TIDMWSP
RNS Number : 7403S
Wynnstay Properties PLC
18 November 2021
The information communicated within this announcement is deemed
to constitute inside information as stipulated under the Market
Abuse Regulations (EU) No. 596/2014 as it forms part of UK domestic
law by virtue of the European Union (Withdrawal) Act 2018. Upon the
publication of this announcement, this information is considered to
be in the public domain.
WYNNSTAY PROPERTIES PLC
("Wynnstay" or the "Company")
INTERIM RESULTS FOR THE SIX MONTHSED 29 SEPTEMBER 2021
18 November 2021
CHAIRMAN'S STATEMENT
I am pleased to report to shareholders a strong performance by
Wynnstay for the six months period ending 29 September 2021 as well
as to advise you of the appointment of a new firm of auditors and a
new AIM Nominated Adviser.
Interim Financial Results
The unaudited results are summarised in the table below, which
should be read in conjunction with the following commentary and
financial statements:
29 September 29 September
2021 2020
Rental Income +2.7% GBP1,084,000 GBP1,055,000
Property Income* * GBP1,131,000 GBP1,055,000
Operating Income +11.9% GBP839,000 GBP750,000
Income before Taxation +20.8% GBP650,000 GBP538,000
Earnings per share +21.3% 19.4p 16.0p
Net Asset Value per share +14.7% 918p 800p
Interim Dividend per share +6.3% 8.5p 8.0p
* No percentage increase is given as the 29 September 2020
figure does not include other property income .
Rental Income for the half-year increased by just over 2.7%
compared to last year at GBP1,084,000 (2020: GBP1,055,000)
reflecting a number of successful rent reviews, lease renewals and
new lettings within the portfolio which are detailed further below.
Other property income which includes, for the first time, items
such as dilapidations, lease surrender and other property-related
receipts, added a further GBP47,000 to give Property Income of
GBP1,131,000 (2020: GBP1,055,000). With lower overall operating
costs, including reduced void costs compared to last year, the
result was an 11.9% increase in Operating Income to GBP839,000
(2020: GBP750,000).
In my statement in July I reported that we had collected all of
the rental income due for the first quarter of the financial year.
I am pleased to report that there is no rent outstanding for the
second quarter and that for the third quarter, commencing 29
September 2021, we have collected all of the quarterly and monthly
rents due to date, with the only outstanding items being the
monthly payments that are due on 1 December 2021.
Borrowings from Handelsbanken of GBP10 million at the end of the
half-year were the same as at 25 March 2021 and lower than at the
same time last year (GBP12.5 million) following the previously
reported disposal of the Chessington property in February 2021.
Portfolio
The portfolio was 99% let by rental income at the end of the
half-year, which is consistent with our past record of high
occupancy and low voids.
The only void at the end of the half-year was a unit on our
Beaver Industrial Estate at Liphook where, as previously reported,
the tenants went into liquidation in November 2020 leaving
substantial stock and fittings at the premises, which passed to us
when the lease was disclaimed by the appointed liquidator. The
stock and fittings have been disposed of by us, realising proceeds
which exceeded the unpaid rent and contributed to the funding of
the necessary refurbishment. The refurbished unit was offered to
the market at a significantly higher rent than was being paid under
the previous lease. In the second half of October, we agreed terms
with existing tenants on the Estate who are expanding their
operations to take a new five-year lease and to extend to 2026 the
lease of their existing three units, which was due to expire at the
end of next year.
Two other adjoining units at Liphook have become vacant from the
end of the half-year following the decision by the existing tenants
not to renew as a result of the rationalisation of their business.
The outgoing tenants left the premises in good condition. I am
pleased to report that we have been successful in agreeing heads of
terms for letting the units to new tenants who need them for a
specific project for two to three years for which they also
require, as storage space, our adjoining development site. In view
of the attractive terms negotiated for the units and site together
we will defer, for the time being, our planned development of the
two new units, while taking steps to preserve the existing planning
permission.
Other management activity on the Beaver Industrial Estate at
Liphook has seen five lease renewals, most at increased rents, and
the transfer of an existing lease to a new business entity at an
increased rent and on improved terms.
At our largest asset, Quarry Wood Industrial Estate at
Aylesford, we completed the letting of a unit following the
exercise of a tenant break clause, to new tenants at a record rent
for the Estate, demonstrating the demand for units of this type and
size in the area. In addition, we negotiated two lease renewals at
higher rents.
At Lichfield, we negotiated and completed a new lease to the
existing tenants, a national chain, at an increased rent and
negotiations are now proceeding on renewals with the tenants of two
other units, who are also a national chain.
The lease of one of our two units at Lewes was due to expire
early next year. The tenants closed the business and terms were
agreed for them to return the premises to us early on payment of a
surrender premium. This has enabled us to relet the unit
immediately to new tenants.
The lease of one of our five units at Norwich has also been
renewed at a higher rent than provided in our annual valuation
which should reflect well both in the valuation at the year end and
in relation to future negotiations on the other units.
Taken overall, the management of the portfolio in the first half
of the year has produced very satisfactory results both for
short-term income and, in the longer term, for appreciation in the
portfolio valuation and in future income.
Our longstanding tenants at Surbiton have notified us that they
will not renew their lease, which will expire in December 2021,
having decided particularly in the light of the Covid pandemic that
they can rationalise their operations in their other premises
elsewhere in the area. The existing sub-tenant of the ground floor
retail premises has approached us to take a new lease and we
anticipate concluding negotiations with them shortly. The office
premises on the two floors above will be the subject of
reinstatement in accordance with the terms of the lease by the
outgoing tenants. We are currently offering the offices for letting
on market terms as well as considering a sale of the entire
building.
Turning now to the development of our Trade Park at Petersfield,
substantial progress on construction works was made over the summer
and early autumn. Despite the well-publicised challenges in the
construction sector affecting both labour and availability of
materials, the contractors were able to rephase the construction
programme to take into account these challenges and minimise the
disruption to both the timetable and the costs. I am pleased to
report that works should be completed within budget in the next
couple of weeks, around six weeks behind schedule. The two prelet
units will be handed over shortly to the incoming tenants and
should be rent-producing in the next financial year. The third unit
is on the market.
Dividend
In light of the financial results, the Board has decided to pay
an increased interim dividend of 8.5p per share (2020: 8.0p) on 17
December 2021 to those shareholders on the register at the close of
business on 2 December 2021. The Board is pleased to be able to
increase the interim dividend by a further 6.3%, following the
increase of 6.7% at this time last year, and the increase in the
final dividend paid in July 2021.
The Board is keenly aware of the importance of investment income
to many shareholders and of the yield having regard to the recent
significant increase in the share price.
Completion of refinancing
In my statement in the Annual Report in July, I reported on the
progress of our refinancing of our two facilities with
Handelsbanken, which expire in December 2021. A new five-year fixed
term facility of GBP10 million was signed in June while a new
revolving credit facility was not then available due to the
complexities of transitioning from LIBOR to Bank of England Base
Rate.
I am now able to report that we have just completed a new
five-year revolving credit facility under which we can now borrow
up to GBP5 million, an increase of GBP1.5 million over the existing
GBP3.5 million facility.
Change of Auditor
Shareholders will recall that our auditors for many years, Moore
Stephens, merged its business with BDO on 1 February 2019 and BDO
were appointed as our auditors at the Annual General Meeting in
July 2019. Auditors are required to change the partner responsible
for the audit every five years and BDO are required to do so for
the current year.
The Board decided to put the audit out to tender among a number
of firms, all with quoted company, AIM and commercial property
experience. BDO expressed interest in tendering but indicated that
its proposed fees would not be competitive with the fees offered by
other firms and accordingly it withdrew from the process. We
received nine expressions of interest in tendering and short-listed
four firms.
After a further round of written responses and meetings with the
short-listed firms, we have appointed Nexia Smith & Williamson,
as our new auditors. Nexia Smith & Williamson is an independent
firm within the Smith & Williamson group, among the "Top 10"
firms of accountants and business advisers in the UK and a member
of Nexia International, a global network of independent accounting
and consultancy firms.
Nexia Smith & Williamson will undertake the audit for the
current year and their reappointment as auditors for the following
year will be put to shareholders for approval at the next Annual
General Meeting in July 2022.
In consequence, BDO have resigned as our auditors and have
confirmed that there are no matters connected with their
resignation that need to be brought to the attention of
shareholders or creditors. As required by law, a copy of BDO's
formal resignation letter is being sent to shareholders with this
report.
I would like to thank both BDO and Moore Stephens for their work
for Wynnstay.
Change of Nomad
All companies quoted on AIM are required to have a Nominated
Adviser, commonly known as a Nomad.
We have now appointed WH Ireland Limited as the Company's Nomad
and corporate broker with immediate effect. They succeed Panmure
Gordon who took on that role when they acquired Charles Stanley
Securities in 2015.
WH Ireland is the fourth largest Nomad and corporate broker on
the AIM market, representing around 60 AIM companies. The team
advising us includes long-established experience in the AIM market
and the quoted commercial property sector.
On behalf of shareholders, I would like to thank Panmure Gordon
for their advice over the past six years.
Shareholder Matters
In my statement in June, I mentioned that the Board would be
reviewing ways in which the issue of liquidity and marketability of
Wynnstay's shares can be addressed and improved generally. We
engaged with a number of shareholders, large and small, on an
informal basis, over the summer and autumn and will continue this
process. The Board will reflect further on the position over the
coming months and discuss with WH Ireland what steps, if any, it
might be appropriate to consider.
Share Certificates and Shareholder Records
In the first half of the year, there have been a number of
enquiries about shareholdings, missing share certificates and
shareholder records. These typically come from situations where
shares have been transferred, whether through the market or
off-market, where the stockbroker involved has acted for both
sides. There have been many changes of ownership in stockbroking
firms over the years and certificates and records can be lost when
individual brokers change firms, taking clients with them, or firms
merge or are taken over. Real difficulties can arise for executors
when they know that the deceased owned Wynnstay shares, but they
cannot trace either share certificates or stockbroker records.
I would encourage shareholders to check their records and ensure
that they know where their certificates are held and which
stockbrokers or nominees are responsible for their holdings.
Share Scams
In each statement, I draw the attention of shareholders to the
risk of "share scams", arising from unsolicited telephone calls or
online offers or approaches.
I experienced this personally a few months ago when I received
an unsolicited call, unrelated to Wynnstay. The caller, with a
convincing Scottish accent, claimed to be from an investment bank
with a name similar to a well-known Japanese financial institution.
I was informed that I was the owner of some shares in a US-listed
company. This had been the subject of a massive fraud in the
1980's, but was now solvent and being sold. I could benefit,
provided I supplied some personal financial details. Both the
investment bank and my alleged investment were totally fictitious.
While entertaining in some respects, the call illustrated how
superficially credible some share scams can be.
I urge shareholders to be vigilant. Wynnstay's website
(www.wynnstayproperties.co.uk) includes a warning and a link to
other information about unsolicited calls on the Financial Conduct
Authority's website.
Annual General Meetings 2021 and 2022
As you will know, our Annual General Meeting 2021 was convened
shortly after the government had announced that the existing
Covid-19 regulations would continue for at least another four weeks
and continued to place limits on the number of individuals and
households permitted to gather indoors. As a result, the Board
decided with great reluctance to restrict attendance at the AGM,
which was duly held on 20 July 2021 when all the resolutions were
duly passed on a poll vote. I would like to thank all the
shareholders who took the trouble to return their proxy cards to
express their voting directions.
We are hoping that for 2022 it will be possible to arrange our
Annual General Meeting in mid-July in the usual form. The date and
venue will be notified nearer the time when we can be certain that
it can take place in the light of the conditions then
prevailing.
Finally, on behalf of the Board, I wish all shareholders and
their families a Happy Christmas and convey our best wishes for
2022.
Philip Collins
Chairman
17 November 2021
1. STATEMENT OF COMPREHENSIVE INCOME
Unaudited Audited
Six months ended Year ended
29 September 29 September 25 March
2021 2020 2021
GBP'000 GBP'000 GBP'000
Property Income 1,131 1,055 2,438
Property Costs (25) (44) (255)
Administrative Costs (267) (261) (593)
------------- ----------------- ---------------
Operating Income 839 750 1,590
Movement in fair value
of
Investment Properties - - 1,748
Profit on Sale of Investment
Property - - 1,121
839 750 4,459
Investment Income - 1 1
Finance Costs (189) (213) (412)
------------- ----------------- ---------------
Income before Taxation 650 538 4,048
Taxation (123) (104) (395)
------------- ----------------- ---------------
Income after Taxation 527 434 3,653
============= ================= ===============
Basic and diluted earnings
per share 19.4p 16.0p 134.7p
The company has no other items of comprehensive income.
2. STATEMENT OF FINANCIAL POSITION
Unaudited Unaudited Audited
29 September 29 September 25 March
2021 2020 2021
GBP'000 GBP'000 GBP'000
Non-Current Assets
Investment Properties 34,871 34,281 34,005
Investments 3 3 3
------------- ------------- ---------
34,874 34,284 34,008
------------- ------------- ---------
Current Assets
Accounts Receivable 262 420 342
Cash and Cash Equivalents 1,586 1,338 2,001
------------- ------------- ---------
1,848 1,758 2,343
------------- ------------- ---------
Current Liabilities
Accounts Payable (1,001) (1,174) (929)
Income Taxes Payable (374) (343) (249)
Bank Loans Payable (10,000) - (10,000)
------------- ------------- ---------
(11,375) (1,518) (11,178)
------------- ------------- ---------
Net Current (Liabilities)/Assets (9,527) 240 (8,835)
------------- ------------- ---------
Total Assets Less Current
Liabilities 25,347 34,524 25,173
Non-Current Liabilities
Bank Loans Payable - (12,500) -
Deferred Tax Payable (461) (315) (461)
------------- ------------- ---------
(461) (12,815) (461)
Net Assets 24,886 21,709 24,712
============= ============= =========
Share Capital 789 789 789
Capital Redemption Reserve 205 205 205
Share Premium Account 1,135 1,135 1,135
Treasury shares (1,570) (1,570) (1,570)
Retained Earnings 24,327 21,150 24,153
------------- ------------- ---------
24,886 21,709 24,712
============= ============= =========
Net Asset Value per share 918p 800p 911p
3. STATEMENT OF CASHFLOWS
Unaudited Audited
Six months ended Year ended
29 September 29 September 25 March
2021 2020 2021
GBP'000 GBP'000 GBP'000
Cashflows from operating activities
Income before taxation 650 538 4,048
Adjusted for:
(Increase) in fair value of investment
properties (866) - (1,748)
Interest income - (1) (1)
Interest expense 189 213 412
Profit on disposal of investment properties - - (1,121)
Movement in dilapidations for property
sold - - 55
Changes in:
Trade and other receivables 80 (176) (98)
Trade and other payables 197 (89) (326)
------------ ------------ ----------
Cash generated from operations 250 485 1,221
Income taxes paid (123) - (249)
Interest paid (189) (213) (412)
------------ ------------ -----------
Net cash from operating activities (62) 272 560
============ ============ ===========
Cashflows from investing activities
Interest and other income received - 1 1
Purchase of investment properties - (21) (117)
Sale of investment properties - - 3,187
Net cash from investing activities -- (20) 3,071
============ ============ ===========
Cashflows from financing activities
Dividends paid (353) (203) (419)
Drawdown on bank loans - - -
Repayment of bank loans - - (2,500)
------------ ------------ -----------
Net cash from financing activities (353) (203) (2,919)
============ ============ ===========
(Decrease)/Increase in cash and cash
equivalents (415) 49 712
------------ ------------ -----------
Cash and cash equivalents at beginning
of period 2,001 1,289 1,289
------------ ------------ -----------
Cash and cash equivalents at end of
period 1,586 1,338 2,001
============ ============ ===========
4. STATEMENT OF CHANGES IN EQUITY
UNAUDITED SIX MONTHSED 29 SEPTEMBER 2021
Share Capital Share Treasury Retained Total
Capital Redemption Premium Shares Earnings
Reserve Account
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 26 March 2021 789 205 1,135 (1,570) 24,153 24,712
Total comprehensive income
for the period - - - - 527 527
Dividends - - - - (353) (353)
---------------------------- ----------- ----------- ----------- ----------- --------- -------
Balance as at 29 September
2021 789 205 1,135 (1,570) 24,327 24,886
============================ =========== =========== =========== =========== ========= =======
UNAUDITED SIX MONTHSED 29 SEPTEMBER 2020
Share Capital Share Treasury Retained Total
Capital Redemption Premium Shares Earnings
Reserve Account
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 26 March 2020 789 205 1,135 (1,570) 20,919 21,478
Total comprehensive income
for the period - - - - 434 434
Dividends - - - - (203) (203)
---------------------------- ----------- ----------- ----------- ----------- --------- -------
Balance as at 29 September
2020 789 205 1,135 (1,570) 21,150 21,709
============================ =========== =========== =========== =========== ========= =======
AUDITED YEARED 25 MARCH 2021
Share Capital Share Treasury Retained Total
Capital Redemption Premium Shares Earnings
Reserve Account
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 26 March 2020 789 205 1,135 (1,570) 20,919 21,478
Total comprehensive income
for the year - - - - 3,653 3,653
Dividends - - - - (419) (419)
---------------------------- ----------- ----------- ----------- ----------- --------- -------
Balance as at 25 March 2021 789 205 1,135 (1,570) 24,153 24,712
============================ =========== =========== =========== =========== ========= =======
5. ACCOUNTING POLICIES
Wynnstay Properties PLC is a public limited company incorporated
and domiciled in England and Wales. The principal activity of the
company is property investment, development and management. The
Company's ordinary shares are traded on the Alternative Investment
Market.
Basis of Preparation
These unaudited condensed interim financial statements have been
prepared in accordance with International Financial Reporting
Standard ("IFRS") IAS 34 Interim Financial Reporting. They do not
constitute statutory accounts within the meaning of section 435 of
the Companies Act 2006.
The unaudited condensed interim financial statements should be
read in conjunction with the financial statements of the Company as
at and for the year ended 25 March 2021 which were prepared in
accordance with IFRS. The financial information for the 6 month
periods ended 29 September 2021 and 29 September 2020 have not been
audited and the auditors have not reported on or reviewed these
interim financial statements. The information for the year ended 25
March 2021 has been extracted from the latest published audited
financial statements.
Key Sources of Estimation Uncertainty
The preparation of the financial statements requires management
to make judgements, estimates and assumptions that may affect the
application of accounting policies and the reported amounts of
assets and liabilities, income and expenses.
Revisions to accounting estimates are recognised in the period
in which the estimate is revised if the revision affects only that
period. The key sources of estimation uncertainty that have a
significant risk of causing material adjustment to the carrying
amounts of assets and liabilities within the next financial year
are those relating to the fair value of investment properties.
Investment Properties
All the Company's investment properties are independently
revalued annually and stated at fair value at 25 March. The
aggregate of any resulting increases or decreases are taken to
operating income within the Statement of Comprehensive Income.
Investment properties are recognised as acquisitions or disposals
based on the date of contract completion. Values of investment
properties undergoing development or improvements are stated at
cost until practical completion.
Depreciation
In accordance with IAS 40, freehold investment properties are
included in the Statement of Financial Position at fair value, and
are not depreciated. The Company has no other plant and
equipment.
Disposal of Investments
The gains and losses on the disposal of investment properties
and other investments are included in the Statement of
Comprehensive Income in the year of disposal.
Property Income
Property income is recognised on a straight-line basis over the
period of the lease and is measured at the fair value of the
consideration receivable. Lease deposits are held in separate
designated deposit accounts and are thus not treated as assets of
the Company in the financial statements. All income is derived in
the United Kingdom. Other property income includes dilapidations,
lease surrender and other property related receipts.
Unaudited Audited
Six months ended Year ended
29 September 29 September 25 March
2021 2020 2021
GBP'000 GBP'000 GBP'000
Rental income 1,084 1,055 2,140
Other property income 47 - 298
------------ ------------ ----------
1,131 1,055 2,438
------------ ------------ ----------
Taxation
The tax expense represents the sum of the tax currently payable
and deferred tax. Current tax is the expected tax payable on the
taxable income for the period based on the tax rate enacted or
substantively enacted at the reporting date, and any adjustment to
tax payable in respect of prior years. Taxable profit differs from
income before tax because it excludes items of income or expense
that are deductible in other years, and it further excludes items
that are never taxable or deductible.
Deferred taxation is the tax expected to be payable or
recoverable on differences between the carrying amounts of assets
and liabilities in the financial statements and the corresponding
tax bases used in the computation of taxable profits; and is
accounted for using the statement of financial position liability
method. Deferred tax liabilities are recognised for all taxable
temporary differences (including unrealised gains on revaluation of
investment properties) and deferred tax assets are recognised to
the extent that it is probable that taxable profits will be
available against which deductible temporary differences can be
utilised.
The Company provides for deferred tax on investment properties
by reference to the tax that would be due on the sale of the
investment properties. Deferred tax is calculated at the rates that
are expected to apply in the period when the liability is settled,
or the asset is realised. Deferred tax is charged or credited to
Income after Taxation, including deferred tax on the revaluation of
investment properties.
Trade and other accounts receivable
Trade and other receivables are initially measured at fair value
and subsequently measured at amortised cost as reduced by
appropriate allowances for expected credit losses. All receivables
do not carry any interest and are short term in nature.
Cash and cash equivalents
Cash comprises cash at bank and on demand deposits. Cash
equivalents are short term (less than three months from inception),
repayable on demand and are subject to an insignificant risk of
change in value.
Trade and other accounts payable
Trade and other payables are initially measured at fair value
and subsequently measured at amortised cost. All trade and other
accounts payable are non-interest bearing.
Comparative information
The information for the year ended 25 March 2021 has been
extracted from the latest published audited financial
statements.
Pensions
Pension contributions towards an employee's pension plan are
charged to the statement of comprehensive income as incurred. The
pension plan is a defined contribution scheme.
Borrowings
Interest rate borrowings are recognised at fair value, being
proceeds received less any directly attributable transaction costs.
Borrowings are subsequently stated at amortised cost. Any
difference between the proceeds (net of transaction costs) and the
redemption value is recognised in profit or loss over the period of
the borrowings using the effective interest method. Borrowings are
classified as current liabilities unless the Company has an
unconditional right to defer settlement of the liability for at
least 12 months after the reporting date.
Dilapidations
Dilapidations receipts are recognised in the Statement of
Comprehensive Income when the right to receive them arises. They
are recorded in revenue as other property income unless a property
has been agreed to be sold where the receipt is treated as part of
the proceeds of sale of the property.
6. DIVIDENDS
Payment Per share Amount paid/proposed
Date (pence) GBP'000
Period
6 months to 29 September 2021 17 December 2021 8.5 230
6 months to 29 September 2020 18 December 2020 8.0 217
Year ended 25 March 2021 27 July 2021 13.0 353
7. EARNINGS AND NET ASSET VALUE PER SHARE
Basic earnings per share are calculated by dividing income after
taxation attributable to Ordinary Shareholders of GBP527,000 (2020:
GBP434,000), and net asset value per share is calculated by
dividing net assets of GBP24,886,000 (2020: GBP21,709,000), in each
case by the weighted average number of 2,711,617 (2020: 2,711,617)
ordinary shares in issue during the period excluding shares held in
treasury. There are no options and no instruments in issue that
would have the effect of diluting earnings per share.
For further information please contact:
Wynnstay Properties PLC
Philip Collins, Chairman
020 7554 8766
WH Ireland Limited (Nominated Adviser and Broker):
Chris Hardie, Ben Thorne, Megan Liddell
020 7220 1666
LEI number: 2138006MASI24JYW5076
For more information on Wynnstay, visit
www.wynnstayproperties.co.uk
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