TIDMWSP

RNS Number : 6276F

Wynnstay Properties PLC

19 June 2012

Wynnstay Properties PLC

Preliminary Results for Year Ended 25th March 2012

CHAIRMAN'S STATEMENT

Since I wrote to you at this time last year, despite the unsettled macro-economic environment prevailing throughout 2011 and 2012 which has undoubtedly adversely affected the commercial property market, your company has been very active in its core business of property asset management. Where lease expiries are approaching, we have generally been able to retain existing tenants who might otherwise have been tempted to move, thereby keeping vacancies and associated non-recoverable costs together with bad debts to a minimum; we have relet vacantspace to newtenants; we havedisposed of properties that are non-coreto our long term portfolio and where future rental and capital growth are limited in prospect; and we have acquired new properties for the portfolio which meet our investment criteria within our preferred geographic area of operation. As a result, the Board is confident that its management and investment strategy place your company in a stronger position to continue to prosper for your benefit.

Overview of financial performance

Against this background, the financial performance for the year may be summarised as follows:

 
                                                                   Change           2012        2011 
                                                                     +31%   GBP1,158,000  GBP886,000 
        *    Profit before movement in fair value of investment 
             properties and taxation 
 
        *    Earnings per share                                      -74%           4.3p       16.6p 
 
        *    Dividends per share, paid and proposed:                    -          10.5p       10.5p 
 
        *    Net asset value per share:                             -1.3%           456p        462p 
 
        *    Gearing                                                -4.2%          50.3%       52.5% 
 
 

Profit before the movement in fair value of investment properties for the year was significantly higher than last year, principally as a result of the sale of investment properties at above net book value and reduced financing costs, both discussed further below. Earnings per share were however substantially reduced compared to the previous year due to the impact of the reduction in the valuation of the property portfolio, which is required to be reflected in the statement of comprehensive income (thus affecting earnings), as well as in the statement of financial position (thus affecting net asset value per share), as shown above. It will be noted from this table that whilst modest changes in the value of the portfolio from year to year can have a dramatic impact on earnings, the impact on net asset value is far less pronounced.

Property Management and Portfolio

As anticipated in my interim statement, property income was somewhat lower than the previous year at GBP1.50 million (2011 - GBP1.69 million), principally as a result of the loss of rental income from vacant properties and from properties formerly in the portfolio that had been sold in the previous year.

Shareholders will recall that, followingthe grant of planning consent for the change of use of the upper floors of our office building in Colchester, and with little prospect of future rental and capital growth, we marketed the freehold of the property for sale and accepted an offer. Unfortunately the sale process became very protracted and did not eventually proceed to completion. However, we were successful in achieving a sale at an improved price, to another purchaserwith completion on 23rd March 2012.

Towards the end of the year, we also began negotiations to sell our development site at Twickenham and our industrial unit at Alton and I am pleased to report that terms have been agreed and that since the year end the sale of Twickenham has been completed.

The proposals for our site at Twickenham had become rather drawn out. Shareholders will recall that we obtained planning consent in 2008 for the redevelopment of the site, which then comprised four industrial units. After considering various options, we obtained vacant possession of the units, which had been let on a short-term basis. To preserve our planning permission we commenced the development by demolishing the units last Autumn whilst we continued to explore various alternatives for the development of the site. There was interest in the site from a number of developers and we have recently completed the sale at a price of GBP1.62m.Whilst this is very slightly below the year end net book value, it is worth noting that prior to preparing our plans for its redevelopment the book value of the property with the industrial units was GBP900,000. As a result, even though we have incurred some property costs, we consider that the outcome is an excellent one for Shareholders. The sale contract also provides that, should the purchaser obtain an improved planning consent in the next five years, then a further payment will be due to Wynnstay.

In relation to the industrial unit at Alton, our tenants vacated the property some time ago, leaving a sub-tenant in occupation of part of the premises. Whilst continuing to pay rent until the end of their lease and accepting responsibility for dilapidations, our tenants indicated that they would not renew the lease. However, the sub- tenants expressed an interest in purchasing the premises and terms have been agreed for them to purchase the freehold. I hope to have further news at the time of the Annual General Meeting.

Shortly before the end of the year, as I reported in my interim statement, we completed the purchase of two retail warehouse units on an estate just outside Lewes in Sussex. The units are let to two well-known national chains, with significant unexpired terms on the leases, and are on an established out-of-town retailing location, with other well-known retail outlets located nearby. The consideration of GBP1.26 million was funded from our existing facility and the net initialyield is 7.8%.

Since the year end, we have also completedthe purchase of a freeholdoffice property opposite the railway station in Surbiton, Surrey. The building is let to part of the YMCA network which has taken a new 10 year lease from December 2011 without breaks. The consideration of GBP1.6 million was also funded from our existing facility and the net initial yield is 7.8%. We continue to actively seek other investment opportunities which will add shareholder value to the portfolio.

In a busy year on the management side we have been successful in reletting or renewing 10 leases across the estate.

As has always been the case, we believe that strong proactive relationships with our tenants are important and we continue to work closely with them to understand their current and future needs and thus to reduce the incidence of tenant defaults and vacant premises arising in the portfolio, with their attendant costs and loss of income. As a result of this attention to detail our vacancy rate remains low at only 2% on a rental basis and we suffered no bad debts during the year under review.

Portfolio Valuation

As at 25 March 2012, our independent Valuers, Sanderson Weatherall and Chesterton Humberts, have undertaken the annual valuation of the company'sportfolio at GBP19,325,000, representing as mentioned above, a modest fall, on a like-for-like basis of 4%, over the valuation at the end of the prior year. This valuation is before adjusting for estimated costs to sell of GBP36,400 for those properties classified as non current assets held for sale at the year end and is a satisfactory outcome given the conditions in the commercial property market and the economy as a whole.

Following the revaluation at the year-end, the industrial sector within the portfolio accounted for 68% by value, with the office and retail elementscomprising 12% and 20% respectively.

Borrowings and Gearing

Net borrowings at the year-end were GBP7.19 million (2011 - GBP7.45 million)and net gearing at the year-end was 50.7% comparedto 52% last year.

As I have previously observed, the Company benefits from the historically very low levels of interest payable under our borrowing facility where the rate of interest is variable and is linked to Libor. At present, there seems to be limited prospectof an increase in interest rates in the immediate future, but the Board continues to keep the position under close review. The Board has commenced outline discussions with its bankers as regards the refinancing of the loans that fall due in December2013. The Board considers that the properties recently added to the portfolio and the new leases recently completed will assist in negotiating satisfactory terms.

Costs

As last year, our propertycosts this year have been significantly impacted by a numberof one off costs relating to the Twickenham site. Administrative costs were held at about the same level as in the previous year.

Dividend

The Directors are recommending a total dividend for the year at the same level as last year, namely 10.5p per share. An interimdividend of 2.9p per share was paid in December 2011 and, subject to approval of Shareholders at the Annual General Meeting, a final dividend of 7.6p per share will be paid on 23rd July 2012 to Shareholders on the register on 29th June 2012.

The Directorshave decided to maintain their fees, together with salary and consultancy fees in the current year, at the same level as last year. This commitment, together with the holding of the dividend, demonstrates the alignment of the Directors' interests with those of the Shareholders.

Outlook

It is difficultto give a clear view given that the prospectsfor the United Kingdom economy are uncertain, even in the medium to long-term. Nevertheless, your Company has performed well in the difficult conditions over the past few years and it remains in robust health. The changes that we have made to the portfolio should add to the quality of our earnings and the value of our assets, delivering an improved income stream and net asset value for Shareholders in the longer term.

Unsolicited approaches to shareholders

Shareholders are remindedthat unsolicited approaches regarding their shares may be from fraudsters. Your attention is drawn to the letter enclosed.

Annual General Meeting

Our Annual General Meeting will be held at the Royal Automobile Club on Thursday 19th July 2012. As always, I would encourage as many Shareholders as possible to attend so that they can both take part in the formal business and meet the Board and other Shareholders informally before and after the meeting and discuss the Company's activities.

The Company's Annual Report & Accounts for the year ended 25th March 2012 will be posted to shareholders on Thursday and are available to download on the Company's website http://www.wynnstayproperties.co.uk

Colleagues and Advisers

I opened this statement with reference to the amount of activity that has taken place this year. Wynnstay relies on the commitment, expertiseand enthusiasm of our two executive directors - Paul Williams,our Managing Director, and Toby Parker,our Finance Director- to manage the company's affairs effectively andefficiently subject tothe Board's oversight with the modest resources made available to them. The two executive directors and I, as your Chairman, benefit from the experience and wisdom of our two non-executive directors - Charles Delevingne and Terence Nagle, both of whom have spent their entire careers in commercial property. I would like to thank all of them as well as our advisersfor their professionalism, wise counsel and support throughout the past year.

18th June 2012

Philip G.H. Collins

Chairman

For further information please contact:

 
 Wynnstay Properties Plc 
 Toby Parker, Finance Director    020 7554 8766 
 
 Charles Stanley Securities 
  - Nominated Adviser             020 7149 6000 
 Dugald J. Carlean / Carl 
  Holmes 
 

STATEMENT OF COMPREHENSIVE INCOME FOR YEAR ENDED 25TH MARCH 2012

 
                                      Notes     2012     2011 
                                             GBP'000  GBP'000 
Property Income                         1      1,503    1,691 
Property Costs                          2      (182)    (136) 
Administrative Costs                    3      (389)    (389) 
                                                 932    1,166 
Movement in Fair Value of: 
 Investment Properties                  9      (866)    (225) 
Profit/(Loss) on Sale of Investment 
 Property                                        346     (39) 
Operating Income                                 412      902 
Investment Income                       5          3        6 
Finance Costs                           5      (123)    (247) 
Income before Taxation                           292      661 
Taxation                                6      (175)    (212) 
Income after Taxation                            117      449 
 
Basic and diluted earnings per 
 share                                  8       4.3p    16.6p 
              The company has no other items of comprehensive 
                                                      income. 
 

STATEMENT OF FINANCIAL POSITION 25TH MARCH 2012

 
                                       2012     2011 
                             Notes  GBP'000  GBP'000 
Non Current Assets 
Investment Properties          9     16,965   18,825 
Other Property, Plant 
 and Equipment                10          -        6 
Investments                   12          3        3 
                                     16,968   18,834 
 
Current Assets 
Accounts Receivable           14        319       26 
Cash and Cash Equivalents               966      881 
                                      1,285      907 
 
 
 
Current Liabilities 
Accounts Payable              15      (808)    (757) 
Income Taxes Payable                  (217)    (240) 
                                    (1,025)    (997) 
 
Net Current Assets                    2,584    1,205 
 
Total Assets Less Current 
 Liabilities                         19,552   20,039 
 
Non-Current Liabilities 
Bank Loans Payable            16    (7,187)  (7,455) 
Deferred Taxation             17        (6)     (56) 
 
Net Assets                           12,359   12,528 
Capital and Reserves 
 
Share Capital                 18        789      789 
Treasury shares                     (1,570)  (1,570) 
Share Premium Account                 1,135    1,135 
Capital Redemption Reserve              205      205 
Retained Earnings                    11,800   11,969 
                                     12,359   12,528 
 
 
 

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 25TH MARCH 2012

 
                                               2012      2011 
                                            GBP'000   GBP'000 
Cashflow from operating 
 activities 
Income before taxation                          292       661 
Adjusted for: 
Depreciation                                      6         2 
Decrease in fair value of 
 investment properties                          866       225 
Interest income                                 (3)       (6) 
Interest expense                                123       312 
Profit on financial liabilities 
 at fair value                                    -      (65) 
(Profit)/loss on disposal 
 of investment properties                     (346)        39 
Changes in: 
Trade and other receivables                   (293)        77 
Trade and other payables                         51     (120) 
Income taxes paid                             (248)     (266) 
Interest paid                                 (123)     (312) 
 
Net cash from operating 
 activities                                     325       547 
 
Cashflow from investing 
 activities 
Interest and other income 
 received                                         3         6 
Purchase of investment properties           (1,330)         - 
Sale of investment properties                 1,641       906 
 
Net cash from investing 
 activities                                     314       912 
 
Cashflow from financing 
 activities 
Dividends paid                                (286)     (286) 
Repayments on bank loans                    (1,605)   (1,045) 
Drawdown on bank loans                        1,337         - 
 
Net cash from financing 
 activities                                   (554)   (1,331) 
 
Net increase in cash and 
 cash equivalents                                85       128 
 
Cash and cash equivalents 
 at beginning of period                         881       753 
 
Cash and cash equivalents 
 at end of period                               966       881 
 
 

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 25th MARCH 2012

 
YEAR ENDED 25 MARCH 2012 
                                    Capital     Share 
                         Share   Redemption   Premium   Treasury   Retained 
                       Capital      Reserve   Account     Shares   Earnings    Total 
                       GBP 000      GBP 000   GBP 000    GBP 000    GBP 000  GBP 000 
 
Balance at 
 26 March 
 2011                      789          205     1,135    (1,570)     11,969   12,528 
Total comprehensive 
 income for 
 the year                    -            -         -          -        117      117 
Dividends                    -            -         -          -      (286)    (286) 
Balance at 
 25 March 
 2012                      789          205     1,135    (1,570)     11,800   12,359 
 

YEAR ENDED 25 MARCH 2011

 
                                    Capital     Share 
                         Share   Redemption   Premium   Treasury   Retained 
                       Capital      Reserve   Account     Shares   Earnings    Total 
                       GBP 000      GBP 000   GBP 000    GBP 000    GBP 000  GBP 000 
 
Balance at 
 26 March 
 2010                      789          205     1,135    (1,570)     11,806   12,365 
Total comprehensive 
 income for 
 the year                    -            -         -          -        449      449 
Dividends 
 - note 7                    -            -         -          -      (286)    (286) 
Balance at 
 25 March 
 2011                      789          205     1,135    (1,570)     11,969   12,528 
 
 

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 25TH MARCH 2011

1. ACCOUNTING POLICIES

Wynnstay Properties PLC is a public limitedcompany incorporated and domiciled in England & Wales. The principal activity of the company is property investment, development and management. The Company's ordinary shares are traded on the Alternative Investment Market. The Company's registered number is 00022473.

Basis of Preparation

The Accounts have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the EU. The financial statements have been presented in pounds sterling being the functional currency of the company. The financial statements have been prepared under the historical cost basis modified for the revaluation of investment properties, financial assets and financial liabilities measured at fair value through profit or loss, and investments.

The financialstatements comprise the results of the Company drawn up to 25th March each year.

(a) New interpretations and revised standards effective for the year ended 25 March 2012

The directors have adopted all new and revised standards and interpretations issued by the International Accounting Standards Board("IASB") and the International Accounting Standards Board ("IASB") and International Financial Reporting Interpretations Committee ("IFRIC") of the IASB that are relevant to the operations and effective for periods beginning or before 26 March 2011.

(b) Standards and Interpretations in issue but not yet effective

The International Accounting Standards Board ("IASB") and International Financial Reporting Interpretations Committee ("IFRIC") have issued revisions to a number of existing standards and new interpretations with an effective date of implementation after the date of these financial statements.

It is not anticipated that the adoption of these revised standards and interpretations will have a material impact on the figures included in the financial statements in the period of initial application other than the following revisions to existing standards.

IFRS 9: Financial Instruments - The standard makes substantial changes to the recognition and measurement of financial assets and financial liabilities and de-recognition of financial assets. In the future there will only be two categories of financial assets; those at fair value through profit and loss and those measured at amortised cost.

Most financial liabilities will continue to be carried at amortised cost, however, some financial liabilities will be required to be measured at fair value through profit and loss, for example derivative financial instruments, with changes in the liabilities' credit risk recognised in other comprehensive income.

The standardis effective for accounting periods beginning on or after 1 January 2015.

IFRS 13: Fair Value Measurement - The standardoutlines a single frameworkfor measuring fair value and the required disclosure thereof when required or permitted by other International Financial Reporting Standards. The standard is unlikely to impact the fair value measurement of assets and liabilities that are currently recognised at fair value, however there will be greater disclosure given.

The standardis effective for accounting periods beginning on or after 1 January 2013.

Key Sources of Estimation Uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that may affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses.

Revisions to accountingestimates are recognised in the period in which the estimate is revised if the revision affects only that period. The key sources of estimation uncertainty that have a significant risk of causing material adjustment to the carrying amounts of assets and liabilities within the next financial year are those relating to the fair value of investmentproperties.

Investment Properties

All the company's investment properties are revalued annually and stated at fair value at 25th March. The aggregate of any resultingsurpluses or deficits are taken to profit or loss.

Non-current assets are classified as held for sale if their carrying amount will be recovered through a sale transaction rather than through continuing use. This condition is regarded as met only when the sale is highly probable and the asset is available for immediate sale in its present condition. Management must be committed to the sale, which should be expected to qualify for recognition as a completed sale within one year from the date of classification. Non-current assets classified as held for sale are measured at the lower of the assets' previous carrying amount and fair value less cost to sell.

Depreciation

In accordancewith IAS 40, freehold investment properties are included in the statement of financial position at fair value, and are not depreciated.

Other plant and equipmentis recognised at cost and depreciated on a straightline basis calculated at annual rates estimated to write off each asset over its useful life of 5 years.

Disposal of Investments

The gains and losses on the disposal of investment properties and other investments are included in the statement of comprehensive income in the year of disposal.

Property Income

Property Income represents the value of accrued charges under operating leases for rental of the Company's properties. Revenue is measured at the fair value of the consideration receivable. All income is derived in the United Kingdom.

Taxation

The tax expense represents the sum of the tax currently payable and deferred tax. Current tax is the expected tax payable on the taxable income for the year based on the tax rate enacted or substantially enacted at the reporting date, and any adjustment to tax payable in respect of prior years. Taxable profit differs from income before tax because it excludes items of income or expense that are deductible in other years, and it further excludes items that are never taxable or deductible.

Deferred taxation is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profits, and is accounted for using the statement of financial position liability method. Deferred tax liabilities are recognised for all taxable temporary differences (including unrealised gains on revaluation of investment properties) and deferred tax assets are recognised to the extent that it is probable that taxable profits will be availableagainst which deductible temporary differences can be utilised.

The Company provides for deferred tax on investment properties by reference to the tax that would be due on the sale of investment properties. Deferred tax is calculated at the rates that are expected to apply in the period when the liability is settled, or the asset is realised. Deferred tax is charged or credited in the statement of comprehensive income,including deferred tax on the revaluation of investment property.

Trade and other accounts receivable

Trade and other receivables are initially measured at fair value as reduced by appropriate allowances for estimated irrecoverable amounts. All receivables do not carry any interest and are short term in nature.

Cash and cash equivalents

Cash comprises cash at bank and on demand deposits. Cash equivalents are short term (less than three months from inception), repayable on demand and which are subject to an insignificant risk of change in value.

Trade and other accounts payable

Trade and other payables are initiallymeasured at fair value. All trade and other accounts payable are non-interest bearing.

Pensions

Pension contributions towards employees' pension plans are charged to the statement of comprehensive income as incurred. The pension scheme is a defined contribution scheme.

Financial Instruments

Derivative financial instruments are initially measured at fair value at the contract date entered into, and subsequently measured to their fair value at each reporting date. Derivatives are recognised separately on the statement of financial position, when not closely related to the host contract. Changes in the fair value of derivativefinancial instruments that do not qualify for hedge accounting are recognised in profit or loss.

 
2. PROPERTY COSTS                                              2012     2011 
                                                            GBP'000  GBP'000 
     Rents payable                                                5        5 
     Empty rates                                                 44       46 
     Twickenham costs                                            66        - 
     Property management                                         18       29 
                                                                133       80 
     Legal fees                                                  39       37 
     Agents fees                                                 10       12 
     Bad debts                                                    -        7 
                                                                182      136 
 
3. ADMINISTRATIVE COSTS                                        2012     2011 
                                                            GBP'000  GBP'000 
     Rents payable - operating lease 
      rentals                                                    17       20 
     General administration, including 
      staff costs                                               329      330 
     Auditors' remuneration: Audit 
      fees                                                       32       32 
                                             Tax services         5        5 
     Depreciation and amortisation                                6        2 
                                                                389      389 
     Included within General administration costs 
      above are pension payments made to a former 
      director of GBPnil (2011: GBP5,724). 
 
4. STAFF COSTS                                                 2012     2011 
                                                            GBP'000  GBP'000 
     Staff costs, including Directors, 
      during the year were as follows: 
     Wages and salaries                                         167      166 
     Social security costs                                       18       18 
     Other pension costs                                         10       15 
                                                                195      199 
     Details of Directors' emoluments, 
      totalling GBP180,479 (2011: 
      GBP174,989), are shown in the 
      Report of the Directors 
                                                                No.      No. 
     The average number of employees, 
      including Directors, 
      engaged wholly in management 
      and administration was:                                     5        5 
     The number of Directors for 
      whom the Company paid pension 
      benefits during the year was:                               1        1 
 
 
 
5. FINANCE COSTS (NET)                          2012     2011 
                                             GBP'000  GBP'000 
     Interest payable on bank loans              123      312 
     (Profit)/Loss on financial 
      liabilities at fair value 
      through profit or loss (note 
      19)                                       ...-     (65) 
                                                 123      247 
     Less: Bank interest receivable              (3)      (6) 
                                                 120      241 
 
6. TAXATION                                     2012     2011 
                                             GBP'000  GBP'000 
     (a) Analysis of the tax charge 
      for the year: 
     UK Corporation tax at 26% (2011: 
      28%)                                       225      237 
 
     Deferred tax - temporary differences       (50)     (25) 
     Current tax charge for the 
      year                                       175      212 
 
     (b) Factors affecting the tax 
      charge for the year: 
     Net Income before taxation                  292      661 
     Current Year: 
     Corporation tax thereon at 
      26% (2011 - 28%)                            76      185 
     Expenses not deductible for 
      tax purposes                                14        8 
     Excess of capital allowances 
      over depreciation                            -      (7) 
     Investment loss on fair value 
      not taxable                                225       63 
     Investment gain not taxable                (90)        - 
     Marginal rate relief                          -     (12) 
                                                 225      237 
 
7. DIVIDENDS                                    2012     2011 
                                             GBP'000  GBP'000 
     Final dividend paid in year 
      of 7.6p per share 
     (2011: 7.6 per share)                       206      206 
     Interim dividend paid in year 
      of 2.9p per share 
     (2011: 2.9p per share)                       80       80 
                                                 286      286 
 
     The Board recommends the payment of a final 
      dividend of 7.6p per share, which will be recorded 
      in the Financial Statements for the year ending 
      25th March 2013. 
 
 
8. EARNINGS PER SHARE 
     Basic earnings per share are calculated by dividing 
      Income after Taxation attributable to Ordinary 
      Shareholders of GBP117,000 (2011: GBP449,000) 
      by the weighted average number of 2,711,617 
      (2011: 2,711,617) ordinary shares in issue during 
      the period. There are no instruments in issue 
      that would have the effect of diluting earnings 
      per share. 
9. INVESTMENT PROPERTIES                       2012      2011 
                                            GBP'000   GBP'000 
     Cost 
     Balance at 25th March 2011              18,825    21,290 
     Additions                                1,330         - 
     Disposals                                    -     (945) 
     Revaluation deficit                      (866)     (225) 
                                             19,289    18,825 
 
     Less: 
     Assets held for sale (note 
      13) 
     Balance at 25(th) March 2011             1,295         - 
     Additions                                2,324     1,295 
     Disposals                              (1,295)         - 
     Balance at 25(th) March 2012             2,324     1,295 
     Investment properties as at 
      25(th) March 2012                      16,965    18,825 
 
 
 

The Company's freehold investment properties were valued at GBP19,325,000 by Independent Valuers, Sanderson Weatherall and Chesterton Humberts Chartered Surveyors, as at 25th March 2012,in accordance with the RICS Appraisal and Valuation Standards, on the basis of Market Value, defined as:

"The estimatedamount for which a propertyshould exchange on the date of valuationbetween a willing buyer and a willingseller in an arm's-length transaction, after proper marketing wherein the partieshad each acted knowledgeably, prudently and without compulsion".

Assets held for sale of GBP2,324,000included an adjustmentto exclude the estimated costs to sell of GBP36,400 from the valuation.

Freehold investment properties, including assetsheld for sale (Note 13), would have been shownat an historical cost of GBP15,187,400 (2011: GBP16,613,000) if revaluations had not been undertaken.

 
10. OTHER PROPERTY, PLANT AND EQUIPMENT 
 
                                 2012      2011 
                              GBP'000   GBP'000 
     Cost 
     Balance at 25th March 
      2011 and 
      at 25th March 2012           47        47 
 
     Depreciation 
     Balance at 25th March 
      2011                         41        39 
     Charge for the Year            6         2 
     Balance at 25th March 
      2012                         47        41 
 
     Net Book Values at 
      25th March 2012               -         6 
 
 
11. OPERATING LEASES RECEIVABLE 
                                              2012      2011 
     The future minimum                    GBP'000   GBP'000 
      lease payments receivable 
      under non-cancellable 
      operating leases 
      which expire: 
     Not later than one 
      year                                   1,361     1,389 
     Between 2 and 5 years                   2,646     2,439 
     Over 5 years                              144       197 
                                                 4     4,025 
     Rental Income recognised in the statement of 
      comprehensive income amounted to GBP1,503,000 
      (2011: GBP1,691,000). 
     Typically, the properties were let for a term 
      of between 5 and 15 years at a market rent with 
      rent reviews every 5 years. The above analysis 
      reflects future minimum lease payments receivable 
      to the next break clause in the operating lease. 
      The properties are leased on terms where the 
      tenant has the responsibility for repairs and 
      running costs for each individual unit with 
      a service charge payable to cover common services 
      provided by the landlord on certain properties. 
 
 
12. INVESTMENTS                          2012            2011 
                                      GBP'000         GBP'000 
     Quoted investments                     3               3 
 
13. NON CURRENT ASSETS HELD              2012            2011 
 FOR SALE 
                                      GBP'000         GBP'000 
     Investment properties held for 
      sale                              2,324           1,295 
 
     The Company anticipates that it will sell two 
      commercial properties within the current financial 
      year and, as a result, these properties have 
      been re-classified as held for sale. Since the 
      year end, the Company has completed on the sale 
      of a development site at Twickenham. 
 
14. ACCOUNTS RECEIVABLE                  2012            2011 
                                      GBP'000         GBP'000 
     Other receivables                    319              26 
                                          319              26 
 
15. ACCOUNTS PAYABLE                     2012            2011 
                                      GBP'000         GBP'000 
     Other creditors                      184             153 
     Accruals and deferred income         624             604 
                                          808             757 
 
 
16. BANK LOANS PAYABLE                              2012      2011 
                                                 GBP'000   GBP'000 
     Bank Loan: Repayable on 17 December 
      2013                                         7,187     7,455 
     Interest is being charged at 1.25% per annum 
      over LIBOR on the loan until 17 December 2013. 
 
      The loan facility is secured by fixed charges 
      over a number of freehold land and buildings 
      owned by the Company, which at the year end 
      had a combined value of GBP13,443,800 (2011: 
      GBP11,590,000). The undrawn element of the loan 
      facility available at 25th March 2012 was GBP1.3million 
      (2011: GBP1.05million). The loan is additionally 
      secured by a memorandum of security over cash 
      deposits of GBPnil (2011: GBP300,000). 
 
 
17. DEFERRED TAX 
     The movement in the deferred tax liability during 
      the year is as follows: 
                                                 Deferred 
                                                   Tax on 
                                                 property 
                                              revaluation 
                                                  GBP'000 
     At 26th March 2011                                56 
     Release of provision in the 
      year                                           (50) 
     At 25th March 2012                                 6 
 
 
18. SHARE CAPITAL                                2012     2011 
                                              GBP'000  GBP'000 
     Ordinary Shares of 25p each: 
     Authorised: 8,000,000 shares               2,000    2,000 
     Allotted, Called Up and Fully 
      Paid                                        789      789 
 
     All shares rank equally in respect 
      of Shareholder rights. 
 
     In March 2010, the company acquired 443,650 Ordinary 
      shares of Wynnstay Properties plc from Channel 
      Hotels and Properties Ltd at a price of GBP3.50 
      per share. These shares, representing in excess 
      of 14% of the total shares in issue, are held 
      in Treasury. 
 

19. FINANCIAL INSTRUMENTS

The objective of the Company's policies is to manage the Company's financial risk, secure cost effective funding for the Company's operations and minimise the adverse effects of fluctuations in the financial markets on the value of the Company's financial assets and liabilities, on reported profitability and on the cash flows of the Company.

At 25th March 2012 the Company's financial instruments comprised borrowings and cash and cash equivalents, with short term receivables and short term payables excluded from IFRS 7. The main purpose of these financial instruments was to raise finance for the Company's operations. Throughout the period under review, the Company has not traded in any other financial instruments and the fair value of the Company's financial assets and liabilities at 25th March 2012 is not materially different from their book value. The Board reviews and agrees policies for managing each of these risks and they are summarised below:

Credit Risk

The risk of financial loss due to a counterparty's failure to honour its obligations arises principally in connection with property leases and the investment of surplus cash.

Tenant rent payments are monitored regularlyand appropriate action is taken to recovermonies owed or, if necessary, to terminate the lease. Funds may be invested and loan transactions contracted only with banks and financial institutions with a high credit rating.

The Group has no significant concentration of credit risk associated with trading counterparties (considered to be over 5% of net assets) with exposure spread over a large number of tenancies.

Concentration of credit risk exist to the extent that at 25th March 2012 and 2011, current account and short term deposits were held with two financial institutions, Svenska Handelsbanken AB and C Hoare & Co . Maximum exposure to credit risk on cash and cash equivalents at 25th March 2012 was GBP966,000 (2011:

GBP885,000).

Currency Risk

As the Company's assetsand liabilities are denominated in Pounds Sterling, there is no exposure to currency risk.

Interest Rate Sensitivity

Financial instruments affected by interest rate risk include loan borrowings and cash deposits. The analysis below shows the sensitivity of the statement of comprehensive income and equity to a 0.5% change in interest rates:

 
 
                                    0.5% decrease     0.5% decrease 
                                      in interest       in interest 
                                            rates             rates 
                                    2012     2011     2012     2011 
                                 GBP'000  GBP'000  GBP'000  GBP'000 
     Impact of net interest 
      payable - gain/(loss)           36       37     (36)     (37) 
     Impact of net interest 
      receivable - gain/(loss)       (5)      (4)        5        4 
     Total impact on pre tax 
      profit and equity               31       33     (31)     (33) 
 
 
 
      The net exposure of the Company to interest rate 
      fluctuations was as follows: 
                                              2012     2011 
                                           GBP'000  GBP'000 
 
     Floating rate borrowings (bank 
      loans)                               (7,187)  (7,455) 
     Less: cash and cash equivalents           966      881 
                                           (6,221)  (6,574) 
 

Fair value of financial instruments

Except as detailed in the following table, management consider the carrying amounts of financial assets and financial liabilities recognised at amortised cost approximate to their fair value. A comparison of book values and fair values of the Company's financial assets and liabilities is set out below:

 
                                     2012         2012         2011         2011 
                               Book Value   Fair Value   Book Value   Fair Value 
                                  GBP'000      GBP'000      GBP'000      GBP'000 
Interest bearing borrowings 
 (note 16)                        (7,187)      (7,037)      (7,455)      (7,213) 
Total                             (7,187)      (7,037)      (7,455)      (7,213) 
 
 

Categories of financial instruments

 
                                        2012     2011 
                                     GBP'000  GBP'000 
Financial assets: 
Loans and receivables                    319       26 
Cash and cash equivalents                966      881 
Quoted investments                         3        3 
 
Total financial assets                 1,288      910 
Non-financial assets                  19,289   20,126 
Total assets                          20,577   21,036 
 
 
Financial liabilities at Amortised 
 cost:                                 8,212    8,452 
Non-financial liabilities                  6       56 
 
Total liabilities                      8,218    8,508 
Shareholders' equity                  12,359   12,528 
Total shareholders' equity 
 and liabilities                      20,577   21,036 
 

The following table provides an analysis of financial instruments as at 25th March that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable:

-- Level 1: fair value measurements are those derived from quoted prices in active markets for identical assets or liabilities.

-- Level 2: fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e as prices) or indirectly (i.e derived from prices).

-- Level 3: fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data.

 
                         Level 1   Level 2   Level 3   Level 4 
                         GBP'000   GBP'000   GBP'000   GBP'000 
Financial instruments 
 at 25 March 2012 
Quoted investments             3         -         -         3 
                               3         -         -         3 
 
 
 
                          Level 1   Level 2   Level 3   Level 4 
                          GBP'000   GBP'000   GBP'000   GBP'000 
Financial instruments 
 at 25 March 2011 
Derivative instruments 
 at fair value through 
 profit or loss                 -        65         -        65 
Quoted investments              3         -         -         3 
                                3        65         -        68 
 
 

Capital Management

The primary objectives of the Company's capital management are:

-- to safeguard the Company's ability to continue as a going concern, so that it can continue to provide returns for shareholders: and

-- to enable the Company to respond quickly to changes in market conditions and to take advantage of opportunities

Capital comprises shareholders equity plus net borrowings. The Company monitors capital using loan to value and gearing ratios. The former is calculated by reference to net borrowings as a percentage of the year end valuation of the investment property portfolio. Gearing ratio is the percentage of net borrowings divided by shareholders equity. Net borrowings comprises total borrowings less cash and cash equivalents.

The Company's policy is that the loan to value ratio should not exceed 60% and that the gearing ratio should not exceed 100%.

 
                                    2012     2011 
                                 GBP'000  GBP'000 
     Total Borrowings              7,187    7,455 
     Cash and cash equivalents     (966)    (881) 
     Net borrowings                6,221    6,574 
     Shareholders equity          12,359   12,528 
     Investment properties        19,289   20,120 
 
     Loan to value ratio           32.3%    32.7% 
     Gearing ratio                 50.3%    52.5% 
 
   20.        STATEMENT OF CASH FLOWS 
 
 
      Analysis of Net Debt        25th March      Cash   26th March 
                                        2012  Movement         2011 
                                     GBP'000   GBP'000      GBP'000 
 
     Cash and cash equivalents         (966)      (85)        (881) 
     Bank loan due after more 
      than one year                    7,187     (268)        7,455 
     Net Debt                          6,221       353        6,574 
 
 21. COMMITMENTS UNDER OPERATING LEASES 
 
      Future rental commitments at 25th March 2012 under 
      non-cancellable operating leases are as follows:- 
                                                  2012         2011 
                                               GBP'000      GBP'000 
     Within one year                                21           15 
     Between two to five years                       5            7 
                                                    26           22 
 
22. RELATED PARTY TRANSACTIONS 
     The Company has entered into an agreement with 
      I.F.M.Consultants Ltd, a company owned and controlled 
      by T.J.C. Parker, a Director of the Company, for 
      that company to provide certain consultancy services. 
      During the year to 25th March 2012, I.F.M. Consultants 
      Ltd was paid GBP36,648 (2011: GBP33,825). There 
      were no other related party transactions other 
      than with the Directors, which have been disclosed 
      under Directors' Emoluments in the Report of the 
      Directors. 
 
   23.        EVENTS after the end of the reporting period 

On 27th April, the Company completed on the purchase of a freehold office building in Surbiton for GBP1,600,000 which is let on a long lease to the YMCA. On 11th June, the Company completed on the sale of the freehold property in Twickenham for GBP1,620,000.

24. SEGMENTAL REPORTING

 
                                Industrial           Retail             Office              Total 
                                 2012     2011      2012     2011      2012     2011      2012     2011 
                              GBP'000  GBP'000   GBP'000  GBP'000   GBP'000  GBP'000   GBP'000  GBP'000 
     Rental Income              1,020    1,100       214      299       269      292     1,503    1,691 
     Loss on property 
      investments 
      at fair value             (866)    (105)              (110)               (10)     (866)    (225) 
 
     Total income 
      and gain                    154      995       214      189       269      282       637    1,466 
 
     Property expenses          (182)    (136)         -        -         -        -     (182)    (136) 
 
     Segment (loss)/profit       (28)      859       214      189       269      282       455    1,330 
 
     Unallocated corporate 
      expenses                                                                           (389)    (389) 
     Profit/(Loss) 
      on sale of 
      investment property                                                                  346     (39) 
 
     Operating income                                                                      412      902 
 
     Interest expense 
      (all relating 
      to property loans)                                                                 (123)    (247) 
     Interest income 
      and 
      other income                                                                           3        6 
     Income before 
      taxation                                                                             292      661 
 
 
     Other information          Industrial           Retail             Office              Total 
                                 2012     2011      2012     2011      2012     2011      2012     2011 
                              GBP'000  GBP'000   GBP'000  GBP'000   GBP'000  GBP'000   GBP'000  GBP'000 
     Segment assets            13,036   14,180     3,960    3,030     2,293    2,910    19,289   20,120 
 
     Segment assets 
      held 
      as security               7,191    6,015     3,960    3,030     2,293    2,545    13,444   11,590 
 
 

25. ANNUAL REPORT AND ACCOUNTS

The Annual Report and Accounts for the year ended 25(th) March 2012 will be posted to shareholders on or about 20(th) June 2012.

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR BKFDNABKDOAD

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