TIDMSUH
RNS Number : 9831S
Sutton Harbour Holdings PLC
29 June 2018
29 June 2018
SUTTON HARBOUR HOLDINGS PLC ("the Group")
Preliminary results for the year ended 31 March 2018
Sutton Harbour Holdings plc ("Sutton Harbour", "the Company"),
the AIM listed waterfront regeneration and destination specialist,
announces preliminary results for the year ended 31 March 2018.
Highlights
-- The Strategic Review culminated in a change in majority
ownership with FB Investors LLP acquiring 72.65% of the share
capital.
-- The Company awaits the report from the Government Inspector
on the proposed Plymouth and South West Devon Joint Local Plan
-- Planning Applications submitted or in progress for three
Sutton Harbour area schemes: Harbour Arch Quay, Sugar Quay and
Harbour Car Park
-- Another record year for Plymouth Fisheries Hub: GBP21.0m fish throughput value
Financial
-- Adjusted loss before tax* GBP0.136m (2017: profit GBP0.331m)
-- Net financing costs GBP0.90m (2017: GBP0.96m)
-- Net Assets GBP39.3m (2017: GBP40.1m)
-- Year-end net debt GBP21.9m (2017: GBP22.5m)
*Before accounting for costs of change in ownership, fair value
adjustments on assets, impairments and provisions for onerous
leases
Phil Beinhaker, Chairman, commented:
"The investment in the Company by, and the proven experience of,
FB Investors LLP has provided fresh impetus to accelerate making
Sutton Harbour a destination of regional importance and national
significance, building upon the strengthening of existing
activities, with the development of new residential, retail,
commercial and leisure amenities."
For further information, please contact
Sutton Harbour Holdings plc
Jason Schofield - Chief Executive
Natasha Gadsdon - Finance Director 01752 204186
Arden Partners (Nomad and Broker)
Paul Shackleton 020 7614 5924
Chairman and Chief Executive's Statement
Year Ended 31 March 2018
Shareholders' Overview
Highlights
-- The Strategic Review culminated in a change in majority
ownership following a 'Partial Offer and Acceptance' in January
2018. This resulted in FB Investors LLP acquiring 67,393,960 shares
at the offer price of 29.5 pence per share.
-- Shareholders approved the issue of 9,322,034 new ordinary
shares to FB Investors LLP at a General Meeting held on 3 January
2018. Following the 'Partial Offer and Acceptance' and subscription
to new shares, FB Investors LLP holds 76,715,994 shares, 72.65% of
the total issue share capital of the Company.
-- Philip Beinhaker, a Director of FB Investors LLP, was
appointed a Director of the Company on 22 January 2018 and he was
immediately appointed Chairman with Graham Miller stepping down to
Non-Executive Director. Robert De Barr stepped down from the board
on 22 January 2018.
-- Jason Schofield, Chief Executive, gave notice of resignation
on 23 April 2018 and will leave the Company on 23 July 2018. The
Board has begun a review of its composition and structure. The
review, led by non-executive Directors, Graham Miller and Sean
Swales, will consider the commercial requirements of the business,
optimising resources and corporate governance. This may, or may
not, lead to a further appointment in due course. In the interim
period Philip Beinhaker will act as Executive Chairman.
Results and Financial Position
The adjusted loss before taxation for the year was GBP0.136m
(2017: profit before taxation GBP0.331m), which excludes non-cash
fair value adjustments, impairments, provision for onerous leases
and the costs in connection with change of share ownership. Loss
before taxation for the year under review as per the Income
Statement, inclusive of the aforementioned adjustments, was
GBP2.502m (2017: profit before taxation GBP0.053m).
As at 31 March 2018 net assets were GBP39.328m (2017:
GBP40.141m), representing 37.2p per share (2017: 41.7p per share).
The decrease incorporates the results of the fair value adjustment
to the investment property and fixed asset portfolio of a deficit
of GBP0.626m recorded as a charge to the Income Statement and the
owner occupied portfolio of a deficit of GBP1.624m recorded to the
Revaluation Reserve. Overall, these valuation movements which were
determined by way of an independent valuation, decreased net assets
by GBP2.250m (2017: GBP0.870m).
Gearing as at 31 March 2018 stood at 55.6% (2017: 55.9%).
Finance costs fell from GBP0.957m (2017) to GBP0.897m (2018). The
Company's core GBP25m banking facility was extended in January 2018
to March 2021.
During the year net debt (including finance leases) decreased to
GBP21.858m (March 2017: GBP22.458m). The new share subscription in
January 2018 introduced GBP2.75m of fresh capital into the Company.
Costs of the change in control of GBP1.553m were expended during
the year with a further GBP0.187m to be paid after the year end. In
addition, GBP0.152m costs were attributable to the new share
subscription and debited to the Share Premium Account. Development
Inventories increased during the year by GBP0.721m reflecting the
accelerated expenditure in connection with promoting regeneration
schemes and in particular, that of Sugar Quay. GBP0.588m (2017:
GBP0.296m) expenditure during the year relates to infrastructure
investment.
The board does not recommend payment of a dividend on the year's
results.
Directors and Staff
During the year, Robert De Barr stepped down from the board,
after 5 years as a Non-Executive Director, Philip Beinhaker was
appointed a Non-Executive Director and Chairman and Graham Miller
reverted to Non Executive-Director after 4 years as Chairman.
Following notice of resignation given by Jason Schofield, Philip
Beinhaker has assumed the role of Executive Chairman. Staff numbers
have continued to fall slightly as a result of natural wastage,
with an increase in contracting out to meet resource requirements.
Headcount as at 31 March 2018 was 32 (2017: 33).
Operations Report
MARINE- commercial fishing
Despite a seasonally weaker summer, a bumper autumn season
resulted in another strong year for fish throughput at Plymouth
Fisheries valued at GBP21.0m (2017: GBP19.7m). Fuel sales (marine
gasoil) were, however, down 7% by volume reflecting the market's
success in attracting fish transported by road from other ports for
auction and also competition from other fuel sellers.
Following on from the renewal of the ice plant and chillers
during the last couple of years, the grant supported infrastructure
programme has continued with investment this year into new
efficient boilers, and energy efficient lighting and hygienic wall
cladding installed in the auction hall.
The pedestrian bridge across Sutton Lock has been out of action
for year whilst investigations into the bearing failure and
procurement process have progressed. The Company is working jointly
with the Environment Agency and Plymouth City Council to
recommission the bridge as soon as manufacture lead times will
allow.
MARINE- leisure marinas
Both marinas, Marina at Sutton Harbour and King Point Marina,
have traded steadily throughout the season although occupancy was
slightly lower than last year.
REAL ESTATE AND CAR PARKING
Rental occupancy has fallen slightly after some units have
become vacant after long tenancies ended and some tenants'
businesses failed. This has impacted the profitability of this
activity in the current year which is down by 21.9%, before taking
fair value adjustments and provisions for onerous leases into
account. The Company is actively marketing the vacant space for
which interest remains good from prospective tenants. Good year on
year growth at the car parks has resulted in profitability of this
activity up by 9.3% compared to last year. Taken together, the
profitability of these two complementary activities is down 15.9%
compared to last year, before taking fair value adjustments and
provisions for onerous leases into account
REGENERATION
Former Airport Site
The Company has actively participated in all stages of the
public consultation in respect of the Local Planning Authority's
proposed adoption of the new Plymouth and South West Devon Joint
Local Plan. Detailed representations, which have taken a number of
years to compile, were submitted to the Government Inspectors who
conducted the public hearing from January to March 2018. The
Company currently awaits the outcome of the hearing and
specifically whether the Government Inspectors will uphold Local
Planning Authority's proposal to safeguard the Former Airport Site
for 5 years for potential general aviation use (which includes
private aircraft and other non-commercial passenger services),
following which, the local planning authority proposes a review of
the policy. The Company maintains that far greater social and
economic benefit for the city will result from the development of
the site for an appropriate mixture of residential and other uses
which can deliver housing (including a substantial contribution to
the need of social housing), community and educational facilities
and employment space, effectively integrated with the existing
surrounding developments.
Sutton Harbour Regeneration Schemes
The Sugar Quay and Harbour Arch Quay development sites are
positioned on the East and North East Quays of the harbour
respectively and have formerly been referred to as Sugar
House/Boatyard and Horsewash. Following the change of control and
board changes in January 2018, the scheme proposals for Sugar Quay,
as re-worked last year, underwent a detailed review. This review
was led by Philip Beinhaker and Jason Schofield and supported by
in-house colleagues and specialist consultants. The scheme was
subsequently re-designed , incorporating efficient basement
parking, retail and leisure space on the ground floor and
approximately 175 residential units. The revised scheme is
currently being refined in consultation with the local planning
authority, prior to full planning submission.
An application for Harbour Arch Quay, located at North East
Quay, to create 14 residential units and ground floor commercial
accommodation has been submitted for planning approval.
In addition, proposals are due to be submitted at the same time
as the Sugar Quay application to extend Harbour Car Park, situated
at the Eastern Gateway to the harbour, creating approximately 150
additional spaces.
The Company gained Marine Management Organisation (MMO)
licensing consent this year for the 'Boardwalk' scheme (three years
after planning consent was granted). The same application has now
been re-submitted for planning consent, as the original consent
expired in May 2018 which will be effective over the same time
period as the MMO licence.
Outlook
The investment in the Company by, and the proven experience of,
FB Investors LLP has provided fresh impetus to accelerate making
Sutton Harbour a destination of regional importance and national
significance, building upon the strengthening of existing
activities, with the development of new residential, retail,
commercial and leisure amenities.
PHILIP BEINHAKER JASON SCHOFIELD
CHAIRMAN CHIEF EXECUTIVE
29 June 2018
Consolidated Income Statement
For the year ended 31 March 2018
2018 2017
GBP000 GBP000
Revenue 6,503 6,718
Cost of sales before impairment of assets and onerous leases (4,367) (4,130)
Onerous leases - (173)
Cost of sales (4,367) (4,303)
Gross profit 2,136 2,415
------------
Fair value adjustments on investment properties and fixed assets (626) (105)
Administrative expenses (1,374) (1,300)
Exceptional costs of change in ownership (1,741) -
Operating (loss)/profit (1,605) 1,010
------------ ------------
Finance income - -
Finance costs (897) (957)
------------
Net finance costs (897) (957)
------------ ------------
(Loss)/profit before tax from continuing operations (2,502) 53
Taxation credit/(charge) on profit from continuing operations 304 (13)
------------ ------------
(Loss)/profit for the year from continuing operations (2,198) 40
------------ ------------
Profit for the year attributable to owners of the parent (2,198) 40
============ ============
Basic and diluted (loss)/earnings per share
from continuing operations (2.24)p 0.04p
Consolidated Statement of Other Comprehensive Income
For the year ended 31 March 2018
2018 2017
GBP000 GBP000
------------ ------------
(Loss)/profit for the year (2,198) 40
Items that will not be reclassified subsequently to profit or loss:
Revaluation of property, plant and equipment (1,624) (765)
Items that may be reclassified subsequently to profit or loss:
Effective portion of changes in fair value of cash flow hedges 70 (3)
Other comprehensive income for the year, net of tax (1,554) (768)
------------ ------------
Total comprehensive income for the year attributable to owners of the parent (3,752) (728)
============ ============
Consolidated Balance Sheet
As at 31 March 2018
2018 2017
GBP000 GBP000
Non-current assets
Property, plant and equipment 23,973 26,289
Investment property 19,055 19,460
43,028 45,749
------------ ------------
Current assets
Inventories 21,276 20,569
Trade and other receivables 2,170 2,060
Cash and cash equivalents 2,767 703
Tax recoverable 8 13
26,221 23,345
------------ ------------
Total assets 69,249 69,094
------------ ------------
Current liabilities
Trade and other payables 1,633 1,173
Finance lease liabilities 117 123
Deferred income 1,434 1,479
Provisions 70 71
Derivative financial instruments 6 -
3,260 2,846
------------ ------------
Non-current liabilities
Bank loans 24,350 22,800
Finance lease liabilities 158 238
Deferred income and deferred government
grants 646 1,169
Deferred tax liabilities 1,338 1,642
Provisions 169 182
Derivative financial instruments - 76
26,661 26,107
------------ ------------
Total liabilities 29,921 28,953
------------ ------------
Net assets 39,328 40,141
============ ============
Issued capital and reserves attributable
to owners of the parent
Share capital 16,162 16,069
Share premium 7,872 5,368
Other reserves 10,050 12,683
Retained earnings 5,244 6,021
Total equity 39,328 40,141
============ ============
Consolidated Statement of Changes in Equity
For the year ended 31 March 2018
Share Share Revaluation Merger Hedging Retained Total
capital premium reserve reserve reserve earnings equity
------------Other reserves------------
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
-------- -------- ---------------- ----------- ----------- --------- -------
Balance at 1 April
2016 16,069 5,368 9,653 3,871 (73) 5,981 40,869
Comprehensive income/(expense)
Profit for the year - - - - - 40 40
Other comprehensive
income/(expense)
Revaluation of property,
plant and equipment - - (765) - - - (765)
Effective portion of
changes in fair value
of cash flow hedges - - - - (3) - (3)
Total other comprehensive
income/(expense) - - (765) - (3) - (768)
-------- -------- ---------------- ----------- ----------- --------- -------
Total comprehensive
income/(expense) - - (765) - (3) 40 (728)
-------- -------- ---------------- ----------- ----------- --------- -------
Total balance at 31
March 2017 16,069 5,368 8,888 3,871 (76) 6,021 40,141
======== ======== ================ =========== =========== ========= =======
Balance at 1 April
2017 16,069 5,368 8,888 3,871 (76) 6,021 40,141
Adjustment to opening
balance - - (1,079) - - 1,421 342
Comprehensive income/(expense)
Profit for the year - - - - - (2,198) (2,198)
Other comprehensive
income/(expense)
Revaluation of property,
plant and equipment - - (1,624) - - - (1,624)
Effective portion of
changes in fair value
of cash flow hedges - - - - 70 - 70
Total other comprehensive
income/(expense) - - (1,624) - 70 - (1,554)
-------- -------- ---------------- ----------- ----------- --------- -------
Total comprehensive
income/(expense) - - (1,624) - 70 (2,198) (3,752)
-------- -------- ---------------- ----------- ----------- --------- -------
Transactions with owners
of the parent
Purchase of shares 93 2,504 - - - - 2,597
Total balance at 31
March 2018 16,162 7,872 6,185 3,871 (6) 5,244 39,328
======== ======== ================ =========== =========== ========= =======
Consolidated Cash Flow Statement
For the year ended 31 March 2018
2018 2017
GBP000 GBP000
------ ------
Cash generated from total operating activities (886) 1,008
Cash flows from investing activities
Net expenditure on investment property - -
Expenditure on property, plant and equipment (227) (296)
Proceeds from sale of plant and equipment 12 -
Net cash used in investing activities (215) (296)
------ ------
Cash flows from financing activities
Proceeds from issue of shares 2,750 -
Expenses of share issuance (152) -
Interest paid (897) (957)
Loan drawdown/(repayment of borrowings) 1,550 300
Net (repayment)/drawdown of capital element
of finance leases (86) (38)
Net cash generated from/(used in) financing
activities 3,165 (695)
------ ------
Net increase in cash and cash equivalents 2,064 17
Cash and cash equivalents at beginning of the
year 703 686
Cash and cash equivalents at end of the year 2,767 703
------ ------
Reconciliation of financing activities for the year ended 31 March 2018
2018 Cash flow 2017
GBP000 GBP000 GBP000
Bank loans 24,350 1,550 22,800
Finance leases 275 (86) 361
------ --------------- ------------
Long term debt 24,625 1,464 23,161
------ --------------- ------------
Notes
Segment Results
Management has determined the operating segments based on the
reports reviewed by the Board of Directors that are used to make
strategic decisions.
The Board of Directors considers the business from an
operational perspective as the Group has only one geographical
segment, with all operations being carried out in the United
Kingdom.
The Board of Directors assesses the performance of the operating
segments using operating profit. The segment information provided
to the Board of Directors for the reportable segments for the year
ended 31 March 2018 is as follows:
Year ended 31 Real
March 2018 Marine Estate Car Parking Regeneration Total
GBP000 GBP000 GBP000 GBP000 GBP000
------- -------- ------------ ------------- --------
Revenue 4,578 1,414 511 - 6,503
Gross profit
prior to non-recurring
items 971 946 318 (99) 2,136
Segmental Operating
Profit before
Fair value adjustment
and unallocated
expenses 971 946 318 (99) 2,136
Fair value adjustment
on investment
properties and
fixed assets (221) (405) - - (626)
------- -------- ------------ ------------- --------
1,510
Unallocated:
Administrative
expenses (1,374)
Exceptional costs
of change in
ownership (1,741)
--------
Operating profit (1,605)
Financial income -
Financial expense (897)
--------
Profit before
tax from continuing
activities (2,502)
Taxation 304
--------
Profit for the
year from continuing
operations (2,198)
--------
Depreciation
charge
Marine 297
Car Parking 12
Administration 16
----
325
----
Year ended 31 Real
March 2017 Marine Estate Car Parking Regeneration Total
GBP000 GBP000 GBP000 GBP000 GBP000
Revenue 4,626 1,609 483 - 6,718
Gross profit
prior to non-recurring
items 1,207 1,211 291 (121) 2,588
Non-recurring
items:
Onerous leases - (173) - - (173)
Impairment of
plant, property - - - - -
and equipment
------- -------- ------------ ------------- --------
Segmental Operating
Profit before
Fair value adjustment
and unallocated
expenses 1,207 1,038 291 (121) 2,415
Fair value adjustment
on investment
properties and
fixed assets (428) 110 213 (105)
------- -------- ------------ ------------- --------
2,310
Unallocated:
Administrative
expenses (1,300)
--------
Operating profit 1,010
Financial income -
Financial expense (957)
--------
Profit before
tax from continuing
activities 53
Taxation (13)
--------
Profit for the
year from continuing
operations 40
Depreciation
charge
Marine 308
Car Parking 12
Administration 16
----
336
----
Assets and liabilities
2018 2017
GBP000 GBP000
-------- --------
Segment assets:
Marine 20,882 22,865
Real Estate 19,460 20,165
Car Parking 4,233 4,178
Regeneration 21,414 20,668
Total segment assets 65,989 67,876
Unallocated assets:
Property, plant & equipment 78 100
Trade & other receivables 415 432
Cash and cash equivalents 2,767 686
-------- --------
Total assets 69,249 69,094
======== ========
2018 2017
GBP000 GBP000
-------- --------
Segment liabilities:
Marine 1,858 2,361
Real Estate 705 531
Car Parking 131 121
Regeneration 938 932
Total segment liabilities 3,632 3,945
Unallocated liabilities:
Bank overdraft & borrowings 24,625 23,161
Trade & other payables 320 129
Financial derivatives 6 76
Deferred tax liabilities 1,338 1,642
Tax payable - -
-------- --------
Total liabilities 29,921 28,953
-------- --------
Additions to property, plant and equipment
Marine 227 175
Car Parking - 120
Unallocated - 26
-------- --------
Total 227 321
======== ========
Unallocated assets included in total assets and unallocated
liabilities included in total liabilities are not split between
segments as these items are centrally managed.
Unallocated expenses include central administrative costs that
cannot be split between the various business segments because they
are incurred in assisting the Group generate revenues across all
business segments.
Revenue can be divided into the following categories:
2018 2017
GBP000 GBP000
------ ------
Sale of goods 2,289 2,265
Sale of land and property - -
Rental income 1,547 1,733
Provision of services 2,667 2,720
6,503 6,718
====== ======
No revenues from any one customer represented more than 10% of
the Group's revenue for the year.
Going Concern
The Group's forecasts and projections, taking account of
reasonably foreseeable possible changes in trading performance,
show that the Group should be able to operate within the level of
the facilities and covenants over a period of at least twelve
months. The covenants measure interest cover, debt to fair value
and capital expenditure.
After making enquiries, the Directors have a reasonable
expectation that the Group has adequate resources to continue in
operational existence for the foreseeable future. The Group,
therefore, continues to adopt the going concern basis in preparing
its financial statements.
Directors' Statement
The preliminary results for the year ended 31 March 2018 and the
results for the year ended 31 March 2017
are prepared in accordance with the recognition and measurement
requirements of International Financial Reporting Standards as
adopted by the European Union (IFRS). The accounting policies
adopted in this preliminary announcement are consistent with the
Annual Report for the year ended 31 March 2018.
The Board of Sutton Harbour Holdings plc approved the release of
this audited preliminary announcement on 29 June 2018.
The preliminary financial information has been extracted from
the Annual Report and audited Financial Statements for the year
ended 31 March 2018, which will be posted to shareholders in due
course and will be delivered to the Registrar of Companies
following the Annual General Meeting of the Company. These audited
Financial Statements include the auditors' report which, whilst
unqualified, contains reference by way of emphasis to the
disclosures concerning the potential impact of government reports
and Plymouth's planning strategy upon the valuation of the former
airport site, which is held as inventory. The auditors' report does
not contain a statement under either section 498(2) or section
498(3) of the Companies Act 2006. The report will also be available
on the investor relations page of our website
(www.suttonharbourholdings.co.uk). Further copies will be available
on request and free of charge from the Company Secretary at Tin
Quay House, Sutton Harbour, Plymouth, PL4 0RA.
This information is provided by RNS, the news service of the
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END
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