2001 2000 1999 1998 1997 % Fixed/hedged 89% 93% 93% 59% 81% Average interest rates 6.99% 8.48% 8.91% 9.56% 9.11% Interest cover 2.70 1.87 2.32 1.98 2.07 Year-end gearing 82% 104% 63% 85% 83% Year-end gearing at 82% was reduced from 104%, principally due to the substantial inflows arising from the sales of Union Street and Ensign Court (total proceeds £32.4 million) and increasing property values. Over the 20-month period from the acquisition of the Tonex portfolio, at which time gearing peaked at 148%, it has been progressively reduced to the current level. With the anticipated investment programme, and related borrowings, it will rise again to approximately 115% based upon current shareholders funds. Interest cover at 2.70 times is significantly higher than last year due principally to the profits on disposal of investments. Interest cover on trading operations was 1.82 (2000: 1.91). Both gearing and interest cover levels are within the levels historically set by the Board of 120% and 1.5 times. The Board again examined the possibility of redeeming or replacing its original £19.5 million Debenture Stock, which carries historically high coupons averaging 11.30%. This initiative was not pursued due to the potentially high cost of redemption. The Debenture and Convertible Loan Stock represent just 15% of total borrowings. As at 31 March 2001 the total Group indebtedness (bank borrowings net of cash in hand and at bank) amounted to £ 157.1 million (2000: £148.7 million). The maturity of net debt and the Group's borrowings by source at 31 March 2001 are shown below:- Maturity of net debt % Under 12 months - 1 - 5 years 23% 5 - 10 years 29% 10 years + 48% Total 100% At 31 March 2001 the average cost of floating rate funds was a margin of 1.02% over LIBOR or base rate (2000:1.03%). At 31 March 2001 the secured borrowings were covered 2.05 times by the value of charged property (with a further £41.4 million uncharged giving an overall cover of 2.31 times). The market price of the Company's ordinary shares is above the conversion price of £5.00 for the Company's £4.04 million of Convertible Loan Stock. The Directors believe that most stockholders, who receive interest at 11% on their investment, will wish to retain their stock for the time being because of its superior income yield. Balance Sheet and Cash Flow The Group's net current liabilities at 31 March 2001 were £18.59 million (2000: £8.52 million). The increase during the year has arisen principally due to reduced cash investments at the year end (down by £6.1 million) and an increase in taxation creditor (up by £3.7 million) due in turn largely to significantly increased profits on investment disposals. Current liabilities include tenants' deposits in the form of advance rent payments and quarterly and monthly rents and service charge payments in advance amounting in aggregate to £8.2 million (2000: £6.9 million). The Directors consider that in the normal course of business these liabilities are unlikely to require payment and properly form part of the working capital of the Group. Net cash inflow for operating activities at £22.8 million (2000: £20.2 million) improved, principally due to the contribution from the newly acquired properties together with increased profitability from existing properties. CONSOLIDATED PROFIT AND LOSS ACCOUNT for the year ended 31 March 2001 2001 2000 Notes Trading Other Total Trading Other Total Operations Items Operations Items £000 £000 £000 £000 £000 £000 Turnover - continuing 2 36,222 - 36,222 29,317 - 29,317 operations Rent payable and direct 2 (10,258) -(10,258) (7,609) -(7,609) costs ________ _______ _______ __________ ____ ______ Gross profit 25,964 - 25,964 21,708 - 21,708 Administrative expenses (4,988) - (4,988) (4,255) -(4,255) ________ _______ _______ __________ ____ ______ Operating profit 20,976 - 20,976 17,453 - 17,453 Surplus on disposal of 3 - 10,063 10,063 - 1,429 1,429 investment properties Interest receivable 4 418 - 418 245 - 245 Interest payable 5 (11,934) -(11,934) (9,373) (993)(10,366) ________ _______ _______ __________ ____ ______ Profit on ordinary 9,460 10,063 19,523 8,325 436 8,761 activities before taxation Taxation on profit on (2,510) (3,791) (6,301) (2,019) (219)(2,238) ordinary activities ________ _______ _______ __________ ____ ______ Profit on ordinary 6,950 6,272 13,222 6,306 217 6,523 activities after taxation ________ _______ _______ __________ ____ ______ Profit attributable to 6,950 6,272 13,222 6,306 217 6,523 shareholders Dividends (3,723) - (3,723) (3,298) -(3,298) ________ _______ _______ __________ ____ ______ Retained for the year 3,227 6,272 9,499 3,008 217 3,225 ________ _______ _______ __________ ____ ______ Basic earnings per share 8 43.7p 39.5p 83.2p 40.2p 1.4p 41.6p Diluted earnings per 8 42.9p 37.0p 79.9p 39.7p 1.3p 41.0p share Statement of total recognised 2001 2000 gains and losses £000 £000 Profit for the financial period 13,222 6,523 Unrealised surplus on 38,673 31,209 revaluation of investment properties Taxation on valuation surpluses (510) - realised on sale of properties ______ ______ Total recognised gains relating 51,385 37,732 to the financial period _______ _____ Note of historical cost profits 2001 2000 and losses £000 £000 Reported profits on ordinary activities before taxation 19,523 8,761 Realisation of property revaluation gains/ (losses) of previous years 2,346 840 Taxation on valuation surpluses (510) - realised on sale of properties _______ _____ Historical cost profit on ordinary activities before taxation 21,359 9,601 _______ _____ Historical cost profit for the year retained after taxation and 11,335 4,065 dividends _______ _____ BALANCE SHEETS As at 31 March 2001 Group Group Company Company 2001 2000 2001 2000 Notes £000 £000 £000 £000 Fixed assets Tangible assets Investment properties 9 366,525 304,248 44,585 42,795 Other fixed assets 999 1,117 207 246 Shares in subsidiary undertakings - - 23 23 Investment in own shares 1,015 1,015 1,015 1,015 ________ ______ ________ ________ 368,539 306,380 45,830 44,079 Current assets Debtors 10 5,844 5,236 125,781 119,711 Investments 11 5,373 11,424 - 1,991 Cash at bank and in hand 206 201 - - ________ ______ ________ ________ 11,423 16,861 125,781 121,702 Creditors: amounts falling due within 12 (30,013)(25,378) (35,711) (48,644) one year ________ ______ ________ ________ Net current (liabilities)/assets (18,590) (8,517) 90,070 73,058 ________ ______ ________ ________ Total assets less current liabilities 349,949 297,863 135,900 117,137 Creditors: amounts falling due after 13/14 (158,371)(154,845)(45,040) (35,806) more than one year (including Convertible Loan Stock) ________ ______ ________ ________ 191,578 143,018 90,860 81,331 ________ ______ ________ ________ Capital and reserves Called up share capital 1,618 1,591 1,618 1,591 Share premium account 40,666 39,795 40,666 39,795 Revaluation reserve 122,739 86,412 15,703 11,792 Profit and loss account 26,555 15,220 32,873 28,153 ________ ______ ________ ________ Shareholders' funds - equity interests 191,578 143,018 90,860 81,331 ________ ______ ________ ________ Net asset value per share 8 £11.93 £9.04 CASH FLOW STATEMENT for the year ended 31 March 2001 Notes To 2001 2000 Cashflow £000 £000 Net cash inflow from operating activities 1 22,793 20,183 Returns on investments and servicing of 2 (12,371) (11,655) finance Taxation (3,085) (2,778) Capital expenditure 2 (12,994) (85,025) Equity Dividends paid (3,428) (3,057) _______ _______ Net cash outflow before use of liquid resources and financing (9,085) (82,332) Management of liquid resources 2 6,051 (9,092) Financing 2 4,517 93,027 _______ _______ Net cash inflow 3 1,483 1,603 _______ _______ Reconciliation of net cash flow to movement in net debt Increase in cash 1,483 1,603 (Decrease)/Increase in liquid resources (6,051) 9,092 Outflow from movements in debt financing (3,848) (90,969) _______ _______ Changes in net debt resulting from cash 3 (8,416) (80,274) flows Net debt at 1 April 2000 (148,731) (68,457) Net debt at 31 March 2001 (157,147) (148,731) _______ _______ MORE TO FOLLOW
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