Final Results

Big Yellow Group PLC 07 May 2003 Under embargo for 07.00 7 May 2003 Big Yellow Group PLC Results for the Twelve Months and Fourth Quarter ended 31 March 2003 Big Yellow Group PLC ("Big Yellow" or "the Group"), the self storage company, is pleased to announce results for the twelve months and fourth quarter ended 31 March 2003. HIGHLIGHTS 4th 3rd quarter quarter Year Year ended ended ended ended 31 March 03 31 Dec 02 31 March 03 31 March 02 Annualised revenue £19.1m £17.3m +10% £19.1m £11.7m +63% Turnover £4.42m £4.07m +9% £15.6m £8.4m +86% Loss from continuing operations (see note 5) £1.3m £1.9m Loss before tax £2.3m £2.3m Loss per share 2.1p 1.7p No of customers 13,800 12,400 +11% 13,800 8,100 +70% Occupied space 875k sq ft 808k sq ft +8% 875ksq ft 550k sq ft +59% - Earnings from continuing operations before exceptional items, depreciation, amortisation and tax of £1.3 million (2002: loss of £0.2 million) - Maiden dividend proposed of 1.0 pence per ordinary share - 27 stores currently open with a further 5 stores committed providing 1.9 million sq.ft. of storage space when completed - Like for like annualised sales for 19 stores open throughout the year up 41% - Merchandise, insurance and other sales increased to 13.5% of storage income (March 2002: 12.9%) David White, Chairman, said: "We are very much on track with our strategic aim of creating the premier self storage business in the UK, as set out at the time of our IPO in May 2000. Big Yellow has achieved sustainable and growing operating cash flow and is approaching £20 million of annualised revenue and one million sq ft of occupied storage space. "We believe that the Group's business model in terms of quality and location of stores, customer service and brand focus, will continue to provide sustainable growth in an expanding industry. Further, our recent experience against a difficult economic backdrop, which we believe is likely to persist for some time, gives us comfort about the resilience of our business. The current year has started well and during calendar 2003 we expect to start making month on month pre-tax profits." -ends- For further information, please contact: Big Yellow Group PLC 01276 470 190 Nicholas Vetch, Chief Executive James Gibson, Chief Operating Officer Weber Shandwick Square Mile 020 7067 0700 Louise Robson/ Sally Lewis Under embargo for 07.00 7 May 2003 Big Yellow Group PLC Results for the Twelve Months and Fourth Quarter ended 31 March 2003 CHAIRMAN'S STATEMENT The Board of Big Yellow Group PLC ("Big Yellow" or "the Group") is pleased to announce results for the twelve months and for the fourth quarter ended 31 March 2003. The Group has enjoyed continued strong growth over the year following excellent trading in the first half. As expected, trading in the second half, from October to the end of February was patchier, due to the usual seasonal slowdown exacerbated by a quieter housing market and slower macro economic performance, particularly in London. I am pleased to report however, that since the beginning of March, trading performance has accelerated and we are now into our busier trading period. Overall, management has been much encouraged by the Group's resilience in the winter months in the face of difficult external factors. Financial Results Turnover for the year was £15.6 million (2002: £8.4 million), an increase of 86%. Underlying revenues on an annualised basis at the year end increased to £19.1 million (2002: £11.7 million), up 63% compared to the previous year. On a like for like basis annualised revenues for the 19 stores open throughout the year rose by 41%. Merchandise, insurance and other sales increased to 13.5% of storage income (March 2002: 12.9%). The Group incurred a pre-tax loss for the year on continuing operations (pre-exceptional items) in the UK of £1.3 million (see note 5), down from £1.9 million in the previous year. Loss before tax for the year was £2.3 million (2002: £2.3 million) including trading losses of £484,000 in the French start up operation, which we closed in the second half of the year. Exceptional items of £270,000 and £191,000, totalling £461,000, were charged in the year against the closure of the French operation and costs incurred in moving from AIM to the Official List, respectively. The Group made an operating cash surplus in the year for the first time. Earnings from continuing operations for the year were £1.3 million (see note 5) after operating, central overhead and interest costs, but before exceptional items, depreciation and tax (2002: loss of £0.2 million). At the year end, the number of customers had risen to 13,800 from 8,100 at 31 March 2002, an increase of 70%. Annualised revenue at 31 March 2003 rose by 10% to £19.1 million from £17.3 million at 31 December 2002 and turnover for the fourth quarter rose by 9% to £4.42 million from £4.07 million last year. Dividend In the light of the Group's growing operating cash flow surplus, the availability of distributable reserves following the capital reduction last year and the prospect of pre-tax profitability, the Board is recommending a final dividend of 1.0 pence per ordinary share for the year ended 31 March 2003. This will be paid on 4 July 2003 to shareholders on the register on 6 June 2003. It is the current intention of the Board to have a progressive dividend policy, with a final dividend only. Share Buy-Backs Over the year, the Company has acquired and cancelled 16,382,050 shares representing 14% of the issued ordinary share capital at an average purchase price of 71p per share. In April the Company sought and obtained a further authority from shareholders to purchase a further 14.99% of the Company's remaining issued ordinary shares. The Board will continue to acquire shares where it believes that it is net asset per share enhancing and will be earnings enhancing per share for the remaining shareholders, and where resources cannot be more effectively deployed in the growth of the business. France Following a review of our start up French operation, the Board came to the view that the risks inherent in expanding into France were too high, and would impede the Group's short term ambition to become profitable. Furthermore there are increasing opportunities in the UK. Therefore, as announced in November 2002, activities in France were terminated and exceptional costs incurred amounted to £270,000. No further charge will be necessary. The Market As the self storage market grows in the UK there have been some developments in consumer attitudes. Significantly, consumers are demanding better located and higher quality self storage centres. Stores in prominent, easily accessible locations which are well presented and enjoy good customer service have won increasing market share at the expense of older poorly situated stores. These developments largely reflect the experiences in the US over the last 15 years. We believe that these trends are benefiting Big Yellow as our portfolio represents a significant proportion of the supply of these modern new breed self storage outlets. Management As previously reported, the Group's Chief Executive, Nicholas Vetch, is to take a leave of absence in July of this year returning early in 2004. James Gibson will be promoted to Chief Executive on 1 July 2003 and will be retaining his responsibilities as Finance Director. Upon his return Nicholas Vetch will become Executive Chairman of the Group, and I will take up the position of Deputy Chairman and Senior Non-Executive Director. Over the last four and a half years, Big Yellow has built up a strong and in-depth management both at Board and senior management level and I am confident that the Board's new shape and the Group's structure equips it well for the challenges ahead. Further, much of Big Yellow's success to date has rested with the excellence of the people both at head office and in the stores and I should like to thank them for their hard work over the year. Future Strategy In November of 2001 we announced the Group would take a significantly more cautious approach to its expansion, partly as a defensive measure, as we were uncertain how the Group would trade through difficult macro economic circumstances and partly because we viewed the UK real estate market as expensive. The last six months have given us much encouragement and we believe that the Group's formula has been and is being proven to be robust. Furthermore, it is clear that the property market has deteriorated and is likely to fall further which should provide us with opportunities, although high quality properties, particularly in London, are scarce. As a consequence we have commenced a more ambitious but still measured approach to our expansion, which should allow us to fulfil our long stated goal of achieving a portfolio of 50 stores. We believe the growth in operating cash flow will increasingly allow us to finance part of our expansion out of cash flow and to increase borrowings secured against the Group's quality asset base. Further, the Group recently agreed a £17 million additional facility with The Royal Bank of Scotland. Should we wish to expand at a rate faster than that sustainable by our cash flow or a comfortable level of gearing, we believe that further stores could be developed in partnership with third parties, albeit no such agreements exist at present. Summary We are very much on track with our strategic aim of creating the premier self storage business in the UK, as set out at the time of our IPO in May 2000. Big Yellow has achieved sustainable and growing operating cash flow and is approaching £20 million of annualised revenue and one million sq. ft. of occupied storage space. We believe that the Group's business model in terms of quality and location of stores, customer service and brand focus will continue to provide sustainable growth in an expanding industry. Further, our recent experience against a difficult economic backdrop, which we believe is likely to persist for some time, gives us comfort about the resilience of our business. The current year has started well and during calendar 2003 we expect to start making month on month pre-tax profits. David White Chairman OPERATING AND FINANCIAL REVIEW The Stores 27 stores are now open, providing a total capacity of 1.6 million sq. ft.. 17 of the 27 stores are now trading profitably at the pre-tax level and 19 are operating cash flow positive (after charging an allocation of head office overhead). Of the stores now open, 9 have reached maturity, a further 9 we expect to mature in the next few months and those that have opened more recently are all performing well. Once the remaining 5 stores in the pipeline have been developed, we will have a total capacity of 1.9 million sq. ft., of which 0.9 million was occupied at the year end. Customer move-ins per store averaged 86 per month over the year 15% up on the 75 achieved last year. Other sales, comprised largely of merchandise and insurance commission income represented 13.5% of storage income for the year (2002 12.9%). Property and Construction Two sites were acquired in the financial year, with a further site in North Kensington, London being acquired after the period end, in part reflecting our cautious approach to the property market. There is now good evidence that property prices are falling and in our view will fall further which should provide us with opportunities in the near to medium term and it is in the context of this market that we have recently acquired the site in North Kensington. The Group now owns 21 of its stores freehold. We now have planning permissions on 29 of the 32 stores and the 3 remaining proposed stores are currently subject to Planning Applications. We continue to manage the construction and fit out of new and existing stores in house, as it gives us the control to achieve delivery on time, on budget and to the required quality. We remain confident of achieving our 50 store target set out at flotation and will continue to acquire sites opportunistically. However securing and developing high profile sites or buildings of the required quality in the South, particularly in London, continues to be challenging. Marketing Marketing spend for the year was 6.7% of turnover, slightly in excess of our target of 5%, which we believe will be achievable in the next financial year. We have recently started a television advertising campaign in the London metropolitan transmission area where 19 of our stores benefit. The principal aim of the campaign is to increase awareness of Big Yellow as the quality provider of self storage services in this growing market. The initial feedback has been encouraging and we will report further once we have had longer to evaluate the response. People We aim to provide an attractive and enjoyable workplace environment for employees with a focus on delivering the highest standard of service to our customers. To achieve this we recruit staff of the highest quality and continuously invest in their training and development. Our people, at all levels in this business, are largely responsible for our success and we are pleased therefore, that we have such an able, highly motivated and talented team. Systems As with any retailer, the reliability and continuity of our IT systems is critical to the business. Throughout the year we have continued to develop the specialist software applications we use in store operations, customer management, security and finance. Given the growth in projected data requirement of the expanding store portfolio, we continue to invest in our wide area network to improve the speed of data transfer and hence efficiency at the stores and Head Office. Results The results for the year show continuing growth with annualised revenue increasing to £19.1 million from £11.7 million, an increase of 63%. Turnover for the year was £15.6 million, up 86% from £8.4 million in the previous year. The loss before tax for the year was £2.3 million (2002: £2.3 million) of which £0.8 million relates to the French start up operations which we closed in the second half of the year. The exceptional costs of £461,000 are made up of £270,000 in respect of the closure of the French operation and £191,000 being the fees incurred in moving from AIM to the Official List. The basic loss per share for the year was 2.1p (2002: loss per share 1.7p). As the portfolio matures, cashflows continue to develop and it is worth noting that the company made an operating cash surplus for the first time during the year. Earnings for the year were £0.8 million after operating, central overhead and interest but before exceptional items, depreciation and tax. This figure rises to £1.3 million if one considers the continuing operations in the UK only (see note 5). The company had 140 employees at the year end with the average number of employees during the year increasing to 116 (2002: 79). UK administration expenses, including the cost of construction management, were £2.96 million compared to £2.66 million last year. All administration expenses, including construction management are charged to profit and loss account. The Group incurred a net interest expense in the year of £1.6 million compared to net interest income of £0.47 million last year and this reflects the increase in net borrowing. The total depreciation charge and goodwill amortisation for the year increased to £2.6 million from £1.7 million in line with new store openings. Financing The initial expansion of the Big Yellow business was funded through equity and we are now increasing the level of borrowing in line with the growing cashflow. At the end of the year, the Group had net borrowings of £40.3 million increased from £1.4 million last year following £29.1 million of capital expenditure, and £11.7 million in share buy backs. The Group's facility with The Royal Bank of Scotland was increased from £20.0 million to £37.0 million in the last quarter secured on a portfolio of freehold and leasehold assets. In total the Group now has committed bank facilities of £53.6 million. The Group now has improving operating cashflows and we believe that the growth in this cashflow will increasingly allow us to finance part of our expansion from operations. Treasury Management Treasury risk remains closely monitored with policy approved by the Board. The Group's policy in respect of interest rate risk is to maintain a balance between flexibility and hedging of risk. At today's date the Group has total borrowings of £46.6 million, of which £26.6 million has been fixed until 2007 at a weighted average interest cost, including margin, of 6.5%. The Board will continue to review policy in relation to future interest rate exposure based on assessment of prevailing market conditions. Cash deposits are only placed with approved financial institutions in accordance with Group policy. Balance Sheet and Cashflow The historical cost net assets have reduced from £74.0 million at 31 March 2002 to £59.0 million at 31 March 2003, as a result of share buy backs of £11.7 million, a dividend of £1.0 million, and a loss after tax of £2.4 million. The cash inflow from operating activities for the year was £3.5 million compared to an outflow of £0.6 million in 2002. During the year the company incurred capital expenditure of £29.1 million. Taxation No liability to corporation tax arises on the Group's results. There is a deferred tax asset principally in respect of trading losses in the balance sheet of £1.8 million (2002: £1.9 million) with a tax charge to the profit and loss account in the current year of £0.1 million (2002: tax credit of £0.4 million). We anticipate that this asset will continue to unwind in 2004 as the Group moves into profitability. -ends- For further information, please contact: Big Yellow Group PLC 01276 470 190 Nicholas Vetch, Chief Executive James Gibson, Chief Operating Officer Weber Shandwick Square Mile 020 7067 0700 Louise Robson/ Sally Lewis Consolidated Profit and Loss Account Year ended 31 March 2003 Note 2003 2003 2003 2002 Continuing Discontinue Total 2002 2002 Total operations d French £'000 Continuing Discontinued £'000 £'000 operations operations French £'000 £'000 operations £'000 TURNOVER 2 15,579 - 15,579 8,408 - 8,408 Cost of sales (12,397) - (12,397) (8,289) - (8,289) -------- -------- -------- -------- -------- -------- GROSS PROFIT 3,182 - 3,182 119 - 119 Administrative expenses (2,956) (484) (3,440) (2,557) (440) (2,997) Exceptional item 5 (191) - (191) - - - -------- -------- -------- -------- -------- -------- Total administrative expenses (3,147) (484) (3,631) (2,557) (440) (2,997) Other operating income - - - 103 - 103 -------- -------- -------- -------- -------- -------- OPERATING PROFIT/(LOSS) 4 35 (484) (449) (2,335) (440) (2,775) Loss on termination of French operation 5 - (270) (270) - - - Other interest receivable and similar income 619 8 627 511 - 511 Interest payable and similar charges 6 (2,171) (31) (2,202) (42) - (42) -------- -------- -------- -------- -------- -------- LOSS ON ORDINARY ACTIVITIES BEFORE (1,517) (777) (2,294) (1,866) (440) (2,306) TAXATION Taxation 18 (73) - (73) 388 - 388 -------- -------- -------- -------- -------- -------- LOSS FOR THE FINANCIAL YEAR (1,590) (777) (2,367) (1,478) (440) (1,918) ======== ======== ======== ======== Dividends 9 (994) - -------- -------- RETAINED LOSS 20 (3,361) (1,918) ======== ======== Basic and diluted loss per share 10 (2.1)p (1.7)p ======== ======== Consolidated Balance Sheet As at 31 March 2003 Note 2003 2002 £'000 £'000 FIXED ASSETS Intangible assets 11 1,529 1,626 Tangible assets 12 100,933 74,781 -------- -------- 102,462 76,407 -------- -------- CURRENT ASSETS Stocks 252 151 Debtors 14 5,986 4,715 Cash at bank and in hand 2,267 18,528 -------- -------- 8,505 23,394 CREDITORS: amounts falling due within one year 15 (9,667) (5,916) -------- -------- NET CURRENT (LIABILITIES)/ASSETS (1,162) 17,478 -------- -------- TOTAL ASSETS LESS CURRENT LIABILITIES 101,300 93,885 CREDITORS: amounts falling due after more than one year 16 (42,349) (19,858) -------- -------- NET ASSETS 58,951 74,027 ======== ======== CAPITAL AND RESERVES Called up share capital 19 9,940 11,578 Capital redemption reserve 20 1,638 - Share premium account 20 1,923 66,923 Other distributable reserve 20 52,307 - Profit and loss account 20 (6,857) (4,474) -------- -------- EQUITY SHAREHOLDERS' FUNDS 58,951 74,027 ======== ======== These financial statements were approved by the Board of Directors on 7 May 2003. Reconciliation Of Movements In Shareholders' Funds Year ended 31 March 2003 Group Company Group Company 2003 2003 2002 2002 £'000 £'000 £'000 £'000 Group (Loss)/profit for the financial year (2,367) (12) (1,918) 13 Foreign exchange differences Dividends (16) - (10) - (994) (994) - - ------- ------- ------- ------- (3,377) (1,006) (1,928) 13 Issue of shares (net of issue costs) - - 22,731 22,731 Repurchase and cancellation of ordinary shares (11,699) (11,699) - - ------- ------- ------- ------- Net (deduction)/addition to shareholders' funds (15,076) (12,705) 20,803 22,744 Opening shareholders' funds 74,027 78,625 53,224 55,881 ------- ------- ------- ------- Closing shareholders' funds 58,951 65,920 74,027 78,625 ======= ======= ======= ======= Statement of Total Recognised Gains and Losses Year ended 31 March 2003 2003 2002 £'000 £'000 Loss for the financial year (2,367) (1,918) Foreign exchange differences (16) (10) ------- ------- Total recognised gains and losses for the year (2,383) (1,928) ======= ======= BIG YELLOW GROUP PLC Consolidated Cash Flow Statement Year ended 31 March 2003 Note 2003 2002 £'000 £'000 £'000 £'000 Cash inflow/(outflow) from operating activities 23 3,510 (614) Returns on investments and servicing of finance 24(a) (1,385) 444 Capital expenditure and financial investment 24(a) (29,349) (34,937) Cash outflow before -------- -------- financing (27,224) (35,107) Financing Issue of ordinary share capital (net of expenses) 24(a) - 22,729 Repurchase/cancellation of ordinary shares 24(a) (11,699) - Increase in debt 24(a) 22,662 19,938 -------- -------- 10,963 42,667 -------- -------- (Decrease)/increase in cash in the year 24(b) (16,261) 7,560 ======== ======== Reconciliation of Net Cash Flow to Movement In Net Debt Year ended 31 March 2003 Note 2003 2003 2002 2002 £'000 £'000 £'000 £'000 (Decrease)/increase in cash in the year (16,261) 7,560 Cash inflow from increase in debt financing 24(b) (22,662) (19,938) -------- -------- Change in net debt resulting from cash flows (38,923) (12,378) -------- -------- Movement in net debt in the year 24(b) (38,923) (12,378) Net (debt)/funds at start of year (1,410) 10,968 -------- -------- Net debt at end of year (40,333) (1,410) ======== ======== Company Balance Sheet As at 31 March 2003 Note 2003 2002 £'000 £'000 FIXED ASSETS Tangible assets 12 160 222 Investments 13 2,029 2,055 ----- ----- 2,189 2,277 ----- ----- CURRENT ASSETS Debtors 14 63,116 57,923 Cash at bank and in hand 2,044 18,842 ----- ----- 65,160 76,765 CREDITORS: amounts falling due within one year 15 (1,429) (417) ----- ----- NET CURRENT ASSETS 63,731 76,348 ----- ----- TOTAL ASSETS LESS CURRENT ABILITIES 65,920 78,625 CAPITAL AND RESERVES Called up share capital 19 9,940 11,578 Capital redemption reserve 20 1,638 - Share premium account 20 1,923 66,923 Other distributable reserve 20 52,307 - Profit and loss account 20 112 124 ----- ----- EQUITY SHAREHOLDERS' FUNDS 65,920 78,625 ====== ====== BIG YELLOW GROUP PLC Notes to the Accounts Year ended 31 March 2003 1. ACCOUNTING POLICIES The financial information set out above does not constitute the Company's statutory accounts for the years ended 31 March 2003 or 2002, but is derived from those accounts. Statutory accounts for 2002 have been delivered to the Registrar of Companies and those for 2003 will be delivered following the Company's annual general meeting. The auditors have reported on those accounts; their reports were unqualified and did not contain statements under s237(2) or (3) Companies Act 1985. The financial statements are prepared in accordance with applicable United Kingdom accounting standards. The principal accounting policies adopted are described below. They have all been applied consistently throughout the year and the preceding year. Accounting convention The financial statements are prepared under the historical cost convention. Basis of consolidation The Group accounts consolidate the accounts of Big Yellow Group PLC and all its subsidiaries at the year end using acquisition accounting principles. Goodwill Purchased goodwill is capitalised in the year in which it arises and amortised over 20 years. The Directors regard 20 years as a reasonable maximum for the estimated useful life of goodwill since it is difficult to make projections exceeding this period. Capitalised purchased goodwill in respect of subsidiaries is included within intangible fixed assets. Tangible fixed assets No depreciation is provided on land and assets in the course of construction. Interest, overhead and pre- opening launch costs are not capitalised. Depreciation is provided on cost in equal annual instalments over the estimated useful lives of the assets. The useful economic lives of the assets are as follows: Freehold property 50 years Mezzanine flooring and 25 years staircases Short leasehold Over period of the improvements lease Plant and machinery 10 years Motor vehicles 4 years Fixtures and fittings 5 years Computer equipment 3 years Mezzanine flooring and staircases are disclosed in note 12 under freehold property or short leasehold improvements as appropriate. Investments Investments held as fixed assets are stated at cost less provision for any impairment. Stocks Stocks represent goods held for resale and are held at the lower of cost and net realisable value. Pension costs Pension costs represent payments to defined contribution schemes, the assets of which are held separately from those of the Group. Deferred taxation Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. A net deferred tax asset is regarded as recoverable and therefore recognised only when, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted. Deferred tax is measured at the average tax rates that are expected to apply in the periods in which the timing differences are expected to reverse, based on tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Leases Operating lease rentals are charged to income in equal annual amounts over the lease term. Foreign Exchange Transactions denominated in foreign currencies are translated at the exchange rate at the date of the transaction. Foreign currency assets and liabilities held at the year end are translated at year-end exchange rates. The resulting exchange gain or loss is dealt with through the profit and loss account. Turnover Turnover represents amounts derived from the provision of services which fall within the Group's ordinary activities after deduction of trade discounts and value added tax. Insurance commissions are recognised over the period to which they relate. 2. SEGMENTAL INFORMATION The Group's net assets, turnover and loss before tax are attributable to one activity, the provision of self storage and related services. Other than a loss before tax of £777,000 (2002: £440,000) and net liabilities of £1,256,000 (2002: £423,000) all the Group's net assets, turnover and loss before tax arise in the United Kingdom. The loss before tax of £777,000 (2002: £440,000) is in relation to the Group's discontinued French operations. 3. INFORMATION REGARDING EMPLOYEES 2003 2002 Employees £'000 £'000 Wages and salaries (including Directors) 3,434 2,544 Social security costs 325 257 Other pension costs 110 83 ----- ----- 3,869 2,884 ===== ===== The average number of employees (including Directors) employed by the Group during the year: No. No. Sales 88 52 Administration 28 27 ----- ----- 116 79 ===== ===== 4. OPERATING PROFIT/(LOSS) 2003 2002 £'000 £'000 Operating profit/(loss) is stated after charging/(crediting): Depreciation 2,546 1,605 Amortisation of goodwill 97 97 Auditors' remuneration - Group audit fees 72 67 - non-audit services 47 18 Operating leases - other 2,235 1,593 Loss of income insurance claim - (103) ===== ===== Included in Group audit fees are £10,000 (2002: £10,000) in respect of the Company. The non-audit services provided during the year were for general advice on accounting and control matters and services in respect of the admission to the Official List. 5. PROFIT/(LOSS) BEFORE DEPRECIATION, AMORTISATION, TAX AND EXCEPTIONAL ITEMS 2003 2002 2003 Discontinue 2002 Discontinued Continuing d French 2003 Continuing French 2002 Operations operations Total operations operations Total £'000 £'000 £'000 £'000 £'000 £'000 Loss before tax (1,517) (777) (2,294) (1,866) (440) (2,306) ------- ------- ------- ------- ------- ------- Exceptional items (191) (270) (461) - - - ------- ------- ------- ------- ------- ------- Loss before tax and exceptional items (1,326) (507) (1,833) (1,866) (440) (2,306) ======= ======= ======= ======= ======= ======= Depreciation (2,546) - (2,546) (1,605) - (1,605) Amortisation (97) - (97) (97) - (97) ======= ======= ======= ======= ======= ======= Total depreciation, amortisation and exceptional items (2,834) (270) (3,104) (1,702) - (1,702) ======= ======= ======= ======= ======= ======= Profit/(loss) before depreciation, amortisation and exceptional items 1,317 (507) 810 (164) (440) (604) ======= ======= ======= ======= ======= ======= The Company was admitted to the Official List and cancelled its AIM listing on 7 June 2002. Exceptional costs relating to this change of £191,000 have been incurred in the year, and are disclosed under continuing operations. In November 2002 the Group announced its intention to terminate all activities in France. Exceptional costs incurred on terminating the operation amounted to £270,000 and are disclosed under discontinued French operations. 6. INTEREST PAYABLE AND SIMILAR CHARGES 2003 2002 £'000 £'000 Bank loans 2,144 41 Bank overdraft and other borrowings 15 1 Foreign exchange and other charges 43 - ------- ------- 2,202 42 ======= ======= 7. PROFIT OF PARENT COMPANY As permitted by section 230 of the Companies Act 1985, the profit and loss account of the parent Company is not presented as part of these accounts. The consolidated loss for the financial year includes a loss of £12,000 (2002: profit of £13,000), which is dealt within the accounts of the parent Company. 8. TAXATION No liability to corporation tax arises on the Group's result for the year. A reconciliation of the current tax charge is shown below. 2003 2002 £'000 £'000 Loss on ordinary activities before tax (2,294) (2,306) Tax credit at 30% thereon 688 692 ------ ------ Effects of: Expenses not deductible for tax purposes (482) (492) Depreciation in excess of capital allowances (265) (79) Utilisation of tax losses 282 4 Movement in short term timing differences 10 129 Overseas tax losses (233) (102) Trading losses carried forward - (152) ------ ------ - - ====== ====== The Group has unrelieved tax losses for which a deferred tax asset has been recognised (see note 18). 9. DIVIDENDS 2003 2002 £'000 £'000 Final equity dividend proposed - 1 pence per ordinary share (2002: nil) 994 - ====== ====== 10.LOSS PER ORDINARY SHARE Loss per ordinary share has been calculated on the retained loss for the financial year of £2,367,000 (2002 : £1,918,000) and on the weighted average number of shares in issue during the year of 111,940,282 (2002: 112,489,228). There is no dilutive effect from the conversion of share options. 11.Intangible Fixed Assets Group Goodwill £'000 Cost At 1 April 2002 and 31 March 2003 1,940 ------- Amortisation At 1 April 2002 314 Charge for the year 97 ------- At 31 March 2003 411 Net book value At 31 March 2003 1,529 ======= At 31 March 2002 1,626 ======= 12.TANGIBLE FIXED ASSETS Fixtures Short Assets fittings, Freehold leasehold Under Plant and Motor and office Group Property improvements construction machinery vehicles equipment Total £'000 £'000 £'000 £'000 £'000 £'000 £'000 Cost At 1 April 2002 38,732 11,026 20,851 5,678 81 1,133 77,501 Additions 15,297 2,200 3,479 7,121 - 725 28,822 Reclassifications 13,450 674 (14,124) - - - - Disposals - - (93) - (62) (4) (159) ------ ------ ------ ------ ----- ------ ------ At 31 March 2003 67,479 13,900 10,113 12,799 19 1,854 106,164 ------ ------ ------ ------ ----- ------ ------ Accumulated depreciation At 1 April 2002 (732) (720) - (838) (26) (404) (2,720) Charge for the year (766) (571) - (865) (16) (328) (2,546) Disposals - - - - 35 - 35 ------ ------ ------ ------ ----- ------ ------ At 31 March 2003 (1,498) (1,291) - (1,703) (7) (732) (5,231) ------ ------ ------ ------ ----- ------ ------ Net book value At 31 March 2003 65,981 12,609 10,113 11,096 12 1,122 100,933 ====== ====== ====== ====== ===== ===== ====== At 31 March 2002 38,000 10,306 20,851 4,840 55 729 74,781 ====== ====== ====== ====== ===== ===== ====== A loss on disposal of fixed assets of £103,000 arose during the year. Fixtures, Short fittings leasehold Motor and office Company property vehicles equipment Total £'000 £'000 £'000 £'000 Cost At 1 April 2002 6 61 321 388 Additions 1 - 44 45 Disposals - (47) - (47) ------ ------ ------ ------ At 31 March 2003 7 14 365 386 ------ ------ ------ ------ Accumulated depreciation At 1 April 2002 (1) (20) (145) (166) Charge for the year (1) (12) (75) (88) Disposals - 28 - 28 ------ ------ ------ ------ At 31 March 2003 (2) (4) (220) (226) ------ ------ ------ ------ Net book value At 31 March 2003 5 10 145 160 ====== ====== ====== ====== At 31 March 2002 5 41 176 222 ====== ====== ====== ====== 13.INVESTMENTS HELD AS FIXED ASSETS Investment in subsidiary Company undertakings £'000 Cost At 1 April 2002 2,055 Write off of investment in French (26) subsidiary ------- At 31 March 2003 2,029 ======= The investments relate to the 100% ownership of the ordinary share capital of the Group's subsidiaries. All of the Group's subsidiaries are registered at the same address as the Company. Details of the Group's principal subsidiaries are shown below: Big Yellow Self Storage Company Limited is incorporated in Great Britain and provides self storage services to private individuals and businesses. Big Yellow Self Storage Company 1 Limited is incorporated in Great Britain and provides self storage services to private individuals and businesses. The Big Yellow Property Company Limited is incorporated in Great Britain and its principal activity is property management and ownership. The Big Yellow Construction Company Limited is incorporated in Great Britain and its principal activity is property construction. The Big Yellow Holding Company Limited is incorporated in Great Britain and its principal activity is acting as an intermediate holding Company. 14.DEBTORS Group Company Group Company 2003 2003 2002 2002 £'000 £'000 £'000 £'000 Trade debtors 267 - 353 - Amounts owed by Group undertakings - 63,020 - 57,829 Other debtors 823 38 589 9 Deferred tax (see note 18) 1,792 - 1,865 - Prepayments and accrued income 3,104 58 1,908 85 ------ ------ ------ ------ 5,986 63,116 4,715 57,923 ====== ====== ====== ====== 15.CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR Group Company Group Company 2003 2003 2002 2002 £'000 £'000 £'000 £'000 Trade creditors 3,351 233 2,333 50 Taxation and social security 165 118 124 73 Other creditors 1,200 1 766 8 Proposed dividend 994 994 - - Accruals and deferred income 3,957 83 2,693 286 ------ ------ ------ ------ 9,667 1,429 5,916 417 ====== ====== ====== ====== 16. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR Group Company Group Company 2003 2003 2002 2002 £'000 £'000 £'000 £'000 Bank loans 42,600 - 19,938 - Unamortised loan arrangement (251) - (80) - costs ------ ------ ------ ------ 42,349 - 19,858 - ====== ====== ====== ====== The bank loans are secured on certain of the Group's properties. Details of the maturity of the loans and the interest rates they bear are given in note 17. 17.FINANCIAL INSTRUMENTS The Group's only financial instruments as at 31 March 2003 are bank loans of £42,600,000 (2002: £19,938,000), cash of £2,267,000 (2002: £18,528,000) and trade debtors and trade creditors, which arise directly from its operations. Other than as noted below short term debtors and creditors have been omitted from all disclosures below. The Group does not trade in financial instruments. Maturity profile of financial assets and liabilities 2003 2002 Financial Financial Financial Financial assets liabilities assets liabilities £'000 £'000 £'000 £'000 Within one year or on demand 2,267 - 18,528 - Between two and five years - (42,600) - (19,938) ------ ------ ------ ------ Gross financial liabilities 2,267 (42,600) 18,528 (19,938) ====== ====== ====== ====== The Group has £11,000,000 in undrawn borrowing facilities at 31 March 2003 which expire after two but before five years (2002: £nil). Interest rate profile of financial assets and liabilities Floating Weighted Period for Weighted Total rate Fixed rate average which the average £'000 £'000 £'000 fixed rate is period interest fixed until rate maturity At 31 March 2003 Gross financial liabilities 42,600 16,000 26,600 6.5% 3.43 years 3.1 years ------ ------ ------ ------ ------ ------ At 31 March 2002 Gross financial liabilities 19,938 19,938 - - - 2.0 years ------ ------ ------ ------ ------ ------ At 31 March 2003 Gross financial assets 2,266 176 2,090 3.9% 0.1 years 0.1 years ------ ------ ------ ------ ------ ------ At 31 March 2002 Gross financial assets 18,528 18,528 - - - - ------ ------ ------ ------ ------ ------ Currency profile of financial assets and liabilities 2003 2002 £'000 £'000 Financial assets Sterling 2,222 8,590 Euro 45 9,938 ----- ----- 2,267 18,528 ===== ===== Financial liabilities Sterling 42,600 10,000 Euro - 9,938 ----- ----- 42,600 19,938 ===== ===== All monetary assets and liabilities, including short term debtors and creditors are denominated in sterling, other than the £45,000 Euro cash balance shown above. Fair values of financial assets and liabilities 2003 2002 Carrying Estimated Carrying Estimated amount fair value amount fair value £'000 £'000 £'000 £'000 Cash at bank, in hand, and other liquid investments 2,266 2,266 18,528 18,528 ====== ====== ====== ====== Bank borrowings 42,600 43,940 19,938 19,938 ====== ====== ====== ====== The fair values have been calculated by discounting expected cash flows at interest rates prevailing at the year end. 18.PROVISIONS FOR LIABILITIES AND CHARGES Deferred taxation Provided Provided Provided Provided Group Company Group Company 2003 2003 2002 2002 £'000 £'000 £'000 £'000 The amounts provided in the accounts are: Capital allowances in advance of depreciation (556) - (279) - Short term timing differences (2) - (12) - Less trading losses carried forward (1,234) - (1,574) - ------ ------ ------ ------ (1,792) - (1,865) - ====== ====== ====== ====== There is no unprovided deferred tax at 31 March 2003 and 31 March 2002. The movement in deferred tax from the prior year relates to the charge in the profit and loss account of £73,000. 19. CALLED UP SHARE CAPITAL 2003 2002 £'000 £'000 Authorised: 20,000,000 (2002: 200,000,000) ordinary shares of 10p each 20,000 20,000 Allotted, called up and fully paid: 99,400,616 (2002: 115,782,666) ordinary ====== ====== shares of 10p each 9,940 11,578 ====== ====== Movements in issued share capital during the year were as follows: No. £'000 At 1 April 2002 Ordinary shares of 10p each 115,782,666 11,578 Repurchase of 16,382,050 10p shares for cancellation (16,382,050) (1,638) ========== ========== At 31 March 2003 99,400,616 9,940 ========== ========== 20.STATEMENT OF MOVEMENT ON RESERVES Share Capital Share Other Profit Total capital redemption premium distributable and loss £'000 Group £'000 reserve account reserves account £'000 £'000 £'000 £'000 Balance at 1 April 2002 11,578 - 66,923 - (4,474) 74,027 Loss for the financial year - - - - (2,367) (2,367) Dividends - - - - (994) (994) Foreign exchange translation differences - - - - (16) (16) Capital transfer - - (65,000) 65,000 - - Appropriation - - - (994) 994 - Purchase of own shares (1,638) 1,638 - (11,699) - (11,699) Balance at 31 March 2003 9,940 1,638 1,923 52,307 (6,857) 58,951 Company Balance at 1 April 2002 11,578 - 66,923 - 124 78,625 Loss for the financial year - - - - (12) (12) Dividends - - - - (994) (994) Capital transfer - - (65,000) 65,000 - - Appropriation - - - (994) 994 - Purchase of own shares (1,638) 1,638 - (11,699) - (11,699) ------- ------- ------- ------- ------- ------- Balance at 31 March 2003 9,940 1,638 1,923 52,307 112 65,920 ======= ======= ======= ======= ======= ======= On 4 September 2002, the company received permission from the courts to allow £65,000,000 of the share premium account to be transferred to a distributable reserve. The court order became effective on 5 September 2002 and £65,000,000 was transferred from the share premium account to a distributable reserve. 21. FINANCIAL COMMITMENTS Group Company Group Company Land and Land and Land and Land and buildings buildings buildings buildings The Group has operating lease 2003 2003 2002 2002 commitments payable within the next £'000 £'000 £'000 £'000 year, expiring as follows: Within one year - - 26 26 Within two to five years 110 75 49 49 After five years 2,321 - 2,128 - ------- ------- ------- ------- 2,431 75 2,203 75 ======= ======= ======= ======= 22. CAPITAL COMMITMENTS Group Company Group Company 2003 2003 2002 2002 £'000 £'000 £'000 £'000 Amounts contracted but not provided in respect of 4,711 - 11,718 - the Group's properties ======= ======= ======= ======= 23.RECONCILIATION OF OPERATING LOSS TO NET CASH INFLOW/(OUTFLOW) FROM OPERATING ACTIVITIES 2003 2002 £'000 £'000 Operating loss (449) (2,776) Depreciation 2,546 1,605 Amortisation of goodwill 97 97 Foreign exchange loss (16) (10) Increase in stock (102) (57) Increase in debtors (1,345) (431) Increase in creditors 2,676 958 Loss on disposal of fixed assets 103 - ------ ------ Net cash inflow/(outflow) from operating activities 3,510 (614) ====== ====== 24. (A)ANALYSIS OF CASH FLOWS FOR HEADINGS NETTED IN THE CASH FLOW STATEMENT 2003 2003 2002 2002 £'000 £'000 £'000 £'000 Returns on investments and servicing of finance Interest received 627 551 Interest paid (1,798) (27) Loan arrangement fees (214) (80) ------- ------- (1,385) 444 ======= ====== Capital expenditure and financial investment Purchase of tangible fixed assets (29,100) (34,937) Costs of termination of French operation (270) - Sale of tangible fixed Assets 21 - ------- ------- (29,349) (34,937) ======= ====== Financing Issue of ordinary share capital - 22,729 (net of expenses) Repurchase of ordinary shares (11,699) - ------- ------- (11,699) 22,729 Debt due after more than one year: Loans repaid - - New loans acquired 22,662 19,938 ------- ------- 22,662 19,938 ------- ------- Net cash inflow from financing 10,963 42,667 ======= ====== (b) ANALYSIS OF NET DEBT At At 31 March Cash 31 March 2002 flow 2003 £'000 £'000 £'000 Cash at bank and in hand 18,528 (16,261) 2,267 Debt due after one year (19,938) (22,662) (42,600) ------- ------- ------- Total net debt (1,410) (38,923) (40,333) ======= ======= ======= 25. RELATED PARTY TRANSACTIONS No related party transactions took place during the years ended 31 March 2003 and 31 March 2002. This information is provided by RNS The company news service from the London Stock Exchange
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