TIDMWAFR
RNS Number : 5499J
Walls & Futures REIT PLC
20 August 2019
20 August 2019
WALLS & FUTURES REIT PLC
("Wall & Futures" or the "Company")
Final Results for the Year to 31 March 2019 & 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 2019. 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/5499J_1-2019-8-19.pdf
Walls & Futures is an Ethical Housing REIT aiming to
generate long-term secure income by addressing the UK's social
housing needs.
Our strategy is not to buy readymade existing portfolios from
aggregators. Instead, we originate and develop our projects in
partnership with our customers who are typically Local Authorities,
established Housing Associations and Charities. Our tailored
solutions enable us to cut out the middleman and make a margin on
the development in addition to the rental income.
Walls & Futures REIT plc does not have any involvement with
the care delivered within the properties, this is managed by care
providers approved by local authorities.
Highlights include:
-- Revenue up 32% to GBP135,878 (2018: GBP102,901)
-- Loss -GBP18,308 (2017: Profit of GBP45,386)
-- Investment property value increased by 4.79%
-- Earnings per share -0.51p (2018: 1.38p)
-- Portfolio performance for the calendar year 2018 delivered a
total return of 8.75% against the MSCI UK Residential Index of
5.2%.
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 12 September 2019 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/5499J_2-2019-8-19.pdf
A resolution will be proposed at the AGM to approve to cancel
the entire amount standing to the credit of the Company's share
premium account. The increased distributable reserves may be
returned to the Company's shareholders by way of dividends and/or
share buy-backs at a future date if the Directors consider it
appropriate to do so.
The Share Premium Cancellation will have no impact on the
Company's cash position or on its net assets, until such time as
dividends or other distributions are made. It will also have no
impact on the nominal value of the Company's ordinary shares.
Shareholders should note that unless the Share Premium
Cancellation is approved at the AGM and subsequently by the Court,
the Share Premium Cancellation will not be implemented, and the
Company's ability to pay dividends may be constrained.
Further information on the Share Premium Cancellation can be
viewed in 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
Group Strategic Report
Overview
For the calendar year 2018, our portfolio delivered a total
return of 8.75% against the MSCI IPDUK Residential index, which
returned 5.2%. This is the second consecutive year we have
outperformed the index and believe it demonstrates the potential of
our development strategy.
In June 2018 we appointed Allenby Capital Limited as the
Company's NEX Exchange Growth Market Corporate Adviser and
Waterstone Company Secretaries Limited as Company Secretary.
In June 2018 we were named the "Impact Company of the Year" at
the 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).
Post balance sheet event
On 3 June 2019, we announced that we had secured a GBP600,000
Revolving Credit Facility from a private lender, Monastery Hire and
Sales Limited. Set to run for an initial 5-year term, at an
interest margin of 3.5% over LIBOR. A fee of 0.1% per annum is
payable on any undrawn balances. It will be used to provide
flexibility to finance the acquisition and refurbishment of
specialist supported housing.
On 4 June 2019, we announced that we can completed on the
acquisition of a freehold detached bungalow in Didcot, Oxfordshire
for GBP465,000. The property will be redeveloped and adapted to
provide a high-quality home with specialist support, for four
adults with physical & learning disabilities and/or mental
health needs. We expect the redevelopment costs and eventual rental
yield to be materially in line with that of our property in Stroud,
Gloucestershire.
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 largest and longest established providers
who has more than 50 years of experience and expertise in the
sector and currently supports more than 2,500 adults
nationwide.
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 currently has a revolving credit facility and is
therefore exposed to interest rate risk. It does have an ongoing
requirement to fund its activities through the debt and/or equity
markets for future property acquisitions. There is no certainty
that such funds will be available when needed and thus would
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 new investments with a number of
transactions currently under consideration and these 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 2019.
Dividends
No dividends will be distributed for the year ended 31 March
2019.
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 2019
Year ended Year ended
31/3/19 31/3/18
----------- -----------
GBP GBP
----------- -----------
TURNOVER 135,878 102,901
----------- -----------
Cost of sales 13,607 26,717
----------- -----------
GROSS PROFIT 122,271 76,184
----------- -----------
Administrative expenses 286,093 229,223
----------- -----------
(163,822) (153,039)
----------- -----------
Gain/loss on revaluation of
tangible assets 145,000 198,333
----------- -----------
OPERATING PROFIT/(LOSS) (18,822) 45,294
----------- -----------
Cost of fundamental reorganisation - -
----------- -----------
Interest receivable and similar
income 522 92
----------- -----------
Interest payable and similar - -
expenses
----------- -----------
PROFIT/(LOSS) BEFORE TAXATION (18,300) 45,386
----------- -----------
Tax on profit/(loss) 108 -
----------- -----------
PROFIT/(LOSS) FOR THE FINANCIAL
YEAR (18,408) 45,386
----------- -----------
Profit/(loss) attributable to:
Owners of the parent (18,408) 45,386
----------- -----------
Consolidated Other Comprehensive Income
For year ended 31 March 2019
Year ended Year ended
31/3/19 31/3/18
----------- -----------
GBP GBP
----------- -----------
PROFIT/(LOSS) FOR THE YEAR (18,408) 45,386
----------- -----------
OTHER COMPREHENSIVE INCOME
----------- -----------
Gain on bargain purchase - -
----------- -----------
Income tax relating to other - -
comprehensive income
----------- -----------
OTHER COMPREHENSIVE INCOME FOR - -
THE YEAR, NET OF INCOME TAX
----------- -----------
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR (18,408) 45,386
----------- -----------
Total comprehensive income attributable
to:
Owners of the parent (18,408) 45,386
----------- -----------
Earnings per share expressed
in pence per share:
----------- -----------
Basic -0.51p 1.38p
----------- -----------
Diluted -0.51p 1.38p
----------- -----------
Consolidated Statement of Financial Position
31 March 2019
2019 2018
-------------------- --------------------
GBP GBP GBP GBP
-------- ---------- -------- ----------
FIXED ASSETS
-------- ---------- -------- ----------
Investments 1,263
-------- ---------- -------- ----------
Investment Property 3,170,000 3,125,000
-------- ---------- -------- ----------
3,171,263 3,025,000
-------- ---------- -------- ----------
CURRENT ASSETS
-------- ---------- -------- ----------
Debtors 4,363 195,995
-------- ---------- -------- ----------
Cash at bank 148,955 44,186
-------- ---------- -------- ----------
153,318 240,181
-------- ---------- -------- ----------
CREDITORS
-------- ---------- -------- ----------
Amounts falling due
within one year 16,683 18,955
-------- ---------- -------- ----------
NET CURRENT ASSETS 136,635 221,226
-------- ---------- -------- ----------
TOTAL ASSETS LESS CURRENT
LIABILITIES 3,307,898 3,246,226
-------- ---------- -------- ----------
CAPITAL AND RESERVES
-------- ---------- -------- ----------
Called up share capital 180,611 176,352
-------- ---------- -------- ----------
Share premium 3,412,297 3,336,476
-------- ---------- -------- ----------
Revaluation reserve 313,333 168,333
-------- ---------- -------- ----------
Retained earnings (598,343) (434,935)
-------- ---------- -------- ----------
SHAREHOLDERS' FUNDS 3,307,898 3,246,226
-------- ---------- -------- ----------
Consolidated Statement of Changes in Equity
For The Year Ended 31 March 2019
Called Retained Share Fair Total
up Earnings Premium value Equity
Share reserve
Capital
--------- ---------- ---------- --------- ----------
GBP GBP GBP GBP GBP
--------- ---------- ---------- --------- ----------
Balance at 1 April
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
--------- ---------- ---------- --------- ----------
Changes in equity
--------- ---------- ---------- --------- ----------
Issue of share capital 4,259 - 75,821 80,080
--------- ---------- ---------- --------- ----------
Total comprehensive
income - (163,408) - 145,000 (18,408)
--------- ---------- ---------- --------- ----------
Balance at 31 March
2019 180,611 (598,343) 3,412,297 313,333 3,307,898
--------- ---------- ---------- --------- ----------
Consolidated Statement of Cash Flows
For year ended 31 March 2019
Year ended Year ended
31/3/19 31/3/18
----------- -----------
GBP GBP
----------- -----------
Cash flows from operating activities
----------- -----------
Cash generated from operations (165,603) (152,517)
----------- -----------
Interest paid - -
----------- -----------
Tax paid (9) (562)
----------- -----------
Net cash from operating activities (165,612) (153,079)
----------- -----------
Cash flows from investing activities (1,894) -
----------- -----------
Purchase of investment property - (676,667)
----------- -----------
Interest received 522 92
----------- -----------
Net cash from investing activities (1,372) (676,575)
----------- -----------
Cash flows from financing activities
----------- -----------
Share issue 4,259 11,840
----------- -----------
Share premium paid 267,494 19,089
----------- -----------
Net cash from financing activities 271,753 30,929
----------- -----------
(Decrease)/increase in cash
and cash equivalents 104,769 (798,725)
----------- -----------
Cash and cash equivalents at
beginning of year 44,186 842,911
----------- -----------
Cash and cash equivalents at
end of year 148,955 44,186
----------- -----------
About Walls & Futures REIT plc
Walls & Futures is an Ethical Housing REIT generating
long-term secure income by addressing the UK's social housing
needs. We originate secure, index-linked, long-term, government
funded revenues from specialist social housing & packages them
into an investment REIT. Our target is a total return of 7% - 9%
per annum.
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
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of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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