REG - Local Shopping REIT - Final Results <Origin Href="QuoteRef">LSR.L</Origin> - Part 1

Alina HoldingsAnnouncement

18/12/2014 07:21

RNS Number : 1156A
Local Shopping REIT (The) PLC
18 December 2014
The Local Shopping REIT plc
("LSR" or the "Company" or the "Group")
AUDITED FULL YEAR RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2014
The Local Shopping REIT plc (LSE: LSR), the real estate investment trust ("REIT") that provides investors with access to a diversified portfolio of local shopping assets across the UK, today announces its audited results for the year ended 30 September 2014. 
The information set out below is extracted from the Company's Annual Report and Accounts for the year ended 30 September 2014, which will be published today on the Company's website www.localshoppingreit.co.uk. A copy will also be submitted to the National Storage Mechanism and will be available for inspection at: http://www.Hemscott.com. Printed copies will shortly be dispatched to shareholders. Cross-references in the extracted information below refer to pages and sections in the Annual Report and Accounts for the year ended 30 September 2014.
Highlights
 Recurring profit 0.685m or 0.8 pence per share (2013: 2.070m or 2.5 pence per share) with a profit for the financial year of 1.206m or 1.5 pence per share (2013: loss of 6.07m or 7.5p per share).
 Sale of 235 properties held within two subsidiary companies ("Project Minard"), in furtherance of the investment strategy, at an implied property sale price of 79.3m, including the removal of third party fixed rate debt.
 Net Asset Value (NAV) of 34.8m or 42 pence per share (2013: 33.6m or 41p per share).
 Significant reduction in LTV, with total net debt of 49.1m, reflecting an LTV of 56.1% (2013: 127.7m, LTV 75.2%).
 Debt free properties valued at 5.8m.
 Portfolio revalued at 30 September 2014 at 87.6m (2013: 168.9m; like-for-like value 87.8m), reflecting an equivalent yield (excluding the residential element) of 9.25%.
 At 30 September 2014 the portfolio comprised 387 properties, with 1,190 letting units, producing an annual rental income (after deducting head rent payments) of 7.92m.
 In addition to Project Minard, 23 property sales during the year, of which five were sales of flats on long leases, producing an aggregate premium of 17.02% to their preceding valuation of 3.66m.
 Annual rent roll for the residual portfolio of 7.92m, broadly unchanged on like-for-like basis from 2013.
 Market Rent (net of head rents) at 30 September 2014, of 8.56m (2013: 16.90m). On a like-for-like basis, Market Rent reduced by 2.97% from 8.82m.
 Overall void rate 11.94%, equivalent to Market Rent of 1.03m (2013 like-for-like: 12.27%).
 115 vacant commercial units let during the year at an annual rental income of 1,164,283 per annum (2013: 126 units let at 1,003,840 per annum).
 83 rent reviews with an aggregate rental uplift of 88,684 (6.5%) above previous passing rent.
 36 lease renewals secured at a net rental increase of 664 (0.2%), 16,202 (4.8%) above Market Rent.
 Rental deposits held of 467,783 or 23.7% of the quarterly rent roll (2013: 862,000, 22.3%).
 11 planning consents secured, including 3 for conversions to flats. One flat conversion completed adding 5,400 to rent roll.
 Net cost savings during the year of 0.9m resulting from the 2013 Strategy Review
About The Local Shopping REIT plc
As at 30 September 2014 the Company's portfolio comprised 387 properties, with 1,190 letting units. In July 2013 the Company adopted a new investment policy to maximise shareholder value through (inter alia):
 realising its assets progressively in accordance with prevailing market conditions with a view to repaying the Company's existing debt facilities (where consistent with the protection of value) and ultimately returning value to Shareholders;
 exploiting the potential of the portfolio through active asset management. 
For further information:
The Local Shopping REIT plc  +44 20 7355 8800
Steve Faber, Director 
Bill Heaney, Company Secretary
Or visit www.localshoppingreit.co.uk. 


Introduction
During the year to 30 September 2014 the directors and management team worked hard in the execution of the investment policy, adopted by shareholders in July 2013, to sell down the Company's property portfolio whilst maintaining shareholder value. A significant step was achieved during the year with the sale in August 2014 of two of the Company's property holding subsidiaries at an implied property sale price of 79.3m, including the removal of third party fixed rate debt. As a result of this and our individual property sales programme, we significantly reduced our indebtedness, improving our loan-to-value ratio from 75% in 2013 to 56% at the year end. We continue to seek opportunities to further the execution of the investment policy and a number of initiatives are in hand. 
Stephen East, Chairman
Business Review 2013-14
Market Context
The UK economy continued to recover during the year, with gross domestic product growing by 2.9% during the 12 months to 30 September 2014, according to figures from the Office for National Statistics. Comparing favourably with European competitors, this incorporated improved output and increasing employment in both manufacturing and construction, as well as the dominant services sector. However, the rate of expansion slowed during the September quarter, with uncertainty over the Scottish independence vote adding to the usual summer holiday season lull. Some commentators have recently expressed concerns that stagnation in key economies within the Eurozone may soon dampen growth in the UK. With overall wage growth remaining low and the central government deficit remaining to be meaningfully addressed, there appears to be little room for cuts in personal taxation. A significant increase in High Street spending would therefore appear unlikely for the immediate future, although Christmas trading may be assisted by the recent fall in petrol prices. House prices, supported in part by the Government's 'Help to Buy' scheme, increased apace during the year. This has been particularly apparent in the South East, where a buy-to-let boom and overseas investment activity in the London market have also played a part.
The Government has held back on taking measures to mitigate the dangers of house price inflation and mortgage debt, possibly wishing to avoid damaging construction activity outside the South East. It appears likely that the Bank of England's Monetary Policy Committee will maintain interest rates at their current low level until at least mid-2015. Within the retail sector, headline-grabbing failures of high profile chains were avoided during the year and the sector recovered well from the adverse weather conditions, including severe flooding in some localities, which marked the winter of 2013-14. Figures from the Local Data Company showed a small but consistent decline in retail vacancy rates over the first half of 2014, with voids in June at their lowest level since 2010.
Demand for space continued unabated in central London, with a number of overseas retailers moving into the market for the first time. The Colliers International Autumn Report indicated improvements in rental levels for primary retail locations in Outer London, the North West and East Midlands over 2013, and a stabilisation of recent slides in other regions. In contrast, the number of profit warnings issued by Stock Exchange-listed retailers increased significantly during the September quarter, perhaps indicative of pressures felt generally within the sector during prior months. Whilst UK retail sales volume at end-September 2014 was up on the previous year by 2.7%, there was a marked slowdown during the month of September. The recent troubles within Tesco have reverberated amongst supermarket retailers, many of whom are also struggling to adapt to changes in shopping habits and the emergence of discount supermarkets. Whilst supermarket operators acknowledge concerns over the profitability of superstores, they continue to seek viable sites for convenience outlets.
Whilst by no means immune to these pressures, independent local retailers in our market sector have shown remarkable resilience and we have seen small but steady signs of improving health during the spring and summer, particularly amongst convenience, services, health & beauty and leisure outlets. For investors in the sector, demand continued to be most marked for assets located in the South East. Other than in major provincial sectors, investor activity did not pick up materially in regional markets prior to the summer months. Major auction houses are reporting success rates in the order of 75-90%. Purchasers continue to be selective and it appears that the market remains reluctant to adjust to higher purchase yields. The availability of debt finance continues to influence the market. However, stabilising rental levels and the continuing search for yield, together with an increased appetite for risk, may improve provincial investor activity during the coming months. 
Operations
At the beginning of the 2013-14 financial year the business had started to engage with the new investment policy adopted by shareholders in July 2013. As well as a change in strategy, this involved the transfer of our asset managers and accounting staff to INTERNOS on its appointment as fund manager. It is to the credit of the INTERNOS management team and the transferring employees that this transition was achieved with no appreciable disruption to business operations.
A major step forward in furtherance of the investment strategy was the disposal of a portfolio of 235 properties by way of the sale of two of our property-holding subsidiaries in August 2014 ("Project Minard"). The implied property sale price, taking account of the removal of third party fixed rate debt, was 79.3m. In addition to Project Minard, we completed 23 individual property sales during the year. Of these, five were sales of flats on long leases. These individual sales produced an aggregate sales receipts of 4,284,006, a premium of 17.02% to the preceding valuation of 3,661,000. The effect of these sales was to reduce our gearing at the year end to 56%, from 75% in 2013.
Results and Net Asset Value
On an IFRS basis, the Group recorded a profit for the financial year of 1.21m (2013: IFRS loss of 6.07m). The recurring profit for the year was 0.69m (0.8p per share), compared with a restated recurring profit of 2.07m (2.5p per share) in 2013. A reconciliation of the recurring profit to the loss before tax in the Income Statement is given in the Financial Review section, below. The net asset value of the Group increased over the year by 1.21m to 34.83m. This equates to an NAV per share of 42 pence (30 September 2013: 41 pence). The NAV per share adjusted for the fair value of interest rate swap contracts was 47 pence at 30 September 2014 (2013: 48 pence). This figure does not take account of adjustments which may arise on disposal of the remainder of the Company's investment property assets, including accelerated amortisation of certain balance sheet items and professional fees. 
Portfolio Performance and Asset Management
Our investment property portfolio was re-valued at 30 September 2014 at 87,563,250. This reflected an equivalent yield (excluding the residential element) of 9.25%. The portfolio comprised 387 properties, with 1,190 letting units, producing an annual rental income, net of head rent payments, of 7.92m. On a like-for-like basis the portfolio valuation decreased by 0.25% from 87.8m. 


Portfolio Summary
Value
87.6m
Initial Yield
8.82%
Reversionary Yield
9.48%
Equivalent Yield*
9.25%
Rent p.a.
7.92m
Market Rent
8.56m
* excluding residential element
Range of values within the portfolio
Value Range
No. of Properties
Value m
Equivalent Yield*
0-100k
146
10,055,750
10.31%
101k-200k
124
17,102,500
9.63%
201k-500k
88
27,630,000
9.57%
501k-1m
19
14,505,000
9.09%
1m-3m
8
11,845,000
8.12%
3m +
2
6,425,000
7.51%
Total
387
87,563,250
9.25%
Like-for-like portfolio - adjusted for sales

30 September 2014
30 September 2013
Change
Value
87.6m
87.8m
-0.25%
Initial Yield*
8.82%
8.38%
+44bps
Reversionary Yield*
9.48%
9.71%
-23bps
Equivalent Yield*
9.25%
9.39%
-14bps
Rent p.a.
7.9m
7.9m
-0.01%
Market Rent p.a.
8.6m
8.8m
-2.97%
* excluding residential element
Values by Region

% of portfolio value
Valuation movement
Scotland
13.46%
-5.12%
North East
3.07%
+0.75%
Yorkshire & Humberside
7.40%
-3.34%
East Midlands
6.38%
+2.15%
East Anglia
1.96%
-0.15%
London & South East
23.55%
+7.29%
South West
13.62%
+2.22%
Wales
4.83%
-0.53%
West Midlands
8.35%
-2.99%
North West
17.39%
-5.59%
The aggregate Market Rent for the portfolio at 30 September 2014, net of head rent payments, was 8,564,474 (2013: 16,896,962). The principal reason for the fall in Market Rent was the disposal of properties during the year. On a like-for-like basis, the portfolio Market Rent fell by 2.97% from 8,818,932 at 30 September 2013. Whilst the country's general economic activity began to pick up during the year, conditions for retailers continue to be challenging in many regions. This has influenced both portfolio rental income and the vacancy rate. The combined
Market Rent of vacant properties at the year-end was 1,030,636 or 11.94% of aggregate portfolio Market Rent, an improvement on the like-with-like 2013 void rate of 12.27%. Within this, commercial properties accounted for 908,580 and residential units were 122,056. The portfolio void rate reflects our balanced policy of taking possession early where tenants are in financial difficulty, enabling re-marketing of vacant properties and alleviating bad debts. We do not distinguish between assets deliberately held vacant and other vacant properties.
Our asset managers continued to exploit opportunities for improving portfolio returns during the year, from new lettings, rent reviews and lease renewals. The details of these given below include both the ongoing portfolio and the elements disposed of in August 2014 via Project Minard, the proceeds of which reflected previous asset management activities. 
Our flexible approach to leasing, taking account of local factors, continued to serve us well during the year, enabling the letting of 115 vacant commercial units at a total rent of 1,164,283 per annum (2012-13: 116 lettings at 1,003,840). Overall, these units were let at 1.9% below Market Rent. Regarding tenant incentives, we maintained our policy of preferring stepped rents to offering lengthy rent-free periods. The average rent free period on new leases starting during the year within the continuing portfolio was 32 days (2013: 67 days). At the year-end the aggregate rent within the letting pipeline was 175,700 per annum. 
We completed rent reviews on 83 units during the year, increasing rental income by a total of 88,684 per annum. These produced an average uplift of 6.5% over the previous passing rent and 9.7% above Market Rent. 
Lease renewals were carried out on 36 units, resulting in a small net rental increase of 664 (0.2%), an average increase of 4.8% on Market Rent. 
We continue to seek rent deposits of between three to six months on the letting of units. The total value of deposits held at 30 September 2014 was approximately 469,783 or 27.76% of our quarterly rent roll (2013: 23.74%), providing a measure of protection against tenant default. During the year we completed the conversion of one redundant upper parts unit to a residential flat. This was subsequently let, adding 5,400 to the annual rent roll. A further conversion of redundant upper parts, to form two flats, was underway at the year-end. During the year we secured planning consents for 3 flats and 8 further changes of use.
Acquisitions and Sales
The new investment policy, adopted in July 2013, focuses on the orderly selling down of our property portfolio. Accordingly, we do not plan to acquire properties unless to do so contributes to the achievement of the overall sales strategy. We did not in any case acquire any new properties during 2013-14 and none have been acquired since the year end. 
Under Project Minard, we disposed of 235 properties at an implied property sale price, taking account of the removal of third party debt, of 79.3m. In addition, we completed 23 individual property sales during the year, producing an aggregate sales income of 4.3m, a premium of 17.02% to the preceding valuation of 3.7m. Since the year end we completed the sale of six properties at an aggregate price of 1.5m.
Joint Ventures
During the year, the Company continued to hold an investment in a small joint venture with an established UK financial institution. The properties held by the joint venture were sold shortly before the year end and the joint venture has recently entered members' voluntary liquidation.
Finance Review
The financial statements contained in this report have been prepared in accordance with International Reporting Standards ("IFRS"). No new accounting policies were adopted during the year.
Results
The Group has recorded an IFRS profit for the financial year of 1.21m (2013: loss 6.07m). The principal reasons for the improved IFRS result were:
 the reduction in administrative expenses during the year, which moved from 4.5m to 2.2m; and
 a reduction in the diminution of the fair value of the property portfolio which was 0.5m over the year, compared with 8.8m in 2013.
Key Performance Indicators
The following financial key performance indicators are monitored by the directors to review the performance of the business, in addition to the specific measures described in the Business Review which are used to monitor the performance of the property portfolio.

30 September 2014
30 September 2013
Interest cover*
183%
184%
Loan to value (LTV) ratio
56.1%
75.2%
Adjusted NAV per share
47p
48p
Gearing (net of cash held)
141%
380%
Recurring profit per share
0.83p
2.5p
* Based on rental income compared to interest payable
 Net of cash held
 Based on 82,505,853 shares in issue at 30 September 2014 (2013: 82,505,853)
 Adjusted to exclude the fair value of financial derivatives
Recurring Profit
The recurring profit for the year was 0.69m (2013: 2.07m), the calculation of which remains consistent with previous years. A reconciliation of the loss before tax to the recurring profit, including the effect of discontinued operations, is as follows:

30 September 2014
30 September 2013
Profit/(loss) before tax
1,206
(6,071)
Profit on discontinued operations
-
(345)
Profit (loss) before tax on continuing operations
1,206
(6,416)
Movement in fair value of the portfolio
496
8,778
Movement in the fair value of the interest rate swaps held
(2,267)
(2,753)
Profit on sale of investment properties
(475)
(114)
Loss on sale of shares
1,312
-
Non-recurring income
-
(75)
Non-recurring expenditure and net resolution of aged balances
413
2,519
Non-recurring income and expenditure incurred by joint ventures
-
131



Recurring profit on continuing operations
685
2,070
The recurring profit per share for the year was 0.8 pence (2013: 2.5 pence). In accordance with the dividend distribution policy adopted by the Board in 2013, no dividend will be paid for the year (2013: nil).
Significant factors in the reduction of recurring profit were:
 the sharp reduction in income during the last two months of the year, following the sale of 235 properties via Project Minard, together with other property sales during the year;
 an increase in property repair and maintenance costs arising from severe weather conditions in many parts of the country during the winter of 2013-14;
 as noted in the half-year report, the impact on operating expenses of the immediate imposition of Business Rates on vacant properties;
 the continuation, in the first half of the year, of the rigorous review of significantly aged bad debts instigated in 2012-13 (as reported at the half year).
As envisaged in the 2013 Annual Report, the level of administrative expenses fell during the year as a result of the cost savings achieved following the Strategic Review carried out in 2013. Reductions in staff costs and the disposal of the lease of the Company's former offices resulted in annualised cost savings of 2.05m, producing a saving net of fees paid to INTERNOS of 0.909m.
Net Assets
The net assets of the Group were 34.8m at the year end (2013: 33.6m). During the year, further investment was made in refurbishing properties to improve prospects for letting and retaining existing tenants, as well as to comply with regulatory requirements.
The Group's revaluation policy remains unchanged. At the half year and year end, 25% of the portfolio, plus all properties purchased in these two six-month periods (2014: none), are valued by Allsop LLP, a firm of Chartered Surveyors, acting as external valuers, who are experienced in property types held by the Group. The remainder of the portfolio is valued on the basis of Market Value by the directors who have relevant experience and professional qualifications with the benefit of outline advice provided by Allsop LLP.
Joint Ventures and Investments
Investments in joint ventures continue to be equity accounted for during the period of the Group's ownership. During the year the Group continued to hold an interest in the small property joint venture with a financial institution. At the year end the Group had invested 0.29m in this joint venture, following the repayment of the Group's shareholder loan of 0.21m. Following the year end, the joint venture's remaining properties were sold, following which it entered members' voluntary liquidation.
Banking Facilities
During the year the Group operated using the following facilities:
Loan
Facility m
LTV Covenant
Amortisation
Termination
Date
Indus (Eclipse 2007-1) plc*
69.2m
None
300k per quarter held in
amortisation escrow account
16 January 2017
HSBC - Term Loan 1
45.7m
91.5% - NOS 4/6 combined
1.8% pa of outstanding loan
30 April 2018
HSBC - Term Loan 2
19.4m
91.5% - NOS 4/6 combined
1.8% pa of outstanding loan
30 April 2018
Total HSBC Term Loans
65.1m



* The facility provided by Indus (Eclipse 2007-1) was attached to the two subsidiary companies sold in August 2014 and did not form part of the Group's banking facilities at the year end.
At 30 September 2014 the total debt outstanding was 65.1m (2013: 134.9m).
The facility provided by Indus (Eclipse 2007-1) plc was attached to the subsidiary companies disposed of under Project Minard on 7 August 2014 and has not formed part of the Group's facilities since then. Up to that date the Group had been making amortisation payments of 300,000 per quarter into an account over which the lender's agent had sole signing rights.
The two HSBC Term Loans were both fully drawn at the year-end. These facilities are subject to the following conditions:
Cross-collateralisation, with each facility providing security for the other. Whilst providing the bank with a more diversified security pool, this allows the Group to sell assets held by either subsidiary without triggering hedge break costs. 
The financial covenants on both facilities are tested on a consolidated basis, with total loan to value ratios not to exceed 91.5%, and total projected and current interest cover ratios not to fall below 120%. As at the 31 July 2014 interest payment date the total loan to value ratio was 76.8% and the interest cover was 158.3%.
The repayment date for both facilities is 30 April 2018.
A fixed margin of 2% applies to both facilities. An additional margin will accrue from 1 January 2015 and become payable on repayment of the loans (this accrues at the rate of 1%. per annum from 1 January 2015, 1.5 %. From 1 January 2016 and then 2%. Thereafter from 1 January 2017). 
Amortisation instalments are paid on each interest payment date, calculated as being 0.45% of the loan balances on each interest payment date.
All of the loans have actual and forecast interest cover tests which must be complied with under the terms of the facilities. The interest cover is tested at various times throughout the year and, at each testing date each loan was determined to be compliant. The level of the interest cover ratio ("ICR") required by each loan is listed below (each loan reporting period includes an actual and forecast ratio).
Loan
Actual ICR Covenant
Actual ICR
- Qtr ending
30/9/2014
Forecast ICR
Covenant
Forecast ICR -
Qtr ending 30/9/2014
HSBC - Term Loan 1
120%
158.3%
120%
153.4%
HSBC - Term Loan 2
120%
158.3%
120%
153.4%
At the year end the Group held properties with a total value of approximately 5.8m, with no debt drawn against them. These assets, together with the cash balances held by the Group, provide the Group with considerable flexibility.
Taxation
The Group continued to operate as a REIT throughout the year. Accordingly, any profits and gains from the property investment business should be exempt from Corporation Tax provided certain conditions continue to be met.
Dividend
As announced during 2013 the Board is not recommending the payment of dividends for the time being. Accordingly, no dividend will be paid in respect of the year. The Board's current dividend policy takes account of the cash flow requirements of the business alongside the decision not to extend future borrowings. The Company has received advice that, for the time being, this will not affect the Company's REIT status. The Board will continue to keep the dividend policy under review.


Consolidated Income Statement for the year ended 30 September 2014

Note
2014
2013
000
000
Gross rental income

13,851 
14,649 
Property operating expenses

(3,865)
(2,579)
Net rental income

9,986 
12,070 
Profit on disposal of investment properties

475 
114 
Loss on disposal of subsidiaries

(1,312)
- 
Loss from change in fair value of investment properties
8 
(496)
(8,778)
Administrative expenses including non-recurring items
3 
(2,152)
(4,520)
Net other income
4 
5 
22 
Share of results from jointly controlled entities
9 
(4)
(134)
Operating profit\(loss) before net financing costs

6,502 
(1,226)
Financing income*
5 
3 
4 
Financing expenses*
5 
(7,566)
(7,947)
Movement in fair value of financial derivatives
5 
2,267 
2,753 
Profit\(loss) before tax

1,206 
(6,416)
Taxation
6 
-
-
Profit\(loss) for the year from continuing operations

1,206 
(6,416)
Discontinued operations



Profit\(loss) for the year from discontinued operations

- 
345 
Profit\(loss) for the financial year attributable to equity holders of the Company

1,206 
(6,071)
Basic and diluted profit\(loss) per share on loss for the year
18 
1.5p
(7.5)p
Basic and diluted profit\(loss) per share on continuing operations for the year
18 
1.5p
(7.9)p
* Excluding movement in the fair value of financial derivatives.
Consolidated Statement of Comprehensive Income for the year ended 30 September 2014


2014
2013
000s
000s
Profit\(Loss) for the financial year

1,206 
(6,071)
Total comprehensive income for the year

1,206 
(6,071)




Attributable to:



Equity holders of the parent Company

1,206 
(6,071)
Consolidated Balance Sheet as at 30 September 2014

Note
2014
2013
000
000
Non-current assets



Investment properties
8 
86,201 
166,107 
Investments in jointly controlled entities
9 
292 
507 


86,493 
166,614 
Current assets



Trade and other receivables
11 
3,461 
4,784 
Investment properties held for sale
8 
2,035 
3,675 
Cash
12 
15,662 
6,626 


21,158 
15,085 
Total assets

107,651 
181,699 




Non-current liabilities



Interest bearing loans and borrowings
13 
(63,642)
(134,363)
Finance lease liabilities
15 
(672)
(922)
Derivative financial instruments
19 
(1,634)
(3,872)


(65,948)
(139,157)
Current liabilities



Interest bearing loans and borrowings
13 
(1,164)
-
Trade and other payables
14 
(3,319)
(6,499)
Derivative financial instruments
19 
(2,388)
(2,417)


(6,871)
(8,916)
Total liabilities

(72,819)
(148,073)




Net assets

34,832 
33,626 




Equity



Issued capital
16 
18,334 
18,334 
Reserves
16 
3,773 
3,773 
Capital redemption reserve
16 
1,764 
1,764 
Retained earnings

10,961 
9,755 
Total attributable to equity holders of the Company

34,832 
33,626 

Consolidated Statement of Cash Flows for the year ended 30 September 2014


2014
2013
Note
000
000
Operating activities



Profit\(Loss) for the year

1,206 
(6,071)
Adjustments for:



Loss from change in fair value of investment properties
8 
496 
8,778 
Net financing costs
5 
5,296 
5,190 
Profit on disposal of investment properties

(475)
(114)
Loss on disposal of subsidiaries

1,312 
- 
Loss on disposal of discontinued operations
25 
- 
500 
Depreciation
7 
- 
123 
Share of results of jointly controlled entities
9 
4 
134 


7,839 
8,540 
Increase/(decrease) in trade and other receivables

1,220 
(86)
(Decrease)/increase in trade and other payables

(1,108)
788 


7,951 
9,242 
Interest paid

(8,026)
(7,525)
Loan arrangement fees paid

(143)
(481)
Interest received

3 
4 
Corporation tax paid

-
-
Net cash from operating activities

(215)
1,240 




Investing activities



Net proceeds from sale of investment properties

4,255 
1,356 
Cash transferred on disposal of subsidiaries

(1,350)
- 
Proceeds from sale of subsidiaries

10,283 
- 
Acquisition and improvements to investment properties
8 
(1,045)
(1,693)
Proceeds of sale from property, plant and equipment

- 
3 
Proceeds of sale from discontinued operations

- 
2,753 
Proceeds of sale from other inverstments

- 
725 
Investment in jointly controlled entities
9 
- 
(317)
Repayment of investment in jointly controlled entities

210 
681 
Cash flows from investing activities

12,353 
3,508 




Net cash flows from operating activities and investing activities

12,138 
4,748 




Financing activities



Repayment of borrowings

(3,102)
(68,300)
New borrowings

- 
66,310 
Dividends paid
17 
- 
(1,628)
Cash flows from financing activities

(3,102)
(3,618)




Net increase/(decrease) in cash

9,036 
1,130 
Cash at beginning of year

6,626 
5,496 
Cash at end of year
12 
15,662 
6,626 
Consolidated Statement of Changes in Equity for the year ended 30 September 2014



Capital


Share capital

redemption
Retained 

- 
Reserves
reserve
earnings
Total
000
000
000
000
000
Balance at 1 October 2012
18,334 
3,773 
1,764 
17,454 
41,325 
Total comprehensive income for the year





Loss for the year
- 
- 
- 
(6,071)
(6,071)
Transactions with owners, recorded directly 





in equity
Dividends
- 
- 
- 
(1,628)
(1,628)
Total contributions by and distributions to owners
- 
- 
- 
(1,628)
(1,628)






Balance at 30 September 2013
18,334 
3,773 
1,764 
9,755 
33,626 
Total comprehensive income for the year





Profit for the year
- 
- 
- 
1,206 
1,206 
Transactions with owners, recorded directly 





in equity
Dividends
- 
- 
- 
- 
- 
Total contributions by and distributions to owners
- 
- 
- 
- 
- 






Balance at 30 September 2014
18,334 
3,773 
1,764 
10,961 
34,832 


Notes to the Financial Statements for the year ended 30 September 2014
1. Accounting Policies
Basis of Preparation
The Local Shopping REIT plc ("the Company") is a company incorporated and domiciled in the UK. The Group's financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the EU (adopted "IFRS") and in accordance with the provisions of the Companies Act 2006.
The financial statements are prepared in pounds sterling, rounded to the nearest thousand. They have been prepared under the historical cost convention except for the following assets which are measured on the basis of fair value: investment properties, derivative financial instruments, other investments and investment properties held for sale.
The directors have considered whether it is appropriate to prepare the financial statements on a going concern basis. During the year the Group disposed of a number of properties and subsequent to the year end began marketing its remaining property-owning subsidiary companies in a single transaction. The directors believe a sale, which will generate proceeds sufficient to repay all of the Group's financial obligations, is probable within the next six months. Should the sale proceed it is likely to be the directors' intention to liquidate the Company shortly following the sale of the remaining properties, repay all creditors and distribute all remaining monies to the shareholders. If the sale does not proceed then the directors will consider their options which include the sale of all the remaining properties in piecemeal over several years or continue to trade as a going concern. The directors have prepared profit and cash flow forecasts for the period to 30 September 2018 which include assumptions relating to the sale of properties under the current investment strategy which the directors consider to be reasonable. These forecasts project that the Group's and Company's funding needs will be comfortably met by the existing banking facility agreements without any breach of related covenants over the remaining life of the facilities which expire in 2018.
On the basis of these projections the directors consider that the Group will continue to be compliant with its banking covenants and sufficient resources will be available to enable it to continue as a going concern for at least the next 12 months. However the directors' intention to liquidate the company within the next 12 months in the event that the proposed disposal of the Group's remaining properties is successful represents a material uncertainty which may cast significant doubt on the Group's and Company's ability to continue as a going concern. The financial statements do not include the adjustments that would result from the going concern basis of preparation being inappropriate.
The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these financial statements.
Basis of Consolidation
The consolidated financial statements include the financial statements of the Company and all its subsidiary undertakings up to 30 September 2014. Subsidiaries are consolidated from the date on which the Group obtains control, being the power to govern the financial and operating policies of the entity so as to obtain benefit from its activities. They continue to be consolidated until the date that such control ceases. The financial statements of subsidiaries are prepared using consistent accounting policies. Inter-company transactions and balances are eliminated.
Investment Property
Investment properties are those properties owned by the Group that are held to earn rental income or for capital appreciation or both and are not occupied by the Company or any of its subsidiaries.
The fair value of investment properties is based on market values being an estimated amount for which a property could be exchanged on the date of valuation under an arm's length transaction between a willing buyer and seller after proper marketing wherein the parties had acted knowledgeably, prudently and without compulsion. Professional external valuers have valued a sample selected by themselves of 25% of the existing portfolio at the half year and year end and all new purchases since the previous valuation to the half year and to the year end. The remainder of the portfolio has been valued on the basis of market value at the year end by the directors who have appropriate recognised professional qualifications and recent experience of the location and category of the property being valued.
Investment properties are treated as acquired at the point the Group assumes the significant risks and returns of ownership. Subsequent expenditure is charged to the asset's carrying value only when it is probable that future economic benefits associated with the expenditure will flow to the Group and the cost of each item can be reliably measured. All other repairs and maintenance costs are charged to the Income Statement during the period in which they are incurred.
Disposals of investment properties are recognised on completion; profits and losses arising are recognised through the Income Statement, the profit is determined as the difference between the sales proceeds and the carrying amount of the asset at the last valuation date plus any additional expenditure incurred since that date.
Interest on loans associated with acquiring investment properties is expensed on an effective interest rate basis.
Rental income from investment properties is accounted for as described below.
Investment Properties Held for Sale 
Investment properties held for sale are included in the Balance Sheet at their fair value. In determining whether assets no longer meet the investment criteria of the Group, consideration has been given to the conditions required under IFRS 5.
An investment property shall classify a non-current asset as held for sale if its carrying amount will be recovered principally through a sale transaction rather than through continuing use.
The asset must be available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets and its sale must be highly probable as at the year end.
Head Leases
Where a property is held under a head lease and is classified as an investment property, it is initially recognised as an asset based on the sum of the premium paid on acquisition and if the remaining life of the lease at the date of acquisition is considered to be material, the net present value of the minimum ground rent payments. The corresponding rent liability to the leaseholder is included in the Balance Sheet as a finance obligation in current and non-current liabilities.
The payment of head rent reduces the gross liability and the interest element of the finance lease is charged to the Income Statement. Head leases considered not to have a material life remaining at the date of acquisition are accounted for as operating leases with the head rent paid being expensed through the Income Statement.
Property, Plant and Equipment
During the year the Company has agreed a termination of its lease of its former offices with an effective date in June 2014. As anticipated in the 2013 report, no realisation of fixed assets was achieved.
Joint Ventures
The Group has contractual arrangements with other parties which represent jointly controlled entities. These take the form of agreements to share control over other entities. The consolidated financial statements include the Group's share of the total recognised gains and losses of jointly controlled entities on an equity accounted basis. Under the equity method, the interests in the jointly controlled entities are carried in the Balance Sheet at cost plus post-acquisition changes in the Group's share of their net assets, less distributions received and less any impairment in value of the individual investments. The Income Statement reflects the Group's share of the jointly controlled entities' results after interest and tax.
The financial statements of the jointly controlled entities are prepared for the same reporting period as the Group. Where necessary, adjustments are made to bring the accounting policies used in line with those of the Group.
During the preceding year one of the joint ventures was disposed of. Its results have been included up to the date of disposal.
Other Investments
Other non-current investments are classified as available for sale financial assets and are recognised at fair value. Changes in the fair value in the year are recognised directly in the Statement of Comprehensive Income. Dividend income from investments is recognised in the Income Statement when the right to receive payment is established.
During the preceding year the one non-current investment was disposed of. Its results have been included up to the date of disposal.
Trade and Other Receivables
Trade and other receivables are initially recognised at fair value and subsequently held at amortised cost less impairment. Impairment is made where it is established that there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivable. The impairment is recorded in the Income Statement.
Cash and Cash Equivalents
Cash and cash equivalents comprise cash balances and deposits held on call. Cash equivalents are short-term, highly liquid investments with original maturities of three months or less.
Derivative Financial Instruments and Hedging
The Group uses derivative financial instruments such as interest rate swaps to economically hedge risks associated with interest rate fluctuations. The Group does not hold or issue derivatives for trading purposes.
Such instruments are initially measured at fair value on the date on which a contract is entered into and are subsequently re-measured at fair value. Financial derivatives are recognised as current and non-current based on the maturity profile of the associated cash flows.
The Group has determined that the derivative financial instruments held did not qualify as effective for hedge accounting under the criteria set out in IAS 39 and consequently any gains or losses arising from changes in their fair value are taken to the Income Statement. In the future and on an ongoing basis as new derivative financial instruments are entered into, the directors will review the derivative contracts to consider whether they qualify for hedge accounting.
Financial Assets
Financial assets are impaired when there is objective evidence that the cash flows from the financial asset are reduced.
Trade and Other Payables
Trade and other payables are initially recognised at fair value and subsequently held at amortised cost less impairment.
Ordinary Share Capital
External costs directly attributable to the issue of new shares are shown in equity as a deduction from the proceeds.
Shares which have been repurchased are classified as treasury shares and shown in retained earnings. They are recognised at the trade date for the amount of consideration paid, together with directly attributable costs. This is presented as a deduction from total equity. Shares held by the Employee Benefit Trust are treated as being those of the Group until such time as they are distributed to employees, when they will be expensed in the profit and loss account.
The nominal value of shares cancelled has been taken to a capital redemption reserve.
Rental Income
Rental income from investment properties leased out under operating leases is recognised in the Income Statement on a straight-line basis over the term of the lease. When the Group provides lease incentives to its tenants the cost of incentives are recognised over the lease term, on a straight-line basis, as a reduction to income.
Other Income
Other income comprises administration fees charged on lease renewals. In 2013 this also included asset management fees which were recognised in the Income Statement as earned under the terms of each agreement.
Taxation
Corporation tax on the profit or loss for the year comprises current and deferred tax. Corporation tax is recognised in the Income Statement except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
As a REIT, the Group will be exempt from corporation tax on the profits and gains from its property investment business, provided it continues to meet certain conditions. Non-qualifying profits and gains of the Group (the residual business) continue to be subject to corporation tax. Therefore, current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date and any adjustment to tax payable in respect of previous years. The REIT entry charge is expensed on the date of entry to the REIT regime.
Deferred tax is provided using the balance sheet liability method. Provision is made for temporary differences between the carrying amounts of assets and liabilities in the financial statements for financial reporting purposes and the amounts used for taxation purposes. Deferred income tax is calculated after taking into account any indexation allowances and capital losses on an undiscounted basis. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities using tax rates enacted or substantially enacted at the balance sheet date. Deferred tax assets are recognised only to the extent that it is probable that future profits will be available against which the asset can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised. Deferred tax assets and liabilities are only offset if there is a legally enforceable right of set-off.
Pensions
The Company operated a defined contribution pension plan. During 2013 contributions payable by the Company in respect of defined contribution pension plans were charged to administrative expenses as incurred. These costs ceased in July 2013.
Share-based Payments
There were no material share-based payment arrangements during the period.
Employee Benefit Trust
The Group operates an Employee Benefit Trust in order to hedge its obligations under the CSOP and LTIP schemes. The Group either purchases its own shares directly or it funds the trust to acquire shares in the Company. Transactions of the Employee Benefit Trust are treated as being those of the Company and are therefore reflected in the Group financial statements.
Use of Estimates and Judgements
To be able to prepare accounts according to generally accepted accounting principles, management must make estimates and assumptions that affect the asset and liability items and revenue and expense amounts recorded in the financial statements. These estimates are based on historical experience and various other assumptions that management and the Board of directors believe are reasonable under the circumstances. The results of these considerations form the basis for making judgements about the carrying value of assets and liabilities that are not readily available from other sources.
The areas requiring the use of estimates and judgements that may significantly impact the Group's earnings and financial position include the estimation of: the fair value of investment properties, derivative financial instruments and trade receivables.
The valuation of the Group's investment properties is the main area of judgement exercised by the Board in respect of the Group's results. The Board has obtained an external valuation of the portfolio carried out by professionally qualified valuers in accordance with the Appraisal and Valuation Standards of the Royal Institution of Chartered Surveyors in respect of all properties purchased since 1 October 2013 and a further 25% of the portfolio at the half year and year end as selected by the valuers. The valuers were acting as independent valuers and have good information and experience of the current market prices for properties similar to those owned by the Group. Their opinion of Market Value was primarily derived using comparable recent market transactions on an arm's length basis. The tone of their valuation has been adopted by the directors to value the remainder of the portfolio. The assumptions underlying the valuation of the commercial properties within the portfolio include: future rental income, an appropriate discount rate, any planned capital expenditure and the strength of the local letting market in relation to the Market Rent of any letting voids. In addition to these assumptions, in respect of the residential element of the portfolio, a discount of 85% is typically applied to reflect vacant possession.
The valuation of derivative financial instruments and the fixed rate loan are also areas where judgement has been exercised by the Board. These assets and liabilities have been valued by the Group's bankers. These valuations have been relied upon by the Board.
The Group is required to assess whether there is sufficient objective evidence to require the impairment of individual trade receivables. It does this through a regular review of arrears with consideration given to any specific circumstances relating to the receivable.
Segmental reporting 
IFRS 8 requires operating segments to be identified on the basis of internal reports that are regularly reported to the chief operating decision maker to allocate resources to the segments and to assess their performance.
Since the strategy review in July 2013 the Group has identified one operation and one reporting segment which is reported to the Board of directors on a quarterly basis. The Board of directors is considered to be the chief operating decision maker.
New Standards and Interpretations Not Yet Adopted
As at September 2014, the following standards and interpretations or amendment there to, which have not been applied in these financial statements, were in issue but not yet effective. The effect of their adoption on the financial statements in future periods has not yet been ascertained.
Applicable for the yearcommencing on or after:
IFRS 9 (Financial Instruments (revised)) - not yet endorsed 1 January 2014
Amendment to IAS 32 (Financial Instruments: Presentation) - endorsed 1 January 2014
Amendment to IAS 39 (Financial instruments:
Recognition and Measurement) - not yet endorsed 1 January 2014
IFRS 10 Consolidated FinancialStatements and IAS 27 (2011) Separate Financial Statements 1 January 2014
IFRS 11 Joint Arrangements and Amendments 
to IAS 28 (2008) Investments in Associates and Joint Ventures1 January 2014
IFRS 12 Disclosure of Interest in Other Entities 1 January 2014
IFRS 15 Revenue from Customers' Contracts  1 January 2017
Investment Entities (Amendments to IFRS 10, IFRS 12 and IAS 27)   1 January 2014
IFRIC Interpretation 21 Levies  1 January 2014
2. Disposal of subsidiary companies
During the year the company disposed of two subsidiaries, NOS 2 Limited and NOS 3 Limited by the sale of their entire share capital. 
The loss on sale was calculated as follows:
Sale proceeds





11,100 
Deduct:







Assets of the subsidiaries






Properties




78,199 


Debtors and prepayments



104 


Cash




1,350 















79,653 









Liabilities of the subsidiaries






Creditors and accruals



(1,319)


Bank loans




(66,739)















(68,058)









Net assets of subsidiaries



11,595 

Fees and other costs




817 

































Net loss






(1,312)








3. Administrative Expenses
a) The following fees have been paid to the Group's Auditors:






2014 

2013 






000 

000









Auditors' remuneration for audit services:




Audit of parent Company 



37

34
Audit related assurance services


19

16
Statutory audit of subsidiaries



43

52
Auditors' remuneration for non-audit services:




Tax services 




27

37
Other services supplied 



15

10


















The other services supplied related to the disposal under project Minard of NOS 2 Limited and NOS 3 Limited and in 2013 relate to professional advice received in connection with the strategic review and restructure.
b) Included in administrative expenses are staff costs and directors' remuneration.
The average number of persons employed by the Group was as follows:






2014 

2013 






Number of

Number of






Employees

Employees









Administration




- 

11 


















The average shown above for 2013 is for the full year. For the period from October 2012 to June 2013, when all the existing employees either left or were transferred to Internos Global Investors Limited, the average was 15. From July 2013 onwards the average has been nil.
The aggregate payroll costs of these people were as follows:






2014 

2013 






000 

000









Wages and salaries




- 

1,024 
Payments under compromise agreements

- 

965 
Social security costs 



- 

157 
Other pension costs 



- 

79 
Equity settled share-based payments


- 

- 
























- 

2,225 


















Directors' emoluments are disclosed separately in the Remuneration Report.
c) Share Awards
There were no material share-based payment arrangements during the period.
d) Non-recurring items
IAS 1 (Revised) - "Presentation of financial statements" requires material items of income and expenditure to be disclosed separately. The amounts are items which, in management's opinion, need to be disclosed by virtue of their size or incidence in order for the user to obtain a proper understanding of the financial information.
Included in the administration costs are charges arising from the reconstruction following the strategic review, and are non-recurring:
In administration costs:






2014 

2013 






000 

000









Paid to directors under compromise agreements

- 

772 
Employer's NI on the above payments


- 

15 
Paid to employees under compromise agreements 

- 

193 
Employer's NI on the above payments 


- 

6 
Legal, professional and advisory fees


- 

912 
Dilapidations provision on termination of Company's office lease 
- 

39 
























- 

1,937 









Included within financial costs:





Accelerated amortisation of loan fees


- 

312 
























- 

2,249 









4. Net Other Income






2014 

2013 






000 

000


















Other income




5 

22 
Other expenses




- 

- 















5 

22 


















5. Net Financing Costs

2014 
2013
000
000
Interest receivable
3 
4 
Interest receivable excluding fair value movements
3 
4 
Fair value gains on derivative financial instruments (note 19)
2,267 
2,753 
Financing income
2,270 
2,757 



Bank loan interest
(7,366)
(7,436)
Amortisation of loan arrangement fees
(146)
(143)
Write off of loan arrangement fees
- 
(313)
Head rents treated as finance leases
(54)
(55)
Financing expenses excluding fair value movements
(7,566)
(7,947)
Fair value losses on derivative financial instruments (note 19)
-
-
Financing expenses
(7,566)
(7,947)



Net financing costs
(5,296)
(5,190)
6. Taxation

2014 
2013
000
000
Profit\(loss) before tax
1,206 
(6,071)



Corporation tax in the UK of 22% (2013: 23.5%)
265 
(1,427)
Tax relief available from REIT status
(1,387)
(1,199)
Effects of:


Revaluation deficit and other non-deductible items
391 
2,004 
Deferred tax asset not recognised
731 
622 

- 
- 
Factors that may affect future current and total tax charges
The March 2013 UK Budget announced that the UK corporation tax rate will reduce to 20% by 2015. Reductions in the rate from 23% to 21% (effective from 1 April 2014) and 20% (effective from 1 April 2015) were substantively enacted on 2 July 2013. This would reduce the Company's future tax charge accordingly. 
From 11 May 2007, the Group elected to join the UK REIT regime. As a result, the Group will be exempt from corporation tax on the profits and gains from its property investment business from this date, provided it continues to meet certain conditions. Non-qualifying profits and gains of the Group (the residual business) continue to be subject to corporation tax. The directors consider that all the rental income post-11 May 2007 originates from the Group's tax exempt business.
Due to the availability of losses no provision for corporation tax has been made in these accounts. The deferred tax asset not recognised relating to these losses can be carried forward indefinitely. It is not anticipated that sufficient profits from the residual business will be generated in the foreseeable future to utilise the losses carried forward as the current year losses will be adequate to cover foreseeable profits. The unprovided deferred tax asset at 30 September 2014 was 3,224,000 (2013: 2,648,000).
7. Property, Plant and Equipment

Leasehold
Fixtures
Computer

Improvements
and Fittings
Equipment
Total
000
000
000
000
Cost




At 1 October 2012
167 
41 
72 
280 
Additions




Disposals


(7)
(7)
At 30 September 2013
167 
41 
65 
273 
Additions
-
-
-
-
Dsposals
(167)
(41)
(65)
(273)
At 30 September 2014
- 
- 
- 
- 





Depreciation




At 1 October 2012
76 
22 
56 
154 
Charge for year
91 
19 
13 
123 
Dsposals


(4)
(4)
At 30 September 2013
167 
41 
65 
273 





Charge for year




Written back on disposals
(167)
(41)
(65)
(273)
At 30 September 2014
- 
- 
- 
- 





Net book value




At 30 September 2014
- 
-
-
- 
At 30 September 2013
- 
- 
- 
- 
At 30 September 2012
91 
19 
16 
126 
8. Investment Properties

Freehold
Leasehold

Investment
Investment

Properties
Properties
Total
000
000
000
At 30 September 2012
144,844 
33,265 
178,109 
Additions
1,434 
259 
1,693 
Disposals
(1,159)
(83)
(1,242)
Fair value adjustments
(7,473)
(1,305)
(8,778)

(2,857)
(818)
(3,675)
At 30 September 2013
134,789 
31,318 
166,107 
Additions
51 
994 
1,045 
Disposals
(68,217)
(13,878)
(82,095)
Fair value adjustments
653 
(1,149)
(496)
Investment properties held for sale
1,487 
153 
1,640 
At 30 September 2014
68,763 
17,438 
86,201 
The investment properties have all been revalued to their fair value at 30 September 2014.
At the half year and year end, all properties acquired in those six months, together with a sample selected by the valuers of 25% of the portfolio, at the half year and at the year end have been valued by Allsop LLP, a firm of independent Chartered Surveyors. The valuations were undertaken in accordance with the Royal Institution of Chartered Surveyors Appraisal and Valuation Standards on the basis of market value. Market value is defined as the estimated amount for which a property should exchange on the date of valuation between a willing buyer and a willing seller in an arm's length transaction, after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion.
The disposals balance includes properties at carrying value of 78.2m that were disposed of as part of the NOS 2 and NOS 3 transaction.
The remainder of the portfolio has been valued on the basis of market value by the directors who have an appropriate recognised professional qualification and recent experience in the location and category of the property being valued.
All rental income recognised in the Income Statement is generated by the investment properties held and all direct operating expenses incurred resulted from investment properties that generated rental income.
A reconciliation of the portfolio valuation to the total value given in the Balance Sheet for investment properties is as follows:

2014
2013
000
000
Portfolio valuation
87,564 
168,860 
Investment properties held for sale
(2,035)
(3,675)
Head leases treated as investment properties held under finance leases per IAS 17
672 
922 
Total per Balance Sheet
86,201 
166,107 
9. Investments in Jointly Controlled Entities
The Group has the following investments in jointly controlled entities:


2014



2013










Country

Ownership

Country

Ownership
Local Parade Investments LLP
United Kingdom

nil

United Kingdom

nil
Gracechurch Commercial Investments Limited
United Kingdom

50%

United Kingdom

50%








On 26 November 2010 an agreement was entered into with Local Parade Investments LLP ("LPI"), a newly incorporated entity. The initial investment made was 20. The principal activity of the entity is the acquisition and management of retail parades. This investment was disposed of as part of the reconstruction following the strategic review, in July 2013. This is now reflected in discontinued operations (note 25).
On 28 September 2011 an agreement was entered into with Gracechurch Commercial Investments Limited ("Gracechurch"), a newly incorporated entity. The initial investment made was 500,000. The principal activity of the entity is to manage properties for investment purposes. During the year the entire portfolio of Gracechurch was disposed of, and since the year end the company has commenced the process of a members' voluntary liquidation.

Gracechurch
LPI
Total

000
000
000
Cost







At 30 September 2012
641 
3,429 
4,070 
Equity investments
-
-
- 
Loan advances
-
317 
317 
Share of results, net of tax
(134)
187 
53 
Distributions received
-
(681)
(681)
Disposal

(3,252)
(3,252)
At 30 September 2013
507 
- 
507 
Equity investments
-
-
- 
Loan advances
-

- 
Share of results, net of tax
(4)

(4)
Distributions received
(210)

(210)
Investment disposed of
-






At 30 September 2013
293 
- 
293 








The summarised financial information in respect of the Group's share of the jointly controlled entities is shown below.
Year ended 30 September 2013:

Gracechurch
LPI
Total

000
000
000




Non-current assets
1,019 
-
1,019 
Current assets
44 
-
44 
Non-current liabilities
(491)
-
(491)
Current liabilities
(65)
-
(65)





507 
- 
507 








Represented by:



Capital
500 
-
500 
Loans
210 
-
210 
Brought forward share of results
(68)
-
(68)
Share of results, net of tax
(135)
-
(135)




Group's share of net assets
507 
- 
507 









Gracechurch
LPI
Total

000
000
000




Net rental income
91 
544 
635 
Property expenses
(26)
(101)
(127)
Administrative expenses
(14)
(24)
(38)
Change in fair value of investment properties
(139)
22 
(117)
Net interest payable
(54)
(252)
(306)
Movement in fair value of financial derivatives
8 
(7)
1 
Profit\(Loss) on disposal of investment properties
-
5 
5 
Tax

-
- 

(134)
187 
53 




Year ended 30 September 2014

Gracechurch
LPI
Total

000
000
000




Current assets
317 
-
317 
Current liabilities
(24)
-
(24)





293 
-
293 




Represented by:



Capital
500 
-
500 
Brought forward share of results
(203)
-
(203)
Share of results, net of tax
(4)
-
(4)




Group's share of net assets
293 
-
293 









Gracechurch
LPI
Total

000
000
000




Net rental income
84 

84 
Property expenses
(11)

(11)
Administrative expenses
(13)

(13)
Change in fair value of investment properties


- 
Net interest payable
(26)

(26)
Movement in fair value of financial derivatives
9 

9 
Profit on disposal of investment properties
(49)

(49)
Tax
2 
-
2 

(4)
- 
(4)
10. Other investments
On 8 March 2012, the Group entered into a partnership and property advisory agreement with Local Retail Fund GP Limited, a newly incorporated entity. The initial investment made was 45. The principal activity of the entity is the acquisition and management of a diversified portfolio of local retail property in the UK. As part of the restructuring following strategic review, this investment was disposed of in July 2013.


Total


000
Fair value


At 30 September 2012

909 
Disposals

(909)



At 30 September 2013

- 
At 30 September 2014

- 



Impairment losses


At 30 September 2012

-
Charge for the year

(184)
Disposals

184 
At 30 September 2013

- 
At 30 September 2014

- 



Net book value


At 30 September 2014

- 
At 30 September 2013

- 
At 30 September 2012

909 
11 Trade and Other Receivables

2014
2013
000
000
Trade receivables
1,100 
2,822 
Other receivables
1,640 
711 
Prepayments
721 
1,251 

3,461 
4,784 
12. Cash

2014
2013
000
000
Cash in the Statement of Cash Flows
15,662 
6,626 
Included in bank balances are amounts held pending the next interest payment due in October 2014. Until the interest payment has been deducted from these balances the cash is not available for use by the Group. At the year end the amount held on such account was 1,240,306 (2013: 1,905,672) with accruals for interest due of 676,647 (2013: 1,493,409)
13. Interest Bearing Loans and Borrowings

2014
2013
000
000
Non-current liabilities


Secured bank loans
63,961 
134,939 
Loan arrangement fees
(319)
(576)

63,642 
134,363 
Current liabilities


Current portion of secured bank loans
1,164 
-
All bank borrowings are secured by fixed charges over certain of the Group's property assetsand floating charges over the companies which own the assets charged.
As part of the NOS 2 and NOS 3 transaction, loan balances of 66.7m were disposed of as part of the net assets of those companies.
For more information about the Group's exposure to interest rate risk, see note 20.
14. Trade and Other Payables

2014
2013
000
000
Trade payables
399 
929 
Other taxation and social security
5 
444 
Other payables
967 
1,005 
Accruals and deferred income
1,948 
4,121 

3,319 
6,499 
Other payables include rent deposits held in respect of commercial tenants of 469,000 (2013: 862,000).
15. Leasing
Obligations Under Finance leases
Finance lease liabilities on head rents are payable as follows:

Minimum Lease Payment
Interest
Principal

000
000
000
At 30 September 2012
6,864 
(5,942)
922 
(Payments)/charge
(55)
55 
- 
At 30 September 2013
6,809 
(5,887)
922 
Disposals
(2,028)
1,778 
(250)
(Payments)/charge
(54)
54 
- 
At 30 September 2014
4,727 
(4,055)
672 
In the above table, interest represents the difference between the carrying amount and the contractual liability/cash flow.
All leases expire in more than five years.
16. Capital and Reserves
Share Capital


2014



2013


Ordinary 20p Shares

Ordinary 20p Shares

Number

Amount

Number

Amount

000

000

000

000








Allotted, called up and fully paid
91,670 

18,334 

91,670 

18,334 








Investment in Own Shares
At the year end, 9,164,017 shares were held in treasury (2013: 9,164,017).
The number of shares held by the Company's Employee Benefit Trust, LSR Trustee Limited at the year end was 1,096,545 (2013: 1,096,545). During the year the EBT transferred no shares (2013: Nil) to employees on the vesting of awards under the Long Term Incentive Plan. During the year the EBT transferred no shares to employees on the exercise of awards under the Company's Share Option Scheme.
Reserves
The value of shares issued to purchase Gilfin Property Holdings Limited in excess of their nominal value has been shown as a separate reserve in accordance with the Companies Act 2006.
Capital Redemption Reserve
The capital redemption reserve arose in prior years on the cancellation of 8,822,920 Ordinary 20p Shares.
Calculation of Net Asset Value Per Share (NAV)

2014
2013
000
000
Net assets
34,832 
33,626 
Fair value of derivative financial instruments (see note 19)
4,022 
6,289 
Adjusted net assets
38,854 
39,915 







2014
2013
Number
Number


Allotted, called up and fully paid shares
91,670 
91,670 
Treasury shares
(9,164)
(9,164)
Number of shares
82,506 
82,506 



NAV per share
42p
41p



Adjusted NAV per share
47p
48p
17. Dividends
The following dividends were paid during the current and previous year.

Dividend 
Total payment
Classification 
Date paid
per share
000
of dividend
31-Dec-12
2.0 pence
1,628 
PID
Under the REIT legislation, the Company's dividends are divided into two components, known as Property Income Distributions ("PID") and non-Property Income Distributions ("non-PID")
18. Earnings Per Share
Basic Earnings Per Share
The calculation of basic earnings per share was based on the loss attributable to Ordinary Shareholders and a weighted average number of Ordinary Shares outstanding, calculated as follows:
Profit/(Loss) Attributable to Ordinary Shares

2014
2013
000
000



Profit\(Loss) for the year
1,206 
(6,071)



Profit for the year from discontinued operations
- 
(345)



Profit\(Loss) on continuing operations for the year
1,206 
(6,416)
Weighted Average Number of Ordinary Shares

2014
2013
Number
Number


Issued Ordinary Shares at 1 October 2013
91,670 
91,670 
Shares held by EBT
(1,096)
(1,096)
Treasury shares
(9,164)
(9,164)
Weighted average number of Ordinary Shares at 30 September 2014
81,410 
81,410 
Diluted Earnings Per Share
There is no difference between basic and diluted earnings per share in the prior year and no difference in the current year.


Movements

Movements

Fair Value
in Income
Fair Value
in Income
Fair Value
2012
Statement
2013
Statement
2014
000
000
000
000
000
Non-current liabilities
(6,595)
2,723 
(3,872)
2,238 
(1,634)
Current liabilities
(2,447)
30 
(2,417)
29 
(2,388)
Fair value
(9,042)
2,753 
(6,289)
2,267 
(4,022)
19. Derivative Financial Instruments
Derivative financial instruments held by the Group are interest rate swaps used to manage the Group's interest rate exposure. These are shown in the Balance Sheet as follows:
At 30 September 2014 and 30 September 2013 these derivative financial instruments did not qualify as effective swaps for hedge accounting under the criteria set out in IAS 39.
A summary of the swaps and their maturity dates are as follows:
Notional value of swap
Effective date
Maturity date
Rate payable 

Movements


on fixed leg
Fair Value
in Income
Fair Value
000
%
2013
Statement
2014
20,979
16/07/2007
31/01/2017
4.85 
(2,518)
860 
(1,658)
22,500
30/04/2013
20/07/2016
5.05 
(2,571)
959 
(1,612)
10,500
30/04/2013
29/07/2016
5.05 
(1,200)
448 
(752)




(6,289)
2,267 
(4,022)
The interest rate receivable on each swap is LIBOR. The notional value of the 20,979,000 swap amortises at a rate of 200,000 per quarter.
The derivative financial instruments included in the above tables are stated at their fair value based on quotations from the Group's bank.
More details of the Group's policy regarding the management of interest rate risk are given in note 20.
20. Financial Instruments and Risk Management
The Board of directors has overall responsibility for the establishment and oversight of the Group's risk management framework. 
As described in the Corporate Governance report, this responsibility has been assigned to the executive directors with support and feedback from the Audit Committee. The Audit Committee oversees how management monitors compliance with the Group's risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Group.
The Group has identified exposure to the following financial risks from its use of financial instruments: capital management risk, market risk, credit risk and liquidity risk.
Capital Management Risk
The Group's capital consists of long-term borrowings, cash and equity attributable to the shareholders. The Board's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain the future development of the business. The Board regularly reviews the Group's capital structure, cost of capital, gearing levels and other specific measures. From time to time, the Company purchases its own shares when the Board considers that this course of action would enhance the value of the Group for shareholders. The Group has had a policy of paying 100% of recurring profits as a dividend each year. Following the restructuring in July 2013 dividend policy will be reviewed half-yearly by the Board. No dividend has been paid during the year. There were no other changes in the Group's approach to capital management during the year.
Market Risk
Market risk is the risk that changes in market conditions, such as interest rates, foreign exchange rates and equity prices, will affect the Group's profit or loss and cash flows. The Group's exposure to market risks is restricted to interest rate risk only. The Group borrows at floating rates of interest and uses financial instruments to fix the floating rates of interest in accordance with its policy.
The Group and its jointly controlled entities do not speculate in financial instruments. They are only used to limit their exposure to interest rate fluctuations. The Group's policy is to hedge between 60% and 100% of its interest rate exposure. At 30 September 2014, 83% (2013: 92%) of the Group's debt was fixed or protected, as shown below.

At 30 September 2014
At 30 September 2013

Interest

Notional
Loans not
Interest

Notional
Loans not
bearing
Fixed rate
value of
protected
bearing
Fixed rate
value of
protected
loans
loans
swaps
by swaps 
loans
loans
swaps
by swaps
000
000
000
000
000
000
000
000
Fixed rate loan*


-
-
69,229 
69,229 
-
-
Variable rate loan
65,125 
-
53,979 
11,146 
65,710 
-
54,778 
10,932 

65,125 
- 
53,979 
11,146 
134,939 
69,229 
54,778 
10,932 
* The fixed rate interest bearing loan is shown gross of 600,000 held in an escrow account at 30 September 2013. This escrow account is an interest-bearing account, for which the lender has sole signing rights, where all funds deposited shall be applied towards repayment of the loan on 16 January 2017. This loan was transferred as part of the sale of Nos 2 Limited and NOS 3 Limited.
The variable rate loan is protected by interest rate swaps which are carried at fair value. These have been identified as Level 2 in the fair value hierarchy. Level 2 is defined as inputs other than quoted prices included within Level 1 that are observable for the liability either directly (i.e. as prices) or indirectly (as derived from prices).
Sensitivity Analysis
IFRS 7 requires an illustration of the impact on the Group's financial performance of changes in interest rates. The following sensitivity analysis has been prepared in accordance with the Group's existing accounting policies and considers the impact on the Income Statement and on equity of an increase of 100 basis points (1%) in interest rates. As interest rates were below 1% in the current and previous year, it has not been possible to consider the impact of a decrease of 100 basis points on interest income and expense as it would result in a negative rate of interest. Therefore, the impact of a fall in interest rates has been restricted to 0%. It has been possible to consider the impact of a 1% change in rates on the fair value of derivatives as the contracted rates are greater than 1%. All other variables remain the same and any consequential tax impact is excluded. The analysis assumes that changes in market interest rates affect the interest income and interest expense of derivative financial instruments. Changes in the fair value of derivative financial instruments have been estimated by discounting future cash flows at appropriate market rates prevailing at each year end.
Actual results in the future may differ materially from these assumptions and as such, these tables should not be considered as a projection of likely future gains and losses.

2014
2013

Impact on income

Impact on equity
Impact on income

Impact on equity

Number

Amount

Number

Amount
Number

Amount

Number

Amount

+

-

+

-
+

-

+

-

000

000

000

000
000

000

000

000















Impact on Interest Income














and expense
63 

111 

63 

111 
62 

53 

62 

53 
Impact on fair value of














derivatives
1,075 

608 

1,075 

608 
1,692 

1,699 

1,692 

1,699 















Credit Risk
Credit risk is the risk of financial loss to the Group if a tenant, bank or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Group's receivables from tenants, cash and cash equivalents held by the Group's banks and derivative financial instruments entered into with the Group's banks.
Trade and Other Receivables
The Group's exposure to credit risk is influenced mainly by the individual characteristics of each tenant. The Group has over 1,000 tenants in 387 properties. There is no significant concentration of credit risk due to the large number of small balances owed by a wide range of tenants who operate across all retail sectors. Geographically there is no concentration of credit risk in any one area of the UK. An analysis of the business by region, user type and tenant grade is given on pages 2-3. The level of arrears is monitored monthly by the Group and more frequently on a tenant by tenant basis by the asset managers.
Cash, Cash Equivalents and Derivative Financial Instruments
Three major UK banks provide the majority of the banking services used by the Group. Financial derivatives are only entered into with these core banks
The Group's financial assets which are exposed to credit risk are classified as follows and are shown with their fair value:
30 September 2014

At 
Available 
At Amortised
Total Carrying

Fair Value
For Sale
Cost
Amount
Fair Value
000
000
000
000
000
Investments in jointly controlled entities
--
--
293 
293 
293 
Cash and cash equivalents
--
15,662 
--
15,662 
15,662 
Trade receivables
--
--
1,100 
1,100 
1,100 
Other receivables
--
--
1,640 
1,640 
1,640 

--
15,662 
3,033 
18,695 
18,695 
30 September 2013

At 
Available 
At Amortised
Total Carrying

Fair Value
For Sale
Cost
Amount
Fair Value
000
000
000
000
000
Investments in jointly controlled entities
--
--
507 
507 
507 
Cash and cash equivalents
--
6,626 
--
6,626 
6,626 
Trade receivables
--
--
2,822 
2,822 
2,822 
Other receivables
--
--
711 
711 
711 

--
6,626 
4,040 
10,666 
10,666 
For all classes of financial assets, the carrying amount is a reasonable approximation of fair value.
The ageing of trade receivables is as follows

2014
2013

Total
Impairment
After Impairment
Total
Impairment
After Impairment
000
000
000
000
000
000
Not yet due
311 
 -
311 
782 
 -
782 
Past due by one to 30 days
368 
(2)
366 
1,107 
(4)
1,103 
Past due by 30-60 days
220 
(5)
215 
166 
(11)
155 
Past due by 60-90 days
32 
(8)
24 
262 
(15)
247 
Past due by 90 days
358 
(174)
184 
769 
(234)
535 

1,289 
(189)
1,100 
3,086 
(264)
2,822 
Trade receivables that are not impaired are expected to be recovered.
Other receivables at 30 September 2014 and 30 September 2013 were not past due.
The movement in the trade receivables' impairment allowance during the year was as follows:

2014
2013
000
000
Balance at beginning of year
264 
542 
Impairment loss recognised
617 
656 
Trade receivables written off
(692)
(934)
Balance at end of year
189 
264 
The impairment loss recognised relates to the movement in the Group's assessment of the recoverability of outstanding trade receivables.
The movement in the trade receivables impairment allowance in relation to NOS 2 and NOS 3 (disposed of during the year) is a net write off of 178k.
Liquidity Risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group's approach to managing liquidity risk is to ensure, as far as possible, that it will always have adequate resources to meet its liabilities when they fall due for both the operational needs of the business and to meet planned future investments. This position is formally reviewed on a quarterly basis or more frequently should events require it.
The Group's financial liabilities are classified and are shown with their fair value as follows:
30 September 2014

At
At Amortised
Total Carrying

Fair Value
Cost
Amount
Fair Value
000
000
000
000
Interest bearing loans and liabilities
-
64,806 
64,806 
64,806 
Finance lease liabilities
-
672 
672 
672 
Derivative financial instruments
4,022 
-
4,022 
4,022 
Trade payables
-
399 
399 
399 
Other payables
-
830 
830 
830 
Accruals
-
936 
936 
936 

4,022 
67,643 
71,665 
71,665 
30 September 2013

At
At
Total

Fair Value
Amortised
Carrying
Fair Value

Cost
Amount
- 
000
000
000
000
Interest bearing loans and liabilities
-
134,363 
134,363 
143,356 
Finance lease liabilities
-
922 
922 
922 
Derivative financial instruments
6,289 
-
6,289 
6,289 
Trade payables
-
929 
929 
929 
Other payables
-
889 
889 
889 
Accruals
-
1,863 
1,863 
1,863 

6,289 
138,966 
145,255 
154,248 
For all classes of financial liabilities, other than the fixed rate loan, the carrying amount is a reasonable approximation of fair value.
The fair value of the fixed rate element of the interest bearing loan disclosed above has been valued by the Group's bankers.
The maturity profiles of the Group's financial liabilities are as follows:
30 September 2014


Contractual
Within
One
Two
Three
Four
Over
Carrying
Cash
One
to Two
to Three
to Four
to Five
Five
Value
Flows
Year
Years
Years
Years
Years
Years
000
000
000
000
000
000
000
000
Interest bearing loans and borrowings
64,806 
72,292 
2,794 
2,749 
2,696 
64,053 
- 
-
Finance lease liabilities
672 
4,732 
47 
47 
47 
47 
47 
4,497 
Derivative financial instruments
4,022 
4,575 
2,388 
1,982 
205 
- 
-
-
Trade payables
399 
399 
399 
-
-
-
-
-
Other payables
830 
830 
830 
-
-
-
-
-
Accruals
936 
936 
936 
-
-
-
-
-

71,665 
83,764 
7,394 
4,778 
2,948 
64,100 
47 
4,497 
30 September 2013


Contractual
Within
One
Two
Three
Four
Over
Carrying
Cash
One
to Two
to Three
to Four
to Five
Five
Value
Flows
Year
Years
Years
Years
Years
Years
000
000
000
000
000
000
000
000
Interest bearing loans and borrowings
134,363 
158,547 
8,072 
8,408 
8,747 
69,949 
63,371 
-
Finance lease liabilities
922 
6,863 
55 
55 
55 
55 
55 
6,588 
Derivative financial instruments
6,289 
6,789 
2,417 
2,233 
1,858 
281 
-
-
Trade payables
929 
929 
929 
-
-
-
-
-
Other payables
889 
889 
889 
-
-
-
-
-
Accruals
1,863 
1,863 
1,863 
-
-
-
-
-

145,255 
175,880 
14,225 
10,696 
10,660 
70,285 
63,426 
6,588 
Contractual cash flows include the undiscounted committed interest cash flows and, where the amount payable is not fixed, the amount disclosed is determined by reference to the conditions existing at the year end.
21. Operating Lease Arrangements
a) Leases as Lessee
Future minimum lease payments payable by the Group under non-cancellable operating leases are payable as follows:

Land and Buildings

2014
2013
000
000
The next year
- 
72 
Years two to five
-
-
Beyond five years
-
-

- 
72 
b) Leases as Lessor
The investment properties are let under operating leases. Future minimum lease payments receivable by the Group under non-cancellable operating leases are receivable as follows:

2014
2013
000
000
Less than one year
2,169 
3,883 
Between one and five years
2,520 
5,505 
More than five years
3,226 
6,187 

7,915 
15,575 
22. Capital Commitments
At 30 September 2014 the Group had contracted capital expenditure for which no provision has been made in these financial statements of 78,000 (2013: 28,000).
At 30 September 2014, the jointly controlled entities had contracted capital expenditure for which no provision has been made in these financial statements of Nil (2013: Nil)
23. Related Parties
Transactions with Key Management Personnel
The only transactions with key management personnel relate to remuneration which is set out in the Remuneration Report.
The key management personnel of the Group for the purposes of related party disclosures under IAS 24 comprise all executive and non-executive directors.
24. Group Entities








Country of 

Ownership Interest*








Incorporation 

2014
2013












NOS Limited - in members' voluntary liquidation 



United Kingdom 

100%
100%
NOS 2 Limited - disposed of during year 




United Kingdom 

- 
100%
NOS 3 Limited - disposed of during year 




United Kingdom

- 
100%
NOS 4 Limited 






United Kingdom 

100%
100%
NOS 5 Limited 






United Kingdom 

100%
100%
NOS 6 Limited 






United Kingdom 

100%
100%
Palladium Investments Limited 




United Kingdom 

100%
100%
NOS 8 Limited - in members' voluntary liquidation since year end

United Kingdom 

100%
100%
Gilfin Property Holdings Limited




United Kingdom 

100%
100%
LSR Asset Management Limited - in members' voluntary liquidation

United Kingdom 

100%
100%
NOS Residential Limited - in members' voluntary liquidation since year end 
United Kingdom 

100%
100%
LSR Investment Services Limited -wound up during year


United Kingdom 

- 
100%
LSR Gresham Asset Advisers Limited - in members' voluntary liquidation 
United Kingdom 

100%
100%
LSR Gresham Investments Limited - in members' voluntary liquidation 
United Kingdom 

100%
100%












Jointly controlled entities









Gracechurch Commercial Investments Limited* 



United Kingdom 

50%
50%












* In members' voluntary liquidation since year end







Subsidiaries
25. Discontinued operations
In July 2013 as part of the reconstruction following the strategic review, the company disposed of its interests in Local Parade Investments LLP and LSR Asset Services Limited. In addition it ceased its asset management activities being carried on by LSR Asset Management Limited and LSR Gresham Asset Advisors Limited.
The results of the discontinued operations, which have been included in the consolidated income statement, were as follows:



2014
2013



000
000
Joint venture in Local Parade Investments LLP




Share of revenue


- 
544 
Share of expenses


- 
(357)
Share of profit/(loss)


- 
187 
Asset management




Revenue


- 
702 
Expenses


- 
(44)
Profit


- 
658 
Profit before tax


- 
845 
Taxation



- 



- 
845 
Loss on disposal of discontinued operations


- 
(500)
Net profit attributable to discontinued operations (attributable to equity holders of the company)


- 
345 





Basic and diluted earnings per share


- 
0.4p



2014
2013



000
000
Cash flows from (used in) discontinued operation




Net cash from (used in) operating activities


- 
960 
Net cash used in investing activities


- 
364 
Net cash from financing activities


- 
(1,239)





Net cash flows for the year


- 
85 
On 7 August 2014 LSR plc disposed of its shareholdings in NOS 2 and NOS 3. Management have considered the criteria of IFRS 5 and have concluded that they are not applicable to this transaction.
26. Significant contracts
With effect from 22 July 2013 the Company entered into a management agreement with Internos Global Investors Limited ("Internos"). Under this agreement the Company pays to Internos:
 An annual management fee of 0.70% of the gross asset value of the portfolio, subject to a minimum fee of 1m in each of the first two years, 0.95m for the third year and 0.9m for the fourth year.
 An annual performance fee of 20% of the recurring operating profits above a pre-agreed target recurring profit.
 Fees for property sales as follows:
  Up to 50m nil
  50m-150m 0.5% of sales
  Over 150m 1.5% of sales 
 A terminal fee of 5.7% of cash returned to the Company's shareholders in excess of 36.1 pence per share from the Effective Date outside of dividend payments (the "Terminal Fee Hurdle"). The Terminal Fee Hurdle rises by 8% per annum after the first year but reduces on a pro-rata daily basis each time equity is returned to shareholders outside of dividend payments from recurring operating profits.
Under the terms of the agreement Internos received fees of 1,318,539 (2013:291,967) during the year. In addition Internos received a one off fee in 2013 of 50,000 for work carried out in renegotiating the HSBC loan facilities.
Company Balance Sheet as at 30 September 2014


2014
2013

Note
000
000
000
000
Fixed assets





Investments
C5

70,418 

84,334 



70,418 

84,334 
Current assets





Debtors
C6
2,460 

2,927 

Cash

10,108 

1,764 



12,568 

4,691 

Creditors: Amounts falling due within one year
C7
(46,261)

(49,284)

Net current liabilities


(33,693)

(44,593)
Total assets less current liabilities


36,725 

39,741 
Creditors: Amounts falling due after one year


-

-
Net assets


36,725 

39,741 












Capital and reserves





Share capital
C8

18,334 

18,334 
Reserves
C8

3,742 

3,742 
Capital redemption reserve
C8

1,764 

1,764 
Profit and loss account
C8

12,885 

15,901 
Shareholders' funds


36,725 

39,741 
Notes to the Financial Statements
C1. Accounting Policies
The following accounting policies have been applied consistently in dealing with items which are considered material in relation to the Company's financial statements.
Basis of Preparation
The financial statements have been prepared in accordance with applicable UK Accounting Standards and under the historical cost accounting rules.
Cash Flow Statement
Under FRS 1, the Company is exempt from the requirement to prepare a cash flow statement on the grounds that the Company is included in its own published consolidated financial statements.
Related Party Transactions
The Company has taken advantage of the exemption in FRS 8 - Related Party Transactions and has not disclosed transactions or balances with entities which form part of the Group as these consolidated financial statements include the results of these entities.
Financial Instruments
The Company has adopted the requirements of FRS 29 - Financial Instruments Disclosures and has taken the exemption under that standard from disclosure on the grounds that the Group financial statements contain disclosures in compliance with IFRS 7.
Investments
Investments in subsidiary undertakings are stated at historic cost less provisions for impairment.
Tangible Fixed Assets
Following the termination of the Company's office lease in 2013, all tangible assets were written off in that year.
Taxation
The charge for taxation is based on the result for the period and takes into account taxation deferred because of timing differences between the treatment of certain items for taxation and accounting purposes. Deferred tax is recognised, without discounting, in respect of all timing differences between the treatment of certain items for taxation and accounting purposes, which have arisen, but not reversed by the balance sheet date, except as otherwise required by FRS 19.
Pensions
The Company operates a defined contribution pension plan. Contributions payable by the Company in respect of defined contribution pension plans are charged to administrative expenses as incurred.
Share-Based Payments
There were no material share-based payment arrangements during the period.
Employee Benefit Trust
The Company operates an Employee Benefit Trust in order to hedge its obligations under the CSOP and LTIP schemes. The Company either purchases its own shares directly or it funds the trust to acquire shares in the Company. Transactions of the Employee Benefit Trust are treated as being those of the Company and are reflected in the Company's financial statements.
Ordinary Share Capital
External costs directly attributable to the issue of new shares are shown in equity as a deduction from the proceeds.
Shares which have been repurchased are classified as treasury shares and shown in retained earnings. They are recognised at the trade date for the amount of consideration paid, together with directly attributable costs. This is presented as a deduction from total equity. Shares held by the Employee Benefit Trust are treated as being those of the Company.
The nominal value of shares cancelled has been taken to a capital redemption reserve.
Loss for the Financial Year
The Company has taken advantage of Section 408 of the Companies Act 2006 and has not included its own profit and loss account in these financial statements. The Company's loss for the year was 3,016,000 (2013: 50,011,000).
C2. Remuneration of Directors
The detailed information concerning directors' emoluments, shareholdings and share options is shown in the Remuneration Report.
All directors of the Company are directors of the Group.
C3. Remuneration of Auditors
The detailed information concerning Auditors' remuneration is shown in note 3 to the Group financial statements.
C4. Staff Numbers, Costs and Share Option Schemes
The detailed information concerning staff numbers, costs and share option schemes is shown in note 3 to the Group financial statements.
C5. Fixed Asset Investments

Shares in Group

Undertakings
Total
000
000
Cost


At 30 September 2013
155,355 
155,355 
Disposals
(46,750)
(46,750)
At 30 September 2014
108,605 
108,605 



Provisions


At 30 September 2013
71,021 
71,021 
Impairment charge for year
2,332 
2,332 
Disposals
(35,166)
(35,166)
At 30 September 2014
38,187 
38,187 



Net book value


At 30 September 2014
70,418 
70,418 
At 30 September 2013
84,334 
84,334 
An impairment review of the carrying value of the Company's investments in its subsidiary undertakings has been performed. In carrying out this review, the directors had due regard to the nature of the property investments held, which is commensurate with the funding arrangements in place. On the basis of this review which included a review of the underlying assets of the individual subsidiaries the directors have written down the value of investments in subsidiary undertakings to their estimated realisable value.
The companies in which the Company's interests at the year end are more than 20% are as follows:








Nature of business

Ownership Interest*






















NOS Limited - in members' voluntary liquidation 



Dormant

100%
NOS 4 Limited 






Property Investment

100%
NOS 5 Limited 






Property Investment

100%
NOS 6 Limited 






Property Investment

100%
Palladium Investments Limited 




Property Investment

100%
NOS 8 Limited - in members' voluntary liquidation since year end

Property Investment

100%
Gilfin Property Holdings Limited




Property Investment

100%
LSR Asset Management Limited - in members' voluntary liquidation

Property Management

100%
NOS Residential Limited - in members' voluntary liquidation since year end 
Property Investment

100%
LSR Gresham Asset Advisers Limited - in members' voluntary liquidation 
Property Management

100%
LSR Gresham Investments Limited - in members' voluntary liquidation 
Property Investment

100%






















* All interests are in Ordinary Shares
All of the above companies are incorporated in Great Britain
C6. Debtors

2014 
2013 
000
000
Amounts owed by Group undertakings
801 
2,722 
Other debtors
1,369 
--
Other taxation and social security
274 
125 
Prepayments
16 
80 

2,460 
2,927 
C7. Creditors

2014
2013
000
000
Trade creditors
227 
93 
Amounts owed to Group undertakings
45,663 
48,721 
Other taxation and social security
5 
130 
Other creditors
132 
- 
Accruals
234 
340 

46,261 
49,284 
C8. Reconciliation of Shareholders' Funds
Share Capital


2014



2013


Ordinary 20p Shares

Ordinary 20p Shares

Number

Amount

Number

Amount

000

000

000

000








Allotted, called up and fully paid
91,670 

18,334 

91,670 

18,334 








Reserves


Capital
Profit and


Redemption
Loss Account

Reserves
Reserve
- 
Total
000
000
000
000
At 1 October 2012
3,742 
1,764 
67,540 
73,046 
Dividend
-
-
(1,628)
(1,628)
Share-based payments
-
-
- 
- 
Loss for the financial year
-
-
(50,011)
(50,011)
At 30 September 2013
3,742 
1,764 
15,901 
21,407 
Dividend
-
-
- 
- 
Loss for the financial year
-
-
(3,016)
(3,016)
At 30 September 2014
3,742 
1,764 
12,885 
18,391 
Investment in Own Shares
At 30 September 2014, 9,164,017 shares were held in treasury (2013: 9,164,017).
Reserves
The value of shares issued to purchase Gilfin Property Holdings Limited in excess of their nominal value has been shown as a separate reserve in accordance with the Companies Act 2006.
Capital Redemption Reserve
The capital redemption reserve arose in prior years on the cancellation of 8,822,920 Ordinary 20p Shares.
Dividends
The following dividends were paid during the current and previous year:

Dividend 
Total payment
Classification 
Date paid
per share
000 
of dividend
31-Dec-12
2.0 pence
1,628 
PID
Under the REIT legislation, the Company's dividends are divided into two components, known as Property Income Distributions ("PID") and non-Property Income Distributions ("non-PID").
C9. Disposal of shares in subsidiaries 
During the year the Company disposed of two subsidiaries, NOS 2 Limited and NOS 3 Limited by the sale of their entire share capital. 
The profit on sale included in the profit and loss account was calculated as follows:




000's







Sale proceeds


11,100 







Deduct





Carrying cost of investments
11,584 


Less:





Assets not disposed of
(1,369)

















10,215 


Fees and other costs
817 


















11,032 













Profit



68 













The difference between the profit\(loss) on disposal in the Company accounts and the consolidated accounts is due to differences between the net assets of NOS 2 and NOS 3 at the date of disposal and the carrying costs of the investments in The Local Shopping REIT plc.

This information is provided by RNS
The company news service from the London Stock Exchange
  END
FR QKODPKBDBQBD