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RNS Number : 8594K M Winkworth Plc 17 April 2024
M Winkworth Plc
Audited final results for the year to 31 December 2023
M Winkworth plc ("Winkworth" or the "Company"), the leading London franchisor
of real estate agencies, is pleased to announce its audited final results for
the year ended 31 December 2023 (''Final Results'').
Highlights for the year:
The financial performance in 2023 was in line with management expectations,
with higher revenues from lettings helping to balance a subdued sales market.
The quality of our platform and of our franchisees meant that we agreed more
sales and lettings than any other agent within our operating area¹.
• Revenues of £9.27 million in line with 2022
(2022: £9.31 million).
• Franchised office network revenue down 8% at
£57.8 million (2022: £63.1 million).
• Sales revenues 48% of total revenues (2022: 54%).
• Profit before taxation down 15% to £2.15 million
(2022: £2.47 million).
• Clean Balance Sheet: Year-end cash balance of
£4.55 million (2022: £5.25 million) with no debt.
• Four new offices opened in the year (2022: two
offices opened).
• Ordinary dividends of 11.7p per ordinary share
declared (2022: 11.0p per ordinary share).
Dominic Agace, CEO of the Company, commented: "Winkworth's business remained
strong, and we continue to execute our plan of recruiting new talent in order
to create significant uplifts in revenue. We have already opened three new
offices in 2024 and have the potential to open or relaunch eight new
franchisees in London over the next 18 months. Our portfolio management
initiatives include revitalising ambition and growth right across the
business, and with sales agreed to the end of March 23% ahead of the same
period in 2023, we are excited by the outlook for the current year."
Investor presentation
Dominic Agace, CEO of the Company, and Andrew Nicol, CFO of the Company, will
present the Final Results via the Investor Meet Company platform on 18 April
2024 at 13.00 BST.
The presentation is open to all existing and potential shareholders who can
sign up and register to participate for free at:
https://www.investormeetcompany.com/m-winkworth-plc/register-investor
(https://url.avanan.click/v2/___https:/www.investormeetcompany.com/m-winkworth-plc/register-investor___.YXAxZTpzaG9yZWNhcDphOm86YTkwYTQ2ZjdmMzYwYTM3ZGM4NjFlNGY1ZTUwNDQ1Yzc6NjphMDhhOjUzYmJkZTgxY2M4MWEyOWExMGI5NjQ3ODJhMTgwOTIyNWU2OTY0N2Y3MDNmMzgwYTcyY2U4ZWYxYzQ3OTliMTk6cDpU)
Investors who already follow Winkworth on the Investor Meet Company platform
will automatically be invited.
Note¹: based on postcodes where Winkworth has listed a property - Source:
TwentyEA
For further information please contact:
M Winkworth
Plc
Tel : 020 7355 0206
Dominic Agace (Chief Executive Officer)
Andrew Nicol (Chief Financial Officer)
Milbourne (Public
Relations)
Tel : 07903 802545
Tim Draper
Shore Capital (NOMAD and Broker)
Tel : 020 7408 4090
David Coaten
Rachel Goldstein
Henry Willcocks
About Winkworth
Winkworth is the leading London franchisor of residential real estate agencies
with a pre-eminent position in the mid to upper segments of the sales and
lettings markets. The franchise model allows entrepreneurial real estate
professionals to provide the highest standards of service under the banner of
a long-established brand name and to benefit from the support and promotion
that Winkworth offers.
Winkworth is admitted to trading on the AIM Market of the London Stock
Exchange.
For further information please visit: www.winkworthplc.com
(https://url.avanan.click/v2/___http:/www.winkworthplc.com___.YXAxZTpzaG9yZWNhcDphOm86YTkwYTQ2ZjdmMzYwYTM3ZGM4NjFlNGY1ZTUwNDQ1Yzc6Njo4MWM0Ojc4OWIzNzY4ZTQzMmE4MjNlNjJlYTc4NjkyNjQ2YWMwYTVjZWMzYzhkMzNhNDkzNjIyMDA1YzJmOWUyOTIzNTI6cDpU)
Chair's Statement
Last year saw an industry-wide downturn in the sales market, due largely to a
rise in interest rates which meant that sellers were affected by price
uncertainty and buyers held back. As a proprietor-led business with a balanced
portfolio between sales and lettings, however, Winkworth turned in another
steady performance.
There will always be blips in the sales market due to external conditions,
hence Winkworth adheres to a personalised business model, which benefits from
market upturns whilst minimising the risks of downturns. We operate as teams
based locally with high visibility, enabling us to maximise the number of
viewings for our clients to achieve the best price in all markets.
With my 60 years' experience in the business, I believe the creation of
long-term goodwill generated by quality franchisees builds the strength of the
brand and enables us to benefit from that goodwill as our network
expands. Over the years, we have nurtured the relationship with our
customers and people who began by purchasing their first property through us
in the 1970's or renting through us as of the 1990's, are now still dealing
with Winkworth as they approach retirement.
Our teams look after their clients and often provide free long-term advice
when sought, and I believe that this is the ethos behind the successful
development of our 101 offices today. Retaining goodwill means that where
sales fail due to economic conditions, such as experienced in 2023, we retain
those clients for their future move, plus we often pick-up sales where others
over-promised on price. We have always been primarily a sales-oriented estate
agency and we judge our success by our instructions to sales ratio, where we
rank as one of the leaders in the industry.
Since the ending of rent controls in the late 1980's, we have built up a very
professional lettings and management business, which has made a strong
contribution to the revenues of our franchisees, albeit that its profitability
is lower than that of the sales market. At present, London rentals are
performing differently to those in the country market. The London market has
become increasingly price sensitive as affordability kicks in, therefore
careful pricing in London will now be important for landlords. The country
market, meanwhile, is short of stock, as it seems that some Londoners have
been prepared to move out to seek lower rentals. We have also seen changes in
some areas such as central London where, post Covid, stock has moved back to
short term rentals providers, such as Airbnb. This situation may change with
increased regulation, with the presumption that eventually much of that stock
will either be sold or come back to the longer-term market once rules are
tightened up.
Our franchisor organisation and accounting systems have grown substantially
since we started franchising in 1981 and we now consider it is time to
integrate AI into the group accounting process to eliminate some of our
semi-manual processes. This will free up more time for financial compliance
and speed up cash flow.
Finally, as alluded to at the time of our interim results, we have taken the
first steps towards reviewing the composition of our board and broadening its
expertise. This initiative is aimed at ensuring the future leadership
structure supports the continued success of the Company and its stakeholders.
This process began in February 2024 with the appointment of Tara Tan as an
executive director. Tara provides strategic and transactional guidance to the
business development team and to the day-to-day commercial operations team, as
well as overseeing brand protection, network compliance and training. As our
efforts progress, we anticipate making further announcements in due course.
At our AGM in May 2024, I look forward to celebrating both my half century at
the helm of Winkworth and next year's 190th anniversary of the Company's
foundation - milestones which I believe are a testament to our enduring
legacy.
Simon Agace
Non-Executive Chair
16 April 2024
CEO's Statement
Successive interest rate rises in 2023 brought considerable uncertainty to the
sales market, with expectations as to when the tightening cycle might end
fluctuating over the course of year. This led to a significant reduction in
transactions. Against this background, Winkworth's business remained strong,
and we continued to execute our plan of recruiting new talent to acquire
certain existing franchises, creating significant uplifts in revenue.
We further invested in our digital platform to ensure that our franchisees are
equipped to compete as a leading estate agency in their local markets and
reviewed franchises where we do not feel we have the right operators in
place. We believe that by doing this we can grow the market share of our
network to the benefit of all franchisees and underpin growing and profitable
businesses which are fit for purpose throughout the property cycle. The
quality of our platform and of our franchisees meant that we agreed more sales
and lettings than any other agent within our operating area¹. In sales, we
ranked second against our peers in the London area for converting listings to
exchange, a measure of which we are proud as we believe it is the one that
best reflects goodwill for the Winkworth brand and the achievements of our
franchisees.
Our lettings business grew by a further 5% compared to financial year 2022,
despite a tempering of activity in H2 as affordability levels were reached.
Within this we were particularly pleased to see the ongoing growth of the
property management segment of our business, with revenues growing by 12%
compared to financial year 2022 and now accounting for 26% of our total
network revenues.
With the temporary closure of some of our London offices, further details
below, we saw the country market offices outperform our London network. The
overall revenue share of our country offices increased from 23% to 25%, with a
particularly strong performance in lettings and management where year-on-year
revenues grew by 10% compared to 4% in London.
In 2023, gross revenues of the franchised network of £57.8m were down by 8%
year-on-year (2022: £63.1m). Sales income was down by 20% at £27.6m (2022:
£34.3m) while Lettings and Management increased by 5% to £30.2m (2022:
£28.7), producing a 48:52 revenue split between these two activities,
respectively, compared to a 54:46 ratio in 2022.
Winkworth's revenues were in line with 2022 at £9.27m (2022: £9.31m) and
profit before taxation fell by 15% to £2.15m (2022: £2.47m). The Group's
cash position at year end reduced to £4.55m (2022: £5.25m) with no debt.
Dividends of 11.7p per share were declared for the year (2022: 11.0p per
share).
We added four new offices in 2023 with new openings in Wokingham and West
Hampstead, a re-opening in Salisbury, and the supported merger of a market
leading business in Wimborne, building on the success of our local network in
Dorset. Whilst this is below our long-term target for annual openings, we are
happy with the quality of these additions and welcome their early success in
their respective markets.
In line with our ambition to be a top three contender in local markets, in
2023 we decided not to renew certain franchises where our standards were not
being met and results were below expectations. This led to the closure of
the Battersea, and Clapham offices, and the sale of the Kennington Lettings
business to our Kennington sales franchisee, who is now also empowered to open
a further office in his territory. While our Pimlico office was taken back, we
used our assisted acquisition support strategy to relaunch it alongside an
entrepreneurial partner who has the opportunity to receive equity in this
franchise as its potential is realised. We are in active discussion with new,
proven agents to relaunch in Battersea and Clapham and to not only fulfil the
revenue potential of these areas, but also help grow the market share, profile
and, ultimately, revenue potential of our other successful South London
franchises.
Through these initiatives and others focussed on providing exits for
franchisees seeking to retire, as well as by supporting existing franchisees
financially to open new offices, we have the potential to open or relaunch
eight new franchises in London alone over the next 18 months, encouraging
talented operators with new ideas to boost the revenue that we generate in
London, where we believe there is still significant headroom for us to grow.
OUTLOOK
2024 has had a stronger start than expected, with our sales agreed to the end
of March 23% ahead of the same period in 2023, bolstered by mortgage providers
reducing rates in anticipation of a rate cutting programme by the Bank of
England. There is a sense that the worst of the cost-of-living crisis may now
be past, and we are seeing a gradual return to more normal economic
conditions. There is still a large amount of refinancing to be done in the
market, with some realising far higher rates than initially locked in, and
sellers and potential buyers are coming to the market in equal numbers. We
expect housing prices to remain broadly flat this year, with new interest
instead feeding through into an increase in transactions which have been held
back over the past 18 months.
We have witnessed some price weakening in the rental market with supply
increasing (29% ahead of 2023 to end of March 2024) and demand declining (5%
behind 2023 to end of March 2024). We believe that affordability ceilings have
now been reached and, as financing costs fall from peak levels, some landlords
may be tempted back into the market.
We have already opened three new offices in 2024 in St Leonard's, adding to
our existing Exeter network through a supported acquisition, Leamington Spa
and Stoke Newington. With the planned new franchisees in London, and our
portfolio management initiatives revitalising ambition and growth right across
the business, we are excited by the outlook for the current year.
Note¹: based on postcodes where Winkworth has listed a property - Source:
TwentyEA
Dominic Agace
Chief Executive Officer
16 April 2024
M WINKWORTH PLC
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
2023 2022
Notes £'000 £'000
CONTINUING OPERATIONS
Revenue 9,265 9,307
Cost of sales (1,573) (1,594)
GROSS PROFIT 7,692 7,713
Other operating income 1 1
Administrative expenses (5,848) (5,246)
Negative goodwill 252 -
OPERATING PROFIT 2,097 2,468
Finance costs (39) (38)
Finance income 88 39
PROFIT BEFORE TAXATION 2,146 2,469
Tax 4 (467) (488)
PROFIT AND TOTAL COMPREHENSIVE INCOME FOR THE YEAR 1,679 1,981
Profit and total comprehensive income attributable to:
Owners of the parent 1,668 1,951
Non-controlling interests 11 30
1,679
1,981
2023 2022
Notes £ £
Earnings per share expressed in pence per share: 6
Basic 13.02 15.32
Diluted 13.00 15.18
2023
£
1,981
2022
£
Basic
13.02
15.32
Diluted
13.00
15.18
M WINKWORTH PLC
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
31 DECEMBER 2023
2023 2022
Notes £'000 £'000
ASSETS
NON-CURRENT ASSETS
Intangible assets 1,300 906
Property, plant and equipment 984 666
Prepaid assisted acquisitions support 607 503
Investments 63 41
Trade and other receivables 350 385
3,304 2,501
CURRENT ASSETS
Trade and other receivables 1,450 1,146
Cash and cash equivalents 4,548 5,251
5,998 6,397
TOTAL ASSETS 9,302 8,898
EQUITY
SHAREHOLDERS' EQUITY
Called up share capital 65 64
Share premium 179 -
Share based payment reserve - 51
Retained earnings 6,396 6,212
6,640
6,327
Non-controlling interests - 102
TOTAL EQUITY 6,640 6,429
LIABILITIES
NON-CURRENT LIABILITIES
Trade and other payables 767 433
Deferred tax 181 91
948 524
CURRENT LIABILITIES
Trade and other payables 1,556 1,575
Corporation tax payable 158 370
1,714 1,945
TOTAL LIABILITIES 2,662 2,469
TOTAL EQUITY AND LIABILITIES 9,302 8,898
M WINKWORTH PLC
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
Called up share Retained Share Other Non-controlling Total
capital earnings premium reserves Total interests equity
£'000 £'000 £'000 £'000 £'000 £'000 £'000
Balance at 1 January 2022 64 6,145 - 51 6,260 72 6,332
Changes in equity
Dividends - (1,884) - - (1,884) - (1,884)
Total comprehensive income - 1,951 - - 1,951 30 1,981
Balance at 31 December 2022 64 6,212 - 51 6,327 102 6,429
Changes in equity
Issue of share capital 1 - 179 - 180 - 180
NCI on acquisition of shares - (24) - - (24) (113) (137)
Dividends - (1,511) - - (1,511) - (1,511)
Total comprehensive income - 1,719 - (51) 1,668 11 1,679
Balance at 31 December 2023 65 6,396 179 - 6,640 - 6,640
M WINKWORTH PLC
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
2023 2022
Notes £'000 £'000
Cash flows from operating activities
Profit before tax 2,146 2,469
Depreciation charges 531 526
Gain on disposal of fixed assets (9) -
Fair value change in fixed asset investments (22) 30
Negative (252) -
goodwill
39 38
Finance costs
(88) (39)
Finance income
___________ __________
2,345 3,024
Increase in trade and other receivables (269) 106
Increase/(decrease) in trade and other payables 5 203
Cash generated from operations 2,081 3,333
Interest paid (1) -
Tax paid (670) (521)
Net cash from operating activities 1,410 2,812
Cash flows from investing activities
Purchase of intangible fixed assets (229) (123)
Purchase of tangible fixed assets (35) (19)
Purchase of fixed asset investment - 1
Payments for prepaid assisted acquisitions (217) (316)
Interest received 88 39
Net cash used in investing activities (393) (418)
Cash flows from financing activities
Payments of lease liabilities (214) (240)
Interest paid on lease liabilities (38) (38)
Purchase of non-controlling interest (137) -
Share issue 180 -
Equity dividends paid (1,511) (1,884)
Net cash used in financing activities (1,720) (2,162)
Increase/(decrease) in cash and cash equivalents (703) 232
Cash and cash equivalents at beginning of year 5,251 5,019
Cash and cash equivalents at end of year 4,548 5,251
WINKWORTH PLC
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
1. STATUTORY INFORMATION
M Winkworth Plc is a public company, registered in England and Wales and
quoted on AIM. The Company's registered number and registered office address
can be found on the Company Information page of the Annual Report.
2. ACCOUNTING POLICIES
Basis of preparation
The financial statements have been prepared under the historical cost
convention, with the exception of financial instruments as set out below, and
in accordance with UK adopted International Accounting Standards. The
financial statements are presented in pound sterling, which is also the
company's functional currency. The following principal accounting policies
have been applied consistently in dealing with items which are considered
material in relation to the financial statements.
Going concern
The Directors have, at the time of approving the financial statements, a
reasonable expectation that the Group has adequate resources to continue in
operational existence for the foreseeable future. Thus, they continue to adopt
the going concern basis of accounting in preparing the accounts.
Revenue
Revenue represents the value of commissions and subscriptions due to the Group
under franchise agreements, together with the value of fees earned by its
subsidiary lettings business. Revenue in respect of commissions due on house
sales is recognised at the point of the relevant property sale having been
completed by the franchisee. Revenue in respect of commissions due on
lettings, property management and administration services is recognised in the
period to which the services relate. The Group earns a straight 8% by value on
all sales and lettings income generated by the franchisees.
In Tooting Estates Limited, Crystal Palace Estates Limited and Lumley 1
Limited, revenue in respect of commissions due on house sales is recognised on
completion. Revenue in respect of commissions due on lettings and property
management is recognised over the life of the rental agreement.
3. SEGMENTAL REPORTING
The board of directors, as the chief operating decision making body, review
financial information and make decisions about the Group's business and have
identified a single operating segment, that of estate agency and related
services and the franchising thereof.
The directors believe that there are two material revenue streams relevant to
estate agency franchising.
2023 2022
£'000 £'000
Revenue
Estate agency and lettings business 2,695 2,781
Commissions and subscriptions due to the group under
franchise agreement 6,570 6,526
9,265 9,307
4. TAXATION
Analysis of tax expense
2023 2022
£'000 £'000
Current tax:
Taxation 461 496
Adjustment re previous years - (2)
Total current tax 461 494
Deferred tax 6 (6)
Total tax expense in consolidated statement of profit or loss and other
comprehensive
467 488
Income
Factors affecting the tax expense
The tax assessed for the year is higher than the standard rate of corporation
tax in the UK. The difference is explained below:
2023 2022
£'000 £'000
Profit before income tax 2,146 2,469
Profit multiplied by the standard rate of corporation tax in the UK of 505 469
23.521% 2022 - 19%)
Effects of:
Expense not deductible for tax purposes 9 9
Adjustment in respect of prior periods - (2)
Depreciation in excess of capital allowances 2 18
Income not taxable (59) -
Other movements 5 (6)
Change in tax rate 5 -
Tax expense 467 488
5. DIVIDENDS
2023 2022
£'000 £'000
Ordinary shares of 0.5p each 1,511 1,884
6. EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the earnings attributable
to ordinary shareholders by the weighted average number of ordinary shares
outstanding during the period.
2023
Earnings Weighted average number of shares Per-share amount
£'000 '000 pence
Basic EPS
Earnings attributable to ordinary shareholders 1,668 12,814 13.02
Effect of dilutive securities - 20 -
Diluted EPS
Diluted earnings 1,668 12,834 13.00
2022
Earnings Weighted average number of shares Per-share amount
£'000 '000 pence
Basic EPS
Earnings attributable to ordinary shareholders 1,951 12,733 15.32
Effect of dilutive securities - 122 -
Diluted EPS
Diluted earnings 1,951 12,855 15.18
7. CALLED UP SHARE CAPITAL
2023
2022
Authorised: £'000 £'000
20,000,000 Ordinary shares of 0.5p 100 100
2023
2022
Issued and fully paid: £'000 £'000
12,908,792 Ordinary shares of 0.5p 65 64
(2022: 12,733,238)
8. RESERVES
Retained earnings are earnings retained by the Company not paid out in
dividends.
Share premium is the premium paid on shares purchased in the Company.
Other reserves are the fair value equity components recognised over the
vesting period of share based payments.
9. ACQUISITION OF A BUSINESS
The franchisee of the Winkworth business in Pimlico did not renew their
franchise agreements and, as a result, on 20 October 2023, Lumley 1 Limited, a
subsidiary of Winkworth Franchising Limited, took control of the trade and
assets of the business. There was no consideration for the transaction. In the
opinion of the directors the transaction qualified to be accounted for as a
business combination in accordance with IFRS 3.
As with the acquisitions of Tooting Estates Limited and Crystal Palace Estates
Limited, Lumley 1 Limited will keep Winkworth in touch with and learning from
front end experiences and industry trends. It will also provide a live
platform to test and develop future digital initiatives and evolve our
centralised CRM systems, which will be of benefit to all our franchisees.
Fair value Fair value of net
Acquisition adjustment assets
£'000 £'000 £'000
Intangible - 336 336
Deferred tax at 25% - (84) (84)
- 252 252
Consideration -
Less net assets acquired (252)
Negative goodwill (252)
The acquired intangible asset represents the fair value of the customer lists
of the business which have been valued by the directors through the
application of a revenue multiple.
The negative goodwill is included in the Consolidated Statement of Profit or
Loss and Other Comprehensive Income. The post-acquisition results for the
period to 31 December 2023 are as follows:
£'000
Revenue 74
Loss before tax and negative goodwill
(82)
Negative goodwill 252
Profit before tax 170
10. SHARE-BASED PAYMENT TRANSACTIONS
Share options are granted to directors and to selected employees. The exercise
price of the granted options is equal to the market price of the shares at
date of the grant. Options are conditional on the employee completing two
years' service (the vesting period). The options are exercisable starting two
years from the grant date and expire ten years from the grant date. The
company has no legal or constructive obligation to repurchase or settle the
options in cash.
The Reduction of Capital, authorised by the High Court on 24 July 2018,
impacted the calculations around the Share Options granted before that date.
In order to adhere to the Rules of the Option Plan, the exercise price and
number of options over shares had to be adjusted so that the amount payable on
full exercise and the value of the shares acquired on full exercise, and hence
the value of the options, were kept constant. HMRC has agreed to the terms of
the adjustment and the numbers have been amended accordingly with effect from
the date of the Capital Reduction. There is no impact on the cost of the
options to the Group.
Movements in the number of share options outstanding and their related
weighted average exercise prices following the Reduction of Capital are as
follows:
Exercise price Fair value at grant date
Option series Number Grant date Expiry date (p) (p)
Granted on 10 May 2017 386,777 10/05/2017 09/05/2027 139.62 6
The following reconciles the share options outstanding at the beginning and
end of the year:
2023 2022
Weighted average Weighted average
Number of options exercise price (p) Number of options exercise price (p)
Balance at beginning of year 562,331 128 562,331 128
Exercised during the year (175,554) 102 - -
Balance at end of year 386,777 140 562,331 128
All the options were exercisable with 175,554 options being exercised in 2023.
The share option outstanding at the year-end had a weighted average
contractual life of 3.36 years.
11. POST BALANCE SHEET EVENTS
On 10 January 2024, M Winkworth Plc declared dividends of 3p per ordinary
share for the fourth quarter of 2023.
On 10 April 2024, M Winkworth Plc declared dividends of 3p per ordinary shares
for the first quarter of 2024.
12. FINANCIAL INFORMATION
The financial information contained within this announcement for the year
ended 31 December 2023 is derived from but does not comprise statutory
financial statements within the meaning of section 434 of the Companies Act
2006. Statutory accounts for the year ended 31 December 2022 have been filed
with the Registrar of Companies and those for the year ended 31 December 2023
will be filed following the Company's annual general meeting. The auditors'
reports on the statutory accounts for the years ended 31 December 2023 and 31
December 2022 are unqualified, do not draw attention to any matters by way of
emphasis, and do not contain any statements under section 498 of the Companies
Act 2006.
13. ANNUAL REPORT AND ACCOUNTS
Copies of the annual report and accounts for the year ended 31 December 2023
together with the notice of the Annual General Meeting to be held at the
Lansdowne Club on 28 May 2024, will be posted to shareholders shortly and will
be available to view and download from the Company's website at
www.winkworthplc.com
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