Interim Results

Northacre PLC 29 November 2005 NORTHACRE PLC INTERIM REPORT SIX MONTHS TO 31ST AUGUST 2005 Overview Northacre continues to maintain its position as the premium brand in the business of developing high quality residential schemes in prime landmark Central London locations. Financial Results Turnover for the period was £1,584,000 (2004 - £1,309,000) with gross profit of £941,000 (2004 - £792,000). Pre-tax loss was £345,000 (2004 - £929,000) before amortisation of goodwill with a basic loss per share of 4.3 pence (2004 - loss 6.87 pence). The Board is not declaring an interim dividend Operational Review During the period under review the operating subsidiaries have generally seen a modest improvement in fee income. Further measures implemented by the Board have reduced the level of operating overhead. Some new appointments have been secured by both the Architectural and Interior Design teams. There remains one unsold show apartment by Lifestyles Interiors at KINGS Chelsea. We expect to receive our profit share entitlement and bonus fee upon the sale of this last unit. At the Phillimores (QEC) there remains four unsold apartments. We are confident that with some recent improved sales activity receipt of our sales overage entitlement should take place by the end of the financial year to February 2006 The refusal decision given by the Planning Inspectorate in respect of the Public Inquiry on our Vicarage Gate scheme is particularly disappointing. We continue to be hopeful of securing a residential scheme in the medium to long term. With a revised planning consent now in place at 44-46 Park Street work has commenced on site for creating 6 large Mayfair apartments due for completion in October 2006. In conjunction with our new JV partners at Minerva Plc, completion of the Odeon site acquisition on Kensington High Street took place on 25th November 2005. This new development opportunity generates further income to the Group for Development Management and Architectural fees. Enquiries : Northacre Plc Tel : (020) 7349 8000 John Hunter Chief Executive Manish Santilale Finance Director Summarised Consolidated Profit and Loss Account (Unaudited) Note 6 Months to 6 Months to Year ended 31.8.2005 31.8.2004 28.2.2005 Unaudited Unaudited Audited £'000 £'000 £'000 Turnover 3 1,584 1,309 2,812 Cost of sales (643) (517) (1,367) --------- ---------- ---------- Gross Profit 941 792 1,445 Administrative expenses 4 (1,964) (2,174) (3,612) Other operating income 21 10 31 --------- ---------- ---------- Operating Loss (1,002) (1,372) (2,136) Share of loss from associated undertakings - - (12) --------- ---------- ---------- Loss on Ordinary Activities before Interest and Investment Income (1,002) (1,372) (2,148) Dividends received 40 40 70 Interest (net) (14) (228) (365) --------- ---------- ---------- Loss on Ordinary Activities before Taxation (976) (1,560) (2,443) Taxation 5 - - - --------- ---------- ---------- Retained Loss for the Period 7 (976) (1,560) (2,443) ========= ========== ========== Basic loss per ordinary share 8 (4.30)p (6.87)p (10.76)p Fully diluted loss per ordinary share (4.30)p (6.68)p (10.76)p Summarised Consolidated Balance Sheet (Unaudited) Note 31.8.2005 31.8.2004 28.2.2005 Unaudited Unaudited Audited £'000 £'000 £'000 Fixed Assets Intangible assets 9,459 10,720 10,090 Tangible assets 20 2,907 31 Investments 34 47 34 Investment in joint venture 965 920 965 --------- ---------- ---------- 10,478 14,594 11,120 --------- ---------- ---------- Current Assets Stock and work in progress 21 62 183 Debtors 773 678 495 Cash at bank and in hand - 208 110 --------- ---------- ---------- 794 948 788 Creditors: Amounts falling due within one year 6 (5,189) (5,700) (4,849) --------- ---------- ---------- Net Current Liabilities (4,395) (4,752) (4,061) --------- ---------- ---------- Total Assets less Current Liabilities 6,083 9,842 7,059 Creditors: Amounts falling due after more than one year - (1,830) - Provisions for Liabilities and Charges - (70) - --------- ---------- ---------- Net Assets 6,083 7,942 7,059 ========= ========== ========== Capital and Reserves Share capital 568 568 568 Share premium account 17,449 17,449 17,449 Profit and loss account (11,934) (10,075) (10,958) --------- ---------- ---------- Shareholders' Funds 7 6,083 7,942 7,059 ========= ========== ========== Summarised Consolidated Cash Flow Statement (Unaudited) 6 Months to 6 Months to Year ended 31.8.2005 31.8.2004 28.2.2005 Note Unaudited Unaudited Audited £'000 £'000 £'000 Net Cash Outflow from Operating Activities 9 (306) (1,551) (352) Returns on Investments and Servicing of Finance Interest received 2 2 67 Interest paid (16) (230) (432) Interest element of finance lease - - - rentals Dividends received 40 40 70 --------- ---------- ---------- Net Cash Inflow/(Outflow) from Returns on Investments and Servicing of Finance 26 (188) (295) --------- ---------- ---------- Taxation Corporation tax paid - - - --------- ---------- ---------- Capital Expenditure and Financial Investment Sale of property - - 2,850 Purchase of other tangible assets - (4) (7) Sale of other tangible assets - 1 - --------- ---------- ---------- Net cash (outflow)/inflow for capital expenditure - (3) 2,843 --------- ---------- ---------- Acquisitions and Disposals Investment in joint venture - (50) (95) Proceeds on disposal of - - - investment in joint venture --------- ---------- ---------- Cash (Outflow)/Inflow before Management of Liquid Resources and Financing - (50) (95) --------- ---------- ---------- Financing Capital element of finance lease rentals - (16) (16) Increase/(decrease) in debt - 1,830 - --------- ---------- ---------- Net cash inflow/(outflow) from management of liquid resources and financing - 1,814 (16) --------- ---------- ---------- (Decrease)/Increase in Cash in the 10 (280) 22 2,085 Period ========= ========== ========== Notes to the Unaudited Interim Financial Statements for the period ended 31st August 2005 1 Accounting Policies The interim financial statements have been prepared on the basis of the accounting policies set out in the 2005 Northacre PLC Annual Report. Going Concern The company and group meet their day to day working capital requirements partly through monies loaned from the Northacre Plc Directors Retirement and Death Benefit Scheme and partly from the group's bankers. These facilities have been renewed during the period and are expected to remain in place for the forseeable future. The directors have prepared detailed cash flow projections for the period ended 31st August 2006 making prudent assumptions about the levels and timing of income and expenditure. These projections show that the group can operate within the available facilities in the light of the changes mentioned above. On this basis the directors consider it appropriate to prepare these interim financial statements on a going concern basis. 2 Financial Information The financial information contained in this document does not constitute statutory accounts within the meaning of section 240 of the Companies Act 1985. The comparative figures for the financial period ended 31st August 2004 have been extracted from the company's interim report for that financial period. The statutory accounts for the period ended 28th February 2005 have been given an unqualified audit report and have been filed with the Registrar of Companies. 3 Turnover The group's turnover has been analysed by principal activity as follows: 6 Months to 6 Months to Year ended 31.8.2005 31.8.2004 28.2.2005 £'000 £'000 £'000 Development management 496 111 451 Interior design 677 989 1,898 Architect design 411 209 463 --------- ---------- ---------- 1,584 1,309 2,812 ========= ========== ========== 4 Administrative Expenses The administrative expenses of £1,963,973 (6 months to 31st August 2004: £2,173,108) include amortisation of goodwill of £630,604 (6 months to 31st August 2004: £630,604). 5 Taxation There is no taxation charge due to the availability of losses. 6 Creditors due within one year 31.8.2005 31.8.2004 28.2.2005 Unaudited Unaudited Audited £'000 £'000 £'000 Bank loans and overdrafts 170 2,161 - Trade creditors 531 784 397 Social security and other taxes 378 471 307 Other creditors 3,407 1,547 3,439 Accruals and deferred income 703 737 706 --------- ---------- ---------- 5,189 5,700 4,849 ========= ========== ========== 7 Shareholders' Funds The reconciliation of movements in shareholders' funds is as follows: £'000 Shareholders' funds at 1st March 2005 7,059 Retained loss for the period (976) ---------- Shareholders' funds at 31st August 2005 6,083 ========== 8 Earnings Per Share The basic loss per share has been calculated on the loss on ordinary activities after tax of £975,793 (2004 - £1,559,892) and on the weighted average number of shares in issue in the six months to 31st August 2005 of 22,713,644 (2004 - 22,713,644). The fully diluted loss per share has been calculated on the loss on ordinary activities after tax (as adjusted for convertible loan stock) of £975,793 (2004 - £1,559,824) and on the weighted average number of shares in issue in the six months to 31st August 2005 (as adjusted for the dilutive effect of options treated as exercisable at the period end) of 22,713,644 (2004 - 23,360,553). 9 Reconciliation of Operating Loss to Net Cash Flow from Operating Activities 6 Months to 6 Months to Year ended 31.8.2005 31.8.2004 28.2.2005 £'000 £'000 £'000 Group operating loss (1,002) (1,372) (2,136) Depreciation 11 15 29 Decrease in work in progress 162 135 14 (Increase) in debtors (278) (288) (104) Increase /(decrease) in creditors 170 (672) 568 Amortisation of goodwill 631 631 1,261 Profit on disposal of fixed assets - - 16 --------- ---------- ---------- Net cash outflow from operating activities (306) (1,551) (352) 10 Reconciliation of Net Cash Flow to Movement in Net Debt 6 Months to 6 Months to Year ended 31.8.2005 31.8.2004 28.2.2005 £'000 £'000 £'000 (Decrease)/Increase in cash in the period (280) 22 2,085 Cash (inflow)/outflow resulting from (increase)/decrease in debt and lease financing - (1,814) 16 Net debt at start of period (950) (3,051) (3,051) --------- ---------- ---------- Net debt at end of period (1,230) (4,843) (950) ========= ========== ========== 11 Analysis of changes in Net Debt At Cash At 1.3.2005 Flow 31.8.2005 £'000 £'000 £'000 Cash at bank and in hand 110 (110) - Bank loans and overdrafts - (170) (170) ---------- (280) ---------- Debt due within one year (1,060) - (1,060) Finance leases - - - Debt due after more than one year - - - --------- ---------- ---------- (950) (280) (1,230) ========= ========== ========== 12 Dividends The directors do not recommend the payment of an interim dividend. 13 Other Information The interim statement was approved by the directors on 28th November 2005 A copy of the interim statement will be posted to shareholders and made available to the public for a period of 14 days from today at the company's registered office: 48 Old Church Street, London SW3 5BY. Independent Review Report to Northacre PLC Introduction We have been instructed by the company to review the financial information for the six months ended 31st August 2005 which comprises the consolidated profit and loss account, the consolidated balance sheet, the consolidated cash flow statement and the related notes. We have read the other information contained in the interim report and considered whether it contains any apparent misstatements or material inconsistencies with the financial information. This report is made solely to the company in accordance with Bulletin 1999/4 issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the company those matters we are required to state to them in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our review work, for this report, or for the conclusions we have formed. Directors' Responsibilities The interim report, including the financial information contained therein, is the responsibility of, and has been approved by, the directors. The Listing Rules of the London Stock Exchange require that the accounting policies and presentation applied to the interim figures should be consistent with those applied in preparing the preceding annual accounts except where any changes, and the reasons for them, are disclosed. Review Work Performed We conducted our review in accordance with guidance contained in Bulletin 1999/4 issued by the Auditing Practices Board. A review consists principally of making enquiries of group management and applying analytical procedures to the financial information and underlying financial data and based thereon, assessing whether the accounting policies and presentation have been consistently applied unless otherwise disclosed. A review excludes audit procedures such as tests of controls and verification of assets, liabilities and transactions. It is substantially less in scope than an audit performed in accordance with Auditing Standards and therefore provides a lower level of assurance than an audit. Accordingly we do not express an audit opinion on the financial information. Review Conclusion On the basis of our review we are not aware of any material modifications that should be made to the financial information as presented for the six months ended 31st August 2005. Kingston Smith Chartered Accountants Devonshire House 60 Goswell Road London EC1M 7AD 28th November 2005 This information is provided by RNS The company news service from the London Stock Exchange
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