RNS Number:2623O
Terrace Hill Group PLC
19 February 2008
19 February 2008
Terrace Hill Group PLC ('Terrace Hill' or 'the group')
Preliminary Announcement of Results for the year to 31 October 2007
Terrace Hill Group PLC, the AIM listed property group, announces its results for
the year ended 31 October 2007.
Highlights
* Triple net asset value (TNAV) increased 13.8% to 83.7p per share (2006:
73.6p per share) - adding back dividend payments, underlying TNAV growth
for the year was 16.1%
* Adjusted diluted net asset value (ADNAV) increased 7.6% to 96.3p per
share (2006: 89.5p per share)
* Final dividend of 1.3p per share being recommend bringing the total
dividend for the year to 2.1p per share, an increase of 16.7% over last
year's figure
* �1.3 billion projected end value of commercial development programme
* Fall in projected end value of some commercial developments offset by the
value added to projects through successful lettings, sales and planning
gains
* Valuation of residential investment portfolio remained largely unchanged
* Value of residential investments sold or under contract for sale totalled
�57.9m realising profit on cost of 19.8%
* Scottish housebuilding business beginning to gather momentum - new sites
purchased and planning consents gained - landbank has capacity for over
1,400 units and projected annualised turnover of 250 units by December 2009
* Strong cash position of over �26 million together with �37.7 million of
undrawn debt facilities and excellent relationships with lenders
* Proven track record of adding value through managing risk: structuring
finance, portfolio diversification, stock selection and managing
construction
* Well positioned to take advantage of opportunities in the property market
by purchasing attractive assets from distressed or forced sellers
Chairman's Statement
I am delighted to present our results for the year to 31 October 2007, which are
particularly pleasing given the uncertain economic environment.
During the period our triple net asset value (TNAV) has increased by an
encouraging 13.8% to 83.7 pence per share (2006: 73.6 pence per share). The
adjusted diluted net asset value (ADNAV) has increased by 7.6% to 96.3 pence per
share (2006: 89.5 pence per share). ADNAV is affected by the timing of tax
payable on realised profits whereas TNAV takes full account of all deferred and
contingent tax on the revaluation of investment properties and gains on trading
properties and is calculated after deducting dividends paid during the year.
Adding back these dividend payments, underlying TNAV growth was 16.1% for the
year. Our target remains to grow underlying TNAV, as adjusted for dividend
payments, by at least 20% per annum and we have achieved an average growth since
2003 of 30.9% per annum.
The board is recommending a final dividend of 1.3 pence per share to be paid on
4 April 2008. Taken with the interim dividend of 0.8 pence per share paid in
August, the total dividend in respect of the year to 31 October 2007 will be 2.1
pence per share, an increase of 16.7% over last year's figure. This is in line
with our progressive dividend policy and demonstrates our confidence in the
future of the business.
Our results include the effect of a fall in the projected end value of some of
our commercial developments due to weakening investment yields, but this has
been substantially offset by the value added to projects through successful
lettings, sales and planning gains. The valuation of our residential investment
portfolio has remained largely unchanged reflecting falls in value in parts of
the Midlands and north of England, but modest gains in Scotland, London and the
south east of England.
These are the first full year results that the group has prepared under
International Financial Reporting Standards (IFRS), the most significant impact
of which is the requirement to include the movement on the revaluation of
investment properties in the income statement. The group's profit before tax for
the year on this basis was �18.1 million (2006: �25.8 million). The profit
before tax for 2006 includes our share of a net revaluation uplift as a result
of the acquisition of the at.home Nationwide portfolio of �16.7 million, with no
comparable uplift included in the profit for 2007.
In May 2007 we raised �24.3 million of capital net of costs through the placing
of 24,752,475 new shares at 101 pence per share with a number of institutions,
many of whom were new to our shareholder register. We were delighted with the
success of this issue which was completed at a premium to the share price at the
time and has increased our available funds to take advantage of good
opportunities in a weakening market.
It is pleasing to note that the occupational market for our developments has
remained strong with lettings and owner occupier sales continuing to take place
across the portfolio. In some areas we are even seeing exceptional levels of
demand, for example at Kean House in Covent Garden where rents achieved on
lettings have risen by 35% in the past 12 months.
In the residential sales market there is some price weakness, but I believe that
the long-term fundamentals underlying the market are strong. Demand exceeding
supply, particularly due to low levels of new housebuilding and relatively low
unemployment coupled with falling short-term interest rates, means that we are
expecting the market will strengthen in the medium term returning to sustainable
levels of good growth. We are positive about the prospects for our portfolio due
to the low average value per unit (�154,000) which helps mitigate the issue of
affordability relative to incomes and the portfolio's geographic predominance in
London and the South East, where the supply and demand imbalance is most acute,
and in Scotland where the ratio of household incomes relative to house prices
remains high.
Clansman Homes, our Scottish housebuilding business, is beginning to gather
significant momentum with the purchase of a number of new sites and success in
gaining new planning consents. We have a landbank with capacity for over 1,400
units and projected annualised turnover of 250 units by December 2009. We expect
the business to continue its excellent growth, both through the existing
landbank and new acquisitions, adding substantial value for shareholders.
Currently, the poor market for new listings means that we will delay the planned
demerger of Clansman until such time as we believe the value to our shareholders
will be maximised.
We have a strong cash position of over �26 million together with �37.7 million
of undrawn debt facilities and excellent relationships with lenders. This will
allow us to take advantage of the weakening in the property market by purchasing
attractive assets from distressed or forced sellers.
Once again, the directors and staff have performed exceptionally and are
demonstrating their determination and ability to succeed in difficult times as
much as in good.
Since the year end we have seen some further weakening in investment yields and
foresee a modest slowdown in occupier demand but I am confident about the long
term outlook and in our ability to deliver enhanced returns to our shareholders.
We have the skills and ambition for significant profitable expansion and I
look forward to the opportunities presented by the current market with
enthusiasm.
Robert FM Adair
Chairman
19 February 2008
Review of Operations
Despite more difficult markets we have continued to let completed commercial
developments well and add significant value through planning gains, site
assembly and development. We have made good progress within the Scottish
housebuilding division, now known as Clansman Homes, acquiring new sites and
achieving planning consents on our landbank allowing us to increase units under
construction. The valuation of the residential investment portfolio has remained
resilient with improving rental levels and reduced voids. We have seen that our
very experienced development skills drive results in changing times and that we
lead our peers by creating desirable space and understanding occupier needs.
A core strength of our business lies in our ability to manage risk effectively.
This competence lies at the heart of our operations and is centred around the
structuring of our finances, portfolio diversity, stock selection and managing
construction. These skills are never more important than in the challenging
economic climate and markets in which we now find ourselves. Our results during
the period and progress since is testament to the fact we can perform well in
difficult times and continue to deliver above average risk weighted returns for
our shareholders.
Commercial development
Once again geographic and sector diversification have proved important, allowing
us to spread our risk and utilise our specialist knowledge of specific locations
and occupier markets.
Our total current and pending commercial development programme has grown to �1.3
billion by projected end value, of which 84.2% is in the office sector, 9.4%
retail and 6.4% industrial. Our philosophy is always to mitigate letting risk
where appropriate and of the schemes currently on site 39% have been pre-let or
pre-sold.
The majority of our schemes at the development stage are carried out in
financial joint ventures where we commit a minority equity stake in return for a
substantial carried interest above benchmark returns. We also earn substantial
development management fees from the joint ventures (�2.3 million in the
period).
Two significant joint venture developments have been established during the
year.
* Two Orchards, Bracknell - a prominent 7.9 acre office development site on the
edge of Bracknell with planning consent for three buildings totalling 270,000
sq ft. The phased development is being carried out in joint venture with
Hypo Real Estate Bank International A.G. and will have an end value of around
�125 million. The first phase will be completed in 2009 when we predict that
there will be a shortage of supply of good quality office space in the
Thames Valley market.
* Howick Place, Victoria, London - we have acquired House of Fraser's office
headquarters in joint venture with a view to redeveloping the site into a
mixed use scheme of office and high quality residential with an end value of
around �180 million. House of Fraser took a lease back of the property until
July 2008 around which time we expect to receive detailed planning consent
for our proposals.
Other significant achievements have been
* At George Street, Croydon we won a planning consent for a 204,000 sq ft
office development. Since then we have decided to submit an application to
increase the size of the building to 240,000 sq ft in order to more closely
match a number of occupier requirements in the Croydon office market and to
enhance value further.
* The acquisition of a prominent 1.7 acre site in Southampton city centre for
�7.4 million. The proposed mixed use development will comprise around 180
residential units, a 150 bedroom hotel and 110,000 sq ft of offices. The
residential element has been sold, conditional on planning, to Crest
Nicholson and the completed development is expected to have an end value of
around �61 million.
* Lettings at Kean House, our 25,200 sq ft office refurbishment in Covent
Garden, London, have exceeded expectations where four floors were pre-let to
Adecco at a headline rent of �42.50 psf. Since completion in August a further
five floors have been let at rents up to �57.50 psf and the remaining retail
unit fronting Kingsway has been let to Costa Coffee.
* Redd 42, our 232,680 sq ft distribution warehouse developed within the
Terrace Hill Development Partnership (THDP) was let to iForce Ltd at an
initial rent of �5.75 psf. iForce use the unit as the national e-fulfilment
centre for John Lewis Direct.
* The forward sale of a new 19,400 sq ft office development at Baltic Business
Quarter, Gateshead to the Open University for �5.25 million. At the same
scheme the 180,000 sq ft development for Gateshead College has been completed
and handed over on schedule.
* Bristol Bridge House has been acquired for �9.2 million. An office
refurbishment opportunity overlooking the floating harbour in one of the
city's most central and attractive locations. We expect to make a planning
application in Spring 2008.
* The sale of a 4.5 acre industrial site at Edmonton, north London, to an owner
occupier for �7.7 million, realising a profit of �3.2 million.
* Our appointment by Middlesbrough Borough Council as preferred developer of
Central Gardens East, a town centre urban regeneration scheme, which will
include up to 130,000 sq ft of offices and a 100 bed hotel.
* In Ashington town centre in Northumberland we have, conditional on planning,
contracted to acquire a 3.3 acre retail warehouse development site for a
development of around 30,000 sq ft of open A1 non food retail warehouses. The
site has the potential to be extended to accommodate up to 100,000 sq ft of
additional retail space through an agreement with adjoining landowners.
* In December, following the year end, we entered into unconditional contracts
to sell our riverside site at Queens Wharf in Hammersmith for �30.75 million.
We completed the acquisition of the property in November from a private
investor for �17.0 million having held an option on the site for the
preceding 12 months. We identified Queens Wharf as a site with great
potential for redevelopment for a variety of uses and worked with the local
authority to maximise value through different planning options as a result
of which we decided to sell the site to a specialist high quality residential
developer.
Residential investment
We have continued to manage our residential investment assets aggressively.
Since the purchase of the at.home Nationwide portfolio in July 2006, where we
hold a 49% interest, we have continued to drive performance through increased
rental levels, improved occupancy rates and reduced management costs. We are
experiencing good demand from tenants and fully expect to maintain and improve
upon these results. Further, we have continued to rationalise the portfolio
through the sale of selected properties, aiming to maintain a balanced portfolio
for future growth. By the year end we had properties sold or under contract for
sale totalling �57.9 million, realising profit on cost of 19.8%.
The overall value of our residential investments has remained static since the
half year. Some weakness has been seen in properties in the north of England and
Midlands with London, the South East and Scotland proving most resilient.
We believe that, whilst not immune from a downturn in the housing market, our
properties are well located to withstand these pressures, being predominantly in
London and Scotland, and with a low average value of �154,000 which will remain
affordable. Furthermore, we continue to see strong rental demand across the
portfolio.
Clansman Homes
Clansman Homes, our Scottish housebuilding division, has made good progress
during the period. We have acquired new sites for development at Fenwick, south
of Glasgow and Carnwath, near Lanark, a prime commuting area for both Edinburgh
and Glasgow. As a result, our landbank now has capacity for over 1,400 units and
we are currently on site in four different locations. Significantly, we obtained
detailed planning consent for 168 units at Shotts in north Lanarkshire where the
first homes will be delivered to the market in Spring 2008.
Demand for our homes remains strong with the Scottish housing market appearing
to hold up well compared to other parts of the UK. We believe that our focus on
affordable, suburban homes with no exposure to high cost city centre dwellings,
will help us to withstand the challenges of any housing downturn. It continues
to be our intention to demerge Clansman Homes from the Group when markets are
appropriate.
Philip Leech
Chief Executive
19 February 2007
Finance Review
Basis of accounting
The key figures for the year ended 31 October 2007 are summarised in the
highlights. These are the first full year results that the group has prepared
under International Financial Reporting Standards (IFRS) and this has required
the results of prior periods to be restated using IFRS. The application of these
new reporting standards does not affect the economic value of the business but
it has led to differences in the level of profits and net assets reported.
Triple net asset value (TNAV) and adjusted diluted net asset value (ADNAV)
In line with many publicly quoted property companies we highlight both TNAV and
ADNAV as the principal measures of the group's performance. The following
adjustments are made to the audited net asset value in arriving at our ADNAV:
1. Property revaluation: properties and rights to properties held as
current assets are revalued from cost (or realisable value if less) to
market value. The valuation has been performed by relevant directors
qualified as chartered surveyors based on valuation advice from
CB Richard Ellis and takes account of costs to complete and whether or
not the property has been let and/or pre-sold.
2. Share dilution: the nominal value of shares to be issued under the
employee long-term incentive plan is added to net assets.
3. Taxation: the amount of deferred tax provided in respect of investment
properties is added to net assets. The ADNAV per share at 31 October
2007 was 96.3 pence (2006: 89.5 pence) an increase of 7.6%.
The following adjustments are made to ADNAV in calculating our TNAV:
4. Taxation: the amount of taxation estimated to be payable were all of the
group's properties to be sold at the value used for the TNAV calculation
has been deducted. This includes the deferred tax provided on investment
properties and the taxation estimated to be payable on realisation of the
uplift of trading properties to market value.
5. Goodwill: positive goodwill is excluded.
The TNAV per share at 31 October 2007 was 83.7 pence (2006: 73.6 pence) an
increase of 13.8%. This TNAV is calculated after the deduction of dividends paid
to shareholders during the period. Adding back these dividend payments,
underlying TNAV growth was 16.1% for the year.
Income statement
The most significant impact of the change from reporting under UK GAAP to IFRS
has been the effect on the income statement of including movements in the
revaluation of investment properties and the consequent tax thereon in the
disclosed profit for the year. The majority of the group's property interests
are held for trading purposes and are not revalued in the group's balance sheet.
However, our residential investments, largely comprising our interest in the
at.home Nationwide portfolio, held in an associated undertaking, are included in
the balance sheet at their revalued amount. The income statement for 2006
prepared under IFRS includes a revaluation uplift net of tax amounting to �16.7
million as a result of the acquisition of the at.home Nationwide portfolio with
no comparable uplift included in the profit for 2007. The revaluation of the
at.home Nationwide portfolio is based on advice received from CRGP Robertson for
the Scottish properties and Savills for the remainder of the portfolio.
Gross profit for the period was �20.7 million (2006: �14.6 million) an increase
of 42% despite a reduction in turnover during the period of 13% to �69.8 million
for 2007 (2006: �80.5 million). Operating profit for the period was �18.6
million (2006: �12.6 million) an increase of 47.6%. The major contributors to
profit for the period comprise �7.5 million from the sale of a site at
Wokingham, �6.1 million received from an associate in respect of additional
consideration following receipt of planning consent at our site in Maidenhead
and �3.5 million from the pre-sale of the group's interest in Time Central,
Newcastle.
Group overheads for the year are �9.6 million (2006: �6.7 million) an increase
of 43.2%. This increase is due to including charges for the cost of the share
based payment scheme of �1.5 million (2006: �0.3 million); additional
remuneration costs by way of bonuses, costs of our new housebuilding division
and additional costs relating to the continued expansion of our team and
operations.
Our investment in joint ventures and associated undertakings generated a profit
of �0.5 million (2006: �15.7 million). The most significant being Terrace Hill
Residential PLC, the company that owns the at.home Nationwide residential
portfolio, of which our share is 49%. The group's share of the results of
Terrace Hill Residential PLC comprised a revaluation gain net of tax of �5.9
million (2006: �16.7 million) and a trading loss in the period of �5.3 million
(2006: �0.8 million). The trading loss includes �1.3 million being our share of
exceptional redundancy and management costs associated with the acquisition of
the portfolio.
Calculation of ADNAV and TNAV (unaudited)
__________________________________________________________________________________________________________________
31 October 2007 31 October 2006
________________________________ ______________________________
Number Number
of shares Pence per of shares Pence per
Notes �'000 000s share �'000 000s share
__________________________________________________________________________________________________________________
Audited net asset value 136,879 211,971 64.6 100,278 187,219 53.6
Revaluation of property held as current
assets 1 68,560 62,401
Shares to be issued under the LTIP 2 140 6,965 57 2,836
Deferred taxation in respect of
investment properties 3 5,301 7,281
Adjusted diluted net asset value 210,880 218,936 96.3 170,017 190,055 89.5
% increase 7.6%
Estimated taxation on revaluation of
current assets, unrealised gains and
availability of tax losses 4 (23,953) (25,983)
Goodwill 5 (3,589) (4,149)
Triple net asset value 183,338 218,936 83.7 139,885 190,055 73.6
% increase 13.8%
__________________________________________________________________________________________________________________
Balance sheet
Total group assets at 31 October 2007 were �274.3 million (2006: �211.7 million)
an increase of 29.5 % and net assets after deducting minority interests were
�136.9 million (2006: �100.3 million) an increase of 36.5%. The placing of
24,752,475 new ordinary shares of 2 pence at �1.01 per share during the period,
raising �24.3 million net of expenses, contributed to this growth in group
assets.
Gearing
Bank debt at the year end was �65.5 million (2006: �70.4 million) net of cash of
�26.9 million (2006: �8.6 million) and gearing was 47.8% of equity (2006: 70%).
The group had undrawn facilities at the end of the period of �37.7 million
(2006: �28 million).
During the year we arranged two revolving credit facilities totalling �35
million of which �15.7 million remains undrawn. These facilities allow us the
flexibility to drawdown debt quickly to finance new site acquisitions.
The loan to value gearing, net of cash, in relation to the group's property
portfolio held on balance sheet was 38%. Loan to value gearing including the
group's share of joint ventures and associated undertakings was 50%.
Interest rate risk is hedged for 79% of net debt, including that in joint
ventures and associated undertakings. In setting our hedging strategy we always
seek a balance between retaining the flexibility to achieve an early disposal
and ensuring adverse interest rate movements will not compromise the viability
of a development.
Dividends
Dividends paid in the year amounted to 1.9p per share (2006: 1.4 pence) and
comprised the final dividend in respect of the period to 31 October 2006 of 1.1
pence (2005: 0.7 pence) and the interim dividend for 2007 of 0.8 pence (2006:
0.7 pence). In accordance with accounting standards these have been accounted
for through a movement in reserves rather than in the income statement. The
board is recommending to shareholders at the Annual General Meeting on 3 April
2007 a final dividend of 1.3 pence per share making a total dividend for the
year ended 31 October 2007 of 2.1 pence (2006: 1.8 pence) an increase of 16.7%.
The final dividend will be paid on 4 April 2008 to all shareholders on the
register of the company at 25 March 2008.
Total shareholder return (TSR)
This measures the return to shareholders from share price movements and dividend
income and is used to compare returns between companies listed on the Stock
Exchange.
For the first time since the company was listed on AIM the year on year share
price has fallen from 80.0p at 31 October 2006 to 71.75p at 31 October 2007,
this 10.3% fall compares favourably to the reduction in the FTSE 350 Real Estate
Index of 20.8% but results in a negative TSR for the period. On an annualised
basis the TSR since October 2002 was 42.2% per annum with an aggregate TSR since
that date of 458.3%. thus providing shareholders with excellent returns over
this five year period.
Tom Walsh
Group Finance Director
19 February 2008
Consolidated Income Statement
for the year ended 31 October 2007
Year ended Year ended
31 October 31 October
2007 2006
�'000 �'000
__________________________________________________________________________________________________________________
Revenue 69,849 80,493
Direct costs (49,142) (65,941)
__________________________________________________________________________________________________________________
Gross profit 20,707 14,552
Administrative expenses (9,587) (6,708)
Profit on disposal of investment properties 404 457
Gain on revaluation of investment properties 7,062 4,343
__________________________________________________________________________________________________________________
Operating profit 18,586 12,644
Finance income 1,447 1,031
Finance costs (2,400) (3,555)
Share of joint venture and associated undertakings post tax profit 505 15,712
__________________________________________________________________________________________________________________
Profit before tax 18,138 25,832
Tax expenses (3,577) (1,551)
__________________________________________________________________________________________________________________
Profit from continuing operations 14,561 24,281
__________________________________________________________________________________________________________________
Attributable to
Equity holders of the parent 14,527 24,283
Minority interest 34 (2)
__________________________________________________________________________________________________________________
14,561 24,281
__________________________________________________________________________________________________________________
Basic earnings per share 7.33p 12.97p
Diluted earnings per share 7.09p 12.78p
__________________________________________________________________________________________________________________
Consolidated Balance Sheet
at 31 October 2007
31 October 31 October
2007 2006
�'000 �'000
__________________________________________________________________________________________________________________
Non-current assets
Investment properties 53,887 56,967
Property plant and equipment 594 36
Investments in equity - accounted associates and joint ventures 18,619 18,088
Other investments 147 1,338
Intangible assets 3,589 4,149
Deferred tax assets 661 128
__________________________________________________________________________________________________________________
77,497 80,706
__________________________________________________________________________________________________________________
Current assets
Property inventories 126,950 75,693
Trade and other receivables 42,888 46,700
Cash and cash equivalents 26,958 8,591
__________________________________________________________________________________________________________________
196,796 130,984
__________________________________________________________________________________________________________________
Total assets 274,293 211,690
__________________________________________________________________________________________________________________
Non-current liabilities
Bank loans (64,339) (52,997)
Other payables (7,480) (7,000)
Deferred tax liabilities (1,863) (1,342)
__________________________________________________________________________________________________________________
(73,682) (61,339)
__________________________________________________________________________________________________________________
Current liabilities
Trade and other payables (34,094) (22,915)
Current tax liabilities (1,190) (875)
Bank overdrafts and loans (28,142) (25,969)
__________________________________________________________________________________________________________________
(63,426) (49,759)
__________________________________________________________________________________________________________________
Total liabilities (137,108) (111,098)
__________________________________________________________________________________________________________________
Net assets 137,185 100,592
__________________________________________________________________________________________________________________
Equity
Called up share capital 4,240 3,744
Share premium account 43,208 19,369
Capital redemption reserve 849 849
Merger reserve 8,386 8,386
Retained earnings 80,196 67,930
__________________________________________________________________________________________________________________
Equity attributable to equity holders of the parent 136,879 100,278
__________________________________________________________________________________________________________________
Minority interests 306 314
__________________________________________________________________________________________________________________
Total equity 137,185 100,592
__________________________________________________________________________________________________________________
Approved by the board and authorised for issue on 19 February 2008.
P A J Leech T G Walsh
Director Director
Notes
1. The financial information set out in this announcement does not constitute
the group's statutory financial statements for the years ended 31 October
2007 and 31 October 2006.
2. The financial information is extracted from the audited financial statements
of the group for the year ended 31 October 2007 which were approved by the
board of directors on 19 February 2008.
3. Earnings per ordinary share
The calculation of basic earnings per ordinary share is based on a profit of
�14,527,222 (2006: �24,283,312) and on 198,069,224 (2006: 187,218,824)
ordinary shares, being the weighted average number of shares in issue during
the period. The calculation of diluted earnings per ordinary share is based
on a profit of �14,527,222 (2006 profit: �24,283,312) and on 204,787,224
(2006: 190,055,289) ordinary shares, being the weighted average number of
shares in issue during the period adjusted to allow for the issue of shares
in relation to all performance related share awards.
4. Copies of this announcement are available, free of charge, for a period of
one month from Oriel Securities Limited, 125 Wood Street, London EC2V 7AN.
Copies of the full financial statements will be posted to shareholders as
soon as possible.
For further information please visit www.terracehill.co.uk or contact:
Philip Leech, Chief Executive Tel: 020 7631 1666
Luke Webster, Oriel Securities Tel: 020 7710 7600
Isabel Crossley, St Brides Media & Finance Ltd Tel: 020 7236 1177
This information is provided by RNS
The company news service from the London Stock Exchange
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