Preliminary Results

ComProp Limited 10 June 2004 ComProp Limited ('ComProp' or 'the Company') Preliminary Results for the year ended 31 March 2004 Chairman's Report During the last twelve months we have continued to see the benefits of our property development and investment strategy. Two major developments were completed on budget and on time. B & Q Supercentre The development was finished with practical completion of the building contract in August 2003; only nine months after the contractors took possession of the site. Following which, B & Q entered into a twenty five year lease and commenced trading on the site in September 2003. We have received much praise for the efficiency of the store and its contemporary design from the tenant and their customers. The unit was constructed by Guernsey contractors, J W Rihoy & Son, who were awarded the contract after a tendering process. This property is already trading well and, as suggested previously, it provides excellent retail synergy with our unit occupied by Checkers, part of the C.I.Traders Group. Generali House During construction of the B & Q Supercentre, we started the development of an office building in the centre of St Peter Port adjacent to the Old Government House Hotel. This development was completed on 31 March of this year only forty-six weeks from the start of the contract. Again we utilised local contractors, R G Falla Limited, who carried out this development on a difficult town centre site. The design is again contemporary but is sympathetic to the surroundings which include the former Victorian Town Hospital now occupied by Guernsey Police. Local architects BAS are to be commended for their innovative design and we expect the scheme to be recognised in future architectural awards. We believe the building and its exceptional easterly views of the harbour and Islands arguably make this the best office of this size in the centre of St Peter Port. The building is let to Generali Worldwide Insurance for twenty-one years and thus provides an excellent long term investment for the Company. It has been a busy year of construction as building work also started on the Flagship Office site at Admiral Park. Last year, I reported an agreement to lease with Kleinwort Benson and am pleased to advise that we also concluded an agreement to lease with BGL Reads Group Services Limited, a subsidiary of Fortis Group, for the second building. This triggered the development of these two buildings, each of approximately 45,000 sq.ft. We are well advanced in their construction, having created the basement parking beneath the office blocks. The steel frame is complete with a significant amount of glazing and cladding having been applied. It is now possible to get a sense of the scale and quality of this development. We are on programme to complete the buildings so as to allow the tenants occupation by the autumn of next year. With construction on this element of the site well advanced, we are now reviewing the development of the adjacent area which has a planning consent for luxury coastal apartments. The effect of completing these developments over the last twelve months have resulted in significant additions to our rent roll. We considered it appropriate to seek a revaluation of all our investment properties. UK Chartered Surveyors, Montagu Evans, were appointed to report on value at 31 January 2004. This UK practice was familiar with our most recent developments having been appointed by our funders, Royal Bank of Scotland International, as their valuers. A comprehensive review of our investment properties resulted in a revaluation figure of £72.6 million being reported. This provided an uplift of £11.9 million from our previously reported valuation, a gain of 20% in the capital value of our investment portfolio. Whilst adding new quality investments to our portfolio it was also appropriate to consider some rationalisation where properties were suited to disposal. Following the conclusion of the B & Q development, a group of properties adjacent to the service yard, which did not fit our investment criteria, were sold for £1 million. We have demonstrated our ability to seek development opportunities as they arise. We are able to act swiftly to secure sites, achieve pre-lease agreements and effect developments which will offer attractive profits and good long term investment opportunities. This will continue to be our strategic aim together with the ongoing development of our core site at Admiral Park in Guernsey. We thus monitor the Guernsey and Jersey market place and are currently assessing a number of potential enquiries that may lead to development opportunities in the medium term. At Admiral Park, we have submitted plans for an enlarged retail/leisure scheme and ancillary development. Our proposals accord with the planning principles for this part of the Mixed Use Redevelopment Area and as such we anticipate our detailed plans will find favour. This will permit the early development of this section of Admiral Park. Early indications show healthy tenant demand for our proposed scheme. We reaffirm my statement of last year whereby the Company is committed to seeking further growth in net asset value through new projects. As such, we do not recommend payment of a dividend but seek further growth through further suitable development opportunities. This policy has been extremely successful to date and the effect of concluding the two developments reported above over the last twelve months has helped contribute to the growth of our net asset value per share, after adjusting for share options, from 109.5p to 144.2p. This represents an increase of 32% over the year. Tom Scott Chairman 9 June 2004 Operating and Financial Review Operating Performance Profit before tax increased by £246,000 to £752,000 (2003: £506,000), being an increase of 49%. Earnings per share were 2.0p compared with 1.4p in 2003. Montagu Evans, Chartered Surveyors, carried out a revaluation of the investment portfolio as at 31 January 2004. The revaluation provided an uplift of £11.9 million of value representing a 20% gain on the investment properties held at the year end. Net assets per share, after adjusting for share options, have increased by 34.7p from 109.5p at 31 March 2003 to 144.2p at the year end, an increase of 32%. Finance The Group finances its operations by a mixture of equity and bank borrowings. The Board follows a policy of fixing interest rates on a significant percentage of borrowings. The Board believes that the higher the gearing, the greater the percentage of borrowings that should have their interest rates fixed. This policy will allow some advantage to be taken of the current historically low interest rates whilst affording some protection from the risk of future significant increases in bank base rates. Further information regarding the interest rate and maturity profile of the Group's financial liabilities is provided in note 24 of the Company's statutory financial statements. At the year end the Group had net debt of £50.9 million (2003: £33.2 million) and a net debt to equity ratio of 98.3% (2003: 84.6%). In addition there were undrawn borrowing facilities of £37.5 million in place to fund the Group's current development programme. Cash resources increased by £507,000 over the period compared with a decrease of £2.1 million in the previous financial year. Net outflows in respect of capital expenditure amounted to £19.2 million (2003: £7.5 million) whilst the net inflow from bank loans was £18.3 million (2003: £3.1 million). Net interest costs increased to £2.2 million from £1.8 million in 2003. Dividends The Board is not recommending the payment of a dividend this year (2003: Nil). Taxation The standard rate of tax in the Channel Islands is 20%. The taxation charge for the year ended 31st March 2004 is £39,000. The low effective tax rate results from tax allowances exceeding actual expenditure during the year. A provision of £23,000 has been made for deferred tax. The deferred tax liability relates primarily to capital allowances claimed on plant and machinery within investment properties. Developments The Group completed two major developments during the period. In August 2003, the development of a new Supercentre for B & Q Plc was completed. The unit is located adjacent to the Checkers superstore with which it shares car parking facilities. The building contract was awarded to J W Rihoy & Son, a Guernsey based construction company, at the start of the year and was completed in August 2003. The development represented one of the first B & Q stores to trade over two levels, thus maximising our return from the building on site. Construction commenced in May 2003 on the creation of a 21,000 sq. ft. headquarters building for Generali Worldwide Insurance. The site is adjacent to the Old Government House Hotel, the Guernsey Police headquarters and numerous office buildings. This offered a challenge for R G Falla due to the conflicting requirements of these neighbours. Construction was often halted to allow wedding functions to be unaffected at the Old Government House Hotel. In addition, the development occupied the entire site thus creating logistical issues for the delivery and storage of materials. The construction was however exceptionally well managed and the building was completed within forty-six weeks. The building is a credit to the entire development team and provides arguably the best offices of this size in St Peter Port. The Group's largest development to date is now underway at Admiral Park. The construction of the Flagship Offices will provide approximately 90,000 sq.ft. of lettable accommodation split equally between two headquarter buildings. The contract envisages sequential completion of the offices, with both tenants in occupation by the autumn of next year. Acquisitions The Group did not make any acquisitions during the year. Disposals As part of our corporate strategy, the Group seeks to acquire appropriate development and investment opportunities and similarly will dispose of units that do not meet our investment criteria. During the year, a static warehouse investment in Jersey and property peripheral to Admiral Park in Guernsey were sold. These properties did not produce attractive returns on capital employed and were disposed of for £2.4 million providing net realised gains over cost of £368,000. Financial Reporting There were no changes to accounting policies for the year ending 31 March 2004. With effect from 31 March 2006, the Company will prepare its consolidated financial statements under International Financial Reporting Standards; the implications for ComProp are being kept under active review. Going Concern The Directors, having made appropriate enquiries, confirm that they have a reasonable expectation that the Company and the Group have adequate resources to continue to operate for the foreseeable future. For this reason we have continued to adopt the going concern basis when preparing the financial statements. Consolidated profit and loss account for the year ended 31st March 2004 2004 2003 £'000 £'000 Turnover 4,751 4,055 Operating expenses (2,003) (1,786) ---------- ---------- Operating profit 2,748 2,269 Profit on sale of investment properties 163 - ---------- ---------- Profit on ordinary activities before interest 2,911 2,269 Net interest payable (2,159) (1,763) ---------- ---------- Profit on ordinary activities before taxation 752 506 Tax on profit on ordinary activities (39) (1) ---------- ---------- Profit on ordinary activities after taxation 713 505 Dividends - - ---------- ---------- Retained profit for the financial year 713 505 ---------- ---------- Earnings per share Basic 2.0p 1.4p Diluted 2.0p 1.4p ---------- ---------- The profit and loss account has been prepared on the basis that all of the Group's operations are continuing operations. Consolidated balance sheet at 31st March 2004 2004 2003 £'000 £'000 Fixed assets Tangible fixed assets 103,430 72,845 Investment in group undertakings - - Investments 172 172 ---------- ---------- 103,602 73,017 ---------- ---------- Current assets Stocks 9 20 Debtors 1,532 764 Cash at bank and in hand 562 55 ---------- ---------- 2,103 839 Creditors Amounts falling due within one year (2,878) (3,242) ---------- ---------- Net current liabilities (775) (2,403) ---------- ---------- Total assets less current liabilities 102,827 70,614 Creditors Amounts falling due after more than one year (50,880) (31,350) Deferred taxation (110) (87) ---------- ---------- Net assets 51,837 39,177 ---------- ---------- Capital and reserves Share capital 1,782 1,782 Reserves 50,055 37,395 ---------- ---------- Equity shareholders' funds 51,837 39,177 ---------- ---------- The financial statements were approved by the Board on 9th June 2004 and signed on its behalf by: T.H. Scott S.H. Down Consolidated cash flow statement for the year ended 31st March 2004 2004 2003 £'000 £'000 Net cash inflow from operating activities 2,660 2,579 ---------- ---------- Returns on investments and servicing of finance Interest received 6 64 Interest paid (2,184) (1,822) ---------- ---------- Net cash outflow from investments and servicing of finance (2,178) (1,758) ---------- ---------- Taxation Jersey and Guernsey income tax paid (224) (268) ---------- ---------- Capital expenditure and financial investment Purchase of tangible fixed assets (20,388) (8,084) Sale of tangible fixed assets 1,201 618 ---------- ---------- Net cash outflow from capital expenditure and financial investment (19,187) (7,466) ---------- ---------- Acquisitions and disposals Sale of subsidiary 1,150 1,650 ---------- ---------- Equity dividend paid - - ---------- ---------- Net cash outflow before financing (17,779) (5,263) ---------- ---------- Financing Bank loans 18,554 3,446 Loans repaid (268) (321) Issue of ordinary shares - 10 ---------- ---------- Net cash inflow from financing 18,286 3,135 ---------- ---------- Increase/(Decrease) in cash in the period 507 (2,128) ---------- ---------- Statement of total recognised gains and losses for the year ended 31st March 2004 2004 2003 £'000 £'000 Profit for the financial year 713 505 Surplus on revaluation of properties 11,947 6,405 ---------- ---------- Total gains and losses recognised since last annual report 12,660 6,910 ---------- ---------- Note of historical cost profits and losses for the year ended 31st March 2004 2004 2003 £'000 £'000 Reported profit on ordinary activities before taxation 752 506 Realisation of property revaluation gains of previous years 205 - ---------- ---------- Historical cost profit on ordinary activities before taxation 957 506 ---------- ---------- Historical cost profit retained after taxation and dividends 918 505 ---------- ---------- Reconciliation of profit on ordinary activities to net cash inflow from operating activities for the year ended 31st March 2004 2004 2003 £'000 £'000 Operating profit 2,748 2,269 Depreciation charge 55 70 Loss on disposal of tangible fixed assets 8 3 Decrease in stocks 11 15 (Increase)/Decrease in debtors (318) 570 Increase/(Decrease) in creditors 156 (348) ---------- ---------- Net cash inflow from operating activities 2,660 2,579 ---------- ---------- Reconciliation of net cash flow to movement in net debt for the year ended 31st March 2004 2004 2003 £'000 £'000 Increase/(Decrease) in cash balances 507 (2,128) Cash inflow from increase in loans (18,554) (3,446) Repayment of loans 268 321 ---------- ---------- Change in net debt (17,779) (5,253) Net debt at 1 April 2003 (33,157) (27,904) ---------- ---------- Net debt at 31 March 2004 (50,936) (33,157) ---------- ---------- Analysis of changes in net debt At 1 April Cash At 31 March 2003 flow 2004 £'000 £'000 £'000 Cash at bank and in hand 55 507 562 Debt due within 1 year (1,863) 1,245 (618) Debt due after 1 year (31,349) (19,531) (50,880) ---------- ---------- ---------- (33,157) (17,779) (50,936) ---------- ---------- ---------- Notes 1. Dividends The Board is not recommending a dividend to be paid in respect of the year ended 31 March 2004 (2003 £nil). 2. Earnings per share The calculation of earnings per share is based on the profit of £713,000 (2003: £505,000) and on the weighted average of 35,649,858 (2003: 35,467,940) ordinary shares in issue during the year. The dilutive potential ordinary shares under options amounted to 104,826 (2003: 266,675). 3. Financial information The financial information set out in this document does not constitute the Company's statutory financial statements for the years ended 31 March 2004 and 2003. The auditors have given an unqualified audit report on the accounts for the year ended 31 March 2004. 4. Basis of Preparation The preliminary announcement has been prepared on the basis of the accounting policies set out in the company's 31 March 2003 statutory accounts. 5. Annual General Meeting The Annual General Meeting will be held on 28 July 2004 at 12.00 noon at the Atlantic Hotel, Le Mont de la Pulente, St Brelade, Jersey. 6. Annual Report The Annual Report will be sent to shareholders in due course. Once issued, further copies can be obtained from the Company's registered office at La Rue Fondon, St Peter, Jersey JE3 7BF. Contacts: Tom Scott /Steve Down ComProp Limited 01534 835500 This information is provided by RNS The company news service from the London Stock Exchange

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