TIDMWAFR
RNS Number : 8437Y
Walls & Futures REIT PLC
24 August 2018
24 August 2018
WALLS & FUTURES REIT PLC
("Wall & Futures" or the "Company")
Final Results for the Year to 31 March 2018 & Notice of
AGM
Walls & Futures, the Ethical Housing REIT, is pleased to
announce its final results and the publication of its audited
annual report and accounts for the year to 31 March 2018. A copy of
the annual report and accounts has been posted on the Company's
website, www.wallsandfutures.com, and can also be viewed here:
http://www.rns-pdf.londonstockexchange.com/rns/8437Y_2-2018-8-24.pdf
Walls & Futures REIT plc is an Ethical Housing REIT
providing homes for some of the most vulnerable people in society.
Our strategy is to build a portfolio of high yielding residential
properties let on long term leases, with rents increasing in line
with inflation, to low risk tenants including Charities and Housing
Associations.
Rather than acquire existing portfolios, we originate
investments, dealing directly with Local Authorities, Housing
Associations and Charities. This approach enables us to directly
add capacity and ensure the quality of the homes delivered while
creating immediate equity growth and higher yields.
Walls & Futures REIT plc do not have any involvement with
care delivered within the properties, this is managed by care
providers approved by Local Authorities.
Highlights:
-- Revenue up by 126.6% to GBP102,901 (2017: GBP45,400)
-- Profit before tax increased to GBP45,386 (2017: Loss of GBP314,716)
-- Investment property value increased 9.22%
-- Earnings per share 1.38p (2017: -17.07p)
-- Net Asset Value per share 92p (2017: 90p)
-- Delivered our first Supported Housing development, providing six new places
-- Joined MSCI IPD UK Residential Index
-- Portfolio performance for the calendar year 2017 delivered a
total return of 11.5% against benchmark 7%
-- Joined Social Stock Exchange/Impact Investment Network
-- Named "Impact Company of the Year" at the 2018 NEX Exchange Small Cap Awards
-- Raised GBP222,603 in new equity in the year, (with GBP80,080
raised after the year end in May 2018)
Further details of the Company's financial results can be viewed
below.
The Company also announces it has today posted the notice to
shareholders of its Annual General Meeting "AGM"), which is to be
held at 1.00 pm on Thursday 27 September 2018 at 3(rd) Floor, 111
Buckingham Palace Road, London, SW1W 0SR. A copy of the notice of
AGM can be viewed on the Company's website,
www.wallsandfutures.com, and can also be viewed here:
http://www.rns-pdf.londonstockexchange.com/rns/8437Y_1-2018-8-24.pdf
A resolution will be proposed at the AGM to approve a new
Management Incentive Plan (the "MIP"). The MIP will be a
discretionary cash and share incentive plan operated by Walls &
Futures for the benefit of its senior management for their
contribution to the achievement of Walls & Futures annual
company goals and objectives. It is designed so as to:
-- align with the business strategy and the achievement of planned business goals;
-- support the creation of sustainable long-term shareholder value; and
-- provide an appropriate balance between remuneration elements
that attract, retain and motivate the highest calibre of executive
talent.
Further information on the MIP can be viewed in Appendix 1 of
the notice of AGM.
For further information, contact:
Walls & Futures REIT PLC 0333 700 7171
Joe McTaggart, Chief Executive
Website www.wallsandfutures.com
Allenby Capital Limited (Corporate Adviser)
Nick Harriss/James Reeve 020 3328 5656
Overview & Strategy
During the year the Group completed its first supported housing
property, a freehold, detached grade two listed building, in the
Cotswold market town of Stroud. The renovation and redevelopment
successfully completed at the end of August to provide a
high-quality home with specialist support for six adults with
physical & learning disabilities.
The property is being let on a 25-year full repairing and
insuring lease, with rents adjusted annually in line with inflation
(CPI), to one of the UK's leading care providers who has more than
50 years of experience and expertise in the sector and currently
supports more than 2,500 adults nationwide.
In February 2018 we announced that we had joined MSCI IPD UK
Residential Property Index. The index measures unleveraged total
returns of directly held standing property investments. As of
December 2016, it tracked the performance of 11,201 residential
property investments, with a total capital value of GBP12.1
billion. Being part of the MSCI IPD UK Residential Property Index
provides our shareholders with a transparent and meaningful method
of comparing our absolute and relative performance with that of the
index and our larger peers.
For the calendar year 2017, our portfolio delivered a total
return of 11.5% against the MSCI IPD UK Residential index, which
returned 7%. We believe this illustrates the performance benefit of
our development strategy.
In March 2018, applications were received by the Company in
respect of the new share offer. A total of 236,812 ordinary shares
were issued, the gross proceeds received from this subscription
were GBP222,603.28.
Post balance sheet events
On 22 May 2018 the Company issued a total of 85,192 Ordinary
Shares of 5p at 94p each. The gross proceeds received by the
Company from this subscription are GBP 80,080.
On 1 June 2018, the Company appointed Allenby Capital Limited as
its NEX Exchange Growth market Corporate Advisor.
On 14 June 2018, the Company was named "Impact Company of the
Year" at the 2018 NEX Exchange Small Cap Awards. The annual event
shines a light on the best companies and participants in the small
and micro-cap community (sub GBP100m market capitalisation).
Principle Risks & Uncertainties
The Group portfolio is exclusively invested in the UK and
therefore exposed to the risks and uncertainties of the UK
economy.
The value of the properties are subject to fluctuating market
conditions and may be affected by consumer confidence, the
performance of the UK economy and liquidity in the market.
The Group does not currently have any borrowings and is
therefore not currently exposed to interest rate risk. It does
however have an ongoing requirement to fund its activities through
the debt and/or equity markets and in the future to obtain finance
for property acquisitions. There is no certainty that such funds
will be available when needed and thus inhibit growth.
Risk management
The success of the Group is predicated on increasing the size of
the portfolio, which would be at risk without further capital. In
order to mitigate this, the directors will be engaged in regular
fund raising.
Outlook
We have developed a pipeline of potential investments with a
number of transactions currently under consideration and will be
announced as they are finalised.
The directors will continue the same investment policies which
have been successful since joining the NEX Exchange Growth
Market.
Report of the Directors
The directors present their report with the financial statements
of the company and the group for the year ended 31 March 2018.
Dividends
No dividends will be distributed for the year ended 31 March
2018.
Events since the end of the year
Information relating to events since the end of the year is
given in the notes to the financial statements.
Directors
The directors shown below have held office during the whole of
the period from 1 April 2017 to the date of this report.
J K McTaggart
D P White
P A Wylie
Statement of directors' responsibilities
The directors are responsible for preparing the Group Strategic
Report, the Report of the Directors and the financial statements in
accordance with applicable law and regulations.
Company law requires the directors to prepare financial
statements for each financial year. Under that law the directors
have elected to prepare the financial statements in accordance with
United Kingdom Generally Accepted Accounting Practice (United
Kingdom Accounting Standards and applicable law), including
Financial Reporting Standard 102 'The Financial Reporting Standard
applicable in the UK and Republic of Ireland'. Under company law
the directors must not approve the financial statements unless they
are satisfied that they give a true and fair view of the state of
affairs of the company and the group and of the profit or loss of
the group for that period. In preparing these financial statements,
the directors are required to:
-- select suitable accounting policies and then apply them consistently;
-- make judgements and accounting estimates that are reasonable and prudent;
-- state whether applicable accounting standards have been
followed, subject to any material departures disclosed and
explained in the financial statements;
-- prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the company will
continue in business.
The directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the company's and
the group's transactions and disclose with reasonable accuracy at
any time the financial position of the company and the group and
enable them to ensure that the financial statements comply with the
Companies Act 2006. They are also responsible for safeguarding the
assets of the company and the group and hence for taking reasonable
steps for the prevention and detection of fraud and other
irregularities.
Statement as to disclosure of information to auditors
So far as the directors are aware, there is no relevant audit
information (as defined by Section 418 of the Companies Act 2006)
of which the group's auditors are unaware, and each director has
taken all the steps that he ought to have taken as a director in
order to make himself aware of any relevant audit information and
to establish that the group's auditors are aware of that
information.
Auditors
The auditors, Kingston Smith LLP, will be proposed for
re-appointment at the forthcoming Annual General Meeting.
Consolidated Income Statement
For year ended 31 March 2018
Year ended Period 18/3/16
31/3/18 to 31/3/17
----------- ---------------
GBP GBP
----------- ---------------
TURNOVER 102,901 45,400
----------- ---------------
Cost of sales 26,717 15,461
----------- ---------------
GROSS PROFIT 76,184 29,939
----------- ---------------
Administrative expenses 229,223 112,342
----------- ---------------
(153,039) (82,403)
----------- ---------------
Gain/loss on revaluation of tangible
assets 198,333 (30,000)
----------- ---------------
OPERATING PROFIT/(LOSS) 45,294 (112,403)
----------- ---------------
Cost of fundamental reorganisation - 202,333
----------- ---------------
45,294 (314,736)
----------- ---------------
Interest receivable and similar
income 92 22
----------- ---------------
45,386 (314,714)
----------- ---------------
Interest payable and similar expenses - 2
----------- ---------------
PROFIT/(LOSS) BEFORE TAXATION 45,386 (314,716)
----------- ---------------
Tax on profit/(loss) - (219)
----------- ---------------
PROFIT/(LOSS) FOR THE FINANCIAL
YEAR 45,386 (314,497)
----------- ---------------
Profit/(loss) attributable to:
Owners of the parent 45,386 (314,497)
----------- ---------------
Consolidated Other Comprehensive Income
For year ended 31 March 2018
Year ended Period 18/3/16
31/3/18 to 31/3/17
----------- ---------------
GBP GBP
----------- ---------------
PROFIT/(LOSS) FOR THE YEAR 45,386 (314,497)
----------- ---------------
OTHER COMPREHENSIVE INCOME
----------- ---------------
Gain on bargain purchase - 2,509
----------- ---------------
Income tax relating to other comprehensive - -
income
----------- ---------------
OTHER COMPREHENSIVE INCOME FOR
THE YEAR, NET OF INCOME TAX - 2,509
----------- ---------------
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR 45,386 (311,988)
----------- ---------------
Total comprehensive income attributable
to:
Owners of the parent 45,386 (311,988)
----------- ---------------
Earnings per share expressed in
pence per share:
----------- ---------------
Basic 1.38p (17.14)p
----------- ---------------
Diluted 1.38p (17.14)p
----------- ---------------
Consolidated Statement of Financial Position
31 March 2018
2018 2017
-------------------- --------------------
GBP GBP GBP GBP
-------- ---------- -------- ----------
FIXED ASSETS
-------- ---------- -------- ----------
Investments -
-------- ---------- -------- ----------
Investment Property 3,025,000 2,150,000
-------- ---------- -------- ----------
3,025,000 2,150,000
-------- ---------- -------- ----------
CURRENT ASSETS
-------- ---------- -------- ----------
Debtors 195,995 4,749
-------- ---------- -------- ----------
Cash at bank 44,186 842,911
-------- ---------- -------- ----------
240,181 847,660
-------- ---------- -------- ----------
CREDITORS
-------- ---------- -------- ----------
Amounts falling due within
one year 18,955 19,423
-------- ---------- -------- ----------
NET CURRENT ASSETS 221,226 2,978,237
-------- ---------- -------- ----------
TOTAL ASSETS LESS CURRENT
LIABILITIES 3,246,226 2,978,237
-------- ---------- -------- ----------
CAPITAL AND RESERVES
-------- ---------- -------- ----------
Called up share capital 176,352 164,511
-------- ---------- -------- ----------
Share premium 3,336,476 3,125,714
-------- ---------- -------- ----------
Revaluation reserve 168,333 -
-------- ---------- -------- ----------
Retained earnings (434,935) (311,988)
-------- ---------- -------- ----------
SHAREHOLDERS' FUNDS 3,246,226 2,978,237
-------- ---------- -------- ----------
Consolidated Statement of Changes in Equity
For The Year Ended 31 March 2018
Called Retained Share Fair Total
up Earnings Premium value Equity
Share reserve
Capital
--------- ---------- ---------- --------- ----------
GBP GBP GBP GBP GBP
--------- ---------- ---------- --------- ----------
Changes in equity
--------- ---------- ---------- --------- ----------
Issue of share capital 164,511 - 3,125,714 - 3,290,225
--------- ---------- ---------- --------- ----------
Total comprehensive
income - (311,988) - - (311,988)
--------- ---------- ---------- --------- ----------
Balance at 31 March
2017 164,511 (311,988) 3,125,714 - 2,978,237
--------- ---------- ---------- --------- ----------
Changes in equity
--------- ---------- ---------- --------- ----------
Issue of share capital 11,841 - 210,762 222,603
--------- ---------- ---------- --------- ----------
Total comprehensive
income - (122,947) - 168,333- 45,386
--------- ---------- ---------- --------- ----------
Balance at 31 March
2018 176,352 (434,935) 3,336,476 168,333 3,246,226
--------- ---------- ---------- --------- ----------
Consolidated Statement of Cash Flows
For year ended 31 March 2018
Year ended Period 18/3/16
31/3/18 to 31/3/17
----------- ---------------
GBP GBP
----------- ---------------
Cash flows from operating activities
----------- ---------------
Cash generated from operations (152,517) (268,115)
----------- ---------------
Interest paid - (2)
----------- ---------------
Tax paid (562) 781
----------- ---------------
Net cash from operating activities (153,079) (267,336)
----------- ---------------
Cash flows from investing activities
----------- ---------------
Purchase of investment property (676,667) -
----------- ---------------
Interest received 92 22
----------- ---------------
Net cash from investing activities (676,575) 22
----------- ---------------
Cash flows from financing activities
----------- ---------------
Proceeds from issues of shares 30,929 1,110,225
----------- ---------------
Net cash from financing activities 30,929 1,110,225
----------- ---------------
(Decrease)/increase in cash and
cash equivalents (798,725) 842,911
----------- ---------------
Cash and cash equivalents at beginning 842,911 -
of year
----------- ---------------
Cash and cash equivalents at end
of year 44,186 842,911
----------- ---------------
About Walls & Futures REIT plc
Walls & Futures is an Ethical Housing REIT providing new
homes for some of the most vulnerable people in society, including
learning and physical disabilities, mental health needs,
homelessness and extra care (housing with care for the
elderly).
We collaborate with our customers, including charities and
housing associations, to design, fund, build and deliver quality
homes that are sustainable in terms of their environmental impact,
energy efficiency and financially viability.
Our aim is to generate a measurable and beneficial social impact
alongside a financial return, which is to deliver a long-term
annual net return of 7-9% of which 3-4% will be paid in the form of
a dividend.
Walls & Futures REIT plc was named "Impact Company of the
Year" at the 2018 NEX Exchange Small Cap Awards.
Walls & Futures is quoted on the NEX Exchange Growth Market
(Ticker: WAFR) and is a member of the Social Stock Exchange and
Impact Investment Network.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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